SINGER2013.pdf

()Singer Thailand Public Company Limited

2556Annual Report 2013

1 2556 Annual Report 2013

() Singer Thailand Public Company Limited & Its Subsidiaries

() Highlights of the Consolidated Financial Statements (Million Baht)

.. 2551 - .. 2556 Sales & Interest from installment sales by Year 2008 - 2013

/() .. 2551 - .. 2556Net Profit/(Loss) by Year 2008 -2013

- 2556Sales by Product Line January - December 2013

31 (as at December 31)

Financial Highlights

2556/2013 2555/2012 2554/2011

/ Total sales & Interest from installment sales 3,624.52 2,950.66 2,383.35 / Total Revenues 3,639.46 2,964.05 2,397.85 / Gross Margin 1,860.92 1,610.08 1,297.33 / Cost of Sales 1,763.60 1,340.58 1,086.02 / Selling and Administrative Expenses 1,436.56 1,279.20 1,110.12 () / Net Profit (Loss) 320.57 226.22 142.46 / Total Assets 3,256.35 2,710.08 2,229.48 / Total Liabilities 1,824.05 1,517.35 1,248.54 / Total Shareholder's Equity 1,432.30 1,192.73 980.94

(Financial Ratio)

() () / Net Profit (Loss) Ratio (%) 8.81 7.63 5.94 () / Return on Equity (%) 24.42 20.81 15.58 () / Return on Assets (%) 10.70 9.16 6.61 () / Dividend Pay Out Ratio (%) 37.90 35.81 37.91 () / Liabilities Per Equities Ratio 1.27 1.27 1.27 () () / Earnings Per Share (Baht) 1.19 0.84 0.53 () / Dividend Per Share (Baht) 0.45 0.30 0.20 () / Book value Per Share (Baht) 5.30 4.42 3.63 / Total Staff (Persons) 4,288 4,146 3,693

Sewing Machine 3% Others 7% Refrigerator 9%

Television 10% Petrol Vending Machine 10% Washing Machine 12% Air Time Vending Machine 13% Air Conditioner 13% Freezer 23%

3%7%

9%10%10%

12%13%13%

23%

: Unit : Million Bath

2,257

1,818 25522009

25512008

25532010

25542011

25552012

25562013

2,079

2,383

2,951

3,625

: Unit : Million Bath

(81.60)

(9.94)

89.37

142.46

226.22

320.57

25522009

25512008

25532010

25542011

25552012

25562013

2 () Singer Thailand Public Company Limited

1 / Financial Highlights

3 / Vision Mission Values

4 / Report to the Shareholders

12 / Board of Directors

20 / Management

24 / Organization Chart

25 / Company Profile and Information

26 SINGER THAILAND GROUP

27 / Investment in Subsidiary Companies

28 Policies and Overview of the Business Operations of the Company

34 / Business Operation of the Company

44 / Risk Factors

53 Register of Shareholders

54 / Policy of Dividend Payment

56 / Management Structure

66 / Report on Good Corporate Governance

78 SET Code of Best Corporate Governance Practices

96 / Corporate Social Responsibility

116 Internal Controls and Risks Management

122 2556 / Audit Committees Report : FY 2013

124 / Related Party Transactions

132 Financial Status and Operating Results (MD&A)

140 Board of Directors Responsibilities for the Financial Statements

142 / Independent Auditors Report

144 / Statments of Financial Position

236 / Company Activity

Content


Vision Mission Values

/ Mission

To improve the quality of life

of people by offering high

quality products and service

at affordable prices.

/ Values

In order to realize our goal of making

Singer Thailand not only a highly

profitable company but also one

of the best managed Companies in

Thailand, there are common values

we must share and cherish:

/ People

We believe in our employees, who are key success

factor in our business. Thus, all employees of

Singer Thailand must be both happy to work

for and feel proud of the Company with good

opportunities for career advancement.

/ Customers

It is our goal and also not unusual for Singer

Thailand to have life time customers purchase

products from the Company over the years. The

Company has built this loyal customer base by

providing good quality products, ensuring timely

collections and close follow-up of accounts. It

is important that this continues in the future and

that we maintain constant focus on our.

/ Vision

To be the market leader of

direct sales and consumer

finance in the country.

/ Shareholders

We provide a reasonable return

to our shareholders while

safeguarding their investment.

/ Partners

We develop our suppliers to be

partners in progress and share our

growth with them.

/ Competitors

We conduct our business by

conforming to the ethics of our

Country and share the social

responsibility of the less fortunate. / Community

We conduct our business by

conforming to the ethics of

our Country and share the

social responsibility of the

less fortunate.

/ Communications

2

We believe that good and sustained internal communication is critical

to all our business activities. However, this communication must be in

two-way in order to be effective - from Management to employees but

also from employees to the Management.

/ Leadership

We believe in effective leadership. Being a good manager is not enough, all Executives, Managers and Supervisors should

also aim at being great leaders. All great leaders have the following qualities: They listen, they communicate well, and they

give credit to others for their successes and take full responsibility for poor results. Great leaders also inspire others and they

always learn from their successes as well as their failures.


.. 2556

2556 1 2

(GDP) 5.4 % 2.9%

(

)

2556

(GDP)

3

2553

1

0.2%

2.5 - 3.0% 3 (GDP) 2.7 %

2.0-2.5% 4

20% (GDP) 2.5-2.9 % (

4.9-5.5%)

6 2557

Admiral Mom Luang Usni Pramoj / Chairman of the Board

/ Independent Director


Report to the Shareholders

Macro Economic Environment

Actual Full Year 2013

Thailands economic growth was satisfactorily during the first half of 2013, with Q1/13 and Q2/13 Year on Year (YoY)

GDP growth of 5.4% and 2.9% respectively, fueled by the Governments continuing populist stimulus fiscal policies targeted

at urban consumers and the agricultural sector throughout Thailand. However various ongoing global and local economic issues

(i.e.: slower than expected recovery of key global economies and the Baht exchange rate volatility) impacted Thailands overall

exports growth for the year and slightly increased inflation due to the volatile Baht/US exchange rate. Additionally, a ballooning of

household debts resulted in a decline domestic consumption, which, together with declines in both public and private investments,

have had major negative effects on Thailands GDP growth for the second half of 2013.

Further, the simmering political tension exploded in late Q3/13, however, unlike 2010, there has been minimal violence

and limited impact to the business community as a whole. Only the day-to-day governing activities by the current caretaker

Government and the daily commuting traffic within CBD Bangkok have been seen severe disruptions from these mass protests.

Thus, a situation of a fast-escalating political polarization and major political impasse has now been created, which is expected

to be prolonged with no potential and visible end in sight and lasting last well into most of Q1/2014 even of the schedule general

election is held in early February.

All the above mentioned factors have resulted in an increasingly negative macro-economic trend for Thailand, with

FY/2013 exports at a very marginally negative growth of 0.2% YoY; while overall inflation for 2013 was at 2.5 - 3.0%.

Q3/13 GDP growth at 2.7% and an expected Q4/13 GDP growth of approximately 2.0 - 2.5%, helped by the traditional tourism

high season period whereby international tourist arrivals have achieved sustained growth of more than 20% throughout the whole

of 2013. The resulting FY/2013 GDP growth is on 2.5 -2.9% (compared to original targets of 4.9 - 5.5%). Further, the recent

escalating tense political situation and mass protests will have further adverse impacts on Thailands economy as it becomes

prolonged into the first six months of 2014 - especially for the tourism/hospitality sector business located in Bangkok locations.

Mr. Boonyong Tansakul

Chief Executive Officer




2557

(GDP) 2557

5-6%

2557 (

)

()

2

2557 4-6%

(GDP) 2557 3-4%

1% 5-6%

3

(GDP) 2557 2.5%

2556

31 2556

3,639.5 2555 675.4 22.8%

320.6 94.3 41.7% (EPS) 1.19

0.84

13

2556

2556 214 3,154

-

(

)


Outlook for Full Year 2014 and beyond

Compared with the initial projections of a Full Year 2014 GDP growth of 5 - 6 % Year on Year, given the ongoing

political protests and impasse and resultant limited government activities and budgets disbursements (which is not seen to be

resolved in any satisfactory manner any time soon, even after the early February General Elections) will have negative impact

the first half of 2014.

This continuing negative administrative and economic environment together with additional protests from provincial

farmers (who have not been paid the promised funds from the Governments embattled rice-pledging schemes) as well as

increasing declines in both private consumption and investments as well as public investments as a result of low business and

consumer confidence) will all have deep impact for the macro economic environment - certainly for much of the first half of

2014, even if the resolution to the current political impasse pass and the formation of a new legally acceptable Government can

be achieved within Q2/14.

Thus, despite improved prospects for Thai exports due to the expected recovery of key targeted and traditional export

markets, with FY/2014 exports expected at 4 - 6%YoY, the latest projected FY/2014 GDP growth for Thailand is projected at

only 3 - 4%, with H1/2014 at not more than 1% and H2/2014 at 5 - 6% once a new Government is in place and effectively and

quickly able to revive the overall economy although should the very negative political situation is prolonged into Q3/14, then

FY/2014 GDP may be only 2.5% - or less.

As far as Singer Thailand is concerned, the above mentioned sustained negative macro economic trends coupled with

reduced consumer spending power - especially in its targeted rural markets, will require that the Company focuses and gives special

attention to its ability to effectively manage its core business and operations risks through diversifying its markets and customer

base together with further enhancing and enforcing its existing credit approval controls and installment collections procedures.

Singer Thailand PCL., Operating Performance Results for FY/2013

For the financial year ending December 31, 2013, the Company achieved total consolidated revenues, from both sales

of products, interest from installment sales and other related services, of Baht 3,639.5 million (representing an increase of Baht

675.4 million or 22.8% compared to FY/2012), together with total Net Profit of Baht 320.6 million (an increase of Baht 94.3

million or 41.7% compared to FY/2012).is equal to an EPS of Baht 1.19 (compared to Baht 0.84 in 2012).

This represents the highest revenues for the Company for the past 13 years, as well as the best performance of a Singer

company in the Asia region. The record breaking total FY/2013 operating results has been supported by sustained significant

increases in consolidated revenues from sales of both products and interest from installment sales, as well as by the resultant Net

Profit throughout each Quarter during the year.

As at the end of 2013, Singer Thailand has a network of 214 branches and almost 3,154 canvassers residing in the local

markets and communities.

While, overall Gross Margins has declined marginally resulting from the increasing sales of commercial appliances; but

in turn this has resulted in more positive changes in the overall mix of consumer products and commercial appliances/machinery

sales, resulting in a much more balanced revenues mix and improved business risks profile for the Company.

Despite the sustained increases in installment accounts throughout the year together with a marginal increase in NPL risks

(as a consequence of lower income growth in the provincial areas due to reduced positive impacts in these rural areas from the

Governments previous populist economic stimulus initiatives), through ongoing stringent credit controls strategies and close



- -

(

)

2-3

2557

2557 125

2557

2557

(AEC) 2555

3

() (B2B)

AEC

() (Finance Lease)

,

,


delinquent accounts monitoring actions, the Company has been successful in maintaining those non-performing installment

accounts within targeted acceptable levels.

The sustained Net Profit increases throughout the year were achieved through continuing effective flexible and adaptive

business development strategies relating to products and associated services offerings, ongoing focus on specific targeted market

segments, improved sales and revenues mix, and a viable network of various sales generating channels (details of which appear

in the MD&A section below), together with continuing improved management of overhead costs, credit controls measures, and

corporate debts.

Therefore, due to this sustained positive and significant performance results over the last few years, the overall financial

status of the Company as well as of the total Shareholders Equity have continued to strengthen, in order to facilitate and further

support the ongoing expansion plans of the Singer Thailand Group of Companies.

Full Year 2014 Outlook and Business Objectives

2014 is indeed a significant year for Singer Thailand: it is our 125th Anniversary!

As mentioned above, the business environment for 2014 will remain even more challenging for sustaining both our overall

sales and Net Profit growth. The expected spillover effects from current political tension together with its economic repercussions,

especially in the Singer Thailands target provincial markets requires us to be even more circumspect in undertaking our financial

services, which will enable the Company to manage our business and financial risks.

As such, The Company aims to maintain its vision to remain a market leader through continued proactive expansion

of its sales and services of home appliances to the household market and commercial equipments to small business operators,

together with offering hire-purchase services within the provincial markets of Thailand.

For 2014, the Companys sustained growth strategies will focus on ongoing expansion of its products, interest from

installment sales and services offerings together with continued proactive expansion of its grass roots market and customers base.

Additionally, further initiatives will be undertaken in regard to its internal operations improvements, staff skills development

and training activities, and strengthening the financial structures that will achieve a lower cost of funds to support increasing

installment sales; while strict adherence to stringent credit control and monitoring procedures will remain a priority to ensure the

continued viability of the Companys core financial services business.

We are fully confident that this will further strengthen Singer Thailands business base over the coming years so that it

will remain well-positioned to offer a comprehensive range of products and services as well as to explore new business potential

within the imminent AEC markets. As part of this overall goal, since mid 2012, the corporate structure has been reorganized and

now consists of 3 business entities, under the Singer Thailand PCL., Umbrella, that will facilitate each business unit to better

leverage its respective strengths and be fully focused on distinctly differing business activities, i.e.:

Singer Thailand PCL., will be the primary business unit in selling own brand and import/distributing third party products in Thailand. Further, this sales business unit will actively explore potential B2B projects sales of appliances

and equipments will also be explored by this business unit aqs well as potential exports to new neighboring and, later

also, AEC markets.

Singer Leasing Co., Ltd., will be the primary business unit to offer hire purchase and leasing financial services products to customers of Singer Thailand buying appliances as well as equipments for home and small business use. These

business units will also explore financing of various additional non-appliances purchases sold by third parties, such

as motorcycles, small business pick-up trucks and farm equipments.



()

(CSR)

2556


Singer Service Plus Co., Ltd., will be the primary business unit in offering after sales services and maintenance of all brands of appliances and equipments bought from Singer Thailand, together with exploring maintenance of all brands

of electrical appliances used at home, condominiums, and small businesses.

Corporate Governance Policies

Singer Thailand PCL., together with its Board of Directors, Management and Staff all adhere to the principles of good

corporate governance as well as ethical business practices, in order to ensure full transparency of all aspects of its operations and

the full confidence on the part of all its Shareholders and Stakeholders.

At the same time, Singer Thailand has been a proactive participant to the private sectors Collective Action for Anti

Corruption initiatives.

In undertaking its various business operations, the Company also believes strongly in always maintaining effective social

and environmental responsibilities, so as to facilitate the achievement of sustainable economic and social development for its

employees, the community and the country as a whole. As such, during every year, various initiatives have been continuously

undertaken by Singer Thailand to help promote and protect, on a sustainable basis, the well-being of the environment of

local markets and local communities in which the Company operates. Further details of such Corporate Social Responsibility

(CSR)-related activities by the Company and its Staff are contained in the separate CSR section below.

Lastly, as always, despite the challenging economic and business situation, the continuing dedication as well as commitment

towards achieving the Companys objectives by our Board of Directors and Management Team together with the ongoing hard

work by our staff have all contributed to and enabled Singer Thailand to achieve sustained significant positive performance results

again in 2013. We, therefore, would like to thank all our customers, our staff and all other stakeholders of Singer Thailand for

their continuing loyalty and invaluable contributions. Lastly, we also wish to express our great appreciation to all our Shareholders

for their continuing positive support.


Admiral

M.L. Usni Parmoj Mr. Boonyong Tansakul

Chairman of the Board Chief Executive Officer


Age : 79 / years

Education : - B.A. (Jurisprudence), Oxford University, 1953-1956

- Barrister - at Law, Grays Inn, London. U.K., 1956-1957

Director Training Program : Director Accreditation Program (DAP)

Company Shareholdings : 76,500 0.03 / 76,500 Shares = 0.03 %

Year of Directorship : 29 / years

Chairman of the Board : 13 / years

Positions in other Companies : / Present

-

- Privy Councilor

-

- Manager - H.M. Private Property (since 1969-Present)

- ()

- Chairman, Sammakorn Public Company Limited

-

- Vice Chairman, The Mahavajiralongkorn Foundation

-

- Director, Ananda Mahidol Foundation

Position in related companies : 2555 - - () 2012 - Present - Director, Singer Leasing (Thailand) Co., Ltd.

: 10

-

Not having any, direct or indirect, stakeholders benefit as a contract partner

in any business concerning the Company and its subsidiaries.

Board of Directors




Age : 49 / years Education : 2540 - Kellogg Graduate

School

1997 - Certificate in Executive Development Program

Kellogg Graduate School of Management,

Northwestern University, USA

2531 -

1988 - Certificate of Introductory Manufacturing Management

Thai-Japanese Technological Promotion Association,

Sanno Institute of Management, Japan

2529 - 2531 -

1986 - 1988 - Bachelor of Science in Electrical Engineering Degree

King Mongkuts Institute of Technology

Working Experience : 2556 - - ()

2013 - Present - Chief Executive Officer, Singer Thailand PCL.

2552 - 2555 - ()

2009 - 2012 - Managing Director, Singer Thailand PCL.

2551 - 2552 - ()

2008 - 2009 - Deputy Managing Director, Singer Thailand PCL.

2550 - 2551 -

()

2007 - 2008 - Sales and Marketing Director, Singer Thailand PCL.

2547 - 2549 - ()

2004 - 2006 - Country Manager, Imation (Thailand) Limited.

2546 - 2547 - - ,

2003 - 2004 - General Manager, Marketing, Sales and Services

Cyberdict Technology Limited.

2535 - 2546 -

()

1992 - 2003 - Sales and Marketing Manager, Singer Thailand PCL.

Board of Directors

Mr. Boonyong Tansakul


Executive Training : 2554 -

2552 - Executive Development Program

(EDP)

2551 - Charter Director Class

(CDC)

2550 - Director Certification Program

(DCP)

2550 - Finance for Non-Finance Director

Singer Sri Lanka Management, Sri Lanka

Company Shareholdings : / None

Year of Directorship : 6 / years 8 / months

Position in related companies : 2555- - ()

2012 - Present - Director, Singer Leasing (Thailand) Co., Ltd.

2555 - -

2012 - Present - Managing Director, Singer Service Plus Co., Ltd.

2550 - - ()

2007 - Present - Managing Director, Singer (Broker) Co., Ltd.

: 10

-

Not having any, direct or indirect, stakeholders benefit as a contract

partner in any business concerning the Company and its subsidiaries.


Age : 61 / years

Education : - Bechelor Degree in Accounting, Chulalongkorn University

- Master Degree (MBA), Chulalongkorn University

- Certificate in Management Development Program,

The Wharton School of the University of Pennsylvania

- Certificate in Inno-Leadership program,

INSEAD University (France)

- Certificate Executive development Program

Graduate School of business, Columbia University

Director Training Program : Director Certification Program (DCP)


Year of Directorship : 2 / months

Positions in other Companies : -

()

Present - Advisor to Vice President - Finance and

Investment & CEO

The Siam Cement Public Company Limited

2548 - 2555 -

SCG Accounting Services

2005-2012 - Managing Director

SCG Accounting Service Co., Ltd.

: 10

-



Mr. Lucksananoi Punkrasamee / Chairman of Audit Committee


Board of Directors


Age : 69 / years Education : - Bachelor of Laws (LL.B) (Honors),

University of Bristol, UK

- Postgraduate Practical Certificate in Law,

University of Singapore




Positions in other Companies : 2556 - 2557 -

()

2013 - 2014 - Director, Big C Supercenter PLC.

2547 - -

-

-

-

()

2004 - Present - Director of the Board

- Member of the Audit Committee

- Member of the Nomination, Remuneration and

Corporate Governance Committee

- Independent Director

TMB Bank Public Company Limited

2552 - -

3

1.

2.

3.

2009 - Present - Director

Kingfisher Holdings Ltd. and three subsidiaries, namely,

1. Director, Southeast Asian Packaging

and Canning Ltd.

Mr. Christopher John King


/

Chairman of Nomination and Remuneration Committee

/ Member of Audit Committee

2. Director, Oceanic Cannery Co., Ltd.

3. Director, KF Foods Ltd.

2548 - - ,

1992 - Present - Director, Thivatharn Ltd.

2540 - 2547 - Partners, Linklaters

1997 - 2004 - Partners, Linklaters

2540 - 2546 - Managing Partners, Linklaters

1997 - 2003 - Managing Partners, Linklaters

Position in related companies : 2555 - -

()


Singer Leasing (Thailand) Co., Ltd.

: 10

-

Not having any, direct or indirect, stakeholders benefit as a contract

partner in any business concerning the Company and its subsidiaries.

Board of Directors


Mr. Bibit Bijaisoradat / Independent Director

/ Member of Audit Committee

Age : 53 / years

Education : 2526 -

1983 - Bachelor Degree, Political Science in International

Relations, Chulalongkorn University

2528 - ()

1985 - MBA Business Administration, NIDA

Director Training Program : - Director Certification Program (DCP)

- Audit Committee Program (ACP)

- Improving the Quality of Financial Reporting (QFR)

By Thai Institute of Directors (IOD)

- Succession & Effective Lead ship Development (CEO)


Year of Directorship : 4 / years 9 / Months

Positions in other Companies : 2543 - -

-

-

2000 - Present - Managing Director, Mongkolchaipattana, Co., Ltd.

- Assistant Manager, H. M. Private Property Office

- Vice Director, H. M. Private Development Projects

2544 - - .

2001 - Present - Director, Suvarnachad Co., Ltd.

2545 - -

.

- .

2002 - Present - Independent Director, Audit Committee,

Nominating & Remuneration, Thai Insurance PCL.

2546 - - .

2003 - Present - Director/Audit Committee, Rayong Purifier PCL.

2549 - -

- .

2006 - Present - Director, Ruam Thai Thanu Co., Ltd.

- Director, Pure Summakorn PCL.

Position in related companies : 2555- -

()

2012-Present - Director


: 10

-



Board of Directors


Age : 56 / years

Education : - -

- Master Degree in Finance, Chulalongkorn University

- -

- Bachelor Degree in Cost Accounting, Chulalongkorn University

- -

- Bachelor Degree in Law, Ramkamhaeng University

- Bachelor Degree in Law, Sukhothaithammathirat University


TLCA Executive Development Program (EDP)

Company Shareholdings : 4,000 0.001 / 4,000 Shares = 0.001 %

Year of Directorship : 5 / years 8 / Months

Positions in other Companies : / None

Experience : 2551 - -

()

2008 - Present - Director, Controller & Finance Director

Singer Thailand Public Company Limited

2550 - 2551 -

()

2007 - 2008 - Deputy Controller & Finance Director


2548 - 2550 -

2005 - 2007 - Senior Finance and Accounting Manager

Unithai Shipyard & Engineering Ltd.

2538 - 2548 -

()

Mr. Paitoon Sukhanaphorn

/ Director

Controller & Finance Director

1995 - 200 - Senior Finance Manager


2532 - 2538 -

()

1989 - 1995 - Assistance Accounting Manager

Unithai Line Public Company Limited

Position in related companies : 2555 - - ()

2012 - Present - Director, Singer Leasing (Thailand) Co., Ltd.

2550 - -

2007 - Present - Director, Singer Service Plus Co., Ltd.

2550 - - ()

2007 - Present - Director, Singer (Broker) Co., Ltd.

: 10

-

Not having any, direct or indirect, stake holders benefit as a contract partner


Board of Directors


Mr. Gavin John Walker / Director

/

Member of Nomination and Remuneration Committee

Age : 44 / years

Education : - Wits University, South Africa, Bachelor of Commerce Degree

- Wits University, South Africa, Bachelor of Accounting Degree

Chartered Accountant (South Africa)

- Harvard University Graduate School of Business - Strategic Retail

Management

- RAU University, South Africa - Diploma Financial Markets

& Instruments

Director Training Program : / None

Company Shareholdings : 1% of Singer Asia Limited


Experience : 2549 - -

-

()


- Member of Nomination and Remuneration Committee

Singer Thailand PCL.

2005 - Present - President &CEO - Singer Asia Limited

2004 - 2005 - Managing Director

Ashton Chase Group Limited

2002 - 2003 - Managing Director

First Prize Solutions (PTY) Limited

1995 - 2002 - Chief Executive (Previously Financial Director)

Profurn Limited

1995 - 1995 - Marketing Manager

First National Bank Limited

1991 - 1995 - Audit and Corporate Finance,

KPMG

Position in related companies : 2555 - - ()

2012 - Present - Director Singer Leasing (Thailand) Co., Ltd

: 10

-



Board of Directors


Age : 51 / years

Education : 1982 - 1986 - Brandeis University, Waltham,

Massachusetts, USA

1977 - 1981 - South Eugene High School

Director Training Program : / None


Year of Directorship : 10 4

Experience : Currently - Managing Director

UCL Asia Limited

- A Member of the Council of Foreign Relations

1991 - Board of Directors

General Oriental Investments

1986 -1990 - Senior Vice President

Asia Securities

Position in related companies : /None

: 10

-



Mr. Tobias Josef Brown

/ Director

Board of Directors


1.

Mr. Boonyong Tansakul Chief Executive Officer

2.

Mr. Paitoon Sukhanaphorn Controller & Finance Director

3.

Mr. Kanisorn Nutchanart Sales Director

4.

Mr. Somporn Kitthaveesinpoon Marketing Director

5.

Mr. Siam Uralwong () Managing Director Singer Leasing (Thailand) Co., Ltd.

Management

1.3.

2.4.

5.


/Name

Position

(%)

31/12/56 No. of Shares held as at 31/12/13

Education

Director Training Program

5

Work Experience 5 Years up

Mr. Kanisorn Nutchanart

/ Age : 58 / years

Sales Director

5,000 /

0.002%

5,000 shares/

0.002%

- - Master of Arts: Economic Law,

Chulalongkorn University- - Bachelor of Laws, Thammasat University- ()

- Bachelor of Business Administration (2 nd .Class Hons.)/ Marketing, University of the Thai Chamber of Commerce

N/A

2554 - - . 2011 - Present- Sales Director, Singer Thailand PCL.2552 - 2554- . 2008 - 2011- Sales and Marketing Director Singer Thailand PCL.2551 - 2551- . July 2008 - Dec. 2008- Director of Operations, Singer Thailand PCL.2545 - 2551- . 2002 - 2008- Consultant, JR Synergy Co.,Ltd.2544 - 2545- . 2001 - 2002- Assistance Managing Director Pemco Interlight Co.,Ltd.2541 - 2544- . 1998 - 2001- Marketing Manager, Singer Thailand PCL.

Mr. Somporn Kitthaveesinpoon

/ Age : 44 / years

Marketing Director

4,000 /

0.001%

4,000 shares/

0.001%

-

- Bachelor of Business Administration (B.B.A.) Major General Management, Assumption University (ABAC)

- (), ,

- Master of Science in International Business Management (in collaboration with Assumption University), London, England

N/A

.. 2554 - - . July 2011 - Present- Marketing Director, Singer Thailand PCL.2552 - 2554- . 2009 - 2011- Marketing Manager, Singer Thailand PCL.2548-2552- . 2005-2009- Senior Product Manager, Singer Thailand PCL.2545-2552- . 2002-2005- Product Manager, Singer Thailand PCL.

Mr. Siam Uralwong

/ Age : 46 / years

()

Managing Director

Singer Leasing

(Thailand) Co., Ltd.

N/A

-

- Bachelor of Business Administration (B.B.A.) Major Marketing , Assumption University (ABAC)

-

- Master of International Business Administration - International Business, Nova Southeastern University Florida, U.S.A

N/A

.. 2555 - - . ()2012 - present- Managing Director Singer Leasing (Thailand) Co., Ltd... 2551 - .. 2555- . Oct. 2008 - 2012- Credit Director, Singer Thailand PCL... 2549 - ..2551- . Sep. 2006 - Sep. 2008- Business Development Director Singer Thailand PCL...2546 - ..2549- . Apr. 2003 - Aug. 2006- Marketing Director, Singer Thailand PCL... 2542 - ..2546- . Dec. 1999 - Mar. 2003- Marketing Manager, Singer Thailand PCL.

Management Profile


/Name

Position

(%)

31/12/56 No. of Shares held as at 31/12/13

Education

Director Training Program

5

Work Experience 5 Years up

Ms. Chanthornjira Kongtongsmut

/ Age : 47 / years

&

Company Secretary

and

IR & Public

Communication

Manager

1,840 /

0.0007%

1,840Shares/

0.0007%

-

- Bachelor of Business Economics

The Thai Chamber of Commerce University

-

- Special Courses Faculty of low Chulalongkorn Universtity

Law and Regulations for the Secretary of Company

-

- Held by the Thai Listed Companies Association as follow;

1. Corporate Secretary Development Program 2

1. Corporate Secretary Development Programme (Class 2)

2. 22

2. Fundamental Practice for Corporate Secretary (Class 22)

3.

3. Fundamentals of Law for Corporate Secretaries

N/A

2551 - -

& - . 2008 - Present- Company Secretary & IR & Public -

Communication Manager- Singer Thailand PCL.2550 - 2551- - . 2007 - 2008- IR & Public Communication Manager- Singer Thailand PCL.2547 - 2550- - . 2004 - 2007- Investor Relation Director And HR &

Admin. Manager- DE Capital Public Company Limited2536 - 2547- () &

- . 1993 - 2004- Investor Relation Manager & Secretary of

Audit Committee- Singer Thailand PCL.1992 - 1993- Investor Relation officer- Singer Thailand PCL.

Mr. Narongdej Ketsongkram

/ Age : 41 / years

Internal Audit

Manager

N/A

- ()

- Bachelors Degree General Management (Accounting) Rajabhat Uttaradit University

N/A

-

. Present- Internal Audit Manager Singer Thailand PCL.2555 - -

2012 - Present- Chairman of the Audit Cooperative Employees Singer Limited2555 - 2556-

. 2012 - 2013- Internal Audit Assistant Manager Singer Thailand PCL.2553 - 2554-

. 2010 - 2011- Section Head2552-

. 2009- Unit Head of Internal Audit2538 - 2551-

. 1995 - 2008- Officer of Internal Audit2538- Night Audit

. .1995- Night Audit. Purimas Beach Hotel & Spa

in Rayong,Thailand

Management Profile

Board of Directors and Management


*1

*2

*1

*2

Board of Directors

Admiral Mom Luang Usni Pramoj Chairman of the Board

and Independent Director


Mr. Udom Chatiyanonda*1 Independent Director

Mr. Lucksananoi Punkrasamee*2 Independent Director

Mr. Christopher John King Independent Director

Mr. Bibit Bijaisoradat Independent Director

Mr. Tobias Josef Brown Director

Mr. Gavin John Walker Director

Mr. Paitoon Sukhanaphorn Director

Audit Committee

Mr. Udom Chatiyanonda*1 Chairman of Audit Committee

Mr. Lucksananoi Punkrasamee*2 Chairman of Audit Committee

Mr. Christopher John King Member

Mr. Bibit Bijaisoradat Member

Nomination and Remuneration Committee

Mr. Christopher John King Chairman of Nomination

and Remuneration Committee

Mr. Bibit Bijaisoradat Member

Mr. Gavin John Walker Member

Management


Mr. Paitoon Sukhanaphorn Controller & Finance

Director

Mr. Kanisorn Nutchanart Sales Director

Mr. Somporn Kitthaveesinpoon Marketing Director

Management

Mr. Siam Uralwong Managing Director

() / Singer Thailand Public Company Limited

() / Singer Leasing (Thailand) Co., Ltd.

(Note) *1 1 2556 / Resigned on August 1, 2013

*2 8 2556 / Resigned on November 8, 2013

Organization Chart


Audit Committee

Nomination & RemunerationCommittee

Board of Directors


Internal Audit DEPT.

Sales Director

Marketing Director

Controller & Finance Director

HR & Administration DEPT. Manager

Company SecretaryIR & Public Communication DEPT. Manager


()

0107537000050

72 17

10500

: 0-2352 4777

: 0-2352 4799

(Call Center) : 0-2234-7171

Hot Line : 08-1840-4555

www.singerthai.co.th

, ,

, 1 - 31

20 7-9

195 50-51

()

62

()

270,000,000 ( 270,000,000

1 )

: 270,000,000

28 2527

( 56-1)

www.sec.or.th www.singerthai.co.th

Name Singer Thailand Public Company Limited

Registration No. 0107537000050

Head Office72 , CAT Telecom Tower, 17th Floor,

Charoen Krung Road, Bangrak,

Bangkok 10500

Telephone : (66) 2352 4777

Fax : (66) 2352 4799

Call Center : 0-2234-7171

Service Hot Line : 08-1840-4555

www.singerthai.co.th

Main Business Distribution and Sales of home appliances. Sewing

Machines, and Commercial appliances and other products

Hire Purchase - Installment Payments services After sales services, Maintenance or repairs of appliancesAccounting PeriodJanuary 1 to December 31

Legal AdvisorChandler and Thong - Ek Law Offices Ltd.

20 Bubhajit Building, 7th Fl., North Sathorn Rd., Bangkok

10500, Thailand

External AuditorKPMG Phoomchai Audit Ltd.

195 Empire Tower, 48th Fl., South Sathorn Rd., Bangkok

10120, Thailand

Registrar Thailand Securities Depository Company Ltd.

62 Ratchadapisek Road, Klongtoey, Bangkok 10110, Thailand

Debentures Holder RepresentativeRegistrar and Paying Agent

CIMB Thai Bank Public Company Limited

Registered CapitalBaht 270,000,000 (at 270,000,000 Ordinary Shares with a Par

Value of Baht 1.00)

Paid-up Capital : Fully paid up at Baht 270,000,000

Date of Listing on the SETJune 28, 1984

Investors can access, for the purpose of reviewing and analysis,

detailed information regarding the issue of new shares or

securities by the Company in the Annual Statement of the

Company (Form 56-1) posted on www.sec.or.th OR on the

companys website at www.singerthai.co.th.

Company Profile and Information


SINGER THAILAND GROUP

- Hire Purchase of Home Appliance, Sewing Machine, Commercial Products and Other Products

-

- Service - Assurance-

(Siam Uralwong)

(Managing Director)

SINGER LEASING (THAILAND) CO., LTD. ()

(SLL)

SINGER SERVICE PLUS CO., LTD.

(SSPL)

SINGER (BROKER) CO., LTD. ()

(SBL)

Singer Thailand PCL (STL)

SINGER THAILAND GROUP

(Boonyong Tansakul)

(Chief Executive Officer)

- 99.99% Ownership-- 99.99%

- 99.80% Ownership-- 99.80%

- 99.70% Ownership-- 99.70%


Investment in Subsidiary Companies

()

72 17

10500

0-2352-4777 0-2352-4799


No. 72 CAT Telecom Tower, 17th Floor,

Charoen Krung Road,

Bangrak, Bangkok 10500

Tel : 66-2352 -4777 Fax : 66-2352-4799

8 4 .- . .

. 13110

0-3520-1702-5

Singer Service Plus Co., Ltd.

8 Moo 4. Samkok-Sena Road, Tambol

Bangnomkho, Sena District, Changwad

Pranakornsi Ayutthaya

Tel. 66-3520-1702-5

()

72 17

10500

0-2352-4777 0-2352-4799

Singer (Broker) Co., Ltd.

No. 72 CAT Telecom Tower, 17th Floor,

Charoen Krung Road,

Bangrak, Bangkok 10500

Tel. 66-2352 -4777 Fax. 66-2352-4799

Company Name and Address

Capital

Percentage ofInvestment

Business

850,000,000

Registered Capital 850,000,000 Baht

850,000

Ordinary Shares 850,000 Shares

850,000,000

Paid-up Capital 850,000,000 Baht

5,000,000

Registered Capital 5,000,000 Baht

5,000


5,000,000

Paid-up Capital 5,000,000 Baht

200,000

Registered Capital 200,000 Baht

2,000


200,000

Paid-up Capital 200,000 Baht

Hire Purchase of

Home Appliance,

Sewing Machine,

Commercial

Products and

Other Products

Service

Life Assurance

Broker

99.99%

99.88%

99.70%


()

80

() ()

99.99

10 - 20

.. 2432

. . 2448

2468

50 2500

24 2512

60 270

270 2527 4 2537

()

24 .. 2547

() ()

3

2552 (Pre-approval Credit) (Center Credit Officers) 20

2554

2554 Set Awards 2011 (Best Investor Relations Awards) (Outstanding Investor Relation Awards)

2555 60% 40%


Policies and Overview of the Business Operations of the Company

Singer Thailand PCL. is the distributor of various electric products and appliances under the SINGER brand and trademark

such as sewing machines, home appliances, together with commercial appliances such as agricultural equipments and tools,

Airtime Vending Machines, Petrol Vending Machines, Slush machines that are aimed at meeting the varying range of needs of

both household consumers and small shops. These appliances and products are sold via retail outlets that are branches of the

Company as well as via our numerous sales representatives. More than 80% of such sales are made on a hire purchase installment

basis; whereby the Company provides such installment sales through its subsidiary company, Singer Leasing (Thailand) Co., Ltd.,

in which the Singer Thailand PCL., has a 99.99% equity holding.

Business Operations Strategies

The Company has reviewed and updated its core business model and associated operational strategies from focusing

only on the household customers to being more focused on the commercial and small business customers, through emphasis on

sales of commercial products and appliances that aim at generating revenues for these commercial customers. This is in order to

reduce the business risks in being dependent only on the household customers group.

The Company is now targeted more the small shops (Show Huay or Mom & Pop) operators operating in the many

local communities and villages throughout the country, of which it is estimated there are several hundred thousands; whereby,

on average, there are as much as 10 -20 operating in each village. The company is now focusing on this target customers group,

with the aim of help to raise their operating standards and improve their competitive capabilities,

Significant changes and improvements of the Company

In 1889, the Singer Sewing Company from the USA appointed Kiam Hua Heng Co., Ltd., as their local distributor for

Singer sewing machines in Thailand. Later, in 1905, the Singer Sewing Company from the USA itself established a branch

operation in Thailand under the name of the Singer Sewing Machine Co., Ltd., with the objective of selling and distributing its

sewing machines as well as other associated appliances imported from overseas. The Company initiated and offered installment

purchases for the first time in 1925, with this installment payment services becoming the recognised business model for Singer

in Thailand as well as other countries in Asia.

From that time onwards and for the next 50 years or so, the Company sold and distributed on its sewing machines and

associated appliances. Then in 1957, the Company also added other household electrical appliances to its product range offering,

starting with refrigerators. Thereafter, on 24 November 1969 the Singer Thailand Co., Ltd., was registered, under the Thai law,

taking over the business operations of the Singer Sewing Machine Co., Ltd., which later ceased it operations, with an initial

registered capital of Baht 60 million. The Singer Thailand Co., Ltd., currently has a total registered and fully paid up capital of

Baht 270 million. Inn 1984 the Company was approved to be listed on the SET; and on 4 January 1994, the Company transformed

and registered itself as a public listed company - as Singer Thailand PCL.

Since its initial establishment and up to the present day, the Company has always operated its business with honesty and

in a legal manner, as well as with integrity and social responsibility. The Company has always contributed, in positive manner, to

the economic development of the country; and on 24 May 2004, a very auspicious occasion occurred for the Company whereby

H.M. the King graciously bestowed the Garuda Insignia to the Company. The Company and its staff are truly honoured with

this royal award, whereby it is also auspicious moment in the history of the Company

Important changes and development milestones of the Company during the past 3 years In 2009, the Company focused on implementing a Pre-approval Credit system through the approval process of its Credit

Center Officers that decreased it total sales by approximately more than 20% for the previous year enabled; but the Company

is committed to continue using this systems in order to achieve improved quality of its hire purchase installment accounts

In 2011, the Company started to significantly expand its business into commercial customers - especially those small businesses located in key provinces, which resulted in clear increases in total sales in these targeted customer segments,

especially sales of refrigerators/coolers for drinks, freezers, and online mobile airtime vending machines.

In 2011, The Company received the Set Awards 2011 for listed companies in the Best Investor Relations Awards and Outstanding Investor Relation Awards category from the SET

In 2012, the Company achieved a total sale mix of 60% for household consumer customers and 40% for commercial/small businesses customers, especially with sales of Beverage refrigerator/coolers being the leader followed by washing machines


2555 () 27 2555 850 .

2555 () 7 2555 5

2555 Set Awards 2012 (Best Investor Relations Awards) (Outstanding Investor Relation Awards) 2

2556 Set Awards 2013 (Outstanding Investor Relation Awards) 3

() 19 2556 1,450 () 99.99

()

() (SLL)

() . 27

2555 () 1,450 72

17 .

.

. 26 2555

()

(NCB) ()

(NCB) 23 2556

()

()

()

()

.


and air conditioners. The Company is committed to develop and grow the commercial/small business segments sales further.

In 2012, the Company established (on 27 June 2102) the Singer Leasing (Thailand) Co., Ltd., with a registered and fully paid up capital of Baht 850 million. This Company has the objective to take over and operate the consumer

finance business and hire purchase services, whereby all the existing portfolio of hire purchase installment customer

accounts will be transferred from Singer Thailand PCL.

In 2012, the Company changed and registered (on 7 September 2012) the name of the Singer Industry Co., Ltd., to be Singer Service Plus Co., Ltd., with a registered capital of Baht 5.0 million, whose core business activity is quality after sale services,

repairs and maintenance of all brands of electrical appliances and various other products on site at consumers homes

In 2012, the Company, again for the second consecutive year, received the Set Awards 2012 for listed companies in the Best Investor Relations Awards and Outstanding Investor Relation Awards category from the SET.

In 2013, at the annual SET Awards event, the Company received the Outstanding Investor Relations Awards from the SET again for the 3rd consecutive year.

On 19 December 2013, Singer Leasing (Thailand) Co., Ltd., increased its registered and paid up capital to be Baht 1,450 million , with the Singer Thailand PCL., having a 99.9% equity holding.

Subsidiary Companies

Singer Leasing (Thailand) Co., Ltd. (SLL)

Based on the lengthy and extensive business history of Singer, one of its core experiences and strengths of the Company

is its expertise in the hire purchase sales activities. Thus, the Management recogises this business strength and competitive

advantage, and, on 27 June 2012, decided to establish the Singer Leasing (Thailand) Co., Ltd., in which Singer Thailand PCL.

is a majority shareholder. Current SLL has a registered and fully paid up capital of baht 1,450 million, with its registered offices

at 72, CAT Telecom Tower, 17th

Fl., Charoenkrung road, Bangrak, Bangrak, Bangkok 10500.

To date, SLL has received the transfer of all the hire purchase installments accounts and has taken over the overall

consumer finance/hire purchase service activities from Singer Thailand PCL., upon receiving formal approval, from the EGM

of Singer Thailand PCL., on 26 November 2012., to offer consumer finance services for the sale of all electrical appliances and

other products sold under the Singer brand name, as well as to expand this consumer finance services business to include any

other brands of electrical appliance and products sold to both customers of Singer Thailand and other outside customers. This

is in order to prepare the Company for the imminent changes in the overall business environment and facilitate further business

growth of the Singer Thailand Group on a sustainable basis.

As such, in offering consumer finance services Singer Leasing (Thailand) Co., Ltd., is able to access important personal

and business/company credit information at the National Credit Bureau Co., Ltd. (NCB); whereby on 23 January 2013 Singer

Leasing (Thailand) Co., Ltd., became a member of the NCB network.

Business model of Singer Leasing (Thailand) Co., Ltd.

Offer consumer finance services on a hire purchase installment payment basis, for the purchase of home appliances by

general consumers and commercial appliances or products by various small business operators, through the sales network of


New Projects

Singer leasing (Thailand) Co., Ltd., has a policy to expand its consumer finance services by focusing and targeting to

purchases of commercial appliance and products, under the Singer brand name, by small business operators. The Company also

aims to offer such consumer services for purchases of appliances and products under other brand names as well as those of other

brand names, in order to meet the needs of both Singers own customer base and other general consumers who wish to purchase

both Singer branded and non-Singer brand products; such as refrigerators/coolers/freezers, Beverage coolers, Airtime Vending

Machines, Petrol Vending Machines etc. for commercial use in their small businesses.

Competitive Strategy

The objective of establishing of the Singer Leasing (Thailand) Co., Ltd., is to increase the core capability in offering

overall consumer finance services business, to enhance the Groups competitiveness, and to reduce the restrictions on a listed

company offering consumer finance services imposed on Singer Thailand PCL.



1. /

2.

3.

(Account Checker)

4.

(SSPL) ()

7 2555 5 (SSPL) 8 4

-

()

20

(SSPL)

Hotline 0-818-404-555

225

() (STL) 200 SSPL.

()

()

() ()

()

Singer Asia Holdings B.V. (SAHBV)

Singer Asia Limited Sewko Holdings Limited

() (Consultancy Agreement)

Singer Asia Holding B.V.

1.0

SINGER SINGER AT HOME WORLDWIDE

(Trade Mark License Agreement)

Singer Asia Limited 0.1

SINGER


Thus, the core business strategies of the Singer Leasing (Thailand) Co., Ltd., are as follows:

1. Offer consumer finance services for the purchase of Singer brand appliances and, at a later point, also those of other brands.

2. Manage and maintain customers installments loans accounts to be within the established quality standards to achieve

minimal losses.

3. Implement credit approval procedures that are both convenient and speedy; whereby the Company has set up a Credit

Approval Center, responsible for checking, reviewing and assessing the financial standing and credit worthiness of

applicants prior to approval of the hire purchase sale, which is done directly by the Account Checker in the field

through the available National Credit Bureaus facilities.

4. Manage the quality of its internal operations, through focusing on the staff, their knowledge and abilities in carrying

out their duties, as well as on developing the skills and potential capabilities of the staff at all levels so as to improve

both the effectiveness and efficiency of their activities, that will in turn facilitate the Company to save costs and

achieved increased profits.

Singer Service Plus Co., Ltd. (SSPL)

This company was formerly named Singer Industry Co., Ltd.; whereby this name change was made on 7 September 2012,

together with a registered and paid up capital of Baht 5 million.

SSPL, with registered offices at 8 Moo 4 Samkok-Sena road, Bang Nom Kho, Sena, Pranakorn Sri Ayudhaya focuses on

providing after sales services - from the installation, maintenance, and repairs of all types and all brands, as well as also sells

and distributes spare parts and related component products for all brands, as an authorised sales representative for all brands of

electrical appliances/products, with the core aim of fully satisfying its customers through having better quality standards of after

sale services that is delivered on site at your homes or place of business. Thus, customers with large or major appliances need

not waste time or money to ship these to the service centre. Additionally, our well-trained service technicians are very capable,

possessing more than 20 years specific technical expertise and experience, and continually being trained; and we offer top quality

services at reasonable rates, together with a post-repair warranty.

At present, SSPL is also expanding into acquiring, on a project bidding process, repair and maintenance services contract

for large Government and private business organisations on an ongoing basis. However, SPPL is still focused on servicing Singer

branded appliances for Singer customer and also other outside customers, with an established service Hotline (0-818-404-555) for

its services coordination centre, with a total of 225 qualified service technicians being available as well as the services coverage

support by more than 200 branch outlets network (of the Singer Thailand PCL. (STL), located in all provinces of Thailand.

Singer (Broker) Co., Ltd.

This company consists of life Assurance products sales agents/representatives, currently representing Thai Life Assurance

PCL., whereby Singer Thailand PCLs own sales representatives, who are trained and certified insurance sales representatives,

also sell life insurance products for the insurance company.

Relationship between the Singer Thailand group and the majority Shareholding group

Singer Thailand PCL., receives technical and marketing advice and support as well as any required consulting services,

relating to core businesses of the Company through collaborating with Singer Asia Holdings B.V. (SAHBV), a company

established under the laws of the Netherlands and a related party with the majority shareholder group of the Company, as well

as being a subsidiary of Singer Asia Limited and Sewko Holdings Limited, who are also indirect majority Shareholders of the


The consulting services fees, under the Consultancy Agreement, are paid to Singer Asia Holding B.V., for the technical

and marketing support as well as other required advisory services received relating to the operations of the Company, is equal

to 1.0% (one) of the total net revenues, as agreed to in the jointly executed agreement.

The SINGER SINGER AT HOME WORLDWIDE trade and services mark and the SINGER brand made

use of by the Company is authorised under the Trade Mark License Agreement; whereby the trade mark license fees payable by

the Company, to Singer Asia Limited overseas,

Is equal to 0.1% of the total net sales of Singer products only, as agreed to in the jointly executed License Agreement.



()

3,500 200

2 :-

:-

(CRT TV) (LCD TV) (LED TV)

:-

() . 99.99

/

OEM (Original Equipment Manufacturer)

() :-

(: )

2556/2013 % 2555/2012 % 2554/2011 %

441,932 12 482,057 16 466,797 20 322,808 9 339,255 12 295,730 12 844,032 23 566,633 19 406,761 17 374,050 10 298,904 10 230,783 10 109,583 3 96,961 3 82,444 4 484,009 13 442,820 15 314,926 13 459,167 13 467,937 16 481,963 20 347,627 10 123,527 4 - - 3,383,208 93 2,818,094 95 2,279,404 96

241,310 7 132,564 5 103,081 4


Business Operation of the Company

Singer Thailand PCL. is the distributor of electrical products under the SINGER brand, such as: sewing machines and

home appliances etc. Additionally, the Company also distributes various appliances and products for commercial use, such as:

agricultural equipments and tools, Airtime Vending Machines, Petrol Vending Machines, and Slush machines. This to meet the

overall needs of varying customers groups from household consumers to small business operators, through direct sales via a

network of over 3,500 Singer sales representatives spread out over 200 branch outlets located throughout Thailand. Therefore,

the Company has a sales network covering the country to distribute its Singer sewing machines, household electrical appliances,

and various products for commercial use.

Singer products and appliances can be divided into 2 major categories as follows:

Home Appliances

Sewing machines and accessories: sew machines, sewing needles, general lubricating oil - in drips and spray applications, and scissors,

Home appliances: refrigerators, washing machines, gas stoves, and air conditioners, Audio and Video products: Flat screen CRT TVs, LCD TVs and LED TVs, Satellite Dishes, and Home Theatre Systems.Commercial Products or Equipments

Chillers/Coolers: Freezers, Beverage/Drink refrigerators and Beer coolers, Wine coolers, Ice Cream Freezers, and Slush machines,

Vending Machines: Airtime Vending Machines (ATVM), Petrol Vending Machines, Water Vending Machines, Tire Air Pump Vending Machines, and Product Box Vending Machines,

Agricultural equipments: Water Pumps, Engines for general use, and Portable Fertiliser Spraying Machines. These products are sold under the SINGER brand name through both cash sales and hire purchase installments sales,

which are undertaken by Singer Leasing (Thailand) Co., Ltd., a Subsidiary Company in which Singer Thailand PCL. has a 99.9%

equity holding.

The Company makes direct sales through its own network of branch outlets and sales representatives as well as through

dealers located throughout Thailand, with the majority of products and appliances distributed and sold by Singer Thailand are

produced on Original Equipment Manufacturer (OEM) basis by quality local manufacturers in Thailand.

Revenues Structure - by products types and markets:

(including interest income - as per the Profit & Loss Statement)

(in Baht -Thousands)

Sales revenues in Thailand 2556/2013 % 2555/2012 % 2554/2011 %

Washing Machine 441,932 12 482,057 16 466,797 20Refrigerator 322,808 9 339,255 12 295,730 12Freezer 844,032 23 566,633 19 406,761 17Television 374,050 10 298,904 10 230,783 10Sewing Machine 109,583 3 96,961 3 82,444 4Air Conditioner 484,009 13 442,820 15 314,926 13ATVM 459,167 13 467,937 16 481,963 20Petrol Vending Machine 347,627 10 123,527 4 - -Total revenues from sales in Thailand 3,383,208 93 2,818,094 95 2,279,404 96

Other products sold in Thailand 241,310 7 132,564 5 103,081 4


(: )

2556/2013 % 2555/2012 % 2554/2011 %

- - - - - -

3,624,518 100 2,950,658 100 2,382,422 100

() 2556 2555 2554

22.84% 23.82% 14.68%

(: )

%

2556 % 2555 %

. (STL) STL 100.00 2,851,071 78.3 2,326,126 78.5

- . () (SLL) SLL 99.99 773,447 21.3 0.0 - . (STL) STL 100.00 0.0 623,833 21.0

- . (SSPL) SSPL 99.88 2,307 0.1 0.0

- . () (SBL) SBL 99.70 418 0.0 614 0.0

- . (STL) STL 100.00 12,081 0.3 13,302 0.4 - . () (SLL) SLL 99.99 19 0.0 3 0.0 - . (SSPL) SSPL 99.88 58 0.0 107 0.0 - . () (SBL) SBL 99.70 59 0.0 69 0.0

3,639,460 100.0 2,964,054 100.0

2.2

()

2


Business Operations of the Company

% Changes Year on Year 2013 2012 2011

22.84% 23.82% 14.68%


Business CategoryOperations

under% Equity holding

by the STLFY/2013 % FY/2012 %

Products/Appliances sales revenues

Singer Thailand PCL. (STL) STL 100.00 2,851,071 78.3 2,326,126 78.5

Hire purchase installments - interest income

Singer Leasing (Thailand) Co., Ltd. (SLL) SLL 99.99 773,447 21.3 0.0 Singer Thailand PCL. (STL) STL 100.00 0.0 623,833 21.0

Services revenues

Singer Service Plus Co., Ltd. (SSPL) SSPL 99.88 2,307 0.1 0.0

Life insurances products sales commissions

Singer (Broker) Co., Ltd. (SBL) SBL 99.70 418 0.0 614 0.0

Other revenues

Singer Thailand PCL. (STL) STL 100.00 12,081 0.3 13,302 0.4 Singer Leasing (Thailand) Co., Ltd. (SLL) SLL 99.99 19 0.0 3 0.0 Singer Service Plus Co., Ltd. (SSPL) SSPL 99.88 58 0.0 107 0.0 Singer (Broker) Co., Ltd. (SBL) SBL 99.70 59 0.0 69 0.0

Total Revenues 3,639,460 100.0 2,964,054 100.0

Remarks The Company operates its core business unit in selling only products and appliances, and only in Thailand, therefore no

information is given form any respective various business units.

Revenues Structure of Subsidiary Companies


Sales revenues in Thailand 2013 % 2012 % 2011 %

Products sold overseas - - - - - -

Total Sales and Interest Revenues 3,624,518 100 2,950,658 100 2,382,422 100

2.2 Market and Competitive Environment

(a) Marketing Policies and Activities

Competitive Strategy

The Company uses a direct sales strategy through both hire purchase installment sales as well as cash sales. As such, hire

purchase installments are undertaken through sustained strict regulations to minimise any possible losses as much as possible.

Products sold by the Company are of good quality and are on par with or even better than those sold by others, and with selling

prices, on cash purchase basis, being the same or similar as other brands. The Companys customers base is mostly made up of

households and residents located in the provinces; whereby the Company has 2 main categories of sales as follows:


1. Singer Direct

2.

Group Sales

200 3,500

95 80

() . 99.99

()

(Credit Control Office)

(National Credit Bureau)

(Account Checker)

100

()

3.4% 2556

1)

2)

3)

2557 3.0%

2.4%

2557

6%

2

. () .

()


1. Singer Direct sales to consumers through the network of Singer sales representatives,

2. Wholesales through its dealers network, including overseas sales channels - especially in neighbouring countries,

such as : Laos, Cambodia, and Myanmar; as well as Group Sales - particularly for sewing machines and sewing

accessories, coolers/freezers and wine cooler cabinets, together with other small home electrical appliances.

In regards to its core products, such as: home electrical appliance like refrigerators and TVs that already have a high

ownership rate and a low market growth potential, the Company deploys a used-products trade-in strategy, for all brands, in order

to increase its market base and sales revenues; whereby this strategy is also applicable for all types of home electrical appliance

and products, such as: washing machines as coolers/freezers. The Company has also developed new products and appliances to

meet the need of its various customer groups, as well as continuously improves the quality of all its products.

Additionally, the Company has continually introduced and launched new products in order to target and and increase

its coverage of other customer groups that include: small business and small retail outlets (ie: sho-huay shops) operators,

food outlets, coffee shops, apartments/student residences through offering such products as: Airtime Vending Machines, Petrol

Vending Machines, and Slush Machines, that aim at increasing both the competitive ability and potential revenues of these small

business operators.

Distribution Channel Strategies

The Company sells its products and appliances through its own branch outlets network (that total over 200 and are located

throughout the country and own sales representatives (that total over 3,500). The Company trains its sales force so that they have

a solid understanding of the products and its features; whereby this sales force network is a vital driving force in expanding both

the Companys market base and customers base. The Companys primarily makes use of its direct sales channel that account

for over 95% of its total sales; while over 80% of its sale are also made on a hire purchase installment payment basis through

the Singer Leasing (Thailand) Co., Ltd., a Subsidiary in which the Company has a 99.9% equity holding.

With regard to controlling and managing the quality of customers hire purchase installments accounts, Singer Leasing

(Thailand) Co., Ltd., carries out a thorough checking of such customers and their accounts at both the pre-selling and post-sales

stages. The Credit Control Office/Center verifies and approves all hire purchase customers before the sale is made; whereby the

credit approval process includes making use of the internal customer database of the Company and checking the database of

the National Credit Bureau. While the post-sale checks involve the Account Checker monitoring and reviewing the accuracy of

the customers hire purchase account details to ensure whether the account corresponds exactly to the approve credit limits and

conditions or otherwise; whereby actual visits to all customers at home are also made. Currently, there is a total of more than

100 Account Checkers operating nationwide, within the Credit Control and Review Department, responsible for reviewing all

hire purchase customer accounts.

(b) Industry Trends and Competitive Environment

Thailands overall economic growth (GDP) rate for 2013 was 3.4% YoY, which is lower than expectations for the

following reasons:

1) total exports during the past year grew less than expected,

2) consumer demand and consumption as well as overall investments have slowed down more than expected, and

3) disbursements of the Government budget have been lower than expected.

However, while the expectation is that the overall GDP growth for full year 2014 will be at 3.0% YoY, there are many

risk factors, relating to the ongoing political turmoil that is expected to be very prolonged, that will delay the formation of a

new Government which can fully and effective govern and lead the country; and thus this may result in an overall full year

2014 economic growth of only 2.4% YoY due to the delays in Government budgets disbursements and in the various planned

mega-infrastructure projects investments. Furthermore, the ongoing political uncertainties have also impacted overall consumer

confidence and private investments. Therefore, the main driver for economic growth in 2014 will be exports, which is projected



.

/

(Replacement Market)

(Trade-in)

1,000 - 5,000

2

DIY (Do It Yourself)

(Consumer Finance) (Non-bank)

(Credit Card) American Express (Thai) (AMEX), General Card Services, Krungsriayuthaya

Card (KCC), Krungthai Card (KTC), Tesco Card Services Non-bank AEON Thana Sinsap

(Thailand) (AEONTS), Krungsri First Choice (KFC) Easy Buy (Personal

Loan) Singer Thailand (SINGER) 120

Non-bank 2 AEONTS, EASY BUY

Krungsri First Choice (Personal Loans)

4,000 SINGER

(AEONTS, KFC EASY BUY)

2545

()

3


to grow 6%YoY, reflecting the overall recovery of key global economies - especially in the USA; which would then compensate

for the slowdown of the internal economy and in consumer demands.

Hire purchase business for electrical appliance

The hire purchase business for the electrical appliances market, in Thailand, is divided into 2 major groups, with each

having different customers base and characteristics, ie:

The first group consists of these major players Ayudhaya Capital Services Co., Ltd.(Krungsri First Choice) and AEON Thana Sinsap (Thailand) PCL., with each offering consumer financing for various other products apart form for

electrical appliances, such as: telecoms products, office equipment, home furniture, motor cycles, and automobiles.

The second group focuses mainly on products with a long life as well as household electrical appliances; whereby currently only Singer Thailand pcl. uses a direct sales and marketing approach for its hire purchase installment sales

through its network of branch outlets and sales representatives/collectors.

While home electrical appliances such as TVs and refrigerators already have high rate of ownership and, thus, low

potential market growth rate; however, the Companys Management view that market growth can be achieved through deploying

a Replacement Market and Trade-In marketing strategies. As such, both all types and all brands of used home appliances can

be traded-in for new SINGER brand appliances, together with receiving a cash payment of Baht 1,000 - 1,500 per appliance,

being able to buy on an affordable hire purchase installment plan, and benefiting from Singer Thailands quality services through

its nationwide network of branch outlets. These strategies are aimed at the Company being able to achieve the sales targets of

all the products and appliances sold and distributed by the Company.

Sewing Machines

Many types of manufacturer consumer products uses in everyday life (such as: shirts, blouses, trousers, skirts, dresses, bags,

shoes, bed sheets, pillow cases etc.) all need sewing machines in their production. Thus, sewing machines are widely used - for

large scale manufacturing as well as for medium and small scale producers, including general sewing machines used at home.

Thus, the sewing machines market consist of 2 segments: industrial sewing machines used to manufacturer everyday

consumer products on an industrial scale, and normal sewing machines, of various brands, used for sewing clothes in the home

such as: Singer, Janoma, Elvira, Brother, and Juki, together with various brands low-end and inexpensive machines from China

of imported to compete in this market.

Since sewing machines are very durable appliances with a considerably long life depending on the proper usage and

upkeep, currently, there is a growing demand for sewing machines - especially those that make use of new technologies and

applications to make them into computerised sewing machines that are the more efficient and productive as well as modern

and compact, which can be used to make uniquely designed handcrafted products at home and which are popular in this age of

Do it Yourself trends.

Important Changes in the Competitive Environment

At present, there are many large non-bank companies in Thailand offering consumer finance products and services together

with credit card companies, such as: American Express (Thai) (AMEX), General Card Services, Krungsri Credit Cards (KCC),

Krungthai Card (KTC),and Tesco Card Services.

The non-bank companies include: AEON Thana Sinsap (Thailand) (AEONTS), Krungsri First Choice (KFC) and Easy

Buy that all focus on offering hire purchase installments services and personal loans; and Singer Thailand (SINGER) that only

offer hire purchase installment services for more than 120 years. These Non-bank companies can be divided into 2 groups, each

with different business and marketing focus:

AEONTS, EASY BUY and Krungsri First Choice, focusing on hire purchase installment services and personal loans for customers with good credit records and monthly income of not less than Baht 4,000.



OEM (Original Equipment Manufacturer)

:-

1. ()

2. ()

3.

4.

5. Changhong Electronics Co., Ltd.

6.

7.

8.

9.

10. -

()

()

5

NON CFC C-Pentane

- -


While the other group, with companies like Singer Thailand, targets grassroots customers living in provincial areas and working in the agricultural sector. These companies have a direct sales force that also combine the costs in the

pre-selling activities and for after sales services in the selling price to customers.

This is a different business model from that of the first group (ie: AEONTS, KFC EASY BUY) that compete on

offering speedy credit approval and interest rates charged; while the companies in the second group, that targets customers living

in the provinces with an agricultural livelihood, compete on building long standing relationships with customers living in the

local communities and offering good pre-selling and after sales services. Moreover, such direct sales activities must also keep

in mind the needs of the customer through offering new services and products on a continuing basis.

Sourcing Supply of Products and Appliances

After 2002, the Company changed from ordering its sewing machines from Singer Industry Co., Ltd., to sourcing complete

sewing machines from overseas producers and suppliers, since the import of complete sewing machines is less expensive than the

cost of local assembly and manufacture from imported sewing machine kits. Such products purchased from overseas manufacturers

account for approximately 3% of the total products range of the Company.

As for electrical appliances, the Company sources from quality local manufacturers on an OEM (Original Equipment

Manufacturer) basis, whereby the following are existing local home appliances manufacturers, who are also the suppliers of

SINGER branded home appliances products to the Company :

1. Haier Electronic PCL. : Refrigerators and Air conditioners

2. Sanyo Commercial Solution (Thailand) Co., Ltd. : Freezers, Beverage cooler, and Wine cooler

3. Samsung Electronics Co., Ltd. : Refrigerators, Air Conditioners, and Washing Machines,

4. Sharp Thai Co., Ltd. : Refrigerators

5. Changhong Electronics Co., Ltd. : LCD TVs

6. Lucky Flame Co., Ltd. : Gas Stoves

7. ADT OnLine Co., Ltd. : Airtime Vending Machines

8. S Safe Oil Co., Ltd. : Petrol Vending Machines

9. Lucky Star Universal Co., Ltd. : Beverage cooler

10. Anthurium Tech-Design Co., Ltd. : Airtime Vending Machines

Additionally, apart from offering SINGER branded products and appliances, the Company also collaborates with Muang

Thai Life Assurance PCL. and Muang Thai Insurance PCL. in expanding and offering life and general insurance markets as well

as products into the Companys existing customer and market bases.

Environmental Impacts

The Company is fully recognises the importance for the need to conserve energy usage and protect the environment.

Therefore, the Company has actively promoted the use of energy-efficient electrical appliances as one of its many corporate

social responsibility related activities, together with continually developing new and efficient electrical appliances. As such, all

electrical appliances distributed and sold by the Company are quality certified and carry the No 5 electricity-efficient emblem.

Furthermore, all SINGER refrigerators have been develop to use refrigerants that do not harm the environment or the worlds

ozone layer, namely: NON CFC and C-Pentane that have 0-level certification in regards to destroying the ozone.

The Company is fully committed to operate its business with quality together with for the maximum benefit and interests

of society as well as for consumers on a sustainable basis.

Pending Work - to be delivered :

- none -



-

-

-

-

-

-

-

-

-


Risk Factors

Overview of the Companys Risks Management Activities

In recognition of the various potential risks that could adversely affect its businesses, the Company has determined principles

and guidelines to manage such possible risks, together with continually reviewing ways to improve its operating procedures so

as to enhance both the established risks management measures and to be well-prepared to meet any future risks. As such, the

principles and procedures for risks management as well as the various perceived risks that may impact the Companys operations

are as follows:

Principles of Risks Management

The Company manages risks on multiple dimensions, such as: risks relating to hire purchase customers accounts, market

risks, liquidity risks, operational risks, and various other types of possible risks - eg: natural disasters, floods, and tsunami;

whereby the Company has the following key principles and procedures for risks management.

- Joint participation in the management of risks by both the Management group and the business unit involved: The

operational business unit, in which the various risks occurs, is directly responsible for management of those risks on an

ongoing basis so that such risks are effectively reduced to acceptable levels that are both appropriate and correspond to

the expected returns from its operations. At the same time, the supporting business units will give support, as required,

in regards to the operational aspects of the business unit that will enable the achievement of the established joint goals

and targets in this regard.

- Management and control of risks by an independent risks management unit: This unit undertakes autonomous procedures

and activities, through being responsible for and focused on assessing and controlling risks, as well as makes independent

recommendations to the operational business units on measures to manage and reduce risks to acceptable levels.

- Having clearly defined policies relating to risks management: A Risks Management Committee is also responsible

for determining effective risks management policies and measures within the established guidelines of the Companys

Board of Directors.

- Effective management risks: This is achieved through clearly indentifying every possible type of operational risks that

could occur, including internal risks within the organisation.

- Evaluation of operational business units: This is done through the assessment the business units effectiveness after

factoring in the possible risks and including the management of those risks.

Procedures for Risks Management

To achieve effective and efficient risks management, the Company has established the following processes and procedures

relating to managing risks.

- Identification of potential risks: To identify both current as well as possible future risks, in terms of categories and

causes, together with associated internal and external factors.

- Assessment of risks: To evaluate the appropriate tools, methods and measures in assessing risks, whereby this process

needs to be reviewed and approved within a suitable timeframe.

- Monitoring and controlling risks: To regularly and continuously monitor and control the required risks management

scope and procedures, in order to ensure that these are in accordance with the established policies and regulations, as

well as that such risks are at the agreed acceptable levels.

- Reporting risks: To report on the various categories of risks in a comprehensive manner, in order to ensure maximum

effectiveness in the management of risks.

As such, this is in order to ensure these established procedures will result in minim

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