Aeon Thana Sinsap (Thailand) Public Company Limited

56-1 ONE REPORT 2023/2024
For the year ended February 29, 2024

CONTENTS
FY2023 Highlights
Milestone over the Year
Message from the Management

Pages
1
2
3

Part 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

5
55
64
93
105

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 on corporate governanceInternal control and related party transactions

109
126
147
160

Part III Financial Statements
Financial statements and notes

168

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 secretary276

Attachment 2: Details of the directors of subsidiaries

297

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

298

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

299

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

300

Attachment 6: Report of the Audit Committee

301

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

302

Attachment 8: Report of the Risk Management Committee

303

Attachment 9: Report of the Corporate Governance Committee

304

Attachment 10: Internal Control Assessment Questionnaire305

1
FY2023 Highlights
Credit Card
Member Card
Total Card

Customer Base
3.39 million cards
6.70 million cards
10.09 million cards

Fiscal Year
Financial Status (Million Baht)
Total assets
Account receivables
Allowance for doubtful accounts
Total liabilities
Borrowings and debentures
Total shareholders’ equity
Total shareholders’ equity
attributable to owners of the parent
Financial Results (Million Baht)
Total revenues
Operating and administrative
expenseDirectors 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

Member and Branch Network
101 branches nationwide
73 ATMs
More than 5,276 dealer shops

2021

2022

2023

As of
February 28,
2022

As of
February 28,2023

As of February
29, 2024

90,46991,028
10,95170,20565,41820,264

95,207
93,937
10,12571,85966,05523,34892,49991,3058,288
67,43762,51325,062

19,88922,821

24,472

20,791

22,332

7,671

7,962

21,965
8,211

161

155

183

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

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

7,240
2,162
8
4,161
3,259
79

79.6
14.21
4.0%
19.2%
36.2%

91.3
15.26
4.1%
17.9%
36.0%

97.9
13.04
3.5%
13.8%
42.2%

2
Milestone over the Year
March 2023
• The Company has extended its channels for Personal Loan (under supervision) cards, Digital loans and credit
cards to cover all sale and service channels, including digital via mobile phones and tablets and branches, aswell as credit card application outreach activities and events with the leveraging of biometric technology,
customer identity verification through eKYC and digital identity confirmation via National Digital ID (NDID).
This initiative marks a significant milestone in our ongoing digital transformation journey, opening doors to
crucial advancements in our digital transformation.
May 2023• The Company introduced its first environmental-care financial product, which was the electric motorcycles hire
purchase aligning with ESG principles, particularly focusing on environmental management aspects.
Subsequently, the Company launched Solar cell loan, providing energy alternatives to interested customers.
June 2023• The Company has collaborated with FWD Life Insurance PCL to offer an exclusive insurance product “FWD
Max Protect”, covering 50 critical illnesses and accidents comprehensively within a single policy. This wasmade to strengthen the sales at Big Care Booth.
October 2023
• The Company launched a new business venture: vehicle title loan, providing another financial flexibility option
for customers. This financial product does not only strengthen the customer’s financial resilience but also
expands the customer base, enabling car owners to access financial services from stable, trustworthy andsecure financial institution.
November 2023
• The Company has added Type 2 and Type 3 car insurance of Thai Paiboon Insurance PCL and LMG
Insurance PCL through the Company’s branches nationwide.
December 2023
• The Company have launched an exclusive campaign of the year, “Aeon Gift Y2024” by offering IPhone 15 Pro
Max, IPhone 15 Pro, and e-voucher Starbucks voucher up to 33,000 baht for credit card customers.
January 2024
• The Company introduced the first Digital Credit Card “Aeon Next Gen” which came as virtual credit card andalso implemented for new function “Scan to pay” in order to create more convenience for customer’s payment
with QR code via Aeon Mobile Application.
• The Company has supported FWD Life PCL’s life insurance products by adding sales channels at AEON
branches nationwide. The Company also offers comprehensive coverage that meets the increased needs ofcustomers by introducing the FWD Big 3, which covers three critical illness groups: cancer, heart and bloodvessel diseases, and brain and nervous system diseases.

3
Message from the Management
Dear Shareholders,
In the light of Thailand’s economic resurgence, GDP 1.9% y-y, particularly in unevenly distributed
benefits from the sole recovered tourism sector, which accounting of 18% of GDP, we, therefore, haveremained our focus on managing credit and financial risks. Despite the persistent challenges posed byhousehold debt, which is likely to cross 91% in 2024, our proactive risk mitigation measures have fortified
our financial resilience, evidenced by the steady enhancement in asset quality from the reduction of
Expected Credit Loss quarter over quarter. We remain resolute in our commitment to navigating thesechallenges ensuring the enduring strength and stability of our financial position.
In summary, for the fiscal year 2023 financial results, our loan receivables amounted to 91,305
million baht, with non-performing loan (NPL) ratio has gradually reduced to 5.0% from 5.7% in theprevious year, accompanied by the reduction of Expected Credit Loss (ECL). The Company recorded
a net profit attributed to owners of the parent at 3,259 million baht, translating to earnings per share at
13.04 baht. Moreover, the Company distributed an interim dividend of 2.55 baht per share on November
2, 2023, and approved final dividend of 2.95 baht per share to be paid on 17 July, 2024, resulting in a
total dividend payout ratio equivalent to 42.2% for the fiscal year 2023.
In the coming year, we project a trajectory for our asset quality, and we are poised to concentrateon acquiring new customers with a focus on growing quality loan receivables. This will be achieved
through the implementation of diverse marketing strategies, as well as the introduction of newly
launched products in the past year. These include innovative offerings such as EV motorcycle hire
purchase, solar cell loans, AEON Auto Quick Cash, which is our vehicle title loan and ourgroundbreaking AEON Digital NextGen Credit Card, which features advanced security solutions forenhanced customer protection. These products have been designed to address shifts in customer
behavior, the evolving competitive landscape and the rapid pace of technological advancement.
Furthermore, our sustainability goals align closely with our mission to build a resilient andsustainable retail financial products and services, we can create long-term value for both our
stakeholders and the communities we serve. We recognize the critical role that digitalization plays inenhancing operational efficiency, improving customer experiences, and driving sustainable growth via
our digitalization strategy which harness the seamless integration of artificial intelligence (AI) aiming to
optimize processes, mitigate risks, and deliver secure financial services for our customers.
Additionally, our sustainability objectives are in alignment with those of the AEON group, in Japan.
We prioritize reducing our environmental footprint, aiming for Net Zero emissions by 2040. Furthermore,
we are committed to minimizing our social impact by actively contributing to communities and societal
welfare through initiatives supported by the AEON Thailand Foundation.
Together, we will navigate the challenges and seize the opportunities that lie ahead, positioning
our company as one of leaders in retail financial service provider in Thailand and Mekong region. We
want to express my gratitude to our stakeholders for their unwavering support.
Thank you for your trust and confidence in our company as always.

4

1
Business operation and operating results

5

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.
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 ofThailand in December 2001. Also, in 2004, the company cut its par value from 5 Baht to 1 Baht per share.
AEON Financial Service Co. Ltd., (AEON Financial Service), the major shareholder of the Company,
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 to sepately 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 do not have no conflict of interest.

6
Business Policy
The corporate mission of the Company is to provide benefits to our cardholders through a variety
of financial services. The Company has operated business under a shared philosophy among the groupof Japan and across Asia which is to enhance cardholders financial opportunities for spending ineveryday life through financial services that provide the most benefits, focusing on customer needs aswell as raising the standard of financial services.

VisionThe Company enhances
quality of customer’s dailyliving in Thailand and
Mekongregionbyproviding finance services
which are 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 environmentandcontribute to the society.

Goal
The Company aims to provide financial
services with greater convenience andsatisfaction to our customers and member
stores. This will lead to the Company s
becoming a leading retail finance company
in Thailand as well as in neighboring
countries in the future. Moreover, in orderto achieve this goal, the Company plans to
expand its customer base and its service
network in all areas in order to achieve thegoal.
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 bestsatisfaction through our standardized andefficient services together with the
expansion of our customer base, which will
result in our becoming the leading debt
collection service business in the future.

Procedures for the Company’s vision, mission and strategies specification.
The Company’s board of directors reviews and approves the vision, mission and the strategies of
the Company with the affiliated companies annually (Policy Meeting). The meeting’s purpose is to drive
the Company’s business in the same direction based on the stakeholders’ expectations. Afterward, theboard 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 willthen plan for the work plan, budget plan, and KPIs plan to propose to the Company’s board 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 inJapan quarterly.

7
Major changes and developments
Major changes and developments over the past 3 years

2021

March

June

AugustSeptember

November

December• 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.

8
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.

9
December

2023

January

February

March

May

June

OctoberNovember

December

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.
The Company expanded to service of E-Acquisition to all acquisition channels forthat customer can apply Credit card, Personal loan under supervision and digital
lending application through tablet at Branch, Direct Sales, Booth and event byusing biometric technology for electronic Know your Customer (e-KYC) with
National Digital ID (NDID).
The company launch new hire-purchase service “MTC EV” hire-purchase formotorcycle EV. is providing credit services to customers in the form of renting goods
with certain payment conditions. Customers can pay for products in installments
starting from 24, 30, 36 months during the period that customers pay for products
in installments with the company. When the customer has paid for the product andhas completely complied with the conditions specified in the hire-purchaseagreement. Ownership of such products will then completely belong to thecustomer.
The company has collaborated with FWD Life Insurance to offer life insurance
product via The Big Care counter in Big C. The life insurance product from FWD
called FWD Max Protect, which comprehensively covers 50 serious illnesses
and accidents, all within a single policy
The company launch new business “AEON AUTO QUICK CASH” loan for car
registration book. Receive a maximum credit limit of 100% of the appraised value.
Quick approval within 30 minutes, installments up to 60 months, interest starting
at 0.69% per month and receive money transferred into the account on the day
you apply for the loan and receive immediate approval. Another option to enhancefinancial liquidity. It is also an expansion of the customer base to cover those who
own cars and have access to stable, reliable and safe financial services.
The company has expanded the sales channels for Type 2 and Type 3 car
insurance of Thai Paiboon Insurance Public Company Limited and LMG
Insurance Public Company Limited through all 101 branches nationwide.
The Company have launched “Aeon Gift Y2024” which was the biggest spending
campaign of company by offer IPhone 15 Pro Max, IPhone 15 Pro, and e-voucher
Starbucks voucher up to 33,000 baht for credit card customers who spend reachup to certain amount.

10
2024

January• The Company Launched first Digital Credit Card “Aeon Next Gen” which came as
virtual credit card (no physical card) by offer 5% cash back for on-line transaction
and also implemented for new function “Scan to pay” in order to create moreconvenience for customer’s payment with QR code via Aeon Mobile Application.
• The company has expanded the channels for selling life insurance products of
FWD Life Insurance Public Company Limited by adding sales channels at
branches of AEON nationwide. The company also offers comprehensive
coverage that meets the increased needs of customers by introducing the FWD
Big 3, which covers three critical illness groups: cancer, heart and blood vessel
diseases, and brain and nervous system diseases. Additionally, FWD Easy
Cancer provides coverage for all types of cancer. All FWD products can also be
used for tax deductions.

As of February 29, 2024, the Company has a total of 101 branches, of which 29 branches are in
Bangkok and the vicinity while the remaining 72 branches are distributed nationwide (Please see detailsof the branches in Properties to be used for business operation). Moreover, the Company has 5,276
Electronic Data Capture machines at hypermarkets and dealers to facilitate the clients. There are also
73 ATMs which is located 39 ATMS in Bangkok and 34 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.
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.
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.

4. Vehicle Title Loan

11
In refence to the announcement of the Bank of Thailand in 2020 Por.Nor.Sor. (01) Wor. 24/2020,
subject: Submitting the announcement of the Bank of Thailand on the determination of criteria,
methods, and conditions for conducting personal loan business under supervision, to encouragebusiness operators of personal loans under supervision to have good governance principles in theirbusiness operations and and to reduce the maximum total rate of interest, penalties, fines, service
charges, and any fees in which the financial institution and business operators of personal loan
under supervision that are not financial institutions may charge debtors at a rate of 25 percent per
year (effective rate) , and for vehicle title loan under supervision at a rate of 24 percent per year
(effective rate). The Bank of Thailand has the power to set relevant criteria as appropriate to theeconomic situation.
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 FY2023
1. The Company maintained its minimum payment rates for credit cards and personal loans under
supervision of the terms and conditions regulated by the Bank of Thailand.
2. The Company extended assistance to individual debtors affected by Covid-19 pandemic, specially forcredit cards and revolving personal loans, allowing them to restructure their debts into installment
loans with special interest rates.
3. The Company has established debt restructuring programs to different type of customers’ statuses.
Additionally, it has offered assistance to credit card customers impacted by the increase in minimum
payment rates from 5% to 8%, effective since 1st January, 2024, as per the announcement by the
Bank of Thailand.In conclusion, the Company provided assistance in restructuring debts amounting
to 1.6 billion baht, which represents 2% of the total account receivables
AEON Care Loan
The Aeon Care Loan program is initiated to provide assistance to customers who are unable to meettheir minimum debt obligations, possibly due to insufficient income or increased expenses. Customers
can opt into the program from their current status, provided they are not more than 60 days delinquent.
The program allows customers to consolidate their credit card and personal loan under supervision withan annual interest rate of 14%, facilitating faster debt relief in line with the Responsible Lending initiativeof the Bank of Thailand.

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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 36% and 45% of total revenues, respectively, while thehire purchase business represented 5% of total revenues.
As of February 29, 2024, 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 3.39 million
ready-to-use credit cards and 6.70 million membership cards for personal loans.

Income Structure (Consolidated)
Fiscal Year

2021

2022

2023

Amount(MB)%

Growth%Amount(MB)%

Growth%Amount(MB)%

Growth%1.Credit Card

6,462

31

0.2

7,642

34

18

7,819

35

2

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

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

9,950
998
643
221
2,334
21,965

45
5
3
1
11
100

(4)
(3)
(7)
(2)
(1)
(2)

Business

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

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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 Advance

1

2
AEON THAI

Cardholders

4

MOBILE

Acquiring Bank

3

Application

8

9

Company

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

2
2
3
6
7

3

5

Non-Bank
Switching System

Cardholder logs in and selects “Cardless Cashing” via AEON THAI MOBILE Application.
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 “Cardless Cash Advance”. To increase
convenience for credit cardholders, they can make a transaction 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 AEONVISA 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 29, 2024, 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-operatewith other potential partners e.g., 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 2023, the Company launched new segmentation Credit Card “AEON Wellness
Platinum Credit Card”, which aim for customer who are health conscious and looking 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 atparticipated hospitals, pharmacy, wellness center and spa*, discount 10% for ambulance service* andevery 0.1% of spending amount will be donated to “The Thai Red Cross Society”.
Launch New Product & Service

17-

Aeon Next Gen
The Company had newly launched first virtual Digital Credit Card “Aeon Next Gen” on January
30, 2024. This credit card came up as virtual credit card (no physical card) while offer the core benefit
5% cash back for on-line spending transaction.
This card offer convenient of cashless payment from their mobile phone by simply scanning a
Mastercard QR Code and use instantly online.
The picture show procedure of servicing for “AEON Next Gen” customer

1

2

The customer fillup personal
information andsubmit via AEON
THAI MOBILE App

3

Credit judgment

4
Customer login
AEON THAIMOBILE
Application for
activation cardand spending

Approval
notification via
SMS-

Scan to Pay
On the same day, the company also implemented new function “Scan to Pay” with mobile
payment solution that enables consumers to make fast, secure payment to merchant for goods andservices by scanning Mastercard QR codes via AEON THAI MOBILE Application.
The diagram below depicts for “Scan to Pay”
1
Marchant

Customer(AEON THAI MOBILE
Application)

3
Company
9
4

6

8

5
Acquirer

7

MasterCard(1) The merchant presents their Mastercard QR code and transaction amount to customer(2) Using AEON THAI MOBILE Application to scans the QR code
(3) AEON THAI MOBILE Application sends the data to the Company system verifies that the funding
is available.
(4) The Company sends a Payment API Request to Mastercard(5) Mastercard sends a Payment Transaction Request to the Network to route to acquirer for
approval. The acquirer approves or declines the payment.
(6) If approved, the Receiving Institution credits the merchant and notifies them of the payment.
(7) The Acquirer sends a Payment Transaction Response to Mastercard.
(8) Mastercard sends a Payment API Response to the Company(9) The Company notifies the consumer of the payment outcome via AEON THAI MOBILE
Application.
Income from credit card consists of interest, revolving fee, collection fee and other fees such as
the annual fee, cash advance fees, merchant discount fees from participating stores; etc.

182) 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.
2.1) The Company offers cash withdrawal service at AEON and major bank ATM machines,
Counter service at all branches of 7-Eleven stores nationwide.
2.2) The Company also offers installment service or AEON Happy Pay service at AEON
dealer’s shops.
The diagram 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.

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 including Motocycle EV, gold, home decorative items, officeequipment, mobile phones, IT products, Solar Cell 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.

19
The diagram shows the procedures of Installment Loan business (AEON Happy Pay)
Customer
1
4

7
EDC and I-Dealer

6

System3

3
2

5

MemberMemberStoreStore

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.

2.3) 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 Applicationin 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

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

2

Credit judgment

3

Approval
notification via
SMS

4Activation via
AEON THAIMOBILE
Application

20
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 24, 30, 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 ofmerchandise belongs to the Company during the period of hire and when the payment conditions of thecontract already are completely met, the ownership of the merchandise would be transferred to thecustomer.
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.
The picture shows the procedures of motorcycle hire purchase business.

Customer

1 5

3 10 1124689DealerCompany

7
Department of Land Transport(1) The loan applicant submit loan application form to a dealer to purchase products.
(2) The dealer send the loan application form of the loan applicant to the company toconsider loan approval.
(3) The company check the qualifications of loan applicants in order to consider loans.
(4) The company notify the results of loan approval/rejection to the dealer.
(5) Dealer delivers products to loan applicants who have received loan approval.
(6) Dealer sends product invoices to the company.
(7) Dealer brings the registration documents to register at the Department of Land
Transport/transport office in the area.
(8) The company pays for products to dealer.
(9) The dealer delivers the registration book to the company.
(10)The company sends installment invoices to customers.
(11)The customer pays installments to the company.

214) Motorcycle EV hire-purchase
Electric motorcycle hire purchase loans (EV) is providing credit services to customers in the form ofrenting goods with certain payment conditions. Customers can pay for products in installments startingfrom 24, 30, 36 months during the period that customers pay for products in installments with the company.
Ownership of the products will remain with the Company. And when the customer has paid for the productand has completely complied with the conditions specified in the hire-purchase agreement. Ownership ofsuch products will then completely belong to the customer.
In this regard, the income of the company Received from the hire purchase loan business consistsof interest income from installment payments for products and fines from payment defaults. After the
product has been delivered to the customer. Partner stores will then send invoices to the company toreceive payment for the next product.
Picture showing the procedures of the Motorcycle EV hire purchase business

Customer

1

5

3 10 1124689DealerCompany

7
Department ofLand Transport

1) The loan applicant submits a loan application form to a dealer to purchase products.
2) The dealer sends the loan application form of the loan applicant to the company toconsider loan approval.
3) The company checks the qualifications of loan applicants in order to consider loans.
4) The company notifies the results of loan approval/rejection to the dealer.
5) Dealer delivers products to loan applicants who have received loan approval.
6) Dealer sends product invoices to the company.
7) Dealer brings the registration documents to register at the Department of Land
Transport/transport office in the area.
8) The company pays for products to partner stores.
9) The dealer delivers the registration book to the company.
10) The company sends installment invoices to customers.
11) The customer pays installments to the company.

225) 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

3

4

9 10

1
4

Dealer

6

8

The Company

Department of Land
Transport

7

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

Dealer contacting the company to introduce customers who are interested in hire purchase a car with thecompany.
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.
Dealer delivers car to customers who have been approved for credit.
Dealer sends the 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.

23
The picture shows the procedures of used car hire purchase in up-country areas.
Customer!
1
Dealer23

10 ""Company#
Department of Land Transport

(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
(11)

Dealer contacting the company to introduce customers who are interested in hire purchase a car with thecompany.
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.
Dealer delivers cars to customers who have been approved for credit.
The company provides documents supporting the transfer of ownership to the dealer.
Dealer brings the ownership transfer document to transfer the ownership at the Department of Land
Transport / Transport office in the area.
Dealer sends invoice 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.

246) AEON Auto Quick Cash (New Product)
Auto Quick Cash is a loan with vehicle registration as collateral means lending money to a person
who is owner of the vehicle. The Company has received a vehicle registration manual book or arrange
a contact, any other documents or evidence to transfer the car registration in advance as collateral for
debt repayment or to arrange a contract documents or any other evidence so that the company canbring or process vehicle for sell or take any other action for the payment of such debt. The customer
can still possess the vehicle and use it as normal.
The picture shows the procedures of Auto Quick Cash

Customer

1 2

9

Bank

7 10
8
! 6

11
3

Company

Car Inspector(1) Customer contact the Company.
(2) Customer submit application for Auto Quick Cash and related documents for transfer car
registration.
(3) The Company take photo by application of AI inspection and send it to car inspector for
examines the condition of car.
(4) Car inspector check the condition of car and send certification with car grade to the company.
(5) The Company examines the qualifications of the customers for credit consideration.
(6) The Company notifies the results of the approval/rejection by SMS.
(7) Customer with approval contact the company to confirm transfer money and bring theregistration book to plegde at the Company.
(8) The company give instruction to Bank to transfer money to customer.
(9) Bank send money to customer.
(10) The Company sends an invoice for installment payment to customer.
(11) Customer pay installment to the company.

7) Solar cell hire-purchase
Company has concern with Sustainability practices for the benefit of both the company andsociety as a whole. Then, we have collaborated with strategic partners to offer solar cell installment inorder to offer more variety and flexibility to customer. As the Solar Cell is the product which is actively
support the ESG (Environmental, Social, Governance) initiative. Customer can utilize the Happy
Plan or Happy Pay services for installment payments and customers can choose installment term of 3,6, or 10 months for credit cards, and 3, 6, 10, or 12 months for member cards

258) 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 kinds ofcustomer both individuals customer and corporate customer i.e. corporative, government bodies throughvarious sales channels e.g. Telemarketing, Face to Face and Online which in line with customer’s
lifestyle and following digitalization planning
Various insurance products are as follows:
Type of Insurance
Protection
Cover loss and damage of the insured vehicle, personal injury,
death, property of third parties (parties) as well as other coverage
1. Motor Insurance
as specified in the policy.
Car insurance is mandatory insurance law required all cars to be
2. Compulsory - Delivery
insured, to protect and assist victims of the car.
This is insurance provide in coverage for loss or damage resulting
3. Golf Insurance
from accident playing golf.
Health insurance provides coverage for medical expenses
4. Health Insurance
generally, including benefits of medical expenses.
Insurance provide in coverage for travel accident.
5. Travel Insurance
Provide coverage for loss or damage from an accident over 24
6. Personal Accident Insurance
hours.
Protect insured properties such as dwelling, furniture, and other
7. Fire Insurance
assets caused by disasters.
Cover damage to buildings and property of the SME such as
restaurant, hotel restaurant, coffee shop, internet cafe, beauty
8. SME Insurance
salon and spa.
Cover Group Life & Health Insurance to corporate s employees
9. Group Insurance (Employee
Benefits)
which is additional from Compensation Fund and Social Security.
Cover death and pay to throw the switch to the beneficiaries as
10. Individual Life Insurance
specified in the policy.
Provide coverage for loss or damage from accident and capacity
11. Marine Cargo Insurance
for exporters and importers of goods between countries.
Such as; all risks to direct physical or damage to property insured
arising from an external cause, public liability insurance,
12. Miscellaneous 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 advertising and marketing support.

269) 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.
1) 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

The Company has developed the channels for online self-service application that allow customer apply
Credit card, Personal loan under supervision and digital lending application anyway and anytime through
AEON THAI MOBILE Application by using biometric technology for electronic Know your Customer (eKYC) with National Digital ID (NDID) the process is following:
Diagrams of system and details of servicing (e-KYC)

Foreigner customer can apply for AEON cards through the AEON THAI MOBILE Application in easy
steps.
Diagrams of system and details of servicing

27(B) AEON THAI MOBILE Service for AEON Members-

Balance Inquiry

This service provides card spending information including credit line, spending amount, and remainingbalance 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 the transaction andpayment 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 beused instantly.
-

Unbilled Transaction

This service serves customers who would like to view latest transactions that are not yet included inmonthly 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 their spending 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 can be viewed
with bar codes to pay at every payment channel. Customers can choose to receive E-statement 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 and services online.
Not only instantly redeemed for discount or privileges at participating merchants with instant 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 thosereward points to AEON Thailand Foundation via AEON’ s mobile application and can verify theredemption history for the reference.
-

News Alert“ News Alert” is an additional channel that communicates promotions that AEON collaborates withmerchants 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 THAI MOBILE
Application before scanning a QR code that appears on the Company’s and bank partners’ ATMs.
Diagrams of Cardless Cashing

Cardholders selectthe cardless cashingfeatureScan the QR code
@AEON
ATMs/Partner Bank
ATMs

Confirm thetransactions

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

28-

E-Coupon Service

E- Coupon is electronic coupon providing through AEON THAI MOBILE Application to redeem productand 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 YourCash card holder could make transactions through AEON THAI MOBILE Application to scan QR Codeon 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 Application

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 Application

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 are linked tocustomers’ 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

Scan to Pay‘Scan to Pay’ is cashless payments by simply scanning a Mastercard QR Code that offer convenienceof cash and the security of a card payment.
Select‘Scan to Pay’
Function of AEON
Mobile APPlication-

Scans Mastercard QR
code

Verify transaction
information and press
confirm

Input ‘PIN’ toconfirm payment

Online Insurance

AEON customers can easy purchase insurance through AEON THAI MOBILE Application by comparing
competitive insurance premium and insurance company.
2) Online service via AEON LINE OA for AEON Customers

29-

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 1 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”

In order to fulfill customer satisfaction, the company had implementation of Voice Calling System for
Queue number to facilitate customers to notify queue calling from Q-Matic Screen at branch. Also, theadjustment of pop-up queue control from branch staff to provide a better queue operation.

Once the queue is arrived; the queue number will be shown on the top row of Q-Matic Screen at branchwith voice calling queue and number of service counter.

3010) 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 andenvironmental 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.
11) AEON Asset Management (Thailand) Co.,Ltd
AEON Asset Management (Thailand) Company Limited (the Company) is a subsidiary of AEON
Thana Sinsap (Thailand) Public Company Limited, which holds 99.9999% of shares, and ACS Servicing(Thailand) Company Limited, which holds 0.0001% of shares. The company was established on August
2 , 2 0 2 2 with an initial registered capital of 2 5 million baht and increased the registered capital to 1 0 0
million baht with paid-up capital 50 million baht on September 21, 2023.
The company operates the business by acquiring Non-Performing Loans (NPLs) from financial
institutions and financial Business Operators in accordance with the Emergency Decree on AssetManagement Company and other related laws. To be managed by giving advice and conducting
negotiations to help debtors and restructure debt. The company has a vision to be part of solving the
NPLs problems of debtors with financial institutions with the purpose that their financial credit status canreturn to normal and they are back in the financial system and society in a sustainable way. On April 11,2024, AEON AMC has been completely granted a license to operate an Asset Management businessfrom the Bank of Thailand (BOT).
12) Digital Lending Business
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 incorporatea Joint Venture Company under the name of “Rabbit Cash Company Limited”, whereas BSS Holdings,
the Company and HUMAN holds 77%, 18% and 5%, respectively, of the shares. The initial registeredcapital is Baht 800 million.
Subsequently, on February 22, 2024, the Extraordinary General Meeting of Shareholders of
Rabbit Cash Company Limited had a resolution to approve the increase of registered share capitalamount of Baht 400 million and the Company has increased the share capital to maintain the proportionof shareholding at 18%. With the experience of Aeon Thana Sinsap (Thailand) Public Company Limited,
it can provide support in debt collection to enable future business expansion.

3113) 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 2024 is expected at 2.6-7.4% 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 2023, such as financial market volatility
and the global economic slowdown from rising interest rates, inflation and energy price crises, andpolitical 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 is a
specialized bank providing credit card, personal loan, hire purchase, and car & motorcycle hire
purchase. The Company holds 50% of its share and AFS Corporation holds another 50%. At present,
ASB Cambodia has 16 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, AEON Mall Mean Chey, Kampong Thom andKampot. 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 2023, ASB Cambodia generated revenues of 1,197 million baht, increased by 2%
y-y and net profit of 146 million baht, increased by 18% from net profit of 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 a commercial hub
and logistics in Myanmar.
For fiscal year 2023, AEON Myanmar was impacted by the intense political tension in the country,
resulting in cessation of lending for new loans, but the Company continues the debt collection ofoutstanding debts as usual. However, the subsidiary has suspended loan disbursement starting fromFebruary 24, 2024.
In 2023, AEON Myanmar generated revenue of 32 million baht, increased by 88% from theprevious year. Net profit of 57 million baht.
(3) Business in Laos
AEON Leasing Service (Lao) Co., Ltd. (“ALSL”) has operated hire purchase business since 2013
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 andPakse.
For fiscal year 2023, ALSL generated revenues of 122 million baht, increased by 9% y-y and net
profit of 21 million baht, increased by 65% from last year.

32
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 20 years old and over and to have regular income
and possess of a secure job and etc. However, according to the Office of the National Economic andSocial Development Council (NESDB), it was found that 40.4 million people were in the total labor force(ready to work), consisting of 3 9.9 million people who were employed; 0 . 1 million people were theseasonally inactive labor force; and 0. 4 million people were unemployed or represented 0.98%
unemployment rate. Mostly, the employed were in the service sector, agricultural sector and production
sector at 49%, 30% and 22% of employed people respectively.
In 2023, there were 28.5 million foreign tourists, 151.13% growth from 11.2 million foreign tourists inthe previous year, which is an important factor in increasing business and household income. Despite, thegrowth of economy or the country's gross domestic product index figure indicates growth of 1.9%, it was
below expectation due to the decline in the government consumption and investment. The NESDB estimatesthat the overall Thai economy will continue to grow at a rate of 2.2-3.2% in 2024. However, in the past year
2023, the economic growth has not been fully resumed due to the k-shape recovery and the ending of
moratorium program for customers who were impacted by the pandemic. Moreover, the household debt togross domestic product rose to 90.9% 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.
2) 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 more convenient for
consumers, causing the total amount of spending on cards via online channels continues to grow steadily.
At the end of 2023, the total number of credit card accounts of commercial banks and non-bank credit
card companies grew by 2.10% from the end of the previous year, representing an increase of approximately
0.54 million accounts from the previous year. At the end of 2023, there were 26.28 million credit card accounts,
divided into 16.51 million credit cards issued by non-bank credit card companies, a growth of 3.51% from theprevious year, and 9.76 million credit cards of commercial banks or a decrease of 0.31% from the previous
year. The outstanding balance of credit cards from non-bank companies amounted to 251.86 billion baht, an
increase of 4.59% from the previous year. In the same period, the outstanding balance of commercial banks'
credit card outstanding amounted to 247 billion baht, or decreased. 1.99% from the previous year. The nonbank credit card accounted for 62.82% by number of cards, and accounted for 50% by outstanding loans,increased from 39% of 2021. The incident is due to a large commercial bank’s credit card business andunsecured personal loan business have been transferred to non-bank company which was established tosupport the restructuring of the bank.

33
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

2019

2020

2021

2022

2023

11.62
12.00
23.62

11.73
12.43
24.16

12.10
12.75
24.85

9.79
15.95
25.74

9.76
16.51
26.28

2019

2020

2021

2022

2023

279.43177.66457.09272.92176.81449.73278.74179.44458.18242.17240.80482.97247.00251.86498.86

Number of Credit Cards (Million Cards)
15.95
12
11.62

12.43
11.73

12.75
12.1

2019

2020

2021
Bank

Credit Card Account Receivable(Billion Baht)
16.51

9.79

9.76

2022

2023

Non-Bank

279.43177.662019278.74272.92176.81

2020

179.442021
Bank

242.17240.8 247 251.86

2022

2023

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.

Credit card industry competition
According to BOT source, at the end of year 2023, the credit card industry has total cards of 26.28
million cards, increased 2.1% from the end of year 2022, and outstanding account receivable of 498.86
billion baht, while the Company’s credit card receivable outstanding was 41.16 billion baht, decreased
from 43.47 billion baht or decreased by 5% from last year, approximately representing by 8.3% ofindustry credit card outstanding.
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 2023, the personal loan accounts (not inclusive of vehicle title loan) increased by 8.1% from16.49 million accounts in previous year to 17.82 million accounts; 3.42 million accounts were fromcommercial banks registered in Thailand, increased by 3.0% y-y and 14.40 million accounts were fromnon-banks sector, increased by 9.4% y-y. In addition, total personal loans (not inclusive of vehicle titleloan) outstanding of industry at the end of 2023 increased by 1.30% from the end of the previous year
to 505.68 billion baht which can be attributed to commercial banks registered in Thailand constantly at
the amount of 183.48 billion baht, similar to the previous year and non-banks in the amount of 322.20
billion baht, or increased of 2.0% y-y. The non-bank shares segmentation in number of loan account andoutstanding of 81% and 64%, respectively.

Table of the Number of Account and Outstanding of Personal Loan (not inclusive of Vehicle Title

34Loan) under supervision in Thailand
No. of Account(million accounts)
Commercial Banks
Non-Bank
Total
Personal loan Outstanding(billion baht)
Commercial Banks
Non-Bank
Total

2020

2021

2022

2023

3.11
10.10
13.21

3.40
10.83
14.23

3.32
13.16
16.49

3.42
14.40
17.82

2020

2021

2022

2023

193.04236.86429.90205.58246.73452.30183.22315.74498.96183.48322.20505.68

Number of Personal Loan Account(exclusive of Vehicle Title Loan) (Million)
14.4

13.16
10.83

10.1
3.11

3.4

3.32

3.42

2020

2021

2022

2023

Bank

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

Non-Bank

315.74236.86
193.04

246.73205.58

2020

2021
Bank

183.222022

322.2
183.482023

Non-Bank

Source: Bank of Thailand

Personal loan industry competition
According to BOT source, at the end of year 2023, the personal loan industry reported the total
outstanding of personal loan (not inclusive of vehicle title loan) under supervision amounted to 505.68
billion baht, increased by 1.3% from the previous year, while the Company has total personal loan
outstanding at the end of fiscal year 2023 amounted 43.42 billion baht, decreased from 44.88 billion
baht or 3% from the previous fiscal year and shared approximately 8.6% of the industry’s personal loan
(not inclusive of vehicle title loan).
Motorcycles 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 a businessunder 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 are contractcontrolled businesses by controlling the effective interest rate not over 10% for new car hire-purchase,
not over 15% for second-hand car hire-purchase and not over 23% for motorcycles hire-purchase
contracts. However, the new regulation has been announced in the Royal Gazette and effective fromJanuary 10, 2023.
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. In addition, in 2023, in
response to the Company's sustainable development policy, which considering the importance ofenvironmental impacts. It, therefore, added electric motorcycle (EV) hire purchase loans to help
reducing the carbon emissions.
According to the statistics from the Land Transportation Department, the number of newly
registered motorcycles was 2.07 million increased from 1.97 million in the previous year, equivalent to
4.58% growth. In 2023, the motorcycle market was stable with slow growth due to the credit tightening

35
of loan approval by financial institutions in regards to the high household debt. The export andmanufacturing sectors performed lower than expected which affecting the purchasing power of the main
consumer groups in the motorcycle market. However, the growth of electric motorcycles continues togrow at a high level, reflecting the customer’s interest and needs towards vehicles that use alternative
energy.
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, overall, the used car market has decreased in price, significantly due to thelarge quantity of used cars from the resumption of production of new models in 2022, resulting in more
replacements for new models, the booming of electric vehicles (EVs), the regulation to control loan-tocollateral value (LTV) ratios, as well as the credit tightening of leasing loans by financial institutions dueto the increase in bad debt rates in leasing loans and the economic situation in the country that is
gradually recovering but still not comprehensive. The Company has maintained its used car loanbusiness with caution in managing the quality of the loans. In additons, the Company continues todevelop digital transaction channels to enhance convenience for customers. The use of AI technology
will be adopted in the process to investigate the car’s condition for loan approval to ensure customer’s
confidence.
Debt Collection Service Business Competitive Condition
The Company operates debt collection business under ACS Services (Thailand) Company
Limited. The 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.

Insurance Brokerage Services Business Competitive Condition
The recovery of economic activity is a supporting factor for continued insurance business growthin 2023 at a rate of 4.0-5.0 percent, along with the reduction in price competition, the number of
insurance service providers has decreased due to the impact of the COVID-19 outbreak. The car
insurance is the main insurance product that drives business growth. In addition, the General Insurance
Association estimates the growth of general insurance in 2024 at approximately 5.0-7.0 percent.
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
CLM namely Cambodia, Laos and Myanmar which having potential economic growth upto 6-7% per
year. Besides, most of population has average age only 20-30 years old, which is working age and has
high demand of financial credit service. In addition, the consumers’ currently changing lifestyles as wellas the integration of ASEAN causing important financial collaboration such as encouraging the use of
local currency in payment of goods and services and investment, retail payment link and electronicmoney 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.

36
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 themselves on
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.
3) 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 such asage, 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 to increase
efficiency in providing a full range of services. Aiming to provide more convenience for cardholders, theCompany has installed ATMs nationwide.

374) 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.
3. Service Network
As of February 29, 2024, the Company has provided refined services at 101 branches; 29
branches in Bangkok and 72 branches in the provinces, with more than 5,276 EDC machines installed
in several department stores and member dealers for enhancing the speedy processing of hire purchasetransactions. 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.

38
Supply of Products and Services
1. Source of Funds
The Company’s source of funds as of February 29, 2024 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

54
500
193,392

JPY
USD
THB
JPY
USD
THB
MMK

2,504
140
13,952

THB

25,062

26,399537
14,4006,719

Note: The amounts shown for short-term and long-terms loan represented loan outstanding amount, and not net settled by loan
issuance cost of 39 million baht and debenture issuance cost of 29 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 shareswith a 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 from the 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 value of
receivables as of October 29, 2015 of Baht 456.08 million. As at October 29, 2015, the Company
received cash proceeds of Baht 433.28 million and the remaining balance of Baht 22.80 million were
paid by entering into a subordinated loan agreement of Baht 25.04 million. The revolving sale andpurchase period of Future Receivables and Additional Receivables commenced from October 30, 2015
and will be terminated 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 and Purchase
Agreement and Servicing Agreement.

39
The key financial information of Special Purpose Vehicle Companies for the year ended February
29, 2024 and February 28, 2023 are summarized as follows:

ATS Rabbit

FY2022As at February
28, 2023
000 Baht

Fy2023As at February 29,
2024
000 Baht

Statements of Financial Position
Total assets
Total liabilities
Total shareholders equity

2,020,410
2,020,366
44

1,203,939
1,199,827
4,112

348,025
152,567
92,634
95,9591,373

326,209134,252
81,50095,550
2,982
11,926

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

5,492

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, 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.
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 and also
verify the customer information via appropriate channel. 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.

40
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 compared to
new customers as the Company has their information in the database.
For credit card, the criterion of cardholder has to comply with Rules, Procedures and Conditions
to Undertake Credit Card Business. And for Hire Purchase and Personal Loan approval, the company
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.
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.

41
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 CreditNoscoring system

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42
C. Debt Collection Business
Regarding to pre-write off account receivable managed under the team which consists ofmanagement and staff for totally 1,100 persons the key component in Retail financial service businessis debt management that has effective procedure and system in order to manage the debt which can be
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 examinedand evaluated by the management who has authorized for making decisions to improve and solve
problems immediately. In addition, four centralized centers could support the business continuity byeach 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 Counter Services, mPAY STATIONs,
Lotus and Pay at Post. In addition, the payment can be made by bank account auto-payment.
For Happy Loan, customer has to pay a monthly installment and the installment period varies
from 3 to 48 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 atleast 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-termand 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43
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 29, 2024, the Company has a total of 101 branches: 29 branches arein Bangkok and the vicinity, and 72 branches are in provincial area. The details are as follows:
Bangkok and Vicinity Branches (29)
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

11. Lotus's Navanakorn
12. Central Rama 2
13. Robinson Samutprakan
14. Seacon Square
15. Big C Ratchadamri
16. Central Pinklao
17. Market Village Suvarnabhumi
18. The Mall Bangkhae

21. Maxvalu Laksi
22. Central Westgate
23. Big C Suksawat
24. Big C Bang Phli
25. Big C Rama 4
26. Robinson Lat Krabang
27. Big C Ratchadaphisek
28. Central Ladprao

9. The Mall Ngamwongwan

19. Mega Bangna

29. Lotus’s Bangpu

10. Lotus's Pathumthani

20. Centralworld

44
Provincial Branches (72)30. Airport Business Park
(Operation Center)

51. Lotus's Amata Nakhon

72. The Mall
Nakhonratchasima

93. Big C Satun

31. Central Chiangmai Airport

52. Big C Chonburi

73. Big C Surin

32. Big C Lamphun

53. Central Chanthaburi

74. Big C Chaiyaphum

94. Big C Hatyai(Khlonghae)
95.Lotus's Songkhla

33. Lotus’s Khamthieng

54. Robinson Prachinburi

75. Big C Buriram

96.Lotus's Ranong

34. Central Chiangrai

55. Ayutthaya City Park

76. Big C Si Sa Ket

97.. Big C Sa Kaeo

35. Big C Lampang

56. Homepro Nakhonpathom

98.. Robinson Thalang

36. V-Square Plaza Nakhonsawan

57. Lotus's Ratchaburi

77. Asawann Shopping
Complex 1 Nongkhai
78. Sermthai Complex
Mahasarakham

37. Lotus's Tak

58. Big C Mahachai

79.Central Udon

100. Robinson Roi Et

38. Big C Phrae
39. Big C Chiangmai

59. Lotus's Suphanburi
60. Hua Hin Market Village

80. Robinson Mukdahan
81. Big C Loei

101. Robinson Phetchaburi

40. Big C Phitsanulok

61. Robinson Kanchanaburi

82. Robinson Sakonnakhon

41.Big C Kamphaengphet

62. Big C Samutsongkhram

83. Central Hatyai

42. Big C Sukhothai

63. Central Salaya

84. Lotus's Samui

43. Lotus's Uttaradit

64. Robinson Saraburi

85. Big C Hatyai 2

44. Tops Plaza Phayao

65. Central Si Racha

86. Lotus's Suratthani

45. Tops Plaza Phichit

66. Lotus's Ang Thong

87. Central Nakhon Si

46. Big C Nan

67. Tops Plaza Sing Buri

88. Central Phuket Festival

47. Big C Lopburi

68. Big C Kalasin

89. Robinson Trang

48. Central Rayong

69. Central Khonkaen

90. Ocean Complex
Chumphon

49. Robinson Chachoengsao

70.Big C Nakhonphanom

91. Lotus's Krabi

50. Lotus's North Pattaya

71. Sunee Tower
Ubonratchathani

92. Central Suratthani

99. Lotus's Phetchaboon

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 29, 2024 were summarized as follows:
Items
Office Renovation- Head Office

Cost(Unit:MB)

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

169
591

146
484

23
107

1,896

1,666

230

Cash Dispensing Machines

66

64

2

Other Office Equipment

272

232

40

Total

2,994

2,592

402

-

Branch Offices

Computers

45
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 29, 2024, the Company
and subsidiaries had the proportion of net account receivables of 90% 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: MBFY2021

FY2022

FY2023

Amount%Amount%Amount%Loan receivable

39,416.62

49.22

38,877.93

46.39

38,330.18

46.17

Credit card receivable

35,443.55

44.26

39,849.60

47.55

38,449.09

46.31

5,099.28

6.37

5,011.21

5.98

6,164.01

7.43

15.20

0.02

4.35

0.01

12.87

0.02

101.75

0.13

68.63

0.07

60.53

0.07

80,076.40

100.0083,811.72

100.0083,016.68

100.00Hire 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.
- Bad debt recovery is recorded as other income in the statement of profit or loss when received.
- Dividend income is recognized on the date the Company’s right to receive payments is established.
- Other income is recognized on an accrual basis.

46
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 determinedbased on historical trend, the Group’s and the Company’s understanding of the specific future 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 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 reflectchanges in credit risk since initial recognition of the respective financial instrument.
The Group and the Company recognize lifetime ECL when there has been a significant increasein credit risk since initial recognition. However, if the credit risk on the financial instrument has notincreased significantly since initial recognition, the Group and the Company measure the loss allowancefor that financial instrument at an amount equal to 12-month ECL.
(See Note 3.2.2 in the Company Financial Statements).

47
Table for allowance for doubtful accounts/allowance for expected credit loss categorized bytypes of credits
FY2021

FY2022

FY2023(Unit: Million Baht)(Unit: Million Baht)(Unit: Million Baht)

Balance brought forward
Impact of adoption of TFRS 9
Add Bad debts and doubtful accounts
Add Expected credit loss
Less Written-off bad debts

4,050.36
680.82(851.02)

Balance carried forward

3,880.17

3,880.17
701.07(956.49)3,624.75

3,624.75
2,608.79(3,520.35)
2,713.19

872.381,914.44(1,994.71)
792.11

792.11
1,829.56(2,121.78)
499.89499.89295.23(311.68)
483.44

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

6,278.79
5,230.94(5,509.39)
6,000.34

6,000.34
4,855.32(5,764.38)
5,091.28

0.10
-

0.39
-

0.28
-

Credit Card

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

-

-

0.29
-

(0.11)-(0.22)-

Balance carried forward

0.39

0.28

0.06

10,951,46

10,125.26

8,287.97

Total

48
Policy for investments in subsidiary and affiliated companies
As of February 29, 2024, the Company has investments in subsidiaries, associate and related companies, as
follows:
Companies

Relationship

Types of Business

Proportion of
Investment(%)

Amount ofInvestment(Baht)

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

Special Purpose
Vehicles Co.

48.75

19,5002. ACSI (Thailand) Co., Ltd.
(formerly AEON Insurance
Service (Thailand)Company Limited)

SubsidiaryNon-life and life
insurance broker

100.00149,224,316

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

Subsidiary

Collection servicer

100.00175,349,088

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

SubsidiaryNon-performing
assets management

99.99

49,999,900

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

Retail financebusiness inCambodia

50.00

323,580,000

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

Subsidiary

Retail financebusiness in Myanmar

100.00455,403,307

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

Retail financebusiness in Laos

96.29

107,333,108

Department Store

3.82

8,500,000

Related8. AEON (Thailand) Co., Ltd.

Holding shares and2 common directors

9. Rabbit Cash Co., Ltd.******

Related Company

Provide lending
services throughdigital platform

18.00

216,000,000

10. PT. AEON Credit Service
Indonesia

Related
Holding shares andsame group of major
shareholders

Consumer finance inIndonesia

2.59

19,071,550

11. ACS Trading Vietnam Co.,Ltd.

Related
Holding shares andsame group of major
shareholders

Installments service
in Vietnam

1.59

16,819,262.92*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 ofunderlying 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, a subsidiary 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

49
brokerage license to the Office of Insurance Commission and had registered the change of company name at the Department of
Business Development, Ministry of Commerce as ACSI (Thailand) Company Limited, effective from January 4, 2022 onwards. On
April 11, 2022, the meeting of the Board of Directors of ACSI (Thailand) Company Limited (“Subsidiary”) passed a special
resolution approving the dissolution of the subsidiary. On April 28, 2022, the annual general meeting of shareholders of thesubsidiary resolved to approve the dissolution of the subsidiary company. The subsidiary has registered its dissolution with the
Department of Business Development, Ministry of Commerce on June 30, 2022 and as of February 29, 2024, the subsidiary 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 on August 25,
2023 the Company purchased 5,002 shares of AEON Asset Management (Thailand) Company Limited ("Subsidiary") from ACS
Servicing (Thailand) Company Limited and non-controlling interests at the amount of Baht 100 per share. On September 8, 2023,
the Extraordinary General Meeting of Shareholders of AEON AMC had a resolution to approve the increase of registered sharecapital by issuance of 750,000 new ordinary shares at par value of Baht 100, totaling Baht 75 million. AEON AMC has registered
the increase of registered share capital with the Department of Business Development, Ministry of Commerce on September 22,
2023, of which 33.33% totaling Baht 25 million was called up from the Company in which the Company holds 99.99% of total
shares registered and the Company holds shares indirectly in AEON Asset Management (Thailand) Co., Ltd. through ACS
Servicing (Thailand) Co., Ltd. in the proportion of 0.01%.
****** 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
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. On February 22, 2024 the Extraordinary General Meeting of Shareholders of
Rabbit Cash Company Limited had a resolution to approve the increase of registered share capital amount of Baht 400 million
and the Company has increased the share capital to maintain the proportion of shareholding at 18%.

50
1.3 Shareholding Structure
Shareholders
A) List of the top 10 major shareholders from total shareholders (6,145 shareholders) as the share registeredbook closing date on February 29, 2024, 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.

17,500,346

7.00

1

5

MORGAN STANLEY & CO. INTERNATIONAL PLC

7,000,000

2.80

6Mr. Chatchaval Jiaravanon1

6,200,000

2.48

7

SOUTH EAST ASIA UK (TYPE C) NOMINEES LIMITED

5,356,400

2.14

8STATE STREET EUROPE LIMITED

4,761,378

1.90

9

TISCO Master Pooled Registered Provident Fund

4,248,700

1.70

10

SE ASIA (TYPE B) NOMINEES LLC

2,567,900

1.03

1Note: Morgan Stanley custodians 7,000,000 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

51
Shareholding Structure in Subsidiaries and Affiliated Companies
The Company has investment in subsidiaries and other affiliated companies as of February 29, 2024 as follows;
Company

Business Type

Ownership (%)

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

Special purpose vehicles Co.

48.75

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

Non-life and life insurance broker

100.003. ACS Servicing (Thailand) Co., Ltd

Collection servicer

100.004. AEON Asset Management (Thailand) Co.,Ltd5

Non-performing assets management

98.00

5. AEON Specialized Bank (Cambodia) PLC

Retail finance business in Cambodia

50.00

6. AEON Microfinance (Myanmar) Co., Ltd

Retail finance business in Myanmar

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

Retail finance business in Laos

96.29

Department Store

3.82

9. PT. AEON Credit Service Indonesia

Consumer finance in Indonesia

2.59

10. ACS Trading Vietnam Co., Ltd

Installments service in Vietnam

1.59

11. Rabbit Cash Co., Ltd4

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 29, 2024, 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 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. On February 22, 2024 the Extraordinary
General Meeting of Shareholders of Rabbit Cash Company Limited had a resolution to approve the increase of registeredshare capital amount of Baht 400 million and the Company has increased the share capital to maintain the proportion ofshareholding at 18%.
5
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. On August 25, 2023 the Company purchased 5,002 shares of AEON Asset Management (Thailand) Company
Limited ("Subsidiary") from ACS Servicing ( Thailand) Company Limited and non-controlling interests at the amount of
Baht 100 per share. On September 8, 2023, the Extraordinary General Meeting of Shareholders of AEON AMC had aresolution to approve the increase of registered share capital by issuance of 750,000 new ordinary shares at par value of
Baht 100, totaling Baht 75 million. AEON AMC has registered the increase of registered share capital with the Department
of Business Development, Ministry of Commerce on September 22, 2023, of which 33.33% totaling Baht 25 million was
called up from the Company in which the Company holds 99.99% of total shares registered and the Company holds
shares indirectly in AEON Asset Management (Thailand) Co., Ltd. through ACS Servicing (Thailand) Co., Ltd. in the
proportion of 0.01%.

52
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%
96.29% AEON Leasing Service (Lao)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.

99.99%AEON Asset Management(Thailand) Co.,Ltd

0.01%

53
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 1 baht

1.5 Issuance of the securities
The Company issued debentures on February 29, 2024, details are as follows:
Informationof Debenture

THB
Debenture

JPY
Debenture

JPY
Debenture

THB
Debenture

THB
Debenture

1,000

7,000

10,000

1,000

1,700

Million Baht

Million Yen

Million Yen

Million Baht

Million Baht

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 Baht

Million Yen

Million Yen

Million Baht

Million Baht

5 years

5 years

3 years

2 years

3 years

15 November
2019
15 November
2024

29 December
2021
29 December
2026

29 November
2022
28 November
2025

24 Februaru
2023
24 February2025

24 February2023
24 February
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 29,
2024
Tenor
Issue dateDue date

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

54
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 paid out
as an interim dividend, which will be distributed from the first half year operating results and the second
dividend payment is paid out as an annual dividend, which will be distributed from the operating resultsof the second half year.
For the Fiscal Year 2023, the Board of Directors’ meeting on October 6, 2023, resolved to pay
interim dividend payment at 2.55 baht per share and paid the dividend to shareholders on November 2,
2023. In addition, the Board of Directors’ meeting approved the final dividend payment for the Fiscal
Year ended February 29, 2024, at the rate of 2.95 baht per share, which will be paid after being approved
from AGM on June 21, 2024. The total dividend for FY2023 will be 5.50 baht per share or 42.19% payout
ratio, totally 1,375 million baht. The Company has set the record date on April 23, 2024, to determine
the shareholders entitled to receive dividends.
The dividend payments of the Company compared to the previous year are as follow:
FY2021

FY2022

FY2023(Baht per share)(Baht per share)(Baht per share)

Interim Dividend

2.50

2.55

2.55

Final Dividend

2.65

2.95

2.95

Special Dividend

-

-

-

Total

5.15

5.50

5.50

Payout ratio

36.24%

36.04%

42.19%

55

2
Risk management

56
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 process for identify the risk, manage therisk and evaluated the risk. In addition, methodology and tools for risk management is continuously
improved to ensure that risk is managed effectively and efficiently. This will ensure that the Company isprepared for all type of risks. Material risk is shown as follow:
2.2 Risk factors on business operation
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 usually arises frombusiness 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, Company developed many tools that support operational risk activities for
identifying, assessing, monitoring, reporting and mitigating the operational risk issue of all internal
process and activities. The methodology and tools that Company applies are shown as follow:
Self-control risk assessment (RCSA) and Key risk indicator (KRI)The Risk and Control Self-Assessment (RCSA), which is conducted by all departments, must be
reviewed yearly. Inherence risk, residual risk and current control must all be taken into accountthroughout the risk assessment. The results of the risk assessment are ranked according to thecompany's top risk, before presenting the annual risk management action plans to reduce risk and makesure residual risk is within an acceptable level. Furthermore, company set up Key Risk Indicators (KRI)
tracks all of the major risks on a monthly basis.
Incident Management
The Company has established a process for reporting and tracking incident. All incident need tobe meticulously documented. From the summary of the events, their effects, financial and non-financial
losses incurred, including corrective actions and preventive actions to prevent recurring. The incident
information will be utilized to develop and enhance the control. This enables even more successful futurerisk management.
Business Continuity Plan
Company recognized the important of business continuity under crisis situation. Thus, Company develop
Business Continuity Plan (BCP) to facilitate operations under a variety of crisis scenarios, such as
natural disaster and pandemic. The company be able to consistently serve customers or minimize
downtime to a reasonable level. Every year, the plan is tested and amended with input from all
departments. The core system and key company’s operation are rehearsed annually to ensure theCompany’s ability to function efficiently in the event of crisis.
Outsourcing management
The Company has established a policy for managing outsourcing services including third parties toregulate the work that is outsourced. This ensure that their processes comply with operating standards
set by the Company, applicable laws and other relevant regulations. Regarding this, the list of registered
third parties and other external service providers for the company is also available through the outsource
database under Risk Management department.
Company also 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.

57
IT RiskCompany implement news technology to support many domains such as improve customer experience,increase service channel, raise productivity and reduce error in operation process. Thus, Company
review and monitor IT risk closely. As the result, our system has high availability, integrity andconfidentiality.
Company test all new systems and functions before implementation to ensure that all systems work
properly, stable and safe. Example of test method are UAT (user acceptance test), system integration
test (SIT) and penetration test.
On top of that, Company also prepared and reviewed IT disaster recovery plan on yearly basis. This will
guarantee that our IT system always available especially during crisis situation.
Company use many IT outsource, therefore Company develops process to identify risk and evaluate
the risk of outsource. This will reduce risk from outsource such as discontinuity of service provider, poor
service quality from outsource or data leakage from third party.
Risk of Cyber Attack
In light of the current situation where cyber attacks are becoming more frequent and sophisticated, thecompany has reviewed and improved its cybersecurity measures, such as conducting vulnerability
assessments, penetration testing, data encryption, intrusion detection systems and employee training.
Additionally, the company has hired external experts to reduce the risk from cyber-attack.
The company has cyber drill exercise periodically to ensure that staff and related person can handle
cyber attack on timely manner and effectively. Company’s cyberattack guideline cover end-to-end
process from detecting the incident until preventing incident from reoccurred.
The company is always aware that the cyber threat landscape is constantly evolving. Therefore, thecompany continuously monitors and remains vigilant in order to improve its cybersecurity measures tobe appropriate and as effective as possible.
Fraudulent Risk
The Company is well aware of the risk from false statement provided by loan requestors (customers orcontracted merchants) that could eventually lead to the company’s loss, since the Company is not able
to collect the debt from mentioned subjects. As a result, the Company might have to written off the debt.
In addition, the Company might be faced with the potential fraud risk from the misconduct activity of thecredit 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 the credit
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 appearedon 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).
The Company has also set up risk management plan, giving the role for Quality Control Division of theCredit Control Department, an independent unit, to conduct a random inspection of credit approval toensure that it is in accordance with the Company’s criteria. Furthermore, the Credit Control Department
has to analyzed the quality and the detail of the delinquent customer to review and seek for the root
cause so as to further improve our credit criteria.
Moreover, Company realized the risk from fraud activities at client side such as fraudster deceive victim
for OTP (one time password), fraudster remote control victim device and fraudster deceive victim totransfer fund. As the result, Company promote customer awareness via various communication channelsuch as announcement at branch, company website, company Facebook. Although, Company improve
mobile application’s security according to related standard.

58
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. Furthermore, Company apply multi-factor authentication for access to IT system.
Risk of the Economic Situation
Nevertheless, things with COVID-19 are generally getting better. Economic condition is not recovered
as predicted due of 3 issues, which are 1) Export’s volume is lower than projection because of 3 factors,
which are 1) Export’s volume is lower than expected 2) Chinese economic 3) High household debt.
As a result, the business modifies its credit approval standards based on each customer's debt servicing
capability. particularly for the client base that is most adversely affected by the state of the economy.
Additionally, the company reviews its collection procedures to minimize inefficiencies and strives tolower default and delinquent rates.
Risk of the Sustainability
Three factors are associated with the risk of sustainability: 1) the environment; 2) society and community
Third: Governance. The business understands the value of sustainable growth. In order to carefully
manage this risk, the company therefore periodically assesses sustainability risk using key risk
indicators (KRIs).
Regarding the environment, the company trains staff about environmental conservation and updates
working procedures in accordance with ISO-14000 standard. Furthermore, the company assesses theeffects of its operations on the surrounding environment.
For social and community aspect, the company always considers and minimizes any potential
detrimental effects on society while developing new products and/or implementing new procedures.
Aeon Foundation Thailand was also founded by the company. The goals are environmental
preservation, social development, and assistance for underprivileged individuals. Scholarships, medical
supplies, and donations to underprivileged people are a few examples.
In terms of governance, employees report supervisor misconduct through a whistleblower route to acentralized team for investigation, keeping the reporter's identity confidential. The findings of theinvestigation will be forwarded to the relevant committee to guarantee that the issue is addressed
appropriately.

59
Emerging Risks
Risk from Natural DisasterTo ensure that the company can provide continuity of key activities, constantly service to customer andminimize operating disruption period during natural disaster. The Company has a back-up plan totransfer some key operations such as collection, credit approval and customer service from the Bangkok
Center to upcountry Centers or work from home instead. In addition, company’s property insurance
against natural disaster had covered all assets in both Head Office and branch in nationwide to insure
all these unforeseen risks.
Risk from Geopolitical
Due to the Company having a joint venture outside the country. Therefore, it is important to take thisrisk 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 the Gaza war,etc. These factors may affect the global economy and exchange rate.
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.

2.3 Financial risk management and 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.
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 the Group’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.
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.

60Interest 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 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 by discounting the future
cash flows at the reporting date and the credit risk inherent in the contract.
See Note 40.2 for the information regarding cross currency and interest rate swap contracts andinterest rate swap contracts as at February 29, 2024 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 41.
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.

61
Credit risk
Note 5.4 and Note 9 provide details of the maximum exposure to credit risk, and Note 3.2.2 andNote 3.7 provide details of the measurement bases used to determine expected credit loss of the Groupand the Company.
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 to customers
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 ensure that
adequate loss allowance is made for irrecoverable amounts. In this regard, the directors of the Groupand 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 andgeographical 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 29, 2024, 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 the following
categories:
Category

Description

Low credit risk
receivables(Stage 1)

Default receivables in credit risk
(Stage 3)

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

Purchased or originatedcredit-impaired assets

Non-performing receivables
purchased from financial institutions
and credit service companies

Significant increase in credit risk
receivables(Stage 2)

Write-off

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

Basis for recognizing
expected credit losses
12-month ECL

Lifetime ECL not credit-impaired

Lifetime ECL credit-impaired
Cumulative changes inlifetime ECL since initialrecognition

Amount is written-off

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.

62
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 29, 2024
Risk of Non-Compliance from the Government’s Control
To ensure that the company's business operates legally and fairly to customers, company focuseson complying with laws and rules from both government and financial regulators such as the Bank ofThailand (BoT), Anti-Money Laundering Office (AMLO), Office of the Insurance Commission (OIC)
including announcements from related agencies such as the Personal Data Protection Commission(PDC) and the Office of the Consumer Protection Board (PCB). Company takes both internal operations
and service to customer into account.
For the non-compliance risk management, company verifies operation process and product toensure fully compliance to regulation. In addition, company evaluates the non-compliance risk regularly.
Especially, when related laws and regulations have significant update.
On top of that, company performs risk assessment during new product development process andproduct enhancement process. This guarantees that company’s product and service are aligned withregulation to create compliance standard for customer

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 good debt
management. (For details of agreements relating to securitization transaction see Note to Financial
Statements No.42.2)

63
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.

64

3
Business sustainability development

65
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. The Company has prepared and disclosed information and details about its
sustainability management policy in the Company's 2023 Sustainability Report, which has been
disclosed on the Company's website.
3.1. Sustainability Policy and Sustainability Goals
The Company prioritizes business growth while adhering to strong corporate compliance,
effective risk management, and social responsibility. It is dedicated to enhancing the better living of thecustomer by responding to their lifestyle and satisfaction, practicing ethical business conduct, ensuringtransparency, respecting human rights, and actively promoting social and environmental responsibility.
This approach is more than just business, it is a commitment to earning and maintaining the trust of all
stakeholders.
Objectives and Goals
-

-

-

-

The company follows a clear guiding principle by committed to growing business throughpartnerships, customer relationships and societal impact. The company aims to foster long-term
awareness of sustainable growth.
In the economic aspect, the company provides digital innovation products and services that improvedaily lives and well-being by facilitating access to financial products and services, in line with AEON
principle of putting the “Customer-First”.
On the social front, the company upholds good corporate governance, aligning with the AEON Codeof Conduct. The company is committed to respecting human rights, valuing employees across alllevels, making promises to customers regarding social responsibility, engaging in fair trade withpartners, and showing respect for stakeholder opinions.
In environmental matters, the company prioritizes a sustainable relationship between society andthe environment by implementing a global standard environment management system that covers
the entire organization.

66
3.2. Sustainability Management Framework
A

E

O

Accountability

Efficiency

Operational Excellent

AEON has a AEON code of
Conduct as a guideline forbusiness
operations,outlining ethical principles
for conducting business andtreating
stakeholders
responsibly. It emphasizes
responsible
lendingpractices and provides
financial
literaturestostakeholders. (Responsible
lending/provide
financial
literacy/responsible
tocustomers/business ethics)

AEON is committed toresource
management
through thoughtful planningandefficientresource
utilization
tominimize
environmental
impactstemming
fromorganizational operations.
In addition to genuinely
advancing towards the Net
Zero target, this approachalso creates additional
business
opportunities.
(environmental resourcesmanagement/air pollution
management)

AEON places the utmost
importance on maintaining
customer data security,
ensuring
customers’confidence
thattheCompany can safeguard
theirinformation
incompliance
with
data
protection laws. It adopts
international
qualitystandards as a framework
for internal operations andhas policies and risk
management plans in place
to address various potential
scenarios. This includes
managing human resourcesand ensuring human rights.
(data
security/riskmanagement/occupational
health and safety/humanresource
management/human right)

N
Network/Navigation
Success
AEON has been a main
supporter of social activities
for the AEON Thailand
Foundation
continuously,
together with volunteers,partners
andotherstakeholders
whom
regularly
participate
insocial activities initiated by
the
AEON
ThailandFoundation.
(Community
relations/stakeholder
participation)

67
3.3. Business Value Chain
The Company emphasizes continuous development of its products and services to ensuresatisfaction among all stakeholder group. The Company conducts thorough analyses of stakeholder
expectations across all activities and work processes throughout the entire business value chain. Thisapproach is aimed at effectively managing and fulfilling stakeholder expectations as follows;

Capital Procurement●●●●

Investment fromshareholder
Profit from company
operations
Domestic andInternational Banks
Debentures

Primary Activities
Unsecured Loan / Secured Loan
Product Development and DigitalMarketing Activities
Strategy● Enhance customer
responsiveness to meet their● Conduct interesting Innovation
Research in the financial sector,
needs more effectively
both domestically and● Improve competitive
internationallycapabilities against otherindustry rivals● Conduct team brainstorming andgroup research● Acquire new customers while
retaining existing customers.
● Present project to the management● Collect requirements from relevant● Enhance customers accessdepartments after management
through technology
approval.
● Expand product diversity tomeet customer demands● Present to the Board for budget
approval● Increase company profits● Set up a meeting with relevant● Design customer journey todepartments within theadapt to evolve customer
organization to finalize theneedsrequirements.
● Develop services to meet
● Ensure alignment with establishedcustomer’s needs,
operational frameworks and budget
technological advancement
and current market situation.
● Conduct system testing in asimulated environment prior tocustomer deployment● Launch the project and monitor
actual customer utilization
Primary Activities

68
Unsecured Loan / Secured Loan
Payment and Debt
Post-Acquisition Support
Management
After-sales services provided
The Company shall follow theinclude:criteria set forth by the Bank of• Evaluate based on• Card activation throughcustomers' contributions such Thailand or in accordance withphone call or AEON THAI
the Debt Collection Act, withas ability to pay debt by
MOBILE application
performance evaluated against
bureau credit score,• Account statement
the following standards:
occupation and age.
notifications via email or• Notify approval result to• Issuance of invoices topostal mail.
customer through SMS andcustomers.
• Handling customer inquiries
increase online notification• Reminder calls for overdue
regarding promotions andchannels.
payments.
campaigns through various• Delivery of plastic credit card
channels such as branch•
Utilizationofthird-party
debt
or virtual card on the AEON
collectors
ifneeded.
visits, Facebook, other social
THAI MOBILE Application(Outsourceorsubsidiaries
media platforms, or by phone• Provide after sales service
that specialize regarding debt
through the call center.
information such as billing
collection)• Interest calculation.
cut-off date, promotion,• Implementation of debt
• Providing additional
campaign or interest
restructuring for customers.
information requested by
calculation and etc.
• Pursuit of legal action forcustomers.
unpaid debts. (Both• Customer Service
Unsecured/Secured loan)
Department collects• Handling product returns forcustomer satisfaction
secured loans. (Secured loan
evaluations through various
only)channels such as branch
visits, social media platforms,
or the call center.
Credit assessment of the
secured loan
Loan Assessment (Credit
assessment of the unsecured
loan)

•

•

•
•

Marketing Department
analyzes marketing trends
and propose to Credit Control
Department for determine theconditions for secured loan
assessment and approval
criteria
Consideration amount of loan
based on Loan-to-Value(LTV) by evaluating thequality of the car andassessing the value.
Creating a secured loan
contract
Credit Control Department
notify Marketing Department
regarding further actions
such as issue a car
registration book, contract
processing or coordinate
settlements with dealerships,
etc.

The company’s core business focuses on offering retail finance services tailored to customer’s
lifestyle, aiming to enhance satisfaction across different customer segments. This is achieved by

69
understanding each customer’s usage needs and repayment capability, enabling the company to assign
suitable credit limits accordingly. The financial services are consisting of, (1) Credit Card Loan including
AEON Classic Card, AEON Gold Credit Card, AEON Royal Orchid Plus, AEON Wellness Credit Card,
AEON Big C Credit Card, AEON Rabbit Credit Card, AEON M-Gen Credit Card, AEON B-Quick Credit
Card, AEON Club Thailand Credit Card, AEON Union Pay Credit Card, AEON J-Premiere Credit Cardand Corporate Credit Card, (2) Personal Loan, the cash revolving credit facility that provides
convenience to customers by enables withdraw cash function at anywhere and anytime throughAutomatic Teller Machine, using either card or cardless transactions via AEON THAI MOBILE
application, (3) Hire Purchase Loan consists of installment loans designed to accommodate a wide rangeof customer preferences and needs. For example, IT Products Loan, Mobile Phone Loan, Gold Loan,
Motorcycle Loan, EV Motorcycle Loan, Used Car Loan and Solar Panel Installation Loan.
The Company prioritizes continuous improvement to enhance the accessibility of financial
services for everyone. Consequently, the Company regularly develops new products and services,integrating digital technologies such as data analytics into products and operation processes. Thisapproach tailor financial services and marketing strategies to meet the diverse needs of various
customer demographics, ensuring satisfaction, confidence and well-being across all age groups.
The Company priorities responsible lending practices based on ethical principles. This involves
a rigorous loan assessment processes that checks customer identities and evaluates their income,expenses, and existing debts to ensure that customers have the financial capacity to repay debt. Thisapproach mitigates economic risks associated with default, reduces the need for debt recovery efforts,
and fosters sustainable business growth, contributing to the overall economic stability of the country andenhancing the Company's long-term success.
In managing debt, the Company adheres to the guidelines set by the Bank of Thailand and the
Debt Collection Act of 2015, ensuring compliance with regulations and protect the rights of debtors. This
commitment is aimed at upholding fairness, minimizing any adverse impact, and fostering a sense of
security and trust among debtors.
Furthermore, the Company is dedicated to transparency and customer satisfaction in all
operations and services. It ensures accurate information is provided to customers, avoids misleading
sales practices, and offers comprehensive guidance and clear benefits, prioritizing customer satisfaction
and well-being.

Procurement●●

Supporting Activities
Technology Development

Procurement are carried out according to theplans of each department within the company.
Categorized into three main types: computerrelated procurement, non-computer-related
procurement, and service procurement.
Evaluation of suppliers and pricing is conductedaccording to the Company's procurement
policy, with a focus on security, andenvironmental considerations, including otherrelevant standards such as ISO9001 or
ISO14001.

● Develop the AEON THAI MOBILE application●●●

to meet customer needs, ensuring theinformation security and preventing dataleakage of both employees and customers byimplementing information security
measurement.
Develop systems/software to support theefficiency of employee workflow.
Develop software, website, and applications
that provide customers with quick andconvenient access to the services.
Improve the IT operations within the company
and collaborate with external IT companies forbetter workflow.

70
Human Resource Management

Supporting Activities
Firm Infrastructure●

1. Investor Relations

●
●
●
●
●

●

The recruitment processensures no discrimination
based on gender or physicalabilities.
Employee development andtraining processes.
Management of wages andbenefits for employees.
Handling of complaints anddisciplinary actions in theworkplace.
Employee data management
processes.
Providing employees withknowledge of relevant laws
and regulations related tocompany operations.
Talent management andsuccession planning
processes.

●
●
●
●

Dissemination of
information to investors
Analyst relations:Monitoring and tracking
company stock prices
Legal disclosurecompliance
Communication withinvestors and shareholders

2. Company Secretary
Ensuring the Board of Directors
implements comply withregulatory requirements asfollows;●●●●●

Oversight of organizational
structure
Subsidiary board
management
Compliance with company
bylaws and regulations
Board development
Shareholder meetings

Occupational Safety, Health,and Environmental Security,and Building Management● Effective management of●●buildings, facilities, andenvironmental areas ensures
workplace safety, in
accordance with the
Occupational Safety, Health,and Environmental Act of2011.
Provide training about safety
to employees
Stringent measures are
implemented to control
access to premises for
employees, outsourced
personnel, customers, andpartners engaging inbusiness activities with thecompany. All parties must
adhere to data security
requirements, as outlined in
ISO 27001 standards.

The Company prioritizes the security of data pertaining to customers, employees, andstakeholders. To this end, the Company has adopted the Information Security Management System(ISO 27001), complies with the Personal Data Protection Act (PDPA) regulations, and integrates
relevant criteria and requirements into its data security practices.
The Company regularly reviews and improves of work processes to enhance efficiency, safety,
and environmental conditions within the workplace. Employees are encouraged to participate in thisimprovement effort by providing suggestions for enhancing work processes, and welcomes feedback
from stakeholders to further enhance these processes.
In terms of employee well-being, the company promotes continuous learning anddevelopment, encouraging staff to maximize their capabilities according to their roles andresponsibilities. The Company respects diversity without discrimination, provides a conducive working
environment that ensures both physical and mental safety, and offers various amenities in compliancewith the Occupational Safety, Health, and Environment Act of 2011.

71
3.4. Sustainability Materiality Assessment
3.4.1
Step 1:

Sustainability Materiality Assessment Procedure
The Sustainability Working Team, made up of members from every department, hasgathered important issues on sustainability. These issues were identified by considering
Determine the scope ofthe company's activities and what stakeholders' care about, in line with the Global
Sustainability Materiality
Reporting Initiative (GRI) standards and the United Nations’ Sustainable Development
Issues Assessment
Goals (SDGs). This also covers concerns specific to our industry and actions taken by
our competitors.
Step 2:
Assess and prioritize themost significant of the
impacts
Step 3:
Sustainability Assessment
and Review

The Sustainability Working Team evaluates the importance of different issues byanalyzing their impact on the economy, environment, and society in relation to ourcompany. This assessment is based on how these issues affect decision-making andthe perceptions of our stakeholders.
The Sustainability Working Team works together to ensure the accuracy of key issues
and submits them to the Board of Directors for examination. This process verifies thecorrectness of assessments and the prioritization of sustainability concerns.
Furthermore, it involves proposing management approaches for each issue to obtainapproval prior to disclosing information in the 56-1 One Report and Sustainability Report.

3.4.2

Sustainability Materiality Assessment Result FY2023
The Company has collated results from the Sustainability Materiality Assessment that are
relevant to stakeholders and regulatory requirements. This includes information from the Bank ofThailand, the Stock Exchange of Thailand, The Securities and Exchange Commission and othergovernmental agencies. In prioritizing issues that impact sustainable business practices, the Company
considered factors such as organizational, economic, and operational risks, sustainability policies, andmarket analyses. This efforts align with the guidelines provided by the Global Reporting Initiative (GRI)
guidelines.

Materiality Matrix

Economic and Corporate
Governance Dimension
1. Corporate Governance andBusiness Ethics
2. Risk Management
3. Cyber Security andCustomer Data Protection
4. Responsibility to Customers
5. Sustainable Financial
Stability
6. Responsible Lending
Practices
Environment Dimension
7. Environmental Management
8. Climate Change andGreenhouse Gas Emissions
Social Dimension
9. Financial Inclusion and
Financial Literacy
10. Human Resources
Management
11. Human Rights
12. Social Contributions
13. Occupational Health and
Safety72
3.5. Stakeholders Analysis
Stakeholders

Shareholders,
Analyst andInvestor• Board of Directors• Major/Minor
shareholders• Major/Minor
investors• Analyst Institution

Board of Directors• Subsidiarycompanies• Board of Directors• Management

Forms and Communication
Channels

Requirement andExpectation

Company’s Action toward
expectations• Annual General Meeting of
Shareholders• Extraordinary General
Meeting of Shareholders(when an event occurs)• Disclosure of Quarterly
Performance• Hosted Analyst Meeting
twice a year
• Conference Meeting withinvestor both domesticallyand internationally• Quarterly press releases
for effective
communication withjournalists and subsidiaryinvestors.
• Established investor
relations contact channels• Positive performance andsustainable growth.
• Shareholders receive good
returns from performanceand enduring growth.
• The Company maintains
good governance,transparency, andsustainability in business
operations.
• The Company has a robust
risk management system.
• Communication iscomprehensive, accurate,
clear, and timely.
• Communication channels
are easily accessible andswift for shareholders,
analysts, major investors,
and minor investors.
• Regular and consistentcommunication with investor
relations is maintained.

• Conducting sustainable business
operations under transparent
corporate governance oversight isprioritized and regularly audited.
• Effective, stringent, andcomprehensive risk management
practices are implemented.
• Accurate and complete disclosureof information is ensured, witheasy access to information
channels provided.
• Clear responses to inquiries areprovided, along with organizing
shareholder meetings and actively
listening to feedback during suchgatherings.
• Analyst meetings and othercommunication channels to major
and minor investors are regularly
arranged.

• Organize Board meeting
once per month• Gain insight into managerial
orientation or perspective of
executives towards company• A corporate governanceframework capable offostering trust among
stakeholders, encompasses
both shareholders andinvestors• Implement the policies andsummaries to apply for review thefinancial strategies.

73
Stakeholders

Customers• Unsecured Loan
Customers• Secured Loan
Customers

Forms andCommunication
Channels• Branch services
satisfaction survey• Customer Service
Department satisfaction
survey• Customer feedback
through the Company's
website.
• Provide both online andoffline media channels forcustomers to accessservices and communicate
conveniently andefficiently.
• Implement debt collection
processes in accordancewith the Debt Collection
Act and the regulations of
the Bank of Thailand(BOT).
• Facilitate convenience andensure security forcustomers.

Requirement andExpectation

Company’s Action toward
expectations• Provide financial products
and services that meetcustomer needs, while
continuously improving
product and service quality.
• Provide financial services
responsibly and ethically.
• Ensure data privacy andsecurity.
• Listen to and address
customer feedback• Debt collection process isaligned with Debt Collection
Act and regulation of the
Bank of Thailand (BOT)• Provide helping to thecustomers in cases they
unable to repay debts.
• Obtain convenient, efficient,and secure service
experiences at branches andcompany offices.

• Develop products and services tomeet customer needs while
adhering to responsible financial
service standards and relevantlaws, ensuring fairness and clear
communication in financialtransactions and credit provision.
• Listen to and address customer
complaints within the Service
Level Agreement (SLA) timeframe.
• Survey customer needs, track
trends, and customer journeys todevelop products or services thatmeet customer requirements.
• Conduct customer satisfaction
assessments.
• Incorporate ISO27001
requirements for Information
Security Management Systems(ISMS) and other relevant laws asframeworks for internal operations
to ensure customer dataprotection, including Personal
Data Protection Act (PDPA)
compliance.
• Propose debt restructuring options
for customers facing difficulties indebt repayment.
• Develop and improve employee
service delivery to enhancecustomer experience.
• Implement effective and secure
measures to facilitate customer
convenience in accessing building
facilities, premises, parking, etc.

74
Stakeholders

Employee••

Fulltime employees
Executive-level
employees

Competitors• Other financial
institutions

Forms and Communication
Channels

Requirement andExpectation

Company’s Action toward
expectations• New employee orientation• Internal communication
through various online andoffline channels• Provide channels for
feedback, suggestions,and complaints• Organize activities to foster
employee engagement
and satisfaction• Prepare training courses
for employee development
and communicate theCompany’s goals andguidelines through the
SAP system and offline
channel• Involve employees in
product and service
development• Monitor employee
performance to ensurecompliance withregulations set by the
Bank of Thailand• Conduct training on
building regulations andsafe work practices• Encourage employee
participation in building
management andcompany security
discussions anddevelopment.

• Consistent and fair
performance evaluation andtreatment• Fair and appropriatecompensation• Continuous development ofknowledge, skills, andnecessary abilities• Training and awareness ofcompany products to provide
accurate and complete
customer service• Safe and healthy work
environment with suitableequipment• Ability to express opinions,needs, and complaints• Efficient work systems thatmeet employee needs foreasier, convenient, andfaster work
• Importance of work-lifebalance• Attracting customer groups
to use the company's
products and services as
specified• Customer commendations,product and service
referrals, and maintaining acontinuous customer base• Pride in working for acompany with good ethics,
sustainability in economic,
social, and environmental
aspects, and overall
responsibility.

• Implementation of compliant
processes, under the supervisionof designated authorities, ensures
adherence to regulations andlaws.
• Regular risk assessment,
reporting, and mitigation strategies
are in place to address potential
issues effectively.
• Ongoing communication andtraining initiatives ensure
awareness and compliance withcompany regulations and relevant
policies.
• Human resources management isguided by principles of humanrights, including hiring anddismissal, compensation, benefits,
employee’s development, andperformance evaluation fairly
without discriminating against
gender, age, national origin, race,
religion, language, disability,
physical condition or health,personal status, economic andsocial status, education or politicalopinions.
• Personnel development programs
are tailored to foster sustainablegrowth and career advancement.
• Provide safe work environments
and appropriate equipment tosafeguard employee well-being.
• Adequate equipment and supportchannels are provided to facilitate
efficient work performance andaddress any concerns promptly.
• Engagement activities areorganized to foster a sense of
belonging, and whistleblower
protection policies encouragetransparency and accountability.

• Meeting for exchange
point of view andcooperating on various
agendas.

• Operate the business andcompete with transparency
and fair treatment.

• Creating fair competitive
conditions.

75
Stakeholders

Business Partners• The companies thathave co-businessdevelopment.

Creditor• Owner’s equity• Shareholders
through the Boardof Directors• Lending banks• Investors

Forms and Communication
Channels

Requirement andExpectation

Company’s Action toward
expectations• Business partner selectionand evaluation.
• Provision of channels forcollaborative business
operations, such asaccessing information
through systems andimplementing cutting-edge
technology for joint
operations.
• Meetings, training
sessions, and visits withpartners to exchange
ideas, discuss feedback,and consider suggestions.
• Facilitate convenience forpartners in contacting theCompany, such asproviding secure parking,security guards, and etc.

• Procurement processes withethical, transparent, andverifiable.
• Adherence to fair tradeprinciples in all businessdealings.
• Seamless project executionin accordance withpredefined plans, ensuringharmony.
• Integration of up-to-datetechnology systems forcollaborative operations andfeedback provision.
• Implementation ofstandardized and precise
payment systems.
• Provision of convenient andsecure working conditions at
both branch offices and theCompany’s premises.

• Establishment Business Partner’s
Code of Conduct.
• Formulation of criteria andpractices for partner selection andevaluation, incorporating with ESG
considerations• Provide environmentally friendly
procurement practices.
• Communication of policies against
corruption, including guidelines forgift-giving and entertainment,
fostering and maintaining good
relationships with partners.
• Agreement on clear plans andcompensation outcomes prior to
project execution, ensuring
adherence to schedules andfostering successful business
partnerships.
• Create and maintain good
relationship with business
partners.
• Make a clear conclusion on an
implementation plan andcompensation to maintain good
relation• Provide an up-to-date technology
systems for collaborative
operations and feedback
incorporation to enhance
operational efficiency throughrelevant units.
• Implementation of standardized
and accurate payment systems.
• Implementation of security
measures and facilitation of
convenience for working at bothbranch offices and company
premises.

• Disclosure of financial
reports, relevant
information, andpreparation of reports
according to specified
timeframes.
• Provide appropriate
channels forcommunication andorganizing continuous
relationship-building
activities.

• Received full and timely
interest and principal
payments.
• Received accurate,comprehensive, and timely
performance reports fromthe company.
• Regularly engaged in
activities andcommunication.
• The Company efficiently
manages finances,controlling expenses toincrease profits.

• Responsible creditor practices
include timely and complete
repayment of interest and principal
according to agreements, as well
as diligent management ofcollateral under relevant contracts,
along with prudent and efficient
capital management.
• Accurate and comprehensive
financial and performance reports
are provided without withholding
information or facts that may harmcreditors.
• Activities are organized toenhance and maintain good
relationships, with continuous
communication.
• The Company efficiently manages
finances, controlling expenses toincrease profits.

76
Forms and Communication
Channels

Requirement andExpectation

Company’s Action toward
expectations

Government Sector(Internal andExternal)• Government Sector
that ensures business
operations comply
with requirements.
These include the
BOT, SET, TIA, IOD,
NCB, Department ofLabour Protection andWelfare, Department
of Skill Development,
Social Security Office,Department of
Employment, AMLO,
and Office of theConsumer Protection
Board• Internal regulatory
meetings ensure productdevelopment compliance
before customer service.
• External regulatory
agencies receive meetingsummaries, document
reviews, reports, and press
releases.

• Develop products andconduct business incompliance with relevant
regulations and laws.
• Introduce new products
without posing risks to theCompany or customers.
• Receive assessments
meeting shareholder andinvestor standards equally.
• Adhere to regulations,
receiving consistentevaluations.
• Company complies withregulations and regulations
accurately.
• Promote hiring practices.

• Develop products and conductbusiness in compliance with
relevant regulations and laws.
• Develop products without posing
risks to the company or
customers.
• Provide channels for investor
relations communication.
• Establish operational processesaligned with government
regulations.
• Increase employee awarenessand knowledge of regulatorycompliance.
• Promote equal employment
opportunities.

Social andEnvironment• Advance notification ofactivities through online
and offline media
channels, such as Social
Media or local community
branch publicity.
• Ensuring community
participation/benefits fromorganized activities.
• Fostering good
relationships with thecommunity through social
engagement activities.
• Coordinating withcustomers' companies forverification during thecredit approval process.
• Fair employment
opportunities and job
expansion initiatives.
• Implementing safe building
management measures incompliance with the law,
without causing
disturbance to thecommunity or society.

● Minimizing community
resistance.
● Enhancing the company's
reputation through social
engagement activities.
● Achieving targeted customer
acquisition goals.
● Promoting and supporting
various forms of social
activities.
● Helping in cases ofcommunity disaster or
distress.
● Contacting customers for
information without affecting
related companies, adhering
to regulations, ensuring data
accuracy, confidentiality, andnon-disruption.
● Employment opportunities
from the Company.
● Ensuring community safety
and minimizing disturbancefrom business operations.

● Advance notification of theCompany activities is provided.
● Satisfaction or benefits areexperienced from the organizedactivities.
● Establish the AEON Thailand
Foundation with consistent
support for social andenvironmental development
budgets.
● Regulations are adhered to whencontacting customers, ensuring no
impact on their work status orrelated companies, andmaintaining accurate and secure
customer data usage.
● Fair job opportunities are createdthrough various recruitment
channels such as job fairs atuniversities or social media job
postings.
● Strict compliance with the law
ensures no disturbance to thecommunity from the company's
business operations.

Stakeholders

•
•
•
•

Community andSociety
Residents in thecommunity
Customers'companies
Universities

3.6. Sustainability Management in Environment Dimension
3.6.1

Environmental Management Policy
The Company emphasizes the importance of conducting business with consideration for
the environment across the organization, the Environmental Management System (ISO14001) has been
implemented since 2010 and extended to all regional operation centers. This proactive initiative
illustrates the organization's dedication to actively contributing to the ongoing mitigation of environmental
challenges.

77
Operational plans and performance results of environmental management.
1. Paper and Plastic Card Usage Reduction
The Company has initiated to curtail the consumption of paper and plastic cards in business operations.
For instance, the Company encourages clients to transition to electronic billing and offers electronic
forms instead of paper. These initiatives are geared towards diminishing paper usage, streamlining
processes, and fostering environmental sustainability.

Invoice Usage Quantity Data
Amount of Invoice Usage (Sheet)

Fiscal Year

Paper

Electronic Paper

Total

2020

33,770,685-

33,770,685

2021

44,913,945-

44,913,945

2022

25,318,399

44,171,001

69,489,000

2023

7,610,125

64,506,760

72,116,885

In 2023, the Company significantly reduced the use of paper invoices by transitioning to electronic
invoices. This led to reduction of over 17,708,274 sheets, making a decrease of more than 70 percent
compared to the paper invoice usage in 2022.
Workplace Paper Consumption

2020

Amount of Paper Usage(Sheet)21,133,500

2021

21,077,070

2022

20,812,000

2023

12,983,500

Fiscal Year

The Company has adopted electronic platforms, such as SAP Success Factors, E-memo, Smart IT,
among others, to streamline the submission and approval of various tasks, moving away from traditional
paper-based processes. Furthermore, initiatives have been launched to encourage employees tominimize their paper consumption. As a result of this efforts, in 2023, the Company successfully reduced
its internal office paper use by 38 percent compared to the year before.
Plastic Card Usage Data in Business Operations
Fiscal Year

Member card

Credit card

Total

2020

280,000

646,500

926,500

2021

190,000

398,700

588,700

2022

141,000

570,000

711,000

2023

162,657

617,446

780,103

The Company has implemented a policy aimed at reducing the issuance of plastic credit cards forfinancial transactions. This involves encouraging customers to adopt digital credit cards available
through the AEON THAI MOBILE application. This alternative not only offers convenience to customers
but also supports environmental conservation efforts. In 2023, more than 170,440 customers
transitioned to using digital credit cards.

78
2. Waste and Disposal Management Practices
Since 2010, the Company has been actively managing waste by separating it into three categories:
general waste, recyclable waste, and hazardous waste. This initiative, known as the Waste Separation
Project, has been implemented across the Company’s headquarters and all regional operation centers.
Results of Waste Separation Project 2021 - 2023
Fiscal Year

2020

2021

2022

2023

Project Objective≥ 90.00%≥ 90.00%≥ 90.00%≥ 95.00%

Implementation Result

96.77%

99.00%

99.18%

99.71%In addition to its waste management practices, the Company also focuses on the responsible disposal
and repurposing of electronic waste, such as computer equipment. The Company sends such waste tolicensed disposal companies for proper and legally compliant disposal. Furthermore, the Company
donates some of this equipment to organizations that can benefit from it. For instance, in the past year,
80 computers were donated to the Faculty of Architecture at Kasetsart University to support educational
endeavors.
Moreover, in partnership with the AEON Thailand Foundation, the Company participates in the "KnowTree Me(มี) Tag" project, a creative waste management initiative. This project involves recycling plastic
bottle caps by turning them into tree name tags. These tags are then placed in Benchaitti Park, a central
public park in Bangkok, contributing to both environmental conservation and educational efforts.
Amount of Waste and Disposal (Unit: Kilograms)
Fiscal Year

Waste and
Disposables within
the OfficeElectronic Waste

Recyclable Waste andDisposables

Total

2020

00.00

259.2000.00

259.202021

4,610.95

00.00

00.00

4,610.95

2022

14,844.05

31,258.25

3,000.00

49,102.30

2023

17,613.30

1,661.89

0.00

19,275.19

3. Sustainable Material Reutilization
Since 2019, the Company has hosted the “AEON Motorcycle Roadshow” more than 50 times. At each
event, booths are set up to facilitate motorcycle sales, showcase promotion content on LCD screen, andoffer motorcycle hire purchase loan. With a commitment to sustainable resource management, theCompany repurposed materials in constructing these booths. Specifically, it uses thick compressedwood panels coated with laminate for their durability and reusability. These materials are chosen for
their ability to withstand use in booth preparation for 150 times or more than 3 times of annual event,which is significantly higher than the annual frequency of the events.
In 2023, the Company also organized the 'AEON Thanks Day' event 10 occasions, employing structuresdesigned for repeated use, incorporating sturdy material like steel frames and thick compressed wood
panels. In an effort to conserve energy, LED tubes were used in place of fluorescent tubes, resulting inenergy saving of over 80%. LED tubes are advantageous because they generate less heat, do notrelease mercury into the atmosphere, and are free from harmful UV radiation. Furthermore, the lightthey emit does not contain infrared (IR) or heat radiation, making it cooler.
Waste management at these events was rigorously monitored, with contractors required to follow
industry-standard waste disposal procedures. This ensured that environmental integrity was maintained
throughout the event.

79
4. Electricity and Water Management
Electricity Management
The Company actively encourages its employees to participate in ongoing energy conservation efforts
through various activities and educational campaigns focused on reducing electricity usage andcombating global warming. Some of the initiatives include:● Earth Hour: In partnership with the Bangkok Metropolitan Administration, the Company participatesin the global “Earth Hour” movement by encouraging employees to turn off electricity for one hour tohelp prevent global warming. Additionally, there’s an ongoing effort to motivate employees to switch
off lights and electronic devices when not in use, such as during break times.
● Hot Seat Area: The Company has introduced a 'Hot Seat' concept, where employees do not havedesignated desks but can work from any available workspace. This supports flexible work
arrangements and leads to reduced energy consumption within the office building. It also minimizes
the need for transportation, thereby decreasing environmental pollution.
● Solar Panel Project with AEON Thailand Foundation: The Company supports the AEON Thailand
Foundation in a project aimed at installing solar panels for schools and organizations in need. Overthe past year, this initiative has led to the installation of solar panels in four locations, generating
approximately 114,000 kilowatts of electricity annually. This effort not only saves over 477,000 baht
in electricity costs each year but also contributes to reducing carbon dioxide emissions by more than
69.87 tons annually.

Fiscal Year
2020

Electricity Consumption Data
Electricity Consumption
Expense(KW)(THB)
9,802,856.00
43,345,288.38

2021

9,138,020.39

50,324,727.74

2022

7,813,311.33

46,682,194.94

2023
7,790,216.30
51,593,656.71
Over the past four years, the Company has observed a consistent decrease in electricity consumption.
In 2023, this effort led to a significant achievement, with a reduction of more than 23,095.03 kilowatts inelectricity usage.
Water Management
Fiscal Year

Water Consumption Data
Water Consumption (CBM)

Expense (THB)

2020

2,419.01

600,352.10

2021

1,855.64

583,260.65

2022

653.13543,136.68

2023
442.01
532,482.81
In 2023, the Company continued to see a decrease in water consumption, achieving a reduction rate of
32%.

80
5. Fuel Energy Management
The Company promotes work-from-home initiatives and conducts online meetings to lessen the needfor commuting. This approach helps in reducing carbon dioxide emissions, which are a major contributor
in air pollution.
Fuel Energy Consumption of the company (L)
2020

2021

2022

2023

Diesel Fuel78,053.53

72,495.03

62,221.45

92,805.03

Gasoline

914,394.88

848,897.06

782,519.26

783,200.32

Fuel Energy Expense of the company (THB)
2020

2021

2022

2023

Fuel Energy
22,798,006.45
26,092,141.10
32,350,276.41
31,601,916.44
ExpenseIn 2023, the Company successfully reduced its fuel consumption by 17,565.02 liters. Building on thisachievement, the Company plans to continue its effort to decrease fuel consumption. It will also consider
the greater use of hybrid and electric vehicles as a strategy to reduce reliance on petrol and further
enhance its commitment to environmental sustainability.
3.6.2 Greenhouse Gas Emission Reduction Policy
The Company has become part of a consortium spearheaded by AEON Financial Service Co. Ltd. inJapan, which focuses on tacking greenhouse gas emissions. By conducting thorough surveys andcollecting data on energy consumption, the initiative seeks to analyze emission processes and develop
specific action plans that are in line with sustainable business goals. This undertaking highlights theCompany's dedication to environmental, social, and governance, aiming for the collective achievementof a Zero CO2 Society.
AEON Co., Ltd, Japan has set objectives toward achieving a Zero CO2 Society as following:• Reduce by 35% by 2030.
• Achieve Zero CO2 by 2040.
At the board meeting of AEON Financial Service Co., Ltd., Japan, on November 30, 2021, sustainable
policies and practices were established to enhance collaboration across group companies. Moving
forward, the Company will follow these group-wide guidelines to contribute to environmental
sustainability.
The action plan for reducing greenhouse gas emissions includes:
1. Collect and analyze data on energy and resource consumption to develop policies aimed at reducing
greenhouse gas emission within the organization.
2. Conduct training sessions to increase employee awareness of environmental conservation in boththeir personal lives and professional practices.
3. Encourage employees to contribute sustainable initiatives ideas to bolster the Company's
environmental efforts.
4. Establish a policy specifically aimed at reducing the Company's greenhouse gas emissions.
5. Enforce the greenhouse gas emissions policy while challenging employees to comply and contributefeedback and suggestions for more efficient operations.
Additionally, the Company commits to calculating and disclosing its greenhouse gas emissions,
adhering to the standards set by the Thailand Greenhouse Gas Management Organization (Public
Organization) in the fiscal year 2024.

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3.7 Sustainability Management in Social Dimension
3.7.1 Financial Inclusion and Financial Knowledge Promoting
The Company places importance on the continuous development of product and service quality
to support the daily life quality. The customers shall be able to access to the Company’s products andservices comfortably, convenient, equally and thoroughly. The company aims to provide financial
services which enable customers to have a better quality of life and reducing their reliance on informalloans. In addition, the Company also promotes financial knowledge and understanding through theCompany's online channels and website.
Financial Inclusion and Financial Knowledge Promoting Plans and Performances
1. Financial Inclusion
1) Develop communication channels to provide financial services, variety of news and updates forcustomers and those interested in all groups of the Company's products to be easily accessible,
convenient and to receive accurate and complete information, resulting in reducing inequality toaccess the Company's financial products and services both offline and online channels through theCompany's website (www.aeon.co.th) and the AEON THAI MOBILE application.
2) Develop loan products that support renewable energy to reduce the impact to environment, including
EV motorcycle loans and solar cell loans.
3) Develop the Auto Quick Cash (vehicle title loan) product to expand opportunities for customers tohave more access to credit line and reduce the social impacts.
4) Develop Digital AEON NextGen credit card product to enhance safety of credit card usage andreduce social impacts as well.
2. Financial Literacy Providing
1) Organizing training for employees on basic financial knowledge and how to provide information about
financial products and services to customers and those interested via both offline and online
channels.
2) Create media to provide basic financial knowledge, financial crimes and online warnings tocustomers and those interested via both offline and online channels.
3) Organize activities to provide basic financial knowledge, financial crimes and online warnings tocustomers and those interested via online channels specially.
4) Organize courses to provide financial and investment knowledge to employees regularly.
3.7.2 Human Resources Management and Development
The Company has designated the Human Resources Department to be responsible for humanresource management in accordance with the operating standards ISO 27001(ISMS), ISO 9001(QMS),
and the Skill Development Promotion Act, Labor Protection Act and policies regarding human resource
management what aligns with international standards, does not violate the rights of employees, reduces
various disputes that may cause harm to the Company. The policy covers important issues such as
human resource management, human rights, and health and safety.
Human Resources Management and Development Plans and Performances
1. Human Resource Development 5-year Roadmap
The Company is very aware of the importance of personnel development. In order to be consistent
with AEON's basic philosophy which stating that “The most important asset of AEON is AEON members.
In order for AEON to achieve its goals and grow sustainably, it must always start with AEON personnel
first.”. Therefore, the Company has set a vision for employee learning and development for every single
job position.
In 2023, the Company has organized annual employee training, according to the Company's
human resource development roadmap by focusing on enhancing knowledge and understanding of theCompany's practices and various knowledge to strengthen and develop the competency of employees,
such as training in the use of technology, the Canva program for presentation, Chat GPT using
generative AI to enhance efficiency in working process and less time consuming.

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In 2023, the results of human resource development performance shown as the following table;
2021
2022
2023
Training Hours/Employee
10.48
14.16
37.87
(Hours/Person)
Employee Training Expense
16.29
14.61
20.97
(Million Baht)
2. Company’s Governance Principals and Code of Conduct Communication
The target group for the AEON Code of Conduct training is mandatory for all employees in the
Company. The training is organized via online training (E-Learning Course) using video media,
animations and all employees shall pass the tests.
3. Employee Engagement and Satisfaction
The Company provides employee engagement programs and activities as well as to regularly
conducts employee satisfaction survey for further improvement. The Company also provides
opportunities for employees to voice out and report information regarding the misbehavior or actions
that conflict with rules and policies.
4. 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,
we have provided company’s personnel the training about guidelines of the personal dataprotection to be informed and prevent damage that may occur in the collection, usage anddisclosure of personal information as well as the information is kept safe, confidential and will not
be disclosed except required by law or with the consent of the service recipient. In addition, thecontrol and security of customers’ personal data are established to comply with all relevant
regulations.
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 be disclosed 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 a policy to investigate and deal with within a reasonable time.
In 2023, the company provided employees whose roles and responsibility are relating to personal
data to participate in mandatory training on how to handle personal data in accordance with laws
and international standards and they are required to pass the test;
Year
2022
2023

Number of Employees passed PDPA
test (Persons)
4,821
3,893

5. Performance Assessment and Selection of the Talent and Succession Employees
In 2023, employee performances are better evaluated in a transparent and fair manner by using
the KPI system to evaluate employee performance. Talent employees are carefully selected for further
intensive trainings to become successors in order to ensure the business continuity.

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6. Personnel Recruitment Process
The Company places importance on hiring female workers, the disabled and the underprivileged.
In 2023, the company has employment in every region due to the importance to respect for persons andhumanity in accordance to the human rights principles and corporate ethics without discrimination andprovide equal opportunities for all races, skin colors, genders, religions, nationalities, or physicaldisabilities to be able to be a part of the Company. The Company has total 3,927 employees in 2023,
which consisting of 24 disabilities and elderly employees, representing 0.6 percent of the total numberof employees.
3.7.3 Human Right Policy
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.
The Company complies with AEON's code of conduct that states: “AEON respects human rights.
and does not discriminate against race, gender, education, religion, and differences from physicaldisabilities Each Aeon member respects each other. as well as listening to the opinions of colleagues
AEON focuses on being the most human-focused company.”
In terms of human resource management and development, the Company provides equal
opportunities for employees at all level and does not discriminate based on nationality, race, gender,
religion, or physical disability. It also provides equal opportunities for all employees in terms of salaryand benefits, training, evaluation, promotion, punishment, termination or retirement. In addition, theCompany treats employees with respect and dignity, under an environment free of harassment andother undesirable behaviors.
The Company has assigned the Human Resource Management Department to take responsibility
for human rights issues and to establish policies to ensure that the business operations are conductedin accordance to international standards, including the Labor Protection Act. and related policies andregulations such as personal data security policy, information technology policy, human resource
management policy, AEON Code of Conduct and AFS Group Compliance Manual. Such policies are inline with the materiality of human rights, human resource management and occupational health andsafety and social community development.
The Company has AEON's Code of Conduct as a guideline to promote human rights, treating andprotecting the basic rights of everyone equally and fairly. In additions, the policy places importance toself-expression, receiving fair compensation, opposes against threats in all forms including
discrimination, human trafficking, child labor and forced labor. The Company establish Human Right
Policy as follows:• The Company is aware of equality and opposes all forms of discrimination whether the race,
nationality, skin color, gender, age, language, religion, sexual orientation, political opinion or any
other factors not related to morality, diligence, and ability.
• The Company provides a safe and healthy working environment for the physical and mental of
employees and free from harassment or victimization and other inappropriate behavior.
• The Company prohibits the use of child labor, forced labor and all forms of human trafficking within
the Company's operations and supply chain.
• The Company respects privacy and protects personal information of employees, customers, andbusiness partners.
• The Company actively promotes social participation through the establishment of the AEON
Thailand Foundation to carry out social responsibility activities systematically and without violating
human rights.
• The Company provides two-way communication channels to enable employees and stakeholders
to know, understand and act with respect for human rights, including providing opportunities for
employees and stakeholders to make suggestions, report or complaints in the case of actions or
events related to human rights violations are found.
• The Company has a process for reviewing information from whistleblowers or complaints related tohuman rights, including reporting to the Board of Directors as specified.

84
•
•

The Company provides regular training and development of employees' potential as appropriate. It
promotes learning so that employees can keep up with the global changes.
The Company treats employees in accordance with labor laws and related regulations.

The action plan for Human Right promoting includes:
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 and otherimproper 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.
• 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 20 disabilities
staff in all regions which are 0.6 percent of all employees 3,927 persons and contributed to the Fund for
the Promotion and Development of the Quality of Life of Persons with Disabilities In the amount of
2,274,352 baht, complete and on schedule.
The Company has no number of cases or incidents in which the Company has been complainedof violations of human rights in the business process.
3.7.4 CRS Programs/Community Relations
The Company continuously supports community and social development activities by donating profits
from operations to the AEON Thailand Foundation. There are AEON volunteers, who are employees
and stakeholders who have volunteer spirit, regularly cooperate with the activities of the AEON Thailand
Foundation.
CSR Programs and Community Relations Plan
1. In collaboration with AEON Thailand Foundation- Project to promote and support forest conservation.
- Educational promotion projects including providing scholarships and/or donations to students and/or
various schools.
- Project to develop Thai society and promote and support general public benefits.
- Projects undertaken or cooperate with other charitable organizations for public benefits.
2. Organize activities to help society when disasters occur.
3. Plan a community satisfaction survey and conduct community relations.
CSR Programs and Community Relations Performance
Unit : Million Baht

CSR Programs/Community Relations
Expense

2021

2022

2023

16,946,400

20,665,000

18,641,072

Note: The Company’s social activities has been operated in collaboration with the AEON Thailand Foundation which organizessocial activities for foundations, associations, hospitals and various charitable agencies Therefore, it is not possible to specify the
number of communities that will receive benefits.

85
3.7.5 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 which is
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 the system
to ensure that such policies are appropriate for the Company.
The Company has policies and practices that support safety, good health and hygiene at work inorder 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.
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.
Provide annual health check-up program for employees.
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.

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

86
environment for employees tothe utmost.

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 werein accordance with the related laws (the ministerial regulations setting
standards for management and management of occupational safety,
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 Zero accidents in 2023.

3.8 Sustainability Management in Economic and Governance Dimension
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 to investingin 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 and performancesin economic dimensions are as follows:
3.8.1 Corporate Governance and Code of Conduct
The Company takes into account the importance of maintaining good governance principles,
which is generally accepted as a factor in creating fairness and maximum benefit to stakeholders. andhelp strengthen the organization to be able to conduct business correctly, transparently, trustworthy,
and efficiently and comply with relevant regulations while demonstrating good corporate governance.
Be transparent can be checked and conduct business correctly according to the law as well as creating
good feelings and credibility from stakeholders It can also create new business opportunities for thecompany. Therefore, the company focuses on promoting business operations in accordance with theprinciples of good corporate governance. For listed companies in 2017, the Corporate Governance
Code (CG Code) of the Securities and Exchange Commission (SEC) has important operating plans
and guidelines for 2023 as disclosed in the 2023 annual report 56-1 One Report Part 6 Overview ofgood corporate governance policies and practices.
3.8.2 Risk Management
The Company is aware of the importance of effective risk management and has, therefore,
established a “Risk Management Policy” to set management guidelines, as well as improving themethods and tools used to measure risk in order to ensure that risk management is sufficiently efficientand effective to identify risks that may occur in the future, to reduce the risk exposures that may causesignificant damage to the Company, including feelings of insecurity and safety of stakeholders and to
be consistent with risk management standards according to international guidelines. The Company
established a committee that is responsible for controlling, monitoring, and evaluating risk
management, including risk identification, risk assessment and risk management and supervise theCompany to implement risk management policies and guidelines in all areas including ESG as
disclosed in the 2023 annual report 56-1 One Report Part 2 Risk Management.
3.8.3 Cyber Security and Data Protection
The Company is aware of the importance of data protection in business operations including
the personal data and information. The Company has a high responsibility in ensuring that thisinformation is safe from any harms, unauthorized disclosure or access and unreasonable changes
because it may affect a person's safety and life, as well as the reliability of business operations of theCompany. Safeguarding of information security enables the Company to retain the existing customer
base and increase new customer bases. On the other hand, in the case that the Company neglects
this responsibility, it may impact negatively on the Company’s customer base and trust, which may
result in legal dispute.

87
In order to protect the information security appropriately, the Company has adopted aframework for implementing ISO27001 standards, information security management system (ISMS),
information technology law (IT Law) and Personal Data Protection Act (PDPA) to be implemented within
the organization.
3.8.4 Responsibilities to Customers
The Company is committed to developing and improving work processes continuously inorder to present products/services that appropriately respond to the needs and lifestyles of customers
in each age group by adhering to AEON's basic principles and practices that say "Customers comefirst" by placing importance on customer satisfaction surveys, quality management and information
security management, expanding service channels, providing diverse and comprehensive services,evaluating customer satisfaction across all channels and maintaining and expanding the customer
base.
The Company is well aware that if the responsibility to customer needs is neglected, it will
have a negative impact, such as customers being dissatisfied, reduction of new customer as well as
existing customers or the number of complaints rises. This will cause significant damage to theCompany's business operations.
Responsibilities to Customer Operational Plans
1) Customer Satisfactions
Customer service is essential as being one of the factors influencing customer satisfaction and loyalty.
With the emerging of digital banking, customers are expecting not only financial services, but also
unparalleled support and conveniences. The company has realized in this critical element that constituteeffective customer service and the way to leverage the various aspects to enhance customer
satisfaction.
Accessibility: Enhance more functions on mobile application, extend multi-channels support fromtraditional voice and IVR channels to Mobile Chat, and Social Network Services i.e. Line Chat andFacebook Chat that been served the customer from 9 am to 9 pm.
•> 80% Interaction on Line Chatbot (100.2%LY)•> 90% Interaction on Mobile Chatbot (121%LY)

Personalization: Tailoring the services by segmenting the customer group and delegating to the agentsthat been matched the skills with the customer behavior and the customers who regularly inquired forsome complicated matter by developing the customer behavior data tracking and categorize the updated
inquiries from time to time.
Competency: Customer’s expectation is to interact with knowledgeable and skilled service agents who
can address the issue immediately and accurately. For general inquiry support, the company utilizedmachine learning from knowledge management and Google Dialogue to create the dialogue flow for
ChatBoT.
Security and trust: The company ensured the customer data privacy and transaction security as a
crucial components of customer service. Our agents have been trained not only the knowledges infinancial services, but also the agents are strictly treating customer data according to PDPD policy andguidelines.

88
Customer Feedback: The company has implemented new customer survey form to collect the
feedback from website, mobile application and line channels to act on those feedback in order tocontinuously improve services and offer other services concerning on the customer centric.

96.5%

97.7%

C U S T O M E R S AT I S F AC T I O N F R O M
B R AN C H C H AN N E L

FY2022

FY2023Graph 1: Comparison of Customer Satisfaction from Branch Channel between FY2022 - FY2023.

The Company has implemented the machine learning system to create the script for agents to provide
the accurate answer when they are serving the customer. The CSAT has been improved from 96.8%
in FY2022 to 97.3% in FY2023.

96.8%

97.3%

C U S T O M E R S AT I S F AC T I O N F R O M
CUSTOMER SERVICE( C AL L C E N T E R )FY2022

FY2023Graph 2: Comparison of Customer Satisfaction from Customer Service (call center) between FY2022 - FY2023.

The Handling and Management of Comments, Suggestions, and Complaints
In order to improve the service level for customers, the company has provided various channels forreceiving comments, suggestions, and complaints as the following channels:1. Customer Service Department• Telephone 02-665-0123• Social Media channels (Line, Facebook Messenger, Mobile Chat)
2. Company website www.aeon.co.th
3. Contact through AEON branches nationwide
In order to support any complaints and compliments from customer about the products andservices of the company; as well as to protect the consumer’s rights, the company established thesystem and team called “Customer Service Development (CSD)” to promptly provide the accurate
response and solutions for customers. CSD is responsible for coordinating with the relevant units insolving problems, and following up the progress of each complaints. Meanwhile, CSD has to collect thesatisfaction survey after filing the cases. In the event that the customer still be unsatisfied with the service
or solutions, CSD will request for additional support and recommendation to improve the services infuture. This team will record and analyze the root cause with a summary report of each complaints. The
cases will be reported to executives management on monthly basis in order to continuously improve
products and develop services.

89
2)

Customer’s PDPA
The Company ensures that the protection of customers' personal information and transaction
security is in place. Employees are trained to strictly handle customer information in accordance withto the policies and guidelines of PDPA (Personal Data Protection Act).

3.8.5 Financial Security
Due to the fluctuations in the domestic and international economic situations, the Company has
measures in place for financial stability to ensure that the Company financially stable, reduce economic
risks that may arise from many factors, such as, epidemics, political tension, which would enable theCompany to operating its business to grow and expand continuously and being able to develop financial
products to meet the needs of more diverse customers, creating sustainability for the business as wellas continuous profits.
1)

Asset Quality Management

The Company has assigned the Finance and Accounting Department, company directors andCollection department to take responsibility for financial stability in treasury management and debt
collections in accordance with the Company’s and the Bank of Thailand’s regulations. In addition, theCompany also established a dividend payment policy to be not less than 30 percent of net profit and apolicy for managing non-performing loan in which covering important issues such as responsible
lending; sustainable financial stability, etc.
2)

Innovation Development and Digitalization

The Company has a main goal in operating its business to provide convenient service tocustomers through the use of various forms of loan services of the Company with services that create
the highest satisfaction to customers and business partners. To enable the Company to achieve its
goals, the Company is, therefore, dedicated to investing in creating and developing technology toenhance service levels and develop new financial products to meet customer needs based on
customers’ fair benefits and has proceeded with the development of the Digitalization Roadmap suchas the development of digital loan, digital sales channels and online payment channels in whichcollaborating with partners who are leaders in the E-Commerce Platform business.
2.1) 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 informationin addition to traditional information for the credit judgement and approval processes. In the past year,
proportion of automatic credit judgement increased to 30% in December 2023. Moreover, the cost of
acquiring customers (CAC) has decreased due to the BOT enabling E-KYC used to verify customer
identity since September 2022. Applicant able to apply by themselves via AEON Thai Mobile Application
or apply via On Line channel at branches, application will be process via E-KYC and being process
through AI system to analyze and make decision, this process enable shorten turnaround time ,more
efficiency, consistency and accuracy ,lead to customer satisfaction for credit limit utilization.
2.2) Innovations for Responsible Lending Services
The company has given importance to business development for continuous growth. Throughproduct development that meets customer needs Technology to create safety in financial transactions
as well as convenience, speed, and efficiency in accessing credit services thoroughly, equitably, fairly,
and responsibly by encouraging personnel to create systematic thinking skills and reducing work waste
in their own progresses as the main strategy, in compliance to AEON's motto, "AEON members will
always improve themselves in order to impressively meet customer expectations." In addition, it
strengthens the work culture to be efficient and consistent with the dynamics in the working
environments. The company has adopted the Kaizen principle, one of the foundations of technology
development in Japan in which has been driving Japan to success and become a leader in creatingworld-class innovations, to apply it as a practice guideline for continuous organizational development
until the present.
The Kaizen concept is one of the management philosophies to increase efficiency. It emphasizeson allowing employees to participate in using their own creativity for continuous development andincrease the value of what is already being done even further, including creating new things to solve thepain points encountered in developing progress, continuously improve work processes to increase work
efficiency, be able to solve problems that arise from actual work, reduce wastage, save time and90
increase resilient in work progress. The key success factor is continuous and consistent improvement.
It usually starts with small adjustments until it becomes a major innovation and beneficial to otherstakeholders such as customers, communities and society, etc.
Process for developing and promoting the organization's innovation culture
The company has established a Kaizen Committee, consisting of workforces from all
departments, which has a duty to support, advice, evaluate, select and approve the Kaizen projects inwhich the Kaizen Committee and employees recognize the concrete potentials, benefits, and values.
The workforces from each department will present problems, weaknesses, and shortcomings in
the related work processes and propose projects for development, improvement, and solving the issues
in the integrated annual Kaizen activities in order to exchange of opinions from various perspectives,different knowledge and experiences until new elements are obtained of moving towards innovation.
In addition to annual Kaizen program, the Kaizen Committee provides communication within theorganization, as well as training and activities to stimulate, create participation and cultivate culture ofusing creativity in suggesting solutions to problems which is the source of new innovations.
Using the Kaizen principles as a guideline, in addition to enhance employee’s capabilities andencourage them to have awareness as well as to be creative and being able bring new ideas ortechnology to reduce work processes to maintain or increase the quality of both personal andorganizational works, in order to prepare the employees to be able to adapt to changes that may occur
at all times.
There were total of 13 successful developed projects in the past year, for example,••••

Improving the process for customer requesting changes and corrections of their personal
information, in which can easily be conducted via AEON THAI Mobile Application by themselves,
Improving internal processes in conversion and storing documents,
Improving the promotion calculation system for individual customers which resulted in a reductionof 6,495 hours in customer wait times on call center,
Developing a system for hire purchase customers to capture whose payments exceed theremaining principal balance in enable the Company to close the debt account and transfer
ownership rights to customers faster. As a result, customers will receive discounts and ownershiprights quicker, in a shorter period of time, etc.

Research and Development and Innovation Development Expenses
Kaizen development expenses from year 2021 to 2023

Kaizen Project (Project)
Developing Expense (Baht)

2021

2022

2023

12
2,772,500

10
3,640,750

13
3,680,000

3.8.6 Responsible Lending
The Company focuses to operate the business with a determination to move forward and lead theorganization towards sustainable growth under the framework of good practices and ethics. The
Company adheres to the principles of the Responsible Lending measures announced by the Bank ofThailand. It is a policy guideline that emphasizes the importance of sustainable credit portfolio
management which including the policy of providing credit to customers responsibly and fairly
throughout the debt cycle, as well as being careful when granting new loans, such as considering therisk level of the customer by using their financial status and ability to repay debt and offer products thatare suitable for customers with the main objective is to grow with quality and sustainability. The Company
has followed principles covering 8 areas as follows:

911) The Company is committed to develop a variety of financial products which suitable for the customer’s
needs and ability to repay. The loan interest rate is set in accordance with the law and the contract
conditions are fair to customers, in order not to encourage excessive debt. The Company also provide
sufficient service channels that increasing convenience and sustainability as well as to adopt theartificial intelligence technology to increase service efficiency.
In 2023, the Company has offered financial products and services and service channels as well as
technological development with taking ESG impacts into consideration as follows:• ESG-Related Financial Products and Services- EV Motorcycles Hire PurchaseDue to the increasing trend of electric powered vehicles around the world, including Thailand, whichreflecting the increase of needs and interest of environmental-friendly products. The Company has
therefore developed hire purchase loan products for vehicles that use electric energy.
- Loan for Solar Cell
The Company supports the use of renewable energy to reduce global warming and the reducing longterm electricity expenses. Therefore, we offer solar cell loans to interested customers.
- Vehicle Title Loan
In response to the Company's existing hire purchase customers' accessibility to additional credits, theCompany therefore offers car title loans. This is a loan whereby the customer places the vehicle
registration booklet as collateral instead of delivering the vehicle.
- AEON Nextgen Digital Credit Card
It's the first time for the Company to issue digital credit card with innovations and solutions in which
ensuring advanced security, in response to the transition of customer’s behavior of spending via
credit cards which becoming fully digital.
2) The Company has prepared and controlled advertisements to be accurate, clear with sufficientcomplete content and provides a comparable interest rate conditions and fees without encouraging
customers to incur excessive debt. It also allows customers to receive and understand sufficientnecessary information from advertisements to make decisions and promote financial discipline.
3) The Company commits to taking care of customers throughout the sales process by presenting
important information completely, without exaggeration, without distortion, sufficient for making
decisions with correct understanding. It also offers to sell products that are consistent with theobjectives or needs of customers and do not encourage excessive debt.
4) In the loan judgement process, the Company considers the risk level of the customers, along withthe ability to repay debt (affordability) by considering the customers’ debt obligations and considers
the net remaining income after deducting all debt installments (residual income) whether it is sufficientfor the customer's livelihood at best effort. The Company also adopts the use of AI technology in the
judgment process to increase the efficiency of lending and fairness.
5) The Company provides important information and warnings which the customers are required toknow, as well as creates tools to nudge or warn the customers to promote financial discipline during
the debt cycle. It also encourages customers to maintain their financial discipline and be able tomanage their debts to benefit themselves (responsible borrowing).
6) The Company has taken steps to notify important information to make customers aware of thenegative effects of being in chronic debt, including presenting guidelines to provide assistance in astandard way so that customers can see the appropriate way to close their debts to prevent
customers from having chronic debt problems (Persistent Debt: PD) and to help customers who are
currently facing chronic debt problems.
7) To provide assistance to customers who are showing an early sign for having repayment problems
and those who are already having the repayment problems, the Company has presented guidelines
for debt restructuring that are consistent with the ability to repay debt quickly, especially prior to taking
legal action, transferring debt, terminating a contract, or seizing property. Besides, the Company has
created the AEON Care Loan program to provide opportunities for customers who have intentions toclose their debt chronic to restructure their debts with a special interest rate of only 14 percent per
year.
8) Legal proceedings and transfer of debts to other creditors, the Company will notify debtors to be fully
aware of their rights and other important information for customer inquiries, as well as offering the

92customers an opportunity to mediate their debt problems. Moreover, after the transfer and sale ofdebt, the customers shall receive an appropriate repayment condition.The details of the responsible
lending measures are as shown in the announcement of the Bank of Thailand No. NBTC 7/2023
dated December 21, 2023, which was announced in the Royal Gazette Announcement and General
Work Vol. 140 Special Section 326 D, dated 27 December 2023 and effective from 1 January 2024
onwards.
3.9 Summary of Sustainability Development Performances

Economic and Corporate Governance Dimension
CGR 5 scores
TIA 87 score (Fair)
JCR Rating A (Stable)
ISO27001
ISO9001
Fitch Rating A- (Stable)
Environment Dimension
Certified ISO 14001 Environmental Management
Invite customers to receive
e-Statement invoices andcancel paper invoices

Reduced paper usage within
the organization.

Reduce paper usage 70%

Reduce paper usage 38%.

Launched new products thatencourage customer dofinancial transaction via
AEON THAI MOBILE
application
Digital Card user totaling
170,440 cards.

Waste segregation

Reduced electricity
consumption

Reduced water usage99.71% accuracy.

32% compre with FY2022
23,095.03 kilowatts.

Honored with accolades forcontributions to BangkokSocial Dimension
Corporate Social
Responsibility projects underoperation of AEON Thailand
Foundation

100% of relevant employees
had training on important rules
and regulations of theCompany.

75 projects●

18,641,072 THB

●

●

●

Personal Data Protection
Act (PDPA)
Anti-Money Launderingand Counter-Terrorist
Financing (AMLO)
Market Conduct
Regulation (Market
Conduct)
Business Ethics andIntegrity (AEON Code of
Conduct)

93

4Management Discussion and Analysis (MD&A)

94
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 2021, 2022
and 2023 ended February 28, 2022, February 28, 2023, and February 29, 2024 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.

FY2021 - 2023

Mrs. Nisakorn Songmanee

5035

The auditors gave an unqualified opinion that the consolidated and the separate financial
statements of the fiscal years 2021, 2022, and 2023, present fairly, in all material respects, the financial
position as of February 28, 2022, February 28, 2023, and February 29, 2024, financial performance andcash flows for the year then ended in accordance with Thai Financial Reporting Standards.
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
Current tax assets
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

FY2021(Million Baht)
4,235.60
44.33
80,076.40
518.10376.187.81
101.355.06

FY2022(Million Baht
3,816.36
144.22
83,811.72
592.44
1,732.09
12.62
102.645.06

FY2023(Million Baht
2,796.66
38.27
83,016.68
533.76
1,404.68
115.20
24.21
59.05
14.47

144

144

216.00622.93611.07920.392,624.48
181.6990,469.39

523.15892.56923.412,340.92
165.5095,206.69

529.56655.56850.582,088.55
155.3092,498.53

30,061.00
269.601,628.02
379.5235,441.20
867.73624.98463.34470.04

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

22,132.15
84.86
1,625.01
36.76
40,383.00
1,541.76
691.54483.54458.11

95

TOTAL LIABILITIESIssued and paid-up share capital
Premium on ordinary share capital
Surplus on share based payment transaction
Surplus (deficit) arising from change in ownership interest in a
subsidiary
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 of foreign
operations
Cumulative loss on cash flow hedges
Non-controlling interest
TOTAL SHAREHOLDERS’ EQUITYTOTAL LIABILITIES AND SHAREHOLDERS’ EQUITYSTATEMENTS 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 PROFIT

70,205.43

71,858.61

67,436.73

250.00478.00-250.00478.009.26-

250.00478.0013.65(0.02)

25.00
4,850.00
14,808.86

25.00
4,850.00
17,382.22

25.00
4,850.00
19,285.78(95.81)(83.45)(105.24)(427.34)375.25
20,263.96
90,469.39(89.55)526.6023,348.08
95,206.69(324.81)589.4425,061.80
92,498.53

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

FY2023(Million Baht)
7,818.75
9,950.41
997.87
3,198.24

7,962.45
154.5695.50
2.63

8,210.56
183.118.13

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

2,161.87
7,240.22
4,161.38
823.52
3,337.86

3,553.04
20.85
3,573.89

3,815.15
139.003,954.15

3,258.79
79.07
3,337.86

96
STATEMENT OF COMPREHENSIVE INCOME
Net profit for the year
Other comprehensive income (loss)
Exchange differences on translating financial statements of aforeign 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

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 fixed deposits
at banks under obligations
Cash paid for purchases of leasehold improvement and equipment
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 a subsidiary
Cash paid for investment in equity securities designated at fairvalue through other comprehensive income

FY2021(Million Baht)
3,573.89

FY2022(Million Baht)
3,954.15

FY2023(Million Baht)
3,337.86

75.33

27.20

(33.86)468.2471.72
4,189.18

337.7958.20
4,377.34(235.26)19.65
3,088.39

4,118.41
70.77
4,189.18

4,223.50
153.84
4,377.34

3,021.38
67.00
3,088.39

FY2021(Million Baht)

FY2022(Million Baht)

FY2023(Million Baht)

3,573.89(3,023.28)
550.61

3,954.15(2,843.46)
1,110.69

3,337.86(2,727.75)
610.11(9,988.24)
12.94(10,962.74)
1.21(6,927.02)
41.78(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(233.36)
34.08
14,278.39(2,073.25)(1,238.94)(7.54)(13.08)4,471.17(2.32)(102.15)106.40(198.25)
18.21(291.55)
1.64-(211.78)2.17(442.33)-(251.70)1.36(206.94)(0.25)

144-(72.00)97
Net cash provided by (used in) investing activities(616.27)(754.09)(423.13)(1,172.11)(4,564.08)(1,725.05)

3,003.43(1,339.60)(564.34)
416.873,619.47
1,445.00(558.10)231.81(778.58)(821.38)(542.81)191.72-0.25-(1,306.84)(962.59)(1,304.09)(1,129.74)(1,.386.20)(5,062.29)

Net increase in cash and cash equivalents(822.95)(411.14)(1,014.25)

Increase (decrease) in exchange differences on translating
financial statements of foreign operations(46.61)(8.10)

5,105.17
4,235.60

4,235.60
3,816.36

CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from (repayments for) bank overdrafts and short-termloans 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 increase in non-controlling interest arising frominvestment in a subsidiary
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

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

FY2021(%)

FY2022(%)(5.45)
3,816.36
2,796.66
FY2023
(%)

38.99
17.09
19.23
27.54
2.73
24.81

37.00
17.08
17.87
28.76
2.90
25.87

34.09
14.84
13.78
27.09
3.37
23.73

21.42
4.00
23.38

22.37
4.18
24.46

22.02
3.62
24.42

3.53
122.41
N/A
N/A
36.24

3.15
121.23
N/A
N/A
36.04

2.76
132.97
N/A
N/A
42.19

N/A
12.03
8.40
4.86
2.74

N/A
10.78
9.14
5.69
2.53

N/A
9.08
10.51
4.97
2.51

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

98
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 1,2023. These financial reporting standards were aimed at alignment withmost of the changes directed towards revision of wording and terminology and clarification of accounting
requirements. The adoption of these financial reporting standards does not have any significant impact
on the Group’s and the Company’s 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, 2024
onwards. The revised TFRSs are mostly the revision of wording and terminology and clarification of
accounting requirements.
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 is in the process to assess the impact of these TFRSs on the financial
statements of the Group 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 21, 2024

A-/ Stable

Japan Credit Rating Agency

February 28, 2024

A/ Stable

99
Details of overdue accounts receivable classified by business types

Consolidated Financial
Statements (Information

Credit Card

Hire Purchase

Loan

Debt Collection

Insurance

Total

as of February 29, 2024)

Amount(MB)%

Amount(MB)%

Amount(MB)%

Amount(MB)%

Amount(MB)%

Amount(MB)%

Less than 3 months

39,649.21

96.32

6,245.37

93.95

41,395.79

95.45

63.50

100.0060.53

100.0087,414.40

95.74

3 months and up

1,513.07

3.68

402.086.05

1,975.09

4.55

-

-

-

-

3,890.24

4.26

Total

41,162.28

100.006,647.45

100.0043,370.88

100.0063.50

100.0060.53

100.0091,304.64

100.00Bad debt categorized by business type
FY2021(MB)

FY2022

FY2023(MB)(MB)

2,373.01

2,736.20

3,520.35

Hire Purchase472.72342.07311.68Personal Loan
Total

4,788.87

5,509.40

5,764.38

7,634.60

8,587.67

9,596.41

Credit Card

Financial Liquidity
As at February 29, 2024, the Company and subsidiaries recorded cash balance of 2,797 million baht, decrease by 1,019 million baht from previous year, which
can be categorized as follows:• Net cash provided by operating activities of 4,471 million baht mainly resulted from an increase of accounts receivable and interest income.
• Net cash used in investing activities of 423 million baht mainly resulted from investment in fixed assets and software, intangible assets, and fixed deposits at banks under obligations.
• Net cash used in financing activities of 5,062 million baht mainly from long-term loans and short-term loans from financial institutions.
Combined the net decrease in cash and cash equivalents of 1,014 million baht and decrease in exchange differences on transactions financial statement offoreign operations of 5 million baht with beginning cash balance of 3,816 million baht, the Company had ending cash balance at the end of the fiscal year 2023
in the amount of 2,797 million baht accordingly.

100Management Discussion and Analysis
For Fiscal Year 2023 ended February 29, 2024
AEON Thana Sinsap (Thailand) Public Company Limited (“the Company”) has already submitted theconsolidated audited the fiscal year 2023 financial statements ended February 29, 2024 which were auditedby Deloitte Touche Tohmatsu Jaiyos Audit Company Limited. The operating performance is summarized
as follows.
Overview
According to the Bank of Thailand and Office of the National Economic and Social Development
Board (NESDB) data. Thailand’s economy in the fourth quarter of 2023 expanded by 1.7%, resulting in the
GDP of Thailand in 2023 growing only 1.9%, decelerating from 2.5% in the previous year, from a slowdownin public investment and public consumption due to the delay of government’s budget allocation, although
the exports improved from the previous quarter continuously. Hence, the NESDB has cut down its growthforecast for the Thai economy in 2024 to the range of 2 . 2-3.2%, in which the supporting factors still being
the continuous recovery of the tourism sector, the private consumption and the private investment, while
the headline inflation rate averaged of only 1.2%. The unemployment rate in 4Q/2023 was slightly reduced
down to 0.81%. However, substance macroeconomic challenge is remained as the level of household debt
(seasonal adjusted) continued to increase from 90.7% in the 1Q/2023 to 91.4% in 1Q/2024.
For the fiscal year 2023, the Company has total new sales and credit card spending increased by
4% y-y, mainly due to the continual increase in credit card spending and marketing with business partners.
However, in regards to the current economic situation which is in an improved trend but the risks to asset
quality remained in concerns. The Company therefore remains cautious in expanding high-risk loans.
As of February 29, 2024, the Company had business distributions as below;
Number of Networks and Merchandise
Partners

Feb 28, 2022

Feb 28, 2023

Feb 29, 2024

101 branches
30%

104 branches
31%

101 branches
29%

70%

69%

71%

ATMs (machine)

389

146

73

Affiliated Dealers

6,328

5,846

5,276

Branches-Bangkok-Other Provinces

101
Summary of Consolidated Financial Results
1. Operating Results
Profit and Loss Statement
Unit : Million Baht

Consolidated

Separated

4Q/23

%QoQ

FY22

FY23

%YoY

FY22

FY23

%YoY

Credit card income
Loan income
Hire-purchase income
Other income

1,910
2,451
261
803

(4%)
2%
5%
6%

7,642
10,385
1,029
3,277

7,819
9,950
998
3,198

2%
(4%)
(3%)
(2%)

7,488
10,274
246
3,108

7,653
9,805
262
3,018

2%
(5%)
7%
(3%)

Total Revenues
Operating and administrative
expenses
Expected credit loss
Finance costs
Other expenses
Total Expenses

5,425

0.4%

22,332

21,965(2%)

21,116

20,739

(2%)

2,181
1,298
550
2

3%
(32%)
8%
-

8,117
7,263
1,904
98

8,394
7,240
2,162
8

3%
(0.3%)
14%
(92%)

7,387
7,070
1,970
97

7,546
7,033
2,156
8

2%
(1%)
9%
(91%)

4,031

(11%)

17,382

17,8042%

16,525

16,743

1%

Profit before tax income

1,394

58%

4,950

4,161

(16%)

4,591

3,995

(13%)

Income tax expenses

273

60%

996

824

(17%)

881

743

(16%)

Net profit for the period

1,094

55%

3,815

3,259

(15%)

3,711

3,253

(12%)

Earnings Per Share (Baht per share)

4.38

55%

15.26

13.04

(15%)

14.84

13.01

(12%)

Revenues
For the fiscal year 2023 financial results, the total consolidated revenues were 21,965 million baht,
reduced 2% from last year, because there is no sale of written-off receivables in the fourth quarter per
usual. However, the revenue from credit card increased 2%, in line with continued growth in card spending
and aligned with the credit card receivables in the industry. However, although the overall economic growthrate of the country has a better outlook, it is lower than the situation prior to the Covid-19 pandemic,
especially the government investment and consumption, although it has a better outlook since the third
quarter in 2023. In additions, the household debt rate remained high, the Company, therefore, implemented
a more stringent credit lending policy in this quarter and focus on specific customer groups to reduce therisk of asset quality by being conservative in personal loans and hire purchase.

102
Sales and Revenues Structure for the Fiscal Year 2023

Credit Card
For the fiscal year 2023 financial results, credit card turnover accounted 68% of total turnovers withthe fiscal year 2023 credit card revenue reported 7,819 million baht, increased by 2% from previous year
and accounting of 36% of total revenues, as a result of an increase shopping spending such as payment
for shopping with partner traders, hypermarts, hotel bookings platforms in regards to the recovery of the
tourism sector and hospitals, including the launch of a new credit card product, namely the Digital Next Gen
Credit Card, the Company's first digital credit card that delivers innovation and advanced security
verification solutions which is in line with the Company’s sustainable development plan that focuses on
creating a secure financial service for customers.
- Loans
For the fiscal year 2023 financial results, loans turnovers shared 23% of total turnovers, while theincome from loans in the consolidated financial statements amount 9,950 million baht for the fiscal year
2023, which reduced by 4% from last year. The income from loans has 45% proportion of total revenues.
However, the Company has expanded its service channels through the online platform, which is moreconvenient for customers and also reduces the Company's operating costs, allowing AEON card members
to conduct cash loan transactions through various channels. Therefore, cash withdrawals without using acard (Cardless Withdrawal) accounted over 97% of the total personal loan sales as a result of successdigitalization for the Company’s sustainability development.
In addition, the Company has started offering a new loan product in the fourth quarter of this year,
namely the AEON Auto Quick Cash, vehicle title loan, which is a loan with collateral as an alternative
product for customers, especially the existing customers.
- Hire Purchase
For the fiscal year 2023 financial results, motorcycle and used car hire purchase in Thailand andelectrical appliances, mobile phones and others in overseas business turnovers was 6% of total turnovers,
resulted in the Company’s incomes from hire purchase in 2023 amounted 998 million baht, decreased 3%from last year as a result of hire purchase income reduction in CLM. However, the hire purchase incomein Thailand increased 7% from last year.
In addition, the Company has directions and policies for sustainable development and well aware of
the ESG impacts. Hence, in the third quarter of fiscal year 2023, the Company has initiated hire purchaseloans for products that reducing environmental impact, such as electric motorcycles and solar cells, which
receiving good feedbacks from customers since their consumption behavior has changed to place more
importance to products that are environmentally friendly. The Company also has plans to expand to otherproducts in the future.
- Others
For the fiscal year 2023 financial results, other incomes were 3,198 million baht. It comprised of anincrease in bad debt recovery income to 1,849 million baht or an increase of 9% from last year andincreased of 4% from the previous quarter, indicating a better efficiency in debt collection continuously.
However, in the 4/2023 quarter this year, there was no income from the gain on sale of written-off
receivables.
-

103
Expenses
The Company’s expenses mainly consist of operating and administrative expenses, expected credit
loss and finance cost. For the fiscal year 2023 financial results, the Company had total consolidated
expenses of 17,804 million baht. Details of expenses are shown as follows:- Operating and Administrative Expenses and other expenses
The consolidated operating and administrative expense which including director andmanagement remuneration expense for the fiscal year 2023 were 8,394 million baht. As a result, theexpense to income ratio (Cost-to-Income Ratio) this year slightly increased to 38.2%, due to thedeceleration of revenues. However, the Company can maintain its operating and administrative expenses
well through the Digitalization process. The operating and administrative expenses accounted for 47% of
total expenses.
- Expected Credit Loss
The consolidated expected credit loss in the fiscal year 2023 amounted 7,240 million baht,
remained stable in comparison to last year. However, the expected credit loss in the fourth quarter reduced
continuously from the previous quarter from the ability to control the quality of assets in Stage 3 and better
debt collection performance as well as better macroeconomic outlooks.
- Finance Cost
The Company recorded consolidated finance cost in the fiscal year 2023 of 2,162 million baht, inwhich increased by 14% from the last year from the increase of policy interest rate. However, the Company
has an appropriate capital management to optimize the efficiency of funding cost and the reduction ofinterest-bearing loans. The average funding cost for the year 2023 was increased to 2.99%, increasingfrom 2.64% at the end of last year, due to the announcement of the Monetary Policy Committee (MPC) to
increase the policy interest rate from 0.50% in 2022 to 2.50 as of November 2023 and the rate was remainedat the MPC’s meeting in February 2024.
Net Profit
In the fiscal year 2023 financial results, the consolidated profit attributable to the owners of theparent for the period was reported at 3,259 million baht, reduced by 15% from last year and earning pershare was 13.04 Baht. Moreover, the overseas subsidiaries in Cambodia, Myanmar and Laos generated
revenues and net profits for the fiscal year 2023 ended 31 December 2023, totaled 1,351 million baht and
224 million baht, respectively.
2. Financial Status
Statement of Financial Position

ChangeFebruary 28, 2023

February 29, 2024

93,937
95,207
66,13971,85922,821
17.9%

91,30592,49962,51367,437
24,472
13.8%

ROA

4.1%

3.5%

-

D/E Ratio

3.1

2.7

-

Unit : Million Baht
Accounts Receivable
Total Assets
Total Borrowing
Total Liabilities
Equity Attributable to Owners of the Parent
ROE (attributable to owners of the parent)

%YTD
(3%)
(3%)
(5%)
(6%)
7%
-

Total Assets
As of February 29, 2024, the consolidated total assets were 92,499 million baht, reducing 3% from95,207 million baht as of February 28, 2023. The main assets were attributed to the portfolio of net accountreceivables which shared 99% of total assets.

104
Accounts Receivable
The Company has accounts receivable of 91,305 million baht as of February 29, 2024, reduced
3% from last year due to the conservative approach in lending policy although the credit card sales
continued to grow. The accounts receivable are consisting credit card receivable of 41,162 million baht,
reducing 5% from end of last year; loan receivable of 43,421 million baht, decreased by 3% from end oflast year; hire purchase receivable of 6,647 million baht, increasing by 21% from end of last year and otherreceivables of 73 million baht increased slightly from end of last year.
-

Allowance for expected credit loss
As of February 29, 2024, the Company provided allowance for doubtful accounts of 8,288 million
baht, where the default receivables in credit risk (NPL Stage 3) in accordance to TFRS9 was 5.0% slightly
decreasing from last quarter and last year. The consolidated coverage ratio of allowance for expectedcredit loss to NPL (NPL Coverage ratio) was at 183%, decreased from 190% of last year in relation to bettermacroeconomic outlooks, but remained being at appropriate level.
-

Liabilities
The consolidated liabilities of the Company as of February 29, 2024 totaling 67,437 million baht, adecrease of 6% from last year. There were both short-term and long-term borrowings totaled 62,513 million
baht, decreasing by 6% from the end of last year. The portion of long-term borrowings was 40,383 million
baht or represented 65% of total borrowings. However, in order to manage risk that might occur from thefluctuation in foreign currencies, the Company has entered cross currency interest rate swap contracts tofully hedge its debt.
Debentures, Solvency and Liquidity Management
As of February 29, 2024, the Company has outstanding long-term debentures, representing
unsubordinated and unsecured debentures, amount 5,966 million baht, reduced from the outstanding of
9,580 million baht as of February 28, 2023, with the interest rate ranged between 0.65%-3.18% (debenture
details can be referred to the Financial Statement’s notes). However, the Company can maintain financial
ratios and other requirements according to the conditions as specified in the agreement and has debenturesmaturity due within 12 months amounted 1,999 million baht.
In addition, the Company has unused credit facilities of 16,910 million baht and credit facilities withvarious financial institutions and cash and cash equivalent 2,797 million baht, which is sufficient for theCompany’s operation and debt payment.
Shareholders’ Equity
As of February 29, 2024, total equity attributable to owners of the parent amounted to 24,472 million
baht, increasing 7% from the end of fiscal year 2022, Book value (attributable to the owners of the parent)
as of February 29, 2024 was 97.9 baht per share, increased from that of 91.3 baht per share as of February
28, 2023.
Debt to Equity ratio as of February 29, 2024 was at 2.7 times decreased from 3.1 times as of February
28, 2023. Return on Equity (attributable to the owners of the parent) (ROE) and Return on Asset (ROA) for
the fiscal year 2023 are 13.8% and 3.5%, respectively.

105

5
General information and other material facts

106
5. General information and other material facts
Issuer of Securities
AEON Thana Sinsap (Thailand) Public Company Limited
Business Type
Credit Card, Personal Loan, Hire Purchaselife and non-life insurance brokerage businessand debt collection
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
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. 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 Type
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

107
AEON Leasing Service (Lao) Company Limited (96.29% of ownership)
Business Type
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 Type
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 TypeSpecialized 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.

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.

108
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 1,200,000,000 baht,
Issued and paid up share capital
Ordinary shares 1,200,000,000 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 (99.9999% of ownership)
Business
Purchasing and non-performing assets management
Head Office159/18 Sermmit Tower Building,
11th Floor,
Sukhumvit 21 (Asok) Road, Khlong Toey Nua, Watthana,
Bangkok 10110
Tel.
0-2096-9230
Authorized share capital
Ordinary shares 100,000,000 baht,
Issued and paid up share capital
Ordinary shares 50,000,000 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 0.0001% 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

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 29, 2024, or
3) Any legal disputes beyond those occurring in the normal course of business of the Company.

109

6
Corporate Governance Policy

110
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)

Information Disclosure
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 provide telephone number and information request channel throughthe e-mail address of Investor Relations section.

1.2)

The Annual General Meeting
1.2.1 The preparation of an invitation letter for the annual general meeting-

The Company sent invitation letter both Thai and English version for the shareholders’ meeting
to shareholder containing agenda details with clearly defined agenda items for the meeting andrelated appendices together with opinion of the Board of Directors, Articles of Association relating
to shareholder’s meeting, proxy forms, a name list of all Independent Directors to facilitate
investors for shareholder’s consideration at least 21 days prior to the meeting day.

-

The Company disclosed invitation letter of shareholders’ meeting both Thai and English version
on the Company’s website at least 28 days before the meeting day and announced through thenewspaper both Thai and English version for 3 consecutive days to comply with Public Limited
Companies Act, B.E. 2535 (1992).

1.2.2 Proxy appointment-

For the convenience of shareholder to attend a Meeting, the Company provides an opportunity
for shareholder 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 proxyforms prepared in compliance with the specifications defined by the Department of Business
Development, Ministry of Commerce, allow shareholders to exercise their voting rights as theywish. Additional a profile of independent directors proposed by the Company to serve as proxies
for shareholders. For institutional or foreign investors who authorize custodians in Thailand tokeep and safeguard their shares, the Company will arrange for the documents and evidence
required prior to attending the Meeting well in advance to facilitate registration on the date of the
Meeting.

111
1.2.3 The voting procedure and the method of counting the votes---

The Company encourages shareholders to vote, giving equal importance to each agenda item byclearly outlining the voting process and the method of vote counting. Each share is counted as
one vote. The company has invited legal representatives to act as observers during the votecounting process to ensure transparency. There will be clear separation of votes for each agenda
item to protect the rights of shareholders. Vote counting will consider the side with the majority as
the resolution, except in cases where a decision requires a minimum of three-fourths of the total
votes from shareholders present and eligible to vote.
In 2023, The Company conducted meeting via electronic means. Shareholders can voteelectronically on each agenda item presented by the chairperson during the meeting.
Shareholders can choose to vote ‘agree’, ‘disagree’, or ‘abstain’ by clicking on the respective
button. After confirmation, the voting results will then be aggregated with the pre-submitted votes
in the proxy forms before announcing the resolutions.
The chairperson of the meeting will announce the voting results to the attendees, including thenumber of ‘agree’, ‘disagree’, and ‘abstain’ votes, as well as the number of invalited votes. They
will also state the total number of votes cast and calculate the percentage of each type of votebased on the total number of votes held by shareholders present at the meeting or eligible to voteon each relevant agenda item. This information will be complied from electronic traffic data as
specified in the announcement of the Ministry of Information and Communication Technology.

1.2.4 Enabling pre-meeting shaholder inquiries-

The Company has provided shareholders the opportunity to submit questions regarding themeeting in advance, no less than 28 days prior. Notifications were made via stock exchange
website, the company’s investor relations website, and in the meeting invitation letters.
Additionally, during each agenda item, shareholders were invited to freely inquire, express
opinions, and offer suggestions without limitation, within a suitable timeframe during the meeting.

1.2.5 The opportunity for shareholders to propose meeting agenda items and nominate
candidates for consideration as board members-

The Company provides shareholders the opportunity to propose agenda items for considerationand nominate qualified individuals for board membership at the Annual General Meeting of
Shareholders for the year 2567. This opportunity has been available in advance since November
30, 2566, until February 29, 2567.

1.2.6 The Annual General Meeting of Shareholders is scheduled to be held within a period notexceeding 4 months from the end of the accounting period-

The Company held a total of 1 shareholders’ meeting (no extraordinary meeting during the year)
on June 20, 2023 at 10:00 am. The Company held the Annual General Meeting 2023 in form ofelectronic meeting (E-AGM) at the meeting room, 388 Exchange Tower, Sukhumvit Road,
Khwaeng Klongtoey, Khet Klongtoey, Bangkok 10110. The Company use the electronic media
control system provided by Quidlab Co., Ltd., which is an e-meeting service provider certified byElectronic Transactions Development Agency (ETDA) (The certification document number ส พ ธ อ .
65-006).

-The Company published a guideline and a manual via stock exchange website and the company’s
investor relations website.

-

Due to the electronic format of the meeting. For shareholders who have registered and submitted
proxies in advance, the Company employs information technology systems and Barcodes fortransparency and easy registrqation. Shareholders who wish to attend the electronic meeting canaccess the meeting system at least 2 hours prior to the meeting, following the guidelines provided
in the shareholder meeting access manual distributed by the Company in advance.

112
-

-

-

For the Annual General Meeting on June 20, 2565, the Company’s secretary outlined theprocedures for voting, vote counting, questioning, and other practices for attend the meeting
clearly to ensure a smooth and efficient meeting process. The chairman of the board has
appointed a board member to act as the chairperson of the meeting. There will be a total of 11
board members attending the meeting.
The chairperson of the meeting conducted the shareholder meeting according to the agenda
specified in the meeting invitation letter in sequence and did not add any other agenda to themeeting without notifying shareholders in advance.
The Company invited a representative from Baker & McKenzie Company Limited to be anobserver for the meeting’s transparency, compliance with the law and regulations of the Company
and provide complete recording of minutes of shareholder meetings. Details of the 2023 Annual
General Meeting of Shareholders can be viewed in the investor relations menu in the Company’s
website https://www.aeon.co.th.

1.2.7 Notification of meeting resolutions and minutes of shareholder meetings-

The Company published a summary of the voting results at the meeting along with the voting
results of each agenda for shareholders and the general public to acknowledge through thedisclosure channels of the Stock Exchange of Thailand on the same day after the meeting ends
and published the minutes of shareholder meetings in both Thai and English via 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) Measures to ensure equal treatment of shareholders
2.1.1) The Company has established measures to prevent the directors and executives to exploit theCompany’s inside information for their own benefit;• Insider Trading Policy- 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’s
securities before the disclosure of such information to the public or before the disclosure offinancial statement of the company to the public. The period in which the purchase, sale, transfer
or acceptance of transfer of the Company's securities is controlled, i.e. the period in which theCompany'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 tosubmitting financial statements to the SET and the SEC, which is not more than 45 days forquarterly financial statements and not more than 60 days for annual financial statements. In
addition, after the disclosure of the information, the above-mentioned person should not buy orsell (not less than 24 hrs.) securities until the public has received such information and had an
opportunity to evaluate it thoroughly.
- 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 based on Needto-know Basis.
- The Company has set prohibitions on the use of inside information for personal benefits andcommunicated to all employees including clear legal penalties.

113- The Company has set a Blackout Period during appropriate timing.
• Measures for reporting of holdings and changes in securities holdings- The Company complies with the provisions of the Securities Act and announcements of the
Securities and Exchange Commission (“SEC”) and related announcements from the CapitalMarket Supervisory Board regarding the preparing, disclosing and submitting reports on holdings
and changes in securities holdings of the Company's board of directors, executives, including
management positions in the accounting or finance fields who are department managers orequivalent, their spouses and children who minor within the specified period to the Office of the
Securities Commission and the Stock Exchange (“SEC Office”).
- The Company discloses the shareholdings of directors and executives, both direct and indirect,
clearly separated, disclosing the number of shares held at the beginning of the year and whichwere traded during the year and report to the board meeting on annual basis.
- The Company shall notify the directors and executive officers who have responsibilities to report
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 reportsof securities holding in accordance with the rules, conditions and procedures specified in the
notification of the Capital Market Supervisory Board.
• Measures for preparing reports on interests- To comply with Section 89/14 of the Securities Act, the Company requires directors andexecutives to report their interests related to the management of the company's or subsidiary's
business or those of related persons to the Company, in accordance with the rules, conditions
and procedures announced by the Capital Market Supervisory Board.
- The Company Secretary submits a copy of the report to the Chairman of the Board and the
Chairman of the Audit Committee according to the criteria stipulated by the Securities Act Section
89/16 and the Stock Exchange and reports every time there is a change in order for the Audit
Committee to consider the risk of conflicts of interest of persons who may have conflicts according
to the SEC announcement.
• Measure to establish information technology and data security- The Company has established IT Steering Committee (ITSC) to promote, supervise and manage
the use of information technology system and the IT security system to prevent the leakage ofinside 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.
2.1.2) The Company sets up the following policies to prevent conflict of interest;• 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
to take 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” foremployees 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 aswell and disclosed in the Anti-Corruption Policy.
• Board of director meetings voting policy- Directors who have a conflict of interest in any matter will not have the right to vote on that matter.

114
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 consider 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. Therefore, the Company has recruited and hired talented and experienced personnel towork. Employees receive appropriate remuneration and various benefits, including awards for their work
performance every year as well as supporting skill development, education and training for employees tocreate standards in customer service. Besides, the Company has supported employees to have a goodquality of life by create a safety and good environment for working place.
● 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. The performance of sustainability development for customers is disclosed in the
Sustainability Development section.
The Company is expanding along with customers with quality by applying the principles of Responsible
Lending as a guideline that emphasizes the importance of lending quality loans along with providing financial
literacy and promoting good financial discipline to customers in a sustainable way.

● 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. In addition, the Company is aware of the efficient use of resources andreducing environmental impacts under the principles of good corporate governance by adhereing to the
supply chain management guidline with consideration and awareness of economic, social andenvironmental (ESG) impacts throughout the organization's supply chain, in relating to purchasing/hiring
policies and practices to be consistent with international standards and sustainable ethical standards. Moredetails are provided in the Sustainability Development section.

115● 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 of February 29, 2024, 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 2024, 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 2023 of the company, disclosed in the Company’s Investor Relation website.
Section 4 Information Disclosure and Transparency
1) Disclosure of Information- Disclosure of information is one of an important CG principles• The Company has set up policy, approved by the Board of Directors, relating to information disclosure forexternal parties in order to ensure that such disclosure information; financial and non-financial information,is accurate, adequate, timely, and equally accessible by all related recipients and also complies withrelated laws and regulations. Apart from annual disclosure 56-1 One report most of the information isposted on the Company website in Thai and English with regular updates, thus helping shareholders,customers and interested persons to access the information 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 have been 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 561 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 is disseminated in both Thai and English version
on the Company’s website, and its accuracy has been regularly maintained and reviewed.
• Other information disclosed such as background of the directors, the duties 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 Reportannually.
• 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 in Shareholding of Board of Directors and Management”.
- Personal Data Protection Policy• The Company has policies and guidelines aimed at protecting the personal information of all
stakeholders.
• The company has established the PDPA Steering Committee (PDPA Steering Committee) to promote

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proper PDPA compliance.
• The Company has issued a Privacy Notice for customers, shareholders, third parties, and employeeson the Company's website to inform the data owner of the purpose, period, and legal basis forcollecting data, cases in which information may be disclosed to third parties including other details
as required by law.

2) 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 2023, the Company shows details as below:
Forms of activities

Number of times

Number of Company

Conference call + Online meeting

32

199

Roadshow451

Analyst meeting

2

81

38

331

Total

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Section 5 Responsibilities of the Board
The Roles and responsibilities of the Board of Directors
The Board of Directors shall supervise Directors’ pursuit of duties and business of the group, in orderto promote management which aims at improving the value of the Company group, in compliant withapplicable laws, objectives and Articles of Association as well as the resolutions of the Shareholders
Meetings.
Board of Directors’ Responsibilities
1. Compliance
The Directors shall comply with all laws, objectives and the Articles of Association of the Company, andthe resolutions of the Shareholders Meetings.
2. Due Consideration
The Directors shall give due consideration to the following points in the management of business
operations under their control.
• Dealing with an operating business systematically and efficiently based on the Company’s policies
and the Managing Director’s instructions.
• Making appropriate judgments for the interest of the entire Company with wide perspective toenhance the Company’s business performance and long-term growth.
• Working to enhance the Company’s business performance in company-wide matters as well as theirown area of responsibility.
• Overseeing the departments/unit under their supervision and working to cooperate and coordinate
with other departments/unit of the Company.
3. Reporting• A director shall notify the Company without delay in case where he or she has an interest in any
contract which is made by the Company, or the number of shares or debentures in the Company or
its affiliated company held by him or her increases or decreases.
• The Directors must report accurately to the Board of Directors on the execution of their own duties.
In addition, if a situation occurs that could have a substantial impact on the Company’s business, theDirectors must report the facts of the situation to the Board of Directors immediately.
4. Conflict of Interest
No Director shall perate any business which has the same nature as and is in competition with thebusiness of the Company or become a partner in an ordinary partnership or become a partner withunlimited liability in a limited partnership or become a Director of any limited company or any other public
limited company operating business which has the same nature as and is in competition with thebusiness of the Company, unless he or she notifies the Shareholders Meeting prior to the resolution for
his or her appointment.
5. Non-Disclosure
The Directors shall not divulge confidential information learned in the course of their duties to anyone
inside or outside the Company unless enforced by the regulation of the Company or the law.
In the fiscal year 2023, The Company proposed the SEC’s notification subject Practicing an understandingof the roles and responsibilities of company directors to board meeting for consideration. The main points
are as follows;
Best Practices for a Board of Directors
1. The components and structure of an effective board of directors
2. The roles and responsibilities of the board of directors in helping to prevent and deter inappropriate
behavior within the registerd company
3. Supporting and promoting the performance of duties by employees and internal uniys within theregistered company.

118Best Practices for the Audit Committee to Prevent and Mitigate Inappropriate Behavior in Listed Companies
1. Ensuring the efficiency , adequacy, and appropriateness of internal control systems
2. Disclosure of information and financial reporting
3. Compliance of information and financial reporting
4. Monitoring and tracking transactions involving significant 2assets received or sold (MT), and transactions
with related parties (RPT) of the listed company
5. Ensuring tha the use of raised funds is aligned with the disclosed objectives and tracking the utilizationof funds accordingly.
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.
Authorized Signatory Directors
The authorized signatory of the Company is Mr. Mitsugu Tamai or Mr. Tsutomu Omodera and affixedwith the Company's seal.
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 andattend 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 themeeting for an adequate time to consider. The Board of Directors can invite any involved executive or
relevant persons for inquiry during the meeting.
• 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, theCompany has maintained at least two- thirds of the directors attending the meeting to determine thequorum in every meeting. For FY2023, 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 FY2023.
• 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 propertime.
• 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 2023, the Board held a total of 11 board meetings. (Detail of the meeting and numberof attendance of each director in Report on key operating results on corporate governance).

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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.
1.2 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 encouragethem 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 and sincerity
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.

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Corporate Governance 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, emphasize 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.
Internal 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.

1212) 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.
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

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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 Head of Corporate Governance and Control Department, to be the
Chairman of AML/CFT Committee.

3) The Policy of 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 101 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) The Policy of the right of Personal Data protection and personal data
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 in order todevelop potential and create awareness among personnel in the organization. Therefore, we have provided
company’s personnel the training about guidelines of the personal data protection to be informed andprevent 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 required by law or with the consent
of the service recipient, including appointing data protection officer (DPO).
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 thedata owner of the purpose, duration, legal basis for data collection where information may be disclosed tothird parties, including other details as required by law.

123
The Company also devotes attention to the legal rights of the data owner. Therefore, the appropriate
channels for right exercising and receiving complaints are provided. The Company has a policy toinvestigate and deal with within a reasonable time.
In 2023, the company provided employees whose roles and responsibility are relating to personal
data to participate in mandatory training on how to handle personal data in accordance with laws andinternational standards and they are required to pass the test;5) Tax Policy
In 2023, the Executive Committee approved the tax policy with the objectives of the appropriate tax
management, the compliance with tax regulation and law, and the responsibility to stakeholders by
presenting accuracy, transparency, and sufficiency of information. This tax policy covers the Company
and its subsidiaries within Thailand only.
The tax policy includes 3 sections as following;

Tax
GovernanceTax RiskManagement

Tax Transparency

Profit before Tax
Tax Income Expense
Tax Rate

Unit
MB
MB
%

2023
4,161.38
823.5319.79

2022
4,949.96
995.8220.12

2021
4,573.77
999.88
21.86

6) Intellectual Property Policy
The Company values and respects the rights related to the intellectual property of others and will not doanything that infringes on intellectual property and will use it only after receiving the right to use it.

1247) Sustainable Supply Chain Management
The Company is committed to using resources efficiently and reducing environmental impact under the
principles of good corporate governance. The Company emphasizes the importance of internal operations
within the supply chain in order to foster consideration for the economic, social and environmental impacts,
as well as the organization’s supply chain.
Managing the supply chain responsibly, encompassing procurement practices, policy development, andpractices aligned with sustainable international sandards and ethical principles.
Guidelines for Sustainable Supply Chain Management
The company has sustainable supply chain management procedure that take into suitable consideration interms of quality, price, and delivery of products/ services comprehensively.
• Procurement Process- The existing procurement process ( Operation) is in line with sustainable guidelines. ( Procurement
Procedure) . By using well- known system like SAP and E- Memo Workflow to increase efficiency intracking, managing and communicating in supply chain.
- Scope of Procurement Procedure covers all types of purchasing/ hiring process of the company andaffiliated companies to ensure transparency, verifiable and efficiency.
- Define the roles, duties and responsibilities of relevant parties.
- Supplier Selection and Evaluation Procedure- Selection criteria for purchasing, sourcing.
• Supplier Selection and Evaluation

The company has a vendor selection process fairly under vendor evaluation and selection criteria as
follows:- Set selection criteria and evaluation for supplier- Define the roles, duties and responsibilities of relevant parties- Consider the procurement of goods and services based on many factors such as economic efficiency,
environmental sustainability, social conduct, quality of the product or service and comply with relevant
policies and standards. Such as products or services that have environmental label or green label
products or services that come from certified environmental quality organizations from institution or
government in Thailand or abroad. Products or services listed in the Green Product register under Thai
Environment Institute, Thai Industrial Standards Institute Ministry of Industry, Pollution Control
Department (Ministry of Natural Resources and Environment) or similar organizations in abroad. Suchas electrical equipment, computer equipment with the Energy Star symbol- Follow up and evaluate supplier annually125
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
According to the Corporate Governance Report of Thai Listed Companies also known as “CGR”
survey 2023, the Company survey result was “Excellent”. 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 2023, 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 2023, 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.

126

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

127

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
Executive Committee

Internal Audit Dept.

Compliance Committee

Risk Management Committee

IT Steering Committee
Managing Director

Digital Marketing& Sustainability
Dept.
Collection
Dept.

Credit Control
Dept.

SystemDevelopment
Dept.

I.T.
Dept.

Marketing
Dept.

Customer
Service
Dept.

Corporate
Planning
Dept.

Customer
Behavior
Analysis Dept.

Legal office

System Planning andInfrastructure
Dept.

Corporate Strategy
Dept.

Business Development
and Transformation
Dept.

HR and Admin Shared
Service Center
Dept.

Finance and Accounting
Shared Service Center
Dept.

Corporate
Governance andControl Dept.

128

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 58 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 29, 2024, 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 Offshore2

129
The roles and responsibilities of the board of directors, sub-committee to ensure transparency,
efficiency, and effective oversight of operations
The Board of Directors of the Company
As of February 29, 2024, the Board of Directors comprises of 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(Non-Executive director)

2. Mr. Tsutomu Omodera

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

3. Mrs. Suporn WattanavekinDirector(Executive director)

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)

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

The roles and responsibilities 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. The roles andresposibilities of the Board of Directors have mentioned in Section 5 Responsibilities of the Board.
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.

130
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 the independent
nature of the Independent Director.

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 that 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.

131
8. Delegation authority to subsidiaries or parent company, which fail under Public Interest Entities(reference to “Policy of pre-concurrence regarding provision of non-assurance services by External
auditors”) for pre-concurrence Non-Assurance Service.
9. Annually review and approve the Whitelist of Non – Assurance Services, which is a list of services
irrelevant with auditing, review or other assurance services being created a Self-Review Threat.
10. Review and Approve the “Individual Approval” which is an individual transaction need to be obtained
for services other than those covered by the Whitelist.
The Audit Committee Meeting has been held at least 4 times a year, which allow theindependence directors for suggestion on the guideline for developing works’ quality, including monitor
the governance practice in accordance with Stock Exchange of Thailand’s guidance.
List of Members of Audit Committee
As of February 29, 2024, 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

9/9

Dr. Mongkon Laoworapong

Independent Director and Audit
Committee Member

9/9

Mr. Ittinant Suwanjutha

Independent Director and Audit
Committee Member

9/9

2. 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 FY2023, the Company held the meetings for the Executive Committee
at totally 27 times.

132
List of the Executive Committee
As of February 29, 2024, 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
3. The Corporate Governance Committee (CGC)
The Corporate Governance Committee (CGC) have a scope and responsibilities about
management association of corporate governance to monitor and oversight company operation tocomply with the law, rules and regulations, which announced by all regulators and as applicable withthe company e.g. the Bank of Thailand, The Consumer Protection Board, The Anti Money Laundering
Office, The Ministry of Development of Economy and Social, The Office of Insurance Commission, The
Personal Data Protection Commission and other regulators as relevant, including relevant internal
policy of company. Those scope and responsibilities as above are set up in order to ensure and build
the trust in Company’s efficiency in risk management and regulatory compliance as well as company
internal standard, in order to provide certainty to all shareholders and stakeholders of the Company.
Scope of power and duties of Corporate Governance Committee
The Corporate Governance Committee (CGC) was formed to report compliance action plan,compliance issue or compliance risk to the Board of Director of company, including approval of theaction plan of each relevant departments which include;
1. To monitor and acknowledge, for the process and the result of operation as relevant withcompliance action plan, to review and improve compliance action plan and compliance policy ofcompany to ensure to comply with the law and regulations and relevant rules. And then propose to theBoard of Directors for approval.
2. To make decision any additional action plan which delegated from executive committee ofcompany to improve and set up the foundation of compliance framework of company to comply with thelaw and regulations and relevant and applicable rule.
3.
To analyze and identify risk factors that may impact any activities associated with thecompliance risk or compliance risk assessment or compliance risk management which may affect toCompany’s revenues. To improve continuously the business operating practices for building up thestandard and readiness for prevention and supporting of the acceptable risk level

133
List of the Corporate Governance Committee
As of February 29, 2024, which comprises of 19 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. Tawatchai Peechapat
11. Mrs. Chittiporn Inoue
12. Ms. Nadanong Chompong
13. Mr. Alongkorn Sattabusaya
14. Mr. Amorn Jirachaiprasitti
15. Ms. Gritsla Kommongkol
16. Mr. Kosei Yahiro
17. Ms. Ariya Lertsatira
18. Mr. Jakkapan Kittananun
19. Mr. Taveesak Phrusukarn

Position
Chairman of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC
Member of the CGC

4. Risk Management Committee
The risk management committee is responsible for manage virous type of risks such as operationalrisk, IT risk, cyberattack risk and sustainable risk. This will guarantee that no risk exceeds a reasonable
threshold. Reducing harm to businesses, customers, shareholders, society, and associated parties isthe aim.
Scope of power and duties of Risk Management Committee
1. Create risk management policies for the company and strategize a risk management plan to present
to the board of directors for approval.
2. Examine and pinpoint risk factors that could have a major influence on the company while taking
potential harm and impact into account.
3. Governance and conduct for ongoing improvement, particularly in areas of high risk, to improve
control readiness for potential future harm.
4. Monitor the efficacy and efficiency of risk management outcomes to make sure that risk is kept to a
acceptable level.

134
Member of the Risk Management Committee
List of risk management committee was recently reviewed on 29 February 2024. There are 19
members, which is shown as follow:
Name
1. Mr. Tsutomu Omodera
2. Ms. 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. Tawatchai Peechapat
11. Mrs. Chittiporn Inoue
12. Ms. Nadanong Chompong
13. Mr. Alongkorn Sattabusaya
14. Mr. Amorn Jirachaiprasitti
15. Ms. Gritsla Kommongkol
16. Mr. Kosei Yahiro
17. Ms. Ariya Lertsatira
18. Mr. Jakkapan Kittananun
19. Mr. Taveesak Phrusukarn

Position
Chairman of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee
Member of the Risk Management Committee

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 2023 as of February 29, 2024 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. Chikafusa Nagai
11. Mr. Tawatchai Peechapat
12. Ms. Chittiporn Inoue
13. Ms. Nadanong Chompong
14. Mr. Amorn Jirachaiprasitti
15. Mr. Alongkorn Sattabusaya
16. Mr. Sitthipong Kanaraksunti
17. Mr. Hideki Tsukada
18. Mr. Virach Sithivaraporn
19. Ms. Gritsla Kommongkol
20. Mr. Kosei Yahiro
21. Mr. Jakapan Kittananun

Position
Chairman of Kaizen Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee
Member of Committee

135
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 with thestrategy 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.
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.

136
Committee members comprise of the following persons;Name
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. Mr. Chikafusa Nagai
11. Mr. Hideki Tsukada
12. Ms. Chittiporn Inoue
13. Ms. Nadanong Chompong
14. Mr. Amorn Jirachaiprasitti
15. Mr. Virach Sithivaraporn
16. Mr. Sitthipong Kanaraksunti
17. Mr. Alongkorn Sattabusaya
18. Ms. Gritsla Kommongkol
19. Mr. Kosei Yahiro
20. Mr. Jakkapan Kittananun
21. Ms. Kajohnporn Kittisobhone1st line
IT Department (ITS)
R&R: perform IT operation
Persons in charge:
1.
2.
3.
4.

Mr. Junichi Iwakami
Mr. Chikafusa Nagai
Mr. Manavudhi Mingvanich
Mr. Tawatchai Peechapat
5. Mr. Jakkapan Kittananun

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
SEVP
SEVP
EVP
EVP
EVP
VP

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137
7.4 Information of Executive
Management Executive
As of February 29, 2024, the Company has totaling 18 executive officers, whose names are listed
below. Details of management shown in attachment 1:
Name
1.
2.
3.
4.
5.

Position

Mr. Tsutomu Omodera
Ms. 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. Tawatchai Peechapat
11. Ms. Chittiporn Inoue
12. Ms. Nadanong Chompong
13. Mr. Alongkorn Sattabusaya
14. Mr. Amorn Jirachaiprasitti
15. Mr.Sitthipong Kanaraksunti
16. Mr.Virach Sithivaraporn
17. Mr.Chikafusa Nagai
18. Mr.Hideki Tsukada

Vice Chairman of the Board and Managing Director
Director
Director
Director
Director and Chief of Financial Officer
Director
Company Secretary and SEVP - Corporate Planning Office
SEVP - Business Control Management
SEVP - System Development
SEVP - I.T.
SEVP Customer Service Departmeent
SEVP – Legal Office
SEVP – Corporate Governance and Control
SEVP – Collection
SEVP - Head of Accounting
SEVP - Marketing Department
SEVP - Information & Technology Service
SEVP – Digital Marketing & Sustainability

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 FY2023, the Company has totaling 12 directors and 18 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, 2023 to February 29, 2024 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)
FY2023
FY2022
12
12
4
19
17
94.51
85.27
21.59
5.51
5.13
4.77
4.03
4.16
6.11
4.72
131.03104.43Note:
1Management under SEC definition is ranking from the position of SEVP upward.
2
Directors Remuneration of 21.59 million baht is recognized accrual expenses (Included payment adjustment) which is in accordance with the Note
34 to the financial statements which has been audited by the auditor. Actual payment was 20.22 million baht in FY2023
3
Long-term Management Remuneration for executive officers means estimation of benefits for each executive by evaluating the present value ofcash flow expected to be paid in the future in accordance with Thai Accounting Standards No.19 Re: Employee Benefits. The Company recognizedcosts for employee benefits as employee related costs in the Profit and Loss Statements.
4.
Inclusive of 1 executive who resigned during the year.

138
Other remuneration-

None -

7.5 Information of Employees
Employees
As of February 29, 2024, the Company had 3,927 employees in total, consisting of female 3,061
employees and male 866 employees with the disable person 20 employees. All those employees canbe divided based on gender, age, and level as follows:
Staff level

Management level

Senior management
level

Age
FemaleMale

FemaleMale

FemaleMale

Below 30 years old

549

111

-

-

-

-

30 – 50 years old

2,180

563

180

117

27

35

Over 50 years old

60

10

43

15

22

15

Total

2,789

684

223

132

49

50

The employees on duty at the head office of the Company can be divided according to the working field as follows:

Types of Working field

Number of Employees(person)1Marketing

1,621

2

Credit Control

410

3Collection

1,149

4

Customer Service Department

244

5

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, Business Development and Transformation and
Digital Marketing and Sustainability
Total

503

3,927

139
As of February 29, 2024 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
877
1,096
76
135
4
2,189

Note: *data as of December 31, 2023

1) Changing in Number of Employee
The number of the Company’ s employee in the fiscal year 2023 decreased 2.62% 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 2023 includes salary, overtime, bonus, incentive, andwelfare, which included provident fund contributions for employees.
2) 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 FY2023 were record as follows:• Crucial Accidents at work statistics:
Found 0 case reported.

• sence Rates:
Type of leaving

Total Employees(persons)

Total leaves(days)

Sick Leave

3,408

18,885

Personal Leave

3,181

8,616

Vacation Leave

3,753

38,066Birthday Leave

3,344

3,344

Maternity Leave

85

3,469

140
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 3,927 employees, with 2,628 employees applying tojoin the fund, representing 67 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
does not allow directors or executives to interfere with investment. In 2023, the Company’scontribution is 11.51 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).
232 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.

141
The total remuneration for all employees
In 2023, a total remuneration for 3,927 employees of the Company was 1,921.14 million baht
The propotion of compensation for female employees to male employees is 2.43:1 which composing ofSalaries, Bonuses, Overtime, Operating Expense, and etc. as followed;-

FY2021(MB)
1,206.94
263.183.03
454.681,927.83

Type of Remuneration
Salaries
Bonuses
Overtime
Operating Expenses 1
Total remuneration

FY2023(MB)
1,272.37
214.01
6.06
428.701,921.14

FY2022(MB)
1,241.08
265.782.19
400.13
1,909.18

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

4) 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.
Various activities were organized in order to create engagement and retain employees to workwith 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 a joint investment project between employers and employees (EJIP Program) with aduration 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 19.3% of thetotal number of employees. From the employee satisfaction survey, 18.7% of the total number ofresigned employees, their satisfaction survey for the year 2023-2024 reported below;
Operation Center
OfficeTotal
Employees
Number of
Employee
Resigned
Number of
Employee
Resigneddue tounsatisfacti
onNumber of
Employee
Resigneddue toothernecessity

BranchHQ

BKK IT
Center

BKK
CenterChiangmai
CenterHadyaiCenterKhonkaenCenterBKK
BranchCentralEast&
West

NorthenLower&
Upper

Northeast
Lower&
Upper

Southern
Lower &
Upper

Grand
Total

373

103

740

342

523

383

338

319

256

291

259

3,927

54

22

69

74

28

24

120

146

71

100

51

759

4

1

3

-

-

2

7

5

1

-

1

24

50

21

66

74

28

22

113

Employee Resigned Due to unsatisfaction Rate

0.6%

141

735

70

100

50

Total Employee Turnover Rate

*Data as of March 1, 2023 until February 29, 2024

19.3%

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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 2023, company provided various trainings to our employees. The courses provided
are as follow;
1. Digital skills course
The purpose is to increase digital skills for management and related staff to be able to use various
digital tools to help enhance work efficiency and to be able to use machines, especially AI, to workand beyond. in 2023, there will be a course in AI and Digital Marketing (MarTech) organized forexecutives, 2 courses, 18 hours.
And in addition, at the Operation staff level to manager level, the company has initiated the Digital
Academy project to provide knowledge to use digital technology appropriately and increase
efficiency in Work better for staff, The course starts at the basic level. Until using AI tools to apply
and all staff, company to provide e-learning course about Digital literacy so that everyone canunderstand the overall about digital technology.
2. 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 36 courses, online and offline, totaled
26,670 participants and totaled 60,368 training hours.
3. 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, Company provided 13 course 10,936 participants, totaling more than
20,645 hours such as AEON Code of Conduct FY2023 course, Sustainability Training By AFS course,
Safety course and Corporate Compliance course.
4. 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 and Internal for
specific purposes. In 2023, the company has organized 59 training courses for 12,668 participants,
totaling 64,442 training hours.
5. Training Programs for Company Directors
This course focuses on training for company’s director level to increase skills and knowledge fordirectors. 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 2023, there are 11 training
courses as follows:

•
•
•
•
•
•
•
•
•
•
•

The 54th AEON Top Seminar
AEON Group ASEAN Compliance Training for Executives
Understanding “AFS Group Our purpose”
Annual Training 2023 (AEON Code of conduct & Corporate Compliance knowledge)
MarTech for Digital Marketing Leaders Program.
Unlock The Power of AI
Link Innovation
Director Leadership Certification Program (DLCP)CFO Refresher Course 2023
Coach Academia for Management
Link Innovation

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6. 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 2024, 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 99 contents/quizzes, an average of 8 contents/quizzes per month.
7. 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 upgraded the ISO27001 system from
ISO27001:2103 to be new version ISO27001:2022 (Information Security, cyber security and privacy
protection – Information security management system) which already officially announced 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 cover
all operational areas including the Head office, Regional centers and all Branches by coving of retailfinance 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
significant and proceed as follows;

144
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.
8. 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 2023, the total number of
employees who joined the online assessment is 436 persons and to be related to learning visioncompany has therefore established a long-term training and development plan with the implementationof a measurement system. To ensure that the employee of the company will develop and enhance theskills necessary for the job. Along with the sustainable growth of the organization.
9. 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.
10. 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.

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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.

146
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 2023 ended February 29, 2024, 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, ACS Servicing(Thailand) Co.,Ltd., ATS Rabbit Special Purpose Vehicle Co., Ltd.,and AEON Asset Management(Thailand) Co., Ltd. the auditors of the Company and subsidiaries 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 2023 ended February 29, 2024 are as follows:
1. Audit fee
In Fiscal Year 2023, the Company paid 6,170,000 Baht for its audit fee and 1,440,000 Baht for
its subsidiaries’ audit fee.
2. Non-Audit Fee
In the Fiscal Year 2023 ended February 29, 2024, the Company and subsidiaries had non-audit
services fee paid to Deloitte Touche Tohmatsu Jaiyos Audit Company Limited totaling 1,800,000 Baht,
comprising 1,750,000 Baht for J-SOX (Japanese version of Sarbanes-Oxley) and 50,000 Baht for
subsidiaries’ package.

147

8
Report on key operating results on corporate
governance148
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 2023, the Board of Director Meeting were held 11 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 2023, 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

6. Mr. Kazumasa Oshima

Training course/Seminar/Acttivities

1. AEON Group ASEAN Compliance Training for Executives
2. Understanding “AFS Group Our purpose”
1. The 54th AEON Top Seminar
2. AEON Group ASEAN Compliance Training for Executives
3. Understanding “AFS Group Our purpose”
4. Annual Training 2023 (AEON Code of conduct & Corporate
Compliance knowledge)
5. MarTech for Digital Marketing Leaders Program
6. Coach Academia for Management
1. The 54th AEON Top Seminar
2. AEON Group ASEAN Compliance Training for Executives
3. Understanding “AFS Group Our purpose”
4. Annual Training 2023 (AEON Code of conduct & Corporate
Compliance knowledge)
5. MarTech for Digital Marketing Leaders Program
6. Unlock The Power of AI
7. Link Innovation
1. The 54th AEON Top Seminar
2. AEON Group ASEAN Compliance Training for Executives
3. Understanding “AFS Group Our purpose”
4 . Annual Training 2 0 2 3 ( AEON Code of conduct & Corporate
Compliance knowledge)
5. MarTech for Digital Marketing Leaders Program
6. Unlock The Power of AI
1. The 54th AEON Top Seminar
2. AEON Group ASEAN Compliance Training for Executives
3. Understanding “AFS Group Our purpose”
4 . Annual Training 2 0 2 3 ( AEON Code of conduct & Corporate
Compliance knowledge)
5. MarTech for Digital Marketing Leaders Program
6. Unlock The Power of AI
1. The 54th AEON Top Seminar
2. AEON Group ASEAN Compliance Training for Executives
3. Understanding “AFS Group Our purpose”
4 . Annual Training 2 0 2 3 ( AEON Code of conduct & Corporate
Compliance knowledge)
5. MarTech for Digital Marketing Leaders Program
6. Unlock The Power of AI
7. Director Leadership Certification Program (DLCP)
8. CFO Refresher Course 2023

149

Name
7. Mr. Junichi Iwakami

8. Dr. Sucharit Koontanakoolavong

9. Dr. Mongkon Laoworapong

10. Mr. Ittinant Suwanjutha

Training course/Seminar/Acttivities

1. The 54th AEON Top Seminar
2. AEON Group ASEAN Compliance Training for Executives
3. Understanding “AFS Group Our purpose”
4 . Annual Training 2 0 2 3 ( AEON Code of conduct & Corporate
Compliance knowledge)
5. MarTech for Digital Marketing Leaders Program
1. The 54th AEON Top Seminar
2. AEON Group ASEAN Compliance Training for Executives
3. Understanding “AFS Group Our purpose”
1. The 54th AEON Top Seminar
2. AEON Group ASEAN Compliance Training for Executives
3. Understanding “AFS Group Our purpose”
1. The 54th AEON Top Seminar
2. AEON Group ASEAN Compliance Training for Executives
3. Understanding “AFS Group Our purpose”

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 toacknowledge 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.

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Remuneration of each director paid in the FY2023
As of February 29, 2024, 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-

2,150,000

2,150,000

3.

Mrs. Suporn Wattanavekin2

Director-

1,550,000

1,550,000

4.

Mr. Nuntawat Chotvijit2

Director-

1,450,000

1,450,000

5.

Ms. Suriporn Thammavatid2

Director-

1,040,000

1,040,000

Director-

1,100,000

1,100,000

6.

2Mr. Kazumasa Oshima
2

7.

Mr. Junichi Iwakami

Director-

550,000

550,000

8.

Mr. Chatchaval Jiaravanon

Director

1,896,000

819,000

2,715,000

9.

Dr. Sucharit Koontanakulvong

Independent Director andChairman of Audit Committee

2,136,000

702,000

2,838,000

10. Dr. Mongkon Laoworapong

Independent Director andChairman of Audit Committee

1,644,000

702,000

2,346,000

11. Mr. Ittinant Suwanjutha

Independent Director and
Audit Committee Member

1,515,000

622,000

2,137,000

12. Mr. Ryuichi Hasuo

Independent Director and
Audit Committee Member

1,644,000

702,000

2,346,000

8,835,000

11,387,000

20,222,000

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 2022.

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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

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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.
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.

153
8.6 Summary of the Board of Directors’ and Sub-Committees’ Meeting Attendance in FY2022
For the Board of Directors meeting. The Company has established a requirement for the boardof directors to convene meetings at minimum intervals of three months. Directors are required to attend
at least 75% of all board meetings. The Company has informed the whole year meeting schedules ofthe board and sub-committees in advance throughout the year. However, a special meeting may bearranged when deemed appropriate. Generally, main meeting agenda items include quarterly review offinancial 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, atleast 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 themeeting. The meeting invitation will be distributed along with meeting agendas and ancillary documents
to the Board members no later than 7 days prior to the meeting via email and/or in hard copies forconvenience and paper saving, allowing the directors to consider 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 FY2023, the Company held the Board of Directors meeting a monthly basis in totaled 11
meetings. The summarized of the Board of Directors’ average attendance was more than 75 % at theend of Fiscal Year 2023, 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
11/11
11/11
11/11
11/11
11/11
11/11
11/11
11/11
11/11
11/11
10/11
11/11

SpecialMeeting-

Audit
Committee

Executive
Committee

9/9
9/9
9/9
-

27/27
27/27
26/27
26/27
27/27
26/27
-

The summarized of the Board of Directors’ average attendance was 99% at the end of Fiscal Year 2023.

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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 Annual General Meeting was held on June 20, 2023 at 10:00 a.m. at Meeting Room, 388
Exchange Tower, Sukhumvit Road, Klongtoey, Klongtoey, Bangkok.
There were 11 directors attending the Annual General Meeting of Shareholders for the Year 2023
accounting for 91.67% of the total number of directors as follows:
1
2
3
4
5
6
7
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
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
Independent Director and Chairman of Audit Committee
Independent Director and Audit Committee Member
Independent Director and Audit Committee Member
Independent Director

The Meeting was conducted in form of electronic meeting (E-AGM) by using e-Meeting systemof Quidlab Co., Ltd., 11 directors of the Company attended the Meeting. There is an extraordinary
meeting was not convened in this 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”
In 2023, 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 Equitable treatment of shareholders topic.
In 2023, 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 2023, the Company has complied with 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 possible, 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 investigate without disclosing the whistle blower’s identity to prevent any
potential adverse impact on the whistle blower. The company shall proceed with the investigation
process in accordance with the regulations prescribed by the Company and record the investigationin writing. The whistles blower’s identity shall be kept confidential and shall be accessible 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 2023, 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.
Note: - This report is excluding EJIP program.
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. Ms. 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-

February 28, 2023

+ / (-)

February 29, 2024

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)
Directors and Executives have strictly complied with the principles of reporting changes in the Company’s securities holdings. The details are as follows.
Note: - This report is excluding EJIP program.
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. Tawatchai Peechapat
Spouse and minor children
5. Mr. Sitthipong KanaraksantiSpouse and minor children
6. Mrs. Chittiporn Inoue
Spouse and minor children
7. Ms. Nadanong Chompong
Spouse and minor children
8. Mr. Alongkorn Sattabusaya
Spouse and minor children
9. Mr. Amorn Jirachaiprasitti3
Spouse and minor children
10. Mr. Virach Sithibaraporn
Spouse and minor children
11. Mr. Chikafusa Nagai
Spouse and minor children
12. Mr. Hideki Tsukada
Spouse and minor children

Position
Company Secretary and SEVP - Corporate Planning Office
SEVP - Business Control Management
SEVP - System Development
SEVP - I.T.
Chief of Accountant
SEVP Customer service department
SEVP Legal Office
SEVP Corporate Governance and Control
SEVP Collection Department
SEVP – Marketing Department
SEVP – Information & Technology Service
SEVP – Digital Marketing & Sustainability-

February 28, 2023

+ / (-)

February 29, 2024

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 2023, please see
section 2 Corporate Governance Structure under the Summary of the Board of Directors’ and SubCommittees’ Meeting Attendance in 2023.
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.
In Year 2023, there were 9 Audit Committee Meetings, which can summarize the significant resultsof the Audit Committee’s performance as follows;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 effectiveness and efficiency and effectiveness of internal control
together with Internal Audit Department on a regular basis. Internal audit tasks would related to theappropriateness of internal control within the Company’s operation in order to prevent and reduce
the error or damage, consider the reliability of financial report, including ensure to comply with thelaws and regulation in regarding to the Company’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 2023 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 assessment and reviewing monitoring tools, which not only concerning
on internal control in each operation process but also concerning on compliance in various related
laws and regulation with the purpose of promoting transparency, responsibility and good corporate
governance in the organization. Moreover, the related transactions or any transactions withpossibility of conflict of interest within Aeon Group have also been focused as a monitoring purpose.

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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.

5.

To consider on assigning External Auditor for the Year 2023
According to assign the external auditor task, the Audit Committee has agreed proposing to theBoard of Directors for consideration, and to request approval from the Shareholders’ meeting toappoint the external auditors from Deloitte Touche Tohmatsu Jaiyos as the Company’s external
auditor for year 2024. In this regard, the Company has considered external auditors with criteria
of independency of external auditors, previous performance, knowledge, experience andproficiency in relation to the Company’s business.

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 2023, can be foundin section 2 Corporate Governance Structure under the Summary of the Board of Directors’ and SubCommittees’ Meeting Attendance in 2023 and report of sub-committee are disclosed on attachment 7,8,9
accordingly,

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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 is theframework of risk management and internal control. The first line of defense is formed by managers
and staff who are directly responsible for identifying and managing risk as part of their accountability
for achieving objectives. The second line of defense is the functions that oversee or who specialize incompliance with relevant laws and regulations as well as the management of risk. The third line ofdefense is a function that provide independent assurance in order to assess the adequacy andeffectiveness of internal control.
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 is the fundamental of promoting and maintaining the efficiency of internal control. The Company
also encourage value and moral to all employees either operation level or management level, which is
stipulated in writing on Code of Conduct. All employees are also required to review, understand andobtain the test regarding to the code of conduct on an annually 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.
Accordingly, the Company’s structure was determined in the framework of Three Lines of
Defense as aforementioned. This framework would clearly segregate roles and responsibilities, which
would assist the Company to obtain efficient internal control. Especially, this structure could support
the Third Line to obtain the roles and responsibility on internal auditing tasks, which is declared as anindependent unit from operation and management. This can be seen, Internal Audit is the function,
which directly report to the Audit Committee.

162
2. Risk Assessment
The Company has performed risk assessment and management in order to mitigate the impactof risk to the acceptance level, which could refer to 2 main types of risk being assessed, which areexternal and internal risks. This could assist the Company to understand the impact and prioritize thesignificant of each 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
The Company has measures or procedures that facilitate the prevention or mitigate risk that may
impede the achievement of the company’s goals i.e. determination of policy, procedure and operation
manual in order to be used as a tool of internal control. The different groups within organizations playa distinct role within the three lines of defense model, from business units to compliance with relevantlaws 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 and help facilitate the transfer of information as wellas manage communication effectively. Regarding to the framework of Information Technology, theCompany 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 of roles 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 determined the duty of management of each unit to monitor and assess
employees’ performance whether achieve target through Key Performance Index (KPI). Moreover, theCompany 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 soon.
Moreover, Internal Audit Department would assess the sufficient and effectiveness of internal
control. The internal audit report would be proposed to the Audit Committee for consideration. In thecase that the Audit Committee has different points of view with Internal Audit and/or relevant
management, then the Audit Committee could request discussion session with Internal Audit and/or
relevant management as appropriate.
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.

163
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 2023, 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 byconsidering the Internal Audit Report, asking and reviewing the information from the Company’s
management. The Company also has procedures to control utilization of Company’s and subsidiaries’
assets in order to prevent damage from misuse of assets. Moreover, business transactions werecorrectly approved. Regarding to the audit results provided by Deloitte Touche Tohmatsu Jaiyos Audit
Company Limited, the official auditor of the Company’s financial reporting, did not find any material nonconformance of the Company’s internal control system in 2023.
In addition, the Audit Committee agreed that the Head of Internal Audit Department is properly
qualified, experienced and trained regarding to internal audit matter. She also has well knowledge
regarding to the Company’s business, which is consisted of finance, accounting and auditing. Thus
she is appropriate to perform roles as assigned.

164

9.3 Related Party Transaction
Details of Related Party Transaction
The Fiscal Year ended on February 29, 2024, 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 bycollection of remaining
receivables with respect tothe finance leasebusiness.

Relationship

Nature/ Size of Transaction

Necessity and Reasonableness of Transactions- A shareholder of AEONTS,
holding 19.20% of shares- One common directors:
Mr. Kazumasa Oshima

1. The Company provides management services to
ACS consist of Computer service fee, Back officeservice fee, Finance and Accounting operation
services fee, Collection service fee and legal service
fee Service fee as agreed at market priceIn FY2023, the Company has total revenue fromservice of 3,480,282 Baht, consist of Computer
service of 573,991 Baht, Back office service fee of613,760 Baht, Finance and Accounting services of
600,000 Baht, Outsource collection of 554,931 Baht,
and Legal service of 1,137,600 Baht. In addition, theCompany had other expenses with ACS of 7,400
Baht.

The Company provides service such as computer systemservices, finance and accounting service and back officeservice. This is the normal business supporting transaction
among the affiliated companies. The pricing policy is
considered from cost of operation such as human resource
cost, system developing cost, servicing time, which basedon the cost-plus basis.
(Approved by the Board of Director’s meeting on
December 8, 2022 and December 7, 2023)

As of 29 February 2024, the Company has otherreceivable of 437,452 Baht and deferred revenue
4,640,000 Baht.

AEON (Thailand) Co., Ltd.
(“AEON”)
Retail commerce business- 3.82% of shares held by theCompany- Common ultimate holding
company

2. In FY2023, the Company had paid the interim
dividend and final dividend to ACS totally
264,000,000 Baht.
1. In 2023, the Company had expense with AEON of
10,985,942 Baht, consist of office rental of 592,508
Baht, advertising & promotion of 9,599,535 Baht andother expense of 793,899 Baht.
As of February 29 , 2024, the Company had otherpayable of 871,709 Baht.

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.

165

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 2023, the Company has the expense with AEON
Finance Service of 180,761,362 Baht, consist oftechnical assistant fee of 96,882,461 Baht, personnel
expense of 27,942,337 Baht, Other administrative
expenses of 44,245,743 Baht and financial cost of
11,690,821 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.

As of February 29, 2024, the Company has otherreceivable of 3,732,983 Baht, other payable of73,689,575 Baht, and long term loan of 220,237,179.74.

AEON Financial Service has charged the technicalassistance fee for all oversea listed subsidiaries of AEON
Financial Service.

2. In 2023, the Company has paid the interim
dividend and final dividend to AEON Financial
Service totally 482,900,000 Baht.

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.

Retail Finance(Approved by the Board of Director’s meeting on August
9, 2023)
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.
AEON Credit Service
Co., Ltd.
(“AEON Credit Service”)
Retail Finance- Commoncompany

ultimateholding

1. In FY2023 the Company paid personnel expense
to AEON Credit Service of 6,090,861 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.

166

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

Relationship- Common ultimate holding
company

Banking Business

Nature/ Size of Transaction

Necessity and Reasonableness of Transactions

1. In FY2023, the Company has the expense with
AEON Bank of 23,271,465 Baht, consist of personnel
expense of 6,316,239 Baht and interest expense of
16,955,226 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.

As of February 29, 2024, the Company had otherpayables of 3,165,596 Baht, and long term loan of343,876,000 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.

ACS Credit Management
Co., Ltd(“ACS Credit”)
Collection- Common ultimate holding
company

1. In 2023, the Company has the expense with ACS
Credit of 1,071,325 Baht, consist of system service
fee of 944,573 Baht and other administrative
expenses of 126,752 Baht.

ACS Credit provides the system licenses usage of system
software for data analysis and development of scoringmodels, including both credit assessment and collection.
(Approved by the Board of Director’s meeting on March 8,2023)

Service

Note: - Revenues relating to securitization transactions are determined by the Company and the related company in accordance with securitization project(see Notes to Financial 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.

167
Opinion of the Audit Committee on the Connected Transaction
The audit committee has an opinion that these transactions are reasonable with the price andcondition 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 incompliance with the securities and exchange act, the regulations of the Stock Exchange of Thailand
and the regulation regarding information disclosure of connected transaction and acquisition anddisposition 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.

168

10
Financial Statements and notes

169
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 29, 2024, 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
29, 2024, 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.

170
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the consolidated and separate financial statements of the current period. These matterswere 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 thesematters.
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

171
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.

172
Other Information
Management is responsible for the other information. The other information comprises information in
the annual report, but does not include the consolidated and separate financial statements and our
auditor’s report thereon, which is expected to be made available to us after the date of this auditor’sreport.
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, we are
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 and separate
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 statementsthat 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 unlessmanagement 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 detecta 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.

173
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 to thoserisks, 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, orthe 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 of accounting
estimates and related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related toevents or conditions that may cast significant doubt on the Group’s and the Company’s ability tocontinue 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 the financial 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 to continue 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 fairpresentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities orbusiness activities within the Group to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the group audit.
We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies ininternal 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 andother matters that may reasonably be thought to bear on our independence, and where applicable,
related safeguards.

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 statements ofthe current period and are therefore the key audit matters. We describe these matters in our auditor’sreport unless law or regulation precludes public disclosure about the matter or when, in extremelyrare circumstances, we determine that a matter should not be communicated in our report because
the adverse consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.

BANGKOK
April 9, 2024

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

174
AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF FINANCIAL POSITION
AS AT FEBRUARY 29, 2024
UNIT : THOUSAND BAHT

Notes

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at

As at

As at

As at

February 29, February 28, February 29, February 28,
2024

2023

2024

2023

4.1

2,796,656

3,816,356

2,038,586

2,159,810

Trade receivables

5

78,836,213

80,667,069

75,336,612

77,833,587

Other receivables

ASSETS
CURRENT ASSETS

Cash and cash equivalents
Trade and other current receivables

6

509,062

518,404

381,926

414,708

Current portion of long-term loan to a subsidiary

8

-

-

28,621

27,990Current portion of loans from purchase of accounts receivable

9

-

-

Current portion of subordinated lendings

14.1

-

-

2,441

Seller loan in Special Purpose Vehicle for securitization

13

-

-

308,045287,621

Current portion of derivative assets

26

1,027,407

1,047,431

1,027,407

1,047,431

115,204-

115,204-

24,610-23,958-59,051

102,645

45,74442,95583,369,793

86,152,395

79,308,544

81,814,102

3,144,652

2,072,649

1,496,409

Current tax assets
Current portion of right-of-use assets

16

Other current assets
Total Current Assets

1,590

490

-

NON-CURRENT ASSETS

Trade and other non-current receivables
Trade receivables

5

4,180,462

Other receivables

6

24,70374,041

24,70374,041

Fixed deposits at banks under obligations

7

38,275144,216--Long-term loan to a subsidiary

8

-

-

57,241

83,970Loans from purchase of accounts receivable

922,617

12,133--

Investments in subsidiaries

10

-

-

1,260,909

1,235,409

11

14,471

5,062

14,4715,062

12216,000

144,000

216,000

144,000

Investment in equity securities designated at fair value
through profit or loss
Investment in equity security designated at fair value
through other comprehensive income
Subordinated lendings

14.1

-

-

81,63384,074

Leasehold improvement and equipment

15529,560

523,145

401,801

447,217

Right-of-use assets

16

630,947

892,559

546,129776,685

Intangible assets other than goodwill

17

850,578

923,406

719,204

783,252

Derivative assets

26

377,276

684,654377,276

684,654

Deferred tax assets

18

2,088,551

2,340,922

2,012,633

2,268,848

Other non-current assets

19

155,297

165,501

134,946

146,184

Total Non-current Assets
TOTAL ASSETS

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

9,128,737

9,054,291

7,919,595

8,229,805

92,498,530

95,206,686

87,228,139

90,043,907

175
AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT FEBRUARY 29, 2024
UNIT : THOUSAND BAHT

Notes

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at

As at

As at

As at

February 29,

February 28,

February 29,

February 28,

2024

2023

2024

2023

20

2,682,231

4,485,424

500,000

3,440,000

84,862

220,728

49,893

200,448

21

1,625,006

1,629,459

1,557,662

1,532,329

LIABILITIES AND SHAREHOLDERS’ EQUITYCURRENT LIABILITIESBank overdrafts and short-term borrowings
from financial institutions
Trade and other current payables
Trade payables
Other payables
Current portion of long-term liabilities
Long-term borrowings

23

16,960,051

12,836,551

16,960,051

11,273,543

Long-term debentures

25

2,487,424-

1,998,985-

Derivative liabilities

26

399,465

562,743

399,465

562,743

Lease liabilities

22377,206

444,127

330,582

389,924

Subordinated borrowings

14.2

Current income tax payable
Other current liabilities
Total Current Liabilities

2,441

-

-

-

36,763

643,416-

608,272

376,595

341,614378,247

345,103

25,032,044

21,164,062

22,174,885

18,352,362

NON-CURRENT LIABILITIESLong-term borrowings

23

34,335,585

39,152,934

31,879,059

37,867,795

Long-term borrowings under securitization project

24

-

-

1,091,265

1,260,991

Long-term debentures

25

5,965,785

9,580,142

5,802,520

8,107,060

Derivative liabilities

26

1,142,293

876,160

1,142,293

876,160

Lease liabilities

22314,334

473,541

273,790412,280

Subordinated borrowings

14.2

81,63384,074--

Provisions for employee benefit

27

483,535

444,377

440,701

405,630

81,522

83,316

69,41971,18642,404,687

50,694,544

40,699,047

49,001,102

67,436,731

71,858,606

62,873,932

67,353,464

Other non-current liabilities
Total Non-current Liabilities
TOTAL LIABILITIES176
AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT FEBRUARY 29, 2024
UNIT : THOUSAND BAHT

Notes

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at

As at

As at

As at

February 29,

February 28,

February 29,

February 28,

2024

2023

2024

2023

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

9,265

12,1109,265

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

SHARE PREMIUM ON ORDINARY SHARESOTHER SURPLUSES (DEFICITS)

Surplus on share-based payment transaction

28

13,650

Deficit arising from change in ownership interest in a subsidiary

10

(16)

30

25,000---25,00025,00025,000RETAINED EARNINGS

AppropriatedLegal reserve
Reserve for business expansion
Unappropriated
OTHER COMPONENTS OF SHAREHOLDERS’ EQUITY

4,850,000

4,850,000

4,850,000

4,850,000

19,285,784

17,382,220

19,063,909

17,167,729(105,245)(83,454)--(324,812)(89,551)(324,812)(89,551)

24,472,361

22,821,480

24,354,207

22,690,443

589,438

526,600--

25,061,799

23,348,080

24,354,207

22,690,443

92,498,530

95,206,686

87,228,139

90,043,907

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

177
AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED FEBRUARY 29, 2024
UNIT : THOUSAND BAHT

Notes

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended

For the years ended

February 29,

February 28,

February 29,

February 28,

2024

2023

2024

2023

3,337,856

3,954,145

3,252,691

3,710,727

32(21,791)

12,354--(12,070)

14,84432(235,261)

337,790

Profit for the year
Other comprehensive income (loss), 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 (loss) on cash flow hedges(235,261)

337,790

Components of other comprehensive income thatwill not be reclassified to profit or loss
Gain on remeasurements of defined benefit plans

19,657

58,20818,36753,256

Other comprehensive income (loss) for the year, net of tax(249,465)

423,196(216,894)

391,046

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

3,088,391

4,377,341

3,035,797

4,101,773

3,021,390

4,223,497

3,035,797

4,101,773

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

67,001

153,844--3,088,391

4,377,341

3,035,797

4,101,773

178
AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
FOR THE YEAR ENDED FEBRUARY 29, 2024
UNIT : THOUSAND BAHT
CO NSO LIDATED FINANCIAL STATEMENTS

Notes

O wne rs of the parent
Issued andShare premium

paid-upon ordinary

share capitalshare sSurplus on

Re tained e arnings

DeficitAppropriatedshare-base d payme nt arising from changetransactionin ownership intere st Le gal re servein a subsidiairy

O ther components of

Unappropriate dshareholde rs’ equity
Exchange diffe rence s

Cumulative loss

busine ss

on translatingon cash flow hedges

e xpansion

financial state ments

Reserve for

Non-

Total

Total

controllingshareholders’owners ofinte rests

equitythe pare nt

of fore ign ope rations

250,000

Beginning balance as at March 1, 2022

478,000

-

-

-

-

-

-

-

25,0004,850,000

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

19,888,711

-

-

-

-

-

-

-

-

-

-

-

-

-

9,265

375,252

20,263,963

Changes during the year
Increase in non-controlling interests arisingfrom new investment in a subsidiary
Surplus on share-based payment transaction

28

9,265

250
-

250
9,265

Dividend paid

29.1

-

-

-

-

-

-

(662,496)--(662,496)(2,746)(665,242)

Interim dividend paid

29.2

-

-

-

-

-

-

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

Profit for the year

-

-

-

-

-

-

3,815,145

3,815,145

139,000

Other comprehensive income

-

-

-

-

-

-

58,20812,354

337,790

408,352

14,844

3,954,145
423,196

Ending balance as at February 28, 2023

250,000

478,000

9,265-

25,0004,850,000

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

22,821,480

526,600

23,348,080

Beginning balance as at March 1, 2023

250,000

478,000

9,265-

25,0004,850,000

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

22,821,480

526,600

23,348,080

-

-

4,385

-

-

Changes during the year
Surplus on share-based payment transaction

28

-

-

-

-

4,385

-

4,385

Decrese in change in ownership interest
10

-

-

-

Dividend paidin a subsidiary

29.3

-

-

-

Interim dividend paid

29.4

Profit for the year
Other comprehensive income (loss)
Ending balance as at February 29, 2024

(16)
-

-

-

-

-

-

(16)

(234)

(250)

-

-

(737,496)--(737,496)(3,929)(741,425)

-

-

-

-

-

-

(637,382)--(637,382)-(637,382)

-

-

-

-

-

-

3,258,785--

3,258,785

79,071

3,337,856---

250,000

478,000

13,650(16)

25,0004,850,000

19,657(21,791)(235,261)(237,395)(12,070)(249,465)

19,285,784(105,245)(324,812)

24,472,361

589,438

25,061,799

179

AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY (CONTINUED)
FOR THE YEAR ENDED FEBRUARY 29, 2024
UNIT : THOUSAND BAHTSEPARATE FINANCIAL STATEMENTS

Notes
Issued andShare premium

Surplus on

paid-upon ordinary

share-based payment

Retained earnings

share capitalsharestransaction

Other components of

Total

shareholders’ equity

shareholders’

Reserve for

Cumulative loss

equitybusinesson cash flow hedges

AppropriatedLegal reserve

Unappropriatedexpansion

250,000

Beginning balance as at March 1, 2022

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

-

-

-

-

-

9,265

Dividend paid

29.1

-

-

-

9,265

-

-

(662,496)-(662,496)

Interim dividend paid

29.2

-

-

-

-

-

(637,497)-(637,497)

Profit for the year

-

-

-

-

-

3,710,727-

Other comprehensive income

-

-

-

-

-

53,256

337,790

391,046

3,710,727

Ending balance as at February 28, 2023

250,000

478,000

9,265

25,0004,850,000

17,167,729(89,551)

22,690,443

Beginning balance as at March 1, 2023

250,000

478,000

9,265

25,0004,850,000

17,167,729(89,551)

22,690,443-

Changes during the year
Surplus on share-based payment transaction

28

-

-

-

-

-

2,845

Dividend paid

29.3

-

-

-

-

-

(737,496)-(737,496)

Interim dividend paid

29.4

-

-

-

-

-

(637,382)-(637,382)

Profit for the year

-

-

-

-

-

3,252,691-

Other comprehensive income (loss)

-

-

-

-

-

18,367(235,261)(216,894)

19,063,909(324,812)

24,354,207

Ending balance as at February 29, 2024

250,000

2,845

478,000

12,11025,0004,850,000

3,252,691

180

AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF CASH FLOWSFOR THE YEAR ENDED FEBRUARY 29, 2024

UNIT : THOUSAND BAHT

Notes

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended

For the years ended

February 29,

February 28,

February 29,

February 28,

2024

2023

2024

2023

3,337,856

3,954,145

3,252,691

3,710,727

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

823,525

995,818

742,652

880,727

Expected credit loss

7,240,216

7,262,728

7,032,844

7,070,470

95,497-

95,497

Loss on impairment of assets-

Depreciation of leasehold improvement and equipment
and right-of-use assets
Amortization of intangible assets other than goodwill

748,621810,097

642,468

697,005

271,581

241,503226,928

197,074

940

(768)

1,548

(51)

(Gain) loss on sale of leasehold improvement and equipment
and intangible assets other than goodwill
Loss on write-off of leasehold improvement and equipment
and intangible assets other than goodwill
Employee benefit expense

27

Employee joint investment program expense

28

7,191

3,395

6,685

1,092

71,27476,51562,87970,337

17,461

14,426

14,351

14,426

Gain on sales of written-off receivables(167,108)(404,572)(167,108)(404,572)

Unrealized (gain) loss on exchange rate

-

-

1,977

(5,837)

Gain on revaluation of investment in equity securities
designated at fair value through profit or loss
Gain on cancellation of lease agreements

11(9,409)

16

(488)

(334)

(488)

(330)

(13,893,421)(13,841,603)(12,467,099)(12,493,503)

Interest income
Dividend income-

Finance costs-(9,409)--(273,800)(203,000)

2,161,866

1,903,841

2,156,108

1,970,310

610,105

1,110,688

1,223,227

1,600,372(5,576,938)(11,012,202)--

Operating assets (increase) decrease(6,927,019)(10,962,742)

Loans from purchase of accounts receivable

Trade and other current receivables(11,584)(12,623)

Other current assets

43,472(2,037)(2,791)

118

Other non-current assets

9,889

15,867

11,236

21,665

Operating liabilities increase (decrease)(233,360)(86,085)(226,024)(112,919)

Other current liabilities

Trade and other current payables

35,616(39,872)

33,144(49,870)

Other non-current liabilities(1,533)647(1,606)

3,671

Cash paid for operations(6,474,414)(9,976,157)(4,539,752)(9,549,165)

Proceeds from interest income

14,278,389

13,928,127

12,855,034

12,544,148--

273,800

203,000

Dividend received
Finance costs paid
Income tax paid

(2,073,248)(1,906,754)(2,078,021)(1,980,343)(1,238,940)(544,660)(1,155,689)(462,091)(7,545)(22,713)(4,849)(13,916)--(3,353)

Employee benefits paid

27

Cash paid from transfer of employees within the Group27-

Cash paid for employee joint investment program

28(13,076)(5,161)(11,506)(5,161)

4,471,166

1,472,682

5,339,017

733,119

Net cash flows provided by operating activities

181

AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESSTATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED FEBRUARY 29, 2024

UNIT : THOUSAND BAHT

Notes

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended

For the years ended

February 29,

February 28,

February 29,

February 28,

2024

2023

2024

2023
-

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

106,403

3,050-

Cash paid for fixed deposits at banks under obligations-(105,200)-

4.2(251,703)(211,777)

1,357

2,169

1,020

1,457

Cash paid for purchase of intangible assets other than goodwill

4.2(206,938)(442,328)(168,853)(397,442)

Cash paid for investment in a subsidiary

10

(250)

-

(25,500)(24,500)

12(72,000)-(72,000)---

24,121

24,121(423,131)(754,086)(394,029)(569,827)

4.4

98,434,643

116,228,272

91,280,000

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

Cash paid for purchase of leasehold improvement and equipment
Cash received from sale of leasehold improvements and equipment-(152,817)(173,463)

Cash paid for investment in equity securities designatedat fair value through other comprehensive income
Cash received from repayment of long-term loan to a subsidiary
Net cash flows used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIESCash received from bank overdrafts and short-termborrowings from financial institutions
Cash repayments for bank overdrafts and
4.4(100,159,689)(120,792,355)(94,220,000)

Cash received from long-term borrowings

short-term borrowings from financial institutions

4.4

11,888,992

22,210,298

10,662,440

20,351,762

Cash repayments for long-term borrowings

4.4(12,667,571)(18,590,828)(11,073,300)(16,381,625)

4.4

-

-

482,734

564,624-(538,632)

Cash received from long-term borrowings under
securitization project
Cash repayments for long-term borrowings under
4.4-

Cash received from long-term debentures

securitization project

4.4-

5,245,000

Cash repayments for long-term debentures

4.4(821,378)(3,800,000)

Cash paid for lease liabilities

4.4(542,813)(558,097)(476,299)(488,331)

191,723

231,809

191,723

231,809

Cash received from sales of written-off receivables(564,624)-

5,245,000-(3,800,000)

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

Cash paid for dividend

250(748,815)

Cash paid for interim dividend
Net cash flows used in financing activities(666,592)--(737,496)(662,496)(637,382)(637,497)(637,382)(637,497)(5,062,290)(1,129,740)(5,066,212)(642,618)(1,014,255)(411,144)(121,224)(479,326)(5,445)(8,103)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

4.1

-

-

3,816,356

4,235,603

2,159,810

2,639,136

2,796,656

3,816,356

2,038,586

2,159,810

182
AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESNOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED FEBRUARY 29, 2024
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.
45.

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 security 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
Commitment
Approval of financial statements

183

AEON THANA SINSAP (THAILAND) PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIESNOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED FEBRUARY 29, 2024

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 29, 2024 and February 28, 2023, the Company has head office and branches
totaling 102 locations and 104 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.
AEON Microfinance (Myanmar) Co., Ltd. (the “subsidiary”) has temporarily suspended
new loans to customers due to the impact of the political turmoil in Myanmar since
February 1, 2021. The subsidiary has resumed providing new loans to existing customers
starting from January 22, 2022, and to new customers starting from January 12, 2023. The
subsidiary has continuously reduced operation costs and continued pursuing debt collection.
However, the subsidiary has suspended loan disbursement starting from February 24, 2024.

184

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 twodifferent languages, the Thai version consolidated and separate financial statementsin accordance with 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 29, 2024 andFebruary 28, 2023 included the accounts of the Company and its subsidiaries.
Significant transactions and balances between the Company and its subsidiaries havebeen 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.

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2.4

For the years ended February 29, 2024 and February 28, 2023, 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 (%)
2024
2023

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

100.00

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 0.01% 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 29,
2024
2023
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, 2023
December 31, 2023
December 31, 2023
December 31, 2023
December 31, 2023
December 31, 2023

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

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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, 2023. These financial
reporting standards were aimed at alignment with most of the changes directed
towards revision of wording and terminology and clarification of accounting
requirements. The adoption of these financial reporting standards does not have any
significant impact on the Group’s and the Company’s financial statements.

2.7

Thai Financial Reporting Standards announced in the Royal Gazette but not yet
effective
Thai Financial Reporting Standard which will be effective for the financial
statements for the period beginning on or after January 1, 2024, onwards
The revised TFRSs are mostly the revision of wording and terminology andclarification of accounting requirements. TFRSs which have been amended and are
relevant to the Group and the Company are as follows:
Thai Accounting Standard No.1 “Presentation of Financial Statements”
The amendments change the requirements regarding the disclosure of accounting
policies from “significant accounting policies” to “material accounting policy
information”. Accounting policy information is material if, when considered
together with other information included in an entity’s financial statements, it canreasonably be expected to influence decisions that the primary users of generalpurpose financial statements make on the basis of those financial statements.
Thai Accounting Standard No.8 “Accounting Policies, Changes in Accounting
Estimates and Errors”
The amendments change the definition of accounting estimates to be “monetaryamounts in financial statements that are subject to measurement uncertainty”, tohelp an entity to be able to segregate the difference of “change in accounting
estimates” from “change in accounting policies”.
Thai Accounting Standard No.12 “Income Taxes”
The amendments add the requirements for the initial recognition of deferred tax,
which give rise to equal taxable and deductible temporary differences such as rightof-use assets and lease liabilities and decommissioning obligation. The amendments
apply to transactions that occur on or after the beginning of the earliest comparative
period presented. At the beginning of the earliest comparative period, an entity
recognizes a deferred tax asset, to the extent that it is probable that taxable profit
will be available against which the deductible temporary difference can be utilized,
and a deferred tax liability for all deductible and taxable temporary differences
associated with such transactions.

187

In addition, such amendments also add the exemption for the International Tax
Reform - Pillar Two Model. An entity should not recognize and not disclose thedeferred tax assets and deferred tax liability which are relevant to Pillar Two income
tax.
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.
Thai Financial Reporting Standard which will be effective for the financial
statements for the period beginning on or after January 1, 2025, onwards
Thai Financial Reporting Standard No.17 “Insurance Contracts” establishes theprinciples for the recognition, measurement, presentation and disclosure of
insurance contracts and supersedes Thai Financial Reporting Standard No.4
“Insurance Contracts”. The Group and the Company does not have accounting
transaction which should be adopted this Financial Reporting Standard.
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.

188

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.

(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.

189

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)

Subsequent measurement by Fair value through othercomprehensive incomes (“FVTOCI”)
On initial recognition, the Group and the Company may makean irrevocable election (on an instrument-by-instrument basis)to designate investments in equity instruments as at FVTOCI.
Designation at FVTOCI is not permitted if the equity
investment is held for trading or if it is contingent consideration
recognized by an acquirer in a business combination.
Investments in equity instruments at FVTOCI are initiallymeasured at fair value plus transaction costs. Subsequently,
they are measured at fair value with gains and losses arisingfrom changes in fair value recognized in other comprehensive
income and accumulated in the investments revaluation
reserve. The cumulative gain or loss is not reclassified to profit
or loss on disposal of the equity investments, instead, it istransferred to retained earnings.
The Group and the Company designated all investments inequity instruments that are not held for trading as at FVTOCI
on initial application of TFRS 9.

190

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 retain substantially all the risks andrewards of ownership and continues to control the transferred asset,
the Group and the Company recognize its retained interest in theasset 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.
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.

191

(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.
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 amountbecomes 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;192- 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.
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.

193

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.
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 expects that some or all of the loss accumulated in the cash flow
hedging reserve will not be recovered in the future, that amount is immediately
reclassified to profit or loss.

194

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.

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.

195

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 and net
collateral value, uses forward-looking information model to calculate 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.
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.

196

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 incircumstances resulting in a change in the assessment of exercise of a purchase
option, in which case 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 leaseterm of 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.
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.

197

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 inThai 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.
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 profit or loss and othercomprehensive income and presented as the foreign currency translation
reserve in equity until a disposal of the investment.

198

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 other 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.

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

Provision for dismantling costs
The Group and the Company record a provision for dismantling costs whenever it ishighly probable that an obligation will arise as a result of a past event and the amountof the obligation can be reliably estimated. In estimating dismantling cost, the Group’s
and the Company’s management exercise judgment in predicting future dismantlingcost, discount rate and economic useful lives of the assets.

199

3.14

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.

3.15

Income tax expense
Income tax expense represents the sum of the tax currently payable and deferred tax.
3.15.1

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.

3.15.2

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.

200

Income tax expense or income related to profit or loss are presented in thestatement of profit or loss and net presented with items recognized directly
in shareholders’ equity in the statement of profit or loss and othercomprehensive income.
3.16

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.

3.17

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.

3.18

Critical accounting judgments and key sources of estimation uncertainty
3.18.1

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.

201

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.
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.

202(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.
3.18.2Key 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.

203

4.

SUPPLEMENTARY DISCLOSURES OF CASH FLOW INFORMATION

4.1

Cash and cash equivalents as at February 29, 2024 and February 28, 2023, are as
follows:
CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000
Cash
Deposits at bank - call deposits
Total cash and cash equivalents

4.2

283,248
2,513,408
2,796,656

As at
As at
February 28, February 29,
2023
2024
Baht ’000
Baht ’000
452,796
3,363,560
3,816,356

237,7121,800,874
2,038,586

As atFebruary 28,
2023
Baht ’000
422,844
1,736,966
2,159,810

Cash paid for purchase of leasehold improvement and equipment and intangible assets
other than goodwill for the years ended February 29, 2024 and February 28, 2023,
are as follows:
CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended
For the years ended
February 29, February 28, February 29, February 28,
2024
2023
2024
2023
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
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

8,655

34,4708,458

34,218

246,601
255,256

185,962
220,432

147,913
156,371

147,703
181,921(251,703)(211,777)(152,817)(173,463)

3,553

8,655

3,554

8,458

46,661

146,101

46,410145,886

207,237
253,898

342,888488,989

168,075
214,485

297,966
443,852(206,938)
46,960(442,328)
46,661(168,853)
45,632(397,442)
46,410

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 29, 2024
and February 28, 2023 such sale was settled by increasing the Seller loan Account of
Baht 20.42 million and Baht 11.85 million, respectively, instead of cash receipt.

204

4.4

Changes in liabilities arising from financing activities for the years ended February 29,
2024 and February 28, 2023 are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

Beginning

Financing cash flows

Non-cash changes

balance

Cash

Cash

Differences

as atreceivedpaid

on translating

as atMarch 1,

foreignFebruary 29,

2023

currencies

2024

Baht ’000

Baht ’000

Baht ’000

Baht ’000

4,485,424

98,434,643(100,159,689)

Long-term borrowings

51,989,485

11,888,992(12,667,571)

Long-term debentures

9,580,142-(821,378)

917,668-(542,813)(388)

OthersEndingbalance

Baht ’000

Baht ’000-

2,682,231

70,487

14,24351,295,636(316,013)

10,4588,453,209

317,073*691,540

Bank overdrafts and short-termborrowings from financial
institutions

Lease liabilities(78,147)* The amount comprises addition of lease agreements and extensions of existing lease agreements.
CONSOLIDATED 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
9,171,904

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

4,485,424

Long-term borrowings

institutions

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

Lease liabilities

624,978-* The amount comprises addition of lease agreements and extensions of existing lease agreements.

SEPARATE FINANCIAL STATEMENTS

Beginning

Financing cash flows

Non-cash changes
OthersEndingbalance

Cash

Cash

Differences

as atreceivedpaid

on translatingbalance
as atMarch 1,

foreignFebruary 29,

2023

currencies

2024

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Baht ’000

3,440,000

91,280,000(94,220,000)--

49,141,338

10,662,440(11,073,300)

94,39014,242

48,839,110

1,260,991

482,734(538,632)(113,828)

1,091,265

8,107,060-

10,4587,801,505

802,204-

278,467*

604,372

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

500,000

Long-term borrowings under
securitization projectLong-term debentures
Lease liabilities(476,299)* The amount comprises addition of lease agreements and extensions of existing lease agreements.

(316,013)-

205

SEPARATE FINANCIAL STATEMENTS

Beginning

Financing cash flows

Non-cash changes

Endingbalance

Cash

Cash

Differences

as atreceivedpaid

on translating

Othersbalance
as atMarch 1,

foreignFebruary 28,2022

currencies

2023

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Baht ’000

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-(140,718)

1,260,991(16,093)

8,107,060

738,110*802,204

Bank overdrafts and short-termborrowings from financial
institutions
Long-term borrowings
Long-term borrowings under
securitization projectLong-term debentures
Lease liabilities

1,401,709

564,624(564,624)

6,786,472

5,245,000(3,800,000)

552,425-(488,331)(108,319)-* The amount comprises addition of lease agreements and extensions of existing lease agreements.

5.

TRADE RECEIVABLES

5.1 Trade receivables as at February 29, 2024 and February 28, 2023, consist of the following:
CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at

As at

February 29, February 28,

As at

As at

February 29,

February 28,

2024

2023

2024

2023

Baht ’000

Baht ’000

Baht ’000

Baht ’000

90,213,378

92,675,988

84,155,439

87,599,547

Company Limited

1,091,265

1,260,991

1,091,265

1,260,991

Total

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

91,304,643

93,936,979

85,246,704

88,860,538

Less Allowance for expected credit loss

(8,287,968)(10,125,258)(7,837,443)(9,530,542)

Total trade receivables

83,016,675

83,811,721

77,409,261

79,329,996

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 these receivables
and uses them as collateral for long-term borrowings under the securitization project(see Note 5.5).

206

As at February 29, 2024 and February 28, 2023, details of trade receivables are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

As at February 29, 2024
Due within

Due after

1 year

1 yearBaht ’000

Baht ’000

3,005,528

4,543,214

As at February 28, 2023

Total

Due within

Due after

1 year

1 yearBaht ’000

Baht ’000

Baht ’000

7,548,742

2,483,958

3,625,375

Total
Baht ’000

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

6,109,333(320,959)(580,331)(901,290)(251,126)(347,096)(598,222)

2,684,569

3,962,883

6,647,452

2,232,832

3,278,279

5,511,111(170,624)(312,816)(483,440)(185,051)(314,840)(499,891)

2,513,945

3,650,067

6,164,012

2,047,781

2,963,439

5,011,220

42,841,454

580,001

43,421,455

44,669,914

208,350

44,878,264(5,041,675)(49,606)(5,091,281)(5,973,197)(27,137)(6,000,334)

37,799,779

530,395

38,330,174

38,696,717

181,21338,877,930

41,162,280-

41,162,280

43,474,347-

43,474,347(2,713,190)-(2,713,190)(3,624,750)-(3,624,750)

38,449,090-

38,449,090

39,849,597-

39,849,597

12,926-

12,926

4,634

-

4,634

(57)

-

(57)

(283)

-

(283)

12,869-12,869

4,351

-

4,351

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 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

60,53078,836,213

4,180,462

60,53068,623

83,016,675

80,667,069

3,144,652

68,62383,811,721

207

SEPARATE FINANCIAL STATEMENTS

As at February 29, 2024
Due within

Due after

As at February 28, 2023

Total

Due within

Due after

1 year

1 yearBaht ’000

Baht ’000

Total

1 year

1 yearBaht ’000

Baht ’000

Baht ’000

interest receivable

1,061,761

2,876,759

3,938,520

904,756

2,033,501

2,938,257

Less Unearned financing income(320,959)(580,331)(901,290)(251,126)(347,096)(598,222)

740,8022,296,428

3,037,230

653,630

1,686,405

2,340,035(76,380)(236,770)(313,150)(73,640)(189,996)(263,636)

664,4222,059,658

2,724,080

579,990

1,496,409

2,076,399

41,911,920

13,274

41,925,194

43,882,307-

43,882,307(4,852,367)(283)(4,852,650)(5,697,631)-(5,697,631)

37,059,553

12,991

37,072,544

38,184,676-

38,184,676

40,223,750-

40,223,750

42,569,573-

42,569,573(2,671,643)-(2,671,643)(3,569,275)-(3,569,275)

37,552,107-

37,552,107

39,000,298-

39,000,298

60,530-60,53068,623-

68,62377,409,261

77,833,587

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

75,336,612

2,072,649

1,496,409

79,329,996

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5.2 Quality of assets
Staging analysis for trade receivables as at February 29, 2024 and February 28, 2023
are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

As at February 29, 2024
Trade receivables
Allowance for
expected credit loss
Baht ’000
Baht ’000
Low credit risk receivables (Stage 1)
Significant increase in credit risk receivables(Stage 2)
Default receivables in credit risk (Stage 3)
Total

Total tradereceivables
Baht ’000

83,792,052(3,748,439)

80,043,613

2,978,947
4,533,644
91,304,643(1,300,947)(3,238,582)(8,287,968)

1,678,000
1,295,062
83,016,675

CONSOLIDATED FINANCIAL STATEMENTS

As at February 28, 2023
Trade receivables
Allowance for
expected credit loss
Baht ’000
Baht ’000
Low credit risk receivables (Stage 1)
Significant increase in credit risk receivables(Stage 2)
Default receivables in credit risk (Stage 3)
Total

Total tradereceivables
Baht ’000

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

80,633,936

3,564,992
5,340,335
93,936,979(1,658,080)(4,069,462)(10,125,258)

1,906,912
1,270,873
83,811,721

SEPARATE FINANCIAL STATEMENTS

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

As at February 29, 2024
Allowance for
expected credit loss
Baht ’000

Total tradereceivables
Baht ’000

78,326,899(3,623,373)

74,703,526

2,793,624
4,126,181
85,246,704(1,245,895)(2,968,175)(7,837,443)

1,547,729
1,158,006
77,409,261

SEPARATE FINANCIAL STATEMENTS

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

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
4,831,894
88,860,538(1,590,702)(3,647,965)(9,530,542)

1,788,665
1,183,929
79,329,996

209

Trade receivables as at February 29, 2024 and February 28, 2023 classified by aging
are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000
Less than 3 months
3 months up
Total
Less Allowance for expected credit loss
Total trade receivables

As atFebruary 28,
2023
Baht ’000

87,414,398
3,890,245
91,304,643(8,287,968)
83,016,675

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

SEPARATE FINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000
Less than 3 months
3 months up
Total
Less Allowance for expected credit loss
Total trade receivables

As atFebruary 28,
2023
Baht ’000

81,763,922
3,482,782
85,246,704(7,837,443)
77,409,261

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

5.3 Troubled debt restructuring
For the years ended February 29, 2024 and February 28, 2023, the Company had
recognized interest income on restructured debts totaling Baht 94.44 million and
Baht 68.59 million, respectively.
The Group and the Company had outstanding balances of credit card receivable,
hire-purchase receivable and loans receivable as at February 29, 2024 and February 28,
2023, as follows:
CONSOLIDATED FINANCIAL STATEMENTS

As at February 29, 2024
Number ofAmountdebtors
Baht ’000
Restructured trade receivables
Non-restructured trade receivables
Total

As at February 28, 2023
Number ofAmountdebtors
Baht ’000

27,236
3,522,910

1,318,128
89,913,059

14,696
3,631,664

557,681
93,306,041

3,550,146

91,231,187

3,646,360

93,863,722

SEPARATE FINANCIAL STATEMENTS

As at February 29, 2024
Number ofAmountdebtors
Baht ’000
Restructured trade receivables
Non-restructured trade receivables
Total

As at February 28, 2023
Number ofAmountdebtors
Baht ’000

18,973
2,413,423

1,272,083
83,914,091

14,6292,549,101

556,753
88,235,162

2,432,396

85,186,174

2,563,730

88,791,915

As at February 29, 2024 and February 28, 2023, the Group and 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 29, 2024 and February 28, 2023, are as follows:

Low credit risk
receivables(Stage 1)
Balance as at March 1, 2023
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 29, 2024

Balance as at February 28, 2023

Total

Baht ’000
4,397,716
2,692,235(3,601,108)
391,931(130,510)(1,825)

Baht ’000
1,658,080(5,969,958)
5,743,333
27,634(157,380)(761)

Baht ’000
4,069,462
3,277,723
4,840,854
1,038,292(393,046)(9,596,412)
1,708

Baht ’000
10,125,258
6,983,079
1,457,857(680,936)(9,596,412)(878)

3,748,439

1,300,948

3,238,581

8,287,968

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

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
5,563,984
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* The Group and the Company have adhered to the Accounting Treatment Guidance on “Guidelines for supporting debtors affected by COVID-19” in staging.
SEPARATE FINANCIAL STATEMENTS
Allowance for expected credit loss

Total

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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

Baht ’000

Balance as at March 1, 2023
Changes in staging
Changes in risk parameters
New financial assets originated or purchased
Financial assets derecognized
Written-off bad debts

4,291,875
2,668,908(3,520,746)
334,719(151,383)-

1,590,702(5,933,738)
5,747,619(158,688)-

3,647,965
3,264,830
4,729,505
1,002,729(297,672)(9,379,182)

9,530,542
6,956,378
1,337,448(607,743)(9,379,182)

Balance as at February 29, 2024

3,623,373

1,245,895

2,968,175

7,837,443

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* The Group and the Company have adhered to the Accounting Treatment Guidance on “Guidelines for supporting debtors affected by COVID-19” in staging.

212

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 andCommercial 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 practicalto 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 Codeof Thailand 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
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.
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 repurchase such ineligible receivables on the next Monthly Purchase Date.

213

2. The Company, as the collection agent, may exercise the Clean up Call Option for
repurchase of remaining Purchased Receivables whenever the continued servicingof 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 29, February 28,
2024
2023
Baht ’000
Baht ’000
Statements of financial position
Total assets
Total liabilities
Total shareholders’ equity

1,203,939
1,199,827
4,112

2,020,410
2,020,366
44

For the years ended
February 29, February 28,
2024
2023
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

326,209134,252
81,50095,550
2,982
11,926

348,025
152,567
92,634
95,9591,373
5,492* 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 29, 2024 and February 28, 2023, transactions relating to thetransfers of financial assets under the securitization projects are summarized as follows:
For the years ended
February 29, February 28,
2024
2023
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)

503
503

576
576

858
858

923
923

64
64

73
73

214

6.

OTHER RECEIVABLES

Other receivables as at February 29, 2024 and February 28, 2023 consist of the following:
CONSOLIDATED FINANCIAL STATEMENTS
As at February 29, 2024
As at February 28, 2023
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

5,137
274,791
140,127
52,872
20,39015,74524,703-

5,137
299,494
140,127
52,872
20,39015,745

4,367
262,544
167,446
49,074
19,22815,74574,041-

4,367
336,585
167,446
49,074
19,22815,745

Total

509,062

24,703533,765

518,404

74,041

592,445

SEPERATE FINANCIAL STATEMENTS
As at February 29, 2024
As at February 28, 2023
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

7.

Other receivables - related companies(see Note 38.2.1)
Other receivables - other companies
Prepaid expenses
Advance payment

52,803
220,485
108,54890

24,703-52,803245,188
108,548
90

72,766
204,022
137,240680

74,041-

72,766
278,063
137,240680

Total

381,926

24,703406,629414,708

74,041

488,749

FIXED DEPOSITS AT BANKS UNDER OBLIGATIONS

As at February 29, 2024 and February 28, 2023, 3 subsidiaries have fixed deposits at banks
under obligations as follows:
CONSOLIDATEDFINANCIAL STATEMENTS

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 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

1,900
36,37538,275

3,875
140,341
144,216

215

8.

LONG-TERM LOAN TO A SUBSIDIARY

As at February 29, 2024 and February 28, 2023, the Company has long-term loan toa 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
2023 - 2026
8.50
Less Long-term loan to a subsidiary due within 1 year
Total long-term loan to a subsidiary

2.40

SEPARATE FINANCIAL STATEMENTS
As at February 29,
As at February 28,
2023
2024
Baht equivalent
Baht equivalent
Baht ’000
Baht ’000
85,862(28,621)
57,241111,960(27,990)
83,970

Such long-term loan to a subsidiary is unsecured.
9.

LOANS FROM PURCHASE OF ACCOUNTS RECEIVABLE

As at February 29, 2024 and February 28, 2023, loans from purchase of accounts receivable
are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

Hire-purchase receivables
Add Accrued interest
Less Allowance for expected credit loss
Less Current portion of loans receivable frompurchase of accounts receivable
Loans receivable from purchase ofaccounts receivable - net of current portion

As at February 29,
2024
Baht ’000

As at February 28,
2023
Baht ’000

51,81017,571
69,381(45,174)
24,207

11,293
1,330
12,623
12,623(1,590)(490)

22,617

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,the Subsidiary entered into the Asset Sale and Purchase Agreement with the seller andalready paid the payment in full to the seller. The agreement set out the conditions and terms
in respect of the sales, assignment and conveyance of the subsidiary’s rights, title, claim,
obligation, liability and interest in the written-off receivables under hire-purchase agreements.
On January 6, 2023 and March 31, 2023, ACS Servicing (Thailand) Co., Ltd. (the “Subsidiary”)
bought written-off receivables under hire-purchase agreements by a bidding process fromunrelated local companies (the “Sellers”) with the selling price of Baht 27.12 million and
Baht 11.79 million, respectively. On the same date, the Subsidiary entered into the Asset
Sale and Purchase Agreement with the sellers and already paid the payment in full to thesellers. The agreement set out the conditions and terms in respect of the sales, assignmentand conveyance of the subsidiary’s rights, title, claim, obligation, liability and interest in
the written-off receivables under hire-purchase agreements.

216

10.

INVESTMENTS IN SUBSIDIARIESAs at February 29, 2024 and February 28, 2023, the Company had investments in subsidiaries(see Note 38.1) which are accounted for using the cost method in the separate financial
statements as follows:
SEPARATE FINANCIAL STATEMENTS

As at February 29, 2024
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
99.99

175,349.1
149,224.3
323,580.0
455,403.3
107,333.1
19.5
49,999.9
1,260,909.2

As at February 28, 2023
Ownership
Cost%
Baht ’000
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

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 theSubsidiary had the resolutions to approve the Subsidiary’s dissolution. The Subsidiary hasregistered the dissolution with the Department of Business Development, Ministry ofCommerce on June 30, 2022. As at February 29, 2024, the Subsidiary is in process of liquidation.
On August 2, 2022, the Company has established a new subsidiary under the name “AEON
Asset Management (Thailand) Company Limited” (“AEON AMC”), 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.
Subsequently, on August 25, 2023, the Company purchased 2,499 shares of AEON AMC,
a subsidiary, from ACS Servicing (Thailand) Co., Ltd., a subsidiary, at the amount of Baht 100
per share totaling Baht 0.25 million. On the same date, the Company also purchased 2,503
shares of AEON AMC from non-controlling interests at the amount of Baht 100 per sharetotaling Baht 0.25 million. As at February 29, 2024, the Company directly holds 99.99% sharesof AEON AMC.
Subsequently, on September 8, 2023, the Extraordinary General Meeting of Shareholders of
AEON AMC had a resolution to approve the increase of registered share capital from Baht
25 million, divided into 250,000 shares at par value of Baht 100, to Baht 100 million, divided
into 1,000,000 shares at par value of Baht 100, by issuance of 750,000 new ordinary sharesat par value of Baht 100, totaling Baht 75 million. AEON AMC has registered the increase ofregistered share capital with the Department of Business Development, Ministry of Commerceon September 22, 2023, of which 33.33% totaling Baht 25 million was called up.

217

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 29,
2024 and February 28, 2023 consist of the following:
CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS

As at February 29, 2024
Ownership
Fair Value%
Baht ’000
AEON (Thailand) Co., Ltd.(1)PT. AEON Credit Service Indonesia (2)ACS Trading Vietnam Company Limited
Total
(1)
(2)

3.82
2.59
1.59

14,471
14,471As at February 28, 2023
Ownership Fair Value%
Baht ’000
3.82
2.59
1.59

5,062
5,062

340,000 shares of Baht 100 each, Baht 25 called up
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.
12.

INVESTMENT IN EQUITY SECURITY DESIGNATED AT FAIR VALUE THROUGH OTHERCOMPREHENSIVE INCOME

Investment in equity security designated at fair value through other comprehensive income
as at February 29, 2024 and February 28, 2023 consist of the following:
CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS

As at February 29, 2024
Ownership
Fair Value%
Baht ’000
Rabbit Cash Co., Ltd.
Total
(1)

18.00

216,000 (1)216,000

As at February 28, 2023
Ownership
Fair Value%
Baht ’000
18.00

144,000 (2)144,000

2,160,000 shares of Baht 100 each, fully paid(2) 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.
Subsequently, on February 22, 2024, the Extraordinary General Meeting of Shareholdersof Rabbit Cash Company Limited had a resolution to approve the increase of registeredshare capital amount of Baht 400 million and the Company has increased the share capitalto maintain the proportion of shareholding at 18%.
The fair values of investment in equity security designated at fair value through othercomprehensive income are categorized into level 3.

218

13.

SELLER LOAN IN SPECIAL PURPOSE VEHICLE FOR SECURITIZATION

Seller loan in Special Purpose Vehicle for securitization as at February 29, 2024 andFebruary 28, 2023, are as follows:
SEPARATE
FINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

308,045
308,045287,621287,621

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

Subsequent to the sale of the rights in initial loans receivable under securitization project,
the Company 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
amount reaches or exceeds determined level or the duration after the closing date reaches orexceed the determined level, or every 3-month period after the payment date as agreed in theagreement, whichever is earlier.
14.

SUBORDINATED LENDINGS AND SUBORDINATED BORROWINGS

14.1 Subordinated lendings to Special Purpose Vehicle as at February 29, 2024 andFebruary 28, 2023, are as follows:
SEPARATE
FINANCIAL STATEMENTS

Subordinated lendings (see Note 38.2.1)
ATS Rabbit Special Purpose Vehicle Company Limited(ATS Rabbit)
Less Current portion of subordinated lendings
Total subordinated lendings

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

84,074(2,441)
81,63384,074
84,074On October 22, 2015, the Company entered into the subordinated term loan agreementwith ATS Rabbit amounting to 5% of transferred rights in initial receivables (see Note5.5) and originated transaction cost, and of Future Receivables and Additional
Receivables, which are settled by Seller Loan Account and backed for each issuanceof debentures of ATS Rabbit, for the purposes of partial payment for the sales of rights
in loans receivables.

219

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 29, 2024 andFebruary 28, 2023 are as follows:
CONSOLIDATEDFINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

84,074(2,441)
81,63384,074
84,074

Subordinated borrowings
ATS Rabbit Special Purpose Vehicle Company Limited(ATS Rabbit)
Less Current portion of subordinated borrowings
Total subordinated borrowings

On 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.
15.

LEASEHOLD IMPROVEMENT AND EQUIPMENT

Leasehold improvement and equipment as at February 29, 2024 and February 28, 2023
consist of the following:

Cost
Less Accumulated depreciation
Total leasehold improvement and equipment

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

3,722,906(3,193,346)
529,560

3,851,583(3,328,438)
523,1452,994,639(2,592,838)
401,801

3,146,352(2,699,135)
447,217

220

The movements of leasehold improvement and equipment during the years are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

Beginningbalance
as atMarch 1,
2023

Additions

Disposals/Write-off

Transferin (out)

Exchangedifferenceson translating
financialstatements

Endingbalance
as atFebruary 29,
2024

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Baht ’000

1,069,860
2,741,956
51
39,716
3,851,583

24,933
107,604
114,064
246,601(191,609)(176,366)(367,975)

55,69067,185(123,197)(322)(2,050)(4,931)(9)
9(6,981)

956,824
2,735,448
4230,592
3,722,906(928,841)(2,399,594)(3)(3,328,438)(60,067)(172,345)(10)(232,422)

188,126
175,659
363,785

-

1,237
2,490
2
3,729

(799,545)(2,393,790)(11)(3,193,346)

Cost
Leasehold improvement
Furniture and office equipment
VehicleAssets under installation
Total
Accumulated depreciation
Leasehold improvement
Furniture and office equipment
VehicleTotal
Total leasehold improvement andequipment

523,145529,560
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

523,145

221

SEPARATE FINANCIAL STATEMENTS

Beginningbalance
as atMarch 1,
2023
Baht ’000

Additions

Disposals/Write-off

Transferin (out)

Baht ’000

Baht ’000

Baht ’000

Endingbalance
as atFebruary 29,
2024
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

884,721
2,222,883
38,7483,146,352

7,259
32,933
107,721
147,913(188,832)(110,704)(299,536)

54,29961,487(115,876)(90)

757,447
2,206,599
30,593
2,994,639(770,596)(1,928,539)(2,699,135)(45,526)(143,745)(189,271)

185,400
110,168
295,568-(630,722)(1,962,116)(2,592,838)

447,217

401,801
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

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended
For the years ended
February 29, February 28, February 29, February 28,
2024
2023
2024
2023
Baht ’000
Baht ’000
Baht ’000
Baht ’000
Depreciation

232,422

276,116

189,271

226,833

As at February 29, 2024 and February 28, 2023, costs of fully depreciated leasehold
improvement and equipment still in use are as follows:

Consolidated financial statements
Separate financial statements

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

2,310,248
2,107,986

2,365,274
2,159,858

222

16.

RIGHT-OF-USE ASSETS

Right-of-use assets as at February 29, 2024 and February 28, 2023 consist of the following:

Cost
Less Accumulated depreciation
Total Current portion of right-of-use assets
Less Right-of-use assets
Right-of-use assets

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

1,508,966(853,409)
655,557(24,610)
630,947

1,511,379(618,820)
892,559
892,559

1,211,632(641,545)
570,087(23,958)
546,129

1,233,224(456,539)
776,685776,685

The movements of right-of-use assets during the years are as follows:
Beginningbalance
as atMarch 1,
2023
Baht ’000

CONSOLIDATED FINANCIAL STATEMENTS
Additions
DisposalExchangedifference ontranslating
financialstatements
Baht ’000
Baht ’000
Baht ’000

Endingbalance
as atFebruary 29,
2024
Baht ’000

Cost
Buildings
Office equipment
VehiclesTotal

1,298,500
142,393
70,486
1,511,379

253,655
51,892
17,953
323,500(249,196)(53,168)(21,320)(323,684)(2,229)(2,229)1,300,730
141,117
67,1191,508,966

Accumulated depreciation
Buildings
Office equipment
Vehicles
Total
Total right-of-use assets(503,580)(72,395)(42,845)(618,820)
892,559(428,584)(62,211)(25,404)(516,199)

208,898
49,666
20,944
279,508

2,102
2,102

(721,164)(84,940)(47,305)(853,409)
655,557

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

223

Beginningbalance
as atMarch 1,
2023
Baht ’000

SEPARATE FINANCIAL STATEMENTS
Additions
Disposal

Baht ’000

Baht ’000

Endingbalance
as atFebruary 29,
2024
Baht ’000

Cost
Buildings
Office equipment
Vehicles

1,030,247
134,503
68,474

221,389
47,632
15,442(237,551)(49,196)(19,308)

1,014,085
132,939
64,608

Total

1,233,224

284,463(306,055)

1,211,632(347,220)(68,115)(41,204)(369,618)(58,979)(24,600)

203,21346,046
18,932(513,625)(81,048)(46,872)(456,539)(453,197)

268,191(641,545)

Accumulated depreciation
Buildings
Office equipment
Vehicles
Total
Total right-of-use assets

776,685

Beginningbalance
as atMarch 1,
2022
Baht ’000

570,087

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

776,685

For the 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.

224

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 cancellation of lease agreements

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

For the years ended
February 29, February 28,
2023
2024
Baht ’000
Baht ’000

For the years ended
February 29, February 28,
2024
2023
Baht ’000
Baht ’000

516,199

533,981453,197

470,172

38,23735,57632,35629,940

(488)

(334)

(488)

(330)

For the year ended February 29, 2024, the total cash outflow for leases amount toBaht 542.81 million and Baht 476.30 million in the consolidated and separate financial
statements, respectively.
For the year ended February 28, 2023, the total cash outflow for leases amount toBaht 558.10 million and Baht 488.33 million in the consolidated and separate financial
statements, respectively.
17.

INTANGIBLE ASSETS OTHER THAN GOODWILL

Intangible assets other than goodwill as at February 29, 2024 and February 28, 2023 consistof the following:

Cost
Less Accumulated amortization
Less Allowance for impairment
Total intangible assets other than goodwill

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

5,360,444(4,414,369)(95,497)

5,171,889(4,152,986)(95,497)

4,770,314(3,955,613)(95,497)

4,612,451(3,733,702)(95,497)

850,578

923,406

719,204

783,252

225

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,
2023
Baht ’000

Additions

Disposals/Write-off

Transferin (out)

Baht ’000

Baht ’000

4,805,045

32,926366,844
5,171,889(4,152,986)(95,497)

Baht ’000

Exchangedifferenceson translating
financialstatements
Baht ’000

Endingbalance
as atFebruary 29,
2024
Baht ’000(6,182)

199,300(7,106)

5,023,983

174,311207,237(5,296)(11,478)(198,978)
322

(420)
(7,526)

336,461
5,360,444(271,581)

6,180

-

4,018

(4,414,369)

-

-

-

(95,497)-

923,406

850,578

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

SEPARATE FINANCIAL STATEMENTS

Cost
Computer software
Computer software under installation
Total
Accumulated amortization
Computer software

Beginningbalance
as atMarch 1,
2023
Baht ’000

Additions

Disposals/Write-off

Transferin (out)

Baht ’000

Baht ’000

Baht ’000

4,246,162
366,289

24,583
143,492(5,018)(5,284)4,612,451

168,075(10,302)

189,655(189,565)
90

4,770,314(3,733,702)(226,928)

5,017

-

(3,955,613)--

Allowance for impairment
Computer software under installation(95,497)

Total intangible assets other than goodwill

783,252-

Endingbalance
as atFebruary 29,
2024
Baht ’000
4,455,382
314,932(95,497)
719,204

226

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

Amortization

Endingbalance
as atFebruary 28,
2023
Baht ’000(95,497)783,252

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended
February 29, February 28,
2024
2023
Baht ’000
Baht ’000

For the years ended
February 29, February 28,
2024
2023
Baht ’000
Baht ’000

271,581

241,503226,928

197,074

As at February 29, 2024 and February 28, 2023, costs of fully amortized computer softwarestill in use are as follows:
As at
As at
February 29, February 28,
2024
2023
Baht ’000
Baht ’000
Consolidated financial statements
Separate financial statements

3,615,744
3,395,793

3,436,444
3,224,395

227
18.

DEFERRED TAX ASSETS

Deferred tax assets as at February 29, 2024 and February 28, 2023 consist of the following:

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

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

1,603,710

1,956,008

1,567,489

1,906,108

2,620
38,00995,30662,933
19,656
233,90938,393

4,502
21,30088,052
72,67818,016
147,856
42,075

5,984
19,09988,14062,933
17,898233,90917,181

7,866
19,09981,866
72,67816,482
147,856
16,893

2,094,536

2,350,487

2,012,633

2,268,848

66
5,919

518
9,047

5,985

9,565

2,088,551

2,340,922

-

-

-

-

2,012,633

2,268,848

The movements of deferred tax assets and liabilities during the years are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

Beginningbalance
as atMarch 1,
2023
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 29,
2024
Baht ’000

1,956,008(352,298)-

1,603,710

4,502
21,30088,052
72,67818,016
147,856
42,075(1,882)
16,70912,168(9,745)
1,640
27,238(3,682)-2,620
38,00995,30662,933
19,656
233,90938,3932,350,487(309,852)

518
9,047

(452)
(3,128)-9,565(3,580)-2,340,922(306,272)(4,914)58,81553,901

2,094,536
66
5,919
5,985

53,901

2,088,551

228

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)

-

518
9,047

-

9,565

(99,000)

2,340,922

SEPARATE FINANCIAL STATEMENTS

Beginningbalance
as atMarch 1,
2023
Baht ’000
Deferred tax assets
Allowance for expected credit loss
Cumulative loss from fair value measurement ofinvestments in equity securities
Allowance for impairment of 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 29,
2024
Baht ’000

1,906,108(338,619)-

1,567,489

7,866
19,09981,866
72,67816,482
147,856
16,893(1,882)
10,866(9,745)
1,416
27,238
288

-

5,984
19,09988,14062,933
17,898233,90917,181

2,268,848(310,438)

54,2232,012,633

2,268,848(310,438)

54,2232,012,633(4,592)58,815-

229

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

19.

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

OTHER NON-CURRENT ASSETS

Other non-current assets as at February 29, 2024 and February 28, 2023 consist of the following:

Deposits
Total

20.

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at

As at

As at

As at

February 29,

February 28,

February 29,

February 28,

2024

2023

2024

2023

Baht ’000

Baht ’000

Baht ’000

Baht ’000

155,297

165,501

134,946

146,184

155,297

165,501

134,946

146,184

BANK OVERDRAFTS AND SHORT-TERM BORROWINGS FROM FINANCIAL INSTITUTIONSBank overdrafts and short-term borrowings from financial institutions as at February 29,
2024 and February 28, 2023, consist of the following:
CONSOLIDATED FINANCIAL STATEMENTS

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

As at February 29, 2024
Interest rate
p.a. (%)
Baht ’000

As at February 28, 2023
Interest rate
p.a. (%)
Baht ’000

2.69
6.78 - 8.00
6.50 - 6.60-

1.69 - 1.76
5.49 - 6.70
6.62
10.00 - 13.00

500,000
1,859,266
322,965
2,682,231

3,440,000
627,261
282,076
136,087
4,485,424

230

SEPARATE FINANCIAL STATEMENTS

As at February 29, 2024
Interest rate
p.a. (%)
Baht ’000
Short-term borrowings in THB currency
Total

2.69

500,000
500,000

As at February 28, 2023
Interest rate
p.a. (%)
Baht ’000
1.69 - 1.76

3,440,000
3,440,000

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 29, 2024 and February 28, 2023 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 29, February 28,
2024
2023
Baht ’000
Baht ’000

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

170,212210,291
314,667
472,741
389,751
1,557,662

160,714330,396363,388366,602311,229
1,532,329

78,477
320,178
320,236
492,757
413,358
1,625,006

65,253482,305
369,164
382,622330,115
1,629,459

LEASE LIABILITIES

Lease liabilities as at February 29, 2024 and February 28, 2023 are as follows:
CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

Less Deferred interest
Total

403,273
209,455
101,987
17,491
1,067
733,273(41,733)
691,540

475,687
310,471
121,80764,534
1,419
973,918(56,250)
917,668

352,979
178,949
94,537
13,583640,048(35,676)
604,372

416,696
264,685
109,252
59,553
850,186(47,982)
802,204

Classification analysis:
Current
Non-current
Total

377,206
314,334
691,540

444,127
473,541
917,668

330,582
273,790
604,372

389,924
412,280802,204

Maturity analysis:
Year 1
Year 2
Year 3
Year 4
Year 5

231

23.

LONG-TERM BORROWINGSAs at February 29, 2024 and February 28, 2023, the Company entered into various long-termborrowings agreements in THB and foreign currencies as follows:

Due within
the year
Borrowings in JPY currency
Borrowings in USD currency
Borrowings in THB currency
Borrowings in MMK currency
Less Borrowings issuance cost2024 - 2027
2024 - 2027
2024 - 2027
2026

CONSOLIDATED FINANCIAL STATEMENTS
As at February 29, 2024
Interest rate
Foreign currency
p.a. (%)
Million1.90 - 2.49
1.85 - 8.50
2.01 - 3.79
0.80

11,903.19
677.3324,000.00
6,719.32

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

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

Borrowings in JPY currency
Borrowings in USD currency
Borrowings in THB currency
Less Borrowings issuance cost2024 - 2027
2024 - 2027
2024 - 2027

Borrowings in JPY currency
Borrowings in USD currency
Borrowings in THB currency
Less Borrowings issuance cost

2023 - 2027
2023 - 2027
2023 - 2026

Less Current portion of long-term borrowings
Total long-term borrowings

Baht equivalent
Baht ’000
6,053,822
25,488,914
20,500,000(53,251)
51,989,485
39,152,934

SEPARATE FINANCIAL STATEMENTS
As at February 29, 2024
Interest rate
Foreign currency
p.a. (%)
Million1.90 - 2.49
1.85 - 3.54
2.01 - 3.79

11,903.19
609.1024,000.00

Less Current portion of long-term borrowings
Total long-term borrowings

Due within
the year

2,892,106
24,332,342
24,000,000
110,197(39,009)
51,295,636(16,960,051)
34,335,585(12,836,551)

Less Current portion of long-term borrowings
Total long-term borrowings

Due within
the year

Baht equivalent
Baht ’000

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

Baht equivalent
Baht ’000
2,892,106
21,986,013
24,000,000(39,009)48,839,110(16,960,051)
31,879,059

Baht equivalent
Baht ’000
6,053,822
22,640,767
20,500,000(53,251)
49,141,338(11,273,543)
37,867,795

As at February 29, 2024 and February 28, 2023, the Company can maintain financial ratios
and other requirements according to the conditions as specified in the agreements.

232

24.

LONG-TERM BORROWINGS UNDER SECURITIZATION PROJECT

As at February 29, 2024 and February 28, 2023, the Company recognized the cash received
and the settlement 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 the amount of Baht 1,091.27 million and Baht 1,260.99 million, respectively.
25.

LONG-TERM DEBENTURES

Long-term debentures, representing unsubordinated and unsecured debentures, as at February 29,
2024 and February 28, 2023, 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 29,

February 28,

payment

2024

2023

Baht ’000

Baht ’000

Company
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

29/12/2021

29/12/2026

70

JPY

100,000,000

7,000,000,000

0.65

Semi-annual

1,700,783

1,830,906

29/11/2022

28/11/2025

100

JPY

100,000,000 10,000,000,000

0.69

Semi-annual

2,429,690

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

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

1,700,000

7,830,473

8,146,486

Less Debentures issuance cost

(28,968)(39,426)

7,801,505

8,107,060

Less Current portion of long-term debentures(1,998,985)-

Total long-term debentures in separate financial statements

5,802,520

8,107,060

651,704

1,473,082

ATS Rabbit Special Purpose Vehicle Company Limited
28/09/2018

28/10/2025

651,704

THB

1,000

Less Current portion of long-term debentures

Total long-term debentures in consolidated financial statements

651,704,000

3.60

Monthly(488,439)-

163,265

1,473,082

5,965,785

9,580,142(1) 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.

233

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 a semi-annual basis, and will be due on December 29, 2026. Such debentures areguaranteed by same bank.
(2) 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 a semi-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 withinterest rate of 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 withinterest rate of 3.18% per annum, payable on a semi-annual basis, and will be due on
February 24, 2026.
(3) 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.
On September 28, 2018, the subsidiary issued and offered the long-term refinanced
debentures which are unsubordinated and unsecured of Baht 1,473.08 million forpartial settlement of the transfer of rights in future receivables and additional
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.

234

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 have been initially redeemed during 2023 and will be matured on
October 28, 2025 with conditions to redeem before the maturity, in accordance withthe terms and conditions of the debentures.
During the year 2023, partial debentures have been redeemed in the amount of
Baht 821.38 million.
As at February 29, 2024 and February 28, 2023, the Company can maintain financial ratios
and other requirements according to the conditions as specified in the agreements.
26.

DERIVATIVE FINANCIAL INSTRUMENTS

The fair values and notional amounts of derivative instruments as at February 29, 2024 andFebruary 28, 2023 are as follows:
CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS

As at February 29, 2024
Fair value
Notional
AssetsLiabilites
amount
Baht ’000
Baht ’000
Baht ’000
Derivatives designated as
cash flow
Cross currency swaps
Interest rate swaps
Less Current portion ofderivative assets /liabilities
Total derivative assets /liabilities

As at February 28, 2023
Fair value
Notional
AssetsLiabilites
amount
Baht ’000
Baht ’000
Baht ’000

1,400,485
4,198
1,404,683

1,505,044
36,714
1,541,758

29,008,592
7,000,000
36,008,592

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(1,027,407)(399,465)(9,661,879)(1,047,431)(562,743)(10,473,815)

377,276

1,142,293

26,346,713

684,654876,160

27,667,260

235

27.

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 29, 2024 and February 28, 2023, amounts recognized in thestatements of profit 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
Gain (loss) on settlement
Total

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

For the years ended
February 29,
February 28,
2024
2023
Baht ’000
Baht ’000

For the years ended
February 29,
February 28,
2024
2023
Baht ’000
Baht ’000(6,168)65,173
12,410(141)
71,274(13,343)
62,878
11,57915,401
76,515(6,495)58,354
11,346(326)
62,879(5,113)55,491
10,801
9,158
70,337For the years ended February 29, 2024 and February 28, 2023, amounts recognized in othercomprehensive income in respect of the post-employment benefit plans are as follows:

Gain 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 29,
February 28,
2023
2024
Baht ’000
Baht ’000

For the years ended
February 29,
February 28,
2024
2023
Baht ’000
Baht ’000(2,836)(6,652)(15,083)(24,571)(18,373)(27,410)(26,977)(72,760)(2,923)(6,642)(13,394)(22,959)(14,426)(27,823)(24,321)(66,570)

236

Movements in the present value of the provisions for post-employment benefits for the years
ended February 29, 2024 and February 28, 2023 are as follows:

Beginning balance
Past service cost (reversal)- For employees transferred within
the Group
Current service cost
Interest cost
Gain (loss) on settlement
Gain on remeasurements of defined
benefit plans
Benefits paid
Decrease of liabilities fromtransfer of employees within the Group
Ending balance

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

For the years ended
February 29,
February 28,
2024
2023
Baht ’000
Baht ’000

For the years ended
February 29,
February 28,
2024
2023
Baht ’000
Baht ’000

444,377

463,335

405,630

419,132(6,168)65,173
12,410(141)(13,343)
62,878
11,57915,401(6,495)58,354
11,346(326)(5,113)55,491
10,801
9,158(24,571)(7,545)(72,760)(22,713)(22,959)(4,849)(66,570)(13,916)---(3,353)

483,535

444,377

440,701

405,630

The significant actuarial assumptions used to calculate the provisions for post-employment
benefits as at February 29, 2024 and February 28, 2023, 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 29, 2024
% per annum

As at February 28, 2023
% per annum

0.84 - 3.06
5.0

0.84 - 3.15
5.0

0.0 - 27.0
Subject to range of age of employees-

0.0 - 27.0
Subject to range of age of employees
0.0 - 54.0
Subject to range of age of employees

SEPARATE FINANCIAL STATEMENTS

Financial assumptions
Discount rate
Expected rate of salary increase
Demographic assumptions
Turnover rate
Monthly staff
Daily staff

As at February 29, 2024
% per annum

As at February 28, 2023
% per annum

2.90
5.0

2.85
5.0

0.0 - 27.0
Subject to range of age of employees-

0.0 - 21.0
Subject to range of age of employees
0.0 - 54.0
Subject to range of age of employees

237

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 29, 2024 and February 28,
2023, as follows:
CONSOLIDATEDFINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000
Financial assumptions
Discount rate
- 1% increase- 1% decrease
Expected rate of salary increase- 1% increase- 1% decrease
Demographic assumptions
Turnover rate
- 1% increase- 1% decrease

28.

As at
February 28,
2023
Baht ’000

SEPARATE
FINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000(58,938)
69,831(56,381)
67,338(53,595)
63,463(51,755)
61,79662,934(54,146)

60,611(51,729)

57,345(49,365)

55,718(47,567)(62,770)
28,783(60,107)
29,504(56,983)
24,898(55,082)
25,981EMPLOYEE JOINT INVESTMENT PROGRAM

On August 9, 2022, the Company’s Board of Directors’ meeting had the resolution to approve
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

238

Movement of the employee joint investment program for the years ended February 29, 2024
and February 28, 2023 are as follows:

Surplus on share-based payment transactions
Beginning balance
Change during the period- Employee joint investment program expense- Cash paid for employee joint investment program
Ending balance

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

2024
2023
For the years ended
February 29, February 28,
2024
2023
Baht ’000
Baht ’000

2024
2023
For the years ended
February 29, February 28,
2024
2023
Baht ’000
Baht ’000

9,265

-

9,265

-

17,461(13,076)

14,426(5,161)

14,351(11,506)

14,426(5,161)

13,6509,265

12,1109,265

For the years ended February 29, 2024 and February 28, 2023, amounts recognized in thestatement of profit or loss in respect of the employee joint investment program are as follows:

Operating and administrative expenses
Directors and managements’ remuneration

29.

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

For the years ended
February 29, February 28,
2024
2023
Baht ’000
Baht ’000

For the years ended
February 29, February 28,
2024
2023
Baht ’000
Baht ’000

9,511
7,950

9,703
4,723

8,236
6,115

9,703
4,723

17,461

14,426

14,351

14,426SHAREHOLDERS’ EQUITY

29.1

On June 24, 2022, the Annual General Meeting of Shareholders had the resolutions
to approve the declaration of final dividends for the year ended February 28, 2022
at the rate 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 toreceive dividend in accordance with regulation of Thailand Securities Depositary,
thus the Company 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 allshareholders at Baht 2.50 per share, totaling Baht 625.00 million on November 2, 2021.

29.2

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, totaling Baht 637.50 million. The aforementioned shareholders
included 1,400 shares of foreign shareholders who had no rights to receive dividendin accordance with regulation of Thailand Securities Depository, thus the Company paid
dividend to shareholders amounting to Baht 637.50 million on November 2, 2022.

239

29.3

On June 20, 2023 the Annual General Meeting of Shareholders had the resolutions
to approve the declaration of final dividends for the years ended February 28, 2023
at the rate of Baht 2.95 per share, totaling Baht 737.50 million. The aforementioned
shareholders included 1,300 shares of foreign shareholders who had no right toreceive dividend in accordance with regulation of Thailand Securities Depositary,
thus the Company paid dividend to shareholders amounting to Baht 737.50 million
on July 17, 2023 in addition to the interim dividends which had been paid to allshareholders at Baht 2.55 per share, totaling Baht 637.50 million on November 2, 2022.

29.4

On October 6, 2023 the Company’s Board of Directors’ meeting passed the resolutions
to declare interim dividends for the years ended February 29, 2024 at the rate of
Baht 2.55 per share, totaling Baht 637.50 million. The aforementioned shareholders
included 46,500 shares of foreign shareholders who had no right to receive dividendin accordance with regulation of Thailand Securities Depositary, thus the Company paid
dividend to shareholders amounting to Baht 637.38 million on November 2, 2023.

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 andpayment of all fees and expenses. The subsidiary appropriates interim dividends after
the approval of Board of Directors’ meeting on a monthly basis at each Monthly
Purchase Date as an appropriation of net profit after income tax of each 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.

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 29, 2024 and February 28, 2023, the Company’s legal reserve equals to 10%of the registered 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.

240

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 29, 2024 and February 28, 2023
are as follows:

Beginning balance
Exchange differences on translating financial
statements of foreign operations
Gain (loss) on cash flow hedges
Ending balance

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000(173,005)(523,149)(89,551)(427,341)(21,791)(235,261)(430,057)

12,354
337,790(173,005)(235,261)(324,812)

337,790(89,551)

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.
33. REVENUES RELATING TO SECURITIZATION TRANSACTION
For the years ended February 29, 2024 and February 28, 2023, the details of revenues fromsecuritization transaction incurred from sales of rights in loans receivable to ATS RabbitSpecial Purpose Vehicle Company Limited are included in Loan income for presentation
as follows:
SEPARATE
FINANCIAL STATEMENTS

For the years ended
February 29, February 28,
2024
2023
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

10,11733,424
3,929
64,344
111,814

10,08935,337
2,746
73,410121,582

241

34.

DIRECTORS AND MANAGEMENTS’ REMUNERATION

Directors’ remuneration represents the benefits paid to the Company’s directors in accordancewith 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 29, 2024 and February 28, 2023, 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 29, February 28,
2024
2023
Baht ’000
Baht ’000

For the years ended
February 29, February 28,
2024
2023
Baht ’000
Baht ’000

27,126150,648
5,338
183,112

14,863134,070
5,627
154,560

21,586
105,760
3,689
131,035

5,507
94,762
4,156
104,425

For the years ended February 29, 2024 and February 28, 2023, directors’ remunerations whichwere included in short-term employee benefits were approved by the Annual General Meetingof shareholders of the Company held on June 20, 2023 and June 24, 2022, respectively.
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 29, 2024 and February 28, 2023, the Company contributed tothe provident fund and recorded as expenses, as follows:

Contributory provident fund

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

For the years ended
February 29, February 28,
2024
2023
Baht ’000
Baht ’000

For the years ended
February 29, February 28,
2024
2023
Baht ’000
Baht ’000

68,58465,41560,56557,608

242

36.

EXPENSES BY NATURE

Total expenses for the years ended February 29, 2024 and February 28, 2023 comprised of
the following:
CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended

For the years ended

February 29,

February 28,

February 29,

February 28,

2024

2023

2024

2023

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Staff costs

2,652,706

2,602,515

1,921,140

1,909,180

Marketing expenses

1,573,396

1,459,289

1,530,673

1,448,566

Equipment expenses

738,895

694,015

588,525554,275

1,020,202

1,051,601

869,396

894,079

Communication expenses

194,959

211,248

162,050

177,794

Premises’ expenses

167,671

186,851

135,040

156,039

Depreciation and amortization

Outsource collection expenses

691,271

634,979

1,225,699

1,130,187

Special business tax and duty stamp

553,071563,317538,742548,380

Printing material expenses

101,324

115,772

92,371

106,572

Transportation expenses

120,807

112,401

73,251

67,212Fees and commissions

204,929

188,804

160,011

148,432

Directors and managements’ remuneration

183,112

154,560

131,035

104,425

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

37.

8,131

2,627

8,233

1,041

191,326

141,657

118,117

142,195

8,401,800

8,215,133

7,554,283

7,483,874

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 29, 2024 and February 28, 2023.
The foreign subsidiaries used tax rate of 20% - 22% for corporate income tax and deferred
tax calculations for the years ended February 29, 2024 and February 28, 2023.
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.

243

For the years ended February 29, 2024 and February 28, 2023, income tax expenses consistof the following:
CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended
For the years ended
February 29, February 28, February 29, February 28,
2024
2023
2024
2023
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

517,253306,272
823,525

811,258
184,560
995,818

432,214
310,438
742,652

722,363
158,364
880,727

Reconciliations of effective tax rates for the years ended February 29, 2024 and February 28,
2023 are as follows:
CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended
For the years ended
February 29, February 28, February 29, February 28,
2024
2023
2024
2023
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
Adjustment for prior year’s income tax
Deferred tax from temporary differences
Income tax expenses per statements of profit or loss
Effective tax rate (%)

4,161,381(335,079)(1,606,916)
2,219,386

4,949,963(195,081)(1,054,405)-

3,700,477
20.00 - 22.00 20.00 - 22.00
518,183
811,258(930)
306,272
184,560
823,525
995,818
19.79

20.12

3,995,343
300(1,552,195)(277,729)

4,591,454
17,926(791,817)

742,652(205,746)
3,611,817
20.00
722,363
158,364
880,727

18.59

19.18

2,165,719
20.00
433,144(930)
310,438

244

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 29, 2024 and February 28,
2023 are as follows:
SEPARATE FINANCIAL STATEMENTS

As at February 29, 2024
Related parties

Relationship Ownership

Paid-up

Cost

capitalmethodOwnership

Paid-up

Cost

capitalmethod%Baht’ 000

Baht ’000%

Baht’ 000

Baht ’000

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.
AEON Microfinance (Myanmar) Company
LimitedAEON Leasing Service (Lao) Company
LimitedATS Rabbit Special Purpose Vehicle
Company Limited
AEON Asset Management (Thailand)Company Limited

Subsidiary

50.00

643,720.4

323,580.0

50.00

643,720.4

323,580.0

Subsidiary

100.00455,403.3

455,403.3

100.00455,403.3

455,403.3

Subsidiary

96.29

111,402.9

107,333.1

96.29

111,402.9

107,333.1

Subsidiary

48.75

40.0

19.5

48.75

40.0

19.5

Subsidiary

99.99

50,000.0

49,999.9

98.00

25,000.0

24,499.7

ACS Servicing (Thailand) Company Limited

Total

38.2

As at February 28, 2023

1,260,909.2

1,235,409.0

Business transactions with related parties
38.2.1

Balances with related parties as at February 29, 2024 and February 28,
2023, 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.

Long-term loan to a subsidiary(see Note 8)
AEON Specialized Bank (Cambodia) Plc.

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

Relationship

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 29,
2024
Baht ’000

Subsidiary
Subsidiary
Subsidiary

-

-

-

3,733

3,072

Major shareholder
Common ultimate
holding company
Shareholder andone common director
Subsidiary
Subsidiary
Common ultimate
holding company
Subsidiary
Subsidiary
Common ultimate
holding company

Subsidiary

-

540
437

-

-

-

16

-

-

-

951
5,137

-

9,062

28
4,412

274
1,816

805
2,971

-

421

As at
February 28,
2023
Baht ’000

172

156

38,387
1,414

51,621
1,812

-

24

2,820

703

7,807

334
4,367

951
52,803334
72,766-85,862111,960

245

Related parties

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)
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
AEON Mall (Cambodia) Co., Ltd.

Long-term borrowing under
securitization project (see Note 24)
ATS Rabbit Special Purpose Vehicle
Company Limited
Long-term Loan fromAEON Financial Service Co., Ltd.
AEON Bank Ltd.

Lease liabilities
AEON Mall (Cambodia) Co., Ltd.

Deferred revenue
ACS Servicing (Thailand) Co., Ltd.
ACS Capital Corporation Limited
AEON Asset Management (Thailand)Company Limited

Relationship

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000--

308,045287,621--84,074

84,074--77,55775,134872
73,689960
60,797821
45,898960
48,871-

2,560

Subsidiary

Subsidiary

Subsidiary
Common ultimate
holding company
Major shareholder
Common ultimate
holding company
Common ultimate
holding company
Subsidiary
Common ultimate
holding company

3,166

-

866

936

820

884

-

-

45,11633,999750
78,47765,253

170,212160,714--

1,091,265

1,260,991

220,237---

343,876
564,113

-

-

-

5,880

-

-

-

-

78,466

81,131

4,640

5,197

4,640

5,197

4,640

5,197

1,717
84,82386,328

Subsidiary

Major shareholder
Common ultimate
holding company

Common ultimate
holding company

Subsidiary
Shareholder and one
common director
Subsidiary

-

-

246

38.2.2

Transactions with related parties for the years ended February 29, 2024
and February 28, 2023, are as follows:

Related parties

Revenues relating to securitizationtransaction (included in loan income)(see Note 33)
ATS Rabbit Special Purpose Vehicle
Company Limited
Collection income
ACS Capital Corporation Limited

Dividend income
ACSI (Thailand) Co., Ltd.
ACS Servicing (Thailand) Co., Ltd.

Other income
ACSI (Thailand) Co., Ltd.
ACS Servicing (Thailand) Co., Ltd.
ACS Capital Corporation Limited
AEON Asset Management (Thailand)Company Limited
AEON Specialized Bank (Cambodia) Plc.
AEON Leasing Service (Lao) Co., Ltd.
AEON Microfinance Myanmar
Company Limited
ACS Trading Vietnam Co., Ltd.
AEON (Cambodia) Company Limited

Operating and administrative expenses
Collection service fee
ACS Servicing (Thailand) Co., Ltd.
ATS Rabbit Special Purpose Vehicle
Company Limited

OthersAEON Financial Service Co., Ltd.
AEON Credit Service Company
LimitedAEON Bank Ltd.
AEON (Thailand) Co., Ltd.
ATS Rabbit Special Purpose Vehicle
Company Limited
ACS Capital Corporation Limited
ACS Servicing (Thailand) Co., Ltd.
AEON Credit Service (Malaysia)
BHD.
ACS Credit Management Co., Ltd.

Others (continued)

Relationship

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended

For the years ended

February 29,

February 28,

February 29,

2024

2023

2024

February 28,
2023

Baht ’000

Baht ’000

Baht ’000

Baht ’000--

Subsidiary

Shareholder andone common director

555

280

111,814

121,582--

Subsidiary
Subsidiary--273,800
273,800

55,000148,000
203,000

Subsidiary
Subsidiary
Shareholder andone common director
Subsidiary

-

-

103
37,028520
27,230

5,843

1,788

2,787

-

-

2,659
10,765811
19,836

-

-

123

5,637

-

-

716

7,807

Subsidiary
Subsidiary

2,925

Subsidiary
Common ultimate
holding company
Common ultimate
holding company

Subsidiary
Subsidiary

Major shareholder
Common ultimate
holding company
Common ultimate
holding company
Common ultimate
holding company
Subsidiary
Shareholder andone common director
Subsidiary
Common ultimate
holding company
Common ultimate
holding company

2,621

9,151

2,621

9,151

989
6,535

14,99455,80373,779--559,619

540,557

-

-

3,086
562,705

544,067

169,071

166,871

103,997

113,132

6,091

23,802

952

5,613

6,316

9,604

4,679

7,343

10,986

12,592

10,93912,592--

43,91442,954

-

7
90

1,375

7
434

461

-

1,071

860

-

3,510

439
-

247

Related parties

AEON Compass Co., Ltd.
AEON Mall (Cambodia) Co., Ltd.

Finance costs
ATS Rabbit Special Purpose Vehicle
Company Limited
AEON Bank Ltd.
AEON Financial Service Co., Ltd.
AEON Mall (Cambodia) Co., Ltd.

Relationship

CONSOLIDATEDSEPARATE

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

For the years ended

For the years ended

February 29,

February 28,

February 29,

2024

2023

2024

2023

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Common ultimate
holding company
Common ultimate
holding company

132

-

132

February 28,

-

4,931

-

199,039

214,190

164,710

183,448--

268,481299,947

16,955
11,691

7,646
12,525---

Subsidiary
Common ultimate
holding company
Major shareholder
Common ultimate
holding company

556

-

-

-

29,202

20,171

268,481299,947-

264,000
482,900

249,600
456,560

264,000
482,900

249,600
456,560

121,000

114,400

121,000

114,400

867,900

820,560

867,900

820,560

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 29, 2024 and February 28,
2023 includes computer fee, Finance and Accounting operation
services fee and Human Resource Management service fee charged to
ACS Capital Corporation Limited, ACSI (Thailand) Co., Ltd., ACS
Servicing (Thailand) Company Limited and AEON Asset Management(Thailand) Company Limited as stated in the agreement which theservice fees are based on a cost-plus basis.

-

Revenues relating to securitization transactions are determined by theCompany and subsidiaries in accordance with securitization projects(see Note 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.

248

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 Group consist 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 29, 2024 andFebruary 28, 2023 are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

For the year ended February 29, 2024
Retail finance services

Other businesses

Elimination

Total

Baht ’000

Baht ’000-

21,965,263

Domestic

Foreign

Domestic

Baht ’000

Baht ’000

Baht ’000

Revenue from external customers

19,552,996

1,353,399

1,058,868

Inter - segment revenues (reversal)

441,643(1,977)439,731(879,397)

19,994,639

1,351,422

1,498,599(879,397)

21,965,263

7,385,305

750,869

672,650(598,267)

8,210,557

131,035

24,11427,963-

Revenues-

Expenses
Operating and administrative expenses
Directors and managements’ remuneration

183,112(Gain) loss on sale and write-off of leasehold
improvement and equipment and intangible
8,234

(101)

(2)

Total expenses

assets other than goodwill

7,524,574

774,882

700,611-

Finance costs

1,939,637

229,192

2,345(9,308)2,161,866

Expected credit loss (reversal)

7,167,095

73,347(226)-

7,240,216

Profit before income tax

4,161,381(598,267)

3,363,333

274,001

795,869(271,822)

Income tax expenses

745,634

48,97728,914-

Profit for the year

2,617,699

225,024

766,955(271,822)

8,131
8,401,800

823,525
3,337,856

249

CONSOLIDATED FINANCIAL STATEMENTS

For the year ended February 28, 2023
Retail finance services

Other businesses

Domestic

Foreign

Domestic

Baht ’000

Baht ’000

Baht ’000

Elimination

Total

Baht ’000

Baht ’000-

22,331,665

Revenues
Revenue from external customers
Inter - segment revenues

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-

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

39.2 Financial position classified by business as at February 29, 2024 and February 28,
2023 are as follows:
CONSOLIDATED FINANCIAL STATEMENTS

As at February 29, 2024
Retail finance services

Trade and other receivables

Other businessElimination

Total

Baht ’000

Baht ’000

Baht ’000

257,450(127,301)

83,550,440

Domestic

Foreign

Domestic

Baht ’000

Baht ’000

77,717,079

5,703,212

Leasehold improvement and equipment andintangible assets other than goodwill

1,121,006

210,095

55,979(6,942)

1,380,138

7,966,664

396,916

598,872(1,394,500)

7,567,952

Total assets

86,804,749

6,310,223

912,301(1,528,743)

92,498,530

Total liabilities

62,506,965

5,006,621

162,931(239,786)

67,436,731

Other assets

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

79,698,518

4,577,732

299,428

Elimination

Total

Baht ’000

Baht ’000(171,512)

84,404,166

Leasehold improvement and equipment andintangible assets other than goodwill

1,230,470

153,60369,420(6,942)

1,446,551

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

Other assets

250

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.

251

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.

252

The following tables are the information regarding cross currency and interest
rate swap contracts and interest rate swap contracts as at February 29, 2024 andFebruary 28, 2023, and their related hedged items.

Hedge instruments

Contract
interest
rate

% per
annum
Cash flow hedges
Cross currency and interest rate
swap contracts
JPY currency
Less than 1 year
1 to 5 years

CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS
As at February 29, 2024
Notional principal value
Change in fair value Carrying amount ofused
the hedging
for calculating
instrument
hedge
assets/(liabilities)
ineffectivenessForeigncurrency
Million

Functional
currency
Baht ’000

Baht ’000

Baht ’000

0.67
0.40 - 0.85

2,504.24
26,398.95

608,452
6,414,127
7,022,579-(115,313)(991,760)(1,107,073)

USD currency
Less than 1 year
1 to 5 years

6.36 - 6.80
4.82 - 6.71

140.00469.105,053,426
16,932,587
21,986,013-

355,228
647,285
1,002,513

Interest rate swap contracts
THB currency
Less than 1 year
1 to 5 years

3.11 - 3.38
3.27

4,000,000
3,000,000
7,000,000
36,008,592

-

4,199
(36,714)(32,515)(137,075)

Hedge instruments

Contract
interest
rate

% per
annum
Cash flow hedges
Cross currency and interest rate
swap contracts
JPY currency
Less than 1 year
1 to 5 years-

CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS
As at February 28, 2023
Notional principal value
Change in fair value Carrying amount ofused
the hedging
for calculating
instrument assets
hedge
ineffectivenessForeigncurrency
Million

Functional
currency
Baht ’000

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-

253

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 29, 2024
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(242,492)--(13,730)
237,729

USD currency(183,276)--

12,016-(49,929)

Finance costs
Other income(14,209)

Finance costs(16,106)-

Other income(13,026)-

Finance costs

Interest rate swap contracts
THB currency
Total(4,491)-(430,259)--

144,938(2,193)

254

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(550,141)--

11,107642,629

USD currency

1,180,222--

13,409-(137,071)

Finance costs
Other income(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

255

40.3

Credit risk management
Note 5.4 and Note 9 provide details of the maximum exposure to credit risk, andNote 3.2.2 and Note 3.7 provide details of the measurement bases used to determine
expected credit loss of the Group and the Company.
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 bycustomer. Limits and scoring attributed to customers 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 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 29, 2024 and February 28, 2023, the Group’s and theCompany’s maximum exposure to credit risk without taking into accountany collateral held or other credit enhancements, which will cause a financial
loss to the Group and the Company due to failure to discharge an obligationby the counterparties 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

Basis for recognizing
ECL
12-month ECL

Low credit risk
receivables (Stage 1)

The counterparty has a low risk of default and does
not have any past-due amounts

Significant increase incredit risk receivables(Stage 2)

Amount is > 30 days past due or there has been asignificant increase in credit risk since initialrecognition

Lifetime ECL not credit-impaired

Default receivables incredit risk (Stage 3)

Amount is > 90 days past due or there is evidence
indicating the asset is credit-impaired

Lifetime ECL credit-impaired

Purchased or originatedcredit-impaired assets

Non-performing receivables purchased from financial
institutions and credit service companies

Write-off

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

Cumulative changes inlifetime ECL sinceinitial recognition
Amount is written-off

256

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 29, 2024
External
Basis for recognizing ECL
credit rating

Trade receivables

5

N/A

Fixed deposits at banks under obligations
Loans from purchase of accounts receivable

7
9

N/A
N/A

12-month ECL
Lifetime ECL
12-month ECL
Cumulative changes inlifetime ECL since initialrecognition

Gross carrying
amount
Baht ’000

Allowance for
ECL
Baht ’000

Net carrying
amount
Baht ’000

83,792,052
7,512,591
38,275(3,748,439)(4,539,529)-

80,043,613
2,973,062
38,27569,381
91,412,299(45,174)(8,333,142)

24,207
83,079,157

Gross carrying
amount
Baht ’000

Allowance for
ECL
Baht ’000

Net carrying
amount
Baht ’000

85,031,652
8,905,327
144,216(4,397,716)(5,727,542)-

80,633,936
3,177,785
144,216

12,62394,093,818(10,125,258)

12,62383,968,560

CONSOLIDATED FINANCIAL STATEMENTS

Notes

As at February 28, 2023
External
Basis for recognizing ECL
credit rating

Trade receivables

5

N/A

Fixed deposits at banks under obligations
Loans from purchase of accounts receivable

7
9

N/A
N/A

12-month ECL
Lifetime ECL
12-month ECL
Cumulative changes inlifetime ECL since initialrecognition

257
SEPARATE FINANCIAL STATEMENTS

Notes

As at February 29, 2024
External
Basis for recognizing ECL
credit rating

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

78,326,899
6,919,805
85,86285,332,566(3,623,373)(4,214,070)(7,837,443)

74,703,526
2,705,735
85,86277,495,123

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

SEPARATE FINANCIAL STATEMENTS

Notes

As at February 28, 2023
External
Basis for recognizing ECL
credit rating

Trade receivables

5

N/A

Long-term loan to a subsidiary

8

N/A

12-month ECL
Lifetime ECL
12-month ECL

258

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 withagreed repayment periods. The tables have been drawn up based on theundiscounted cash flows of financial liabilities based on the earliest 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 that interest cash flows
are floating rate, the undiscounted amount is derived from interest 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 29, 2024 and February 28, 2023, financial assets and liabilitiesof the Group and the Company are classified based on contractual maturities
as follows:At call
Baht ’000

CONSOLIDATED FINANCIAL STATEMENTS
As at February 29, 2024
Less than 1
1 - 5 years
More thanNo maturiyyear
5 years
Baht ’000
Baht ’000
Baht ’000
Baht ’000

Total
Baht ’000

Financial assets
2,796,656

-

-

-

-

2,796,656

Trade receivables

Cash and cash equivalents-

78,836,213

4,180,462--

83,016,675

Other receivables-

509,062

24,703--533,765--

38,275--38,275

Fixed deposits at banks underobligations
Loans from purchase of accounts
receivable

-

1,590

22,617--

24,207

Derivative assets-

1,027,407

377,276--

1,404,683

-

-

-

-

14,471

14,471-

216,000

216,000-

230,471

88,044,732

Investment in equity securities
designated at fair value throughprofit or loss
Investment in equity security
designated at fair value throughother comprehensive income
Total financial assets

-

-

-

2,796,656

80,374,272

4,643,333

CONSOLIDATED FINANCIAL STATEMENTS
As at February 29, 2024

259

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

2,682,231

Financial liabilities
Bank overdrafts andshort-term borrowings fromfinancial institutions-

2,682,231---

Trade payables-

84,862---

84,862Other payables-

1,132,249---

1,132,249

Interest payable-492,757---

492,757

Long-term borrowings-

16,960,051

34,335,585--

51,295,636

Long-term debentures-

2,487,424

5,965,785--

8,453,209

Derivative liabilities-

399,465

1,142,293--

1,541,758

Lease liabilities-

377,206

314,334--

691,540Subordinated borrowings

-

2,441

81,633--84,074-

24,618,686

41,839,630--

66,458,316

No maturiy

Total

Baht ’000

Total financial liabilities

CONSOLIDATED FINANCIAL STATEMENTS
As at February 28, 2023
At callLess than 1

1 - 5 years

year
Baht ’000

More than
5 years

Baht ’000

Baht ’000

Baht ’000

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

5,062

-

-

-

-

144,000

144,000

3,816,356

82,233,394

4,059,696-

149,062

90,258,508

4,485,424

Investment in equity securities
designated at fair value throughprofit or loss
Investment in equity security
designated at fair value throughother comprehensive income
Total financial assets
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

Total financial liabilities

SEPARATE FINANCIAL STATEMENTS
As at February 29, 2024

260

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

2,038,586

-

-

-

-

2,038,586-

75,336,612

2,072,649--

77,409,261

Other receivables-

381,926

24,703--406,629

Long-term loan to a subsidiary-

28,621

57,241--85,862

Trade receivables

Seller loan in Special Purpose
Vehicle for securitization-

308,045---

308,045

Derivative Assets-

1,027,407

377,276--

1,404,683

-

-

-

-

14,471

14,471----

216,000

216,000-

2,441

81,633--

2,038,586

77,085,052

2,613,502-

230,471

81,967,611

500,000

Investment in equity securities
designated at fair value throughprofit or loss
Investment in equity security
designated at fair value throughother comprehensive income
Subordinated lendings
Total financial assets

84,074

Financial liabilities
Bank overdrafts andshort-term borrowings fromfinancial institutions-

500,000---

Trade payables-

49,893---49,893

Other payables-

1,084,921---

1,084,921

Interest payable-472,741---

472,741

Long-term borrowings-

16,960,051

31,879,059--

48,839,110

Long-term borrowings under
securitization project--

1,091,265--

1,091,265

Long-term debentures-

1,998,985

5,802,520--

7,801,505

Derivative liabilities-

399,465

1,142,293--

1,541,758

Lease liabilities-

330,582

273,790--

604,372

Total financial liabilities-

21,796,638

40,188,927--

61,985,565

261

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 security
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

40.5

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

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.

262

Gearing ratio
The gearing ratio as at February 29, 2024 and February 28, 2023 is as follows:

Debt
Cash and cash equivalents
Net debt
EquityNet debt to equity ratio

CONSOLIDATEDFINANCIAL STATEMENTS

SEPARATE
FINANCIAL STATEMENTS

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

As at
February 29,
2024
Baht ’000

As at
February 28,
2023
Baht ’000

67,436,731(2,796,656)
64,640,075
24,472,361
2.64

71,858,606(3,816,356)
68,042,250
22,821,480
2.98

62,873,932(2,038,586)
60,835,346
24,354,207
2.50

67,353,464(2,159,810)
65,193,654
22,690,443
2.87

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 of allowancefor expected credit loss.

-

Long-term loan to a subsidiary: fair value is estimated based on the discounted
cash flows using market interest rate.

-

Investments 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 security designated at fair value through other comprehensive
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 29, 2024 and February 28, 2023:

263

CONSOLIDATED FINANCIAL STATEMENTS

As at February 29, 2024
Carrying amountFVTPL - derivatives

Fair value

FVTOCIFVTPL - designated

Amortized cost

Fair value

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Cash and cash equivalents

-

-

-

2,796,656

2,796,656

Level 2

Trade receivables

-

-

-

83,016,675

83,016,675

Level 3designated in hedge relationships

hierarchy
Baht ’000

Financial assets

Other recievables

-

-

-

533,765

533,765

Level 3Fixed deposits at banks under obligations

-

-

-

38,27538,275

Level 3Loans from purchase of accounts receivable

-

-

-

-

-

Derivative assets
Investments in equity securities designated at fair value through profit or loss

1,404,683--

24,207

14,471

24,207

Level 3-

1,404,683

Level 2-

14,471

Level 3

216,000

Level 3

Investment in equity security designated at fair value through othercomprehensive income-

216,000
1,404,683

Total financial assets-

216,000

14,471

86,409,578

88,044,732

Financial liabilities
Bank overdrafts and short-term borrowings
from financial institutions

-

-

-

2,682,231

2,682,231

Level 2

Trade payables

-

-

-

84,862

84,862

Level 3

Other payables

-

-

-

1,132,249

1,132,249

Level 3

Interest payable

-

-

-

492,757

492,757

Level 3Long-term borrowings

-

-

-

51,295,636

51,183,726

Level 2Long-term debentures

-

-

-

8,453,209

8,438,392

Level 2-

1,541,758

Level 2

691,540

Level 3
Level 3

Derivative liabilities

1,541,758

Lease liabilities-

Subordinated borrowings-

Total financial liabilities

1,541,758

-

-

-

-

-

-

84,074

84,074--64,916,558

66,331,589

691,540

264

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
Investments 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 security 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 borrowings
Level 2from 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

265

SEPARATE FINANCIAL STATEMENTS

As at February 29, 2024
Carrying amountFVTPL - derivatives

Fair value

FVTOCIFVTPL - designated

Amortized cost

Fair value

Baht ’000

Baht ’000

Baht ’000

Baht ’000

Cash and cash equivalents

-

-

-

2,038,586

2,038,586

Level 2

Trade receivables

-

-

-

77,409,261

77,409,261

Level 3
Level 3designated in hedge relationships

hierarchy
Baht ’000

Financial assets

Other recievables

-

-

-

406,629

406,629

Long-term loan to a subsidiary

-

-

-

85,86284,008

Level 2

Seller loan in Special Purpose Vehicle for securitization

-

-

-

308,045

308,045

Level 3--

Derivative assets
Investments in equity securities designated at fair value through profit or loss

1,404,683--

14,471-

1,404,683

Level 2-

14,471

Level 3

Investment in equity security designated at fair value through othercomprehensive income
Subordinated lendings-

216,000-

Total financial assets

1,404,683--

216,000

Level 384,074

84,074

Level 380,332,457

81,965,757

216,000

14,471

Financial liabilities
Bank overdrafts and short-term borrowings
from financial institutions

-

-

-

500,000

500,000

Level 2

Trade payables

-

-

-

49,89349,893

Level 3
Level 3

Other payables

-

-

-

1,084,921

1,084,921

Interest payable

-

-

-

472,741

472,741

Level 3Long-term borrowings

-

-

-

48,839,110

48,727,201

Level 2Long-term borrowings under securitization project

-

-

-

1,091,265

1,091,265

Level 3Long-term debentures

-

-

-

7,801,505

7,786,688

Level 2---

1,541,758

Level 2--604,372

604,372

Level 3--60,443,807

61,858,839

Derivative liabilities
Lease liabilities
Total financial liabilities

1,541,758
1,541,758

266

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 3Long-term loan to a subsidiary

-

-

-

111,960

110,357

Level 2

Seller loan in Special Purpose Vehicle for securitization

-

-

-

287,621287,621

Level 3---

1,732,085

Level 2-

5,062

Level 3

Derivative assets
Investments in equity securities designated at fair value through profit or loss

1,732,085
-

-

5,062

Investment in equity security 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-term borrowings
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

267

41.

42.

CREDIT FACILITIES AND LETTERS OF GUARANTEE

41.1

As at February 29, 2024 and February 28, 2023, 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 29, 2024 and February 28, 2023, the Company has unused overdraft
facilities with various banks totaling Baht 1,590 million and Baht 3,090 million,
respectively. Such overdraft facilities are unsecured.

41.3

As at February 29, 2024 and February 28, 2023, the Company has a bank’s letter ofguarantee issued to suppliers for guarantee payment of Baht 0.50 million. Such letterof guarantee is unsecured.

41.4

As at February 29, 2024 and February 28, 2023, a subsidiary has letters of guarantee
issued by banks in the amounts of Baht 2.03 million and Baht 1.78 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 PublicCompany 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 setting up a special purpose vehicle for the
securitization project, the purpose of securitization through the establishment ofa special purpose vehicle in a 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 the meeting 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
Rabbit Special 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 the Initial 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 and responsibilities of both parties.
Moreover, the Receivables Sale and Purchase Agreement also set out the terms andconditions in respect of the resale and repurchase of the Ineligible Receivables andDefaulted 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 theCompany (as a transferor and servicer) to provide certain administration services(including record keeping and producing written reports relating to the Collections), toact as the collection agent and other services for loans receivable in relation to thePurchased Receivables. In addition, the Servicing Agreement also set out other relevantterms, such as the scope of the services, the payment of service fees, the termination of
the appointment of theServicer and the Back-up Servicer appointment of the substituteservicer.

268

43.

SALE OF WRITTEN-OFF RECEIVABLES

43.1

On June 28, 2018, the Company sold written-off receivables under loan agreements andcredit card agreements to ACS Servicing (Thailand) Company Limited (the “buyer”), a
subsidiary, with the purchase price of Baht 31.52 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 respect of the sales, assignment andconveyance of the Company’s rights, title, claim, obligation, liability and interest in thewritten-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 thepayment in full from the buyer. However, the Group has retained substantially all of therisks and rewards of the assets transferred to 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 0.50 million and Baht 0.44 million as bad
debt recovery in the consolidated and separate statements of profit or loss for the years
ended February 29, 2024 and February 28, 2023, respectively, and recorded outstanding
deferred revenue of Baht 20.82 million and Baht 21.32 million as other current liabilities
in the separate statement of financial position as at February 29, 2024 and February 28,
2023, 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
the portfolio 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 such loans
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” withthe buyer. 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 October 28, 2019, which is the closing date as specified in theagreement, 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 0.90
million and Baht 0.89 million as bad debt recovery in the consolidated and separate
statements of profit or loss for the years ended February 29, 2024 and February 28, 2023,
respectively, and recorded outstanding deferred revenue of Baht 52.98 million and Baht
53.88 million as other current liabilities in the separate statements of financial position
as at February 29, 2024 and February 28, 2023, respectively.

269

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
the portfolio 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 such loans
receivable to a third-party.
43.3

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,
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 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 recognized gainon sale of written-off receivables totaling Baht 104.98 million in the consolidated andseparate statements of profit or loss for the year 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.
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.

270

43.4

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 110.40 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 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 ofwritten-off receivables totaling Baht 110.40 million in the consolidated and separate
statements of profit or loss for the year ended February 28, 2023,
and recorded outstanding receivables of Baht 37.26 million as other receivables in the
consolidated and separate statements of financial positions as at February 29, 2024 (asat February 28, 2023 : Baht 86.93 million).
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.
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.

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 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 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 payment in full from the buyer. The Company has alreadyrecognized gain on sale of written-off receivables totaling Baht 57.23 million in the
consolidated and separate statements of profit or loss for the year ended February 28,
2023.

271

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.
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.
43.6

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 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 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 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 ofwritten-off receivables totaling Baht 108.98 million in the consolidated and separate
statements of profit or loss for the year ended February 28, 2023,
and recorded outstanding receivables of Baht 36.78 million as other receivables in the
consolidated and separate statements of financial positions as at February 29, 2024 (asat February 28, 2023 : Baht 85.83 million).
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.
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.

272

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 22.98 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 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
theinitialpayment
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
was on January 31, 2023. The Company has already recognizedgain on sale of written-off receivables totaling Baht 22.98 million in the consolidated
and separate statements of profit or loss for the year ended February 28, 2023,
and as at February 28, 2023, the Company 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.
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.

43.8

On July 31, 2023, 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 109.78 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 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 July
31, 2023, which is the closing date as specified in the agreement, the Company
received
theinitialpayment
of
Baht
10.98
million.
The buyer has agreed to pay the remaining amount of purchase price amounting to
Baht 98.80 million in 8 installments of Baht 12.35 million per each and last installment
will be on July 31, 2025. The Company has already recognized gain on sale of writtenoff receivables totaling Baht 109.78 million in the consolidated and separate
statements of profit or loss for the year ended February 29, 2024, and recorded
outstanding receivables of Baht 74.10 million as other receivables in the consolidated
and separate statements of financial positions as at February 29, 2024.

273

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 thebuyer did not have lawful title over loans receivable or loan agreements are not legal as
specified in the agreement. However, the Company believed thatsuch damage was not significant, therefore, the Company had not recorded such claimin the financial statements for the years ended February 29, 2024.
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.
43.9

On July 31, 2023, the Company sold written-off receivables under loan agreements andcredit card agreements by a bidding process to an unrelated local company(the “buyer”) with the purchase price of Baht 30.60 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 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 July
31, 2023, which is the closing date as specified in the agreement, the Company
received
theinitialpayment
of
Baht
9.18
million.
The buyer has agreed to pay the remaining amount of purchase price amounting to
Baht 21.42 million in 2 installments of Baht 10.71 million per each and last installment
was on September 29, 2023. The Company has already recognized gain on sale ofwritten-off receivables totaling Baht 30.60 million in the consolidated and separate
statements of profit or loss for the year ended February 29, 2024,
and as at February 29, 2024, the Company 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 periodin 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 thatsuch damage was not significant, therefore, the Company had not recorded suchclaim in the financial statements for the years ended February 29, 2024.
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.

274

43.10 On July 31, 2023, the Company sold written-off receivables under loan agreements andcredit card agreements by a bidding process to an unrelated local company(the “buyer”) with the purchase price of Baht 26.72 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 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 July
31, 2023, which is the closing date as specified in the agreement, the Company
received
theinitialpayment
of
Baht
4.47
million.
The buyer has agreed to pay the remaining amount of purchase price amounting to
Baht 22.25 million in 5 installments of Baht 4.45 million per each and last installment
was on December 29, 2023. The Company has already recognizedgain on sale of written-off receivables totaling Baht 26.72 million in the consolidated
and separate statements of profit or loss for the year ended February 29, 2024,
and as at February 29, 2024, the Company 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 29, 2024.
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.

COMMITMENT

The Company has entered into a professional service agreement with a local non-relatedcompany (the “Service provider”) to receive system implementation services and otherservices as specified in agreement. The agreement is for the period from June 8, 2023 to
October 31, 2025 and the total agreement value is Baht 154.05 million. As at February 29,
2024, the remaining value of the agreement is Baht 123.76 million which will be paid by
the Company to the service provider according to work progress as specified in the agreement.
45.

APPROVAL OF FINANCIAL STATEMENTS

These financial statements were authorized for issuance by the Company’s Board of Directors
on April 9, 2024.

275

11
Attachments

276
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

61

Education Background

Bachelor Degree of Business
Administration, Yokohama
National University, Japan

Training/Seminar- 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- AEON Group ASEAN Compliance Training for Executives- Understanding “AFS Group Our purpose”

Shareholding(%)(29/02/24)

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

Executive Director

2011

Executive Officer

Related Company Management Department of
AEON Credit Service Co., Ltd.

2012Group Control andAccounting Officer
General Manager
of Administration
Division
Executive Director
Managing Director
and General
Manager of Asean
Division
Director andManaging
Executive Officer
Chairman

AEON Co., Ltd.

2012

2013
2019

2021 – Present

2021 - Present

Join to AEON Credit Service Co., Ltd.
AEON Credit Service 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.

277

Name – Surname
Position

Age(Years)Mr. Tsutomu Omodera
Vice Chairman of the Board
and Managing Director(Authorized Director)
Appointed effective on
24 June 2020

60

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(%)(29/02/24)
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

AEON Bank, Ltd.,AEON Credit Service Co., Ltd.
AEON Credit Service Co., Ltd.

2019

Non-Executive
Director

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.

2020-Present

AEON Specialized Bank (Cambodia) PLC

Other listed company
None
Other non-listed company
2021-February Non-Executive
2024
Director

Rabbit Cash Company
Limited278

Name – Surname
Position

Age(Years)Ms. Suporn Wattanavekin1
Director(Authorized Director)
Appointed effective on
18 February 2000

60

Education Background

Master Degree in Business
Administration
National Institute ofDevelopment Administration

Training/Seminar- Director Diploma Examination / IOD- Director Certification Program (DCP) / IOD- Capital Market Academy Greater Mekong Subregion- Ultra Wealth- AFS Group Director and Management Training Programme 2021
- Advanced Master of Management Program (AMM)- Digitalization Seminar for Director and Management- Legal Training for Directors and Managments- “New Era of Contact Center” for Director and Management seminar- FY2021 ASEAN “Compliance Training for Executives” (Virtual 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 for Management level Training- The 54th AEON Top Seminar- AEON Group ASEAN Compliance Training for Executives- Understanding “AFS Group Our purpose”- Annual Training 2023 (AEON Code of conduct & Corporate Complianceknowledge)- MarTech for Digital Marketing Leaders Program- Unlock The Power of AI- Link Innovation* This report excludes Employee Joint Investment Program (EJIP)

Shareholding(%)(29/02/24)

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

Aeon Thailand Foundation / Foundation

Other listed company
2020 - 2023

Vice Chairmanof the Board
Other non-listed company
None

Global Consumer PLC/ Packaging Industry

279

Name – Surname
Position
Mr. Nuntawat Chotvijit
Director- Appointed effective on
12 June 2014

Age
(Years)54

Education Background

Master of Business
Administration
Griffith University
Australia

Training/Seminar- AFS Group Director and Management Training Programme 2021
- Digitalization Seminar for Director and Management.
- Legal Training for Directors and Managments.
- 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 for Management level Training- The 54th AEON Top Seminar- AEON Group ASEAN Compliance Training for Executives- Understanding “AFS Group Our purpose”- Annual Training 2023 (AEON Code of conduct & Corporate Complianceknowledge)- MarTech for Digital Marketing Leaders Program- Unlock The Power of AI* This report excludes Employee Joint Investment Program (EJIP)

Shareholding(%)(29/02/24)
None*

FamilyRelationshipwith
Directors andExecutives
None

Working Experience for the last 5 years
Time Period

Position

Organization/Company/Type of business

Aeon Group2009 – 2010

Senior Vice
President

AEON Thana Sinsap (Thailand) PLC / Retail
Finance2011 – 2014

Senior Vice
President
Director

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

2014 –
Present
2015 – 20162016 –
Present
2018 Present
June 2021 –Present
2015 - Present

Director
Chairman of theboard
Member of council
Chairman of the
Board
Director

ATS Rabbit Special Purpose Vehicle Company
Limited

Other listed company
None
Other non-listed company
2010 - 2011Marketing Director

Focus Media Communication Company Limited
/CCTV

280

Name – Surname
Position

Age(Years)Ms. Suriporn Thammawatid
Director- Appointed effective on
22 June 201855

Education Background

Master of Management
Srinakharinwirot University

Training/Seminar- AFS Group Director and Management Training Programme 2021
- Digitalization Seminar for Directors and Management- Legal Training for Directors and Management- "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 for Management level Training- The 2nd Sustainability Training Course FY2022 by AFS- Directors Certification Program (DCP)- The 54th AEON Top Seminar- AEON Group ASEAN Compliance Training for Executives- Understanding “AFS Group Our purpose”- Annual Training 2023 (AEON Code of conduct & Corporate Complianceknowledge)- MarTech for Digital Marketing Leaders Program- Unlock The Power of AI* This report excludes Employee Joint Investment Program (EJIP)

Shareholding(%)(29/02/24)

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

281

Name – Surname
Position

Age(Years)

Education Background42
Master of Business
Mr. Kazumasa Oshima
Administration (Finance)
Director and Chief Financial Officer
National Institute of(CFO)
Development- Appointed to be CFO
Administration
effective on
1 December 2018
Bachelor Degree ofSociology- Appointed to be Director
Hosei University, Japaneffective on 21 June 2019
Training/Seminar- Business Analyst through Financial Statements / Federation of Accounting
Professions- TLCA CFO Professional Development Programe / TLCA
- TFRS version 2019 & 2020: Practical Implication / Deloitte Touche
Tohmatsu Jaiyos Co., Ltd.
- E-Learning CFO's Refresh Course/ The Stock Exchange of Thailand- AFS Group Director-Management Training Programe 2021
- CFO Refresher 2/2564, 3/2565 (ESG), 2023
- TLCA CFO Professional Development Programe (TLCA CFO CPD) No.
5/2564 "Fraud & Cyber Risk" / TLCA
- Digitalization Seminar for Directors and Management3/2565- Legal Training for Directors and Managements- "New Era of Contact Center" for Director and Management seminar- FY2021 and FY2022 ASEAN "Compliance Training for Executives" (Virtual
Learning)- Director Certificate Program (DCP) / IOD, DLCP 12/2023- 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]- The 54th AEON Top Seminar- AEON Group ASEAN Compliance Training for Executives- Understanding “AFS Group Our purpose”-.Annual Training 2023 (AEON Code of conduct & Corporate Complianceknowledge)- MarTech for Digital Marketing Leaders Program- Unlock The Power of AI* This report excludes Employee Joint Investment Program (EJIP)

Shareholding(%)(29/02/24)
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)

282

Name – Surname

Mr. Junichi Iwakami
Director
Information Technology andService Department- Appointed effective on
24 June 2021

Age
(Years)64

Education Background

Bachelor of Economics,
Department of Political Scienceand Economics,
Waseda University
Japan

Training/Seminar- AFS Group Director and Management Training Programme 2021
- Digitalization Seminar for Directors and Management- Legal Training for Directors and Managments.
-“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- 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- The 54th AEON Top Seminar- AEON Group ASEAN Compliance Training for Executives- Understanding “AFS Group Our purpose”- Annual Training 2023 (AEON Code of conduct & Corporate Complianceknowledge)- MarTech for Digital Marketing Leaders Program

Shareholding(%)(29/02/24)

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
Director

AEON Thana Sinsap (Thailand) PLC / Retail
Finance

Aeon Group

June 2021 Present

Other listed company
None
Other non-listed company
None

AEON Thana Sinsap (Thailand) PLC / Retail
Finance283

Name – Surname

Mr. Chatchaval Jiaravanon
Director- Appointed effective on
18 February 2000

Age
(Years)

Education Background

61

Bachelor of Science inBusiness Administration
University of Southern
California
USA
Training/Seminar- Director Accreditation Program (DAP) 2008 / IOD- Corporate Governance for Capital Market Intermediaries (CGI) 2016/ IOD

Shareholding(%)(29/02/24)
5.88%

FamilyRelationshipwith
Directors andExecutives
None

Working Experience for the last 5 years
Time Period

Position

Organization/Company/Type ofbusiness

Aeon Group
2000 – Present

Director

AEON Thana Sinsap (Thailand)
PLC / Retail Finance2007 – 2018

Director

2019 - Present

Vice Chairman of the Board of
Directors and Treasurer

Aeon Thailand Foundation /Foundation
Aeon Thailand Foundation /Foundation

Other listed company
1993 – 2023
2003 – Present
2020 - Present
2002 – Present2013 - Present
2014 – Present2017 - Present2013 – Present
2016 - Present
2021 – Present

Director and Managing
Director
Independent Director/Memberof Audit Committee
Member of Compensation and
Nomination Committee
Director
Chairman
Director/Member of Executive
Committee
Chairman of Risk
Management Committee
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

284

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)68

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 post-Covid Divergent World?” on Jul 29, 2021in Bangkok- Deloitte’s AI Ethics and Governance on August 19, 2021
- Thysse de Lange Limited’s seminar on Transfer Pricing Methods in Malaysia- Thailand Sustainable Development :Setting the Scene/SDG move, Ministry of
Health- The Study on Value of Audit with recommendations to improve audit quality andimprove Thai financial report organized by SEC and TFEC organized December 2,
2022- - The 54th AEON Top Seminar- AEON Group ASEAN Compliance Training for Executives- Understanding “AFS Group Our purpose”

Shareholding(%)(29/02/24)
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

285

Name – Surname

Dr. Mongkon Laoworapong
Independent Director and
Audit Committee member- Appointed effective on
22 June 2018

Age
(Years)54

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 and Investment (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 andmanagement of flood prevention of industrial plant / The Thai Institute of Chemical
Engineering and Applied Chemistry- Risk Management Program for Corporate Leaders (RCL) / IOD- Director Leadership Certification Program (DLCP)- The 54th AEON Top Seminar- AEON Group ASEAN Compliance Training for Executives- Understanding “AFS Group Our purpose”

Shareholding(%)(29/02/24)

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

Independent Directorand Audit Committee

Charoensin Asset Co., Ltd

2021 Present

Director

Quality Assurance Service Co.,Ltd.

2022 –
Present

Director

Computer Union Co., Ltd.

2022 –
Present
2022 –
Present
2023 –
Present
2024 Present

Director
Director

Union Textile Industries Public Company
LimitedComputer Union Systems Co., Ltd.

Director

Soldev Co., Ltd.

Audit committee

National Village and Urban Community
Fund Office286

Name – Surname

Mr. Ittinant Suwanjutha
Independent Director and
Audit Committee- Appointed effective on
24 June 2021

Age
(Years)48

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

Training/Seminar- Director Accreditation Program Class (DAP) 193/2022- Top Seminar Aeon
- Value of Audit- DAOL FORUM- Link Innovation- Aeon Policy and Aeon Top Seminar- The 54th AEON Top Seminar- AEON Group ASEAN Compliance Training for Executives- Understanding “AFS Group Our purpose”

Shareholding(%)(29/02/24)
None

FamilyRelationshipwith Directors
andExecutives
None

Working Experience for the last 5 years
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
Jan 2022 –Present

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.

Feb 2023 Present

Director

One Power Public Company Limited

Major Development Pcl

Blumenthal Richter & Sumet Ltd.

287

Name – Surname

Mr. Ryuichi Hasuo
Independent Director- Appointed effective on
24 June 2020

Age
(Years)71

Education Background

Master Degree of Department of
Physics
Faculty of Science, Kyushu University,
Japan

Shareholding(%)(29/02/24)
None

FamilyRelationshipwith Directors
andExecutives
None

Working Experience for the last 5 years
Time Period

Position

Organization/Company/Type ofbusiness

Aeon Group
2020 - Present

Independent
Director

AEON Thana Sinsap (Thailand) PLC /Retail FinanceTraining/Seminar- Corporate Governance Training
Other listed company
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

288

Name – Surname

Ms. Supannee Asawasuwan
Senior Executive Vice
President(Company Secretary)- Appointed effective on
21 September 2009Age
(Years)56

Education Background- Master of Business Administration
Eastern Michigan University- Bachelor Degree of Accounting
Assumption University- Certified Public Accountant (CPA)

Shareholding(%)(29/02/24)
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 2013

61

Master's Degree of Public
Administration
University of New Haven
USA

0.00008*

None

Senior Analyst

The Stock Exchange of Thailand

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
ACS Servicing (Thailand) PLC / Collection
Servicer

Aeon Group2009 – 2011
2011 – 20132013 – Present
2020 – April 2023

Senior Executive
Vice President
Director

Other listed company
None
Other non-listed company
None* This report excludes Employee Joint Investment Program (EJIP)

289

Name – Surname

Mr. Manavudhi Mingvanich
Senior Executive Vice
President- System Development
Department- Appointed effective on
21 August 2013

Age
(Years)56

Education Background

Bachelor Degree of Computer
ScienceRamkhamhaeng University

Shareholding(%)(29/02/24)
None*

FamilyRelationshipwith Directors
andExecutives
None

Working Experience for the last 5 years
Time Period

Position

Aeon Group
2004 – 20102010 – 2013

Assistant Vice
President
Vice President

2013 Present

Senior Executive Vice
President

Other listed company
None
Other non-listed company
None* This report excludes Employee Joint Investment Program (EJIP)

Organization/Company/Type ofbusiness

AEON Thana Sinsap (Thailand) PLC /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance290

Name – Surname

Mr. Tawatchai Peechapat
Senior Executive Vice President- I.T. Department- Appointed effective on
1 April 2018

Age
(Years)54

Education Background

Bachelor of Science(Applied Statistics)
King Mongkut’s Institute ofTechnology
Chaokhunthaharn Ladkrabang
CampusShareholding(%)(29/02/24)

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

49

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)

291

Name – Surname

Ms. Nadanong Chompong
Senior Executive Vice President- Legal Office- Appointed effective on
1 September 2021

Age
(Years)44

Education Background

LL.M. (Master of Laws)
University of Manchester,
UK

Shareholding(%)(29/02/24)
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
May 2022 - Present
August 2022 - Present
Mr. Alongkorn Sattabusaya
Senior Executive Vice President- Corporate Governance andControl- Appointed effective on
1 February 2022

55

Master Degree of Finance,
The university of Sydney,
Australia

None*

None

Aeon GroupJan 2015 - present

Non-executive
Director
Director

ACS Capital Corporation Limited
AEON Asset Management (Thailand)Co., Ltd.

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

50

Master Degree of
Economics, Kasetsart
University,
Thailand

None*

None

Aeon Group
2014-20162016-20182018-2022
2022-Present
Other listed company
None
Other non-listed company

None* This report excludes Employee Joint Investment Program (EJIP)

Executive Vice
President
Senior Executive
Vice President292

Name – Surname

Mr.Sitthipong Kanaraksunti
Head of Accounting(Chief Accountant)- Appointed effective on
1 October 2018

Age
(Years)52

Education Background

Master Degree in
Accounting,Thammasat University

Training/Seminar- Digitalization and challenge to accountant 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 of accounts- 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- Digital assets accounting in Digital economy era- 2023 Annual CFO Summit: Navigating a Changing Regulatory
Environment- TFRS for SMEs/PAEs VS Revenue tax regulations 3th/66- Tax problems from the Revenue Code with tax expert* This report excludes Employee Joint Investment Program (EJIP)

Shareholding(%)(29/02/24)
None*

FamilyRelationshipwith
Directors andExecutives
None

Working Experience for the last 5 years
Time Period
Aeon Group
June 2016 - Sep 2018

Oct 2018 - Feb 2023

Mar 2023 - Present

Position

Organization/Company/Type ofbusiness

Vice President

AEON Thana Sinsap (Thailand) PLC /Retail Finance

Executive Vice
President(Chief Accountant)Senior Executive
Vice President(Chief Accountant)

AEON Thana Sinsap (Thailand) PLC /Retail Finance

Other listed company
None
Other non-listed company
2013 – May 2016
Manager

AEON Thana Sinsap (Thailand) PLC /Retail FinanceIsuzu Motors International Operation(Thailand) Co.,Ltd.

293

Name – Surname

Mr. Virach Sithivaraporn
Senior Executive Vice President- Marketing Department- Appointed effective on 1 March
2023

Mr. Chikafusa Nagai
Senior Executive Vice President- Information & Technology- Appointed effective on 30
August 2023

Mr. Tsukada Hideki
Senior Executive Vice President- Digital Marketing &Sustainability- Appointed effective on
1 November 2023

Age
(Years)50

54

49

Education Background

Master's Degree ofInternational Business,
Mount Vernon College
Affiliated by George
Washington University

Bachelor Degree ofBusiness Administration,
Kwansei Gakuin University

Bachelor Degree ofTransportation
Engineering,
NIHON University

Shareholding(%)(29/02/24)
None*

None*

None*

FamilyRelationshipwith
Directors andExecutives
None

None

None

Working Experience for the last 5 years
Time Period
Aeon Group2015 - 2017

Position

Organization/Company/Type ofbusiness

Vice President

AEON Thana Sinsap (Thailand) PLC /Retail Finance2017 - 2023

Executive Vice
President

AEON Thana Sinsap (Thailand) PLC /Retail Finance2023 - Present

Senior Executive
Vice President

AEON Thana Sinsap (Thailand) PLC /Retail Finance

Other listed company
None
Other non-listed company
None
Aeon GroupDec 2019 – Apr 2021
Head of IT Division
Senior Manager of
Apr 2021 - Aug 2023
Group IT Strategy
Dept.
Senior Executive
Aug 2023 - Present
Vice President
Other listed company
None
Other non-listed company
Nov - 2021 – Aug 2023
Director General
Manager(concurrently serveas AFS Senior
Manager)
Aeon Group2021-2023
General Manager
2013-2021

General Manager

2023 - Present

Senior Executive
Vice President

AEON Co.(M)Bhd.,Malaysia / Retail
AEON Financial Service Co.,Ltd.(AFS)/
Financial Services
AEON Thana Sinsap (Thailand) PLC /Retail FinanceFujitsu Credit Service Systems(Tianjin)
Co.,Ltd./ System development andmaintenance services

AEON Financial Service (Japan) / Retail
Finance
AEON Credit Service ASIA (Hong Kong) /Retail Finance
AEON Thana Sinsap (Thailand) PLC /Retail Finance

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)

294
Head of Accounting

Name-Surname
Position

Age(Years)Mr. Sitthipong Kanaraksunti
Head of Accounting(Chief Accountant)- Appointed effective on
1 October 201852

Education Background

Master Degree in Accounting,Thammasat University

Training/Seminar- Digitalization and challenge to accountant 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 of accounts- 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- Digital assets accounting in Digital economy era- 2023 Annual CFO Summit: Navigating a Changing Regulatory
Environment- TFRS for SMEs/PAEs VS Revenue tax regulations 3th/66- Tax problems from the Revenue Code with tax expert* This report excludes Employee Joint Investment Program (EJIP)

Shareholding(%)(29/02/24)
None*

FamilyRelationshi
p withDirectors
andExecutives
None

Working Experience for the last 5 years

Time-Period

Position

Organization/Company/Type ofbusiness

Aeon Group
June 2016 - Sep
2018

Vice President

AEON Thana Sinsap (Thailand) PLC /Retail FinanceOct 2018 - Feb 2023

Executive Vice
President(Chief Accountant)

AEON Thana Sinsap (Thailand) PLC /Retail FinanceMar 2023 - Present

Senior Executive
Vice President(Chief Accountant)

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.

295
Company Secretary
Name-Surname
Position

Age(Years)Ms. Supannee Asawasuwan
Senior Executive Vice
President(Company Secretary)- Appointed effective on
21 September 2009

56

Education Background- Master of Business
Administration
Eastern Michigan University- Bachelor Degree of
Accounting
Assumption University- Certified Public Accountant(CPA)
Training/Seminar- Advances for Corporate Secretary Program

Shareholding(%)(29/02/24)
0.0025*

FamilyRelationshi
p withDirectors
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 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
None
Other non-listed company
1997 - 2001

* This report excludes Employee Joint Investment Program (EJIP)

Senior Analyst

The Stock Exchange of Thailand

296

Mr. Hideki Tsukada

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 in subsidiaries and affiliated companies as of February 29, 2024

The company that holds shares in Aeon Thana Sinsap (Thailand) Co., Ltd.
AEON Financial Service Co., Ltd. / Japan//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. (Investing in securities)
PT. AEON Credit Service Indonesia (Investing in securities)
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. The registration process fo completing the liquidation is still ongoing, with the corporate entity
status not yet finalized.
/
X
//

=
=
=

Director
Chairman of the Board
Executive Director

297
Attachment 2
Details of the directors of subsidiaries as of February 29, 2024.

X/

X/

AEON Asset Management (Thailand) Co., Ltd.

ACS Servicing (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
Mrs. Khieu Mealy
Mr. Sakarabhop Dhivarakara
Mr. Alongkorn Sattabusaya
Ms. Pawinee Polpiya
Mr. Tetsuro Takano
Mr. Yuta Nakagawa
Mr. Kunio Kawamura
Mr. Yoshiaki Takahashi
Ms. Supannee Asawasuwan
Ms. Nadanong Chompong
Mr. Takashi Suzuki
Ms. Gritsla Kommongkol
Mr. Katsushi Iwamoto
Ms. Ryoko Yaoi
Mr. Yasuhiko Minakata
Ms. Thai Sochanna
Mr. Sophean Chettra

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
22
23

ACSI (Thailand) Co., Ltd.*

Directors

AEON Specialized Bank (Cambodia) Plc.

No.

ATS Rabbit Special Purpose Vehicle Company Limited

Subsidiaries

X/

X/
/

/
/

/
//
//
/
/

Liquidator

//
//
/
//
/

/
//
//

/
//
/
/
/

//
/
/
/

Note: * The company registered the dissolution with the Department of Business Development Ministry of Commerce on June 30, 2022. The registration
process fo completing the liquidation is still ongoing, with the corporate entity status not yet finalized.
/
X
//

=
=
=

Director
Chairman of the Board
Executive Director

298
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

50

Master of Business
in Finance

Percentage ofshareholding in
the company(29-2-24)
None*

FamilyRelationshipwith Directors
and Executives
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 andControl55

Education
Background
Master Degree of
Finance,
The university ofSydney, Australia

Percentage ofshareholding in
the company(29-2-24)
None*

FamilyRelationshipwith Directors
and Executives
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.

299
Attachment 4
Assets for business undertaking and details of asset appraisal-None-

300
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(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(3) Code of busines conduct (if any)
The details shown on Business Ethics topic

301
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 the duties 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 andcomplied with the Securities and Exchange Commission’s regulations and the Notification of the Stock
Exchange of Thailand.
For the fiscal year ended February 28, 2024, nine Audit Committee meetings were held. All three Audit
Committee members attended in nine 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 the consolidated financial statements as well as any changes to and new accounting
standards. The Audit Committee agreed with the external auditors that the Company’s financial statements
and its consolidated financial statements and subsidiaries were correctly and completely presented anddisclosed in accordance with Thai Financial Reporting Standards.
In addition, the meetings had considered and recommended the transactions with related parties which
may result in a conflict of interest and their disclosure to comply with the regulations of the Stock Exchangeof 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 planof the Internal Audit Department as well as reviewed the operation information and the internal control system,
to evaluate the sufficiency, appropriateness and effectiveness of the internal control system to achievebusiness 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 their professional competency, past performance with knowledge, audit fee and their independent
status. For the fiscal year ended February 28, 2025, the Audit Committee selected and proposed Mrs.
Nisakorn Songmanee, Certified Public Accountant Registration No. 5035, Mr. Chavala Tienpasertkij, Certified
Public Accountant Registration No.4301, Ms. Darunee Chantra, Certified Public Accountant Registration No.
8625, and Ms. Kornthong Luangvilai, Certified Public Accountant Registration No. 7210 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, 2024, the Company
accurately and adequately disclosed financial and operation information, had appropriate and effectivenessinternal control and internal audit, complied with laws and regulations, disclosed the transactions with relatedparties correctly, and performed duties in compliance with the Good Corporate Governance principles, withadequacy, transparency and reliability.

(Dr. Sucharit Koontanakulvong)
Chairman of the Audit Committee

302
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 29, 2024 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 29, 2024.

Mr. Tsutomu Omodera
Vice Chairman of the Board and Managing Director

303
Attachment 8
Risk Management Committee Report
The risk management committee consist of 19 members. This committee's chairman is Mr. Tsutomu
Omodera. Risk management committee meetings are held by the company on monthly basis. In
addition, in the event of an emergency that could have a major impact, an ad hoc meeting will be held
as soon as possible to address the problem. In 2023, there are 12 risk management meeting. The
summary is shown as follow:
1. Analyze and strategize a comprehensive risk management plan, which covers both current
significant risks and potential future risks. This strategy also takes Company’s overall
performance and impact on consumers, stakeholders, employees, society, the environment
and those associated with them into account.
2. Review and examine risk issue in all aspect via KRI (key risk indicator), incident report andvarious risk report to check that all risk is under control.
3. Endorse risk management plan such as improve operation process to reduce the risk level,
corrective action, preventive action plan and risk awareness campaign for related staff including
conducting risk culture in company.
4. Evaluate project related to risk management weather it is aligned with overall corporate strategy
or not. This will maximize the project’s efficiently and reduce the error, which may be occurredfrom the project.
5. Track the result of project and activities regarding risk management whether it is on time andachieve the result as intend. If there is a delay or the result is not achieved, risk management
committee will provide guideline to address the issue.
6. Governance and monitor performance of risk management team to guarantee that Company
manages the risk according to the policy and related regulation (E.g. Bank of Thailand regulation)
including the international standard.

Mr. Tsutomu Omodera(Chairman of the risk management committee)

304
Attachment 9
The Report of Corporate Governance Committee (CGC)
The Corporate Governance Committee has performed its duties according to the scope andresponsibilities assigned by the Board of Directors. The committee will arrange additional meetings intime to meet the urgent needs. Meetings are constantly being established for corporate governance.
and to ensure that corporate governance in compliance with various rules, regulations, andrequirements and various operating standards of the Company.
In 2023, the Compliance Committee had been arranged totally 12 times according to the fiscal year.
The report of the Corporate Governance Committee in 2023 can be summarized as follows:
1. Followed up, acknowledged, gave opinions and advice or direction in the process, including theresults of operations related to the compliance action plan of the corporate compliance unit in order tocomply with newly issued laws and regulations related to the company, including reviewing andimproving the Company's operating plan and corporate governance policy to ensure compliance withlaws and regulations applicable to the Company.
2. Acknowledged, and followed up of preventing and suppressing money laundering and countering
the financing of terrorism and the proliferation of weapons of mass destruction (AML/CFT/WMD),
including supervising and following up on compliance action plan of corporate compliance unit. In
particular, the Company's AML Committee holds quarterly to exchange and share the issues andcommunicate with relevant business unit in order to effectively implement the said policy.
3. Acknowledged, followed and supervised operations according compliance action plan ofcorporate compliance unit. These are important criteria from the Bank of Thailand, such as market
conduct criteria, the Bank of Thailand's new measures for Responsible Lending, and the regulation of
the Office of the Consumer Protection Board. The criteria of the Office of the OIC and other importantcriteria as relevant.
4. Acknowledged, followed up and supervised to comply with the Company's policy regarding theprotection of personal rights and personal information. The committee provided opinions andrecommendations on improving the personal data protection process, including supervise and inspectof relevant business unit to the checklist/testing.
5. In 2023, Corporate Governance Committee committed to enhance knowledge, understanding andawareness of the importance of personal data protection laws for managements and employees by
arranged a personal data protection training for relevant employees on regular basis, which requiring
the attendance and passing the exams. This year, employees participated in the training and passed
the exam totaled 3,893 persons.
6. Acknowledged, followed, supervised, and gave opinions on the creation of new compliance tools
or improve the work process of the corporate compliance unit to be more efficient, such as incoming
regulation handling process, end to the end process, including improving Service Level Agreement(SLA) for business unit of the corporate compliance unit to be concise, convenient, fast and more
efficient.
7. Acknowledged, followed and supervised corporate governance policy to ensure that the company
has operated business by adhering to the principles of corporate governance and Principles ofCorporate Governance for Listed Companies 2017 by SEC. In 2023, the Company was evaluated in
the Corporate Governance Report of Thai Listed Companies (CGR) survey project and received an“Excellent” rating, which is the highest rating.
8. Acknowledged, followed up, and supervised compliance with the Company's policy, namely
Kaizen project. In 2023, the Company organized a Kaizen contest activity as usual with 13 projects
participated.

Mr. Tsutomu Omodera(Chairman of Corporate Governance Committee)

305

Attachment 10
Internal Control Assessment Questionnaire

AEON Thana Sinsap (Thailand) Public Company Limited
29 February 2024

306Internal Control Assessment Questionnaire
Conceptual and Objectives
Proper Internal Control system is vital to listed companies as it shall prevent, manage andmitigate risk and loss that could impact the companies and their stakeholders. Therefore, Board of
Directors is accountable to oversee that the company have implemented proper internal control systemthat 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 prevent the company fromfraud 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 ofSponsoring Organizations of the Treadway Commission (COSO) which was revised on May 2013 andwas 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, andMonitoring Activities. Besides, aforementioned key areas were extended to 17 principals in order toclearly explain and better understand on each key area..
Use of Questionnaire
The companies should apply this questionnaire as guidance for internal control assessment atleast annually and may 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 tolead 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.

307

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 theimportance of integrity 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 organizationthat 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 level of 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 ComplianceUnit
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 andremedied in a timely and consistent 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 intimely basis.
1.4.3 The corrective action should be taken in consistent and timely basis.

Yes

No

308
2.

The Board of Directors is independent from the management and is accountable for an
oversight of the development and performance of internal control.

Question
2.1 The board of directors demonstrate independence from management by theirroles and responsibilities. The board must therefore retain objectivity in relation to
management.
2.2 The board of directors oversee the business objectives to ensure that they areclearly defined and 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 theboard committees and senior management and compliance with law andregulations. This includes the roles and responsibilities of audit committee, external
auditors, internal auditors and the person with responsibility for financial reporting.
2.4 The director is competent and has expertise in business or ability to request for
the experts when needed.
2.5 The board of directors consists of sufficient number of independent directors
who are knowledgeable 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.

Yes

No

With the board oversight, Management establishes structures, reporting lines, andappropriate authorities and responsibilities in the pursuit of objectives.
Question

3.1 Management establish organization structure which support the organization’sgoal, which taking into account business, regulation, and effective internal control
system e.g. Segregation of duties, 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.

Yes

No

309
4.

The organization demonstrates a commitment to attract, develop, and retain competent
individuals.

Question
4.1 Policies and practice to attract, develop, and retain competent individuals is inplace and is reviewed regularly.
4.2 The organization has processes of performance evaluation, incentive, rewardand penalty. The processes are communicated to all level of management andemployees.

Yes

No

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 andemployees
4.5 The organization has the appropriate succession plan5.

The organization assigns roles and responsibility of internal control in the pursuit ofobjectives.
Question

5.1 The board of directors and management establish the mechanisms tocommunicate and enforce accountability for performance of internal control
responsibilities across organization and implement 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 business objectives.
5.3 The board of directors and management align incentives and rewards with thefulfillment of internal control responsibilities in the achievement of objectives.
5.4 The board of directors and management evaluate and adjust pressuresassociated with the achievement of objectives as they assign responsibilities.

Yes

No

310

Risk Assessment
6.

Organization specifies objectives with sufficient clarify to enable the identification andassessment of risks relating to objectives.

Question
6.1 The organization complies with the Generally Accepted Accounting Principles(GAAP) that are appropriate for its business and ensures the existence,completeness, rights and obligation, and valuation.
6.2 The organization defines financial materiality by assessing factors such as
stakeholders, transaction size, and business trends

Yes

No

6.3 The organization’s financial statements reflect actual operational activities.
6.4 The board of directors or the Risk Management Committee approves andcommunicates risk management policies to management and employees as part ofthe organization culture.
7.

The organization identifies risks to the achievement of its objectives across the entity andanalyzes 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 at corporate level, entity level, unit level, and functional level.
7.2 The organization assess comprehensive risk that may result from internal andexternal factors, including strategic risk, operational risk, reporting risk, compliancerisk, 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 achievementof 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 notencourage misconduct such as unrealistic target to encourage misrepresentation.
8.3 Audit Committee reviews and inquires management regarding fraud likelihoodand 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 thesystem of internal control.
Question

9.1 The organization assess external changes that may affect its operation, internal
control, and financial reporting; and defines sufficient measures to respond to thosechanges.
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

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Control Activities
10. The organization selects and develops control activities that contribute to the mitigation ofrisks to the achievement of objectives to acceptable levels.
Question

Yes

No

10.1 The organization’s control measures are appropriate with its organization
specific risks such as environmental, operational complexity, functional, operationalboundary, 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 financialtransactions, procurement process and other administrations which includes roles
and responsibilities, and clearly indicate level of authority to prevent 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 the following cases
10.2.1 Collect and regularly update information on major shareholders,
Directors, Management, and their related parties to assist in monitoring andreviewing 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 compliancethroughout the contract duration.
10.3 Control activities include a range and variety of controls and may include abalance of approaches to mitigate risk, considering both manual and automatedcontrols, and preventive and detective 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 achievement of objectives.
Question11.1 The organization should determines the dependency and linkage between
business processes and technology general controls.
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 andmaintenance of IT system.

Yes

No

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12. The organization deploys control activities through policies that establish what is expected
and in procedure that put policies into action.
Question12.1 The organization has a policy that prevents major shareholders, directors,
management from trading 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 by an 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 andemployees to carry out policies and processes.
12.6 The policies and processes are implemented within the proper time frame by
the competent personnel including the comprehensiveness of the incident
management process
12.7 The organization reviews the appropriateness of its policies and processes
regularly.

Yes

No

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Information & Communication
13. The organization obtains or generates and users relevant, quality information to support
the functioning of other 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 organizationand optional solution.
13.4 The organization has processes to schedule the board meeting and provide
necessary and sufficient supporting information before a specific time as therequirement by laws or regulation.
13.5 The organization should document sufficient information in the board of
directors’ minutes of meeting to ensure appropriateness of directors duties, forexamples, memo probing the question to management, comments and reason ofdisagreement
13.6 The organization has proper
13.6.1 Document retention process to ensure completeness and filing of allimportant
document.
13.6.2 Control decencies and corrective action report from both external andinternal auditors.
14. The organization internally communicates information, including objectives andresponsibilities for internal control, necessary to support the functioning of othercomponents internal control.
Question
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 andthey can request for the board meeting and other meeting between directors andsenior managements.
14.3 The organization provides separate communication channels, such as whistleblower hotlines, are in place and serve as fail-safe mechanisms to enable
anonymous or confidential communication from internal parties.

Yes

No

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15. The organization communicates with external parties regarding matters affecting thefunctioning of other components 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 relation and 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 communication from external parties.

Monitoring Activities
16. The organization selects, develops, and performs ongoing and/ or separate evaluations toascertain whether the components of internal control are present and functioning.
Question
16.1 The organization develop the code of ethics and establish conflict of interests
ongoing evaluation process i.e. employees perform self-evaluation and report totheir supervisor and the internal 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 sufficientknowledge to understand 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.

Yes

No

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17. The organization evaluates and communicates internal control deficiencies in a timely
manner to those parties responsible for taking corrective action, including senior
management and the board of directors, as appropriate.
Question17.1 The organization evaluates and communicates material internal control
deficiencies in a timely manner to those parties responsible for taking corrective
action17.2 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 Board of 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.

YesNo