ANNUAL R
EPORT 2
011
ANNUAL R
EPORT 2
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Airports of T
hailand Public C
ompany Lim
itedAirports of T
hailand Public C
ompany Lim
ited
Airports of Thailand Public Company Limited333 Cherdwutagard Road, Srikan Don Mueang, Bangkok 10210 ThailandTel. (66) 2535 1111, Fax. (66) 2535 4061E-mail : [email protected]
ANNUAL REPORT 2011Airports of Thailand Public Company Limited
Green AirportAnnual Report 2011 I Airports of Thailand Public Company Limited4
CONTENTSAnnual Report 2011
007 MESSAGE FROM THE CHAIRMAN
009 REPORT OF THE NOMINATION COMMITTEE
010 REPORT OF THE REMUNERATION COMMITTEE
011 REPORT OF THE RISK MANAGEMENT COMMITTEE
012 REPORT OF THE CORPORATE GOVERNANCE COMMITTEE
014 REPORT OF THE AUDIT COMMITTEE
016 AOT BOARD OF DIRECTORS
020 AOT SENIOR EXECUTIVES 024 ORGANIZATION CHART
026 GENERAL INFORMATION
028 SUMMARY OF AOT’S FINANCIAL INFORMATION
036 NATURE OF BUSINESS
038 RISK MANAGEMENT
044 SHAREHOLDING AND MANAGEMENT STRUCTURES
102 INVESTMENT TRANSACTIONS
104 AIR TRAFFIC STATISTICS 114 BUSINESS CONTINUITY DEVELOPMENT
116 AOT’S HUMAN RESOURCE DEVELOPMENT
120 AIRPORTS’ SECURITY MEASURES AND AIRPORTS’ SERVICES
128 MANAGEMENT OF SAFETY, OCCUPATIONAL HEALTH AND WORKING ENVIRONMENT
131 CORPORATE SOCIAL RESPONSIBILITY (CSR), COMMUNITIES AND ENVIRONMENT
136 CORPORATE SOCIAL RESPONSIBILITY (CSR)
145 FINANCIAL STATEMENTS
007 MESSAGE FROM THE CHAIRMAN
009 REPORT OF THE NOMINATION COMMITTEE
010 REPORT OF THE REMUNERATION COMMITTEE
011 REPORT OF THE RISK MANAGEMENT COMMITTEE
012 REPORT OF THE CORPORATE GOVERNANCE COMMITTEE
014 REPORT OF THE AUDIT COMMITTEE
016 AOT BOARD OF DIRECTORS
020 AOT SENIOR EXECUTIVES 024 ORGANIZATION CHART
026 GENERAL INFORMATION
028 SUMMARY OF AOT’S FINANCIAL INFORMATION
036 NATURE OF BUSINESS
038 RISK MANAGEMENT
044 SHAREHOLDING AND MANAGEMENT STRUCTURES
102 INVESTMENT TRANSACTIONS
104 AIR TRAFFIC STATISTICS 114 BUSINESS CONTINUITY DEVELOPMENT
116 AOT’S HUMAN RESOURCE DEVELOPMENT
120 AIRPORTS’ SECURITY MEASURES AND AIRPORTS’ SERVICES
128 MANAGEMENT OF SAFETY, OCCUPATIONAL HEALTH AND WORKING ENVIRONMENT
131 CORPORATE SOCIAL RESPONSIBILITY (CSR), COMMUNITIES AND ENVIRONMENT
136 CORPORATE SOCIAL RESPONSIBILITY (CSR)
145 FINANCIAL STATEMENTS
Annual Report 2011 I Airports of Thailand Public Company LimitedGreen Airport
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CONTENTSAnnual Report 2011
007 MESSAGE FROM THE CHAIRMAN
009 REPORT OF THE NOMINATION COMMITTEE
010 REPORT OF THE REMUNERATION COMMITTEE
011 REPORT OF THE RISK MANAGEMENT COMMITTEE
012 REPORT OF THE CORPORATE GOVERNANCE COMMITTEE
014 REPORT OF THE AUDIT COMMITTEE
016 AOT BOARD OF DIRECTORS
020 AOT SENIOR EXECUTIVES 024 ORGANIZATION CHART
026 GENERAL INFORMATION
028 SUMMARY OF AOT’S FINANCIAL INFORMATION
036 NATURE OF BUSINESS
038 RISK MANAGEMENT
044 SHAREHOLDING AND MANAGEMENT STRUCTURES
102 INVESTMENT TRANSACTIONS
104 AIR TRAFFIC STATISTICS 114 BUSINESS CONTINUITY DEVELOPMENT
116 AOT’S HUMAN RESOURCE DEVELOPMENT
120 AIRPORTS’ SECURITY MEASURES AND AIRPORTS’ SERVICES
128 MANAGEMENT OF SAFETY, OCCUPATIONAL HEALTH AND WORKING ENVIRONMENT
131 CORPORATE SOCIAL RESPONSIBILITY (CSR), COMMUNITIES AND ENVIRONMENT
136 CORPORATE SOCIAL RESPONSIBILITY (CSR)
145 FINANCIAL STATEMENTS
007 MESSAGE FROM THE CHAIRMAN
009 REPORT OF THE NOMINATION COMMITTEE
010 REPORT OF THE REMUNERATION COMMITTEE
011 REPORT OF THE RISK MANAGEMENT COMMITTEE
012 REPORT OF THE CORPORATE GOVERNANCE COMMITTEE
014 REPORT OF THE AUDIT COMMITTEE
016 AOT BOARD OF DIRECTORS
020 AOT SENIOR EXECUTIVES 024 ORGANIZATION CHART
026 GENERAL INFORMATION
028 SUMMARY OF AOT’S FINANCIAL INFORMATION
036 NATURE OF BUSINESS
038 RISK MANAGEMENT
044 SHAREHOLDING AND MANAGEMENT STRUCTURES
102 INVESTMENT TRANSACTIONS
104 AIR TRAFFIC STATISTICS 114 BUSINESS CONTINUITY DEVELOPMENT
116 AOT’S HUMAN RESOURCE DEVELOPMENT
120 AIRPORTS’ SECURITY MEASURES AND AIRPORTS’ SERVICES
128 MANAGEMENT OF SAFETY, OCCUPATIONAL HEALTH AND WORKING ENVIRONMENT
131 CORPORATE SOCIAL RESPONSIBILITY (CSR), COMMUNITIES AND ENVIRONMENT
136 CORPORATE SOCIAL RESPONSIBILITY (CSR)
145 FINANCIAL STATEMENTS
Green AirportAnnual Report 2011 I Airports of Thailand Public Company Limited66
Mr. Piyapan ChampasutChairman
(17 February 2009 - 9 March 2011)
Mr. Tirapol NoparumpaChairman(9 March - 19 September 2011)
Annual Report 2011 I Airports of Thailand Public Company Limited
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The board of committee, executives, and staff of Airports of Thailand Public Company Limited
have realized the importance of air transportation industry, which is the structure that drives forward
economic and social growth of the country. It also has the vision to become Asia’s Leading Airport
Business. As a result, in order to sustainably develop the business and be prepared for the incessant
changes, AOT has committed to be High Performance Organization by elevating service quality, personnel’s
capabilities, and information technology. The Corporate Social Responsibi l i ty’s framework
regarding relevant implementation and standardization has also been regulated. This aims to
create participation in the development of quality of life for the society and community and respond
appropriately to the demands of the stakeholders. The operation of Green Airport has also been emphasized
in order to reduce energy use, support clean energy, control the release of greenhouse gas, and manage
the environment according to international standard. These developments are factors that will lead to
sustainable development. As for the implementation results in 2011, AOT has accelerated its competitive ability and service quality
by utilizing its potential with high efficiency, adjusting management system, and creating business
allies. Thus, the AOT’s net income was worth 28,640.69 million Baht, an increase of 19.17%
compared to last year. The net profit was worth 2,528.30 million Baht and compared to last year
it increased by 23.98%. For the operating results of the air traffic movements at AOT’s responsible
airports, the growth rate increased with the total volume of 66,300,666 passengers or 15.46%
increase, compared to last year. Inbound and outbound volume of cargoes and postal parcels
totaled 1.41 million tons with the total of 441,440 flights or the increase rates of 4.85% and
14.43% respectively. In addition, the recovery of tourism after the political crisis increased the
number of flights and passengers at Suvarnabhumi Airport by 288,540 flights and 47,800,585 passengers
or 10.22% and 12.48% increase respectively, Inbound and outbound volume of cargoes and postal parcels
totaled 1.33 million tonnes or 4.77% increase. After last year’s successful results, AOT would like to thank the public and private agencies,
the stakeholders, the media, and people for giving their trusts, confidence, and support on AOT’s
operation. AOT realizes its role as the main agency which develops the country’s air transportation
system and still firmly believes in the mission to operate with high standards. It will continue to
give warming service, modern technology, and responsibilities to the society and community for the
purpose of being the leader of airport business in the Asian region. The company will bring pride
to Thai people and be one of the factors that creates sustainable growth for the country’s economy
and society.
Mr. Tirapol NoparumpaChairman
(9 March - 19 September 2011)
Mr. Piyapan ChampasutChairman
(17 February 2009 - 9 March 2011)
MESSAGE FROM THE CHAIRMAN
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MESSAGE FROM THE CHAIRMAN
Dear shareholders,
At present the world is facing global warming, economic crisis, and fluctuating energy situations and these rapid changes inevitably affect AOT’s airport business. However, as a state enterprise and listed company in the Stock Exchange of Thailand, AOT is committed to efficient operations to create maximum benefits to the country as well as enhance value to our shareholders and stakeholders. The company also emphasizes decreasing of negative impacts caused by its operations and creating acknowledgement from community and society. Successful airport management requires clear planning and operations both in the short and long terms to effectively deal with related factors. The management must also comply with policies and operation guidelines laid down by the Ministry of Transport in respect of the improvement of airport capabilities in order to facilitate service recipients. This includes the development of Suvarnabhumi Airport under the single airport concept by providing domestic terminal, the third runway, and other necessary links between the terminals. In addition, Phuket International Airport Development Plan and Don Mueng International Airport Utilization Plan are two pivotal projects that need to be pressed ahead. AOT’s airport business can only be successful by the cooperation of its officers, airlines, government agencies, and airport operators sharing the same goal to develop and push forward its operation, so that all 6 airports under AOT’s responsibility are world class green airports and competitive in the world stage.
Air Chief Marshal(Sumet Photimanee)
Chairman (Appointed on 29 September 2011)
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REPORT OF THE NOMINATION COMMITTEE
Air Chief Marshal
Dear shareholders,
In the 9/2554 meeting on 22 September 2011, AOT’s Board of Directors passed a resolution to appoint the Nomination Committee with Air Chief Marshal Raden Puengpak as Chairman, while Mr. Thanapich Mulapruk and Mr. Chakarn Saengruksawong acted as directors. The Nomination Committee has duties and responsibilities assigned by AOT’s Board of Directors to regulate policies, principles, and procedures in acquiring AOT’s directors. The Nomination Committee is also responsible for screening qualified candidates as specified in the related regulations and laws to propose to AOT’s Board of Directors for appointments as AOT’s directors. In addition, the committee is required to undertake other tasks as assigned by the Board of Directors and report accordingly in the following month. The results of operations are to be reported in the notification (Form 56-1) and in the annual report. The Nomination Committee had 2 meetings in 2011 to recruit qualified personnel to fill in the position of AOT’s directors by adhering to the Nomination Committee’s Charter approved and certified by AOT’s Board of Directors which has been in effect since 14 January 2009. The recruitment process was implemented in accordance with the Standard Qualifications Act for Board of Directors and State Enterprise Official, the Public Limited Company Act, the Securities and Exchange Law, the cabinet resolutions, and AOT’s regulations. Other factors taken into consideration are qualifications, knowledge, capabilities, work experience, leadership, morality, ethics, good attitudes towards organization, and time dedication for AOT’s success. Additionally, the process has to be transparent and create confidence to shareholders. At present, AOT’s Board of Directors comprises 13 directors, 9 of whom are independent directors, 4 of whom are non-executive directors, as well as Acting President as the Secretary to the Board of Directors. The curriculum vitae can be found under the topic “Board of Directors”.
(Raden Puengpak)Chairman of the
Nomination Committee
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REPORT OF THE REMUNERATION COMMITTEE
Air Chief Marshal (Bureerat Ratanavanich)
Chairman of the Remuneration Committee
Dear shareholders,
In the meeting of 2/2553 on 22 January 2010, AOT’s Board of Directors had a resolution to appoint Air Chief Marshal Bureerat Ratanavanich as Chairman and Mr. Arkhom Termpittayapaisith and Mr. Prasong Poontaneat as directors. The committee’s responsibility is to regulate criteria and procedures of remunerations and benefits for AOT directors and outsiders.
The Remuneration Committee carried out its duties prudently and reasonably. In 2011 a meeting was held to consider remunerations and benefits of AOT directors and outsiders who were appointed as directors, directors of sub-committees, and operators by adhering to the charter certified by AOT Board. The measure has been in effect since 8 December 2009. In setting out the remuneration criteria, the committee took into consideration the suitability, duties, and responsibilities compared to other listed companies in the Stock Exchange of Thailand in the same industry with similar scope of operations. The remuneration packages were designed to be attractive to directors in order to create quality operation and achieve the company’s goals and directions. The procedures were also carried out with transparency to create confidence to shareholders. Information on each director’s remuneration can be found under the topic “Directors’ and Executives’ Remunerations”.
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REPORT OF THE RISK MANAGEMENT COMMITTEE
Dear shareholders, In fiscal year 2011, AOT’s Board of Directors has continually put the focus on AOT’s risk management from last year and has appointed Mr. Arkhom Termpittayapaisith as Chairman of the Risk Management Committee while Mr. Chakarn Saengruksawong and Mr. Suthi Kreingchaiyapruk act as directors. AOT’s President also acts as director and secretary while the Senior Executive Vice President (Planning and Finance) and the Director of the Risk Management Office act as assistant secretaries in order to closely relay policies into practice. With experiences and intention of the Risk Management Committee, the committee wants AOT to apply risk management system in the organization as a tool to regulate directions, strategies, and management. This will increase potential and business opportunities, continually improve work process, and help achieve AOT’s goals and mission. In fiscal year 2011, the Risk Management Committee agreed on risk management policy and framework and also urged AOT to encourage every officer to implement the risk management concept and regard it as part of the organization culture. In addition, the committee approved the 2011 risk identification of 7 cases, risk appetite, risk tolerance, risk response, and risk management goals. AOT is to continually monitor and report the implementation of risk management and other related issues by convening a meeting every 2 months and emphasizing busi-ness continuity management. In order to increase efficiency of AOT’s risk management system in the upcoming years, the Risk Management Committee has set up the organization risk criteria by determining as to whether the situa-tions containing risk have significant impacts on the core business, financial results, service, image, policy implementation and AOT’s special concerns. The situations must also be cases where issues cannot be immediately resolved by the administration or where the risk level cannot be reduced to an acceptable level.
(Mr. Arkhom Termpittayapaisith)Chairman of the Risk Management Committee
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REPORT OF THE CORPORATE GOVERNANCE COMMITTEE
Dear shareholders, In the 2/2011 meeting on 21 January 2011, AOT’s Board of Directors passed a resolution to appoint the Corporate Governance Committee with Mr. Wutisak Lapcharoensap as Chairman, whileAir Chief Marshal Bureerat Ratanavanich, Mr. Suthi Kreingchaiyapruk, and AOT’s President act as directors. The Corporate Governance Committee emphasizes AOT’s management according to corporate good governance by promoting the directors, executives, and officers to create good corporate governance culture as stipulated by the division in charge. Also, the committee is to ensure that officers strictly follow AOT’s good corporate governance manual to create confidence to shareholders, investors, and stakeholders as well as to support AOT’s operations. In 2011 the Corporate Governance Committee had 2 meetings to develop and follow-up the good corporate governance. The main issues are as follows :
1. Shareholders’ Rights In the 2010 Annual Ordinary General Meeting of Shareholders 21 January 2011, AOT advocated the exercises of shareholders’ rights by implementing issues in accordance with the “Annual General Meeting Checklist” specified by the Securities and Exchange Commission (SEC). This includes giving minority shareholders an opportunity to propose meeting agendas in advance, distributing meeting information to shareholders for 30 days on AOT’s website prior to the meetings, facilitating proxies for absentees, encouraging shareholders to ask and give suggestions freely, organizing minutes containing all the important information etc. 2. Equal treatment to all shareholders - Shareholders are to be given an opportunity for three months prior to the fiscal yearend (1 July – 30 September of each year) to propose agendas and suggest candidates for the title of AOT directors in the Shareholder Annual Ordinary General Meeting.
(Mr. Wutisak Lapcharoensap)Chairman of the Corporate Governance Committee
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3. Stakeholders’ Roles - To increase a complaint channel through Corporate Communications Office, which is a complaint center for all 6 airports, as well as AOT website. - Complaints can also be posted on AOT website. 4. Information Disclosure and Transparency - Shareholders are to be regularly reported on important events with precise information.
5. The Corporate Governance Committee’s Responsibilities - To operate honestly and carefully in accordance with the law, AOT’s objectives and regulations, and shareholders’ resolutions and to try its best to maintain the interests of AOT and the shareholders. - To initiate and frequently update the corporate governance policies to be in consistent with AOT’s operations at least once a year. - To enhance the authority of AOT’s independent directors according to the Securities and Exchange Commission’s definition by inserting the following sentence : “Independent directors may be assigned by AOT’s Board of Directors to make collective decisions on operations of the parent company, subsidiaries, associates, same-level subsidiaries, or legal entities when conflicts arise”. - To acknowledge the appraisal criteria of TRIS’s 2011 Organization Management Indicators, specifically on the role of the Board of Private Enterprises and its emphasis on good governance, responsibility to the society, and efficiency. - To amend corporate governance policies according to the cabinet resolution on 24 January 2011 which stipulated that on the cabinet resolution date, any person who acts as directors in more than 3 private enterprises and/or legal entities where private enterprises are shareholders, that person must resign his position or be forced to resign by an authorized officer within 90 days as from the cabinet resolution date. 6. Activities to Promote Corporate Governance and Ethics - To include a course on good corporate governance in the staff orientation. - To arrange workshops to promote corporate governance for intermediate officers at the head office and all 6 airports under AOT’s responsibility to put ethics into practice. - To demonstrate an intent to join the Anti-Corruption Collective Action Coalition in private sector arranged by the Thai Institute of Directors (IOD), Thai Chamber of Commerce, Thai Bankers’ Association, and Thai Listed Companies Association. - To join corporate governance development of listed companies projects and 2011 Investor Relations Annual Activity for 1 year (April 2011 - March 2012). The events are the collaboration between the Stock Exchange of Thailand (SET) and TRIS Corporation Limited to enhance potential of AOT’s corporate governance and emphasize the utilization of good corporate governance principles in order to obtain the most concrete success. As a result of AOT’s continual emphasis on good corporate governance, AOT received 94 points or “Excellence” from the 2010 Corporate Governance of Listed Companies Survey performed by the Thai Institute of Directors (IOD). In addition, AOT also received 100 points or “Excellence + Great Role Model” on the quality appraisal of 2011 Annual Ordinary General Meeting from the Annual General Meeting’s Quality Appraisal Project arranged by the Thai Investors Association.
Green AirportAnnual Report 2011 I Airports of Thailand Public Company Limited14
Dear shareholders,
AOT’s Audit Committee has been appointed as per AOT instruction of 459/2554 on 23 May 2011 comprising qualified individuals and independent directors as follows : Mr. Suthi Kreingchaiyapruk as Chairman, Air Chief Marshal Raden Puengpak, Air chief Marshal Bureerat Ratanavanich, Mr. Thanapich Mulapruk, and Mr. Pongsak Semson as directors and the director of the audit office as secretary. Then AOT instruction of 1088/2554 on 22 November 2011 regulated an appointment of a new audit committee, which has taken effect since 11 November 2011, comprising Mr. Pongsak Semson as Chairman, Air Chief Marshal Raden Puengpak and Ms. Chantima Sirisaengtaksin as directors, and the Director of the Audit Office as secretary. - The Audit Committee carried out its duties as assigned by the Board of Directors and in accordance with the committee charter which is in line with the Securities of Thailand’s notification regarding qualifications and operation scope of Audit Committee B.E. 2551. - In fiscal year 2011, there were 12 Audit Committee meetings participated by senior executives, concerned parties, and the auditor without involvement from executives. The Audit Committee reports were regularly and continually submitted to the Board of Directors, the pivotal points of which are as follows : - The review of quarterly financial statements for fiscal year 2011 and the report of monthly operation results prepared with the cooperation of the involved executives and the auditor to ensure that essential information of the financial reports was prepared correctly and sufficiently disclosed. Also, it must be in line with the generally accepted accounting standards.
(Mr. Pongsak Semson) Chairman of the Audit Committee
REPORT OF THE AUDIT COMMITTEE
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- Meetings with the auditor with no participation from the executives on the company’s financial statements and remarks arisen from the audit, etc. - The review of mutual transactions which may cause conflicts of interest among the stakeholders and the company. The result of such review was in accordance with the nature of business. - The preparation of quarterly Audit Committee’s report to be proposed to the Board of Directors. - The review of efficiency and effectiveness of internal control system. The provision of suggestions to the Board of Directors and the executives to improve the effectiveness of AOT’s internal control as well as the review of risk management for acceptable risk level. In addition, the Audit Committee also examined, suggested and reported the progress of internal control system as per the Rules of the Auditor General on Internal Control Standards B.E. 2001. - The review of the corporate governance’s operation result for fiscal year 2011 to ensure that the rules, regulations, laws, and listed companies’ good corporate governance principles were followed. - The supervision, suggestions, and support on the audit office’s independent operations. The review of 2011 internal audit results and the follow-up on rectifications as per suggestions in the report to create efficiency and effectiveness. Additionally, the Audit Committee also approved AOT’s 2012 internal audit plan as well as the long term internal audit plan for 2013 - 2015 prepared according to AOT’s risk factors to cover all important operation processes. Moreover, the committee also appointed and evaluated the director of the audit office’s performance. - The proposal of the auditor as well as his remuneration to the Board of Directors in order for the shareholders’ to approval to appoint the Office of the Auditor General of Thailand as the company’s auditor for 2011. - The review of Audit Committee’s charter, the approval of the Audit Office’s charter and the internal control operation manual. The Audit Committee carried out its duties independently by providing opinions and suggestions for operation improvement to attain good management. For fiscal year 2011, the Audit Committee concurred that AOT possessed the preparation process of financial reports which were in conformity with the generally accepted accounting standards, sufficient and appropriate risk management and internal control system including operations which were in compliance with rules, regulations, and concerned laws.
Green AirportAnnual Report 2011 I Airports of Thailand Public Company Limited16
AOT BOARD OF DIRECTORS(DURING THE YEAR OF 2011)
1 2 3 4 5 6 7 8
1. Mr. Piyapan Champasut
4. Air Chief Marshal Bureerat Ratanavanich
7. Mr. Thanapich Mulapruk
2. Mr. Tirapol Noparumpa
5. Mr. Pongsak Semson
6. Mr. Manit Wattanasen
8. Mr. Chakarn Saengruksawong
3. Air Chief Marshal Raden Puengpak
- Chairman of Board of Directors- Independent Director (Resigned on 9 March 2011)
- Independent Director- Chairman of Remuneration Committee- Member of Corporate Governance Committee- Member of Audit Committee
- Independent Director- Member of Audit Committee- Member of Nomination Committee
- Chairman of Board of Directors- Independent Director (Resigned on 16 September 2011)
- Independent Director- Member of Audit Committee
- Independent Director- Member of Nomination Committee- Member of Risk Management Committee (Resigned on 15 September 2011)
- Independent Director- Chairman of Nomination Committee
- Director (Resigned on 21 January 2011)
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10 11 12 13 14 1516 179
9. Mr. Arkhom Termpittayapaisith
12. Mr. Suthi Kreingchaiyapruk
15. Mr. Somchai Sujjapongse - Director
10. Mr. Wutisak Lapcharoensap
13. Mr. Juanjai Ajanant
14. Mr. Thawanrat Ornsira - Director
16. Mr. Veera Ruangsooksriwong - Director
17. Mr. Serirat Prasutanond
11. Mr. Prasong Poontaneat
- Chairman of Risk Management Committee- Member of Remuneration Committee
- Independent Director- Chairman of Audit Committee- Member of Corporate Governance Committee- Member of Risk Management Committee (Resigned on 17 September 2011)
- Independent Director- Chairman of Corporate Governance Committee
- Independent Director (Resigned on 21 January 2011)
- Director and Secretary- Member of Corporate Governance Committee- Member of Risk Management Committee- President (Resigned on 1 May 2011)
- Member of Remuneration Committee
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AOT BOARD OF DIRECTORS(PRESENT)
1. Air Chief Marshal Sumet Photimanee
4. Air Chief Marshal Raden Puengpak
6. Mr. Thanapich Mulapruk
2. Police Major General Peeraphan Premabhuti
5. Flying Officer Norahuch Ployyai
7. Mr. Pongsak Semson
3. Air Chief Marshal Bureerat Ratanavanich
- Chairman of Board of Directors- Independent Director
- Independent Director- Chairman of Nomination Committee- Member of Audit Committee
- Independent Director- Member of Audit Committee- Member of Nomination Committee
- Deputy Chairman- Independent Director
- Independent Director- Independent Director- Chairman of Audit Committee- Member of Nomination Committee
- Independent Director- Chairman of Remuneration Committee- Member of Audit Committee- Member of Corporate Governance Committee
1 23 4 5 6
7
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8. Mr. Veera Ruangsooksriwong - Director
11. Mr. Arkhom Termpittayapaisith
9. Mr. Thawanrat Ornsira - Director
12. Mr. Prasong Poontaneat
13. Mr. Somchai Sujjapongse - Director
10. Mr. Wutisak Lapcharoensap
- Chairman of Risk Management Committee- Member of Remuneration Committee
- Member of Remuneration Committee
- Independent Director
- Independent Director- Chairman of Corporate Governance Committee
9 10 11 12 13 148
14. Mr. Wattana Tiengkul
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1 3 5
2 4 6
Mr. Nirandra TheeranartsinSenior Executive Vice President (Regional Airports)Acting President
Mrs. Supaporn BurapakusolsriSenior Executive Vice President (Planning and Finance)
Mr. Somchai SawasdeeponSenior Executive Vice President (Engineering and Construction)
Miss Sasisubha SukontasapSenior Executive Vice President (Administration)
Mr. Nitinai SirismatthakarnSenior Executive Vice President (Business Development and Marketing)
Flying Officer Anirut ThanomkulbutraGeneral Manager of Suvarnabhumi Airport
AOT SENIOR EXECUTIVES(AS OF 30 SEPTEMBER 2011)
1 2 3 4 56
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Mr. Montri MongkoldaowExecutive Vice President (Administration)
Mr. Sirote DuangratanaExecutive Vice President (Business Development and Marketing)
Flying Officer Passakorn SurapipithExecutive Vice President (Aerodrome Standardization and Occupational Health)
Mrs. Poolsiri VirojanapaExecutive Vice President (Planning and Finance)
Flying Officer Chaturongkapon SodmaneeExecutive Vice President (Engineering and Construction)
Mr. Amarit ThongsiriprapaExecutive Vice President (Information and Communication Technology)
7 9 11
8 10 12
9 10 1112
87
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13 15 17
14 16 18
Mr. Chaowalit Paka - AriyaExecutive Vice President, Project Manager of Suvarnabhumi Airport Construction Management Office
Miss Vilaiwan NadvilaiDeputy General Manager of Suvarnabhumi Airport (Administration)
Mrs. Angkana ThantavivattananontDeputy General Manager of Suvarnabhumi Airport(Commercial Operations)
Flying Officer Wisit EiwpraphaExecutive Vice President (Regional Airports)
Flying Officer Narongchai Tanadchangsaeng Deputy General Manager of Suvarnabhumi Airport (Operations)
Wing Commander Suk PuangthumDeputy General Manager of Suvarnabhumi Airport (Engineering and Maintenance)
1413 15 181716
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19 21 23
20 22 24
Wing Commander Prateep WichittoGeneral Manager of Don Mueang International Airport
Mrs. Rawewan NetrakavesnaGeneral Manager of Chiang Mai International Airport
Group Captain Noranit Pholakanond General Manager of Hat Yai International Airport
Miss Shanalai ChayakulCorporate Secretary
Mrs. Duangchai CondeeGeneral Manager of Phuket International Airport
Mr. Yutthana Chitrobaree General Manager of Mae Fah Luang Chiang Rai International Airport
21 22 23 242019
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Board of Directors
AOT Shareholders
Audit Office
Administration • Administration Department • Legal Department • Human Resources Management Department • Human Resources Development Department • Supply Department• Medical Department
Regional Airports
Planning and Finance
The Audit Committee
The Risk Management Office
Special Operations Center
• Investor Relations Center • Corporate Strategy Department • Budgeting Department • Finance Department • Accounting Department
• Administration Division• Chiang Mai International Airport• Hat Yai International Airport• Phuket International Airport• Mae Fah Luang – Chiang Rai International Airport
• Suvarnabhumi Airport Administration Department • Planning and Finance Department • Special Affairs Department Medical Division
• Landside Operations Department• Airside Operations Department • Baggage Handling System Department • Security Department • Rescue and Fire Fighting Department
Administration Line
Suvarnabhumi Airport One-Stop Service Center
Aerodrome Standardsand Occupational Health
Department
Operations Line • Electrical and Mechanical Department• Airfield and Building Department Information Technology Department
Computer and Network Department Communications and Electronics Department
Maintenance Line • Customs Free-Zone and Cargo Management Center • Commercial Operations Department • Transportation Management Department
Commercial Operations Line
Don Mueang International Airport
• Business Development and Marketing Department• Business Management Department
• Aerodrome Standardization and Safety Department • Aviation Security Standard and Quality Control Department • Occupational Health and Safety Department
Business Development and Marketing • Office of Construction Management,
Suvarnabhumi Airport • Airport Development Planning Department• Engineering Project Department• Environmental Department• Maintenance Department
Engineering and Construction
Suvarnabhumi Airport Business Unit
The Nomination Committee
The Remuneration Committee
The Good Governance Committee
The Risk Management Committee
Corporate Secretary
Corporate Secretary Office
Corporate Communications Office
Airports of Thailand Public
CompanyLimited
Aerodrome Standardization and Occupational Health
• Information Technology and Communication Strategy Department • Information Technology Department • Computer and Network Department• Communications and Electronics Department
Information Technology and Communication
Airports of Thailand Public
CompanyLimited
ORGANIZATION CHART
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Board of Directors
AOT Shareholders
Audit Office
Administration • Administration Department • Legal Department • Human Resources Management Department • Human Resources Development Department • Supply Department• Medical Department
Regional Airports
Planning and Finance
The Audit Committee
The Risk Management Office
Special Operations Center
• Investor Relations Center • Corporate Strategy Department • Budgeting Department • Finance Department • Accounting Department
• Administration Division• Chiang Mai International Airport• Hat Yai International Airport• Phuket International Airport• Mae Fah Luang – Chiang Rai International Airport
• Suvarnabhumi Airport Administration Department • Planning and Finance Department • Special Affairs Department Medical Division
• Landside Operations Department• Airside Operations Department • Baggage Handling System Department • Security Department • Rescue and Fire Fighting Department
Administration Line
Suvarnabhumi Airport One-Stop Service Center
Aerodrome Standardsand Occupational Health
Department
Operations Line • Electrical and Mechanical Department• Airfield and Building Department Information Technology Department
Computer and Network Department Communications and Electronics Department
Maintenance Line • Customs Free-Zone and Cargo Management Center • Commercial Operations Department • Transportation Management Department
Commercial Operations Line
Don Mueang International Airport
• Business Development and Marketing Department• Business Management Department
• Aerodrome Standardization and Safety Department • Aviation Security Standard and Quality Control Department • Occupational Health and Safety Department
Business Development and Marketing • Office of Construction Management,
Suvarnabhumi Airport • Airport Development Planning Department• Engineering Project Department• Environmental Department• Maintenance Department
Engineering and Construction
Suvarnabhumi Airport Business Unit
The Nomination Committee
The Remuneration Committee
The Good Governance Committee
The Risk Management Committee
Corporate Secretary
Corporate Secretary Office
Corporate Communications Office
Airports of Thailand Public
CompanyLimited
Aerodrome Standardization and Occupational Health
• Information Technology and Communication Strategy Department • Information Technology Department • Computer and Network Department• Communications and Electronics Department
Information Technology and Communication
Airports of Thailand Public
CompanyLimited
Annual Report 2011 I Airports of Thailand Public Company LimitedGreen Airport
25
Green AirportAnnual Report 2011 I Airports of Thailand Public Company Limited26
GENERAL INFORMATION
Company Name : Airports of Thailand Public Company Limited (AOT)
Registration Number : PLC 0107545000292
Business : Airport operator and other services related to aviation and transport
Number of Common Stock : 1,428,570,000 shares, par value at 10 Baht per share
Shareholders : The Ministry of Finance is the major shareholder with a 70% stake,
with the rest held by institutes and retail investors
Listed Date : 11 March 2004
Accounting Period : 1 October - 30 September
Website : http://www.airportthai.co.th
Contact : HeadOffice
333 Cherdwutagard Road, Srikan, Don Mueang, Bangkok 10210
Tel. 0 2535 1111
Fax 0 2535 4061, 0 2504 3846
Corporate Secretary Office : Tel. 0 2535 5858,
Fax 0 2535 5540
E-mail: [email protected]
Annual Report 2011 I Airports of Thailand Public Company LimitedGreen Airport
27
Investor Relations Center : Tel. 0 2535 5900
Fax 0 2535 5909
E-mail: [email protected]
Corporate Communications Office : Tel. 0 2535 3738
Fax 0 2535 4099
E-mail: [email protected]
Registrar : Thailand Security Depository Company Limited
2/7 Moo 4 (North Park Housing Project) Vibhavadi Rangsit Road,
Thungsonghong, Laksi, Bangkok 10210
Tel. 0 2596 9000, 0 2596 9302-11
Fax 0 2832 4994-6
Or : 62 The Stock Exchange of Thailand Building
4th and 7thfloor,RatchadapisekRoad,KlongToey,Bangkok10110
Tel. 0 2229 2800
Fax 0 2359 1262-3
Auditor : OfficeoftheAuditorGeneralofThailand
Rama 6 Road, Samsen Nai, Bangkok 10400
Tel. 0 2273 9674-91
Fax 0 2618 5883
28
SUMMARY OF AOT’S FINANCIAL INFORMATION
2011 2010 2009 (Adjusted) (Adjusted)
Operating Results (Million Baht)
Operating revenues 28,640.69 24,032.62 21,502.39
Operating expenses 21,432.92 19,629.66 18,511.13
Operatingprofit 7,207.77 4,402.96 2,991.27
Netprofit(loss) 2,528.30 2,039.25 (4,250.90)
Financial Position (Million Baht)
Totalassets 147,119.79 141,588.99 144,140.74
Totalliabilities 75,565.21 71,743.19 75,760.10
Shareholders’equity 71,554.58 69,845.80 68,390.65
Financial Ratios
Liquidityratio(X) 1.91 2.00 1.88
Netprofittooperatingrevenuesrate(%) 8.83 8.49 (19.77)
Returnonequity(%) 3.58 2.85 (5.87)
Returnonassets(%) 1.75 1.40 0.49
Debt/equityratio(X) 1.06 1.03 1.11
Bookvaluepershare(Baht) 49.99 48.76 47.71
Earnings(loss)pershare(Baht) 1.77 1.43 (2.98)
29
Income from Operation of 2011
Categorized by organization structure
HeadOffice - -
DonMueangInternationalAirport 645.36 2
SuvarnabhumiAirport 23,603.38 83
RegionalAirports 3,805.80 13
SuvarnabhumiAirportHotel 586.15 2
28,640.69 100
Categorized by types of income
LandingandparkingCharges 4,370.34 15
PassengerServiceCharges 12,334.06 43
AircraftServiceCharges 465.00 2
OfficeandStatePropertyRents 1,718.26 6
ServiceRevenues 3,311.25 12
ConcessionRevenues 6,441.77 22
28,640.69 100
Unit : Million Baht %
6%OfficeandStatePropertyRents
83%SuvarnabhumiAirport
43%PassengerServiceCharges
15%LandingandparkingCharges
2%SuvarnabhumiAirportHotel
13%RegionalAirports
22%ConcessionRevenues
12%ServiceRevenues
2%DonMueangInternationalAirport
2%AircraftServiceCharges
Unit : Million Baht %
30
Categorized by expenses
PersonelExpenses 3,871.15 18
ManagementRemuneration 62.95 0
OperatingExpenses 6,081.07 28
RepairsandMaintenance 2,304.69 11
StatePropertyRental 1,247.40 6
DepreciationandAmortization 7,865.65 37
21,432.92 100
Unit : Million Baht %
Sources of Expenses from Operation of 2011
3%SuvarnabhumiAirportHotel
7%RegionalAirports
6%StatePropertyRental
8%HeadOffice
3%DonMueangInternationalAirport
79%SuvarnabhumiAirport
37%DepreciationandAmortization
11%RepairsandMaintenance
18%PersonelExpenses
28%Operating Expenses
Categorized by organization structure
HeadOffice 1,628.69 8
DonMueangInternationalAirport 721.76 3
SuvarnabhumiAirport 17,024.26 79
RegionalAirports 1,470.27 7
NewBangkokInternationalAirportCo.,Ltd. 0.02 0
SuvarnabhumiAirportHotel 587.93 3
21,432.92 100
Unit : Million Baht %
31
Airports of Thailand Public Company Limited and SubsidiariesExplanations and Analysis of Financial Statements for the Years Ended
30 September 2011 and 2010
The aid measures for the year 2010 provided to airlines and operators, which still have ef-fects on operation results, are as follows :
1) The10%decreaseoflandingfeeand20%
decreaseofparkingfeeforaperiodof10monthsforevey
flightfromMarch–December2010(Airlineswhichhave
acceptedthereductionrateofthesaidfeefromotherAOT
programs,thehighestreductionrateofonlyoneprogram
shallbeappliedexcludingtheNewIncentiveScheme
forSuvarnabhumiAirport).
2) TheReductionofconcessionfeesforthose
thathaveAOT’spermitorenteredintoanagreement
before25November2008.
2.1 Thefixedrateofconcessionfeeswere
reducedby5%for10monthsfromMarch–December2010.
2.2 Incaseofconcessionfeescalculatedin
percentagewithminimumguaranteerequired.
(1)As for those contracts with more
than 5-year-duration, the exercise of the percentage
concessionfeesandtheminimumguaranteeweretobe
postponedfromthesecondyearofthecontracttothe
fourthyear.Also,asfromthethirdyearofthecontract
onwards, the postponement of the above-mentioned
feeswastobeinthesamemannerasinthesecond
yearofthecontractuntilitsexpiration.
(2)As regards 3-5 year contracts, the
postponementpolicyisasfollows:
-The percentage concession fees and
theminimumguaranteeweretobeappliedinthethird
yearofthecontractinsteadofthefirstyear.
-Boththeabove-mentionedfeeswereto
beexercisedinthefourthyearofthecontract(ifany)
insteadofthesecondyear.
-Theabove-mentionedfeesweretobe
imposedinthefifthyearofthecontract(ifany)instead
ofthethirdyear.
3)ANewIncentiveSchemeforSuvarnabhumi
Airport
AOTgavediscountsonthelandingfeetoscheduled
flightsparticipatedintheprogram.Thediscountswere
calculated in percentage based on the airlines’ fees
incurred in 2010 and such rate was in proportion
withtheincreasednumberofinternationalpassengers
at Suvarnabhumi Airport in 2010 compared to the
numberin2009.Thefeereductionwascalculatedfrom
1January–31December2010.
The aid measures for airlines and operators at Suvarnabhumi Airport and Don Mueang International Airport affected by political unrest during April – December 2010 are as follow:
1) Thesemeasuresweretobeprovidedspecifi-
callyfortheprojectsoractivitieshavingwrittenconsent
fromAOTorthoseenteredintoanagreementpriorto
31March2010.
2) Thedecreaseof15%oflandingfeeand50%
ofparkingfeeforaperiodof9monthsforeveryflight
fromApril–December2010(Airlineswhichhavealready
acceptedthereductionrateofthesaidfeesfromother
AOTprograms,thehighestreductionrateofonlyone
programshallbeappliedexcludingtheNewIncentive
SchemeatSuvarnabhumiAirport).
3) The10% reductionof rents and/or service
charge for every tenant for 9 months from April –
December2010.
32
Contract Duration Extension
Decrease
April–June2010 30%
July–September2010 20%
October–December2010 10%
<3years 6months
3years 8months
5years 1year
8years 1yearand8months
≥10years 2years
4) The reduction of concession fees are as
follows:
4.1 The decreased rate of fixed concession
fees were to be implemented for 9 months from
April–December2010asfollows:
4.2 In case of the percentage concession
feeswithminimumguaranteeonlyconcessionfeeswere
leviedaccordingtothesaleswithnominimumguarantee
tobepaidfor9monthsfromApril–December2010.
Thecollectionofsuchfeeswastobepostponedfrom
thecurrentyearofthecontracttothefollowingyear
untilitsexpirationandtheminimumguaranteeofthe
remainingmonthsofthecurrentcontractweretobe
averagedequally.
Ifthepercentageconcessionfeeswere
higher than the minimum guarantee, the minimum
guaranteewereimposedinordertocreatefairness.
Thoseoperatorswhohadalreadyreceived
adiscountfromanyotherprojectwereentitledtoenjoy
theprivilege fromonlyoneproject using thehigher
rateofdiscount.
Asforthosewhohadalreadypaidtheir
feeswhichwerelowerthanwhatrequiredfromtheaid
measureproject,theadditionalfeeswerewaivedduring
theperiodofJanuary–December2010.
5) Theduedates for thepayment of landing
and parking fee, rents, and concession fees for the
period of July –December 2010were extended by
4monthswithnofine.
6) The duration of contracts of commercial
operators at Suvarnbhumi Airport and Don Mueang
International Airport was extended by 6 months –
2 years according to theproportion of the contract
duration,thedetailsofwhichareasfollows:
Thisalsoappliedtolimousinerentalcontractswith
driversatSuvarnbhumiAirport as theyweredirectly
affectedbythepoliticalunrest.Inaddition,ifthecars
werewellmaintainedtohaveaconditionofnomore
than5-year-oldcars for thewholecontractduration,
thecontractwasextendedforanotheryearmakingit
2yearsintotal.
7) Incaseoftheoperatorswhowerepermitted
tooperateaccordingtotheActonPrivateParticipa-
tioninStateUndertakingB.E.2535aswellasother
caseswhichhadtoabidebythecontract,stepsand
proceduresasstipulatedby the lawor thecontract
wereimplemented.
8) Theoperatorshadtowaivetheirfeestothe
airlinesorpassengersattheratenotlowerthanwhat
theyreceivedfromAOT.
1. Operating Results of Airports of Thailand
Public Company Limited and Its Subsidiaries
AOT’s 2011 operating results starting from
1October2010–30September2011comparedtothe
sameperiodin2010,AOT’stotaloperatingrevenuewas
28,640.69millionBaht,anincreaseof4,608.07millionBaht
or19.17%.Theoperatingexpensestotalled21,432.92
millionBaht, an increaseof1,803.26millionBahtor
9.19%.Totaloperatingincomewas7,207.77millionBaht
whichincreasedby2,804.81millionBahtor63.70%.With
theinclusionsofotherincomesof920.59millionBaht,
33
otherexpensesof2,237.82millionBaht,financialcosts
of2,223.81millionBaht,lossonminorityinterestsof
43.88millionBaht,andincometaxexpensesof1,182.31
millionBaht,AOT’snetprofitwas2,528.30millionBaht,
anincreaseof489.05millionBahtor23.98%.Earnings
persharewas1.77Bahtcomparedto1.43Bahtin2010.
Unit : Million Baht
Increase 2011 2010 (Decrease) %
TotalOperatingrevenues 28,640.69 24,032.62 4,608.07 19.17
-Aeronauticalrevenues 17,169.41 14,005.95 3,163.45 22.59
-Non-aeronauticalrevenues 11,471.28 10,026.67 1,444.62 14.41
TotalOperatingexpenses 21,432.92 19,629.66 1,803.26 9.19
Operatingincome 7,207.77 4,402.96 2,804.81 63.70
Totalotherincomes 920.59 966.26 (45.67) (4.73)
Totalotherexpenses 2,237.82 166.38 2,071.44 1,245.03
Financialcosts 2,223.81 2,389.71 (165.09) (6.94)
Netprofit 2,528.30 2,039.25 489.05 23.98
Aeronautical revenues of 17,169.41 million
Baht, increased by 3,163.45million Baht or 22.59%.
Therisewasduetotheincreasedairtrafficvolumeof
6airportswiththenumberofaircraft,passenger,and
cargomovementsincreasedby14.43%,15.46%,and
3.97%respectively.
Non-aeronautical revenues of 11,471.28
millionBaht, an increaseof1,444.62millionBahtor
14.41%.Thegrowthresultedfromtheincreasedpassenger
volumewhichaffectedthehigherconcessionrevenues
includingthefactthattheaidmeasuresforairlinesand
operatorshadendedinDecember2010.
Operating expensesof21,432.92millionBaht,
anincreaseof1,803.26millionBahtor9.19%comprised:
-Personnel expenses and managment’s
remunerationstotaled3,934.11millionBaht,increasedby
52.45millionBahtor1.35%asaresultofanincrease
inannualpensionforemployees.
-Operatingexpensesof6,081.07millionBaht,
an increase of 532.22 million Baht or 9.59%.
The crucial causes were property tax, private
sector contracting fee, the increased electricity
costs and insurance premium. Additionally, some
operatingexpenseshadbeenincreasedinlineofan
increase in operating revenues such as passenger
service charges collecting fee and limousine service
contracts,etc.
-Repairs and maintenance expenses of
2,304.69millionBahtincreasedby764.93millionBaht
or49.68%.Theincreasewasduetothehighercostsof
repairsandmaintenanceofelectricalhardware,elevator,
escalator,air-conditioners,taxiwaysandrunways.Some
werepreventivemaintenanceandsomewerepartsofthe
maintenancecontractswhichincludedpartstoprovide
readinessoftheequipment.
-The state property rental was 1,247.40
millionBaht,anincreaseof213.25millionBahtor20.63%
accordingtohigheroperatingrevenues.
-Thedepreciationandamortizationof7,865.65
millionBaht,anincreaseof240.31millionBahtor3.15%
duetotheassetincrease.
Other lncomes of 920.59 million Baht, a
decreaseof45.67millionBahtor4.73%resultingfrom
thedecreaseofthegainonsaleofinvestmentandother
34
incomesof263.16millionBaht (lastyear theshares
ofKingPowerDutyFreeCo.,Ltd.andFuelPipeline
TransportationLtd.weresoldat185.53millionBaht)
butinterestincomeincreasedby217.49millionBaht.
Other expenses of 2,237.82 million Baht,
increasedby2,071.44millionBahtconsistedof:
1) Foreign exchange loss of 1,538.12 million
Baht was due to the Yen appreciation compared
to last year which affected the loss on the foreign
exchangerateadjustmentattheendoftheaccounting
periodof6,152.03millionBahtandaftertakinggainon
foreignexchangefromthecrosscurrencyswapcontract
of4,613.91millionBaht,thetotalforeignexchangeloss
was1,538.12millionBaht.Theexchangeratecompari-
sonsareasfollows:
30September2011 41.0878 31.3072 30September2010 36.7503 30.5578
30September2010 36.7503 30.5578 30September2009 37.6809 33.6972
Increase 4.3375 0.7494 Decrease (0.9306) (3.1394)
Exchange Rate Exchange Rate
Baht/100 Yen Baht/US$ Baht/100 Yen Baht/US$
2) Lossonimpairmentofassetswas357.88
millionBaht.becauseAOThadrecordedimpairmentloss
onMaeFahLuang-ChiangRaiInternationalAirport
inanamountof294.47millionBahtasaresultofthe
impairmentindicationofsuchassetshadbeenfound.
Fromtheimpaimenttest,thevalue-in-useofsuch
assets is lower than the carrying amount. However,
AOT hired a competent consultant to appraise the
impairmentincompliancewithThaiAccountStandard
No.36“ImpairmentofAssets”.
3)Otherexpensesamountedto341.82million
Baht.Themaincausewastheprovisionforliabilities
arisenfromalawsuitagainstAOTwhichthecivilcourt
ruledthatAOTpaytheplaintifftheamountof331.47
million Baht with interest. The court case is being
appealed.
Financial coststotaled2,223.81millionBaht,
adecreaseof165.90millionBahtor6.94%.Thiswasa
resultofthedecreaseof157.41millionBahtininterest
expensesfromthefinancial institutionswhichwasin
turntheresultoflowerloanamountduetoprincipal
repayment and thedecreaseof 8.49millionBaht in
interestexpensesfromfinancialleasedasset.
2. Financial Statements of Airports of
Thailand Public Company Limited and Its Subsidiaries
as of 30 September 2011
Assets, Asof30September2011,AOThadthe
totalassetsof147,119.79millionBaht,anincreaseof
30September2010for5,530.80millionBahtor3.91%.
Thedetailsareasfollows:
Unit : Million Baht
Increase 2011 2010 (Decrease) %
Currentassets 31,954.28 28,289.02 3,665.26 12.96
Long-terminvestments 6,151.59 5,358.26 793.33 14.81
Plantandequipment-net 89,707.05 92,507.24 (2,800.19) (3.03)
Assetsunderconstruction 6,696.62 6,925.79 (229.17) (3.31)
Othernon-currentassets 12,610.25 8,508.68 4,101.57 48.20
Totalassets 147,119.79 141,588.99 5,530.80 3.91
35
Current assets, with the total of 31,954.28
millionBaht,an increaseof3,665.26millionBaht,or
12.96%,duetotheincreaseintheshort-terminvestment.
Long-term investment, with the total of
6,151.59millionBaht,anincreaseof793.33millionBaht,
or14.81%,duetotheincreaseinthefixeddeposits.
Plant and equipment-net, with the total of
89,707.05millionBaht,adecreaseof2,800.19million
Baht,or3.03%,due to theannualdepreciation,and
amortizationalongwiththerecordoflossonimpairment
ofassetofMaeFahLuang-ChiangRaiInternational
Airport.
Assets under construction,withthetotalof
6,696.62 million Baht, a decrease of 229.17 million
Baht,or3.31%,duetothecompletedassethadbeen
transferredtoplantandequipment.
Other non-current assets, with the total
of 12,610.25 million Baht, an increased 4,101.57
millionBaht,or48.20%,duetotheYenappreciation
which increased the value of Cross Currency Swap
contract.
Liabilities.Asof30September2011,AOT’s
liabilitiesamountedto75,565.21millionBaht,anincrease
of3,822.02millionBahtor5.33%.Thedetailsareas
follows:
Unit : Million Baht
Increase 2011 2010 (Decrease) %
Currentliabilities 16,758.96 14,176.72 2,582.24 18.21
Long-termloan 57,513.61 56,196.45 1,317.16 2.34
Othernon-currentliabilities 1,292.64 1,370.02 (77.38) (5.65)
TotalDebt 75,565.21 71,743.19 3,822.02 5.33
Current liabilities,withthetotalof16,758.96
millionBaht,an increaseof2,582.24millionBaht,or
18.21%, due to the liabilities record regarding noise
impact compensation and the increase in current
porttion of the foreign loans resulting from the
Yenappreciation.
Long-term loans,withthetotalof57,513.61
millionBaht,an increaseof1,317.16millionBaht,or
2.34%,duetothestrengtheningofYencurrencywhich
increasedtheloansinforeigncurrencies.
Other non-current liabilities,withthetotalof
1,292.64millionBaht,adecreaseof77.38millionBaht,or
5.65%,duetotherepaymentoffinancialleasedliabilities.
Shareholders’ equity. As of 30 September
2011,shareholders’equitytotaled71,544.58millionBaht,
anincreaseof1,708.78millionBaht,or2.45%,dueto
theincreasednetprofit.
3. Liquidity
Asof30September2011,AOTrecordedcash
andcashequivalentswiththetotalof5,179.44million
Baht,anincreasefrom30Sepemberof1,660.53million
Bahtor47.19%.Thedetailsofthesourcesanduses
ofcashareasfollows:
16,726.22millionBahtofnetcashgainedfrom
operationactivities.
7,403.37 million Baht of net cash spent
on investment activities: investments in buildings,
equipment,andconstruction.Themoneywasalsoused
for short-term and long-term investments for better
benefits.
7,662.32 million Baht of net cash spent
on financing activities; principal repayment and loan
interests.,dividendpaymentof2010,andrepaymentof
financeleaedliabilities.
Green AirportAnnual Report 2011 I Airports of Thailand Public Company Limited36
NATURE OF BUSINESS
Nature of Business As Thailand’s airport business, AOT’s main activities consist of management and airport development. Airports under its responsibility include Suvarnabhumi Airport, Don Mueang International Airport, Chiang Mai International Airport, Hat Yai International Airport, Phuket International Airport, and Mae Fah Luang – Chiang Rai International Airport. The airports provide both domestic and interna-tional flights. Suvarnabhumi Airport, the country’s main airport, was opened on 28 September 2006 to support the increasing number of passengers. It can support 45 million passengers a year, 3 million tonnes of cargo a year, and 76 flights per hour.
AOT’s two operating revenues mainly comprise aeronautical revenues and non-aeronautical revenues. The aeronautical revenues include the air-traffic- related revenues such as landing and parking fee, passenger service charges and aircraft service charges. The non-aeronautical revenues include office and state property rents, service revenues and concession revenues. In addition, AOT holds stocks in 9 companies which
provide services and products related to the company’s aviation business such as Suvarnabhumi Airport Hotel Company Limited, Airport Duty Free Company Limited, Thai Aviation Refuelling Company Limited, Phuket Air Catering Company Limited, Airport Associated Company Limited, Don Mueang International Airport Hotel Company Limited, Bangkok Aviation Fuel Services Public Company Limited, Thai Airports Ground Services Company Limited, and Trade Siam Company Limited.
The market condition, the industry sector’s tendency, the situation of the future’s competition and the government’s policy to emphasize development of airports, particularly Suvarnabhumi Airport, to become an aerotropolis, a hub for the air cargo transportation and tourism of Asia and the world were initiated. The Tourism Authority of Thailand’s proactive tourism policy also aimed at expanding new tourist markets. The ASEAN countries mutually agreed upon freedom of the air policy, along with increasing flexibility of rules and regulations
Annual Report 2011 I Airports of Thailand Public Company LimitedGreen Airport
37
concerning air transportation. As regards the future progress of AOT, the Airports Council International (ACI) predicted that the growth rate of worldwide passengers in the next 20 years (2008 - 2027) would be 4.2% per annum on average. The growth rate of Asia-Pacific passengers would be 6.3%, which is higher than that in every region due to the development of air transportation and the rapid growth of the Chinese and Indian economies.
The freedom of the air policy and the expansion of the economy as well as international trade allowed low cost carriers to have access to the domestic and international markets. Thus, this creates rapid growth of airline quantity and flight frequency. It was estimated that the increase of the Chinese and Indian population with moderate income would enable the low cost carriers of Asia-Pacific to expand greatly in the future. In addition, technical innovations to new aircraft, such
as the A380, will help the overall air transport system to increase its efficiency, reduce its capital and decrease flight times, as an aircraft can fly directly to its destination without stopping. This in turn leads to new flight routes and more competition opportunities. As ticket prices are reduced, people can gain more access to air transport services. Furthermore, communication technology has developed at a fast pace, allowing passengers to easily search information on tourist attractions and business resources as they need. Air passengers can also make quick reservations by themselves at lower cost. However, the flood has been widespread and has affected many provinces of Thailand in the last quarter of 2011. It is the main factor that affects the number of foreign tourists, who has avoided coming to Thailand. The growth of air traffic has been affected and the tourism industry as well as the investment has been reduced.
38
AOT emphasizes the implementation of risk
management as one of the main mechanisms to
continually manage the organization. AOT’s risk
framework comprises 3 main parts as follows :
1. Risk Governance
1.1 The Risk Management Committee : As
appointed by AOT Board, the Risk Management Committee
consists of a director as Chairman of the committee,
while the President as member and secretary, the Senior
Executive Vice President (Planning and Finance)
and the Director of the Risk Management Office as
assistant secretaries. The committee’s responsibilities
are to regulate policies, risk management framework,
and give advice to the Board and the management on
organization’s risk management.
1.2 The Risk Management Working group:
As appointed by the Risk Management Committee,
AOT Risk Management Working Group consists of the
President as Chairman, the Senior Executive Vice President
(Planning and Finance) as Vice Chairman, Senior
Executive Vice Presidents from every department
and General Managers of Suvarnabhumi Airport and
Don Mueang International Airport as members, Risk
Risk ManageMent
39
Management Office’s Director as member and secretary,
and Deputy Director of Risk Management Office as member
and assistant secretary. The working group is responsible
for the organization’s risk management and operations
according to the Risk Management Committee’s policies.
1.3 AOT Internal Control System and Risk
Management Working Group: General Managers of
regional airports and AOT’s directors set up Internal
Control System and Risk Management Working Group
to be responsible for risk management and internal
control of regional airports and AOT sectors.
1.4 Risk Management Office : The office is
responsible for supporting operations according to the
risk management framework.
2. Risk Management Infrastructure comprises :
2.1 Risk management policies and manual
2.2 Risk map
2.3 Risk assessment criteria
2.4 Risk appetite
2.5 Risk management database and tools
2.6 Risk management framework
3. Risk Management Process
3.1 Objective setting
3.2 Risk identification
3.3 Risk analysis and assessment
3.4 Risk responses
3.5 Measure identification and additional
control
3.6 Monitoring and reporting
In fiscal year 2011, AOT’s risk conditions are as follows :
1. AOT’s management may not be able to manage
District Cooling System and Power Plant Company
Limited (DCAP) to permanently control cooling
temperature of water for passenger terminals and
concourse terminals as specified in the contract.
Due to the success of the opening of Suvarnabhumi
Airport since 2006, AOT, as the operator of Thailand’s main
international airports, is committed to manage every
airport under its responsibility to be in accordance
with international standards in order to create safety
and maximum satisfaction to customers, especially
passengers and airlines. The airport’s atmosphere in
the passenger terminals is the basic factor to create
satisfaction to passengers and reflects the overall
image of the airport.
40
Glass is the main structure of the passenger termi-
nals’ architecture which affects the atmosphere and tem-
perature in some seasons. District Cooling System and
Power Plant Company Limited (DCAP) has an important
role in supplying cool water to the passenger and
concourse terminals which directly affects the required
temperature. As a result, in order to create satisfaction
and overall image of Suvarnabhumi Airport, DCAP and
AOT have initiated many projects such as the installation
of Helper Cooling Tower, Electric Chiller, and additional
split-type air-conditioners to create desired temperature
in the buildings.
2. Unachieved targets of phase 2 of Suvarnabhumi
Airport Development Project.
AOT proposed Suvarnabhumi Airport Development
Project worth 62,503.214 million Baht to the cabinet for
an approval. The cabinet meeting on 24 August 2010
passed a resolution to approve the project (2011 – 2016
fiscal years) in principle with objectives and goals to
increase capacity of Suvarnabhumi Airport to
accommodate 15 million more passengers per year
from 45 million to 60 million (48 million of which are
international passengers and 12 million are domestic).
The project comprises the eastern extension of the
main terminal building, the construction of the satellite
1, public utilities system, and the employment of project
management consultant. The implementation period is
6 years (2011 – 2016 fiscal years).
At the end of fiscal year (30 September 2011),
Suvarnabhumi Airport’s passenger volume was 47.8
million which exceeded its capacity of 45 million.
Consequently, there was a need to push forward the
construction of Suvarnabhumi Airport Development Plan
to cope with the change. In addition, AOT Board has
approved the study result of the development plans
for Don Mueang International Airport and Suvarnab-
humi Airport carried out by ICAO and IATA to be used
as guidelines for the preparation of the development
master plan of the airports’ system. As approved by the
cabinet on 24 August 2010, the construction of domestic
passenger terminal is to be done together with the
construction of the 3rd runway which is in addition to
the Terms of Reference (TOR) and Project Management
Consultant (PMC). This has delayed Suvarnabhumi
Airport Development Plan (2011 – 2016 fiscal years) as
the scope and details of the employment contract and a
new project management consultant need to be reviewed.
Approval of budget and additional scope and details
of the employment contract also needs to be obtained
from the cabinet. Furthermore, the National Environment
Board’s approval is to be acquired for the study of
Strategic Environment Analysis (SEA), Environment
Impact Analysis (EIA), and Health Impact Analysis
(HIA). If the issues cannot be achieved within the
corresponding timeframe with Suvarnabhumi Airport
Development Plan, it is expected to be implemented
during 2012 – 2017 fiscal years.
41
In order to solve congestion problem at Suvarnabhumi
Airport, the government’s policy is to increase its
capacity to be able to handle more than 65 million
passengers per year. Also, ICAO’s study recommended
that domestic passenger terminal be built to alleviate
the problem, hence AOT’s plan to construct a domestic
passenger terminal with the capacity to accommodate
20 million passengers per year. After the completion
of both projects, Suvarnabhumi Airport will be able to
accommodate more than 80 million passengers a year.
The TOR has been provided in Thai as suggested
by the Office of the Attorney General to enable the
second phase of Suvarnabhumi Airport Development
Plan to achieve the target. In addition, there is a plan
to employ a Project Management Consultant (PMC)
to manage the development project of Suvarnabhumi
Airport (2010 - 2016 fiscal years) and the construction of
domestic passenger terminal complex. The construction
design has also been adjusted to be in line with the
current situation as there are 46 million passengers
which are more than the airport’s capacity.
3. Unachieved targets of Phuket International Airport
Development Project (2010 – 2014 fiscal years)
Phuket International Airport Development Project
was approved by AOT Board on 25 June 2009. The
resolution to move the project forward was reached
by AOT and the meeting of the Council of Economic
Miniters of 8/2553, on 12 July 2010, presided over by
Mr. Abhisit Vejjajiva as the Prime Minister. The main
work comprised the construction of taxiways, ramps,
international passenger terminal, and the renovation of
the existing terminal to be the domestic passenger
terminal, the design of which is in progress. The Green
Building and energy-saving concepts are the terminal’s
prominent features using environment-friendly materials.
The project will be completed in 2014 which will enable
the airport to handle 12.5 million passengers.
Presently, Phuket International Airport is facing
congestion problem and anticipating the number of 7.96
million passengers by the end of the fiscal year while
its capacity is only 6.5 million passengers per year. This
causes Phuket International Airport to speed up the
capacity improvement by exercising short-term plan to
ease the problem such as renovation of the passenger
terminal, the increase of seats in the waiting areas,
and the improvement of baggage conveyor system, etc.
The fact that Phuket International Airport is
adjacent to 402 Highway and surrounded by conservation
and populated areas limits the airport’s improvement.
Therefore, the National Environment Commission’s
approval may not be able to obtain. Additionally, a
large amount of compensation is needed to compensate
the environmental impacts. The other hindrance is the
removal of public utilities on the east and west (09/27)
3,000-metre runways which cannot be lengthened as
it is next to the Andaman Sea, where sea turtles are
conserved.
AOT has hired a consultant to study the
environmental impacts of Phuket International Airport
Development Project both construction and operation
parts, taken suggestions from the public as well as
stakeholders, monitored the consultant’s study so that
it is in accordance with the report on the environmental
impact study of the Office of Natural Resources
and Environmental Policy and Planning, and rectified
and added information as suggested by the Expert
Commission of the Office of Natural Resources and
Environmental Policy and Planning and the National
Environment Board to reduce the risk of not getting
approval. The consideration of the study report and the
added information suggested by the two offices may take
a long time, thus AOT’s responsible unit was assigned
to coordinate with the Secretary Office of the Office of
Natural Resources and Environmental Policy and
Planning’s Expert Commission to provide the company
with additional suggestions prior to the next board meeting
to enable the consultant to prepare the information or
additional suggestions to propose to the board.
4. AOT may have to pay a large amount of compensation
incurred from lawsuits filed by contractors
42
AOT had to comply with the government’s policy
to have Suvarnabhumi Airport operate commercially in
2006 and increase its capacity of handling 30 million
passengers per year to 45 million passengers per year.
The construction was thus speeded up to be completed
in time and there were many changes during the
construction to comply with the necessity and suitability
of the airport’s operators. This caused dispute between
AOT and its contractors which may cost a lot of money
to settle the lawsuits.
AOT has prudently considered the matter with
utmost care to provide justice in the dispute and
the procedures must be in accordance with related
regulations. It must also comply with conditions of
every contract and coordinate with relevant individuals
to proceed with and complete the contracts’ process
for quick payment to reduce the dispute’s problems.
AOT has also appointed two sub-committees to consider
technical and engineering problems at Suvarnabhumi
Airport and to check legal issues. Representatives of the
Office of the Attorney General act as a sub-committee
to closely give advice on the dispute settlement, to
negotiate with the disputants, and to strictly fight the
cases as approved by the Board.
5. Suvarnabhumi Airport may be ranked below the 24th
of the ASQ in 2011.
Airport Service Quality Program (ASQ) was
initiated by the Airports Council International (ACI), the
head quarter of which is in Geneva, Switzerland. This
program is participated by leading airports all over the
world including Suvarnabhumi Airport, which was the
98th participant in 2007.
The program’s main objective is to survey the
passengers’ satisfaction using standard questionnaire
worldwide on 34 important issues such as transportation
system, boarding pass checking, immigration, restaurants,
shops, hygiene, and atmosphere in passenger terminals, etc.
AOT’s participation in the program aims to use
passengers’ opinions regarding the airport’s service in
each topic as guidelines to improve the services to
comply with international standards.
In 2011, AOT realized the risk factors which could
affect Suvarnabhumi Airport’s ranking to be below 24th
due to the number of passengers which exceeded the
passenger terminals’ capacity. It is predicted that in
2011, there will be approximately 46 million passengers.
In addition, more new airports with standard and
credibility accepted by world’s leading airport have
applied to be ASQ’s members. As of June 2011, there
were 182 members. This has created competition,
development and continual service improvement.
As a result, the attempts in 2011 have created
important projects such as passenger congestion
management while the second phase of Suvarnabhumi
Airport’s development plan and the service efficiency
assessment improvement project are under progress to
reduce passenger congestion.
6. AOT may not be able to disburse investment budget
from the approved budget
In 2011, AOT had an investment budget to
develop and increase basic infrastructures and facilities
of the airports under AOT’s responsibility. This aims to
increase services’ efficiency, reduce passenger congestion
due to the increasing air traffic, and boost safety level
for passengers.
If the disbursement of investment budget is
delayed and not carried out as regulated in the disbursement
plan, AOT will not have available assets to operate as
planned. Offices responsible for the payment has prepared
investment budget disbursement and appointed a working
group to push forward the annual payment. The working
group also assigned Senior Executive Vice Presidents
from every functional line to speed it up. This is the
indicator of the capability which is used as assessment
of the executives’ performance.
To manage the risk of the disbursement failure,
AOT Risk Management Working Group has assigned
the units undertaking the disbursement to analyze its
43
capability of each item and examine the suitability of
budget utilization to be used in the next disbursement.
7. AOT must document Don Mueang International
Airport’s impairment of asset in the financial statements
According to the 36th edition of Accounting
Standard on the subject of asset impairment,
companies are required to examine their asset
impairment to be sure that their asset value is not
higher than the anticipated return value of that asset.
However, if the asset value, obtained from the use or
sale of that asset, is higher than the anticipated value,
this causes asset impairment and Accounting Standard
requires the company to include the loss incurred from
the impairment in the statements of income.
The 2009 indicator showed that there might
be asset impairment in the value of Don Mueang
International Airport’s buildings and equipment worth
4,960.00 million Baht but the reliable anticipated value
was unable to obtain in order to determine as to whether
the asset was impaired and if so, how much. Due
to the asset utilization plan of Don Mueang Interna-
tional Airport, the Council of Economic Ministers had a
resolut ion to assign the Off ice of Nat ional
Economic and Social Development Board and the
Ministry of Transport to study the suitability of
Suvarnabhumi Airport’s and Don Mueang International
Airport’s development plans.
The Ministry of Transport assigned AOT to hire
the International Air Transport Association (IATA) to study
the issue. The study was completed on 10 November
2010 and AOT has already concluded the results to
the ministry.
AOT hired a consultant to evaluate Don
Mueang International Airport’s impairment of asset
by acquiring the expected return value through the
calculation of the asset utilization, so that the
asset value is in accordance with the above-mentioned
principle of Accounting Standard. The result showed
the impairment of the whole amount of asset value
of Don Mueang International Airport. Therefore, in
order to correctly document the issue according to the
Accounting Standard at the end of fiscal year 2011,
AOT has adjusted the loss from the airport’s asset
impairment of 4,906.22 million baht as if the loss had
been acknowledged in 2009 with no effect on the net
profit in 2011. Nevertheless, the procedure has not
yet passed the inspection of the Office of the Auditor
General of Thailand (OAG).
With the implementation according to risk
management plan in fiscal 2011, AOT has managed
risks according to the goals which include the
5 risk-acceptable situations as follows :
1. AOT’s management could not permanently man-
age District Cooling System and Power Plant Company
Limited (DCAP) to control cooling temperature of water for
passenger terminals and concourse terminals as
specified in the conditions of contract.
2. Phuket International Airport Development Plan
(2010-2014 fiscal years) did not go as planned.
3. AOT may have to pay a large amount of
compensation incurred from lawsuits filed by contractors.
4. Suvarnabhumi Airport is ranked below the 24th
of the ASQ in 2011.
5. AOT may not be able to disburse investment
budget from the approved budget.
Except for risky situations, AOT must impairment-
Don Mueang International Airport’s asset impairment
in its financial statements. The company has accepted
the risks. With regards to the risks from phase 2 of
Suvarnabhumi Airport Development Project which did
not go as planned, the company has not been able to
manage the risks according to the goals. Neverthe-
less, AOT will consider the risks of the project as risky
situations according to the company’s risk management
plan of next year.
Green Airportรายงานประจำ�ป 2554 บรษท ทาอากาศยานไทย จำ�กด (มหาชน)44
ทอท.มทนจดทะเบยน 14,285,700,000.-บาทแบงเปนหนสามญ 1,428,570,000หน มลคาทตราไวหนละ 10.-บาท
ชำาระเตมมลคาแลว
รายชอผถอหนรายใหญ ณ วนท 23 ธนวาคม พ.ศ. 2553บรษท ทาอากาศยานไทย จำากด (มหาชน) (ทอท.) (AOT)
โครงสรางการถอหน
1 กระทรวงการคลง 1,000,000,000 70.000
2 NORTRUSTNOMINEESLTD. 71,000,000 4.970
3 STATESTREETBANKANDTRUSTCOMPANYFORAUSTRALIA 40,867,400 2.861
4 CHASENOMINEESLIMITED1 34,791,750 2.435
5 NORTRUSTNOMINEESLIMITED-MELBOURNEBRANCH 29,469,700 2.063
FUTUREFUNDCLIENTS
6 บรษทไทยเอนวดอารจำากด 21,561,819 1.509
7 สำานกงานประกนสงคม(2กรณ) 12,713,100 0.890
8 AMERICANINTERNATIONALASSURANCECOMPANY, 7,902,900 0.553
LIMITED-TIGER
9 กองทนสำารองเลยงชพพนกงานการไฟฟาฝายผลตแหงประเทศไทย 4,843,100 0.339
ซงจดทะเบยนแลว(2)โดยธนาคารกรงเทพ
10 STATESTREETBANKANDTRUSTCOMPANYFORLONDON 4,842,000 0.339
รวม 1,227,991,769 85.959
รอยละของจำานวน หนทงหมดจำานวนหน ลำาดบ ชอ/สกล
รายงานประจำ�ป 2554 บรษท ทาอากาศยานไทย จำ�กด (มหาชน)Green Airport
45
นโยบายการจายเงนปนผล
ทอท.จะจายเงนปนผลไมตำากวารอยละ25ของกำาไรสทธทเหลอหลงหกเงนสำารองตางๆทกประเภทท ทอท. ไดกำาหนดไว
อยางไรกตามการจายเงนปนผลดงกลาวจะขนอยกบแผนการลงทนความจำาเปนและความเหมาะสมอนๆในอนาคตมตคณะกรรมการ
บรษทฯ ทอนมตใหจายเงนปนผลนน ใหนำาเสนอเพอขออนมตจากทประชมผถอหน เวนแตเปนการจายเงนปนผลระหวางกาล
ใหคณะกรรมการบรษทฯมอำานาจอนมตใหจายไดและรายงานใหทประชมผถอหนทราบในการประชมคราวตอไป
ในการประชมสามญผถอหน ประจำาป 2553 เมอวนท 21มกราคมพ.ศ. 2554 ไดมมตจายเงนปนผลประจำาป 2553
ในอตราหนละ0.55บาทรวมเปนเงนทงสน785,711,227.40บาทหรอคดเปนรอยละ52.39ของกำาไรสทธของงบการเงนเฉพาะบรษท
ซงทอท.ไดจายเงนปนผลไปแลวเมอวนท9กมภาพนธพ.ศ.2554
โครงสรางเงนทนของบรษท ทาอากาศยานสากลกรงเทพแหงใหม จำากด (บทม.)
ในรอบปบญชนบรษททาอากาศยานสากลกรงเทพแหงใหมจำากดมทนจดทะเบยน50,000,000,000.-บาทแบงเปน500,000,000
หนมลคาหนละ100.-บาทณวนท 30กนยายนพ.ศ. 2554ชำาระแลว 39,029,000,000.-บาทและไดจดทะเบยนเลกกจการ
ตอกระทรวงพาณชยเมอวนท31กรกฎาคมพ.ศ.2549ปจจบนอยระหวางการชำาระบญช
โครงสรางเงนทนของบรษท โรงแรมทาอากาศยานสวรรณภม จำากด (รทส.)
ณวนท30กนยายนพ.ศ.2554บรษทโรงแรมทาอากาศยานสวรรณภมจำากดมทนจดทะเบยนจำานวน1,017,780,000.-บาท
โดยมทอท.เปนผถอหนจำานวน6,106,680หนมลคาทตราไวหนละ100.-บาทซงคดเปนรอยละ60ของหนทออกและจำาหนายแลว
ทงหมดโดยไดมการชำาระคาหนแลวเตมจำานวน
จำานวนผถอหน รอยละ จำานวนหน รอยละ
ผถอหนสญชาตไทย 14,270 99.44 1,215,766,155 85.10
ผถอหนสญชาตตางดาว 80 0.56 212,803,845 14.90
รวม 14,350 100.00 1,428,570,000 100.00
46
ManageMent Structure
1. Management Structure
AOT Shareholders
Nomination Committee
Audit Office
Corporate Secretary
Remuneration Committee
Audit Committee
Aerodrome Standardization and Occupational Health
Office
Administration Planning and Finance Business Development and Marketing
Engineering and Construction
Regional AirportsSuvarnabhumi Airport
Business Unit Don Mueang
International Airport
Board of Directors
AOT President
Corporate Governance Committee
Risk Management Office
Risk Management Committee
Special Operation Center
Information Technology and Communication
47
1 Air Chief Marshal Chairman of the 29 September 2011 Sumet Photimanee Board of Directors Independent Director 2 Air Chief Marshal Independent Director 17 February 2009 Raden Puengpak Chairman of Nomination Committee, Member of Audit Committee 3 Air Chief Marshal Independent Director 17 February 2009 Bureerat Ratanavanich Chairman of Remuneration Committee, Member of Corporate Governance Committee, Member of Audit Committee 4 Police Major General Independent Director 29 September 2011 Peeraphan Premabhuti 5 FlyingOfficer IndependentDirector 29September2011 Norahuch Ployyai 6 Mr. Thanapich Mulapruk Independent Director 17 February 2009 Member of Audit Committee Member of Nomination Committee 7 Mr. Pongsak Semson Independent Director 17 February 2009 Chairman of Audit Committee, Member of Nomination Committee 8 Mr. Veera Ruangsooksriwong Director 21 January 2011 9 Mr. Thawanrat Ornsira Director 2 June 2010 10 Mr. Wutisak Lapcharoensap Independent Director 17 February 2009 Chairman of Corporate Governance Committee 11 Mr. Arkhom Termpittayapaisith Chairman of Risk 17 February 2009 Management Committee Member of Remuneration Committee 12 Mr. Prasong Poontaneat Member of Remuneration 17 February 2009 Committee 13 Mr. Somchai Sujjapongse Director 22 January 2010 14 Mr. Wattana Tiengkul Independent Director 29 September 2011
2. AOT’s Board of DirectorsAOT’s Articles of Association stated that AOT must be managed by a committee
comprising at least 5 directors and not more than 15 directors elected by shareholders in a shareholders’ meeting. In addition, the number of independent directors must be at least one third of the total member of directors and must not be less than 3. Half of the total number of directors must reside in the country and the directors’ qualifications must be in accordance with the law as well as AOT’s Articles of Association.At least1directormustalsobeanexpert inaccountingandfinance.
As of 30 September 2011, names of AOT’s Board of Directors are as follows :
Remark-Theseventhdirectorisknowledgableinaccountingandfinance.
No. Name Position Date of Appointment
48
Directors’ QualificationsInaccordancewiththeCompaniesActandArticle5oftheStandardQualifications
ActforBoardofDirectorsandStateEnterprisesOfficials(Issue6)B.E.2550andAOT’s
regulations,thequalificationsofdirectorsareasfollows:
- Not over 65 years of age.
- Holding director position in less than 3 state enterprises.
- Have never been given a prison sentence by a supreme court except for
offenses committed by negligence or petty offenses.
- Arenotstateofficials,withtheexceptionofdirectorpositionsallowedbylaw.
- Donotholdthepositionsofdirectororofficialinpoliticalparties.
- Haveneverbeendischargedfromstateofficesduetomalfeasance.
- Are not shareholders of the state enterprise or its legal entity.
- Do not hold any positions in any legal entities where the state enterprise is
a shareholder, except for positions assigned by the Board.
- Are not directors, executives, and stakeholders of concessionaires and joint
ventures of the state enterprise. Also, the directors must not be involved in the
interest of the state enterprise, except the chairman, directors, and executives
assigned by the state enterprise.
Independent Directors’ QualificationsIn conformity with AOT’s regulations pertinent to the number of independent
directors, which must be at least one third of the total number of directors and must
not be less than 3, in 2011 AOT Board consisted of 9 independent directors which
were more than the required number in the regulations. The company imposes stricter
qualificationrequirementsthantheminimumrequirementsstipulatedbytheSecurities
andExchangeCommission(SEC)andtheStockExchangeofThailand(SET).In2011
AOTboardadjustedtheindependentdirectors’qualificationsaccordingtotheCorporate
Governance Committee’ opinions as follows :
(1) Independentdirectorsareentitledtolessthan0.5%ofthetotalvotingshares
ofAOT,affiliatedandassociatedcompanies,andlegalentitieswhichmay
haveconflictsofinterest.
(2) Independentdirectorsmustnotbeinvolvedwithanymanagementandmust
not be employees or advisors with a monthly salary, audit consultants, legal
consultants or other types of advisor. Nor are they the persons with authority
overAOT,affiliatedandassociatedcompaniesorlegalentitieswithconflicts
ofinterest.Theymustnothavebenefitsorstakesinsuchmannerforat
least 2 years.
(3) Independentdirectorsmustnothaveanybusinessrelationshipsascustomers,
tradingpartners,tradecreditors/debtors,andfinancialcreditors/debtorswith
thecompany.Theymustnothavedirectorindirectbenefitsinthefinance
and management of AOT, affiliated and associated companies, or legal
entitieswithconflictsofinterestthatmayimpairtheirindependenceinthe
performance of their duties.
49
(4) Independentdirectorsmustnotberelativesorhavearelationship,whichmay impede the independency of the management and major shareholders of AOT, affiliatedandassociatedcompaniesorlegalentitieswhichmayhaveconflictsof interest.Norshouldtheybeappointedtorepresentorprotectthebenefitsof any directors or major shareholders.
(5) IndependentdirectorsmaybeassignedbyAOTboardtomakedecisionsontheoperationsoftheparentcompany,subsidiaries,same-levelaffiliates,andlegalentitieswithconflictsofinterestbymeansofcollectivedecision.
Appointments and Term of Office of Directors 1. Directors are elected by majority votes in the shareholders’ meetings and
the number of votes of a shareholder is equivalent to the numbers of shares held in the company. The candidates who receive higher votes are elected respectirely to attain the required number of directors. In the case of a tie and there is one exceeding eligible candidate, the chairman of the meeting willcastthefinalvotetodeterminewhichcandidatewillbeelected.
2. In every Annual General Meeting of Shareholders, one-third of the company’s directors shall resign in rotation. Should the number of directors to resign in rotation not be divisible by three, the number of directors closest to one-third (1/3)shallbeenforced.Directorswhosetermsareduetoexpireinthefirstand second year after the registration shall conduct a draw to determine who will resign. From the third year onwards, the longest-serving directors shall resign. Directors who resign in rotation may resume their positions.
3. Inadditiontotheresignationinrotation,directors’termofofficeendinthefollowing cases :
(1)Death (2)Resignation(whichiseffectivewhenthecompanyreceivestheresignation
letter). (3)Meetingresolution. (4)Beingincompetentorquasi-incompetent. (5)Beingabsentfromthemeetingformorethan3consecutivetimeswithout
reasonable cause. (6)Beingunqualifiedorhavinganyprohibitedqualificationsasspecifiedby
law or the company’s regulations. (7)Courtorder. (8)Beingsentencedtoprison. (9)Being65yearsofage(asfromthedayonecompletestheageof65). 4. In the event that a director position is vacant for any reasons other than
thatoftherotationbasis,aqualifiedindividualwhohasnoprohibitedtraitsasspecifiedinAOT’sArticlesofAssociationwillbeappointedbytheBoardin the following Board of Directors meeting unless the remaining term of office of the resigning director is less than 2 months. The Board of Directors’ resolution must comprise not less than 3/4 of the remaining directors’votesandthereplacingdirector’stermofofficeisequaltotheremaining term of the replaced director.
50
Roles, Duties, and Responsibilities of the Board of Directors 1. To conduct AOT business in accordance with the law, objectives, regulations,
and shareholders meetings’ resolutions with integrity, morals, and business ethics. The Board must also try its best to cautiously safeguard the interests of AOT and shareholders.
2. To set directions, goals, and business policies as well as supervise the managementtooperateefficientlyaccordingtoAOT’spoliciesandregulationsunder good corporate governance in order to increase economic value and maximum stability to AOT and shareholders.
3. To report their interests and the interests of concerned parties to sharehold-ers. The reported interests are those related to the operations of AOT and its subsidiaries. Updated reports must also be submitted whenever there are changes.
4. Tosetupaccountingsystem,financialreports,andreliableauditsaswellasensureefficientevaluationprocessesofinternalcontrolandinternalaudits.
5. To appoint a Corporare Secretary in conformity with the laws on securities and stock exchange. The Corporare Secretary’s duties are to prepare and maintain documents and other matters as required by the Capital Market Supervision Committee. The Corporare Secretary is to help the Board and AOT on various matters such as arranging the meetings of the Board and shareholders, giving advice to directors and AOT on consistent operations in accordance with the law and related regulations. Additionally, the Corporare Secretary is to ensure that the directors and AOT disclose information correctly, completely, and transparently.
6. To regularly assess the President’s performance and determine appropriate the remuneration for the President.
7. Toreviewandapprovecrucialstrategies,policies,objectives,financialgoals,and other operational plans. Moreover, the Board is to make sure that the executives constantly operate in accordance with plans, directions, and strategies.
8. Toarrangefortheexaminationofpossiblesignificantriskfactorsandsetguidelines to adequately manage such factors. The Board is to ensure that the executives employ effective risk management system or process. It is the Board’s duty to look for business opportunities which may arise from such risks.
9. To prepare balance sheets, income statements, audit reports, and the Board’s annualreportattheendofthecompany’sfiscalyeartobeproposedto the Annual General Meeting of Shareholders for approval within 4 months fromtheendoffiscalyear(30Septemberofeachyear).
10. To keep records of minutes of meetings and all the resolutions of the shareholders’ meetings as well as the Board’s meetings in the correct written formandmaintainthematthecompany’soffice.Inthefollowingmeeting,the minutes of meeting signed by the Chairman of the Board, who is also Chairman of the meeting, and the President, who is also the secretary of the Board, is deemed valid evidence and the resolutions and issues are regarded as appropriately implemented.
51
11. To submit the following documents to shareholders along with the Annual General Meeting of Shareholders invitation letter :
(1)Copiesofbalancesheetandincomestatementauditedbytheauditortogether with audit report.
(2)AOT’sannualreport. 12. To appropriately provide communication channels with each group of
shareholders as well as evaluate the information disclosure to ensure correctness, lucidity, transparency, reliability, and high standards.
The Board of Directors’ MeetingsThe Board of Directors’ meetings were conducted by AOT with the approval of
the Board to have a formal meeting every third Thursday of every month. This is to enable the directors to allocate their time for regular attendance. In each meeting, the meetingwillbenotifiedofthescheduleofthenextmeetingbytheChairman.However,specialmeetingsmaybecalledbytheChairmanoranumberofdirectorsasspecifiedby law as necessary.
Atlease7dayspriortoeachmeeting,theCorporateSecretaryOfficewillsubmitan invitation letter with agenda and a complete set of meeting documents via E-mail so that the directors have adequate time to study the documents before attending the meeting.
Agendas are usually set by AOT Board and the President and they can also be proposedbydirectors.Infiscalyear2011,AOTBoardheld15meetings,oneofwhichwas an outdoor meeting held at Phuket International Airport. Most of the meetings were attended by all directors except for emergency cases which the directors would inform of their absence in advance.
The Chairman of the Board acts as chairman in every meeting to prudently monitor the consideration of each item and give every director an opportunity to discuss and share opinions. Senior executives are invited to attend the meetings to give explanations as they are directly involved in the operations and a resolution of eachagendaisonlymadewhensatisfactoryclarificationsareobtained.Eachmeetingtakes approximately 3 hours.
In addition, the Chairman has a meeting with the directors prior to the Board meeting to discuss various issues both on the agenda as well as outside the agenda without the attendance of executive directors or executives.
The Corporate Secretary prepares minutes of meetings with complete information andmaintainsdetailscertifiedbyAOTBoardsothattheycanbecheckedbydirectorsandconcernedparties.Goodfilingsystemisemployedforeasyaccessandthedetailsof minutes of meetings cannot be changed without the Board of Director’s approval.
Thedetailsofeachdirector’sattendances(numberofattendances/numberofmeetings)canbesummarizedasfollows:
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As of 1 October 2010 – 30 September 2011
1. Air Chief Marshal Sumet 1/1 Photimanee 2. Air Chief Marshal 14/15 7/8 3/3 Raden Puengpak 3. Air Chief Marshal 15/15 13/13 1/1 3/3 Bureerat Ratanavanich 4. Police Major General 1/1 Peeraphan Premabhuti 5.FlyingOfficer 1/1 Norahuch Ployyai 6. Mr. Thanapich Mulapruk 12/15 12/13 3/3 7. Mr. Pongsak Semson 14/15 10/10 1/1 8. Mr. Veera 6/8 Ruangsooksriwong 9. Mr. Thawanrat Ornsira 14/15 10. Mr. Wutisak 12/15 3/3 Lapcharoensap 11. Mr. Arkhom 8/15 1/1 4/4 Termpittayapaisith 12. Mr. Prasong Poontaneat 9/15 0/1 13. Mr. Somchai 9/15 Sujjapongse 14. Mr. Wattana Tiengkul 1/1 15. Mr. Manit Wattanasen 4/6 16. Mr. Juanjai Ajanant 6/6 17. Mr. Piyapan Champasut 8/8 18. Mr. Serirat Prasutanond 10/10 1/2 1/2 19. Mr. Chakarn 12/13 2/2 3/4 Saengruksawong 20. Mr. Tirapol Noparumpa 6/6 21. Mr. Suthi 13/13 13/13 3/3 3/4 Kreingchaiyapruk
Corporate Risk Nomina- Remuner- Gover- Manage- Audit tion ation nance ment Board of Commit- Commit- Commit- Commit- Commit- Name Director tee tee tee tee tee
Remark - ThefirstmemberwasappointedattheBoardofDirectors’meetingNo.10/2011on29September2011.- The fourth member was appointed at the Board of Directors’ meeting No.10/2011 on 29 September 2011.- ThefifthmemberwasappointedattheBoardofDirectors’meetingNo.10/2011on29September2011.- The eighth member was appointed at the Annual General Meeting of Shareholders 2010 on 21 January 2011.- The fourteenth member was appointed at the Board of Directors’ meeting No.10/2011 on 29 September 2011.- Thefifteenthmemberresignedfromthedirectorpositionon21January2011- The sixteenth member resigned from the director position on 21 January 2011- The seventeenth member resigned from the director position on 9 March 2011- The eighteenth member resigned from the director position and from every position appointed by AOT. The resignation was effective since 31 March 2011 and was in accordance with the conditions of the President hiring contract as the member turned 60 year of age on 30 March 2011. He was then appointed as the Board member on 31 March 2011 and resigned on 1 May 2011.
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The Board of Directors’ Self AssessmentAOT’s good corporate governance handbook stipulates that yearly self assessments
of directors have to be conducted to be used as a framework for the Board of Directors’
operation examinations. In addition, the Board’s performance and problems need to
be monitored to improve its performance by using the evaluation guidelines of State
EnterprisesPolicyCommission,theMinistryofFinanceasspecifiedin“EffectiveOperation
Guidelines of State Enterprises Committee”.
In the Board of Directors’ meeting of 14/2553 on 23 November 2010, the meeting
had a resolution to approve the Board’s evaluation forms as proposed by the Corporate
Governance Committee i.e. Self Assessment Form and Board Evaluation Form. AOT’s
assessmentsummarywasnotifiedtotheBoardtogetherwithsuggestionssothatthe
company can concretely improve the Board’s performance. The summary of which is
as follows :
1. Board Evaluation Form is divided into 6 parts with 42 questions covering the
following assessment topics :
- StructureandqualificationsoftheBoard.
- Roles, duties and responsibilities of the Board.
- The Board’s operations.
- The Board’s communications.
- Relationship between the Board and the management.
- Meeting preparations and procedures.
The assessment result of the overall picture was excellent with the average point
of96.34%.
2. Self Assessment Form comprises 6 parts with 32 questions covering the
following assessment topics :
- Core competency
- Independence
- Preparedness
- Practice as a Director
- Committee activities
- Vision to create long-term value
The assessment result of the overall picture was positive, with the average point
of87.80%.
The Board also added useful comments for more prudent considerations and the
secretariatefficientlycoordinatedandprepareddocumentsforthedirectors.
- The nineteenth member resigned from the director position on 15 September 2011.- The twentieth member resigned from the chairman position on 16 September 2011- Thetwentyfirstmemberresignedfromthedirectorpositionon17September2011
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Directors’ OrientationThe newly appointed directors are provided with useful documents and information
to perform their duties, such as AOT rules and obligations, Director’s Handbook, laws
regarding listed companies, Good Corporate Governance for Listed Companies 2006,
and AOT’s good corporate governance handbook, etc. In addition, the company provided
seminars conducted by concerned executives and law experts on the nature of business,
operatingresults,futureoperationplans,issuessignificanttobusinessoperations,authority,
duties, and responsibilities as well as laws concerning performances of committees of
listed companies.
Development of AOT’s Directors and Senior ExecutivesAOTBoardemphasizesontrainingandseminarstoenhanceknowledgeand
capabilitiesofitsdirectorsandofficers.IncooperationwiththeThaiInstituteofDirectors
or IOD, directors and senior executives were provided with courses such as Director
AccreditationProgram (DAP),DirectorCertificationProgram (DCP),AuditCommittee
Program (ACP),FinancialStatements forDirectors (FSD),Monitoring theSystemof
InternalControlandRiskManagement(MIR),andMonitoringtheInternalAuditFunction
(MIA).AOThascontinuallysentdirectorsandexecutivestoattendIODcourses.Additionally,
thecompanysecretaryandconcernedofficersalsoreceivedtrainingsuchas:
- CompanySecretaryProgram(CSP).Thisprogramprovidesinformationon
company secretaries’ roles and duties required by law.
- Effective Minute Taking (EMT). The attendees learned about standard
preparations, forms, and guidelines of minutes taking, corporate governance,
laws, and operation procedures.
- BoardReportingProgram(BRP)focusesonthepreparationsofmeeting
documentsfordirectorsincludingfinancialandnon-financialreports,and
report writing to express opinions on important issues.
- Company Reporting Program (CRP). This program helps the company
secretary and senior executives to correctly and completely prepare
informationaccordingto lawsandregulationstocreateconfidenceand
acceptability to stakeholders.
On 28 – 29 April 2011, The Board of Directors had a meeting at Phuket International
Airport and acknowledged development plans and problems to be used as data when
considering various matters concerning the airport.
On 13 – 20 July 2011, AOT Board visited Germany’s Munich International Airport,
a member of Sister Airport Program, to exchange airport management technology. The
Board also visited Heathrow International Airport in the U.K. In addition, the Board
had a resolution to approve in principle for the Board or sub-committee, and a group
ofofficerswithAOTdirectoraschairmantovisit foreignairports.Duetoconstant
advancement of knowledge and technology, the Board sees the importance and necessity
of having the Board/sub-committee visit foreign airports in order to widen their visions
andattaindevelopmentandefficientservicesofairportsunderAOT’sresponsibility.
Also, the experiences gained from the visits can be applied to the company’s policy
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1. Air Chief Marshal - 110/2008 - - - Sumet Photimanee 2. Air Chief Marshal 73/2008 107/2008 29/2009 - Class 4 Raden Puengpak 3. Air Chief Marshal 26/2004 122/2009 - - Class 5 Bureerat Ratanavanich 4. Police Major General - 108/2008 - - - Peeraphan Premabhuti 5.FlyingOfficer ThaiAir - - CMA - Norahuch Ployyai 2004 Class 11 6. Mr. Thanapich Mulapruk - 79/2006 - CMA - Class 7 7. Mr. Pongsak Semson 79/2009 122/2009 22/2008 CMA Class 8 Class 9 8. Mr. Veera - - - - Class 5 Ruangsooksriwong 9. Mr. Thawanrat Ornsira - - - - - 10. Mr. Wutisak 80/2009 126/2009 - - - Lapcharoensap 11. Mr. Arkhom 51/2006 92/2007 22/2008 CMA - Termpittayapaisith Class 11 12. Mr. Prasong Poontaneat - 76/2006 - - - 13. Mr. Somchai Sujjapongse - 75/2006 - CMA - Class 2 14. Mr. Wattana Tiengkul - - - - - 15. Mr. Manit Wattanasen - - - CMA - Class 11 16. Mr. Juanjai Ajanant - 107/2008 - - -
process and provide suggestions on its operations. Nevertheless, the travelling must
alsotakeintoconsiderationtheworthinessandmaximumbenefitstotheorganization.
AOT hired Weerawong, Shinnawatra, and Peingpanor Company Limited. as a legal
consultant on listed companies to give advice on legal issues and rules and regulations
of the Stock Exchange of Thailand.
As the operations of directors and executives must be carried out with respon-
sibilityanddiscretion,AOTinvitedlegalexpertstoprovidedirectorsandofficersfrom
the level of directors and higher with knowledge on roles and duties of directors and
executivesaccordingtoSecuritiesandStockofExchangeAct(4thedition)B.E.2551.
Atpresent,AOTBoardhasorganizedcoursesconductedbyhighleveleducational
institutions of both government and private sector for directors as follows :
Corporate Government for Top Directors and Director Director Executive Top Executives of Accredi- Certifica- Audit Program SateEnterprisesand tation tion Committee (Capital PublicOrganizations Program Program Program Market (KingPrajadhipok’s Name (IOD) (IOD) (IOD) Academy) Institute)
56
Name Position
(1)Mr.PongsakSemson ChairmanofAuditCommittee (IndependentDirector)(2)AirChiefMarshalRadenPuengpak MemberofAuditCommittee (IndependentDirector)(3)AirChiefMarshalBureeratRatanavanich MemberofAuditCommittee (IndependentDirector)(4)Mr.ThanapichMulapruk MemberofAuditCommittee (IndependentDirector)
Remarks-Thefirstmemberpossessesfinancialandaccountingcompetenceandtheabilityofauditing AOT’sfinancialstatements.
Corporate Government for Top Directors and Director Director Executive Top Executives of Accredi- Certifica- Audit Program SateEnterprisesand tation tion Committee (Capital PublicOrganizations Program Program Program Market (KingPrajadhipok’s Name (IOD) (IOD) (IOD) Academy) Institute)
17. Mr. Piyapan Champasut - 105/2008 - CMA Class 1 Class 10 18. Mr. Serirat Prasutanond 80/2009 126/2009 - - Class 4 19. Mr. Chakarn 79/2009 - - - Class 4 Saengruksawong 20. Mr. Tirapol Noparumpa - - - - - 21. Mr. Suthi - 116/2009 26/2009 - Class 2 Kreingchaiyapruk
3. Sub-CommitteesAOT Board appointes sub-committees to screen important tasks according
toAOT’sregulations.Thetermofofficeisoneyearstartingfromtheperiodduring
the Annual General Meeting of Shareholders in the year appointed to the Annual
General Meeting of Shareholders in the following year until the next meeting. The
sub-committees’ responsibilities are stipulated in 5 charters as follows :
3.1 The Audit CommitteeIn compliance with AOT’s regulations, the Board appointes the Audit Committee
which comprises at least 3 directors with at least 1 director possessing accounting and
financialcompetence.Theymustalsopossessqualificationsasrequiredbysecurities
and stock of exchange laws. In 2011, the Audit Committee held 13 meetings in total.
As of 30 September 2011, the Audit Committee consists of 4 independent directors
as follows :
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The Audit Committee hold a minimum of 6 meetings per year and may
or may not invite non-members to participate in a meeting. Each meeting requires a
minimum of half of the existing members for a quorum. The Chairman and each of the
members shall have one vote. A decision shall be made upon a simple majority. A tie
ontheballotshallberesolvedbythefinalvotefromtheChairman.
The Audit Committee prescribes that AOT shall have meetings with the
auditorfromtheOfficeoftheAuditorGeneralofThailandtwiceayear,whichisa
stricterrequirementthanthestipulationofSecuritiesandExchangeCommission(SEC),
which is once a year.
Scope of Duties and Responsibilities
(1) ReviewinternalperformanceandgiveadvicetotheBoardorthe
management where the committee deems appropriate to create
effciency and be in conformity with the corporate governance policies.
(2) Reviewthatthecompany’sinternalcontrolsystem,riskmanagement
and security of AOT’s information are concise, effective and in line
with international standards.
(3) Review and ensure that AOT is in full compliance with rules,
regulations, the cabinet’s resolutions, code of ethics and other laws
relating to the company’s business.
(4) Review and ensure that AOT is in full compliance with the
securities and stock exchange laws, as well as the regulations
of Stock Exchange of Thailand and other related business laws.
(5) Reviewtheaccuracy,appropriateness,andreliabilityoftheaccounting
policies,aswellasAOT’sfinancial reportsandoperations.The
AuditCommitteeistoensuresufficientandtransparentdisclosure
of information in accordance with generally accepted accounting
principles.
(6) Recruitandnominateaqualified,independentpersontobeAOT
external auditor as well as specify the amount of service fee
and attend meetings with the auditor without the management
department’s presence at least twice a year.
(7) Encouragetheindependentoperationsoftheexternalauditorandthe
accuracyoftheAuditOfficeundertheinternationalstandards,as
well as the adequate and appropriate cooperation amongst AOT,
theexternalauditorandtheAuditOffice.
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(8) Studytheexternalauditor’sletterssubmittedtoTheBoardto
provide comments and recommendations regarding weakness
rectification, errors and significant flaws. The committee may
request information from the auditor regarding the letters and
follow up to ensure the comments and recommendations are
brought into The Board’s consideration as well as implementation.
When the comments and recommendations are set aside without
acceptable reasons, they shall be revised and re-proposed to
The Board.
(9) GiveadvicetotheBoardonnomination,removalandtransferof
thedirectorsoftheAuditOffice.
(10) ConsiderwiththePresidentthepromotionoftheAuditOffice’s
directorsandwiththeAuditOffice’sdirectorstheappropriateness
ofappointment,transferandpromotionoftheAuditOffice’sofficers.
(11) Monitor,advice,andprovidesupporttotheindependentoperation
oftheAuditOfficeandreviewitsauditreportsforqualifiedand
beneficialoperationsofAOT,leadingtoreductionofriskyconditions
in various aspects to an acceptable level.
(12) Approveplans,annualauditplans,manpowerplansandplans
regardingknowledge,skillandcharacteristicdevelopmentofofficers
oftheAuditOfficetoensurethattheinspectioniscompleteand
coversfinance,accountingandoperationswithregularfollow-ups.
(13) Reviewandensurethattheconnectedtransactionsortransactions
thatmaycontainconflictsofinterestareinfullcompliancewith
the law and the stipulations of Stock Exchange of Thailand,
appropriate, and serve the best interest of AOT.
(14) PreparethereportoftheAuditCommitteeanddiscloseitonthe
annual report. The report shall be signed by the Chairman of the
committee and consists of the following information :
1) Remarksontheaccuracy,complete,andsufficiencyof
AOT’sfinancialreport.
2) Remarks on the sufficiency of AOT’s internal control
system.
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3) Remarks on AOT’s compliance with securities and
stock exchange laws, stipulations of Stock Exchange of
Thailand and other related business laws.
4) Remarksontheappropriatenessoftheauditor.
5) Remarksontheconnectedtransactionsthatmaycontain
conflictsofinterest.
6) ThenumberofmeetingsoftheAuditCommitteeand
the attendance record.
7) Remarks or notice as a whole on the operations
conducted by the Audit Committee in conformity with
the charter.
8) Other information within the scope of duties and
responsibilities as assigned by the Board, as the Audit
Committee deems appropriate for shareholders and
investors.
(15) Perform any other acts within the scope of duties and
responsibilities as entrusted by the Board.
(16) Review the conclusion and evidence where the dishonesty,
improprieties of employees or the Management may exist and
submit to The Board for further consideration.
(17) Revise AOT’s rules, regulations, notices and stipulations
regardingthespecificationofscopeofdutiesandresponsibilities
for theAOTAuditOfficeat leastonceayear, toensure the
appropriateness and the effectiveness of independent operations,
andproposetoTheBoardtheexistingdeficiencyandlimitation
for further improvement.
Asregardsthescopeofdutiesandresponsibilities(1)-(17),theAudit
Committee shall consider matters that may affect AOT’s operations.
(18) Prepare the Audit Committee Charter as the framework of
structure, authority, duties and responsibilities for the Audit
Committee, and propose to The Board for approval. The charter
must be checked at least once a year to ensure that it correlates
with actual implementation.
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3.2 The Nomination Committee AOT appointes the Nomination Committee based on AOT Articles of
Association. The committee must consist of at least 3 AOT directors and 1 independent
director. Presently, every member of the committee is independent and 3 meetings were
held in 2011. As of 30 September 2011, the committee consisted of 3 AOT members
as follows :
Name Position
Name Position
(1)AirChiefMarshalRadenPuengpak ChairmanofNominationCommittee (IndependentDirector)(2)Mr.ThanapichMulapruk MemberofNominationCommittee (IndependentDirector)(3)Mr.PongsakSemson MemberofNominationCommittee (IndependentDirector)
Scope of Duties and Responsibilities
(1) Regulatepolicies,criteriaandproceduresofDirectorsNomination.
(2) Selectandproposethequalifiednomineesofnewdirectorstothe
Board of Directors.
(3) ProposethenominationofdirectorsinrotationtotheBoardofDirectors.
(4) Performanyotheractasentrustedby theBoardofDirectors.
3.3 The Remuneration Committee AOT appointes the Remuneration Committee based on AOT Articles of
Asseciation. The committee must consist of at least 3 AOT directors and 1 independent
director. The Chairman must be an independent director while the other 2 must
be experts, have knowledge, and are capable of performing in the committee.
In 2011 there was one meeting held. As of 30 September 2011, the committee consisted
of 3 AOT members as follows :
(1)AirChiefMarshalBureeratRatanavanich ChairmanofRemunerationCommittee (IndependentDirector)(2)Mr.ArkhomTermpittayapaisith MemberofRemunerationCommittee(3)Mr.PrasongPoontaneat MemberofRemunerationCommittee
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Name Position
Scope of Duties and Responsibilities (1) ConsidertheremunerationguidelinesfortheBoardofDirectors. (2) Considerthecriteriaorproceduresfordeterminingthefairand
reasonableremunerationandbenefitsfortheBoardofDirectorsandsubmit to the Board for approval from the shareholders’ meetings.
(3) Considercriteriaorproceduresfordeterminingtheremunerationforthe outsiders who are appointed to be members of committees, sub-committees, and working groups and propose them to the Board for approval.
3.4 The Corporate Governance Committee AOT appointed the Good Governance Committee based on AOT Articles of
Association. The committee must consist of at least 3 AOT directors and 1 independent director. Presently, there are 3 independent directors and 3 meetings were held in 2011. As of 30 September 2011, the committee consisted of 4 members as follows :
Remark : the third member resigned on 17 September 2011
Scope of Duties and Responsibilities (1) Regulate policies and operation guidelines on AOT’s corporate
governance affairs. (2) ReviewandgiveadviceonAOT’sgoodcorporategovernanceto
the Board to create internationally accepted procedures and good corporate governance as required by the Ministry of Finance and the Stock Exchange of Thailand.
(3) PrepareAOT’sgoodcorporategovernancemanualandregularlyupdateandinternationalizeitscontents.
(4) Improve and update AOT’s code of ethics and set operationguidelines accordingly.
(5) Publicizepoliciesandoperationguidelinesaswellassupporttheparticipation in AOT good corporate governance.
(6) PeriodicallyreportoperatingresultstotheBoard. (7) Appoint working groups to support the operations as deemed
appropriate. (8) PerformothertasksasassignedbytheBoard.
(1)Mr.WutisakLapcharoensap ChairmanofCorporateGovernance Committee(IndependentDirector)(2)AirChiefMarshalBureeratRatanavanich MemberofCorporateGovernance Committee(IndependentDirector)(3)Mr.SuthiKreingchaiyapruk MemberofCorporateGovernance Committee(IndependentDirector)(4)President MemberofCorporateGovernanceCommittee
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3.5 The Risk Management Committee AOT appointes the Risk Management Committee based on AOT Articles of
Association. The committee must consist of at least 3 AOT directors and 4 meetings
were held in 2011. As of 30 September 2011, the committee consisted of 4 members
as follows :
(1)Mr.ArkhomTermpittayapaisith ChairmanofRiskManagementCommittee(2)Mr.ChakarnSaengruksawong MemberofRiskManagementCommittee (IndependentDirector)(3)Mr.SuthiKreingchaiyapruk MemberofRiskManagementCommittee (IndependentDirector)(4)President MemberofRiskManagementCommittee
Remark : the second member resigned on 15 September 2011 and the third member on 17 September 2011.
Scope of Duties and Responsibilities
(1) RegulateAOT’sriskmanagementpolicies,guidelines,frameworkas
well as review and revise them at least once a year to make sure
that they correlate with the overall operations and the activities of
risk management.
(2) Considertheorganization’sriskappetite.
(3) Acknowledge,consider,andapproveriskassessment,guidelines,
measures as well as operational plans to manage the remaining
risks to ensure adequate and appropriate risk management.
(4) Superviseandsupportsuccessfulorganizationalriskmanagement
and propose ways to prevent and reduce risks to an acceptable
level. The committee must also follow up, assess, and improve the
plans to continually decrease risks and ensure that they are suitable
tothecurrentbusinessclimate.Thisistocreateconfidencethat
sufficientandappropriateriskmanagementisimplemented.
(5) GiveadviceandsupporttotheBoardofDirectors,themanagement,
and risk management personnel on the organizational risk
management. The committee must promote and support continual
and regular improvement and development of risk management
system.
(6) Supervise and monitor efficiency and effectiveness of the risk
management as well as ensure that operations of the management
and every unit are in compliance with risk management policies,
guidelines, framework and process.
Name Position
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(7) Arrange quarterly Risk Management Committee Meeting. The
Chairman of the Risk Management Committee may call a meeting
whenthereisanincidentsignificanttoAOT’soperationsoras
deemed appropriate.
(8) Report on the organization’s important risks, risk status, risk
management guidelines, progress, and risk management results to
the Board of Directors on a quarterly basis.
(9)Exchangeinformationandcoordinateonrisksandinternalcontrol
with the Audit Committee.
(10)Appointworkinggroupsand/orthemanagementtosupportthe
operations and activities of risk management as deemed appropriate.
(11)Assigntheaboveauthority,duties,andresponsibilitiestoAOT’srisk
management working group when necessary.
4. Remuneration for Directors and AOT ExecutivesAOT has clear and transparent policies to regulate remuneration for directors and
executives. The Remuneration Committee considers and reviews the appropriateness
of the remuneration which must correlate with the operations’ results and other
businesses in the same industry.
In the Annual General Meeting of Shareholders 2010 on 21 January 2011, the
meeting approved 2011 directors’ remunerations and 2010 Board of Directors’ bonuses
as follows :
4.1 Remunerations for Directors (1)Amonthlyremunerationof30,000Bahtperperson.Ifthedirectoris
appointed during the month, the remuneration shall be paid in proportion
to the number of days worked in that month.
(2)Meetingallowanceof20,000Bahtperattendedmeeting.Shouldthere
be more than one meeting in a certain month, the meeting allowance
shall be paid only once.
4.2 Remunerations for Sub-committees 4.2.1 The Audit Committee
Each Audit Committee member receives 20,000 Baht per month whether
or not there is a meeting in that month. The Audit Committee member
who is appointed during the month shall receive the pay in proportion
to the number of days worked.
4.2.2 AOT directors who were appointed by the Board of Directors to hold
the post in a committee, sub-committee of a working group shall
receive a meeting allowance of 15,000 Baht per attended meeting and
the overall remuneration per month must not exceed 30,000 Baht per
person, exclusive of the Audit Committee remuneration.
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4.3 The Chairman and the Vice Chairman shall receive an additional remuneration of 25% and 12.5%, respectively.
4.4 The remunerations for AOT Board of Directors for fiscal year 2011 must not exceed 17,000,000 Baht.
4.5 The Directors’ Bonus for fiscal year 2010 (1 October 2009 – 30 September 2010)
Bonusesmustnotexceed0.5%ofdividends.Theallocationprinciplesarebased on the committee’s regulations and must not exceed 1,000,000 Baht per person, except the President who is one of the Board members who is not titled to receive the bonus.
No. Name Bonus
(1October2009–30September2010)
Unit:Baht
1 Air Chief Marshal Bureerat Ratanavanich 289,620.00 2 Mr. Thanapich Mulapruk 289,620.00 3 Mr. Prasong Poontaneat 289,620.00 4 Mr. Supoth Sublom 172,870.00 5 Mr. Arkhom Termpittayapaisith 289,620.00 6 Air Chief Marshal Raden Puengpak 289,620.00 7 Mr. Pongsak Semson 289,620.00 8 Mr. Piyapan Champasut 362,025.00 9 Mr. Chakarn Saengruksawong 289,620.00 10 Mr. Wutisak Lapcharoensap 289,620.00 11 Mr. Suthi Kreingchaiyapruk 289,620.00 12 Mr. Manit Wattanasen 289,620.00 13 Mr. Juanjai Ajanant 200,866.00 14 Mr. Somchai Sujjapongse 200,866.00 15 Mr. Thawanrat Ornsira 95,740.50 Total 3,928,567.50
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4.6 Remunerations for the Board of Directors and Special Committees in 2011
Corporate Risk Nomina- Remu- Gover- Manage- Other Audit tion neration nance ment Sub- Board of Commit- Commit- Commit- Commit- Commit- Commit- Name Directors tee tee tee tee tee tees Total
(1October2010–30September2011)
Unit:Baht
1. Air Chief Marshal 22,500.00 22,500.00 Sumet Photimanee 2. Air Chief Marshal 530,475.81 161,935.48 50,000.00 162,500.00 904,911.29 Raden Puengpak 3. Air Chief Marshal 523,225.81 240,000.00 12,500.00 40,000.00 86,250.00 901,975.81 Bureerat Ratanavanich 4. Police Major General 22,000.00 22,000.00 Peeraphan Premabhuti 5. FlyingOfficer 22,000.00 22,000.00 Norahuch Ployyai 6. Mr. Thanapich Mulapruk 503,225.81 240,000.00 25,000.00 358,750.00 1,126,975.81 7. Mr. Pongsak Semson 523,225.81 179,564.52 15,000.00 717,790.33 8. Mr. Veera 349,677.42 349,677.42 Ruangsooksriwong 9. Mr. Thawanrat Ornsira 523,225.81 153,750.00 676,975.81 10. Mr. Wutisak 488,225.81 50,000.00 120,000.00 658,225.81 Lapcharoensap 11. Mr. Arkhom 453,225.81 10,000.00 62,500.00 118,750.00 644,475.81 Termpittayapaisith 12. Mr. Prasong 483,225.81 249,375.00 732,600.81 Poontaneat 13. Mr. Somchai 468,225.81 468,225.81 Sujjapongse 14. Mr. Wattana Tiengkul 22,000.00 22,000.00 15. Mr. Manit Wattanasen 133,548.39 50,000.00 183,548.39 16. Mr. Juanjai Ajanant 133,548.39 20,000.00 153,548.39 17. Mr. Piyapan Champasut 251,209.6 251,209.67 18. Mr. Serirat Prasutanond 293,225.81 293,225.81 19. Mr. Chakarn 487,225.81 25,000.00 35,000.00 145,000.00 692,225.81 Saengruksawong 20. Mr. Tirapol Noparumpa 426,491.93 426,491.93 21. Mr. Suthi 489,225.81 288,333.33 40,000.00 30,000.00 25,000.00 872,559.14 Kreingchaiyapruk
Total 7,148,935.52 1,109,833.33 115,000.00 22,500.00 130,000.00 127,500.00 1,489,375.00 10,143,143.85
Remarks- ThefirstmemberwasappointedattheBoardofDirectors’meetingNo.10/2011on29September2011.- The fourth member was appointed at the Board of Directors’ meeting No.10/2011 on 29 September 2011.- ThefifthmemberwasappointedattheBoardofDirectors’meetingNo.10/2011on29September2011.
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- The eighth member was appointed at the Annual General Meeting of Shareholders 2010 on 21 January 2011.- The fourteenth member was appointed at the Board of Directors’ meeting No.10/2011 on 29 September 2011.- Thefifteenthmemberresignedfromthedirectorpositionon21January2011- The sixteenth member resigned from the director position on 21 January 2011- The seventeenth member resigned from the director position on 9 March 2011- The eighteenth member resigned from the director position and from every position appointed by AOT. The resignation was effective
since 31 March 2011 and was in accordance with the conditions of the President’s employment contract as the member turned 60 years of age on 30 March 2011. He was then appointed as the Board member on 31 March 2011 and resigned on 1 May 2011.
- The nineteenth member resigned from the director position on 15 September 2011.- The twentieth member resigned from the director position on 16 September 2011- Thetwentyfirstmemberresignedfromthedirectorpositionon17September2011- Other sub-committees which are appointed by the Board of Directors include Legal Sub-Committee, Finance and Investment
Sub-Committee, Business Relations Sub-Committee, the President’s Evaluation Sub-Committee, Foreign Debts Risk Management Sub-Committee, Suvarnabhumi International Airport’s Technical Examination Sub-Committee, Appeal Sub-Committee, Legal Audit Sub-Committee, Suvarnabhumi International Airport’s Noise Impact Remuneration Sub-Committee, Appeal Sub-Committee, Management as per State Enterprises’ Plans Sub-Committee, Joint Ventures Coordination Sub-Committee, KPS Remuneration Sub-Committee, Human Resources Management and Development Sub-Committee, Airlines and Airport Operators Assistance Sub-Committee,TAGSImpactInvestigationandAssessmentSub-Committee,VerificationSub-Committee,Sub-CommitteetoReviewFinancial Status and Propose to Suvarnabhumi International Airport.
4.7 Remuneration for ExecutivesRemunerationcriteriaforSeniorExecutivesorthePresident
The President’s Remuneration Sub-Committee comprises AOT directors
andrepresentativesfromtheMinistryofFinance(StateEnterprisePolicyOffice).Its
responsibilities are to regulate the Presidents’ remuneration including annual remuneration
adjustments under high-low remuneration framework approved by the Ministry of Finance.
The consideration of each year’s remuneration is based on the evaluation
carried out in accordance with criteria and methods laid down by AOT Board.
RemunerationcriteriaforAOTExecutives
SalarystructureforAOTofficersandemployeesisregulatedbycomparing
their assigned responsibilities with remuneration survey and the rate of salary paid by
leading companies in the airline industry.
Annual salary adjustments for the director positions upwards are approved
bytheBoardofDirectors.In2011fiscalyear,theboardauthorizedthepresidentto
individuallyconsiderannualperformancesofemployeesandpermanentofficerswith
director positions upwards or equivalent in conjunction with each unit’s goal achievements
which are set in advance.
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Asof30September2011,accordingtothedefinitionofexecutivepositionstated in the notice of Capital Market Supervisory Board 23/2008, there are 11 executives as follows :
1. Mr. Nirandra Theeranartsin Senior Executive Vice President (RegionalAirports),ActingPresident
2. Mr. Somchai Sujjapongse Senior Executive Vice President, (EngineeringandConstruction)
3.FlyingOfficerAnirutThanomkulbutra Senior Executive Vice President, General Manager of
Suvarnabhumi Airport 4. Mrs. Supaporn Burapakusolsri Senior Executive Vice President
(PlanningandFinance)5. Mr. Nitinai Sirismatthakarn Senior Executive Vice President
(BusinessDevelopmentandMarketing)6. Miss Sasisubha Sukontasap Senior Executive Vice President
(Administration)7.Mrs.PoolsiriVirojanapa ExecutiveVicePresident(Planning (PlanningandFinance)8. Miss Vilaiwan Nadvilai Deputy General Manager of SuvarnabhumiAirport(Administration)9. Mr. Noppadol Mongkolsin Director, Accounting Department10. Mr. Soonthorn Sithithanalaph Director, Finance Department11. Mr. Somboon Noinumkum Director, Planning and Finance Department, Suvarnabhumi Airport • MonetaryRemuneration Overall remuneration for executives in 2011 ended on 30 September 2011.
Unit:MillionBaht
Salary 13 33,834,110.20 11 23,949,660.00
Bonus and others 13 13,565,661.67 11 16,878,351.50
• OtherRemuneration - Provident fund
AOT registered the provident fund on 28 March 1994. AOT contribution is made on the same day each member makes their contribution on the basis of working years as follows :
(1)Contributionattherateof9%ofsalaryforemployeeswho
have been working for less than 10 years.
(2)Contributionattherateof10%ofsalaryforemployeeswho
have been working for over 10 years but less than 20 years.
Remuneration 2010 2011
Person Baht Person Baht
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(3)Contributionattherateof12%ofsalaryforemployeeswho
have been working for over 20 years but less than 25 years.
(4)Contributionattherateof15%ofsalaryforemployeeswho
have been working for over 25 years.
Unit:MillionBaht
5. Nomination Procedures for AOT Directors and the President
5.1 Nomination Procedures for DirectorsThe Board of Directors appointes the Nomination Committee consisting
of 3 directors. The committee’s duty is to recruit individuals suitable to be nominated
asdirectorsbyconsideringtheirworkexperiencesandspecificqualificationswhichare
needed by the Board and dispensable to AOT’s business. This aims to achieve the
completestructureofAOTBoardforthebenefitsofthecompanyandshareholders.
The Nomination Committee’s criteria are as follows :
(1)Possessknowledge,abilities,anddifferentfieldsofexperienceswhich
arebeneficialandvaluabletoAOT.
(2)Possess qualifications as stated in AOT’s Articles of Association,
StandardQualificationsforDirectorsandStateEnterpriseOfficialsAct,
Private Company Act, and Securities and Exchange Act.
(3)Possessqualitieswhichsupportcorporategovernance,independence,
accountability, care, loyalty, and time dedication etc.
(4)Replacedirectorswhosetermscometoanendandproposethenew
directors to AOT Board of Directors for approval before submission to
be approved in the Annual General Meeting of Shareholders.
(5) Incaseswhere the replacementofdirectors isnotcausedby their
terms’ expiration, the Board of Directors must approve the new directors
and their terms are equivalent to the remaining terms of those replaced.
5.2 Nomination Procedures for the President (1)AOT Board appoints the President Nomination Committee which
consists of 5 directors. The authority in this regard is to be in compliance
withStandardQualificationsforBoardofDirectorsandStateEnterprise
OfficialsActB.E.2518,amendedbytheStandardQualificationsActfor
Provident fund 13 3,096,819.00 11 2,996,907.90
Remuneration 2010 2011
Person Baht Person Baht
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BoardofDirectorsandStateEnterpriseOfficials(Issue4)B.E.2543
and(Issue6),B.E.2550.Thecandidatesmusthavequalificationsand
notbeprohibitedasspecifiedinMeasure8(1)(3)(4)(5)(6)(11)and
(12). Theymust also possess specific qualifications as approved in
principle by AOT Board.
(2)ThePresidentNominationCommitteenominatesknowledgeable,capable,
andexperienced individualswhopossessqualificationsandhaveno
prohibitedcharacteristicsaccordingtoMeasure8(1)(3)(4)(5)(6)(11)
and(12)oftheStandardQualificationsforBoardofDirectorsandState
EnterpriseOfficialsAct(Issue6)B.E.2550.
(3)Thenominationmustbedonebyadvertisingthroughatleast2types
of media.
(4)Oncesuitablecandidatesareacquired, thecommitteemustpropose
the names to the Board of Directors for consideration.
(5)TheBoardofDirectorswillthensubmitnamesofselectedcandidates
withtheirresumestothesub-committee(appointedbytheboard)to
consider their remunerations.
(6)ThePresidentRemunerationSub-Committeeconsiderstheremuneration,
employment conditions and details of employment contract. The
sub-committee also negotiates with the successful candidate on the
remunerations in accordance with the remuneration criteria and guidelines
of the cabinet’s resolutions of 13 June 2000 and 22 June 2004. Main
issues to be considered are as follows :
(6.1) The remuneration must be in line with the top executive’s
qualifications,knowledge,abilities,experiences,missions,andgoals.
(6.2) Theemploymentcontractmustspecifythegoalsandindicatorsare
to be carried out successfully within the timeframe for evaluation
purposes.
(6.3) Goals,missions,andclearindicatorsneedtobesetupformeasuring
the level of accomplishment of the top executive in order to
acquire an executive who is highly competent in management.
Ifthegoalscannotberealized,thecontractcanbeterminated.
(7)Afterconsideringthepresident’sremuneration,thesub-committeesubmits
the results in (6) togetherwith adraft of the employment contract
to AOT Board for consideration and then proposes to the Ministry of
Finance for approval.
(8)OncetheMinistryofFinanceapprovestheremunerationandthedrafted
contract,AOTwillthenproposetoauthorizedindividuals(asstipulated
inthestateenterpriselaw)forappointment.Theemploymentcontract
must be signed by the Chairman or directors assigned by AOT Board
(inthecasewheretheChairmanisnotavailable).
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6. Authorities of AOT PresidentAOT’s regulations prescribe the President’s authorities as follows :
The President has the authorities and duties as assigned by the Board. In addition,
the President must manage in accordance with operation plans and budgets approved
bytheBoardwithstrictness,honesty,andcareinordertomaintainthebenefitsof
the company and shareholders. The authorities also include the following activities :
(1) Operateand/ormanageday-to-daywork.
(2) Recruit, appoint, relieve, transfer, move, deduct salaries or wages,
imposedisciplinarypunishmentonofficersandemployeesaswellasterminate
officersandemployeesasstipulatedbyAOTBoard.However,theBoard’s
approval istobeobtainedinthecaseofdivisionofficersorequivalent.
(3) Supervise the preparation and submission of AOT’s business policies,
operation plans, and budgets to AOT Board for approval. The President is
also responsible for reporting the progress of the approved operation plans
and budgets to the Board with the timeframe set by AOT Board.
(4) Operate in compliance with policies, operation plans, and budgets
approved by AOT Board.
(5) RegulateAOT’soperationrules.
7. Succession Plans and Development of ExecutivesAt present, AOT is preparing succession plans for the senior executive positions
from the director position upwards in order to respond to AOT’s strategies. Initially, AOT
hassurveyedandanalyzedtheseniorexecutiveswhoaregoingtoretireinthenext
3 years and is preparing to replace them with potential and suitable personnel. Such
personnel have to pass the screening process via psychometrics, interview, and be on
the Executive List to receive training to be prepared for the replacement.
8. The President’s EvaluationThe President’s Evaluation Sub-Committee, appointed by AOT Board, evaluates
the president’s performance every 6 months. In the past year, the sub-committee’s
evaluation was implemented in accordance with the indictors in the operation plans
proposed to AOT Board. Such plans covered issues related to business development,
finance, customers, stakeholders, internal process, and learning and development.
9. Personnel and RemunerationPersonnelFulltimepersonnelemployedbyAOTandstationedattheheadofficeaswell
as6airports(excludingoutsourcedworkers)areasfollows:
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For the management of all AOT’s 6 airports, personnel are vital resources
and directly affect the service quality of the airports, which provide 24 hour service.
Therefore,mostofficersworkinshiftsandarerequiredtobereadytosolveproblems.
Additionally, AOT has hired a lot of outsourced workers for unskilled and half-skilled
laborsuchassecurityofficers,andhighly-skilled laborsuchasexplosiveordnance
disposal technicians. As of 30 September 2011, AOT has a total number of 4,790
personnel and approximately 9,448 outsourced workers.
AOT believes that current remuneration for personnel is appropriate compared
tothemarketremuneration.Remunerationpaidtoofficerscomprisessalaries,bonuses,
allowances, and subsidies such as medical treatment expense, accommodation
expense, education subsidy and other expenses. Remuneration for personnel also includes
provident fund of each employee which AOT makes monthly contribution on the basis
ofyearsofservice:staffwithlessthan10yearsgetacontributionof9%oftheir
salaries,staffwithmorethen10yearsbutlessthan20yearsget10%oftheirsalaries,
staffwithmorethan20yearsbutlessthan25yearsget12%oftheirsalaries,and
staffwithmorethan25yearsget15%oftheirsalaries.Staffmembershaveachoice
tomakeamonthlycontributionof2-15%oftheirsalariesdependingonthelengthof
their service. They will also receive a lump sum when deceased, retired, or terminated
withnooffensesasspecifiedintheprovidentfundregulations.
Moreover, AOT has an assistance fund with 10 members as of 30 September
2011. However, there will be no more admissions to this fund and the company is
making monthly contributions to both funds.
2011 2010 2009 2008 2007
HeadOffice 1159 820 778 778 764Suvarnabhumi Airport 2,568 2,625 2,562 2,563 2,579Don Mueang International Airport 281 480 543 554 503Chiang Mai International Airport 189 173 172 172 161Hat Yai International Airport 175 142 135 139 142Phuket International Airport 281 222 222 214 173Mae Fah Luang – 137 108 105 105 107Chiang Rai International Airport
Total 4,790 4,570 4,517 4,535 4,429
As of 30 SeptemberUnit:Person
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Corporate GovernanceAOT’s management abides by good corporate governance and realizes the
importance and responsibility for the shareholders and stakeholders. AOT’s Board of
Directorsemphasizestheimportanceofcompliancewithgoodcorporategovernance
toboostconfidencetoshareholders,investors,andallconcernedparties.
In 2011, AOT carried out business in conformity with the Stock Exchange of
Thailand’s 2006 Good Corporate Governance of Listed Companies, the summary of
which is as follows :
1. Shareholders’ rights (1) AOTrealizestheimportanceofshareholders,rightsofshareholdersand
the ownership over the company exercised through the elected Board
which determines important decision making. In response to this, AOT
encourages shareholders to exercise their rights under the protection of
basic rights as follows:
• Rights to receive adequate, timely and appropriate information for
decision making purposes.
• Rightstoattendtheshareholders’meetings.
• Rightstocasttheirvotesequaltonumberofsharesheldonimportant
matters.
• Rightstoshareinprofitsofthecompany.
• Rightstoattendthemeetingandvotebyproxy.
• Rightstoexpressopinionsandraisequestionsinshareholder’smeetings
regarding important decision making, such as profit allocation,
director election, director remuneration, appointment of auditor,
auditor fee and important transactions which affect AOT’s business
direction. The Board clearly states in the corporate governance policy
that AOT shall encourage shareholders to exercise their basic rights
and commit no violation of shareholders’ rights.
(2) AOT gives the importance on shareholders’ meetings and facilitates
shareholders by arranging the meeting venue which is appropriate
and convenient to shareholders. The 2010 Annual General Meeting
of Shareholders was held on 21January 2011 at 14.00 hrs. at the
Auditorium on 2nd Floor of the AOT Headquarters and transportation
to and from the Department of Land Transport was provided by AOT.
(3) At least 14 days prior to the meeting, AOT submits the letters
of invitation both in Thai and English which comprise meeting
agendas, minutes of the previous meeting with opinions of AOT
Board of Directors, proxy as required by the Ministry of Commerce
with explanations, AOT Articles of Association relating to shareholders’
meetings, a list of names and details of 2 independent directors
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incaseanyshareholdersprefertoauthorizeoneofthemtoattendthe
meeting, conditions, criteria and practices of meeting participation,
appointment of proxy and voting and a map of meeting venue.
The meeting is posted on a daily newspaper at least 7 days prior
to the meeting for 3 consecutive days. In addition, the information
about the agendas of each meeting and each proxy form are posted
on AOT’s website for more than 30 days before the meeting to allow
the shareholders to have adequate time to study all related information
and to allow those who cannot attend the meeting to be able to give
proxy to an independent director or another person.
(4) AttheAnnualGeneralMeetingofShareholders,AOTequallyfacilitates
andgivesconfidencetoeveryshareholderonthesecurity issue.The
document checkpoints are prepared and the registration desks are set
appropriately and adequately. The shareholders are allowed to register
in advance for not less than 2 hours before the meeting time and up
to the end of that meeting. The registration is based on the barcode
system. The document checklist, revenue stamp, and suitable banquets
are also provided.
(5) AOTBoard,exceptdirectorswhoareunabletoattendthemeetingdue
to urgent matters, and executives give the emphasis on the Annual
General Meeting of Shareholders. The 2010 Annual General Meeting of
Shareholders on Friday 21 January 2011 was attended by the Chairman
of the Board as the Chairman of the Meeting, the Chairman and members
of Audit Committee, the Chairman and members of Nomination Committee,
the Chairman and members of Remuneration Committee, the Chairman
and members of Corporate Governance Committee, the Chairman and
members of Risk Management Committee, the President and top
executives including the Chief Financial Officer (CFO) to explain the
details of the agendas and answer questions and take suggestions from
shareholders. AOT’s auditor and legal consultants were also present as
witnesses in ballot-counting and to assist in questions regarding
transparency, law compliances and the accuracy of proxy form.
(6) The meeting is conducted in accordance with the sequence of the
meetingagendasnotified inthe letterof invitation inadvance.During
the meeting, the shareholders are given opportunities to express ideas
and ask questions on each agenda. Before the meeting, the Chairman
of theMeeting clearly notifies the shareholders their rights and how
ballots are cast and counted. The result and summary of ballot-counting
throughout the process in the meeting are transparently disclosed, with
shareholders volunteering to participate in the ballot-counting to protect
the right of shareholders.
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(7) TheChairmanoftheMeetingconductsthemeetingappropriatelyand
transparently with adequate time allocation. During the meeting, the
shareholders are allowed to share opinions and expression of views and
queries before each ballot round and meeting resolution on each agenda.
The shareholders are also allowed to suggest and make queries on the
company’s operations. If unrelated questions are raised, the Chairman
of the Meeting or senior executives will respond when the ‘other issues’
agenda is discussed in order that the time on each agenda is spent
appropriately.
(8) AOTpreservestherightsofshareholderstoregisterafterthemeeting
starts, and to vote in the ongoing agendas and the subsequent ones.
(9) AOTregularlyprovidesinformationtoshareholdersviathechannelsof
StockExchangeofThailandandAOT’swebsiteandoperatesefficientlyfor
the shareholders’ suitable returns.
(10) MinorshareholdersgaindirectaccessofinformationfromtheCorporate
SecretaryandInvestorRelationsCenter.Companyvisitsareorganized
regularly to provide a better understanding of AOT’s business.
(11) AOT prepares and submits the minutes of each meeting to the
Stock Exchange of Thailand and the Securities and Exchange
Commission within 14 days after the meeting date. The minutes state
correctly, completely and clearly the names of the attending directors,
significanatremarks,Q&Aofopinions.Thesummaryofthemeeting’s
resolutions is divided into number of ballots, agreed, objected and
abstained. Minutes of meeting both in Thai and English are also posted
on AOT website www.airportthai.co.th to facilitate the access to
information of shareholders and submitted to shareholders for their
acknowledgement and approval before the next meeting of shareholders.
(12) AOTcleartydisclosesshareholdingstructuresof itssubsidiariesand
associatesonthewebsiteandannualreporttocreateconfidenceto
shareholdersofthetransparentandverifiableoperations.
(13) AOToperateswithefficiencytocreategrowthandgoodoperatingresults
for shareholders’ appropriate returns.
2. Equitable Treatment of ShareholdersAOT emphasizes and provides equitable and fair treatment to every
shareholder regardless of sex, age, race, nationality, religion, belief, social status, or
physical disability. To that effect, the company has taken many efforts as follows:
(1) Theminoritysoleorjointshareholderswithnotlessthan100,000shares
have the rights to propose an annual general meeting items and nominate
aqualifiedpersonfordirectorshippriortotheAnnualGeneralMeeting
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of Shareholders, which is announced to the shareholders through the
Stock Exchange of Thailand’s website 3 months before the end of the
fiscalyear(1July-30September2011),oratleast6monthspriorto
the Annual General Meeting. The shareholders are informed of the criteria
in considering the shareholders’ proposed agendas or candidates. The
information of which is informed through AOT’s website. The Nomination
Committeeexamineswhetherthenomineeisqualifiedandthensubmits
the name to the Board for approval before proposing it for consideration
at the Shareholders’ Meeting. The company requests the shareholders to
elect each candidate for the director individually.
(2)AOT will arrange the shareholders’ meeting following the agendas
notifiedinthenoticeofshareholders’meeting.Thecompanyhasnopolicy
to add more agendas without informing shareholders in advance so that
theshareholdershavesufficient timetostudydetailsand information
pertinent to each item before making decisions.
(3) Thecompanyprovidesproxyformsforshareholderstoencouragethem
to exercise their voting rights and proposes 2 Independent Directors.
The shareholders are entitled to appoint an Independent Director as
their representative, using the proxy form as required by the Ministry of
Commerce, which are attached with the letter of invitation. The required
documents for proxy are also stated clearly with explanations to facilitate
shareholders.
(4) The company encourages shareholders to use separate ballots for
each agenda so they can cast their votes as deemed appropriate.
During the meeting, the ballots for each agenda are collected and
merged with the advance voting via proxy. The barcode system is
employed for the results of the vote counts. The resolutions are
subsequently announced at the meeting. To ensure transparency, the
ballots are counted in the presence of volunteer shareholders verifying
the results which will be kept for future checks.
(5) Theshareholdersareallowedtoelecteachcandidateforthedirector
individually.
(6) AOThasestablishedmeasuresagainstthemisuseofinternalinformation.
In compliance with Article 59 of the Securities and Exchange Act B.E.
2535, the Directors, Executives, and Vice President of Finance Department
and Accounting Department must report AOT shareholdings belonging
to themselves, their spouses and children under the legal of age to the
Securities and Exchange Commission when they are initially appointed to
the positions. They must also report on any buying, selling, or transferring
of the stocks regardless of value to the Securities and Exchange
Commission within 3 working days.
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(7)AOT directors and executives are required to submit reports of
their interests and the interests of concerned parties including
newly appointed directors and executives, using the form approved
by the Board, to the Corporate Secretary within 7 working days after
receivingnotificationfromAOT.Anychangesofdatamustbereported
to the Corporate Secretary within 7 working days from the day the
changes are made. The Corporate Secretary submits the copy of the
change to the Chairman of the Board of Directors and Chairman of Audit
Committee for acknowledgement and keeps the original document for
AOT’s internal use only.
3. The Role of StakeholdersAOT realizes the significance of the rights of stakeholders whether
being both internal such as employees and executives of AOT, and subsidiaries or
external such as shareholders, customers, employees, the government, joint venture
partners, business partners, creditors, society, community, and other related agencies.
AOT wants to ensure that basic rights of these individuals and agencies are well
protected and looked after in accordance with the law and applicable regulations. AOT
also realizes the support of stakeholderswhich create competition capabilities and
profitandthishasledtoAOT’slong-termsuccess.AOTBoardhasclearlydefinedthe
guidelines in its corporate governance policy which are disclosed on AOT’s website.
The company operates with respect to the rights of all stakeholders everywhere it
carries out business.
AOT also puts emphasis on providing communication channels to stakeholders
for the exchange of information and opinions by providing the channel for disclosure of
essential information on the website www.airportthai.co.th. Stakeholders and concerned
partiesareallowedtofilegrievancesforunfairtreatmentfromtheAOTandencouraged
to provide comments regarding improprieties at the counter service in each airport. In
2011,AOTreceived8complaintsintotal,3ofwhichwereresolved.AOTemphasizesthe
importanceofmaintainingconfidentialityandonlyusesordisclosestheinformationto
the entrusted or concerned group of people. The whole procedure and the interrogation
are defined in writing. Good Governance Communication Channels are as follows:
(1) Suggestions can be posted on the website www.airportthai.co.th. As
regards good governance issues, please contact the Corporate Secretary.
(2) OpinionboxesattheHeadquarterandtheofficeineachof6airports
under AOT’s responsibility.
(3) Good Governance Library, where certain area is provided for the
information regarding AOT’s operations, such as airport development
plans,procurementdocumentsandotheragreementswiththefinancial
amount of over 1 million Baht.
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The Treatment of StakeholdersAOT is committed to promoting cooperation between the company and the
stakeholderstocreatefinancialstabilityandbusinesssustainability.In2011,AOTtakes
careofallgroupsofbothinternalandexternalstakeholdersasspecifiedinCorporate
GovernanceHandbookcirculatedtoofficersandpostedonthewebsiteasfollows:
Shareholders • AOT pledges to be a good representative of shareholders in conducting
business transparently with emphasis on creating long-term economic value
and good returns for shareholders.
• To perform duties based on honesty and prudence for present and future
interests of major and minor shareholders and all concerned group of stakeholders.
• To conduct business with emphasis on creating long-term economic value
and good returns for shareholders.
• Todisclosebothfinancialandnon-financialinformationwithsufficientdetails
in due time as well as the AOT’s operating results in a factual, complete,
adequate,constantandtimelymannertoactuallyrepresenttheAOT’sfinancial
and operational performance.
Employees • AOT regards employees as one of the key factors for AOT’s success. The
company is committed to enhancing the capability of employees at all levels
on an ongoing basis throughout the year.
• Suvarnabhumi Airport has entered into Sister Airport Agreement with Germany’s
Munich International Airport, Korea’s Incheon International Airport, and Japan’s
Narita International Airport. This aims to exchange airport operation knowledge
and technology as well as provide various types of mutual cooperation in aviation
business.In2011,AOT’sofficersparticipatedinonthejobtrainingwithstaff
of Munich International Airport and Incheon International Airport which is one
of Asia’s leading airport. This training program gave the staff an opportunity
to exchange working experience and learn diverse airport management
technology in order to apply the knowledge to improve services at Suvarnabhumi
Airport to be the world’s top ten outstanding service quality airports.
• Moreover, the company provides complaint channels for employees where
thereisaconflictbetweenemployeesorbetweenanemployeeandhis/her
supervisor. The employee submitting a complaint according to the procedures
set out by AOT in good faith shall be protected, and the complaint shall not
cause dismissal or any disciplinary action on the part of the complain or
witnesses.
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• Furthermore, top Executives encourage employees at all levels to suggest
ideas thatarebeneficial to thecompany,especiallySuvarnabhumiAirport
which is the company’s main airport, for example, the energy saving policy.
Itiseveryofficer’sdutytocontinuallycooperateinenergymanagementto
createmaximumbenefitsunderGreenAirportconcept.
• The company ensures equitable treatment, good working environment as
well as appropriate and fair remuneration for every employee, such as
the establishment of the provident fund, medical expense reimbursement,
establishment plan for AOT saving and credit cooperative limited. The airport
club has also been established to support various activities, such as
educational trips, traveling, sports both in AOT and with state enterprises.
• Workingenvironmentisstressedforsafetyofemployees’livesandproperties.
• AOT puts emphasis on the development of knowledge, and capability of
employees. Every officer is regularly given equal opportunity to bemore
knowledgeable so 10 scholarships for the master’s degree level are provided
each year.
Government • To be accountable for the government sector, AOT is committed to conducting
business in full compliance with the laws and all applicable regulations of the
overseeing agencies. The company has provided constant support for the
governmentprojectstoensuremaximumbenefitsforsocietyasawholeand
to retain good relationships with the government agencies. The company deals
with government agencies transparently and is ready to provide accurate and
complete information to the government agencies upon request so as to
ensuretransparencyandcreatemutualtrustandconfidence.
Society, Community, and Environment • AOT, including Don Mueang International Airport and all regional airports under
itsresponsibility,hasCorporateCommunicationsOfficeasaunitresponsiblefor
overseeing the company’s society and community, and Environmental Department
responsible for environment impact caused by the airport operation. The
community around Suvanrnabhumi Airport is regulated by a unit such as Special
Affairs Department. Activities have been arranged for the community both inside
and outside the operation areas. Over the years, AOT has provided constant
supporttosocially-beneficialactivitiesintheareasofeducation,sports,culture,
and career development for a better quality of life of people in the community.
Additionally,thecompanyattachessignificancetolivinginharmonywithsociety
and the communities where AOT operates. The company strives to foster good
relationships with the communities, collaborating in solving problems to create
confidenceinthecommunitiesandsocietyasawhole(furtherdetailscan
befoundintheannualsocialandenvironmentalresponsibilitiesreport2011).
79
Business Partners • AOT treats contracts, agreements, and conditions of trading partners based
onfairandjustreturntoensuremaximumbenefitsforallconcernedparties.
• AOT has increased communication channel via website so that business
partners and involved parties can coordinate commercial activities, procedures,
rent methods, contracts, and forms granting business operation. The website,
runbyadepartmentresponsibleforCustomerRelationManagement(CRM),
also creates convenience and gathers questions.
Competitors • AOT follows the framework of good business competition by continually
improving services in order to create passengers’ satisfaction. The Airport of
Smiles strategy is used to impress passengers with smiles.
• AOT shall fully compete with independence and fairness based on Airport
CouncilInternational(ACI)whichregulatesserviceandfacilitystandardsand
facilitation in airports worldwide.
Creditors • AOT treats creditors with fairness, responsibility, and transparency by strictly
complyingwith the terms of contracts and financial obligations regarding
repayment, assets safeguarding, and other conditions including the misuse of
loan as agreed with the creditors, the use of dishonest procedure, and the
concealing of facts that will cause damages to the creditors.
Debtors • AOT shall indiscriminately commit to and honor the obligations agreed with
the debtors regarding loan recovery and collection. Whereby the debtors fail
to meet the obligations, the negotiation shall be employed with no delay
tofindamutualsolutionunderthebestpracticesofcorporategovernance.
Debtors are regularly provided with reports on accrued liability in an accurate,
complete and timely manner.
• The company operates in full compliance with the laws, regulations, and
conditions regarding treatments of debtors.
Outsourced workers • As a result of AOT’s big operations, a lot of outsourced personnel are
employed to serve passengers directly. Therefore, AOT sees the importance
of providing regular training to these personnel in order that they operate
withefficiency.Outsourcedofficersalsoparticipate in theseminar“Under
the Same Roof” arranged annually by AOT to improve the service quality to
impress passengers.
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4. Information Disclosure and TransparencyThe disclosure of information is one of vital principles of good corporate
governanceprinciples.AOTgreatlyemphasizesdisclosinginformationtotheStockExchange
of Thailand and shareholders in accurate, complete, timely, reliable and equitable manners.
TheCorporateSecretaryOfficedisclosestheinformationtotheStockExchangeofThailand
while the Investor Relations Center is responsible for providing information and
responding to inquiries of investors and shareholders’ questions.
The disclosure of essential information is also posted on AOT’s website
in bilingual version, such as annual reports, good governance policy, the company’s
information and notice. The website is also constantly improved so that shareholders
and outsiders receive information in timely and accessiblemanners formaximized
benefits.Theinformationisasfollows:
(1)AOT’sessentialinformationconsistsofbothfinancialandnon-financial
information.Thefinancial statementsmustbeverifiedand inspected
by the auditor and deemed to be accurate in all material respects
and in conformity with the generally-accepted accounting principles.
They are approved by the Audit Committee and the Board of Directors
before disclosing to shareholders. The Board of Directors is also
required to reporton itsfinancial responsibilitiesand the reportsof
the Audit Committee and the auditor in the annual report. In addition,
AOT exchanged information within its organization and included
management discussion and analysis in the annual report and Form 56-1.
(2) Informationdisclosedtothepublic,shareholders,andinvestorsaccording
to Public Information Act 1998 will be published on AOT’s website in
both Thai and English such as the annual report, notice to shareholders,
and minutes of the shareholders’ meetings.
(3) AOTdisclosedtheroleandresponsibilitiesoftheBoardofDirectors
and sub-committees, the number of meetings as well as their attendance
recordsforfiscalyear2011andtheremunerationforthedirectorsas
approved at the shareholders’ meeting and by the top executives in
the annual report and Form 56-1.
(4) AOT established the Investor Relations Center responsible for
communicating information that reflects the true value of the
company to analysts, shareholders, investors of organizations, and
general investors in conformity with the regulations of the Stock
ExchangeofThailand.Theestablishmentaims tocreateconfidence,
increase good corporate image and positive attitude of shareholders and
investors. Investors or interested persons can acquire information about
81
AOT such as financial statements, annual reports, and news submitted
to the Stock Exchange of Thailand through the 4 channels of AOT’s
Investor Relations Center as follows :
• Telephone: 0 2535 5900
• Fax: 0 2535 5909
• E-mail: [email protected]
• Mail: Investor Relations Center, Airports of Thailand Public Company
Limited. 333 Cherdwutagard Road, Sikun Sub-District, Don Mueang,
Bangkok 10210.
AOT realizes the importance of information disclosure in accurate, complete,
timely, and transparent manners. The Investor Relations Center, AOT’s representative,
was established to communicate with shareholders, investors, analysts, and other relevant
agencies and publicized information for investors, shareholders, and related persons
throughout 2011. The summary is as follows :
Fiscal Year 2011
• Company Visit 41 times/year
• Conference Call/Telephone Call/E-mail 415 times/year
• Analyst Briefing 1 time/year
• Roadshow
•Domestic 4 times/year
•Foreign 1 time/year
(5) AOT has disclosed financial, general, and important information
accurately according to the regulations of the Office of the Securities and
Exchange Commission. In addition, in 2011 AOT prepared Management
Discussion and Analysis (MD&A) for every quarterly financial statement.
(6) The company prepares financial statements in accordance with accounting
standard which passes the inspection of Office of the Auditor General
of Thailand. Shareholders can be confident that the information shown
in the financial report is accurate.
(7) AOT organizes the yearly Company Visit for shareholders to visit the airports
under the responsibility of the company in order to acknowledge information
and receive the opportunity to ask top executives about policies, results,
and solutions to various obstacles. The visit aims to create confidence and
positive relationship to the shareholders. The participating shareholders
are selected through application drawing. In 2011, AOT organized
the visit at the Phuket International Airport on 25 February 2011, with
50 participating shareholders.
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5. The Board of Directors’ responsibilities
AOT’s Corporate Governance PoliciesTheBoardofDirectorshasdefinedcorporategovernancepoliciesinwriting
since2006andcontinualverificationhasbeencarriedout.In2011,thecompanymodified
thepoliciestwice.Forthefirstmodification,thefourtheditionof25November2010,the
Board approved the improvement of structure and elements of the Board’s meeting i.e.
ameetingofdirectorswhoarenon-executivesmustbeorganizedatleastonceayear
withoutparticipationofthemanagement.Forthesecondmodification,thecurrentfifth
edition of 17 August 2011, the Board approved the adjustment of the Board’s structure
andelementswherebynewlyappointeddirectorswillreceiveabriefingofnecessary
and useful information within three months from the appointment date. The directors
must also hold no more than 3 positions in state enterprises and/or juristic entities
whose shareholders are state enterprises. This enables the Board to have appropriate
numberofdirectorsandthedirectorscanallocatetheirtimeefficiently.Inaddition,a
revision of a retirement regulation states that AOT’s Board of Directors is retired at
theageof65withimmediateeffectandnotificationtoAOTmustbedoneinwriting.
AOT has disclosed the corporate governance policy on AOT’s website.
Corporate SecretaryAOT appointed Miss Shanalai Chayakul as the Corporate Secretary responsible
for giving legal advice, rules and regulations needed by the Board and the executives.
She must also regulate the company’s activities and coordinate to ensure that AOT’s
operations are in compliance with the resolutions of the Board and shareholders’
meeting and AOT’s good corporate governance. The Corporate Secretary’s main duties
and responsibilities are as follows :
(1) To give advice to the Board of Directors and executives to ensure
thattheoperationsareefficientandinaccordancewiththelawsand
regulations of the Stock Exchange of Thailand, Capital Market Supervisory
Board,theOfficeoftheSecuritiesandExchangeCommission,relevant
regulations and resolutions of shareholders which correlate with good
corporate governance.
(2) ToorganizeandmaintaintheBoard’sregistra.
(3) ToorganizeandmaintaintheBoard’smeetingnotifications,meetingdocuments,
and minutes of meetings.
(4) Toorganizeandkeeptheshareholders’ lettersof invitation,required
documents, and minutes of meetings with complete information within
the timeframe of the law.
83
(5) To maintain interest reports submitted by directors and executives.
(6) Tosuperviseandberesponsibleforthepreparationandmaintenance
of annual statements (Form 56-1) and annual reports (Form 56-2).
(7) Toensurethatinformationisdisclosedandreportedtothesupervisingunits.
(8) Tosupporttrainingcoursesandprovidedirectorswithusefulinformation.
(9) TocarryoutothermissionsasassignedbytheBoard.
Good Corporate Governance HandbookAOT has placed emphasis on good corporate governance since 2002
and declared ethics to express commitment in doing businesses with transparency
and credibility. The corporate governance is also an important factor that generates
value for the organization and involved parties. On 1October 2009, the company
revised the ethics of 2002, the first edition ofAOT’sGoodCorporateGovernance
Manual. The content consists of corporate governance, its principles, ethics, and clear
guidelines which are in line with AOT’s corporate governance structure. The handbook,
1stedition(2009),havebeendistributedtothechairman,executives,andofficersfor
references and practice. Everyone must sign the testament to uphold good corporate
governance in their implementation in order to ensure that AOT will maximize
shareholders’benefitsaswellastakeintoaccountinvolvedpartiesandberesponsible
for the society and the environment. The information is also on the website
under good corporate governance topic for shareholders, investors, and interested
persons to easily gain access.
AOTorganizedactivities that supportedcorporategovernance,publicized
the issue, and conducted seminars regarding the impact of ethics on the company’s
organizationbyinvitingthechairman,everylevelofexecutives,andofficers.Theseminars
were recorded and broadcasted via the Intranet for attendees who did not participate.
In addition, the handbook was also used for human resources management
purposes in the orientation for new employees. Good corporate governance was included
in the basic course conducted by the Human Resource Management Department as
part of the annual human resources development plan.
Activities Supporting Corporate Governance and EthicsAOT has continually supported corporate governance and ethics since the
declaration of corporate governance policies which have been reviewed annually. The
distributionofthemanualtothechairman,executives,andofficersintheorganization
aims to create commitment in their duties.
84
In2011,AOTorganizedactivitiessupportingcorporategovernanceasfollows:
• TheBoardofDirectorsapprovedaregulationregardingofficers’ethical
behaviors analysis 2011 as in accordance with the Constitution of Thailand
2007, Measure 279. The regulation has the mechanism to enforce the
lawassuggestedbytheombudsmanandthoseauthorizedtoregulate
Measure280inordertocontrolcorporategovernanceintheorganization
andcreatevirtueandethics.Officerswereinformedviacircularletters,
electronics media such as AOT’s website and the Intranet.
• Theactivitiesaimedtosupportofficerstoparticipateandexpressopinions
on AOT’s ethics. A lecturer from the King Prajadhipok’s Institute was
invitedandworkshopswereorganizedattheheadofficesandregional
airportsthroughcitizendialogueinordertoputthecompany’sethics
into practice. The workshops were provided for intermediate executives
oftheheadofficesofDonMueangInternationalAirport,Suvarnabhumi
Airport, and 4 regional airports under the responsibility of AOT. The
seminars’ results were reported to the Good Corporate Governance
CommitteeandtheHumanResourceManagementDepartmentforofficers’
opinions and further human resource development.
• Discussiononethicsandworkingstandardswereconductedbylecturers
from the Office of the Ombudsman, the King Prajadhipok’s Institute,
and AOT Chairman with the attendance of the Corporate Governance
Committee.
• Therewasaspecial lecturebyexpertsonSufficiencyEconomyand
OrganizationalGoodCorporateGovernanceManagement.Thechairman
of AOT was also invited.
The Declaration of Collective Action Coalition of Thai Private Sector Against Corruption
AOT declared the collective action coalition of Thai private sector against
corruption with the Thai Institute of Directors, in collaboration with the Thai Chamber
of Commerce, the Thai Bankers’ Association, the International Chamber of Commerce,
and the Thai Listed Companies Association. The issue represented shared ethics of
the Thai private sector and showed their ambition to prevent and suppress corruption.
Conflict of InterestTheBoardofDirectorsemphasizespolicies to reducepersonal and the
company’sconflictofinterest.GoodcorporategovernanceregulatesthattheBoard,
executives,andofficersmustreporttheirinterests,aswellastheinterestsofinvolved
parties, in order to avoid exploitations of their positions for personal gain. The measures
are as follows :
85
(1) Avoid involvement in self-related issues thatcouldcauseconflictof
interest with AOT.
(2) Incaseswherenecessaryactionsmustbedone for thecompany’s
benefits,theymustbecarriedoutasiftheyaremadewithoutsiders.
TheBoard,executives,andofficerswhohavepersonalinterestsmust
not be in the approval process.
(3) Incaseswhereissuesarerelatedorthatmighthaveconflictofinterest
according to the notice of the Stock Exchange of Thailand, the Board
will ensure that the implementation is in accordance with regulations
and procedures and the information of involved registered companies
is disclosed.
(4) Incaseswhereexecutives,officers,orfamilymembersparticipateinthe
issueorareshareholdersinanybusinessesthatcouldcauseconflict
of interests with AOT, the top executive must be informed in writing.
(5) IncaseswheretheBoard,executives,orofficerstakethepositionsof
committeesoradvisorsofotherbusinessorganizations, theposition
takenmustnotconflictwithAOT’sinterestandoperations.
In addition, the Board and executives are required to report their interests,
as well as the interests of involved parties, to AOT so that the corporate secretary can
use them as information and tools to supervise the interests of the Board, executives,
or involved persons that have interests in the company’s management or subsidiary
companies. The corporate secretary must submit copies of the reports to the chairman
for acknowledgement.
Internal ControlAOTemphasizesinternalcontrolsysteminitsoperationsandconsistentlymonitors
the results to ensure that the system is suitable with the changing environment
caused by internal and external factors. The internal control structure consists of 5
sections i.e. environment control, risk assessment, activity assessment, information
and communication control, and evaluation follow-ups. The Audit Committee’s
responsibilitiesaretoreviewtheinternalcontrolsystemtocreateefficiencyandensure
that it is in compliance with the Regulations of the State Audit Commission relating to
theSpecificationofInternalControlStandards,B.E.2544.
86
AOT BOArd Of direcTOrs
Air Chief Marshal Sumet Photimanee (62 years)Chairman, Independent Director
Percentage of Shareholding None
Family Relationship with Executives of the Organization None
Education/Training
• B.Sc.,RoyalThaiAirForceAcademy
• RoyalThaiArmyWarCollege(Class41)1996
• NationalDefenceCollege(Class3)
Director’s Training Programs
• DirectorCertificationProgram (DCP):110/2008,Thai Instituteof
Directors(IOD)
Work Experience
• Director,AirportsofThailandPublicCompanyLimited
(March2008-January2009)
• PermanentChiefofStaff,MinistryofDefence
• Commander,RTAFSecurityForcesCommand
• Commander,DonmuangRTAFBase
Other Current Positions
• None
Asof30September2011,
AOTBoardofDirectorscomprisesthefollowing14members:
87
Police Major General Peeraphan Premabhuti (62 years)Duputy Chairman, Independent DirectorPercentage of Shareholding NoneFamily Relationship with Executives of the Organization NoneEducation/Training • B.A.(PoliticalScience),ChiangMaiUniversity •MasterofPublicAffairs,KentuckyStateUniversity,U.S.A. • LL.B.,RamkhamhaengUniversity • LL.M,ChulalongkornUniversity • NationalDefenceCollege(NDC)(Class45) • TopExecutiveProgram(Class33)Director’s Training Programs • DirectorCertificationProgram(DCP):108/2008, ThaiInstituteofDirectors(IOD)Work Experience • AdvisortothePrimeMinister,SeniorOfficial11 • PermanentSecretarytothePrimeMinister • AdvisortothePrimeMinister,SeniorOfficial10, Anti-MoneyLaunderingOther Current Positions • Director,AnandaDevelopmentPublicCompanyLimited
Air Chief Marshal Bureerat Ratanavanich (63 years)Independent Director, Chairman of Remuneration Committee, Member of Audit Committee, Member of Corporate Governance CommitteePercentage of Shareholding NoneFamily Relationship with Executives of the Organization NoneEducation/Training • B.Sc.,RoyalThaiAirForceAcademy • AirWarCollege(Class28) • NationalDefenceCollege(Class42) • CorporateGovernanceforDirectors andTopExecutivesofStateEnterprises andPublicOrganizations(Class5),PublicDirectorInstitute(PDI)Director’s Training Programs • DirectorAccreditationProgram(DAP):26/2004 • DirectorCertificationProgram(DCP):122/2009, ThaiInstituteofDirectors(IOD)Work Experience • DeputySupremeCommander • DeputyChiefofJointStaffOther Current Positions • Director,TOADoveChamIndustryCompanyLimited
88
Air Chief Marshal Raden Puengpak (64 years)Independent Director, Chairman of Nomination Committee,
Member of Audit Committee
Percentage of Shareholding None
Family Relationship with Executives of the Organization None
Education/Training
• B.Sc.,RoyalThaiAirForceAcademy
•M.B.A.(Class7),KasetsartUniversity
• AirWarCollege(Class26)
• NationalDefenceCollege(Class39)
• CorporateGovernanceforDirectors
andTopExecutivesofStateEnterprises
andPublicOrganizations(Class4),PublicDirectorInstitute(PDI)
Director’s Training Programs
• DirectorAccreditationProgram(DAP):73/2008
• DirectorCertificationProgram(DCP):107/2008
• AuditCommitteeProgram(ACP)29/2009,
ThaiInstituteofDirectors(IOD)
Work Experience
• DeputySupremeCommander
• AssistantCommander-in-Chief
Other Current Positions
• ChairmanofUniversalUtilitiesCompanyLimited
• ViceChairmanofAeronauticalRadioofThailandLimited
89
Flying Officer Norahuch Ployyai (61 years)Independent Director Percentage of Shareholding NoneFamily Relationship with Executives of the Organization NoneEducation/Training • B.Sc.,RoyalThaiAirForceAcademy • TheState’sNationalDefenceinCollaborationwith PrivateSector(Class16),NationalDefenceCollege • HighSecurityManagement (Class 1),NationalDefenceCollege • TopExecutiveProgram(Class11), CapitalMarketAcademy • TopExecutivePrograminCommerceandTrade(TEPCoT)(Class3), UniversityoftheThaiChamberofCommerceDirector’s Training Program • DirectorAccreditationProgram(DAP)ThaiAir2004, ThaiInstituteofDirectors(IOD)Work Experience • SeniorExecutiveVicePresident, ThaiAirwaysInternationalPublicCompanyLimited • ActingSeniorExecutivePresident, ThaiAirwaysInternationalPublicCompanyLimited • ActingManagingDirector,TechnicianDepartment, ThaiAirwaysInternationalPublicCompanyLimited • SeniorExecutiveVicePresident,OfficeofSeniorExecutivePresident, ThaiAirwaysInternationalPublicCompanyLimitedOther Current Positions • None
Mr. Thanapich Mulapruk (61 years)Independent Director, Member of Audit Committee,Member of Nomination CommitteePercentage of Shareholding None Family Relationship with Executives of the Organization NoneEducation/Training • LL.B.,ThammasatUniversity • BarristeratLaw,InstitutionofLegalEducation, ThaiBarAssociation • LL.M.,ChulalongkornUniversity • NationalDefenceCollege(Class41) • Politics and Governance in Democratic Systems for Executives (Class11),KingPrajadhipok’sInstitute • TopExecutiveProgram(Class7),CapitalMarketAcademy Director’sTrainingPrograms • DirectorCertificationProgram(DCP):79/2006 •MonitoringFraudRiskManagement(MFM):4/2010 •MonitoringtheSystemofInternalControland RiskManagement(MIR):10/2010 • AuditCommitteeandContinuingDevelopmentProgram (ACP):34/2011,ThaiInstituteofDirectors(IOD)WorkExperience • Director–General,DepartmentofSpecialLitigation • Director–General,DepartmentofEconomicandCrimeLitigationOtherCurrentLocations • Director,TransportCompanyLimited • Director,ElectricityGeneratingPublicCompanyLimited
90
Mr. Pongsak Semson (60 years)Independent Director, Chairman of Audit Committee,
Member of Nomination Committee
Percentage of Shareholding None
Family Relationship with Executives of the Organization None
Education/Training
• B.A.(PoliticalScience),ChiangMaiUniversity
•M.B.A.(BusinessAdministration),
NationalInstituteofDevelopmentAdministration(NIDA)
•M.A.(PoliticalScience),ThammasatUniversity
• Ph.D(PoliticalTheory,ThaiGovernment,
RelationshipsBetweenCountries,Law,PublicPolicies,
PublicAdministration),ChulalongkornUniversity
• GraduateCertificateinSeniorManagement,ManchesterUniversity,U.K.
• CertificateinPublicBudgetingandFinanceManagement,
InstituteforTaxAdministration,U.S.A.
• NationalDefenceCollege(Class4212)
• State’sManagementandPrivateLaw(Class1),
KingPrajadhipok’sInstitute
• AdvancedAdministrationProgram(Class34),InstituteofAdministration
Development
• TopExecutiveProgram(Class9),CapitalMarketAcademy
• AdvancedSecurityManagementClass1),NationalDefenceCollege
Director’s Training Program
• AuditCommitteeProgram(ACP):22/2008
• DirectorAccreditationProgram(DAP):79/2009
• DirectorCertificationProgram(DCP):122/2009,
ThaiInstituteofDirectors(IOD)
Work Experience
• AdvisortothePrimeMinister,SeniorOfficial
• PermanentSecretaryforBangkokMetropolitanAdministration
Other Current Positions
• Director,MassRapidTransitAuthorityofThailand
91
Mr. Veera Ruangsooksriwong (60 years)Director
Percentage of Shareholding None
Family Relationship with Executives of the Organization None
Education/Training
• B.Eng.(CivilEngineering),
KingMongkut’sUniversityofTechnologyThonburi
•M.P.A.,NationalInstituteofDevelopmentAdministration
• NationalDefenceCollege(NDC)(Class46)
• CorporateGovernanceforDirectorsand
TopExecutivesofStateEnterprisesand
PublicOrganizations(Class5),PublicDirectorInstitute(PDI)
Director’s Training Program
• None
Work Experience
• Director-General,DepartmentofHighways
• DeputyDirector-GeneralofManagement,DepartmentofHighways
• Director,HighwaysInstitute10
OtherCurrentPositions
• Director,ExpresswayAuthorityofThailand
• Director,ProvincialElectricityAuthority
Mr. Thawanrat Ornsira (59 years)Director
Percentage of Shareholding None
Family Relationship with Executives of the Organization None
Education/Training
• B.Eng.(CivilEngineering),KasetsartUniversity
• NationalDefenceCollege(Class46)
• TopExecutiveProgram(Class28)(OfficeofCivilServiceCommission)
Director’s Training Program
• None
Work Experience
• Director–General,MarineDepartment
• DeputyPermanentSecretary,MinistryofTransport
• Inspector–General,MinistryofTransport
Other Current Positions
• Chairman,StateRailwayofThailand
• Chairman,TourismAuthorityofThailand
92
Mr. Wutisak Lapcharoensap (62 years)Independent Director, Chairman of Corporate Governance ComitteePercentage of Shareholding NoneFamily Relationship with Executives of the Organization NoneEducation/Training • B.A.(PoliticalScience)(Hon.),ChulalongkornUniversity •MasterofArts,UniversityofChicago,U.S.A.Director’s Training Program • DirectorAccreditationProgram(DAP):80/2009 • DirectorCertificationProgram (DCP):126/2009,Thai InstituteofDirectors(IOD)Work Experience • Chancellor,RamkhamhaengUniversity • Dean,FacultyofPoliticalScience,RamkhamhaengUniversity • Acting Director, Educational Technology Office, Ramkhamhaeng UniversityOther Current Positions • Chairman,BangkokMetropolitanAdministrationCityMarketOffice • Director,DhanarakAssetDevelopmentCompanyLimited
Mr. Arkhom Termpittayapaisith (54 years)Chairman of Risk Management Committee, Member of Remuneration CommitteePercentage of Shareholding NoneFamily Relationship with Executives of the Organization NoneEducation/Training • B.A.(Economics),ThammasatUniversity •M.A.(Economics),WilliamsCollege,U.S.A. • NationalDefenceCollege(Class46) • TopExecutiveProgram(Class35)(OfficeofCivilServiceCommission)Director’s Training Program • DirectorAccreditationProgram(DAP):51/2006 • DirectorCertificationProgram(DCP):92/2007 • AuditCommitteeProgram(ACP):22/2008, ThaiInstituteofDirectors(IOD)Work Experience • Secretary–General,NationalEconomicandSocialDevelopmentBoard • DeputySecretary–General, NationalEconomicandSocialDevelopmentBoardOtherCurrentPositions • Director,PTTChemicalPublicCompanyLimited • Director,ElectricityGeneratingAuthorityofThailand
93
Mr. Prasong Poontaneat (50 years)MemberofRenumerationCommittee
PercentageofShareholding None
FamilyRelationshipwithExecutivesoftheOrganization None
Education/Training
• LL.B.,SukhothaiThammathiratUniversity
• B.B.A.(Accounting),RajamangalaUniversityofTechnology
•M.B.A.(ManagementandOrganization),DhurakijPunditUniversity
• HighAdministrator,(Class49),PrinceDamrongRajanuphabInstitute
ofResearchandDevelopment
Director’s Training Program
• DirectorCertificationProgram(DCP):76/2006,
ThaiInstituteofDirectors(IOD)
Work Experience
• Director–General,CustomsDepartment
• Inspector–General,MinistryofFinance
• DeputyDirector–General,RevenueDepartment
• Director,BureauofTaxCollectionStandards
Other Current Positions
• Director,GovernmentHousingBank
• Director,ExpresswayAuthorityofThailand
Mr. Somchai Sujjapongse (50 years)Director
Percentage of Shareholding None
Family Relationship with Executives of the Organization None
Education/Training
• B.A.(Economics),ChulalongkornUniversity
•M.A.(Economics),OhioStateUniversity,U.S.A.
• Ph.D.(Economics),OhioStateUniversity,U.S.A.
• NationalDefenceCollege(Class20)
• TopExecutivePrograminCommerceand
Trade(TEPCoT):2/2009,UniversityofThaiChamberof
CommerceinCollaborationwithMinistryofCommerceand
ThaiChamberofCommerce
Director’s Training Program
• DirectorCertificationProgram(DCP):75/2006,
ThaiInstituteofDirectors(IOD)
94
Work Experience
• Director,StateEnterprisePolicyOffice
• Director–General,CustomsDepartment
• Director,FiscalPolicyOffice
• EconomicAdvisor,FiscalPolicyOffice
Other Current Positions
• Director,BangkokDusitMedicalServicesPublicCompanyLimited
• Director,AeronauticalRadioofThailand
• Director,MetropolitanElectricityAuthority
Mr. Wattana Tiengkul (48 years)Indepenent Director
Percentage of Shareholding None
FamilyRelationshipwithExecutivesoftheOrganization None
Education/Training
• LL.B.,RamkhamhaengUniversity
• ThaiBarristeratLaw
• LL.M.,DhurakijPunditUniversity
• AnalysisandCompleteCreditManagement(Class20),
KrungThaiBankPublicCompanyLimited
• LeadershipDevelopmentforDepartment’sHead,
KrungThaiBankPublicCompanyLimited
Director’sTrainingProgram
• None
WorkExperience
•ManagingDirector,NoblePropertyEvolutionCompanyLimited
• DirectorandDeputyManagingDirector,
SiamappraisalandServicesCompanyLimited
• Director,SuphawatLawCompanyLimited
OtherCurrentPositions
• None
95
AOT seniOr execuTives
(1.) Mr. Nirandra Theeranartsin (60 years) Percentage of shareholding None
Family Relationship with Executives of the Organization None
Education
• B.A.PoliticalScience(PersonnelManagement),ChulalongkornUniversity
• GraduateDiplomainHumanResourceManagement,SasinGraduateInstituteofBusinessAdministration
ofChulalongkornUniversity
Training
• GoodCorporateGovernanceDevelopment
• InformationTechnologySystemforSeniorExecutives
• ExecutiveinaGlobalizedWorld
• ITforManagementofaModernAirport
• NIDAWhartonExecutiveLeadershipProgram
Work Experience
• 1May2011-Present SeniorExecutiveVicePresident(RegionalAirports)
andActingPresident
• 1October2010-30April2011 SeniorExecutiveVicePresident(RegionalAirports)
• 1July2009-30September2010 SeniorExecutiveVicePresident,GeneralManagerof
SuvarnabhumiAirport
• 16May2008-30June2009 SeniorExecutiveVicePresident(BusinessDevelopment)
• 17October2005-15May2008 ExecutiveVicePresident(Administration)
96
(2.) Mr. Somchai Sawasdeepon (53 years) Percentageofshareholding None
FamilyRelationshipwithExecutivesoftheOrganization None
Education
• B.Eng.(CivilEngineering),KingMongkut’sInstituteofTechnologyLadkrabang
• M.A.(BusinessAdministration),NationalInstituteofDevelopmentAdministration
• NationalDefenceCollege(NDC)(Class4919)
Training
• DirectorAccreditationProgram:63/2007ThaiInstituteofDirectors(IOD)
• DirectorCertificationProgram:120/2009ThaiInstituteofDirectors(IOD)
WorkExperience
• 15June2011-Present SeniorExecutiveVicePresident(EngineeringandConstruction)
• 1July2009-14June2011 SeniorExecutiveVicePresident
(EngineeringandInformationTechnology)
• 27March-30June2009 SeniorExecutiveVicePresident
(EngineeringandInformationTechnology)andActingPresident
• 16October2008-26March2009 SeniorExecutiveVicePresident
(EngineeringandInformationTechnology)
(3.) Flying Officer Anirut Thanomkulbutra (56 years) Percentage of shareholding None
Family Relationship with Executives of the Organization None
Education
• B.Sc.,RoyalThaiForceAcademy
• M.A.(PoliticalScience),ThammasatUniversity
Training
• AirportManagement
• ExecutivesinaGlobalizedWorld
• InformationTechnologySystemforSeniorExecutives
• GoodCorporateGovernanceDevelopment
• ITforManagementofaModernAirport
Work Experience
• 1October2010-Present SeniorExecutiveVicePresident,
GeneralManagerofSuvarnabhumiAirport
• 1October2007-30September2010 SeniorExecutiveVicePresident,
GeneralManagerofDonMueangInternationalAirport
• 1August-30September2007 SeniorExecutiveVicePresident(RegionalAirports)
• 15October2006-31July2007 ExecutiveVicePresident(RegionalAirports)
97
(4.) Mrs. Supaporn Burapakusolsri (58 years) Percentage of shareholding None
Family Relationship with Executives of the Organization None
Education
• B.B.A.(Accounting),(Hons.)ThammasatUniversity
•M.B.A.(Accounting),ThammasatUniversity
Training
• PublicEconomyManagementforSeniorExecutive,KingPrajadhipok’sInstitute(Class7)
• AirWarCollege(Class35)
• ChiefFinancialOfficerCertificationProgram
• StrategicAirportDevelopment,Germany
• AirportManagementCommercial,Singapore
•MINIMBA(Class1)
Work Experience
• 16October2008-Present SeniorExecutiveVicePresident(PlanningandFinance)
• 8February2007-15October2008 ExecutiveVicePresident(PlanningandFinance)
• 28June2006-7February2007 Specialist10andActingVicePresidentofCommerce
andInvestmentManagementDepartment
(5.) Mr. Nitinai Sirismatthakarn (39 years) Percentage of shareholding None
Family Relationship with Executives of the Organization None
Education
• B.A.(Economics),ChulalongkornUniversity
•M.P.A.(PublicAdministrations),UniversityofSouthernCalifornia
• Ph.D.(Economics),FloridaStateUniversity
Training
• None
Work Experience
• 2March2010-Present SeniorExecutiveVicePresident
(BusinessDevelopmentandMarketing)
• 2009 ManagingDirectorofInvestmentStrategy,
SCBSecuritiesCompanyLimited
• 2009 WorldBankAdvisor,MinistryofPlanningandInvestment,LaoPDR
• 2008-Present AdvisortheGovernorofPattayaCity
98
(6.) Miss Sasisubha Sukontasap (52 years) Percentage of shareholding None
Family Relationship with Executives of the Organization None
Education
• B.B.A.(Management),UniversityoftheThaiChamberofCommerce
•MPPM,NationalInstituteofDevelopmentAdministration
Training
• DirectorAccreditationProgram(DAP)87/2011
• TheRolesandDutiesoftheBoardofDirectorsandExecutives
• VisionofThaiStateEnterpriseforStrongThaiEconomy
• NIDAWhartonExecutiveLeadershipProgram,U.S.A.
• ITforManagementofaModernAirport
Work Experience
• 1October2010-Present SeniorExecutiveVicePresident(Administration)
• 14November2008-30September2010ExecutiveVicePresident(BusinessDevelopmentandMarketing)
• 1August2007-13November2008 VicePresidentofAdministrationDepartment
• 17October2005-31July2007 VicePresidentofOfficeofthePresident
(7.) Mrs. Poolsiri Virojanapa (53 years) Percentage of shareholding None
Family Relationship with Executives of the Organization None
Education
• B.B.A.(Accounting),ThammasatUniversity
•M.B.A.(Business),KasetsartUniversity
Training
• ChiefFinancialOfficer(CFO)(Class1)
• CorporateFinanceforExecutive
• AdvancedDerivativeandFinancialRiskManagement,CentralBank,England
• DerivativeandSwapManagement,HongKong
• BondMarketandInterestRateRiskManagement
Work Experience
• 1October2009-Present ExecutiveVicePresident(PlanningandFinance)
• 1August2007-30September2009 VicePresidentofBudgetingDepartment
• 17October2005-31July2007 VicePresidentofCommercialand
InvestmentManagementDepartment
99
(8.) Miss Vilaiwan Nadvilai (57 years) Percentage of shareholding None
Family Relationship with Executives of the Organization None
Education
• B.A.(Economics),RamkamhaengUniversity
•M.A.(Economics),UniversityofNewEngland,Australia
Training
• StrategyandDecisionMakingTechniqueforExecutive
•MonetaryExchange,DerivativesandStockMarket
• ITforManagementofaModernAirport
• AccountingStandardsandGuidelines
Work Experience
• 1April2010-Present ExecutiveVicePresident,
DeputyGeneralManagerofSuvarnabhumiAirport(Administration)
• 1October2009-31March2010 Specialist9,SuvarnabhumiAirport,
ActingExecutiveVicePresident,
DeputyGeneralManagerofSuvarnabhumiAirport
• 14November2008-30September2009VicePresident,PlanningandFinanceDepartment,
SuvarnabhumiAirport
• 1August2007-13November2008 DeputyVicePresidentofBudgetingDepartment,
andActingDirectorofOutsourcingDivision
(9.) Miss Shanalai Chayakul (52 years) Percentage of shareholding None
Family Relationship with Executives of the Organization None
Education
• LL.B(Hons),RamkhamhaengUniversity
• Barrister-at-Law,InstituteofLegalEducation,ThaiBarAssociation
Training
• CompanySecretaryProgram(CSP)33/2009,ThaiInstituteofDirectors(IOD)
• BoardReportingProgram(BRP)1/2009,ThaiInstituteofDirectors(IOD)
• EffectiveMinuteTaking(EMT)16/2010,ThaiInstituteofDirectors(IOD)
• CompanyReportingProgram(CRP)1/2011,ThaiInstituteofDirectors(IOD)
Work Experience
• 1October2009-Present CorporateSecretary
• 17May2006-30September2009 VicePresidentofLegalDepartment
• 17October2005-16May2006 VicePresidentofSupplyDepartment
• 11January-16October2005 VicePresidentoftheOfficeofLegalAffairs
100
(10.) Mr. Noppadol Mongkolsin (53 years) Percentage of shareholding None
Family Relationship with Executives of the Organization None
Education
• B.B.A.(Accounting),RamkamhaengUniversity
•M.B.A.(Accounting),KrirkUniversity
Training
• BusinessAdministrationandBusinessLawsDevelopment
• ProblemsandGuidelinesforAssetAccounting
• AccountingStandardsforManagementandAuditor
• CertificateofStateEnterpriseFinancialExecutiveOrientation(CFO)(Class3)
Work Experience
• 14November2008-Present VicePresidentofAccountingDepartment
• 8December2004-13November2008 Specialist9
(11.) Mr. Soonthorn Siithithanalaph (58 years) Percentage of shareholding None
Family Relationship with Executives of the Organization None
Education
• B.B.A(Accounting)(Hon.),SiamUniversity
Training
• Diploma,PublicEconomyManagementforExecutives,KingPrajadhipok’sInstitute(Class5)
•MINIMBA,FacultyofCommerceandAccountancy,ThammasatUniversity(Class56)
• FinancialManagementforExecutives,FacultyofEconomics,ChulalongkornUniversity(Class5)
Work Experience
• 1October2009-Present VicePresidentofFinanceDepartment
• 1August2007-30September2009 DeputyVicePresidentofFinanceDepartment
• 14December2005-31July2007 Specialist8,FinanceDepartment
101
(12.) Mr. Somboon Noinumkum (50 years) Percentage of shareholding None
Family Relationship with Executives of the Organization None
Education
• B.B.A.(Accounting),RajamangalaUniversityofTechnology
•M.B.A.(BusinessAdministration),KasetsartUniversity
Training
• TheImplementationofInternationalFinancialReportingStandards(IFRS)inAOT’sFinancialReport
• GoodCorporateGovernanceandEthicsforSustainableGrowth
• BusinessImpactAnalysisforSuvarnabhumiAirportBusinessSector
• FinancialandCapitalMarketBasicKnowledge
Work Experience
• 15June2011-Present VicePresidentofPlanningandFinanceDepartment,Suvarnabhumi
Airport
• 14December2005-14June2011 Deputy Vice President of Planning and Finance Department,
SuvarnabhumiAirport
102
invesTmenT TrAnsAcTiOns
AOThasinvestedin9aviationcompaniesaswellasotherrelevantbusinesses
with1.43%-60%sharesofregisteredcapital.ThesubsidiarycompanywhichAOT
holdsmore than 50%of its registered capital include Suvarnabhumi Airport Hotel
Co., Ltd. There are also eight joint ventures companies that AOT holds less then
50%of their registeredcapital.AOThas initiatedcontractswithauthorizedairport-
relatedjointventurestoconductbusinessesintheairportsuchasdutyfreeshops,
warehousingservices,hotels,andaircraftrefuelingservices.Asof30September2011,
theshareholdingpercentageisasfollows
AOT Subsidiaries and Associates
Suvarnabhumi Airport Hotel Company Limited Hotel services 60.00
Airport Duty Free Company Limited Duty free retail 10.00
Thai Aviation Refuelling Company Limited Hydrant pipeline network and 10.00 refuelling service
Phuket Air Catering Company Limited Airline catering services 10.00
Airport Associate Company Limited Limousine service 10.00
Don Mueang International Airport HotelCompany Limited Airport hotel management 9.00
Bangkok Aviation Fuel Service
Pablic Company Limited Aviation fuel provider 4.94
Trade Siam Company Limited Electronic data interchange service 1.50
Thai Airport Ground Services Company Limited cargo warehouse, apron and 1.43
Company Business Character Shareholding Percentage
Green AirportAnnual Report 2011 I Airports of Thailand Public Company Limited104
Service operation results AOT operates the total of 6 international airports in Thailand which include Suvarnabhumi Airport, Don Mueang International Airport, Chiang Mai International Airport, Hat Yai International Airport, Phuket International Airport, and Mae Fah Luang - Chiang Rai International Airport. In fiscal year 2011, AOT accommodated 109 scheduled airlines, 97 of which were mixed passenger-cargo airlines, and 12 of which were pure cargo airlines.
The total air traffic volume of AOT’s 6 airports totaled 441,440 flights or 14.43% increase, consisting of 248,388 international flights and 193,052 domestic flights, an increase of 15.18% and 13.48% respectively. The number of passengers totaled 66,300,666, a growth rate of 15.46%, with 42,110,806 international passengers or 17.53% increase and 24,189,860 domestic passengers or 12.02% increase. The total volume of freight and postal parcels amounted to 1,408,068 tonnes, a growth rate of 4.85%, 1,291,243 tonnes of which were international cargoes or 4.59% increase and 116,825 tonnes of which were domestic cargoes or 7.79% increase. AOT’s overall air traffic volume in fiscal year 2011 grew continually compared to fiscal year 2010, when the air traffic volumes were affected by the political unrest. However, there were still risk factors arisen from natural disasters and economic crisis in the United States and Europe which affected tourism in Thailand.
AIR TRAFFIC STATISTICS
: Fiscal Year
2010 2011 % 2010 2011 %
BKK+DMK 295,385 336,048 13.77 45,255,781 51,773,461 14.40
BKK 261,782 288,540 10.22 42,496,950 47,800,585 12.48
DMK 33,603 47,508 41.38 2,758,831 3,972,816 44.01
CNX 27,422 30,800 12.32 3,182,980 3,680,390 15.63
HDY 11,116 13,675 23.05 1,464,984 1,834,568 25.23
HKT 46,132 55,110 19.46 6,797,098 8,206,405 20.73
CEI 5,714 5,804 1.58 724,241 805,842 11.27
Aircraft Movements (Flights) Total Passenger Volume (Persons)
The total of 385,769 441,440 14.43 57,425,084 66,300,666 15.46 6 airports
Annual Report 2011 I Airports of Thailand Public Company LimitedGreen Airport
105
Suvarnabhumi Airport In fiscal year 2011, Suvarnabhumi Airport and Don Mueang International Airport yielded the total of 336,048 aircraft movements, an increase of 13.77% compared to fiscal year 2010, with the total of 51,773,461 passengers or 14.40% increase. The total of freight and postal parcels amounted to 1,341,352 tonnes, a growth rate of 4.77%. Suvarnabhumi Airport accommodated 100 scheduled airlines, 88 of which were mixed passenger-cargo airlines, and 12 of which were pure cargo airlines. In fiscal year 2011, commercial airline movements totaled 288,540 flights or 10.22% increase, with 212,959 international flights and 75,581 domestic flights representing a growth rate of 12.92% and 3.26% respectively. The number of passengers totaled 47,800,585 or 12.48% increase, with 37,386,227 international passengers or an increase of 15.46% and 10,414,358 domestic passengers or an increase of 2.95%. The volume of freight and postal parcels totaled 1,334,218 tonnes or 4.77% increase, 1,281,611 tonnes of which were international, increased by 4.62% and 52,607 tonnes of which were domestic, increased by 8.44%. Don Mueang International Airport Don Mueang International Airport accommodated 2 domestic scheduled airlines. The number of commercial flights totaled 47,508 flights or an increase of 41.38%, 2,507of which were non-scheduled international flights, an increase of 46.87%, and 45,001 of which were domestic flights, an increase of 41.09%. The number of passengers totaled 3,972,876 or 44.01% increase, 28,798 of which were international passengers or 72.51% increase and 3,944,078 of which were domestic passengers or 43.83% increase. The volume of freight and postal parcels totaled 7,134 tonnes or 5.42% increase, 24 of which were international and 7,110 of which were domestic.
Cargoes and Postal Parcels (Tonnes)
2010 2011 %
BKK + DMK 1,280,271 1,341,352 4.77
BKK 1,273,504 1,334,218 4.77
DMK 6,767 7,134 5.42
CNX 20,641 20,528 -0.55
HDY 13,464 14,826 10.12
HKT 25,921 27,587 6.43
CEI 2,682 3,775 40.75
The total of 6 airports 1,342,979 1,408,068 4.85
Green AirportAnnual Report 2011 I Airports of Thailand Public Company Limited106
Chiang Mai International Airport In fiscal year 2011, Chiang Mai International Airport served 13 scheduled airlines with 30,800 aircraft movements or 12.32% increase, 3,746 of which were international or 36.52% increase and 27,054 of which were domestic or an increase of 9.63%. The number of passengers totaled 3,680,390 or 15.63% increase, 345,320 of which were international passengers or 38.11% increase and 3,335,070 of which were domestic passengers or an increase of 13.71%. The volume of freight and postal parcels totaled 20,528 tonnes or 0.55% decrease, 109 tonnes of which were international or an increase of 4.81% and 20,419 tonnes of which were domestic or an decrease of 0.57%.
Hat Yai International Airport In fiscal year 2011, Hat Yai International Airport accommodated 7 scheduled airlines with the total of 13,678 flights or 23.05% increase, 1,635 flights of which were international, a growth rate of 118.29% resulting from the launches of Tiger Airways and Air Asia, and 12,043 flights of which were domestic or 16.17% increase. The number of passengers totaled 1,834,568 a growth rate of 25.23%, 204,152 of which were international passengers, a growth rate of 127.86% and 1,630,416 of which were domestic passengers, a growth rate of 18.54%. The volume of domestic freight and postal parcels totaled 14,826 tonnes or 10.12% increase. Phuket International Airport In fiscal year 2011, Phuket International Airport served 34 scheduled airlines with the total of 55,110 flights or 19.46% increase, 27,389 flights of which were international including both scheduled and chartered flights or an increase of 25.53% and 27,721 flights of which were domestic or an increase of 14.01%. The number of passengers totaled 8,206,405 or 20.73% increase,4,136,812 of which were international passengers or 33.78% increase and 4,069,593 of which were domestic passengers 9.84% increase including both Thai and foreign travelers. The volume of freight and postal parcels totaled 27,587 tonnes or 6.43% increase, 9,499 tonnes of which were international or 0.35% increase and 18,088 tonnes of which were domestic or 9.92% increase. Mae Fah Luang - Chiang Rai International Airport In fiscal year 2011, Mae Fah Luang - Chiang Rai International Airport accommodated 4 domestic scheduled airlines with the total of 5,804 flights or 1.58% increase, 152 of which were non-scheduled international flights and 5,652 of which were domestic flights, a decrease of 0.28%. The number of passengers totaled 805,842 or 11.27% increase, 9,497 of which were international passengers and 796,345 of which were domestic passengers. The volume of domestic freight and postal parcels totaled 3,775 tonnes or an increase of 40.75%.
Annual Report 2011 I Airports of Thailand Public Company LimitedGreen Airport 107
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
193,314
135
,309
58,0
05
135
,808
59,7
22
159
,160
73,6
00
175
,540
89,5
82
182
,157
98,5
47
192
,929
114
,315
199
,505
111
,930
177
,356
95,7
16
190
,293
105
,092
215
,466
120,5
82
195,530 232,760
265,122 280,704
307,244 311,435 273,072
295,385 336,048350,000
300,000
250,000
200,000
150,000
100,000
50,000
0
2002 2003 2004 200 2006 200 2008 2009 2010 2011
22,28
4,375
1,676,669
31,205,692
1,518,052 1,763,794 1,766,191 1,824,206 1,702,173 1,585,236 1,431,976 1,498,007 1,612,026
29,674,852 36,364,006
38,889,229 42,360,678 45,123,945 46,932,118
39,834,940 45,255,781
51,773,461
7,24
4,648
7,15
7,451
9,51
3,767
10,5
00,56
4
11,2
59,80
0
12,4
22,37
0
12,8
74,28
3
11,6
95,84
3
12,85
0,551
14,34
8,685
20,99
9,349
25,08
6,445
26,62
2,474
29,27
6,672
30,99
9,402
32,47
2,599
26,70
7,121
30,90
7,223
35,81
2,750
60,000,00050,000,000 45,000,000 40,000,000 35,000,000 30,000,000 25,000,000 20,000,000 15,000,00010,000,0005,000,000
0
881,8
5848
,912
930,770 941,676 1,029,568
1,119,433 1,198,120 1,207,970 1,291,931
993,769
1,280,271 1,341,352
894,3
15 4
7,361
978,3
36 5
1,232
1,061
,744
1,137
,605
60,51
5
57,68
9
1,152
,044
55,9
26
1,238
,453
53,4
78
947,3
4846
,421
1,225
,027
55,2
44
1,281
,635
59,71
7
1,400,000
1,200,000
1,000,000
800,000
600,000
400,000
200,000
0
International
International
International
Domestic
Domestic
Domestic
Total Aircraft Movements
Cargo Volumes (Freight+Mail) Excluding Transit
Direct Transit Total Passengers
Movements
Passengers
Tonnes
Fiscal Year
Fiscal Year
Fiscal Year
AIR TRAFFIC STATISTICSSuvarnabhumi & Don Mueang International Airports
Aircraft Movements
Number of Passengers
Cargo Volumes
93,314 42 2 ,333
000666 000 888 ,9998858552222
99 9,8,884454577
11 441133,
5511
1 11199,9
0033
9 ,5551171776 66
1 5505000,0,
22929 2121
,,0,858522
195,530 95,530232,76023 760
265,122 265 22280,704 28 704
307,244 307,244 311,435311,43 273,072 273,072
295,385295,385,
p16-23,36-37,44-45,104-112 pc18.indd 107p16-23,36-37,44-45,104-112 pc18.indd 107 12/27/2554 20:47:4112/27/2554 20:47:41
Green AirportAnnual Report 2011 I Airports of Thailand Public Company Limited108
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
1,93
8,94
8 10
7,53
9
1,808
,850
1
49,025
2,408
,752
18
6,98
0
2,757
,255
19
5,61
3
2,748
,077
29
5,67
2
3,019
,687
32
3,43
8
2,92
8,78
4 32
9,14
9
2,63
5,50
6 2
31,605
2,932
,671
2
49,221
3,33
4,92
7 3
44,576
32,436 43,666 68,258 59,049 34,407 27,565 18,376 5,235 1,088 887
4,000,000
3,500,000
3,000,000
2,500,000
2,000,000
1,500,000
1,000,000
500,000
0
23,960
37
6
24,23
6 68
1
24,05
1 70
7
23,70
7 66
9
25,71
4 29
5
23,12
2 30
7
22,06
1 37
7
17,262
35
5
20,53
7 10
4
20,41
910
9
24,336 24,917 24,758 24,376 26,009
23,429 22,438
17,617 20,641 20,528
30,000
25,000
20,000
15,000
10,000
5,000
0
Aircraft Movements
Number of Passengers
Cargo Volumes
Chiang Mai International Airport
International
International
International
Domestic
Domestic
Domestic
Total Aircraft Movements
Cargo Volumes (Freight+Mail) Excluding Transit
Direct Transit Total Passengers
Fiscal Year
Movements
Passengers
Tonnes
Fiscal Year
Fiscal Year
AIR TRAFFIC STATISTICS
13,694
2,48
9
11,77
9 3,99
5
14,727
5,48
7
17,47
8 4,88
4
18,779
5,69
0
21,65
0 5,05
8
21,77
9 3,62
1
20,23
1 2,65
1
24,67
8 2,74
4
27,05
43,74
6
16,183 15,774
20,214 22,362
24,469 26,708
25,400 22,882
27,422 30,800
35,000
30,000
25,000
20,000
15,000
10,000
5,000
0
2,078,923 2,001,541
2,663,990
3,011,917 3,078,156 3,370,690 3,276,309
2,872,346 3,182,980
3,680,390
Annual Report 2011 I Airports of Thailand Public Company LimitedGreen Airport
109
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
Hat Yai International AirportAircraft Movements
Number of Passengers
Cargo Volumes
International
International
Domestic
Domestic
Cargo Volumes (Freight+Mail) Excluding Transit
Direct Transit Total Passengers
International Domestic Total Aircraft Movements
Fiscal Year
Movements
Passengers
Tonnes
Fiscal Year
Fiscal Year
AIR TRAFFIC STATISTICS
Green AirportAnnual Report 2011 I Airports of Thailand Public Company Limited110
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
Aircraft Movements
Number of Passengers
Cargo Volumes
Phuket International Airport
International
International
International
Domestic
Domestic
Domestic
Total Aircraft Movements
Cargo Volumes (Freight+Mail) Excluding Transit
Direct Transit Total Passengers
AIR TRAFFIC STATISTICS
Fiscal Year
Fiscal Year
Fiscal Year
Movements
Passengers
Tonnes
Annual Report 2011 I Airports of Thailand Public Company LimitedGreen Airport
111
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011
Passengers
Tonnes
Fiscal Year
Fiscal Year
Mae Fah Luang-Chiang Rai International Airport
International
International
Domestic
Domestic
Cargo Volumes (Freight+Mail) Excluding Transit
Direct Transit Total Passengers
Number of Passengers
Cargo Volumes
AIR TRAFFIC STATISTICS
Green AirportAnnual Report 2011 I Airports of Thailand Public Company Limited112
AOT’s AIR TRAFFIC STATISTICS
Total Aircraft Movement441,440 Movements
Total Number of Passenger66,300,666 Passengers
Cargo Volumes (Freight & Mail) (Excluding Transit)1,408,068 Tonnes
72.10%Suvarnabhumi
94.76%Suvarnabhumi
65.36%Suvarnabhumi
2.77%Hat Yai
3.10%Hat Yai
5.55%Chiang Mai
6.98%Chiang Mai
5.99%Don Mueang
10.76%Don Mueang
1.22%Mae Fah Luang - Chiang Rai
0.27%Mae Fah Luang - Chiang Rai
1.31%Mae Fah Luang - Chiang Rai
12.38%Phuket
1.96%Phuket
12.48%Phuket
1.05%Hat Yai
1.46%Chiang Mai
0.51%Don Mueang
Green AirportAnnual Report 2011 I Airports of Thailand Public Company Limited114
BUSINESS CONTINUITYDEVELOPMENT
Sister agreement is a cooperation between entrepreneurs of the same business type or in the same industry without realizing on geographical or language difference. This kind of agreement is popular among the areas of education, hospitals, ports, and cities.
Sister airport agreements have been conducted between international airports such as Denver International Airport, Munich International Airport, Central Japan International Airport Co., Ltd. (Nagoya International Airport), Flughafen Munchen GmbH (Munich International Airport), etc.
Airports of Thailand Public Company Limited (AOT) has entered into sister agreements with airports of excellent services since 2009. On 16 December 2009, AOT signed the agreement with Munich International Airport, which has been ranked Europe’s best airport for several consecutive years by Skytrax.
On 23 February 2010, AOT signed the agreement with Incheon Airport, which was awarded the world’s best airport for five consecutive years by Airport Service Quality (ASQ). In addition, on 8 July 2010 AOT and the management team of Narita International Airport, which was ranked the world’s top ten airports by ASQ, signed the agreement under the responsibilities of the two.
Additionally, AOT signed the agreement with Beijing Capital International Airport, China, and Austin-Bergstorm International Airport, Texas, the United States, on 22 February 2011 and 6 September 2011 respectively.
AOT hopes that the sister airport agreements will increase business opportunities and be one of the ways to elevate service quality of airports under AOT’s responsibility by learning the best practice from the 5 leading airports.
Sister Airport Agreement
Annual Report 2011 I Airports of Thailand Public Company LimitedGreen Airport
115
Airport Service Quality Program was initiated by Airports Council International (ACI) located in Geneva, Switzerland. In 2011, more than 180 world’s leading airports have participated in this program including Suvarnabhumi Airport which joined up in the third quarter of 2007.
The program implementation is carried out by using a set of standard questionnaires distributed worldwide to survey passengers’ service satisfaction in 34 topics, such as transportation system, boarding pass check, immigration, shops, restaurants, hygiene, and atmosphere inside the terminals, etc. Then the airports will compile all the results and submit them to ACI for data processing and reporting on ratings and rankings among participated airports.
ACI announces the world’s five most outstanding airports of each category classified by passenger volume and regions on a yearly basis. In 2011, Suvarnabhumi Airport, with more than 40 million passengers a year, has been included in the category, while other leading 16 airports include Singapore Changi Airport, Chek Lap Kok Airport and Beijing Capital International Airport of the People’s Republic of China, and United Arab Emirates’ Dubai Airport, etc.
As a result of the participation in the program, AOT is clearly aware of the passengers’ satisfaction level and uses the information to improve the services to be in accordance with the international standards. In addition, AOT has learned about the procedures and service improvement from the leading airports. With its clear policies and goals, the company is determined to be one of the world’s top ten airports with excellent services.
AOT’s continual service quality improvement has resulted in the increasing satisfaction rating from passengers every year. AOT’s rating by ASQ has consistently improved i.e. the company was ranked 41st in 2007, 28th in 2008, and 24th in 2009. Although the ranking dropped to 45 in 2010 due to the increased passenger volume which was up to 120,000 - 140,000 per day in average, in 2011 AOT has managed the congestion and encouraged AOT’s officers to provide services with politeness and kindness. Additionally, AOT has signed Chiang Mai International Airport up for the ASQ program in early 2011. This shows the company’s determination to improve service quality of every airport under AOT’s responsibility to be the world’s outstanding service quality airports.
Airport Service Quality (ASQ)
116
AOT’s HumAn ResOuRce DevelOpmenT
PolicyAOT realizes the importance of human resources
and regard them as invaluable assets and the driving
forces of the company to attain sustainable success,
especially during the times of rapid change and com-
plication. Therefore, AOT stresses on “Human Resource
Development”, which is an important tool for airports
management, coping with changes, and creating value to
the organization. Operational skills of human resources
must be developed in accordance with the air transpor-
tation international standards, especially the International
Civil Aviation Organization (ICAO) so that the company
can become Asia’s leading business airport.
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ImplementationAOT is dedicated to the development of human
resources potential according to the international
standards and to increase business growth by developing
Suvarnabhumi Airport, regional airports, and extending
Don Muang International Airport’s commercial activities.
This is to drive forward the organization in order to
fulfill the vision and achieve sustainable success.
Additional implementation of human resource development
according to the annual plan is as follows :
1. Sucessive training courses under the Annual
Human Resource Development Plan.
1.1 Airport courses, such as Orientation Program,
Airport Operations, and the 3 levels of Airport Management
i.e. primary, intermediate, and advance.
1.2 Operation courses, such as Instrument
Rating Ground (IRG), Private Pilot License (PPL), Airport
Safety, Accident/Incident Investigation and Root Cause
Analysis, review of Baggage Conveyor System, review of
body armor practice and review of Emergency Lighting
System, etc.
1.3 Business and general management
training courses, such as International Financial
Reporting Standard for the Board and officers, IT
Auditing, foreign languages (Japanese, Korean, Chinese),
Work Manual, Occupational Safety Regulations, etc.
1.4 Courses for AOT’s Board of Directors and
senior executives, such as Thai Institute of Directors’
Director Accreditation Program, Office of Administrative
Courts’ Senior Executives’ Justice Management Program,
State Enterprise Policy Office’s Knowledge Exchange
of State Enterprises’ Quality Appraisal System Seminar,
Thailand Development Research Institute’s Reduction of
Inequality and Business Opportunity Seminar etc.
1.5 Overseas training, conferences, and
seminars, such as ACI Asia-Pacific Human Resources
Best Practice Seminar in Malaysia, International Visitors
Leadership Project, Senior Crisis Management Seminar
and Advance Imaging Technology International Policy
Summit in the United States, and the 28th ASEAN
International Airports Association Conference in Singapore,
etc.
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2. Additional Projects/Training Courses
2.1 AOT’s Public Airport Managers Program
This program enables General Manager
and Deputy General Manager of AOT’s airports to
understand standards, laws, and procedures of public
airports and comply with regulations of the Board of
Directors of Civil Aviation.
2.2 Training Program under sister airport
agreements between Suvarnabhumi Airport and other
international airports for officers in the organization.
This program is to provide airport officers
with an opportunity to learn, exchange ideas and
experiences, develop potential and be prepared to cope
with various airport operations. AOT has signed the
sister airport agreements with the following airports :
• Munich International Airport by sending of-
ficers to attend On the Job Training (OJT) workshops
on aviation marketing and terminal services.
• Korea’s Incheon Airport by sending officers
to attend courses on airside operations, airport planning
and design, and customer satisfaction.
2.3 State Enterprises Performance Appraisal
(SEPA) Program
This program provides executives and
officers with knowledge, understanding and correct
practice of SEPA’s appraisal of State Enterprise Policy
Office (SEPO), and enables them to develop the system
within organization required by SEPA.
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In fiscal year 2011, AOT had 48 human resource
development programs/training courses with 4,216
participants. The courses are as follows :
1. Airport Management Training
• 112 Programs/Training Courses or 26.17%
• 1,127 Participants or 26.75%
2. General Management Training
• 78 Programs/Training Courses or 18.22%
• 746 Participants or 17.70%
3. Functional & Operations Training
• 165 Programs/Training Courses or 38.55%
• 1,612 Participants or 38.24%
4. Soft Skills Training
• 73 Programs/Training Courses or 17.06%
• 731 Participants or 17.31%
2.4 AOT’s Competency Development Program
This program is to serve AOT’s corporate
plan, management strategies for high efficiency plan
and Strategic Improvement Plan (SIPs) on human
resources development. The aims are to develop AOT’s
competency model i.e. core competency, managerial
competency, and functional competency as well as apply
the competency system to manage human resources
in the organization.
2.5 AOT’s English Program for officers
through self-learning via Tell Me More’s E-learning
This program is designed to enhance
English skill of the frontline officers and promote the
self-learning method which support AOT to become the
learning organization.
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suvARnAbHumi AiRpORT’s secuRiTy meAsuRes
Suvarnabhumi Airport has implemented security measures in accordance with the standards and procedures of the International Civil Aviation Organization (ICAO) and the Air Navigation Act B.E. 2497 (revised edition B.E. 2551) in order to prevent possible harm that could occur in the area. Preventive Security Measures are as follows :
1. Airport security measuresThe establishment of defense line for security
purposes comprises outer line of fence around the airport of 28 kilometres long paralleled with a canal, airside fence of 23 kilometres long and 3 metres high with 50 centimeters high barbed wire. In addition, fortresses, lighting system, and CCTV have been installed in order to prevent intruders.
Security officers have been assigned to patrol areas around the airport as well as those under Suvarnabhumi Airport to prevent any act that may cause damage to the airport and the airport users.
The security areas have been divided into restricted and prohibited areas. To gain access, individuals are required to be screened by the officers in charge. At present, Suvarnabhumi Airport is also equipped with personal security pass reader to ensure that only authorized person is allowed to access to the prohibited areas.
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2. Pre-boarding security measures and baggage screening
Passengers and their carry-on baggage must be screened by Walk Through Metal Detector (WTMD) and X-Ray machines before boarding the plane. Each checked baggage must be screened by the Inline Screening System, or CTX 9400 DSi, a hi-tech system used to trace the explosive items, and Explosive Trace Detector (ETD) are used to prevent carrying of any hazardous items that may be harmful to the airport and passengers and to restrict the transfer of prohibited objects that may cause any act of unlawful interference on board.
Suvarnabhumi Airport has used Centralize Screening system to screen passengers and their belongings before boarding the plane with the objectives to enhance security efficiency and create confidence on the security system as well as service efficiency for passengers.
3. Security measures for cargo and parcels The airport operators authorized by Suvarnabhumi
Airport will regulate and ensure smooth transportation. Individuals or vehicles entering into the aircraft parking area must be screened in accordance with the airport’s security measures. The airport operators’ security plans must also conform to the the security plans of Suvarnabhumi Airport.
4. Aerodrome safety readinessPresently, severity of threats to aviation indus-
try and terrorism tend to increase. Suvarnabhumi Airport has prepared 4 security levels as follows :
Level 1 – Low level/Information about potential terrorism obtained
Level 2 – Risk level/Risk of being attackedLevel 3 – High level/High risk of terrorist attacksLevel 4 – Severe terrorism risk/Received
intelligence that there will definitely be an attack
การใหบรการ ณ ทาอากาศยานดอนเมอง
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leave their belongings unattended through announcement
system, arranging patrols in the passenger terminals
while the patrol cars inspect specified areas in airside
and landside, and inspecting any suspect objects by
explosive ordnance disposal technicians.
4. Set up measures to prevent smuggling,
unrests, and other types of crimes in the airport.
5. Set up measures to prevent aircraft sabotage
and unlawful seizure of aircraft.
6. Set up measures to inspect passengers, carry-on
baggage, and checked baggage before boarding.
7. Set up the food control measures. Airline
operators or their representatives or contractors are
responsible for supervising food loading process and
transporting of food containers from catering building to
the aircraft in order to prevent smuggling of weapons
or explosive items in the food containers.
8. Set up measures for security inspection by
implementing security quality control plan, examining
the standard operating procedures of security officers,
providing training courses to enhance or review knowledge
of personnel, and arranging rehearsals according to
contingency plans, emergency plans or the national
security plans.
Don Mueang International Airport security
measures are in accordance with the regulations
of the Office of the Prime Minister of Thailand on
National Security B.E. 2552, Air Navigation Act B.E. 2497,
Air Navigation Act (No. 11) B.E. 2551 as well as
regulations of the Civil Aviation Committee and the
Airports Authority of Thailand B.E. 2522 with support of
the Royal Decree of Power, Rights, and Benefits of the
Airports of Thailand Public Company Limited B.E. 2545 and
Annex 17 of the International Civil Aviation Organization
(ICAO) on Safeguarding Civil Aviation against Acts of
Unlawful Interference. The measures are as follows :
1. Identify security perimeter e.g. restricted and
prohibited areas.
2, Set up measures to supervise accessing of
individuals or vehicles in prohibited areas. Any individuals
and vehicles require to access the prohibited areas
must carry the security pass issued by Don Mueang
International Airport or by the Airports of Thailand Public
Company Limited and should be screened by security
officers before and after entry.
3. Set up measures to prevent sabotage at the
airport by monitoring any suspect behavior with the
use of 24-hour CCTVs, encouraging passengers not to
DOn mueAnginTeRnATiOnAlAiRpORT’sseRvices
123
cHiAng mAi inTeRnATiOnAl AiRpORT’s seRvices
Chiang Mai International Airport operates in
compliance with Annex 17 of the regulations of the
International Civil Aviation Organization (ICAO) governing
security. In early 2011 Chiang Mai International Airport
has passed security standard audit of the Department
of Civil Aviation and the assessment of the Transportation
Security Administration (TSA). This has proved the airport’s
international security standards and its acceptability from
the world’s leading security agencies.
Although Chiang Mai International Airport’s
services and security measures are of international
standards, the airport is moving forward to continuous
improvement. This is especially the case with the
development of security officers who are considered the
key of operation. Therefore, theoretical and practical
training programs have been regularly and continually
provided for them to catch up with modern technology.
The passengers are provided with confidence,
convenient and rapid security procedures which is a
part of the airport’s participation in Airport Service
Quality Program (ASQ) to create maximum satisfaction
for passengers.
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HAT yAi inTeRnATiOnAl AiRpORT’s seRvices
Hat Yai International Airport adheres to the
standards of Annex 17 of the International Civil
Aviation Organization (ICAO), Air Navigation Act B,E.
2497, the regulations of the Airports Authority of Thailand
Act B,E. 2522, the regulations of the Office of Prime
Minister of Thailand on National Security B.E. 2517
as well as regulations of the Civil Aviation Committee as
airport security guidelines, with an objective to prevent
unlawful interference.
As a result of the unrest in the 3 southern border
provinces, Hat Yai International Airport has elevated
its security measures to prevent terrorism and create
confidence to passengers and airport users as follows :
1. Access into the airport is limited to one.
2. Every vehicle is screened and recorded.
3. Access into the passenger terminal is limited
to one.
4. Every individual and baggage are screened
before accessing the passenger terminal.
5. No vehicles are allowed to park under the
passenger terminal.
6. Fines are imposed on those who leave their
baggage unattended.
7. Patrols of explosive ordnance disposal
technicians and military canines are arranged
for both inside and outside the passenger
terminal including the parking lot.
8. Air Force officers are responsible for the
security in the parking area.
9. Soldiers and police are stationed at the
airport’s security center on a daily basis.
10. Patrol officers inspect the surrounding area
every 1 hour.
11. Security officers are assigned to check all
the areas via CCTVs.
12. Royal Thai Air Force police officers are
stationed at the airside area.
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pHukeT inTeRnATiOnAl AiRpORT’s seRvices
Phuket International Airport adheres to the
standards of International Civil Aviation Organization
(ICAO), which, as stipulated in Annex 17, is the highest
international standards concerning commercial aviation
security for the prevention of unlawful interference.
Preventive security measures are as follows :
1. Basic security measures consist of:
1.1. Security prohibited areas. In order to
comply with the regulations of the Office of Prime
Minister of Thailand on National Security B.E. 2517 and
recommendations of ICAO, some areas are designated
as restricted and prohibited areas where individuals
or vehicles gaining access must follow the security
regulations such as wearing a security pass, passing
the screening procedures, etc.
1.2 Perimeter Protection. Area surveillance is
considered to be an important mission of the airport.
Thus, foot and car patrols are conducted as well as
the use of 24-hour CCTV system around the airport, the
stationing of officers in the parking areas, the patrols
of areas connected to the airport in collaboration with
Tha Chatchai provincial police station etc.
1.3 Close Protection of the Inner Area. In
order to ensure that there will be no ground attacks,
surveillance in many areas has been conducted such as
the apron areas, passages leading to the apron areas,
luggage screening and storage areas, postal parcels
areas etc.
1.4 High Risk Flights Security. As requested
by the state or other airlines, tight security measures are
provided for high risk flights, for example royal flights
and flights with possible risks arriving in Phuket.
1.5 Security Forces. To be able to effectively
implement security measures according to 1.1 - 1.4,
Phuket International Airport has taken into consideration
the readiness of forces with high mobility and provision
of radio communication and weapons to immediately
prevent harm at the airport.
2. Specific security measures consist of :
2.1 Screening of Passengers and Cabin
Baggage. Thorough screening of passengers and
cabin baggage are implemented and the access of
unauthorized individuals into the screening points is
strictly prohibited.
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2.2 Checked – Baggage Control. After a tag
is attached to a checked baggage, it can then be taken
to the aircraft by Phuket International Airport and the
airlines.
2.3 Screened – Passenger Controls. To ensure
that weapons or hazardous items are not smuggled via
screened passengers, Phuket International Airport has
a measure to separate screened passengers from the
unscreened ones.
2.4 Cargo/Mail/Courier/Operator Stores Control.
Individuals and vehicles transporting cargo, mail, food,
and operator stores must be screened by security
officers at screening point No.1 and have their security
pass checked before gaining access to the prohibited
areas. In suspicious cases, security officers may check
the items as appropriated.
2.5 Protection of Aircraft. Notification and
inspection of aircraft threats will be implemented when
there is initial information regarding possible acts of
unlawful interference in certain airports.
2.6 Authorized Carriage of Weapons. Every
type of weapons, especially guns, must be approved
by screening officers before boarding and comply with
Phuket International Airport’s regulations.
2.7 Access Control. Phuket International
Airport has specified prohibited areas, fence lines,
and designated channels for individuals and vehicles
accessing prohibited areas. In addition, individuals, their
security passes, and vehicles must be screened by
security officers.
2.8 Surveys and inspection. Security measures
may have flaws or be insufficient due to the changing
acts of unlawful interference. As a result, new measures
must be initiated and current measures must be reviewed
and examined every 6 months. The International Civil
Aviation Organization (ICAO) and the Federal Aviation
Administration (FAA), which has changed its name
to Transportation Security Administration (TSA), have
additionally sent officers to survey and examine the
security measures. Regional airports are also informed
for harmonious operations.
3. As a result of the sabotage in various
countries, Phuket International Airport’s preventive
security measures are as follows :
3.1 In normal circumstances, Phuket International
Airport’s operations are according to item 1. However,
since the terrorist attack in the United States on 11
September 2001, the airport has implemented Level of
Threat consisting of 4 levels as follows :
• Level 1 – Normal situation. No news
on terrorist movement.
• Level 2 – Standard level of terrorism risk.
• Level 3 – Special level of terrorism
risk with specific threats to aviation.
• Level 4 – Fully prepared to respond
to terrorism.
At present, Phuket International Airport is
implementing Level 2, the operation principles of which
are as follows :
3.1.1 The increase of security officers
and the implementation of stricter security measures
such as boosting the frequency of patrols both inside
and outside the buildings, applying stricter measures on
pre-boarding baggage random screening, allowing cars
to park only at passenger drop-off zone.
3.1.2 The arrangement of airport security
measure audit on operation and prevention system.
3.1.3 International terrorism analysis by
coordinating with domestic and foreign intelligence to
appraise international terrorism situations which may
occur in Thailand. The appraisal will determine as to
whether the threat level should be adjusted.
3.2 Arrangement of meeting with the public
and private sector and asking them to watch closely
to any suspect behavior and unattended properties.
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mAe FAH luAng – cHiAng RAi inTeRnATiOnAl AiRpORT’s seRvices
and properties but they will also affect the country’s
image and reputation. Therefore, training courses must
be systematic and comply with international standards.
2. Mae Fah Luang - Chiang Rai International
Airport’s English proficiency courses for screening and
security officers. It is necessary for the officers to
improve their English abilities for highest satisfaction
when communicating with passengers.
3. Firearm practice and its maintenance. Training.
Security officers with pistols must receive training on
how to use and maintain their guns appropriately. Also,
they must be trained to be accustomed to using their
weapons correctly with confidence.
Mae Fah Luang - Chiang Rai International Airport
adheres to security standards of International Civil Aviation
Organization (ICAO) stipulated in Annex 17, which is
the highest international standards on commercial
aviation’s security measures to prevent harm caused
by acts of unlawful interference. In fiscal year 2011,
the airport has continually improved human resources
to enhance security and service potential as follows :
1. 3M Training Course. This is to enhance
security measures at Mae Fah Luang - Chiang Rai
International Airport. Screening and security are parts of
the important missions. The airport must be responsible
for passengers’ lives and properties. Should mistakes
happen, they will not only cause damages to the lives
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Safety training programsAOT provided various training programs
required by the law and enrichment courses that
provide useful information on operations such as
courses for working safety officers of various levels,
Basic Rescue and Fire Fighting, Accident Investigation
and Reporting course, Ergonomics course for airport
officers, basic first aid training course, annual fire drills,
course concerning safety laws and implementation
in the past year, course of causes and prevention of
accidents, etc.
mAnAgemenT OF sAFeTy, OccupATiOnAl HeAlTH AnD WORking enviROnmenT
Management of safety, occupational health and working environment
AOT realizes the importance of management of
safety, occupational health and working environment.
In 2011, AOT has reorganized its structure by setting
up Aerodrome Standardization and Occupational Health
line that consists of departments especially for
aerodrome standardization, safety, occupational health
and environment in the workplace. In addition, AOT has
established agencies to manage occupational safety
in every airport under its responsibility with assigned
personnel. This is to ensure that airports’ operations,
activities, and projects will not affect safety of officers,
properties as well as contractors working in the company.
129
Monitor of working environment and health check for officers exposed to risk factors
AOT has monitored working environment such
as light and sound, especially loud noises which are
main risk factors that affect airport officers, in order
to regulate preventive measures for positive working
environment of officers and to avoid occupational
diseases as well as gain good health.
In addition to safety operations and management
of working environment required by law, AOT has
arranged the annual health check for officers, including
data gatherings for those whose work have involved risk
factors during the past years in order to provide them
with health check and health report. It is expected to
take effect at every airport by fiscal year 2012 which
will enable the risk group to be checked and the
systematic data filing on health to be conveniently
located, examined, and analyzed.
Accident statistics (cases where absences from work)
As a result of the continual safety and accident
prevention campaigns, accidents which caused officers
to be absent from work tend to decrease which were
9 accidents in 2007 and 4 accidents in 2010.
Graph showing injury frequency rate
(individual/million working hours)
Note : Data as at 30 September 2011
Graph showing injury severity rate
(day/million working hours)
Injury Frequency Rate (IFR) and Injury Severity Rate (ISR)
Injury Frequency Rate (IFR) and Injury Severity
Rate (ISR) reflect the number of officers injured and
absent from work (individual/million working hours) and
the number of days lost because of accidents (day/
million working hours) respectively. From 2007 onwards,
the frequency and severity rates declined by 0.61 IFR
and 0.46 ISR in 2010.
Graph showing number of accidents causing absences from work
(time)
To prevent and reduce occupational accidents,
it is necessary for officers to study and use the AOT
working safety manual as a guideline. The contents of
which cover the majority of AOT’s work in order to
efficiently reduce accidents and occupational diseases.
10
8
6
4
2
0
2007 2008 2009 2010 2011
2007 2008 2009 2010 2011
50
40
30
20
10
0
44.56
2007 2008 2009 2010 2011
2
1
0
44.56
6.29 4.46 6.46 7.25
1.09
0.87
0.42 0.39 0.43
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One of AOT’s corporate social responsibilities is
to make sure of our officers’ safety and good health
without injuries, sickness or occupational diseases. AOT
has realized the importance of labour resources and
has continually supported safety, occupational health,
and working environment activities, hence the decline
in injury rate. Furthermore, working environment, risks
and various unsafe conditions have been rectified and
improved.
AOT has launched a safety campaign called
“Helmet Campaign for Schools Near AOT’s Head Office”
to promote and motivate students to be attentive to
motorcycle safety. This is also in line with the cabinet’s
resolution stipulating 100% helmet zone for government
offices and state enterprises. In 2011, AOT launched this
campaign in 4 schools and gave helmets to students
and school personnel.
cORpORATe sOciAl RespOnsibiliTies, sAFeTy, OccupATiOnAl HeAlTH AnD WORking enviROnmenT
Outstanding organization on safety, occupational health and working environment
To stimulate and promote AOT’s personnel
to realize and participate in safety operations, AOT
encouraged airports to take part in the annual competition
of the Outstanding Organization in Safety, Occupational
Health and Working Environment, the award of which
AOT received from Department of Labour Protection
and Welfare, Ministry of Labour. AOT Head Office won
the said award for 5 consecutive years while Phuket
International Airport and Mae Fah Luang – Chiang Rai
International Airport have been awarded for 8 and 2
consecutive years respectively.
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cORpORATe sOciAl RespOnsibiliTy (csR),cOmmuniTies AnD enviROnmenT
During the past years, AOT has incorporated
Corporate Social Responsibility into its operations by
looking after the communities around the airports such
as compensation to those affected by noise, arrangement
of public relations activities to support education, the
environment, arts, culture, religion, and sports, etc. For
fiscal year 2011, AOT initiated a master plan as well as
operation plans for Corporate Social Responsibility for
2011 - 2014 fiscal years. The master plan was approved
by AOT Board in the 3/2554 meeting on 24 February
2011. According to AOT’s instruction of 946/2554 on
15 September 2011, the company established the
Social Activity Division under the responsibility of the
Corporate Communications Office and its main mission
is to regulate policies, master plan, operation plans,
and implement Corporate Social Responsibility projects.
The Corporate Social Responsibility master plan
stipulates operation guidelines on “Air Preservation”
which lay down 3 operation frameworks i.e. Nice People-
Nice Air, Clean Air, and Deep Breath.
1. Nice People-Nice Air activity is implemented in
the country and society levels including community and
the surrounding areas. It emphasizes the establishment
and development of people and community covering
all dimensions such as education, arts, culture, religion,
and sports.
2. Clean Air activity is also implemented in the
country and society levels as well as community and
the surrounding areas. It stresses the decrease of
environmental impacts on pollutions such as dust, smoke,
greenhouse gases, noise, garbage disposal, and waste
water. In addition, AOT places the importance on the
utilization of clean and alternative energy both in terms
of campaigns and support of new technology.
3. Deep Breath activity is implemented in the
organization level and takes into consideration the crucial
corporate social Responsibility
132
principles of CSR operations on 4 important issues as
follows :
• Corporate governance : transparency,
equality, fairness, efficiency, and verifiability.
• Fair business operations and responsibility
to consumers.
• Respect of labor rights and fair treatment
to provide staff with good quality of life and enable
them to demonstrate their potential. Training courses
are also provided to enhance their working skills.
• Encouragement of staff’s volunteer spirit
to help the society.
AOT has a working group responsible for
Corporate Social Responsibility (CSR) with the
President as Chairman. This working group holds
a monthly meeting to follow up the operation results
and ensure that the activities are appropriate and
in accordance with the master plan. The working
group is also required to continually report the
CSR operations to AOT Board on a quarterly basis.
Additionally, AOT prepared the first CSR report for
fiscal year 2011 which was in compliance with
the Global Reporting Initiative (GRI) to disseminate
information on AOT’s operations along with the
Corporate Social Responsibility. The report also creates
an understanding between the organization and
stakeholders and is used as CSR operation guidelines
and value enhancement to the organization for
sustainable growth.
133
Guidelines1. AOT’s operations has impacts on the environment.
2. Air is one of the affected environment due to the
air traffic volume.
3. The word “air” correlates with the company’s name
and mission.
Objectives1. To preserve the environment especially the areas
around the airports.
2. To create a CSR image of organization.
3. To support creative ideas and innovations in
environment preservation.
AOT cares for the environment and society
Nice People Nice Air
Clean Air Deep Breath
Air Preservation
134
AOT’s csR chart
Air Preservation
Deep Breath
Corporate Governance (CG)
Volunteer Spirit
Labor Rights Welfare
Clean Air
Green Airport
Alternative Energy
Environment Fund
Air Quality Improvement
Nice People Nice Air
Prototypical Community
Airport of Indefinite Learning
Good Children Support
Conservation and Promotion of Arts, Culture, Religion, Sports
Community Relations
135
1. Overall Picture of Environmental Operations
AOT manages 6 airports under its responsibility,
namely Suvarnabhumi Airport, Don Mueang Interna-
tional Airport, Chiang Mai International Airport, Hat Yai
International Airport Phuket International Airport and
Mae Fah Luang Chiang Rai International Airport. All
6 airports care for the environment and have realized
the responsibilities to preserve, rectify, prevent, and
decrease the environmental impacts on communities
around the airports. The airports operate effective
environment management system such as waste water
treatment system, waste management system which is
in line with sanitary principles, especially at Suvarnbhumi
Airport where waste water treatment system, water
supply system, and drainage stations are certified by
ISO 14001, ISO 18001, and ISO 9001.
In 2011, AOT started the study of Airport
Footprint project and Surface Water Treatment project
at Suvarnabhumi Airport.
2. Mitigation of noise impact on Suvarnabhumi
Airport
AOT has initiated clear measures to reduce
noise impact as stated in the Suvarnabhumi Airport
Environmental Impact Assessment (EIA) (due to the
increased passengers in the year the airport began its
operation). The measures were approved by the National
Environment Board on 10 March 2005 and the cabinet
on 29 May 2007 and 31 August 2010. As of 30 Sep-
tember 2011, the operation progress is summarized as
follows :
2.1 NEF>40 affected areas with the total of
648 buildings built before 2001: AOT purchased land
and 104 buildings worth 466.371 million Baht which were
already transferred. The owners of 356 buildings who
did not wish to sell were compensated with the total
of 91.982 million Baht for renovation and construction costs.
2.2 AOT will support the renovations of buildings
and constructions for areas built before 2001 and
affected by NEF 30-40 with the total of 15,040 buildings
to reduce noise impact, as studied by the National
Institute of Development Administration. AOT has given
1,003.648 million Baht to owners of 4,672 buildings to
undertake their own renovations and construction. There
are 6,689 buildings still in the process of document
verifications, and 303 buildings in the process of reviewing
the appraisal of renovation costs. It is expected that
compensations will be made to owners who have complete
financial documents by the end of 2012.
3. AOT has compensated places sensitive to
noise impact such as schools, hospitals, and religious
sites with the total of 21 places worth 292.536 million
Baht.
In addition, in fiscal year 2011, AOT monitored
noise and air qualities at Suvarnabhumi Airport and its
surrounding communities by installing the automatic
noise measurement system at 19 stations to provide 24
hour checking of L90, Leq 24hrs., Lmax and Ldn . A mobile
air quality measurement is also used to check air quality
index such as PM10, NOx, and CO, and THC-NMHC
and monitor environmental impacts on the surrounding
communities caused by the operations of Suvarnabhumi
Airport.
environmental Operations
136
1. Three educational promotion and development
projects for juveniles, namely :
1.1 “Knowledge for Community - Creating
Suvarnabhumi Relations” project. Encyclopedias and
books were given to students in 38 schools around
the airport as well as 2 libraries to promote reading
habit and learning outside school. This project has been
implemented since 2008 and a total of 13,000 books
have been donated.
1.2 “Talented Children” project (2nd year).
Students who received books from the above-mentioned
project participated in scholarship competitions to
answer questions from the encyclopedias given by the
airport. The competition comprised 3 levels : Primary
1-3, Primary 4-6, Secondary 1-3.
1.3 “I love Suvarnabhumi” project. Students
from 38 schools were encouraged to submit an essay
on “I love Suvarnabhumi” to compete for scholarships.
The competition consisted of qualifying round and final
round. Each round was divided into 4 levels : Primary
1-3, Primary 4-6, Secondary 1-3, and Secondary 4-6.
2. Three community and environment projects
to promote and develop society and economy of
communities including natural resources and environment
preservation, namely :
2.1 “Suvarnabhumi Juveniles Year 2” project.
Primary and secondary school students from 25 schools
with the total of 220 students participated in camping at
Sattahip Naval Base to learn about sufficiency economy,
Suvarnabhumi Airport operates its business along with Corporate Social Responsibility
(CSR). In every step of operations, the airport has taken into consideration the protection,
monitoring and examination of all aspects of environment including air, water, and sound. In
addition, Suvarnabhumi Airport emphasizes the development of community around the
airport so as to create good quality of life together with our services. In fiscal year 2011,
Suvarnabhumi Airport has implemented several projects as follows :
Suvarnabhumi Airport
cORpORATe sOciAlRespOnsibiliTy (csR)
137
environment preservation, and global warming and apply
them in their daily lives. The project has been continued
from last year.
2.2 “Love School” project. This project en-
couraged students to apply sufficiency economy and
global warming principles. The schools participating in
the above-mentioned project competed for scholarships
from the airport on the subjects. The purpose was to
encourage students to learn about sufficiency economy
and to cooperate on solving global warming problems.
2.3 “Suvarnabhumi Fair 2010”. Because the
area around the airport had the potential to produce
food, drinks, and other goods and the airport provided
training courses on cooking and hand-made products,
people in the community were allowed to sell their food
and products in “Suvarnabhumi Fair 2010” once a year
for 3 days without charges. This year, the community
gained over 2 million Baht from this project.
3. Suvarnabhumi Airport has continually promoted
and developed the arts, culture, and sports in the com-
munity through various projects, namely:
3.1 “Religion Support” project. This project
aims to support Buddhism by giving Lent candles and
offerings to 12 temples and arranging Katin, which has
been done on a yearly basis since 2003. Additionally,
Suvarnabhumi Airport gave date palms to 5 mosques
during Ramadan festival.
3.2 “Art at Suvarnabhumi” project. Children
talented in Thai music were given an opportunity to
perform at passenger terminals to promote their passion
and disseminate Thai culture to foreigners.
3.3 “2011 Suvarnabhumi Football Youth
Cup”. Suvarnabhumi Airport arranged football matches
for secondary school children not older than 18 years
old to compete for a honourable cup and scholarships
to develop their skills and promote good health in the
community.
Apart from these projects, Suvarnabhumi Airport’s
community relations officers also met with people to
create good understanding and offer assistance by
continually promoting activities, such as the Lotus
Receiving festival, the Elders Day, BangPlee’ Traditional
Market festival, National Children Day. Loy Kratong
festival, etc.
138
Community relationS aCtivitieS,
Don mueang international airport
Community relations activities are
stressed and promoted by Don Mueang
International Airport to demonstrate our
corporate social responsibility (CSR).
In order to create good relationships
between the airport and the nearby community, Don Mueang International Airport has
initiated AOT Volunteer project to provide knowledge
to juveniles and people in community for sustainable
growth. The project provided basic fire fighting train-
ing to Donmueang Thaharnagardbumroong School. The
training involved theory of fire, classification of fire,
psychology in fire prevention, flame source prevention
and fire fighting methods (outdoor demonstrations and
practices). Moreover, the donated books were also given
to the school for educational purposes.
139
During the past year, Chiang Mai International
Airport has dedicated to developing services and facilities
to be prepared for the Best Airport Competition, with
the goal to be one of the top ten airports in 2012 and
Community relationS aCtivitieS,
Chiang mai international airport
one of the top five in 2014. Nevertheless,
the airport does not neglect the
community and society and continually
arranges beneficial activities, for example
the arrangement of Katin and giving
the Lent candles to the temples. For
educational purposes, Chiang Mai International Air-
port gave children an opportunity to visit and learn
about the airport’s operations to enhance experiences
and create participation. Football matches and sports
equipment donations were arranged and the airport
has participated in many useful activities, such as
blood donation in cooperation with the Red Cross,
donations of blankets and winter accessories,
donations to those suffered from public hazard and
natural disasters etc. The airport, as a part of the
community, also regularly arranges officers to join in
various activities of the community.
Even though satisfaction of passengers and
improvement of operation are vital factors to the
measurement of Chiang Mai International Airport’s
success, the airport could not have proudly become
one of the world’s best airports without cooperation
and support from the community.
140
Hat Yai International Airport emphasizes and
supports community relations activities, which are a part
of Corporate Social Responsibility (CSR) in the level of
state agencies and community around the airport, in
order to create relations between the airport and the
community. The activities include :
A blood donation activity on the auspicious
occasion of His Majesty the King’s 84th Birthday
Community relationS aCtivitieS,
hat yai international Airport
Anniversary, in collaboration with
the Provincial Red Cross Chapter of
Songkhla and Songklanagarind Hospital,
for hospital patients in Songkhla.
Tree planting activity on the
occasion of Annual Tree Planting Day
2011 organized in front of the passenger terminal.
In addition, Hat Yai International Airport
received the regional outstanding award of Safety,
Occupational Health and Working Environment 2011 at
Twin Lotus Hotel, Nakhon Si Thammarat.
With regard to education, the 1st “Hat Yai
Airport Cup” was organized for 18-year-old footballers
to commemorate the King’s 84th Birthday Anniversary.
Furthermore, financial support for the annual education
project, scholarships and educational equipments were
given to students.
141
Phuket International Airport puts the focus on
community, society and environment by building of positive
relationship with the surrounding community, giving good
cooperation and being a part of Phuket province. As a
result, the relationship is filled with love and connection
which further facilitates the airport’s development.
Community relationS aCtivitieS,
phuket international Airport
During the past year, there have
been continuous community relations
activities on education, religion, culture,
and environment. The airport collaborated
with the province and the surrounding
communities by arranging National
Children Day and educational institutions’ field trips,
supporting Buddhism, facilitating the traveling of Muslims
who wish to join the Haj ceremony, encouraging people
to donate their blood for Phuket Regional Blood Centre,
and visiting community leaders and people to create
good relationship.
142
Mae Fah Luang – Chiang Rai International Airport
realizes its social responsibilities and has supported
various activities around the airport to create familiarity
and understanding with the community. This includes
reforestation project which aims to celebrate and show
loyalty to the King on the auspicious occasion of His
Majesty the King’s 7th Cycle (84th) Birthday Anniversary
2011.
In addition, “Phuttharaksa Road for Mae Fah
Luang” project aims to support tourism on the occasion
of Chiang Rai’s 750th anniversary at the drainage canal
in front of the airport.
Community relationS aCtivitieS,
mae Fah luang – Chiang rai international airport
Mae Fah Luang – Chiang Rai
International Airport emphasizes the
environment which has impacts on
the airport. The airport requested
cooperation from the Local Administration
and state agencies in the province to
publicize the smoke and forest fire solutions. They also
distributed CDs to educate people to avoid actions
that may cause smoke so that aviation safety and
environment conservation can be maintained.
Furthermore, the airport visited Border Patrol
Police School and gave scholarships to students at Ban
Na Tong School, Mae Fah Luang district, Chiang Rai.
The airport also participated in the Annual Tree Planting
Day 2011 by having its officers plant trees in the parking
area in front of the passenger terminal in order to follow
their Majesties the King’s and the Queen’s initiatives
and also to stimu late people’s awareness.
As a part of AOT volunteer project at Christian
Paisarnsart School, Farm Village 1, Rimkok, Muang dis-
trict, Chiang Rai, students and villagers learned about
“Initial Fire Fighting” and received 666 books from
“Knowledge to Children” project.
Annual Report 2011 I Airports of Thailand Public Company LimitedGreen Airport 1Green Airport
Annual Report 2011 I Airports of Thailand Public Company LimitedGreen Airport 143
143 new.indd 1143 new.indd 1 1/4/2555 18:27:221/4/2555 18:27:22
144
The AOT Board of Directors is responsible for the AOT’s Financial Statement, whose accounting method meets
the standard requirement generally accepted in Thailand. The Board has chosen the most appropriate accounting
policy to which they consistently conform. With regard to information disclosure, the Board has revealed sufficient
vital information attached with the remarks of the AOT Financial Statement.
To ensure accuracy, completeness and timeliness of the AOT Financial Statement and Internal Audit and to
prevent potential misconduct and error, AOT has nominated an Audit Committee consisting of independent members
to supervise and evaluate the internal control system for efficiency. The opinion of the Audit Committee is included
in the Audit Committee Report which is attached with the AOT Annual Report.
The AOT Board of Directors is unanimous in its opinion that AOT’s Internal Control System can foster
confidence that the AOT Financial Statement has demonstrated accurate financial status, significant operational
performance and positive cash flow of the company.
(Sumet Photimanee)Chairman
Air Chief Marshal
(Anirut Thanomkulbutra)President
Flying Officer
REPORT OF THE AOT BOARD OF DIRECTOR’SRESPONSIBILITY FOR FINANCIAL REPORTS
145
AUDITOR’S REPORTTO: THE SHAREHOLDERS OF THE AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED
The Office of the Auditor General has audited the accompanying consolidated and the Company’s balance sheets as at September 30, 2011 and 2010, and the related consolidated and the Company’s statements of income, changes in shareholders’ equity, and cash flows for the years then ended of the Airports of Thailand Public Company Limited and its subsidiaries and of the Airport of Thailand Public Company Limited, respectively. These financial statements are the responsibility of the Company’s management as to their correctness and completeness of the presentation. The responsibility of the Office of the Auditor General is to express an opinion on these financial statements based on the audits.
The Office of the Auditor General conducted the audits in accordance with generally accepted auditing standards. Those standards require that the Office of the Auditor General plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statements presentation. The Office of the Auditor General believes that the audits provide a reasonable basis for the opinion.
In the opinion of the Office of the Auditor General, the consolidated and the Company’s financial statements referred to above present fairly, in all material respects, the consolidated and Company financial posi-tion of the Airports of Thailand Public Company Limited and its subsidiaries and of the Airports of Thailand Public Company Limited, respectively, as at September 30, 2011 and 2010, and the consolidated and company results of operations and cash flows for the years then ended in accordance with generally accepted accounting principles.
The Office of the Auditor General previously reported on November 25, 2010, the financial statements for the year ended 2010, and expressed a qualified opinion about not be able to perform audit procedures to obtain sufficient and appropriate audit evidence regarding the recoverable amount of assets at Don Mueang Airport, stated in the consolidated and the Company’s financial statements as at September 30, 2010. However, as explained in Note 5.2, in 2011, AOT appraised the recoverable amount of assets at Don Mueang Airport and recognized impairment of assets by applied retrospective adjustment in the comparative financial statements for the year ended 2010. The present opinion of the Office of the Auditor General to the financial statements for the year ended September 30, 2010 presented for comparative purpose was different from the previously presented opinion.
(Signed) Jiraporn Piriyakitpaiboon (Jiraporn Piriyakitpaiboon) Inspector General
(Signed) Dawan Wongphayak (Dawan Wongphayak) Director of Audit Office
สำนกงานการตรวจเงนแผนดน Office of the Auditor General December 8, 2011 December 8, 2011
146
AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES
AS AT SEPTEMBER 30, 2011 AND 2010
Assets
Current assets
Cash and cash equivalents 7.1 5,179,436,615.71 3,518,906,400.34 5,172,703,000.39 3,494,062,191.84
Short-term investments 7.2 21,712,546,737.45 18,547,572,949.19 21,712,546,737.45 18,547,572,949.19
Trade accounts receivable - net 7.3 1,660,192,869.08 3,283,905,392.62 1,626,662,455.71 3,253,614,093.60
Other receivables 7.4 2,265,714,288.03 1,307,623,881.64 2,254,773,356.81 1,296,262,412.99
Inventories and supplies - net 7.5 313,235,723.22 254,270,727.52 306,715,860.43 248,323,134.91
Accrued income 450,669,920.49 237,386,907.37 489,550,678.17 263,756,629.11
Other current assets 7.6 372,487,277.91 1,139,353,015.79 354,854,836.20 1,124,232,417.56
Total current assets 31,954,283,431.89 28,289,019,274.47 31,917,806,925.16 28,227,823,829.20
Non - current assets
Investments in subsidiaries 5.1, 7.7 - - 39,197,778,745.29 39,197,778,745.29
Long - term investments 7.8 6,151,590,000.00 5,358,260,141.18 6,151,590,000.00 5,355,760,000.00
Plant and equipment - net 5.2, 5.4, 7.10 89,707,049,738.18 92,507,241,942.47 87,963,537,505.47 90,603,402,092.07
Assets under construction 7.11 6,696,619,860.03 6,925,787,663.03 6,696,619,860.03 6,925,787,663.03
Intangible assets - net 5.2, 7.12 691,558,610.58 1,305,694,513.37 691,558,610.58 1,305,694,513.37
Other non - current assets 7.13 11,918,687,204.28 7,202,984,306.68 11,918,675,204.28 7,202,972,306.68
Total non - current assets 115,165,505,413.07 113,299,968,566.73 152,619,759,925.65 150,591,395,320.44
Total assets 147,119,788,844.96 141,588,987,841.20 184,537,566,850.81 178,819,219,149.64
Unit : Baht
Consolidated The Company
Notes 2011 2010 2011 2010 (Adjusted) (Adjusted)
The accompanying notes are an integral part of these financial statements.
BALANCE SHEETS
147
AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES
AS AT SEPTEMBER 30, 2011 AND 2010
Liabilities and shareholders’ equityCurrent liabilities Bank Overdrafts 108,589.80 - - - Trade accounts payables 1,042,039,585.38 798,935,742.76 808,240,622.87 600,777,076.85 Work in process payables 120,547,422.27 140,885,353.31 120,547,422.27 140,885,353.31 Accrued expenses 3,752,286,854.43 3,756,100,693.45 3,818,260,981.96 3,836,780,774.54 Current portion of long - term liabilities 7.16,7.17 5,517,617,691.18 4,997,010,432.84 5,368,926,991.68 4,848,343,207.85 Promissory notes 7.14 - - 38,483,807,107.71 38,483,807,107.71 Refundable and guarantee deposits 305,310,736.66 252,456,316.00 304,490,683.66 251,732,103.00 Short - term provision 7.19 1,367,320,582.70 - 1,367,320,582.70 - Other current liabilities 7.15 4,653,728,597.62 4,231,333,456.30 4,609,639,787.65 4,209,689,807.27 Total current liabilities 16,758,960,060.04 14,176,721,994.66 54,881,234,180.50 52,372,015,430.53Non - current liabilities Long - term loans 7.16 57,513,610,907.45 56,196,451,782.97 56,563,120,907.45 55,097,521,782.97 Finance leased liabilities 7.17 525,773,682.41 790,508,342.81 525,205,034.45 789,685,567.80 AAT staff pension fund 7.18 10,125,647.82 26,070,075.87 10,125,647.82 26,070,075.87 Long - term provision 7.19 596,673,775.99 397,141,246.49 596,673,775.99 397,141,246.49 Other non - current liabilities 7.20 160,062,947.69 156,295,462.23 160,062,947.69 156,295,462.23 Total non - current liabilities 58,806,246,961.36 57,566,466,910.37 57,855,188,313.40 56,466,714,135.36Total liabilities 75,565,207,021.40 71,743,188,905.03 112,736,422,493.90 108,838,729,565.89Shareholders’ equity Share capital Authorized share capital 1,428,570,000 ordinary shares of Baht 10 each 14,285,700,000.00 14,285,700,000.00 14,285,700,000.00 14,285,700,000.00
Issued and fully paid - up 1,428,570,000 ordinary shares of Baht 10 each 14,285,700,000.00 14,285,700,000.00 14,285,700,000.00 14,285,700,000.00 Premium on common stocks 12,567,669,242.63 12,567,669,242.63 12,567,669,242.63 12,567,669,242.63 Revaluation surplus of investment 236,040,000.00 225,960,000.00 236,040,000.00 225,960,000.00 Retained earnings Appropriated - Legal reserve 1,428,570,000.00 1,428,570,000.00 1,428,570,000.00 1,428,570,000.00 Unappropriated 42,890,889,850.09 41,148,301,963.74 43,283,165,114.28 41,472,590,341.12 Total parent shareholders’ equity 71,408,869,092.72 69,656,201,206.37 71,801,144,356.91 69,980,489,583.75 Minority interest 145,712,730.84 189,597,729.80 - - Total shareholders’ equity 71,554,581,823.56 69,845,798,936.17 71,801,144,356.91 69,980,489,583.75 Total liabilities and shareholders’ equity 147,119,788,844.96 141,588,987,841.20 184,537,566,850.81 178,819,219,149.64
The accompanying notes are an integral part of these financial statements.
(Signed) Flying Officer Anirut Thanomkulbutra( Anirut Thanomkulbutra )
President
(Signed) Supaporn Burapakusolsri( Supaporn Burapakusolsr )
Senior Executive Vice President
BALANCE SHEETS (Continued)Unit : Baht
Consolidated The Company
Notes 2011 2010 2011 2010 (Adjusted) (Adjusted)
148
AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES
Unit : Baht
Consolidated The Company
Notes 2011 2010 2011 2010 (Adjusted) (Adjusted)Operating revenues
Landing and parking charges 4,370,340,726.49 3,407,113,662.93 4,370,340,726.49 3,407,113,662.93
Passenger service charges 12,334,061,716.45 10,180,500,288.71 12,334,061,716.45 10,180,500,288.71
Aircraft service charges 465,004,842.07 418,339,275.23 465,004,842.07 418,339,275.23
Office and state property rents 1,718,258,855.37 1,615,819,803.86 1,736,631,973.78 1,638,441,931.22
Service revenues 3,311,251,719.96 3,127,571,817.86 2,751,252,888.19 2,496,624,459.04
Concession revenues 6,441,771,511.28 5,283,274,171.35 6,452,571,511.28 5,294,074,171.35
Total operating revenues 28,640,689,371.62 24,032,619,019.94 28,109,863,658.26 23,435,093,788.48
Operating expenses
Personnel expenses 3,871,152,814.13 3,814,343,164.87 3,865,773,664.54 3,808,546,987.93
Management’ s remuneration 7.24 62,954,311.95 67,314,537.01 58,559,239.70 62,629,537.01
Operating expenses 6,081,073,200.13 5,548,853,057.20 5,668,352,282.28 5,128,088,999.90
Repairs and maintenance 2,304,693,186.81 1,539,765,710.56 2,304,693,186.81 1,539,765,710.56
State property rental 7.25 1,247,403,821.59 1,034,050,782.10 1,247,403,821.59 1,034,050,782.10
Depreciation and amortization 5.2,5.4 7,865,645,620.40 7,625,331,461.70 7,701,536,974.47 7,446,884,141.49
Total operating expenses 21,432,922,955.01 19,629,658,713.44 20,846,319,169.39 19,019,966,158.99
Operating income 7,207,766,416.61 4,402,960,306.50 7,263,544,488.87 4,415,127,629.49
Other incomes
Interest income 795,357,033.40 577,872,001.87 795,217,871.78 577,757,059.84
Gain (loss) on sales of assets 7,923,859.63 (6,089,196.31) 7,247,652.51 (6,767,032.54)
Gain on sales of investments - 185,532,000.00 - 185,532,000.00
Other income 117,308,115.28 208,948,275.74 116,555,800.41 206,501,670.16
Total other incomes 920,589,008.31 966,263,081.30 919,021,324.70 963,023,697.46
STATEMENTS OF INCOMEFOR THE YEARS ENDED SEPTEMBER 30, 2011 AND 2010
The accompanying notes are an integral part of these financial statements.
149
AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES
Unit : Baht
Consolidated The Company
Notes 2011 2010 2011 2010 (Adjusted) (Adjusted)Other expenses
Loss on impairment of assets 5.2,7.26 357,882,652.61 177,221,246.87 355,382,511.43 153,469,905.65
Loss (gain) on foreign exchange 7.27 1,538,115,339.02 (309,382,677.47) 1,538,176,919.39 (309,259,969.49)
Expense incurred from investment - 135,375,000.00 - 135,375,000.00
Other expenses 341,819,065.00 163,163,296.45 341,819,065.00 163,163,296.45
Total other expenses 2,237,817,056.63 166,376,865.85 2,235,378,495.82 142,748,232.61
Financial costs 7.28 2,223,809,686.24 2,389,712,450.43 2,168,586,749.93 2,330,803,111.80
Profit before income tax expenses 3,666,728,682.05 2,813,134,071.52 3,778,600,567.82 2,904,599,982.54
Income tax expenses 1,182,314,567.26 800,908,714.49 1,182,314,567.26 800,908,714.49
Net profit 2,484,414,114.79 2,012,225,357.03 2,596,286,000.56 2,103,691,268.05
Attributable to:
Equity holders of the Company 2,528,299,113.75 2,039,245,200.85 2,596,286,000.56 2,103,691,268.05
Minority interests (43,884,998.96) (27,019,843.82) - -
2,484,414,114.79 2,012,225,357.03 2,596,286,000.56 2,103,691,268.05
Basic earnings per share attributable to
the equity holders of the Company 1.77 1.43 1.82 1.47
STATEMENTS OF INCOME (Continued)FOR THE YEARS ENDED SEPTEMBER 30, 2011 AND 2010
The accompanying notes are an integral part of these financial statements.
(Signed) Flying Officer Anirut Thanomkulbutra( Anirut Thanomkulbutra )
President
(Signed) Supaporn Burapakusolsri( Supaporn Burapakusolsr )
Senior Executive Vice President
150
Balanc
e as
at Octob
er 1
, 20
09
14
,285
,700
,000
.00
12,567
,669
,242
.63
173,04
0,00
0.00
1,42
8,57
0,00
0.00
44
,631
,507
,363
.52
73,086
,486
,606
.15
173,29
6,17
3.92
73
,259
,782
,780
.07
Effect o
f im
pairm
ent of a
ssets
5.2
- -
- -
(4,987
,437
,514
.03) (4,987
,437
,514
.03)
- (4,987
,437
,514
.03)
Effect o
f ch
ange
in
acco
untin
g es
timates
5.4
- -
- -
64,982
,099
.54
64,982
,099
.54
43,321
,399
.70
108,30
3,49
9.24
Balanc
e at the
beg
inning
- a
fter ad
justmen
t
14,285
,700
,000
.00
12,567
,669
,242
.63
173,04
0,00
0.00
1,42
8,57
0,00
0.00
39
,709
,051
,949
.03
68,164
,031
,191
.66
216,61
7,57
3.62
68
,380
,648
,765
.28
Reva
luation
surplus of inv
estm
ent
-
- 52
,920
,000
.00
- -
52,920
,000
.00
- 52
,920
,000
.00
Net p
rofit
-
- -
- 2,03
9,24
5,20
0.85
2,03
9,24
5,20
0.85
(27,01
9,84
3.82
) 2,01
2,22
5,35
7.03
Divide
nd
-
- -
- (599
,995
,186
.14)
(599
,995
,186
.14)
- (599
,995
,186
.14)
Balanc
e as at Se
ptem
ber 30, 2
010 - after ad
justmen
t 14
,285
,700
,000
.00
12,567
,669
,242
.63
225,96
0,00
0.00
1,42
8,57
0,00
0.00
41
,148
,301
,963
.74
69,656
,201
,20 6
.37
189,59
7,72
9.80
69
,845
,798
,936
.17
Balanc
e as
at Octob
er 1
, 20
10
14
,285
,700
,000
.00
12,567
,669
,242
.63
225,96
0,00
0.00
1,42
8,57
0,00
0.00
45
,447
,485
,862
.26
73,955
,385
,104
.89
133,42
6,40
7.68
74
,088
,811
,512
.57
Effect o
f im
pairm
ent of a
ssets
5.2
- -
- -
(4,383
,440
,881
.69) (4,383
,440
,881
.69)
- (4,383
,440
,881
.69)
Effect o
f ch
ange
in
acco
untin
g es
timates
5.4
- -
- -
84,256
,983
.17
84,256
,983
.17
56,171
,322
.12
140,42
8,30
5.29
Balanc
e at the
beg
inning
- a
fter ad
justmen
t
14,285
,700
,000
.00
12,567
,669
,242
.63
225,96
0,00
0.00
1,42
8,57
0,00
0.00
41
,148
,301
,963
.74
69,656
,201
,206
.37
189,59
7,72
9.80
69
,845
,798
,936
.17
Reva
luation
surplus of inv
estm
ent
-
- 10
,080
,000
.00
- -
10,080
,000
.00
- 10
,080
,000
.00
Net p
rofit
-
- -
- 2,52
8,29
9,11
3.75
2,52
8,29
9,11
3.75
(43,88
4,99
8.96
) 2,48
4,41
4,11
4.79
Divide
nd
7.23
-
- -
- (785
,711
,227
.40)
(785
,711
,227
.40)
- (785
,711
,227
.40)
Balan
ce a
s at S
eptembe
r 30
, 20
11
14
,285
,700
,000
.00
12,567
,669
,242
.63
236,04
0,00
0.00
1,42
8,57
0,00
0.00
42
,890
,889
,850
.09
71,408
,869
,092
.72
145,71
2,73
0.84
71
,554
,581
,823
.56
Con
solid
ated
Equ
ity h
olde
rs o
f th
e Com
pany
Issu
ed a
nd fully
R
evalua
tion
T
otal
pa
id - u
p Pre
mium o
n
sur
plus
Le
gal
Ret
aine
d p
aren
t M
inor
ity
Not
es
shar
e ca
pita
l co
mmon
stock
s
of inv
estm
ent
rese
rve
e
arning
s
shar
eholde
rs’
int
eres
ts
Tot
al
equ
ity
Unit : Ba
ht
STAT
EMEN
TS O
F CH
ANGE
S IN
SHA
REHO
LDER
S’ E
QUIT
YFO
R TH
E YE
ARS
ENDE
D SE
PTEM
BER
30, 20
11 A
ND
2010
AIRP
ORT
S OF
THAILA
ND
PUBL
IC C
OMPA
NY
LIMITED
AND
SUBS
IDIARIES
The
acco
mpa
nying
notes are
an integ
ral pa
rt of the
se fi
nanc
ial statem
ents.
(Sig
ned)
Fly
ing
Offi
cer A
niru
t Tha
nom
kulb
utra
( Ani
rut T
hano
mku
lbut
ra )
Pres
iden
t
(Sig
ned)
Sup
apor
n Bu
rapa
kuso
lsri
( Sup
apor
n Bu
rapa
kuso
lsr )
Senior
Exe
cutiv
e Vi
ce P
resid
ent
151
Unit : Ba
ht
Balanc
e as
at Octob
er 1
, 20
09
14
,285
,700
,000
.00
12,567
,669
,242
.63
173,04
0,00
0.00
1,42
8,57
0,00
0.00
45
,398
,221
,027
.95
73,853
,200
,270
.58
Effect o
f the
chan
ge o
f inve
stmen
t reco
rd
5.1
- -
- -
(441
,889
,254
.71)
(441
,889
,254
.71)
Effect o
f im
pairm
ent of a
ssets
5.2
- -
- -
(4,987
,437
,514
.03) (4,987
,437
,514
.03)
Balanc
e at the
beg
inning
- a
fter ad
justmen
t
14,285
,700
,000
.00
12,567
,669
,242
.63
173,04
0,00
0.00
1,42
8,57
0,00
0.00
39
,968
,894
,259
.21
68,423
,873
,501
.84
Reva
luation
surplus of inv
estm
ent
-
- 52
,920
,000
.00
- -
52,920
,000
.00
Net p
rofit
-
- -
- 2,10
3,69
1,26
8.05
2,10
3,69
1,26
8.05
Divide
nd
-
- -
- (599
,995
,186
.14)
(599
,995
,186
.14)
Balanc
e as
at Se
ptem
ber 30
, 20
10 - a
fter ad
justmen
t
14,285
,700
,000
.00
12,567
,669
,242
.63
225,96
0,00
0.00
1,42
8,57
0,00
0.00
41
,472
,590
,341
.12
69,980
,489
,583
.75
Balanc
e as
at Octob
er 1
, 20
10
14
,285
,700
,000
.00
12,567
,669
,242
.63
225,96
0,00
0.00
1,42
8,57
0,00
0.00
46
,297
,920
,477
.52
74,805
,819
,720
.15
Effect o
f the
chan
ge o
f inve
stmen
t reco
rd
5.1
- -
- -
(441
,889
,254
.71)
(441
,889
,254
.71)
Effect o
f im
pairm
ent of a
ssets
5.2
- -
- -
(4,383
,440
,881
.69) (4,383
,440
,881
.69)
Balanc
e at the
beg
inning
- a
fter ad
justmen
t
14,285
,700
,000
.00
12,567
,669
,242
.63
225,96
0,00
0.00
1,42
8,57
0,00
0.00
41
,472
,590
,341
.12
69,980
,489
,583
.75
Reva
luation
surplus of inv
estm
ent
-
- 10
,080
,000
.00
- -
10,080
,000
.00
Net p
rofit
-
- -
- 2,59
6,28
6,00
0.56
2,59
6,28
6,00
0.56
Divide
nd
7.23
-
- -
- (785
,711
,227
.40)
(785
,711
,227
.40)
Balanc
e as
at Se
ptem
ber 30
, 20
11
14
,285
,700
,000
.00
12,567
,669
,242
.63
236,04
0,00
0.00
1,42
8,57
0,00
0.00
43
,283
,165
,114
.28
71,801
,144
,356
.91
Issu
ed a
nd fully
Rev
alua
tion
paid
- up
Pre
mium o
n
sur
plus
L
egal
Ret
aine
d
Not
es
sha
re c
apita
l c
ommon
sto
cks
of
inv
estm
ent
res
erve
ea
rnings
T
otal
STAT
EMEN
TS O
F CH
ANGE
S IN
SHA
REHO
LDER
S’ E
QUIT
YFO
R TH
E YE
ARS
ENDE
D SE
PTEM
BER
30, 20
11 A
ND
2010
AIRP
ORT
S OF
THAILA
ND
PUBL
IC C
OMPA
NY
LIMITED
AND
SUBS
IDIARIES
The
compa
ny
The
acco
mpa
nying
notes are
an integ
ral pa
rt of the
se fi
nanc
ial statem
ents.
(Sig
ned)
Fly
ing
Offi
cer A
niru
t Tha
nom
kulb
utra
( Ani
rut T
hano
mku
lbut
ra )
Pres
iden
t
(Sig
ned)
Sup
apor
n Bu
rapa
kuso
lsri
( Sup
apor
n Bu
rapa
kuso
lsr )
Senior
Exe
cutiv
e Vi
ce P
resid
ent
152
AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES
STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED SEPTEMBER 30, 2011 AND 2010
Unit : Baht
Consolidated The Company
2011 2010 2011 2010 (Adjusted) (Adjusted)Cash flows from operating activities
Net profit before income tax expenses 3,666,728,682.05 2,813,134,071.52 3,778,600,567.82 2,904,599,982.54
Adjustment to reconcile net profit to
net cash provided by (paid from)
operating activities :
Doubtful account (131,823,064.74) 61,027,000.52 (130,695,511.87) 59,420,495.45
Allowance for damaged and obsoleted supplies 26,213.51 (1,117,811.96) 26,213.51 (1,117,811.96)
Loss from deteriorated assets 96,143.95 187,514.93 - -
Depreciation and amortization 7,865,645,620.40 7,625,331,461.70 7,701,536,974.47 7,446,884,141.49
Loss on impairment 357,882,652.61 177,221,246.87 355,382,511.43 153,469,905.65
Loss(gain) on foreign exchange 1,538,768,430.24 (300,257,997.89) 1,538,768,430.24 (300,257,997.89)
Gain on disposal plant and equipment (6,192,265.61) (5,351,635.22) (5,516,058.49) (4,673,798.99)
Gain on sale of investment - (185,532,000.00) - (185,532,000.00)
Deferred expense 11,329,197.20 22,947,579.59 11,329,197.20 22,947,579.59
Provisions 334,907,529.50 163,166,999.53 334,907,529.50 163,166,999.53
Dividend income (36,727,700.00) (37,845,800.00) (36,727,700.00) (37,845,800.00)
Interest income (795,357,033.40) (577,872,001.87) (795,217,871.78) (577,757,059.84)
Financial costs 2,223,809,686.24 2,389,712,450.43 2,168,586,749.93 2,330,803,111.80
Operating profit before changes in
operating assets and liabilities 15,029,094,091.95 12,144,751,078.15 14,920,981,031.96 11,974,107,747.37
Decrease (increase) in operating assets
Trade account receivables 1,755,535,588.28 (669,405,088.42) 1,757,647,149.76 (662,393,065.18)
Other receivables 6,557,458.16 4,736,364,643.25 6,136,920.73 4,748,919,212.96
Supplies (58,991,209.21) (46,606,654.53) (58,418,939.03) (47,108,652.00)
Accrued income (32,088,427.13) (10,998,821.55) (44,399,722.13) (22,557,116.55)
Other current assets 19,847,430.80 (22,855,713.47) 21,957,820.23 (20,558,987.93)
Increase (decrease) in operating liabilities
Trade account payables 290,442,967.19 25,619,787.94 255,214,909.49 (23,037,861.19)
Accrued expenses 100,139,767.87 479,869,990.57 85,433,814.31 462,232,143.98
Refundable and guarantee deposits 52,854,420.66 16,011,305.81 52,758,580.66 16,022,305.81
AAT staff pension fund (15,944,428.05) (9,573,020.14) (15,944,428.05) (9,573,020.14)
Other current liabilities 364,552,832.02 407,678,128.73 342,107,671.08 397,122,362.34
17,512,000,492.54 17,050,855,636.34 17,323,474,809.01 16,813,175,069.47
Interest received 613,954,742.41 485,338,181.95 613,823,544.85 485,235,637.76
Income tax paid (1,399,736,419.73) (1,336,827,946.51) (1,399,542,670.68) (1,336,500,391.93)
Net cash provided by operating activities 16,726,218,815.22 16,199,365,871.78 16,537,755,683.18 15,961,910,315.30
The accompanying notes are an integral part of these financial statements.
153
AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES
STATEMENTS OF CASH FLOWS (Continued)FOR THE YEARS ENDED SEPTEMBER 30, 2011 AND 2010
Unit : Baht
Consolidated The Company
2011 2010 2011 2010 (Adjusted) (Adjusted)Cash flows from investing activities
Increase in current investments (3,164,973,788.26) (6,452,728,530.46) (3,164,973,788.26) (6,452,728,530.46)
Cash received from sale of assets 8,896,503.98 8,623,314.21 8,071,745.48 6,743,193.26
Dividend received from investments 36,727,700.00 37,845,800.00 36,727,700.00 37,845,800.00
Invested in plant and equipment
and work in progress (3,402,243,803.28) (2,260,912,055.22) (3,398,630,318.61) (2,259,947,054.89)
Invested in intangible assets (55,434,132.76) (370,530,938.38) (55,434,132.76) (370,530,938.38)
Cash received from sale of investments - 195,532,000.00 - 195,532,000.00
(Increase) decrease in long - term
investments (800,000,000.00) 300,000,000.00 (800,000,000.00) 300,000,000.00
Increase in other non - current assets (31,224,005.39) (196,574,219.22) (31,224,005.39) (196,574,219.22)
Increase(decrease) in other non -
current liabilities 4,879,062.42 (103,759,420.93) 4,879,062.42 (103,759,420.93)
Net cash used in investing activities (7,403,372,463.29) (8,842,504,050.00) (7,400,583,737.12) (8,843,419,170.62)
Cash flows from financing activities
Cash received(paid) from bank overdrafts 108,589.80 (4,474,563.86) - -
Cash paid for promissory notes - (30,000,000.00) - -
Cash paid for repayment of
finance leased liability (299,377,709.08) (157,014,700.36) (299,147,056.54) (157,014,700.36)
Cash paid for repayment of
long - term loan (4,377,578,820.02) (4,391,408,126.52) (4,229,138,820.02) (4,267,718,126.52)
Cash received from long - term loan - 388,798,473.67 - 388,798,473.67
Dividend payment (785,711,227.40) (599,995,186.14) (785,711,227.40) (599,995,186.14)
Interest paid (2,199,756,969.86) (2,390,864,350.00) (2,144,534,033.55) (2,331,955,011.37)
Net cash used in financing activities (7,662,316,136.56) (7,184,958,453.21) (7,458,531,137.51) (6,967,884,550.72)
Net increase in cash and cash
equivalents 1,660,530,215.37 171,903,368.57 1,678,640,808.55 150,606,593.96
Cash and cash equivalents at
the beginning of the periods 3,518,906,400.34 3,347,003,031.77 3,494,062,191.84 3,343,455,597.88
Cash and cash equivalents at
the end of the periods 5,179,436,615.71 3,518,906,400.34 5,172,703,000.39 3,494,062,191.84
The accompanying notes are an integral part of these financial statements.
(Signed) Flying Officer Anirut Thanomkulbutra( Anirut Thanomkulbutra )
President
(Signed) Supaporn Burapakusolsri( Supaporn Burapakusolsr )
Senior Executive Vice President
154
1. General Information
The Airports of Thailand Public Company Limited (AOT), which was registered as a public limited company on September 30, 2002, and whose head office is located at No. 333, Cherdwutagard Road, Don Mueang, Bangkok 10210, performs and promotes the business operation of international airports as well as related businesses. At present, the Company operates six international airports: Suvarnabhumi Airport, Don Mueang Airport, and four Regional International Airports (Chiang Mai, Hat Yai, Phuket and Mae Fah Luang Chiang Rai). As at September 30, 2011, there were 4,272 staff and employees in AOT.
2. Basis for Preparation of Financial Statements
The consolidated and the company’s financial statements have been prepared in accordance with generally accepted accounting principles under the Accounting Act, B.E. 2543 (2000) being those Thai Accounting Standards under the Accounting Profession Act, B.E. 2547 (2004), and the financial reporting requirements of the Securities and Exchange Commission under the Securities and Exchange Act, B.E. 2535 (1992).
The Company has presented the financial statements in compliance with the notification of the Department of Business Development, dated January 30, 2009, “Regulation of the Abbreviated components required in the financial statements, B.E. 2552 (2009)” under the third paragraph of section 11 of the Accounting Act, B.E. 2543 (2000) which is effective for accounting periods beginning on or after January 1, 2009.
The consolidated and the company’s financial statements have been prepared based on the assumption that users of the financial statements have an understanding of Thai generally accepted accounting principles and practices. The accounting principles applied may differ from generally accepted accounting principles adopted in other countries.
The consolidated and the company’s financial statements have been prepared under the historical cost convention with the exception of certain amounts, which are accounted for using the fair value method as explained in the accounting policies.
The significant transactions arising between the Company and subsidiaries are eliminated in the consolidated financial statements.
2.1 The consolidated financial statements present financial position and results of AOT and its subsidiaries’ operations.
The subsidiaries are New Bangkok International Airport Co., Ltd.-under liquidation (NBIA) and Suvarnabhumi Airport Hotel (SAH). AOT holds 100% and 60% of shares, respectively.
2.2 The company financial statements present the financial position and results of operations of Suvarnabhumi Airport, Don Mueang Airport, 4 Regional International Airports and the Airports Authority of Thailand Pension Fund.
For the convenience of users, an English translation of the consolidated and the company’s financial statements has been prepared from the statutory financial statements that were issued in Thai language.
3. Accounting Standards
3.1 The Federation of Accounting Professions issued the notification No. 49/2553 dated November 24, 2010, “Numbering of some Accounting Standards and Financial Reporting Standards” which came into effect on December 15, 2010. AOT has presented the number of accounting standards and financial reporting standards in accordance with the mentioned notification.
NOTES TO THE FINANCIAL STATEMENTSFOR THE YEARS ENDED SEPTEMBER 30, 2011 AND 2010
AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES
155
3.2 Accounting Framework amendments to accounting standards, new accounting standards, new financial reporting standards and new financial reporting interpretations committee which were published in the Royal Gazette on May 26, 2010, August 30, 2010, December 15, 2010, February 25, 2011, and May 6, 2011 are as follows:
Effective on May 26, 2010- Framework for the Preparation and Presentation of Financial Statements (Revised 2009)
Effective for the period beginning on or after January 1, 2011- Thai Accounting Standard No. 1 (Revised 2009) Presentation of Financial Statements- Thai Accounting Standard No. 2 (Revised 2009) Inventories- Thai Accounting Standard No. 7 (Revised 2009) Statement of Cash Flows- Thai Accounting Standard No. 8 (Revised 2009) Accounting Policies, Changes in Accounting
Estimates and Errors- Thai Accounting Standard No. 10 (Revised 2009) Events after the Reporting Period- Thai Accounting Standard No. 11 (Revised 2009) Construction Contracts- Thai Accounting Standard No. 16 (Revised 2009) Property, Plant and Equipment- Thai Accounting Standard No. 17 (Revised 2009) Leases- Thai Accounting Standard No. 18 (Revised 2009) Revenue- Thai Accounting Standard No. 19 Employee Benefits- Thai Accounting Standard No. 23 (Revised 2009) Borrowing Costs- Thai Accounting Standard No. 24 (Revised 2009) Related Party Disclosures- Thai Accounting Standard No. 26 Accounting and Reporting by Retirement Benefit
Plans- Thai Accounting Standard No. 27 (Revised 2009) Consolidated and Separate Financial Statements- Thai Accounting Standard No. 28 (Revised 2009) Investments in Associates- Thai Accounting Standard No. 29 Financial Reporting in Hyperinflationary Economics- Thai Accounting Standard No. 31 (Revised 2009) Interests in Joint Ventures- Thai Accounting Standard No. 33 (Revised 2009) Earnings per Share- Thai Accounting Standard No. 34 (Revised 2009) Interim Financial Reporting- Thai Accounting Standard No. 36 (Revised 2009) Impairment of Assets- Thai Accounting Standard No. 37 (Revised 2009) Provisions, Contingent Liabilities and Contingent
Assets- Thai Accounting Standard No. 38 (Revised 2009) Intangible Assets- Thai Accounting Standard No. 40 (Revised 2009) Investment Property- Thai Financial Reporting Standard No. 2 Share-based Payment- Thai Financial Reporting Standard No. 3 Business combinations (Revised 2009)- Thai Financial Reporting Standard No. 5 Non-current Assets Held for Sale and Discontinued
(Revised 2009) Operations- Thai Financial Reporting Standard No. 6 Exploration for and Evaluation of Mineral
Resources- Thai Financial Reporting Interpretations Agreements for the Construction of Real Estate Committee No. 15 - Thai Accounting Standard Interpretations Revenue-Barter Transactions Involving Advertising
Committee No. 31 Services
156
Effective on May 6, 2011
- Thai Financial Reporting Standard for Non-Publicly Accountable Entities (NPAEs)
Effective for the period beginning on or after January 1, 2013
- Thai Accounting Standard No. 12 Income Taxes
- Thai Accounting Standard No. 20 (Revised 2009) Accounting for Government Grants and Disclosure of
Government Assistance
- Thai Accounting Standard No. 21 (Revised 2009) The effects of changes in foreign exchange rates
- Thai Accounting Standard Interpretations Government Assistance-No Specific Relation to
Committee No. 10 Operating Activities
- Thai Accounting Standard Interpretations Income Taxes-Recovery of Revalued Non-
Committee No. 21 Depreciable Assets
- Thai Accounting Standard Interpretations Income Taxes-Changes in the Tax Status of an
Committee No. 25 Enterprise or its Shareholders
3.3 Superseded accounting standards which were published in the Royal Gazette on December 15, 2010 are
as follows:
Effective for the period beginning on or after January 1, 2011
- Thai Accounting Standard No. 102 (Prior No. 26) Revenue Recognition for Real Estate Business
3.4 Amendments to accounting standards, new accounting standards and new financial reporting standards
which affect financial statements in 2012 are as follows:
Effective for the period beginning on or after January 1, 2011
- Thai Accounting Standard No. 1 (Revised 2009) Presentation of Financial Statements: The revised
standard prohibits the presentation of items of income and expenses in the statement of changes in equity. Entities
can choose to present the statement of comprehensive income in one statement or two statements (the income
statement and the statement of comprehensive income). Where entities restate or reclassify comparative information,
they will be required to present a related statement of financial position as at the beginning of the comparative
period in addition to the current requirement to present the statement of financial position as at the end of the
current period and comparative period. However, for the financial statements for the period beginning on or after
January 1, 2011, that is the first period that this standard is applied, an entity can choose to present the statement
of financial position for only two periods without the statement of financial position as at the beginning of the
comparative period. AOT will present the statement of comprehensive income in two statements.
- Thai Accounting Standard No. 16 (Revised 2009) Property, Plant and Equipment: The revised
standard requires that an entity include in the cost of property, plant and equipment an initial estimate of the costs
of dismantling and removing the item and restoring the site on which it is located, when the entity has an obligation
to do so. In addition, the revised standard requires an entity to have to depreciate for each component of property,
plant and equipment that has a cost that is significant in relation to the total cost of the item. The revised standard
also requires an entity to review the useful life, residual value and depreciation method of its property, plant and
equipment at least at the end of each financial year. AOT has adopted this standard since October 1, 2011, which
has impacted the component accounting of significant items and the review of useful lives. AOT adjusted for the
effect of the revised standard prospectively.
- Thai Accounting Standard No. 19 Employee Benefits relates to the accounting for employee benefits.
The standard classifies employee benefits into four categories: a) short-term employee benefits; b) post-employment
benefits, including defined contribution plans and defined benefit plans; c) other long-term employee benefits; and
157
d) termination benefits. This standard requires an entity to measure the defined benefit plan and other long-term
employee benefits by using the projected unit credit method (PUC). An entity can choose to recognise any actuarial
gain or loss for a defined benefit plan either in other comprehensive income or profit and loss. Actuarial gain or
loss for other long-term employee benefits must be recognised in profit and loss. AOT has adopted this standard
since October 1, 2011, by recognising employee benefit obligations retrospectively and has chosen to recognise the
actuarial gain or loss for the defined benefit plan in profit and loss in the period in which they arise. The effect of
adoption of this accounting standard is a decrease in retained earnings as at October 1, 2011, of Baht 1,054 million
and Baht 1,053 million in the consolidated financial statements and company’s financial statements, respectively, and
an increase in employee benefit obligations of Baht 1,505 million and Baht 1,504 million in the consolidated financial
statements and the company’s financial statements, respectively.
- Thai Accounting Standard No. 40 (Revised 2009) Investment Property : The standard has specific
presentation and measurement requirements for investment property. An entity has to present an investment property
separately in the statement of financial position. The entity can measure it using either the cost method or the fair
value method. Under the fair value method, any changes in fair value are recognised in profit and loss. AOT has
adopted this accounting standard since October 1, 2011 and has chosen to use the cost method for measurement
and disclosed the fair value in the notes to the financial statements. AOT separated investment property transaction
from its property, plant and equipment.
Effective for the period beginning on or after January 1, 2013
- Thai Accounting Standard No. 12 Income Taxes related to income taxes, comprising current income
tax and deferred income tax. Current tax assets and liabilities are measured at the amount expected to be recovered
from or paid to the taxation authorities, using the tax rates and tax laws that have been enacted or substantively
enacted by the end of the reporting period. Deferred income taxes are calculated rates to the temporary difference
between an asset or liability tax base and its carrying amount in the financial statements, using the tax rates that
are expected to apply to the period when the asset is realised or the liability is settled, based on the tax rates
and tax law that have been enacted or substantively enacted by the end of the reporting period. This accounting
standard is mandatory for accounting periods beginning on or after January 1, 2013, but AOT has adopted this
standard early, from October 1, 2011, retrospectively.
4.SignificantAccountingPolicies
The summary of significants accounting policies are :
4.1 Cash and cash equivalents
Cash and cash equivalents comprise cash on hand, deposits held at call with banks and other short-term
highly liquid investments with maturities of three months or less from the date of acquisition and bank overdrafts.
Bank overdrafts are included in current liabilities on the balance sheets.
4.2 Short-term investments
Short-term investments comprise fix-term deposits, bills of exchange, promissory notes and investments
in debt securities with original maturity of more than 3 months, but less than 12 months and investments in debt
and equity securities that the management intends to hold for less than 12 months.
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4.3 Trade accounts receivable
Trade accounts receivable are carried at the original invoice amount and subsequently measured at the
remaining amount less any allowance for doubtful receivables based on a review of all outstanding amounts at the
year end. The amount of the allowance is the difference between the carrying amount of the receivable and the
amount expected to be collectible based on past collection experience and the current status of accounts receivable
as of the balance sheets date. Bad debts are written off during the year in which they are identified and recognised
in the income statement within administrative expense.
4.4 Inventories and supplies
Inventories are stated at the lower of cost or net realisable value. Cost is determined by the weighted
average method. The cost of purchase comprises both the purchase price and costs directly attributable to the
acquisition of the inventory, such as import duties and transportation charges, less all attributable discounts,
allowances or rebates. Net realisable value is the estimate of the selling price in the ordinary course of business,
less selling expenses. Allowance is made, where necessary, for obsolete, slow moving and defective inventories.
For those with no movement for over 5 years, provision for obsolescence is made at a full amount.
4.5 Investments
4.5.1 Long-term investment Investments in non-marketable equity securities are recognized as general
investments and stated at cost adjusted for impairment.
4.5.2 Investment in equity securities Investments in marketable equity securities available for sale
are stated at fair value. Unrealized gains or losses on changes in valuation are shown as separate items under
shareholder’s equity.
4.5.3 Investments in subsidiaries are recorded according to the equity method and presented in the
company’s financial statements by cost method.
4.6 Plant and equipment
Plant and equipment are recorded at cost as of the date of acquisition or at the completion date.
All AOT buildings are constructed on state properties leased from the Treasury Department, Ministry of Finance.
According to the regulations of the Ministry of Finance and the Royal Thai Air Force, all constructions become
the property of the Ministry of Finance upon completion. However, AOT records such properties as assets since
AOT accepts all risks and benefits of such properties, and pays compensation for the use of state properties
to the Treasury Department. After AOT was converted to a limited public company, the Ministry of Finance and
the Royal Thai Air Force issued a new regulation. Moreover, the Ministry of Finance and the Department of
Commercial Aviation issued 2 new regulations. These new regulations came into effect on September 30, 2002. Clause
8 of three new regulations stated that the ownership of the buildings and constructions will belong to the Ministry
of Finance when the contract to use the state property land made under these regulations is terminated. The total
period of time shall not exceed 50 years from the effective date of utilization agreement. AOT had committed to 4
utilization agreements since September 30, 2002 and amended 1 utilization agreement on September 28, 2004. The
use of state property land lasts for 30 years (September 30, 2032). AOT is allowed to extend the period for using
state property land 2 times, 10 years each extension (September 30, 2052). AOT has paid compensation for using
state property to the Treasury Department as Note 7.25.
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An item of plant and equipment is stated at cost less any accumulated depreciation and any accumulated
impairment losses.
The cost of an item of plant and equipment comprises its purchase price, import duties and non-refundable
input taxes (after deducting trade discounts and rebates) and any costs directly attributable to bringing the asset
to the location and condition necessary for it to be capable of operating in the manner intended by management.
These can include the initial estimate of costs of dismantling and removing the item, and restoring the site on
which it is located, the obligation for which an entity incurs either when the item is acquired or as a consequence
of having used the item during a particular period.
The cost of replacing part of plant and equipment is included in the carrying amount of the asset when
it is probable that future economic benefits will flow to the Group and the carrying amount of those replaced parts
is derecognised. Repairs and maintenance are charged to the income statement during the financial period in which
they are incurred.
Depreciation expense for operating equipment for hotel business is recorded in accordance with the
estimated useful life of assets.
Depreciation is calculated on the straight line basis to write off the cost of each asset, to its residual
value over the estimated useful life as follows:
Useful life of acquired assets [years]
Building, construction, and landscape architecture 20 - 50
Electricity, water, fuel and communication systems 10 - 20
Machinery, tools & appliances, and equipment 5 - 10
Vehicles 5 - 8
Furniture, fixture and office equipment 3 - 10
The assets’ residual value, useful lives, and depreciation method are regularly reviewed at least at each
financial year-end.
Where there is an indication that an item of plant and equipment may be permanently impaired and the
carrying amount of an asset is greater than its estimated recoverable amount, the asset is written down immediately
to its recoverable amount and an impairment loss will be recognised in the income statement.
Repairs and maintenance are charged to the income statement during the financial period in which they
are incurred. The cost of major renovations is included in the carrying amount of the asset when it is probable that
future economic benefits in excess of the originally assessed standard of performance of the existing asset will flow
to the Group. Major renovations are depreciated over the remaining useful life of the related asset.
Interest costs on borrowings to finance the construction of plant and equipment or the production
of a qualifying asset are capitalised as part of cost of the asset, during the period of time required to complete
and prepare the property for its intended use.
4.7 Foreign currency translation
Foreign currency transactions are translated into Baht at the rate ruling on the transactions date. Assets
and liabilities dominated in foreign currency remaining at the balance sheets date are translated into Baht at the
exchange rate as referred to the reference of the date notified by the Bank of Thailand. Gains and losses result-
ing from the settlement of foreign currency transactions and from the translation of monetary assets and liabilities
denominated in foreign currencies are recognised in the statement of income.
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4.8 Intangible assets
The Group’s intangible assets are software licenses which can be detached from the related equipment
presented at cost deducted by accumulated amortization expense. Software licenses are amortized on a straight line
basis according to the 5-10 years estimated useful life of assets.
4.9 Income tax
Since AOT securities have been registered in the Stock Exchange of Thailand (SET) on March 11,
2004, its income tax rate was reduced from 30% to 25% of net profit after adjusting revenues and expenses not
complying with the principles of the Revenue Department, starting from the accounting period of October 1, 2004
to September 30, 2009. For the accounting period of October 1, 2010, AOT entitled to the reduced income tax rate
for one more accounting period in compliance with the Royal Decree No. 475. AOT will pay income tax at 25% for
the first Baht 300.00 million of net income and 30% for the net income exceeding Baht 300.00 million.
In 2011, AOT recorded and calculated income tax from net tax based profit in accordance with the
Revenue Code’s criteria.
4.10 Provision
Provisions, excluding the provisions for employee benefits, are recognised when the Group has a
present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will
be required to settle the obligation, and a reliable estimate of the amount can be made.
4.11 Impairment of assets
Asset and intangible assets with a definite useful life are reviewed for impairment whenever events or
changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised
for the amount by which the carrying amount of the asset exceeds its recoverable amount which is the higher of an
asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped
at the lowest levels for which there are separately identifiable cash flows. Assets that have suffered impairment are
reviewed for possible reversal of the impairment at each reporting date.
4.12 Revenue recognition
4.12.1 Landing and parking charges, passenger service charges, use of utilities charges and service
charges are recognized as revenues in which services are provided.
4.12.2 Rent for offices and real estate properties, and concession revenues are recognized as revenues
according to the period of time and commission rates specified in the contract.
4.12.3 Revenues from hotel business and restaurant are recorded as revenues in which services are
provided in accordance with the price in invoice (excluding VAT) for goods and services after discount and added
service charges.
4.12.4 Interest income is recognized according to the period of time to which it applies, taking into
account the actual rate of return.
4.12.5 Dividends are recognized when the dividend payment is announced.
4.13 Interest on loans arises from loans for the projects under construction which is a part of construction
cost and will be recognized as an expense upon completion.
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4.14 AATstaffpensionfundandemployeebenefits
4.14.1 AOT has established “The Staff Pension Fund of Airport Authority of Thailand” and contributed
to the pension fund at the rate 10% of its employees’ salaries who did not transfer to a provident fund as
stated in Note 4.14.2, to provide an adequate reserve of the obligation due at the end of each accounting period.
Contributions are included in other non-current liabilities in the balance sheets. Income and expenses are recognized
in the statement of income.
4.14.2 AOT has established a provident fund for staff and employees who voluntarily participate in
the fund, since March 28, 1994, in accordance with the Provident Fund Act, B.E. 2530 (1987). Staff and employees
themselves are required to contribute at the rates ranging from 2-15% of their salaries and shall not exceed AOT
contribution rates. According to AOT board of director’s resolution at the meeting No. 9/2005 dated June 30, 2005,
AOT contribution rates are adjusted as follows:
Years of employment AOT contribution rates
Not over 10 years 9
Over 10 years 10
Over 20 years 12
Over 25 years 15
Members can change the rate of contribution from 2-15% according to their employment periods. Such
change will be effective in April and October each year.
AOT contributions are recognized as expenses in the statement of income in which they incurred. The
provident fund is separated from AOT and managed by provident fund management company that is under the
regulation of the provident fund committee.
4.15 Basic earnings per share are calculated by dividing the net profit for the year by the weighted average
number of ordinary shares issued during the year.
4.16 Use of accounting estimates
Preparation of financial statements in conformity with Thai Accounting Standards requires management
to make judgments, estimates and assumptions that affect the application of policies and reported amount of assets,
liabilities, income and expenses. These judgments, estimates and assumptions are based on historical experience
and various other factors.
These estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting
estimates are recognized in the period in which the estimate is revised, if the revision affects only that period, or
in the period of the revision and future periods, if the revision affects both current and future periods.
4.17 Cross currency and interest rate swap contracts
The financial derivative was made with an objective to prevent the risk under accrual basis. Gains and
losses from Baht conversion were recognized in the statement of income. Interest was applied to accounting policy
as stated in item 4.13
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5. Adjustment in Prior Period
5.1 Investments in subsidiaries
In 2008, AOT had changed the method to account for investments in subsidiaries and associates
presented in the company’s financial statements from the equity method to the cost method in accordance with
the Thai Accounting Standard No. 44 (revised 2007) “Consolidated and Separate Financial Statements” of which
AOT has to consider the impairment indicators of investments in accordance with Thai Accounting Standard No. 36
(revised 2007) “Impairment of Assets”.
There were impairment indicators of investments in New Bangkok International Airport Co., Ltd. (NBIA)
during the liquidation which has the cost of Baht 39,029.00 million because the cabinet agreed to dissolve NBIA
and transfer all its business, assets, rights, liabilities, commitment to AOT since January 1, 2006. AOT considered the
recoverable amount of NBIA’s net assets which has Baht 38,587.11 million of book value as at September 30, 2007
but AOT did not take any action in the stated accounting period. Therefore, AOT recognized retrospective allowance
for impairment of investments in NBIA amounting to Baht 441.89 million likewise the allowance for impairments of
investments were recognized at the date of changing accounting policy as mentioned in the above paragraph. The
adjustment resulted in the decrease of Baht 441.89 million of investments in subsidiaries in the company’s financial
statements as at September 30, 2010 and the same amount of decrease in retained earnings in the company’s financial
statements as at October 1, 2009 and 2010 but did not affect the net income in the previously reported period.
5.2 Don Mueang Airport’s Assets
Subsequent to the commencement of operations at Suvarnabhumi Airport, in 2009, there are indications
that assets at Don Mueang Airport may be impaired, but the recoverable amount could not be measured reliably due
to an uncertain plan. The Office of National Economic and Social Development Board and the Ministry of Transport,
by resolution of the Council of Economic ministers, jointly conducted a feasibility study on the development concept
for Suvarnabhumi Airport and Don Mueang Airport, and in this regard the Ministry of Transport delegated AOT to
employ The International Air Transport Association (IATA) to conduct the study under 3 options summarized as follows:
(1) Don Mueang Airport continues its present operations, while Suvarnabhumi Airport accelerates its
development projects to accommodate future traffic demand.
(2) Don Mueang Airport accommodates domestic non-connecting flights, low-cost carriers or international
flights in the region with the capacity of 10 million passengers/year in order to delay additional investments at
Suvarnabhumi Airport.
(3) Don Mueang stops serving all scheduled flights and redirects its business to the development of other
commercial activities, while Suvarnabhumi Airport accelerates its additional investments to cope with an increase in
passenger number which is expected to be at 60-65 million passengers/year.
For the year ended September 30 2011, the management considered the first option is the most appropriate
and consistent with the current situation. Therefore, AOT performed impairment test based on the first-option
assumption. The Don Mueang Airport is identified as a cash-generating unit. The recoverable amount is defined as
the value in use because all business activities are operated on state properties leased from the Treasury Department,
Ministry of Finance. According to the regulations of the Ministry of Finance, all constructions become the property
of the Ministry of Finance upon completion, so the fair value less costs to sell is equal to zero.
The determination of value-in –use of Don Mueang’s assets is estimated from future cash flows over
the assets’ useful lives. The growth rate used in the calculation after the fifth year is fixed and less than the AOT’s
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average long-term growth rate. The cash flow estimation is performed on the reasonable basis and includes the forecast of air traffic. The applied discount rate is 11.87% which is the AOT’s weighted average cost of capital (WACC).
The result of impairment test reveals that the recoverable amount is less than the carrying amount. Therefore, AOT fully recognizes impairment provision. However, as the impairment indicator incurred in 2009, AOT retrospectively recognizes this impairment provision amounting to Baht 4,987.44 million. The effects of the retrospective adjustments are a decrease of Baht 4,987.44 million in net profit in 2009 and an increase of Baht 604.00 million in net profit in 2010 (a decrease of Baht 615.40 million in depreciation expense, a decrease of Baht 6.69 million in amortization and an increase of Baht 18.09 million in impairment loss) in the consolidated and the company’s financial statements. As at September 30, 2009 and 2010, plant and equipment-net decreased Baht 4,960.23 million and Baht 4,378.70 million respectively. Intangible asset-net decreased Baht 27.21 million and Baht 4.74 million in 2009 and 2010 respectively. Moreover, as at October 1, 2009 and 2010, retained earnings decreased Baht 4,987.44 million and Baht 4,383.44 million, respectively, from which previously reported.
5.3 Intangible asset (Compensation for noise impact) Compensation for noise impact is paid to entities/owners for reengineering buildings and construction in order
to prevent noise from the operations of Suvarnabhumi Airport according to the Environmental Law. AOT recognised this compensation for noise impact in the amount of Baht 580.64 million as an intangible asset since the year 2009 and amortised it using the straight-line method. However, compensation for noise impact does not subject to the definition of an intangible asset under TAS 38 because it cannot be separable individually; it is defined as costs arising from the acquisition of items of Suvarnabhumi Airport’s property, plant and equipment which have the same useful lives as the items of property, plant and equipment. Therefore, AOT reclassified the compensation for noise impact in the consolidated and the company’s financial statements for the year as at 30 September 2010 and prospectively adjusted the depreciation expense. The reclassification does not impact the earlier financial statements. The reclassification is as follows:
Unit : Million Baht
Balance sheets as at 30 September 2010- Increase in building and equipment 580.64- Decrease in intangible assets 580.64
5.4 Change in accounting estimatesFor the year ended September 30 2011, AOT’s subsidiary (Suvarnabhumi Airport Hotel: SAH) changed
its accounting estimates relating to the recording of the depreciation of building and landscape architecture from recording it over the period of the land lease to recording it according to the estimated useful life of the assets. SAH applied a retrospective adjustment in the financial statements of comparative period as if the company had always recorded depreciation according to the estimated useful life of assets, that resulted in an increase in net profit in the consolidated financial statements for the year ended September 30, 2010 of Baht 32.13 million, an increase in plant and equipment – net as at September 30, 2010 of Baht 140.43 million and a decrease in retained earnings as at October 1, 2009 and 2010 of Baht 108.30 million and Baht 140.43 million, respectively.
6. Segmented Financial Information
AOT and subsidiary have 2 main segments, which are airport business and hotel business. In 2011 and 2010, AOT and its subsidiary have no substantial activities in segments. AOT, therefore, has neither presented financial information by business segments nor geographical segments.
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7. Additional Information
7.1 Cash and cash equivalents Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010Cash 182.44 82.89 181.21 81.66Current account and savings deposits 1,951.49 1,076.77 1,945.98 1,053.15Fixed deposits 200.00 - 200.00 -Bill of Exchange with maturity less than 3 months 2,800.00 500.00 2,800.00 500.00Bonds with maturity less than 3 months - 1,789.39 - 1,789.39Savings deposit at the AAT Savings and Credit Cooperative Limited 45.51 69.86 45.51 69.86Total 5,179.44 3,518.91 5,172.70 3,494.06
As at September 30, 2011 and 2010, cash and cash equivalents include reserve of the AAT Staff Pension Fund of Baht 28.85 million and Baht 58.89 million.
7.2 Short-term investmentsUnit : Million Baht
Consolidated and The Company
2011 2010
Fixed deposits 19,653.56 16,853.50Held-to-maturity debt securities - within 1 year Bill of Exchange 2,000.00 1,000.00 Bonds 58.99 694.07Total 21,712.55 18,547.57
Fixed deposits are over 3 months but less than 1 year maturity. As at September 30, 2011 and 2010, fixed deposits include the deposits of the AAT Staff Pension Fund in the amount of Baht 3.56 million and Baht 3.50 million, respectively.
On January 13, 2011, AOT has pledged bonds amounting to Baht 55.00 million as collateral for delay payment of corporate income tax payable with the Revenue Department until the determination of petition to waive or reduce fine and surcharge relating to value added tax for the construction of Suvarnabhumi Airport and the terminal expansion of Chiang Mai and Phuket Airports is settled.
7.3 Trade accounts receivable – net
Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010
Third parties 2,193.37 3,867.24 2,147.01 3,819.44Related parties 21.97 103.64 24.93 110.14Total 2,215.34 3,970.88 2,171.94 3,929.58Less : Allowance for doubtful accounts 555.15 686.97 545.28 675.97Trade accounts receivable – net 1,660.19 3,283.91 1,626.66 3,253.61
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The allowance for doubtful accounts of Baht 555.15 million consists of 7 proceeding legal cases accounted for Baht 9.40 million, 8 cases under process of gathering evidence for further legal action accounted for Baht 17.49 million, 3 cases under consideration of the state attorney for Baht 191.65 million and 133 cases in the process compromising and pursuing totaling Baht 336.61 million.
Trade accounts receivable are classified as follows:
Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010
Not overdue 1,560.88 3,105.47 1,542.99 3,094.50Not over 6 months 47.05 76.54 33.28 60.84Over 6 months – 1 year 90.64 93.53 89.56 89.22Over 1 year – 2 years 22.79 214.64 22.44 214.64Over 2 years 493.98 480.70 483.67 470.38Total 2,215.34 3,970.88 2,171.94 3,929.58
7.4 Other receivables
Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010Receivables from the Revenue Department 2,211.83 1,247.19 2,211.50 1,246.68Receivables from the State Railway of Thailand 37.70 37.70 37.70 37.70Receivables from extended credit 3.18 2.58 3.18 2.58Other receivables 13.00 20.15 2.39 9.30Total 2,265.71 1,307.62 2,254.77 1,296.26
Receivables from the Revenue Department amounting to Baht 2,211.83 million in the consolidated financial statements as at September 30, 2011, comprised of :
- Baht 964.82 million of AOT corporate income tax refund.- Baht 0.33 million of SAH input tax refund and Baht 1,246.68 million of AOT input tax refund. AOT input
tax refund was the input tax incurred from the construction of Suvarnabhumi Airport during June 1996 – December 2005 and transferred from NBIA on January 1, 2006. Referring to the input tax refund process, the Council of State considered that AOT, as the one that NBIA was transferred to in accordance with the cabinet’s resolution and business transferring contract, is entitle to the right and responsibility transferred from NBIA to apply for the VAT refund (input tax). However, AOT must act in accordance with criteria stated in the Revenue Code and other related law. AOT acted according to the criteria set by the Revenue Department. AOT filed the estimation of use of building space to the Revenue Department and received an extension to file details of building construction and use from the Revenue Department. At present, it is under tax refund examination process of the Revenue Department.
7.5 Inventories and supplies - net
Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010
Inventories and supplies 313.70 254.70 307.18 248.75Less : Allowance for damaged and obsoleted supplies 0.46 0.43 0.46 0.43Inventories and supplies – net 313.24 254.27 306.72 248.32
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7.6 Other current assets
Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010
Assets available for sale 159.13 159.13 135.38 135.38
Less: Allowance for impairment of assets (159.13) (159.13) (135.38) (135.38)
Assets available for sale – net - - - -
Accrued input tax 183.29 172.81 167.57 159.30
Other Current assets 189.20 966.54 187.28 964.93
Total 372.49 1,139.35 354.85 1,124.23
Assets available for sale amounting to Baht 159.13 million in the consolidated financial statements and
Baht 135.38 million in the company’s financial statements less allowance for impairment of assets of Baht 159.13
million and Baht 135.38 million, respectively, incurred from the reclassification of investment in ordinary shares of Thai
Airport Ground Services Co., Ltd. The company made call upon shareholders to pay for shares in full by additional
payment of 50%, amounting to Baht 135.38 million but AOT had a policy not to pay for the call. Later, on January
21, 2010, the company issued a notice that shares will be forfeited and sold by public auction.
The company issued a notice dated October 5, 2011, to AOT informing that the company could not
sell the forfeited shared. Therefore, the company withdrew the forfeit and requested AOT to pay for shares in full
within 30 days after receiving the notice. AOT has already estimated provisions which may incur from the mentioned
investment (Note 7.19).
7.7 Investments in subsidiaries
The Company
Unit : Million Baht
Percentage of Investments
Name of Company Shareholding (%) Cost method Dividend
2011 2010 2011 2010 2011 2010
New Bangkok International Airport Co., Ltd.
(NBIA) : under liquidation 100.00 100.00 39,029.00 39,029.00 - -
Less Allowance for impairment of investments (441.89) (441.89)
NBIA-net (Note 7.33) 38,587.11 38,587.11
Suvarnabhumi Airport Hotel Co., Ltd.
(SAH) 60.00 60.00 610.67 610.67 - -
Total 39,197.78 39,197.78
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7.8 Long-term investmentsConsolidated
Unit : Million Baht
Percentage of
Name of Company Shareholding (%) At Cost Fair Value Book Value Dividends
2011 2010 2011 2010 2011 2010 2011 2010 2011 2010
1. General investments
Airport Duty Free Co., Ltd. 10.00 10.00 20.00 20.00 - - 20.00 20.00 - -
Phuket Air Catering Co., Ltd. 10.00 10.00 10.00 10.00 - - 10.00 10.00 3.50 3.00
Airport Associated Co., Ltd. 10.00 10.00 3.00 3.00 - - - - - -
Less : Allowance for impairment
of investments (3.00) (3.00) - - - - - -
Don Mueang International
Airport Hotel Co., Ltd. 9.00 9.00 10.80 10.80 - - 10.80 10.80 - 7.56
Trade Siam Co., Ltd. 1.50 1.50 0.75 0.75 - - 0.75 0.75 - -
Thai Aviation Refuelling Co., Ltd. 10.00 10.00 53.00 53.00 - - 53.00 53.00 17.86 15.19
Thai Airport Ground
Services Co., Ltd. 1.43 1.43 16.75 16.75 - - - 16.75 - -
Less : Allowance for impairment
in value of investments (16.75) - - - - - - -
Total 94.55 111.30 - - 94.55 111.30
2. Available-for-sale equity securities
Bangkok Aviation Fuel Service
Public Company Limited (BAFS) 4.94 4.94 21.00 21.00 257.04 246.96 257.04 246.96 15.37 12.10
3. Fixed Deposits 5,800.00 5,000.00 - - 5,800.00 5,000.00
Grand Total 5,915.55 5,132.30 257.04 246.96 6,151.59 5,358.26
The CompanyUnit : Million Baht
Percentage of
Name of Company Shareholding (%) At Cost Fair Value Book Value Dividends
2011 2010 2011 2010 2011 2010 2011 2010 2011 2010
1. General investments
Airport Duty Free Co., Ltd. 10.00 10.00 20.00 20.00 - - 20.00 20.00 - -
Phuket Air Catering Co., Ltd. 10.00 10.00 10.00 10.00 - - 10.00 10.00 3.50 3.00
Airport Associated Co., Ltd. 10.00 10.00 3.00 3.00 - - - - - -
Less : Allowance for impairment
of investments (3.00) (3.00) - - - - - -
Don Mueang International
Airport Hotel Co., Ltd. 9.00 9.00 10.80 10.80 - - 10.80 10.80 - 7.56
Trade Siam Co., Ltd. 1.50 1.50 0.75 0.75 - - 0.75 0.75 - -
Thai Aviation Refuelling Co., Ltd. 10.00 10.00 53.00 53.00 - - 53.00 53.00 17.86 15.19
Thai Airport Ground
Services Co., Ltd. 1.43 1.43 14.25 14.25 - - - 14.25 - -
Less : Allowance for impairment
of investments (14.25) - - - - - - -
Total 94.55 108.80 - - 94.55 108.80
2. Available-for-sale equity securities
Bangkok Aviation Fuel Service
Public Company Limited (BAFS) 4.94 4.94 21.00 21.00 257.04 246.96 257.04 246.96 15.37 12.10
3. Fixed Deposits 5,800.00 5,000.00 - - 5,800.00 5,000.00
Grand Total 5,915.55 5,129.80 257.04 246.96 6,151.59 5,355.76
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7.9 Related party transactions
The related party transactions are included in the financial statements based on normal business as follows:
Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010
7.9.1 Trade accounts receivable
Thai Airport Ground Services Co., Ltd. - 21.08 - 21.08
Phuket Air Catering Co., Ltd. 1.41 0.99 1.41 0.99
Suvarnabhumi Airport Hotel Co., Ltd. - - 2.96 6.50
Thai Aviation Refuelling Co., Ltd. 0.04 0.63 0.04 0.63
Bangkok Aviation Fuel Service Plc. 20.52 80.94 20.52 80.94
Total 21.97 103.64 24.93 110.14
Less : Allowance for doubtful accounts - 0.16 0.36 0.16
Trade accounts receivable - net 21.97 103.48 24.57 109.98
7.9.2 Accrued income
Thai Aviation Refuelling Co., Ltd. 9.97 9.17 9.97 9.17
Suvarnabhumi Airport Hotel Co., Ltd. - - 29.85 18.30
Total 9.97 9.17 39.82 27.47
7.9.3 Trade accounts payable
Suvarnabhumi Airport Hotel Co., Ltd. - - - 0.02
Thai Airport Ground Services Co., Ltd. 39.87 18.77 39.87 18.77
Total 39.87 18.77 39.87 18.79
7.9.4 Accrued expenses
Suvarnabhumi Airport Hotel Co., Ltd. - - - 0.16
Thai Airport Ground Services Co., Ltd. 69.20 83.64 69.20 83.64
Total 69.20 83.64 69.20 83.80
7.9.5 Revenue received in advance
Suvarnabhumi Airport Hotel Co., Ltd. - - 1.68 1.89
7.9.6 Revenues and expenses
Operating revenues
Thai Airport Ground Services Co., Ltd. - 20.23 - 20.23
Phuket Air Catering Co., Ltd. 33.79 25.39 33.79 25.39
Bangkok Aviation Fuel Service Plc. 261.44 245.45 261.44 245.45
Don Mueang International Airport Hotel Co., Ltd. 5.53 4.88 5.53 4.88
Thai Aviation Refuelling Co., Ltd. 15.23 14.22 15.23 14.22
Suvarnabhumi Airport Hotel Co., Ltd. - - 55.33 59.68
Total 315.99 310.17 371.32 369.85
Operating expenses
Thai Airport Ground Services Co., Ltd. 28.08 71.40 28.08 71.40
Suvarnabhumi Airport Hotel Co., Ltd. - - 0.98 1.05
Total 28.08 71.40 29.06 72.45
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7.10 Plant and equipment - net
Unit : Million Baht
Consolidated The Company
Building Building
& Con- & Con-
struction Equipment Total struction Equipment Total
Cost
As at October 1, 2010 101,611.93 42,236.23 143,848.16 99,487.37 41,704.93 141,192.30
Additions 2,878.83 1,526.31 4,405.13 2,877.88 1,523.22 4,401.10
Reclassification 924.13 1.53 925.66 924.13 2.30 926.43
Sale and disposals - (178.14) (178.14) - (175.69) (175.69)
As at September 30, 2011 105,414.89 43,585.93 149,000.82 103,289.38 43,054.76 146,344.14
Accumulated Depreciation
As at October 1, 2010 20,539.88 26,562.77 47,102.65 20,054.84 26,155.36 46,210.20
Effect of impairment of assets (Note 5.2) (465.24) (150.16) (615.40) (465.24) (150.16) (615.40)
Effect of change in accounting estimates
(Note 5.4 ) (140.43) - (140.43) - - -
Balance at the beginning - after adjustment 19,934.21 26,412.61 46,346.82 19,589.60 26,005.20 45,594.80
Depreciation for the Period 2,211.34 5,508.89 7,720.23 2,127.08 5,429.04 7,556.12
Reclassification 58.35 1.57 59.92 58.35 2.23 60.58
Disposals - (166.64) (166.64) - (164.34) (164.34)
As at September 30, 2011 22,203.90 31,756.43 53,960.33 21,775.03 31,272.13 53,047.16
Allowance for impairment
As at October 1, 2010 - after adjustment 4,343.75 650.35 4,994.10 4,343.75 650.35 4,994.10
Allowance for Impairment of the Period 192.36 146.98 339.34 192.36 146.98 339.34
As at September 30, 2011 4,536.11 797.33 5,333.44 4,536.11 797.33 5,333.44
Book Value – net
As at October 1, 2010 - after adjustment 77,333.98 15,173.26 92,507.24 75,554.02 15,049.38 90,603.40
As at September 30, 2011 78,674.88 11,032.17 89,707.05 76,978.24 10,985.30 87,963.54
During the year, AOT recognizes an impairment loss on Mae Fah Luang, Chiang Rai Airport’s assets
amounting to Baht 293.27 million because there is an impairment indicator and the amount of value in use is less
than its carrying amount.
As at September 30, 2011, net plant and equipment of AOT in the consolidated and the company’s
financial statements are Baht 89,707.05 million and Baht 87,963.54 million. The finance leased assets which included
in equipment are as follows:
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Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010
Cost 1,303.93 1,287.50 1,302.88 1,286.45
Less Accumulated Depreciation 497.48 244.28 497.22 244.28
Book Value 806.45 1,043.22 805.66 1,042.17
7.11 Assets under construction
Consolidated and The Company
Unit : Million Baht
Suvarnabhumi Regional Head
Airport Airports Office Total
As at October 1, 2010 6,898.69 25.70 1.40 6,925.79
Addition 3,991.13 281.93 67.18 4,340.24
Transfer to plant and equipment (4,304.68) (224.15) (40.58) (4,569.41)
As at September 30, 2011 6,585.14 83.48 28.00 6,696.62
7.12 Intangible assets - net
Consolidated and The Company
Unit : Million Baht
Cost
As at October 1, 2010 1,888.93
Reclassification (580.64)
Additions 54.87
As at September 30, 2011 1,363.16
Amortization
As at October 1, 2010 578.50
Effect of impairment of assets ( Note 5.2 ) (6.69)
Balance at the beginning - after adjustment 571.81
Reclassification (42.31)
Amortization for the Period 129.48
As at September 30, 2011 658.98
Allowance for impairment
As at October 1, 2010 11.43
Allowance for Impairment of the Period 1.19
As at September 30, 2011 12.62
Book Value – net
As at October 1, 2010 1,305.69
As at September 30, 2011 691.56
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7.13 Other non-current assets
Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010
Unused land and Construction 2,196.99 2,162.72 2,196.99 2,162.72
Advance payment 8.35 24.44 8.35 24.44
Guaranteed money 3.09 3.02 3.08 3.01
Cross Currency and Interest Rate Swap contact 9,710.26 5,012.80 9,710.26 5,012.80
Total 11,918.69 7,202.98 11,918.68 7,202.97
Net unused land and construction amounting to Baht 2,196.99 million are as follows :
- There is 692 Rai, 2 Ngan, and 22 Square Wah of unused land at Suvarnabhumi Airport amounting to
Baht 1,730.68 million. At present, it is under the analysis to set land management guidelines for the efficiency and
the ultimate benefits. The land management plan is not yet concrete.
- AOT repurchased land and construction amounting to Baht 466.31 million from people who are
affected by noise impact. AOT has a policy to give rights to AOT’s employees and employees of other entities
who work at Suvarnabhumi Airport to purchase those assets at a reasonable price which may be lower than the
acquired cost. Moreover, AOT will permit an assets management company to manage all assets or assets left from
those provided for AOT’s employees.
7.14 Promissory notes
AOT has issued promissory note to NBIA amounting to Baht 38,483.81 million (Note 7.33) on January
1, 2006 for discrepancy between the assets and liabilities transferred from NBIA, 0.5% of interest rate per annum.
AOT has not to pay interest since the dissolution date of NBIA. The maturity date of this note will be the last
working day prior to the date that the remaining of share value, (if any), will be returned to shareholders of NBIA.
7.15 Other current liabilities
Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010
Employee’s bonus payable 996.25 822.97 996.25 822.97
Accrued output tax 122.68 226.10 119.22 222.34
Accrued property tax 2,637.32 2,312.73 2,637.32 2,312.73
Value added tax payable 86.83 26.15 86.83 26.15
Revenue received in advance 421.54 386.97 423.22 388.86
Withholding tax payable 30.88 31.50 30.71 30.81
Other liabilities 354.79 412.03 312.65 392.95
Pension payable (AAT Staff Pension Fund) 3.44 12.88 3.44 12.88
Total 4,653.73 4,231.33 4,609.64 4,209.69
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7.16 Long – term loans Consolidated The Company
2011 2010 2011 2010
Million Million Million Million Million Million Million Million Yen Baht Yen Baht Yen Baht Yen Baht
Foreign Loans 149,924.01 61,600.47 162,163.61 59,595.61 149,924.01 61,600.47 162,163.61 59,595.61
Less : Current portion
of Long – term loan 12,259.98 5,037.35 12,239.60 4,498.09 12,259.98 5,037.35 12,239.60 4,498.09
137,664.03 56,563.12 149,924.01 55,097.52 137,664.03 56,563.12 149,924.01 55,097.52
Domestic Loans - 1,098.93 - 1,247.37 - - - -
Less : Current portion
of Long – term loan - 148.44 - 148.44 - - - -
- 950.49 - 1,098.93 - - - -
Total 137,664.03 57,513.61 149,924.01 56,196.45 137,664.03 56,563.12 149,924.01 55,097.52
7.16.1 Foreign loansAOT foreign loans were borrowed in Japanese yen from oversea financial institutes, guaranteed
by the Ministry of Finance with fixed annual interest rate at 0.75-2.70% and 2003-2042 payment due. AOT entered into cross currency and interest rate swap contact for 77.63% of the remaining balance of loan (as at September 30, 2011, exchange rate was Yen 100 = Baht 41.0878).
7.16.2 Domestic loansDomestic loans were borrowed from local financial institutes for the construction of Suvarnabhumi
Airport Hotel amounting to Baht 1,630.76 million with interest rate of MLR-2.0% per annum from contract signed date to September 30, 2007 and of MLR-1.0% per annum from October 1, 2007 onwards. The payment is due quarterly for 44 installments, amounting to Baht 37.10 million for each installment. The first payment has been paid in February, 2008 and the last payment will be due within November 30, 2018. On November 25, 2010, Suvarnabhumi Airport Hotel changed loans repayment criteria. The annual interest rate from February 26, 2010 to February 27, 2013 will be MLR-2.25% per annum and MLR-1.3% per annum since February 28, 2013 onwards. The principal repayment will be paid monthly from March 2010 to November 2016 at Baht 12.37 million. Moreover, the monthly repayment from December 2016 to November 2018 will be Baht 13.92 million.
7.17 Finance leased liabilities Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010
Finance leased liabilities- Not later than 1 year 358.99 388.55 358.68 388.24- Later than 1 year but not later than 5 years 547.28 839.43 546.66 838.50Future finance charges on finance leases (48.68) (86.99) (48.56) (86.80)Present value of finance leased liabilities 857.59 1,140.99 856.78 1,139.94
Present value of finance leased liabilities - current liabilities (Not later than 1 year) 331.82 350.48 331.57 350.25- non-current liabilities (Later than 1 year but not later than 5 years) 525.77 790.51 525.21 789.69Total 857.59 1,140.99 856.78 1,139.94
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7.18 AAT staff pension fund
AOT has set up a pension fund of Airports Authority of Thailand by contributing 10% of the employees’
salaries to the fund. As at September 30, 2011, AOT had obligation to pay its employees amounting to Baht 10.13
million.
7.19 Provisions
Consolidated and The Company
Unit : Million Baht
Property Demand
Tax for
Lawsuit penalties investment
Noise compen- compen- compen-
impact sation sation sation Total
As at October 1, 2010 - 33.29 228.47 135.38 397.14
- Addition of provisions 1,231.94 334.78 0.18 - 1,566.90
- Used during the year - 0.05 - - 0.05
As at September 30, 2011 1,231.94 368.02 228.65 135.38 1,963.99
- Short - term provisions 1,231.94 - - 135.38 1,367.32
- Long - term provisions - 368.02 228.65 - 596.67
Total 1,231.94 368.02 228.65 135.38 1,963.99
7.20 Other non-current liabilities
Unit : Million Baht
Consolidated and The Company
2011 2010
Retentions 97.18 90.00
Deferred revenue 44.15 46.37
Other non-current liabilities 18.73 19.93
Total 160.06 156.30
7.21 Share capital
AOT had authorized share capital of 1,428,570,000 ordinary shares with a par value of Baht 10 per
share. The shares were issued and fully paid-up totally Baht 14,285.70 million.
7.22 Legal reserve
According to Article 116 of the Public Limited Companies Act B.E.2535 AOT is required to appropriate
not less than 5 percent of its annual net income as a reserve until the reserve fund reaches 10 percent of the
authorized share capital. The AOT reserve fund was already appropriated to 10% of the issued and fully paid-up
share capital.
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7.23 Dividend
On January 21, 2011, the Annual Shareholder’s meeting of AOT approved the dividend payment for the
year 2010 of Baht 0.55 per share, amounting to Baht 785.71 million. AOT paid the dividends on February 9, 2011
7.24 Management’s remuneration
Managements comprise the Company’s Board of Directors, chief executive, persons in the next four
executive levels below the chief executive and persons whose titles equivalent to the forth executive including
persons in accounting or finance whose titles higher or equivalent to department manager in accordance with the
Securities and Exchange Act.
Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010
Board of Directors’ Remuneration 10.97 9.27 10.12 7.94
Board of Directors’ Bonus 1.40 4.19 1.40 4.19
Chief executive’s Remuneration 8.91 11.93 5.37 8.57
Other executives’ Remuneration 41.67 41.93 41.67 41.93
Total 62.95 67.32 58.56 62.63
7.25 State property rental
The Treasury Department demanded for collect the compensation for using the state property from AOT
at the rate of 5 percent of the operating income of Don Mueang Airport and Suvarnabhumi Airport and 2 percent
for the other Regional Airports without any expense deduction. After the opening of Suvarnabhumi Airport, the com-
pensation rates for Don Mueang Airport and Regional Airports will be adjusted according to the result of consultant
study provided by the Treasury Department. At present, AOT and the Treasury Department are negotiating for the
new compensation rates, therefore, state property rental amounting to Baht 1,244.84 million has been recorded at
the former rates since the opening of Suvarnabhumi Airport. The rental fees of state property amounting to Baht
2.56 million which AOT received from Don Mueang International Airport Hotel Co., Ltd. has been remitted to the
Treasury Department, Ministry of Finance at the rate of 50 percent without any expense deduction. The total amount
of fees was Baht 1,247.40 million.
7.26 Loss on impairment of assets
Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010
Loss on impairment of Don Mueang Airport 46.66 18.09 46.66 18.09
Loss on impairment of Mae Fah Luang Chiang Rai Airport 294.47 - 294.47 -
Loss on impairment of investments 16.75 - 14.25 -
Loss on impairment of assets available for sale - 159.13 - 135.38
Total 357.88 177.22 355.38 153.47
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7.27 Loss (gain) on foreign exchange
Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010
Realized Loss (gain) 96.45 (56.04) 96.51 (55.92)
Unrealized Loss (gain) 1,441.67 (253.34) 1,441.67 (253.34)
Total 1,538.12 (309.38) 1,538.18 (309.26)
7.28 Financial costs
Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010
Interest expense of loans from financial institutions 2,186.08 2,343.49 2,130.93 2,284.58
Interest expense from finance leased liabilities 37.73 46.22 37.66 46.22
Total 2,223.81 2,389.71 2,168.59 2,330.80
7.29 Remuneration to Auditors
Unit : Million Baht
Consolidated The Company
2011 2010 2011 2010
Audit fee 3.15 2.65 2.75 2.25
Other expenses 0.46 0.40 0.46 0.40
Total 3.61 3.05 3.21 2.65
7.30 Financial instruments
Interest rate riskInterest rate risk arises from changes in market interest rate which may have and effects on AOT
operating results and cash flow in the present and the future. AOT has short term and long term deposits in the financial institutes. The AOT has liabilities from loans with fixed interest rate and AOT’s subsidiary has liabilities from loans with floating interest rate.
Exchange rate riskAOT had risk from the variance of currency exchange rate that affects liabilities, operating expenses and
interest payment in foreign currency. AOT risk management policy is to set up the risk management subcommittee on foreign debt. AOT entered into cross currency swap for Japanese Yen loans to Thai Baht which was 77.63% of the remaining amount of loans by applying financial derivative of Cross Currency Swap, Participating Swap and Cross Currency Swap which referring to the Kingdom of Thailand solvency in proportion of 42:33:25 with Thai and foreign financial institutes.
Credit riskCredit risk is arisen from the delayed payment of debt of the client. Setting the clear service payment,
continually trace the client of outstanding debt, and ask for the guarantee from the client schedule, are the ways to hedge the said matter. The client’s fair value stated in the balance sheets is the net value of the debtor after deducting doubtful account.
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Liquidity riskAOT and its subsidiaries manage liquidity risk by sufficiently maintaining the level of cash and cash
equivalents to support the company’s operations and decrease risk from the effects of cash flow fluctuation.Effective interest rate analysisThe effective interest rates of the financial assets and liabilities with interest as at September 30, 2010,
were as follows: Consolidated
2011 Unit : Million Baht
Effective interest Within More than More than More than rate (%) 1 Year 1 Year 2 Years 5 Years TotalCash and current account - 36.33 - - - 36.33Cash equivalents 2.78 5,143.11 - - - 5,143.11Short-term investments 3.38 21,712.55 - - - 21,712.55Long-term investments 3.50 - 3,800.00 2,000.00 - 5,800.00 26,891.99 3,800.00 2,000.00 - 32,691.99
Domestic loans 5.84 148.44 148.44 148.44 653.61 1,098.93Foreign loans 1.68 5,037.35 5,045.66 15,136.97 36,380.49 61,600.47 5,185.79 5,194.10 15,285.41 37,034.10 62,699.40
2010 Unit : Million Baht
Effective interest Within More than More than More than rate (%) 1 Year 1 Year 2 Years 5 Years TotalCash and current account - (7.45) - - - (7.45) Cash equivalents 1.31 3,526.36 - - - 3,526.36Short-term investments 2.03 18,547.57 - - - 18,547.57Long-term investments 3.22 - 5,000.00 - - 5,000.00 22,066.48 5,000.00 - - 27,066.48
Domestic loans 4.12 148.44 148.44 296.88 653.61 1,247.37Foreign loans 1.67 4,498.09 4,505.58 13,539.01 37,052.93 59,595.61 4,646.53 4,654.02 13,835.89 37,706.54 60,842.98
The Company 2011 Unit : Million Baht
Effective interest Within More than More than More than rate (%) 1 Year 1 Year 2 Years 5 Years TotalCash and current account - 35.09 - - - 35.09Cash equivalents 2.78 5,137.61 - - - 5,137.61 Short-term investments 3.38 21,712.55 - - - 21,712.55Long-term investments 3.50 - 3,800.00 2,000.00 - 5,800.00 22,885.25 3,800.00 2,000.00 - 32,685.25
Loans (Japanese Yen) 1.68 5,037.35 5,045.66 15,136.97 37,380.49 61,600.47
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2010 Unit : Million Baht
Effective
interest Within More than More than More than
rate (%) 1 Year 1 Year 2 Years 5 Years Total
Cash and current account - (8.68) - - - (8.68)
Cash equivalents 1.32 3,502.74 - - - 3,502.74
Short-term investments 2.03 18,547.57 - - - 18,547.57
Long-term investments 3.22 - 5,000.00 - - 5,000.00
22,041.63 5,000.00 - - 27,041.63
Loans (Japanese Yen) 1.67 4,498.09 4,505.58 13,539.01 37,052.93 59,595.61
Fair value of Financial InstrumentMost of the financial assets and liabilities were in short-term category including the loan which its
interest rate close to the rate applied in the market. The management believed that the fair value of financial assets and liabilities did not have significant difference from the book value.
The fair value of Cross Currency and Interest Rate Swap was the liability. As at September 30, 2010, if the contract is terminated, AOT will recieve Baht 1,949.72 million for compensation that was calculated by decreasing rate fixed by the contractor.
7.31 CommitmentConsolidated and The CompanyAOT’s legal commitments, which are not considered as expenses in the accounting period, are as follows: - Capital expense commitment, as at September 30, 2010 comprises:
Unit : Million Baht
Contracts for regional airports development projects 189.28Suvarnabhumi Airport’s construction contracts 134.73Noise Impact 1,675.24Total 1,999.25
- Operating expense commitment (VAT included), as at September 30, 2011 comprises: Unit : Million Baht
Contracts with private sector 5,056.80Repair and maintenance contracts 2,389.00Properties leasing contracts 437.03Total 7,882.83
The Suvarnabhumi Airport Hotel has entered into 20 – year - contract of hotel management (February 1, 2005-January 31, 2025). SAH has an obligation for hotel management fee (wages and personnel expenses) amounting to Baht 1,995.24 million, Baht 465.09 million of which was recorded as expenses. The remaining obligation is Baht 1,530.15 million. SAH also has obligation for the logo fee amounting to Baht 21.40 million (VAT included) which was recorded as expense for Baht 7.49 million. The remaining obligation was Baht 13.91 million. Total remaining obliga-tions were Baht 1,544.06 million.
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7.32 Contingent liabilities7.32.1 Assessment of property tax
AOT property tax has been assessed by Bangkok Metropolitan Administration (BMA) since 1995 by using remunerations for the space that AOT granted to operators as a calculation base. AOT appealed to BMA and submitted the matter to Office of the Attorney General on July 29, 1999 for the determination of the committee on the assessment of property tax. As a result, the board of directors (meeting No. 6/1999 dated June 29, 1999) resolved that AOT would pay property tax at the reasonable rate. BMA has informed the Treasury Department, the owner of property, about the assessment of property tax every year by using the same criteria since 1995 AOT has disagreed and appealed every year as since 1995.
Later, AOT was informed by the Office of the Attorney General (letter No. 0015/5219 dated Mar 24, 2005) for the final determination of the committee on the assessment of property tax. If BMA accepts the final determination of the committee, AOT will receive the property tax (1995-2003) of Baht 570.69 million from BMA (the letter requesting for the repayment of the said tax amount has already been sent to BMA). The Office of the Attorney General informed the Treasury Department that, in 2004, the committee had the same determination as in 2003.
Refering to BMA letter dated September 11, 2006, BMA informed the Treasury Department that BMA disagreed with the determination of the committee on the assessment of property tax. AOT was informed by the Treasury Department on October 2, 2006 that the Office of the Attorney General will submit the matter to the cabinet for ordering BMA to act in accordance with the determination of the committee.
On January 8 and 19, 2010, AOT was informed by the Office of the Attorney General via the Treasury Department for the final determination of the committee on the assessment of property tax that the criteria for property tax assessment for 2005 and 2006 will be the same as 2004 and 2005, respectively.
Moreover, on October 14, 2011, AOT was informed by the Office of the Attorney General via the Treasury Department for the final determination of the committee on the assessment of property tax that the criteria for property tax assessment for 2007 and 2008 will be the same as 2006.
In this accounting period, AOT was informed by BMA on the additional assessment of property tax for the spaces that AOT granted to operators at Don Muang International Airport for the year 2010 and 2007-2009 amounting to Baht 13.29 million by adhering to the previous criteria since 1995. AOT, therefore, paid the tax of Baht 11.43 million according to the tax assessment criteria specified by the committee on the assessment of property tax. For the remaining amount of Baht 1.86 million, AOT appealed to BMA according to the determination of the committee. At the end of the period, AOT has Baht 2,374.91 million of appealing tax payable (BMA has assessed the property tax amounted to Baht 3,935.78 million, less the paid tax of Baht 1,560.87 million). Moreover, AOT recorded provision for penalties of Baht 228.65 million according to Section 43(4) of the Property Tax Act, B.E.2475 (1932), amended by the Property Tax Act (No.4), B.E.2534 (1991) in case the result of the appeal complied with the assessment of BMA.
7.32.2 LawsuitsAOT was prosecuted with 61 cases which comprise of:- 47 general cases. The plaintiff filed a lawsuit against AOT to compensate for the damage in an
approximate amount of Baht 6,391.83 million (excluding interest). The cases are under consideration of the court and insurance company and not settled. The attorney-at-law of the Office of the Attorney General represents AOT.
- 14 cases of impact from the noise pollution. The plaintiff filed a lawsuit against AOT to compensate for the damage in an approximate amount of Baht 534.24 million. Presently, the cases are under the consideration of the court and not settled. The attorney-at-law of the Office of the Attorney General represents AOT.
With reference to the termination of trolleys service contract at Suvarnbhumi Airport with a private company, on January 18, 2011, AOT received provisional injunction from the Civil Court, case No. (Black) 118/2011
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dated January 17, 2011. The court issued a court motion to private company to manage buildings and car park at Suvarnabhumi Airport until the court’s order has been changed. On January 19, 2011, AOT requested the court to withdraw an order and cancel provisional injunction. The Civil Court determined that the case was duplicated to the case No. (Black) 1628/2010 of the Administrative Court. The court ordered to cancel the plaint, dismiss the case, strike the case out of the case list and cancel the provisional injunction. As a result, disputes between AOT and private company are pending actions of the Central Administrative Court.
At the end of the period, AOT recorded provision for liabilities incurred from 14 cases of lawsuits amounting to Baht 368.02 million.
7.32.3 Noise ImpactAOT’s Board of Directors have resoluted on May 15, 2008, to pay compensation to people who
are affected by noise pollution arisen from the operations of Suvarnabhumi Airport in accordance with the cabinet resolution on May 29, 2007. The compensation payments base on actual air traffic and are for buildings that were constructed before 2001as follows:
- Areas with NEF over 40: To negotiate and purchase buildings and constructions by comparing with the compensation guideline for expropriated immovable property as stated in the Act on Expropriation of Immovable Property B.E.2530 (1987). If owners do not want to sell the property, they will receive money for building improvement.
- Areas with NEF 30-40: To support building and construction improvement by evaluating noise level. If the noise level is over 10 decibel (a), an owner will receive money for buildings and constructions improve-ment according to the criteria of the study of National Institute of Development Administration (NIDA)
However, AOT established compensation fund for the impact of Suvarnabhumi Airport. The objective of the fund is to set criteria and methods to mitigate and help people who are affected from the operations of Suvarnabhumi Airport. It is in compliance with the resolution of the National Environment Board meeting No. 2/2009 dated May 4, 2009.
At the end of the period, AOT recorded provision for compensation for noise impact amounting to Baht 1,231.94 million. The provision for compensation was estimated from results of price appraisal survey to improve buildings which were affected from noise impact in area with NEF 30-40 conducted by independent appraiser. The survey was 80% complete.
7.33 Acquisition and dissolution of NBIAAccording to the cabinet’s resolution dated September 10, 2002, the cabinet agreed to transfer all ac-
tivities, rights, liabilities, commitment, assets, as well as employees of NBIA to AOT when Suvarnabhumi Airport has completely been constructed. This would take place before the airport start its operation. Besides, NBIA should be dissolved and all its activities transfer to AOT as a business unit. This arrangement has already occurred on January 1, 2006 and acknowledged by the cabinet’s resolution dated February 28, 2006 in accordance with the resolutions of the Ministry of Finance and the Ministry of Social Development and Human Security. On December 8, 2004, all personnel from NBIA have already been transferred to AOT. After that, business, assets, rights, and commitment of that have also been transferred to AOT on January 1, 2006. All properties and liabilities have been transferred from NBIA under book value recorded in NBIA account as at December 31, 2005 at the amount of Baht 100,913.28 mil-lion (including Baht 91,820.25 million of assets under construction, Baht 149.35 million of land, plant and equipment and Baht 8,943.68 million of other items) and Baht 62,429.47 million, respectively. Thus, the amount of the promis-sory note that AOT issued to NBIA was Baht 38,483.81 million with interest rate of 0.5% per annum. The maturity date of this note will be the last working day prior to the date that the remaining of share value, (if any), will be returned to AOT. NBIA was registered for dissolution on July 31, 2006 in accordance with the resolutions of the
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AOT Extraordinary Shareholders’ Meeting No.1 on July 12, 2006 and No.2 on July 28, 2006. At present, it is under the liquidation process. AOT has not to pay interest since the dissolution date of NBIA.
As at September 30, 2011, the related transactions of NBIA were recorded in the company’s financial statements as follows:
- Other receivables Baht 0.75 million- Investments in subsidiaries-net Baht 38,587.11 million- Promissory notes Baht 38,483.81 million- Accrued expenses Baht 111.76 million- Accrued revenues Baht 8.09 million
7.34 Dispute AOT received the letter from the Thai Arbitration Institute acknowledging the receipt of the Statement
of Claim as follows: - A joint venture submitted the Statement of Claim, arising in respect of the construction contract of
the passenger terminal complex for Suvarnabhumi Airport, to the Thai Arbitration Institute in accordance with the cases No.(Black) 103/2009 and No. (Black) 104/2009 dated October 30, 2009. A joint venture request AOT to pay for damages amounting to Baht 7,070.69 million and Yen 568.77 million including interest. At present, it is under the process to appoint the arbitrator.
- A joint venture submitted the Statement of Claim, arising in respect of the construction contract of the elevated frontage roads for Suvarnabhumi Airport, to the Thai Arbitration Institute in accordance with the cases No. (Black) 33/2010 dated May 4, 2009. A joint venture request AOT to pay for damages amounting to Baht 1206.17 million and Yen 99.22 million including interest. At present, it is under the process of appointing the arbitrator.
Therefore, AOT could not estimate whether and to what extent the damages will incur according to the claimants.
7.35 Events after the balance sheets dateAOT was affected by floods. AOT head office and Don Mueang airport have been flooded since October
22, 2011, resulting to damages of assets of AOT head office and Don Mueang airport. Don Mueang airport was affected by floodwater in the responded area of 3,000 Rai. The floodwater of
all area was 0.80-1.50 meters. As a result, runway, taxiway, apron, airport power system, high voltage system which generate power for the airport, East and West airport navigation systems, terminals, airport office building, and other related aviation buildings were damaged and unable to service.
The company is currently assessing the damage amount from this disaster. The estimated restoration cost to resume the operations at Don Mueang Airport and head office is Baht 1,700 million (included VAT).
However, some damaged assets affected from the flood at Don Mueang Airport and the Regional Airports are insured. The insurance covers loss amounting to Baht 1,000 million. In addition, the cabinet’s resolution on November 15, 2011 regarding Phase 1 - Don Mueang Airport’s recovery plan approved a budget of Baht 489.20 million (included VAT) to restore the runways, the taxiways, and the eastern apron at Don Mueang Airport.
7.36 Approval of Financial StatementsThe Audit committee, who was delegated authority by the AOT’s Board of Directors, has approved for
issuance these financial statements on December 8, 2011.
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Airports of Thailand Public Company Limited333 Cherdwutagard Road, Srikan Don Mueang, Bangkok 10210 ThailandTel. (66) 2535 1111, Fax. (66) 2535 4061E-mail : [email protected]
ANNUAL REPORT 2011Airports of Thailand Public Company Limited