CONTENTS 

Page

1.  General information 1

Shares in juristic persons held by the company from 10% upwards 1

Other referred juristic persons 2

Summary financial information of the company 3

2.  RISK 4

  Producing 4

  Conducting business 4

  Exchange rate 4

  Quality products 5

  Management 5

  Financial 5

  Investment 6

3.  BUSINESS CHARACTER 6

(1) Change and development significant 6

(2) To carry on business of the company 7

(3) Structure of revenue 7

  Subsidiary company 8

Business target 8

4.  TO CARRY ON BUSINESS OF EACH PRODUCTS 9

  (1) Character of products or service 9

  Privileges or limitation in conducting business 9

  (2) Marketing and competition condition 10

  Previous year marketing 10

  Marketing tactics 10

  Important of competitive tactics 10

Advantages 11

Disadvantages 11

Target customers 11

Pricing policy 11

Distribution and distribution channels 11

  Overseas 11

  Domestic 12

  Nature of customers 12

  State of competition 12

(3) Arrangement and services 12

  Production capacity, production volume and production value 13

  Buying portion of raw material 13

  Affects on environment 13

(4) Undelivered goods 14

5.  ASSETS FOR BUSINESS OPERATION 14

  Future project 15

6.  LEGAL DISPUTES 15

7.  CAPITAL STRUCTURE 15

(1) Security of company 15

(2) Shareholders 15

(3) Dividend payment policy 16

  Rights and equality of Shareholders 17

  Shareholders’ Meetings 18

  Basis and method of casting a vote in electing director 18

8.  MANAGEMENT 18

(1) Structure of Management 18

  Board of Company 18

  Board of Audit Committee 19

  Board of Executive Directors 19

  Board of Nomination and Remuneration Committee 19

  Board of Risk Management Committee 20

  Executives 20

  Directors – Subsidiaries Company 20

  Biography of the Directors 21

  Limit of duty authority of Board of Company 25

  Balance of power for non-executive directors 26

  Aggregation or segregation of positions 26

  Board of Directors’ Meeting 26

  Board of Sub Committees 27

  Meeting attendance of each director concludes 29

  Meeting attendance of each sub-committee concludes 30

  Board of Directors’ report 30

(2) Selection of directors and executives 31

  Self-assessment of Board of Company 31

(3) Remuneration for Directors and Executives 31

  Remuneration in value 32

  Other remunerations not in value 33

  Audit Fees 33

(4) Policy on Corporate Governance 33

  Leadership and Vision 34

  Conflict on Interest 34

  Various groups of stakeholders 34

  Business Morality 35

  Company Secretary 35

  Society and Environments 36

  Relations with investors 37

(5) Usage control of inner information 37

(6) Personnel 38

9.  CONTROLLING SYSTEM AND INTERNAL AUDIT 38

  Risk Management 38

10. INTERRELATED TRANSACTIONS 39

  Conflict of Interest 39

11. FINANCIAL STATUS AND OPERATION PERFORMANCE 42

1)  Financial Statements 42

a)  Report of the Independent Auditor 42

b)  Summary of Financial Statements 47

c)  Financial Ratios 57

2)  Explanation and analysis financial situation and operation result 59

a)  Practical result in business proceeding 59

b)  Operation result 59

c)  Financial situation 60

d)  Factor and main influence that may affect on operation

  or financial situation in future 60

12. OTHER CONCERN INFORMATIONS 60

  CERTIFICATION OF CORRECT INFORMATIONS 61

  DETAILS OF EXECUTIVES AND AUTHORIZE SUPERVISORS 62

DETAILS OF DIRECTORS AND COMPANY EXECUTIVES

AND INTERRELATED TRANSACTION 65

INFORMATION SUMMARY OF SUBSIDIARY COMPANY 66

INTERNAL CONTROL REPORT ON ACCOUNTING 67

CLARIFICATION OF BOARD OF AUDIT COMMITTEE 68