eastw: annual report 2011 en

Ban Chang

Panat Nikom

ReservoirKhlong Yai

ReservoirDok Krai

ReservoirNong Kho

ReservoirBang Phra

Bangpagong River

ReservoirPra Sae

ReservoirNong Pra Lai

CHACHOENGSAOMueang

Bang Khla

Bang Sao Thong

Ban Pho

Pan Tong

Ban Bueng

Mueang

Siracha

Ko Sichang

Bang Lamung

Sattahip

Pluak Daeng

Ban Khai

CHON BURI

RAYONG

Mueang

Wang Chan

Nong Yai

Existing Pipe Network

Constructing Pipe Network



Pump Station

Head Tank

Emergency Pond

Main Water Resource

Reserve Water Resource

Regulating Well/Recieving Well

Raw Water Pipe Line (EW) Raw Water Pipe Line (RID)

2011

“ SUSTAINABLE GROWTH

OF BROADER VISION ”

ANNUAL REPORT

PRODUCTIVEWATER SOLUTION DEVELOPMENT

THE FIRM OF

Water is infinitely invaluable because it is a natural resource which provides countless

benefits to all lives of living creatures on Earth. Awareness about resource management

is critical in fulfillment of the needs of all sides. This is especially important at present,

since there has been an increased demand for water for various activities, spanning

industries, agriculture, residentail consumptiom, and tourism. Hence, efficient water

resource management has an important role in driving and developing the economy,

society, and environment in a sustainable manner.

Khlong Khuean

Ban Chang

Panat Nikom

ReservoirKhlong Yai

ReservoirDok Krai

ReservoirNong Kho

ReservoirBang Phra

Bangpagong River

ReservoirPra Sae

ReservoirNong Pra Lai

CHACHOENGSAOMueang

Bang Khla

Bang Sao Thong

Ban Pho

Pan Tong

Ban Bueng

Mueang

Siracha

Ko Sichang

Bang Lamung

Sattahip

Pluak Daeng

Ban Khai

CHON BURI

RAYONG

Mueang

Wang Chan

Nong Yai

Industrial Estate

Consumption

FactoryPumping station

Head Tank

The process of water distribution





Pump Station

Head Tank

Emergency Pond

Main Water Resource

Reserve Water Resource

Regulating Well/Recieving Well

Raw Water Pipe Line (EW) Raw Water Pipe Line (RID)

PROACTIVEDETERMINATION TO BE SUCCESSFUL CORPORATE

In addition to the success in water management, we are also committed to

successful financial results to develop and encourage growth for the corporation

and its employees. This vision extends to build confidence for investors who can

join in our endeavors in driving the corporation to become experts in water

resource management in Eastern Thailand as well as further projects in the future.

PROMOTINGEQUITY TOWARDS HIGH INTEGRITY

The corporation consists of employees and management committed to the

principles of working with honesty and integrity to establish confidence for

stakeholders in our finances and investment. We attach importance to good

corporate governance and aim to create benefits for shareholders while providing

equity of treatment to all stakeholders. We also hold activities to promote good

corporate governance for our subsidiaries, to motivate our employees and

management of all levels to uphold the principles of transparency, honesty,

accountability, and competitiveness in their careers.

ENDLESSSPIRIT OF TEAMWORK

Since we believe that human resources are the root of the corporation’s sustainable

and stable growth, East Water’s business conduct is committed to the development

of our employees coupled. We have a strategy to promote learning in expertise

and holistic knowledge about water resources. We encourage innovation in

application of business and actively promote innovation beyond the corporation.

We regularly support activities to enhance the relationship between employees

of all levels in order to create the exchange of ideas, teamwork, and unity.

10 THINGS TO DO TO SAVE WATER

• Woulditbebettertousetheshowerfaucet? Using the bath tub wastes 110-200 liters of water each time, compared to 30 liters when using a shower faucet.

• Woulditbebettertousecups? Did you know? Using a cup to hold water while brushing one’s teeth requires only 0.5 to 1 liter of water, but letting water continuously flow without a cup would waste 20-30 liters of water.

• Shaving Using a towel to wipe during a shave saves water and paper. Cleaning can be done after the shave.

• UseoftheFlush Each flush uses 8-12 liters of water. To save water, separate installation of urinals and toilets is recommended.

• DoingtheDishes Clearing leftovers and scraping off dirty residues before doing the dishes is better than directly washing it by letting water flow from the faucet, at a rate of 9 liters per minute.

• CleaningVegetable,Fruits,andVariousTools Using a container to hold the required amount of water is better than allowing the water to run freely during the cleaning process.

• Laundry Allowing water to run continuously during laundry wastes water at a rate of 9 liters per minute

• FrequentInspectionofFaucets Water that leaks from the faucet results in unnecessary waste. If repairs are not made, the leaked water should be saved in a container for further use.

• SprinklersCanHelp Using sprinklers to water plants instead of a hose can save water.

• WaterSavedfromLaundryCanbeReused Used water froming laundry con be reused for water plants, which is a way of saving water.

Highlights of the year........................................................................................................11

Vision Mission Strategy......................................................................................................13

Message from Chairman..................................................................................................14

Board of Directors and Advisors. ..................................................................................16

Corporate Executives.........................................................................................................22

Organization Structure......................................................................................................27

Industry and Competition................................................................................................28

Business Profile and Subsidiary Shareholding Ratio...............................................30

Risk Factors.............................................................................................................................32

Management Discussion and Analysis........................................................................35

Good Corporate Governance.......................................................................................40

Definition of Independent Directors..............................................................................51

Sufficiency Assessment of Internal Control System................................................52

Corporate Governance Report of the Audit Committee.....................................54

Report of the Corporate Governance and Nominating Committee..............57

Report of the Board of Directors’ Responsibility

toward Financial Statement Report..............................................................................58

Auditor’s Report...................................................................................................................59

Balance Sheets.....................................................................................................................60

Notes to Consolidated and Company Financial Statements.............................68

Related Parties Transactions.........................................................................................123

The Remuneration of Auditors......................................................................................124

General Information.........................................................................................................125

The List of Top 10 Major Shareholders....................................................................127

Dividend Payment Policy ..............................................................................................128

Contents

Eastern Water Resources Development and Management PLC. | 11

Highlights of the year

Water distribution capacity and raw water consumption volume during 2004-2011

Total water consumption

Water distribution capacity

Water distribution capacity to water

consumption ratio (Unit : Times)

Book value (per share)

Net profit (per share)

Dividend (per share)**

Net profit to total income (%)

Return on shareholders equity (ROE) (time)

Return on assets (ROA) (time)

Debt to equity ratios (D/E) (time)

199.36

423

2.12

177.65

343

1.93

3.50

0.33

0.25

18.13

9.36

4.46

1.09

3.55

0.33

0.25

22.98

9.58

4.86

0.97

3.18

0.49

0.35

28.04

12.96

8.73

0.44

3.63

0.44

0.35

30.92

12.96

8.63

0.35

4.17

0.61

0.12

30.45

14.88

9.76

0.55

3.91

0.55

0.12

32.75

14.25

9.84

0.49

211.20

473

2.24

221.27

473

2.28

190.10

423

2.23

3.59

0.34

0.25

23.45

10.70

5.97

0.56

3.47

0.31

0.25

25.30

10.09

5.87

0.52

3.98

0.55

0.38

27.87

13.41

9.46

0.49

3.74

0.50

0.38

30.20

12.83

9.66

0.41

227.69

473

2.08

244.88

473

1.93

261.51

473

1.81

*The raw water pipeline construction project of Nong Pla Lai - Map Ta Phut, line 3, which under construction and scheduled for completion in 2012 in order to increase of water distribution capacity of 105.00 million cubic metres per year.

Financial Ratio

Income and Net Profit in past 5 years*

Consolidated Financial Statement Company Financial StatementDescription

Remarks * Excluding the revenue, cost, profit and tax effects related to the project construction of pipeline connecting Prasae reservoir to Klong Yai reservoir in Rayong Province from the calculation in order to compare in part of the Company’s operating results ** The interim dividend payment announced in accordance with the resolution of the Board of Directors’ Meeting on September 20, 2011.

Remarks * In 2010, exclusion from income capital profit and tax impact relating to pipe line construction project, from Pra Sae reservoir to Khlong Yai reservoir in Rayong, to compare the analizysis of specific Company’s.

Comparison of total revenue and net profit in 2007 - 2011 (million Baht)

Source of income (million Baht)

Unit : Million Cubic Meters/Year

2,430

441 571 808

2,878

867

3,107

1,008

3,3102,437

2007 2008 2009 2010 2011

Net Pro�t

Total Income

2,430

441 571 808

2,878

867

3,107

1,008

3,3102,437

2004 2005 2006 2007 2008 2009 2010 2011*

2007 2008 2009 2010* 2011 2007 2008 2009 2010* 2011

60224

766

2,261

42232

716

2,118

56

282

636

1,904

80

143

541

1,673

28

308

555

1,538

รายไดอื่นๆ (ลานบาท)

รายไดจากคาเชาเเละบร�การ (ลานบาท)

รายไดจากการขายน�ำประปา (ลานบาท)

รายไดจากการขายน�ำดิบ (ลานบาท)

60224

766

2,261

42232

716

2,118

56

282

636

1,904

80

143

541

1,673

28

308

555

1,538

Miscellaneous (MB)

Rent and Service (MB)

Sale of Tap Water (MB)

Sale of Raw Water (MB)

2007 2008 2009 2010 2011

12 | Annual Report 2011


VisionTo be the valued leader of water management for economic

development and longevity of society

Strategy To be in accordance with vision and mission, the

Company has stipulated 4 conforming strategies covering 4

important aspects 1) finance and 2)investment growth,

3) stakeholders management, and 4) corporate learning

and development as well as information technology with

the details as follows:

Finance and Investment Growth

1. Expansion of the investment in raw water, tap water and

waste water business

1.1 Expansion of water business investment and

development of business and alliances

1.2 Management of finance and capital to support

investment

Management

2. Adjustment of internal procedures to provide better

services to customers continuously

2.1 Water distribution service enchantment

2.2 Work procedure efficiency enchantment

3. Management of water pumping efficiency to be

consistent and sufficient to customers

3.1 Enchantment of water piping system capacity

3.2 Building of raw water resource stability

Stakeholders

4. Good Corporate Governance to continuously maintain

confidence and satisfaction of all stakeholders

4.1 Good Corporate Governance

4.2 Social and environmental support/development

4.3 Quality of life and work environment development

Corporate learning and development and information

technology

5. Creation of learning organization culture to provide

business skills and knowledge and know how on water business

and new technology to staff

5.1 personnel development and recruitment to support

the development of one-stop-service water business.

5.2 Building knowledge centers in the organization

6. Information technology development to create data

system for efficient management purpose

6.1 Information technology development for efficient

integrated management within the Company’s

group.

6.2 Maintenance of data protection stability and

keeping up to date with changes in technologies.

Vision Mission

Strategy

Mission• To expand the investment in tap water and waste water

business for sustainable growth of the Company.

• To continuously maintain the growth of raw water business

• To maintain the Good Corporate Governance and social

responsibility toward local communities, society and environment

• To encourage leadership and the center of water

technology knowledge.


Message from

Chairman


Message from Chairman

Mr. Chanchai SunthonmatChairman

In 2011, the Company committed todevelop its business based on social responsibility. In this connection, the Company adjusted the scope of strategies for operation to be more challenging in order to support future business expansion and more focus on the sufficient provision of water resources and the development of new water resources. Furthermore, the Company, together with its efficient alliances, had considered the opportunity to expand the business in environment, waste water management, environmental management and alternate energy areas.

Moreover, the Company improved the efficiency of organizational structure and group’s management from policy level in order that the directions and goals of the group of companies are under single business supervision and that the management and personnel development systems are mutually developed to support the group’s business expansion. To achieve the utmost benefit of the group’s strategic business management, the Company adopted a new Enterprise Resources Planning to reduce operational procedures and costs, leading to the Company’s high-quality work system and readiness for global competition. In the meantime, the Company has maintained the increasing operating results consistently which led to the announcement of the interim dividend payment of 2011 fiscal year.

This achievement was resulted from the adoption of investment and finance strategies for fund procurement, the increase of fund procurement’s capacity

with low financial cost and the expenditure control. The last year outstanding operating result has well proved the Company’s potentiality.

The Company has committed to emphasize on continuous sustainable growth of the business with environmental, social and community cares. In 2011, the Company continued to run social and environmental projects from previous years and launched additional projects beneficial to the communities to help such communities to be able to permanently grow by themselves; for example, providing a training on repair, maintenance and management of community tap water etc. In 2011, many provinces in Thailand were severely affected from the flood crisis. The Company was well aware about the difficulties of the victims and all related parties and allocated some of CSR budgets to assist and relieve such difficulties; for example, donating bottled drinking water and providing drinking water mobile service and free installation of drinking water machines for many affected community areas. Additionally, the Company provided its water pumping machines to pump the water from Klong Keon pumping station at Bangpakong River and turn into the estuary at the bridge of motorway in assistance to government sectors and moved its water pumping machines to be installed at Phraya Wisut and Nang Hong pumping stations in Samut Prakarn Province to help the Royal Irrigation Department draining water. All these distributions reflect the Company’s commitment of simultaneous

growth among the Company’s business, environment, society and communities for their coexistence in a long and sustainable term.

The Company’s Board of Directors was well aware that the successes of the Company were achieved by all parties’ cooperation, especially that of executives and staff of the Company who dedicated their full effort and played important roles in driving the organization to achieve a higher goal and move forward to establish global company in the future.

On behalf of the Company’s Board of Directors, I would like to thank the shareholders, all stakeholders, including all related government and private sectors for continuous reliability and support to the Company’s operation and business. The Company would like to assure you that the Company will commit to the vision and mission by operating the business on the basis of the Good Corporate Governance Policy with transparency and verifiable manner to achieve the utmost benefit to the shareholders, stakeholders and all other related parties in order to add value to the business, society and environment for their shared sustainable growth.


3. Mr.Poonsak Pranootnaraparn

1. Mr.Charnchai Soontharamut

2. Mr.Somchai Choomrat

Board of Directors

and Advisors

4. Mr. Rungson Sriworasat

9. Pol.Gen.Wutthi Phuawade

7. Mr.Permsak Rattana-ubon

8. Mrs.Arunee Arkaraprasertkul

6. Mrs. Monta Pranootnorapal

10. MissNarinee Talomsin

13. Mr.Nakorn Jirasavetakul

12. Mr.Surapol Pongtadsirikul

11. Mr.Praphant Asava-aree 5. Mr.Vichian Udomratanasilpa

6

11 7

821 10 3

45

12913


Position• Board of Director (Independent Director)• Chairman of the Evaluation Committee and the Renumeration Committee• Director of the Audit CommitteeEducation• B.A. (Political Science) Chiangmai University• M.A. (Political Science) Utah State University , U.S.A.Special Courses• NDC 2546Work ExperienceOct 11 - Present• Board of Directors Eastern Water Resources Development and Management PLC.1 Nov 10 - Present• Vice President for Business Development, Acting Dean of the Faculty of Public Administration Dhurakij Pundit University20 Oct 08 - 30 Sep 10 • Chanthaburi Governor Ministry of InteriorOct 08 - Sep 10• Chairman of the Eastern Coastal Basin13 Nov 06 - 19 Oct 08 • Surin Governor, Ministry of InteriorOct 04 - Nov 06 • Nakhonnayok Vice Governor, Ministry of InteriorOct 00 - Sep 04• Nonthaburi Vice Governor, Ministry of InteriorEW Shareholding -None-

Mr.Poonsak Pranootnaraparn Age 61

Position • Chairman (Independent Director)Education • M.P.A. (Political Science) Middle Tennessee State University U.S.A.• B.A. (Political Science) Thammasat University M.P.A.Work ExperienceOct 11 - Present• Chairman Eastern Water Resources

Development and Management PLC.2010 - Present• Board of Directors Director Government Savings Bank2005 - 2007 • Government Savings Bank• Director-General• Department of Provincial Administration Ministry of InteriorEW Shareholding-None-

Position• Board of Director • Chairman of the Executive and Investment Committee• Director of Risk Management CommitteeEducation• B.A. (Political Science) Faculty of Political Science Thammasat University• Master of Public Administration (M.P.A.) National Institute in Development Administration (NIDA)Special Courses• DCP 97/2008• RCP 15/2007• NDC 2542Work ExperienceOct 11 - Present • Board of Director Eastern Water Resources Development and Management PLC.2009 - 2010• Board of Director, A.C.T.Mobile Ltd.2008 -2010• Permanent Secretary for Labour Ministry for Labour2007 - 2008• Director - General Department of Public Works and Town & country Planning, Ministry of Interior2006 - 2007 • Deputy Permanent Secretary for Interior Ministry of Interior2005 - 2007• Phra Nakhon Si Ayutthaya Governor Ministy of Interior2000 - 2005• Sa Kaeo Governor, Ministy of interiorEW Shareholding -None-

Mr.Charnchai Soontharamut Age 64 Mr.Somchai Choomrat Age 61


Position• Board of Director (Independent Director)• Director of the Audit Committee• Director of the Corporate Governance Committee and the Nominating CommitteeEducation• B.S.(Accounting) Ramkhamhaeng University• B.A.(Law) Sukhothaithammathirat University• MBA. Prince of Songkla UniversitySpecial Courses • OCSC 42• BYS 10• NDC 2549• KPI 13• ICMA10• DCP 81/2006• ACP 26/2009• SFE 2/2008Work ExperienceFeb 2011 - Present• Board of Director Eastern Water Resources Development and Management PLC.2010 - Present • Director, General The Corptroller General’s Department • Director, Bank for Agriculture and Agricultural Co-operatives• Director, Government Pension Fund • Director and Secretary, Thailand’s Student Loan Fund• Director, Malaysia-Thailand Scint AuthorityEW Shareholding -None-

Mr. Rungson Sriworasat Age 56

Position • Board of Director • Chairman of the Risk Management Committee• Director of the Evaluation Committee and the Renumeration CommitteeEducation• Master of Public Administration (M.P.A.) National Institute of Development Administration (NIDA) • LL.B (honour) Thammasat UniversitySpecial Courses • DCP 84/2007• NDC 4818Work ExperienceJAN 08 - Present • Board of Director Eastern Water Resources Development and Management PLC.MAY 08 - Present• Director and Governor Industrial Estate Authority of Thailand OCT 04 - DEC 07• Deputy Governor 11 ( Industrial Port ) Industrial Estate Authority of Thailand EW Shareholding -None-

Mrs. Monta Pranootnorapal Age 57

Position • Board of DirectorsEducation • B.Sc.(Sanitary Science) Mahidol University• M.Sc.(Environmental Engineering) Asian Institue of Technology (AIT)Special Courses • DCP 94/2007Work ExperienceDec 11 - Present • Board of Directors Eastern Water Resources Development and Management PLC. 2010 - Present • Deputy Governer (Technical Affairs) Provincial Waterworks Authority (PWA)2008 - Present • Board of Directors Wastewater Management Authority (WMA)EW Shareholding -None-

Mr.Vichian Udomratanasilpa Age 59


Position • Borad of Directors (Independent Director)• Director of Risk Management CommitteeEducation • BPA.(Police Science) Police Cadet Academy• Master of Political Science Chulalongkorn UniversitySpecial Courses • NDC 2545Work ExperienceOct 11 - Present • Board of Director Eastern Water Resources Development and Management PLC.2009 - 2011 • Deputy Commissioner General Royal Thai Police2006 - 2009 • Assistant Commissioner General Royal Thai PoliceEW Shareholding -None-

Pol.Gen.Wutthi Phuawade Age 60

Position• Board of Director• Director of the Evaluation Committee and the Renumeration CommitteeEducation • B.E. (Mechanical) Chulalongkorn UniversitySpecial Courses• DCP 124/2009Work Experience24 Mar 11 - Present • Board of Director Eastern Water Resources Development and Management PLC.Mar 11 - Present• Deputy Managing Director - Operation EGCO Engineering and Service Co.,Ltd 2001 - 2011 • Engineering & Energy Business Division Manager EGCO Engineering and Service Co.,Ltd 1994 - 2000 • Vice President of all M&E Construction for Industrial Plant & Building• Project Manager,for example of Fabrication and Erection of Steam Methane Reformer Furnace for ABB (LUMMUS) Italthai Engineering Co.,Ltd.EW Shareholding -None-

Mr. Permsak Rattana-ubon Age 58

Position• Board of Director (Independent Director)• President of the Audit Committee• Director of the Corporate Governance Committee and the Nominating CommitteeEducation• B.A. (HONS) Economics Thammasat University• MBA. for Executive Thammasat UniversityWork ExperienceOct 11 - Present• Board of Director Eastern Water Resources Development and Management PLC.2007 • Executive Vice President SEABC (thailand) Co.Ltd. 1994 - 2006 • Senior Vice Presdent Thai Military Bank PCL.1991 - 1994• Vice President & Manager Bank of Asia PCL.1987 - 1991• Vice President and Deputy Manager Krung Thai Bank PCL.EW Shareholding -None-

Mrs. Arunee Arkaraprasertkul Age 62


Position • Board of DirectorEducation • B.A. (Political Science) Ramkamhaeng UniversitySpecial Courses• Executive Coaching University of Califormia (Berkeley) ,USA• Orchestrating Wining Program (OWP) IMD International, Lausanne, Switzerland• DCP 101/2008• ACP 21/2007Work ExperienceMAY 08 - Present JAN 07 - JAN 08• Board of Director Eastern Water Resources Development and Management PLC. APR 07 - Present • President & CEO, Eastern Water Resources Development and Management PLC. MAR 07 - Present• Board of Director Universal Utilities Co.,LtdAPR 09 - Present • Board of Director Thai Listed Companies AssociationMAY 07 - FEB 12 • Board of Director Seamico Securities Plc. EW Shareholding -None-

Mr.Praphant Asava-aree Age 55

Position• Board of Director • Director of the Executive and Invesment CommitteeEducation• Management Information System Golden Gate University USAWork ExperienceOct 11 - Present• Board of Director Eastern Water Resources Development and Management PLC.2010 - 2011• Deputy Secretary to the Minister of Education Ministry of Education2009 - 2010• Advisor to Deputy Minister of Finance Ministry of FinanceEW Shareholding -None-

Miss Narinee Talomsin Age 45

Remarks *

DCP : Director Certification ProgramRCP : Role of the Chairman ProgramACP : Audit Committee ProgramSFE : Successful Formulation & Execution the StrategyNDC : National Defence CollegeOCSC. : Office of the Civi Service Commission BYS (บยส.) : Judicail Training Institue ICMA. : Capital Market AcademyIFFT : International Financial Fraud Training Program from International Revenue Service (IRS.) GEORGIA,USA.


Position • Advisory to the boardEducation • B.E. (Civil Engineering) Chulalongkorn University• Post Graduate Diploma Branch Hydrological• Engineering (Dip.H.Delft) NetherlandsWork ExperienceAPR 10 - Present • Advisory to the board Eastern Water Resources Development and Management PLC. MAR 09 - Present • Director Universal Utilities Co., Ltd.FEB 07 - SEP 07 • Deputy Governor (Planning and Technical)JAN 07 - FEB 07 • Deputy Governor (Operation 4)AUG 06 - DEC 06 • Deputy Governor (Operation 4) And acting Governor The Provincial Waterworks AuthorityEW Shareholding -None-

Position • Advisory to the boardEducation • B.A. (Political Science) Thammasat University• Master of Public Administration (M.P.A.) National Institute in Development Administration (NIDA)Special Courses • OCSC 29• NDC 2547Work ExperienceNov 11 - Present • Advisory to the board Eastern Water Resources Development and Management PLC. 1 Oct10 - Present • Deputy Permanent Secretary for Interior2009 • Chachoengsao Governor2008 • Chonburi Governor2006 • Sakaeo Govenor2005 • Amnajchareon GovenorEW Shareholding -None-

Mr.Nakorn Jirasavetakul Age 64 Mr.Surapol Pongtadsirikul Age 59


Corporate Executives

3. Mr. Namsak Wannavisute

1. Mr. Praphant Asava-aree

2. Mr. Jaroensuk Worapansopak

7. Mr. Potjana Bunsiri

8. Mrs. Wirawan Tharanont

9. Duangkaew Ungsrithong

5. Mrs.Thidarut Kraiprasit

4. Mrs. Namphon Rassadanukul

6. Mr. Cherdchai Pitiwacharakul

11. Ms.Kanyanart Viraphandu

10. Mr. Sombat Yusamart

1

3 647

10

5 89

112


7. Mr. Potjana Bunsiri

8. Mrs. Wirawan Tharanont

9. Duangkaew Ungsrithong

11. Ms.Kanyanart Viraphandu

10. Mr. Sombat Yusamart

Position • Executive Vice President, OperationEducation • M.Sc.Hydraulic Engineering, International Institute for Hydraulic and Environmental Engineering (IHE), Delft, the Netherlands.• B.E. in Water Resources , Kasetsart UniversitySpecial Courses • DCP 146/2011*• Senior Executive Program - SEP 2010• Executive Development Program (EDP) 3Work experience Eastern Water Resources Development and Management Plc.Feb 11 – present • Executive Vice President, Operation Mar 10 – Jan 11 • Acting Executive Vice President, OperationJan 09 – Feb 10 • Vice President , Customer Service Department and Acting Executive Vice President Project Planning and Customer Service Nov 02 - Dec 08 • Vice President, Project Planning Department Aug 08 - May 09

Position • Executive Vice President, Finance and Accounting Education • MS.(Finance) University of Colorado, USA• B.B.A. (Accounting and Finance), Thammasat University.Special Courses • Advance Senior Executive Program - ASEP 2010Work experience Eastern Water Resources Development and Management Plc.Jan 11 – present • Executive Vice President, Finance and AccountingJan 09 – Dec 10 • Vice President, Finance and AccountingJun 07 - Dec 08 • Vice President, General Affairs Department and Acting Vice President, Human Resources DepartmentNov 02 - Jun 07 • Vice President, Business Development DepartmentNov 01 - Oct 02 • Acting Vice President, Business Development DepartmentMar 01 - Oct 01 • Manager, Business Development Division

Mr. Jaroensuk Worapansopak Age 48 Mr. Namsak Wannavisute Age 46 Mr. Praphant Asava-aree Age 55

Position • President & CEOEducation • B.A. (Political Science) Ramkamhaeng UniversitySpecial Courses• Executive Coaching University of Califormia (Berkeley) ,USA• Orchestrating Winning Program (OWP) IMD International, Lausanne, Switzerland• DCP 101/2008• ACP 21/2007Work ExperienceMAY 08 - Present JAN 07 - JAN 08• Board of Director Eastern Water Resources Development and Management PLC APR 07 - Present • President & CEO, Eastern Water Resources Development and Management PLC. MAR 07 - Present• Board of Director Universal Utilities Co.,LtdAPR 09 - Present • Board of Director Thai Listed Companies AssociationMAY 07 - FEB 12 • Board of Director Seamico Securities Plc.


Position • Senior Vice President, President & CEO Office and Corporate SecretaryEducation • M.A. in Public Administration, Glasgow College of Technology, UK• M.A. in Political Science (Politics and Governments), Sukhothai Thammathirat Open University• B.A. in Public Administration, the Faculty of Political Science, Thammasat University• Certificate in Computer Programming and Information Processing, UKSpecial Courses• Senior Executive Program - SEP 2011• Director Certification Program - DCP 4/2000• Advanced Certificate, Public Administration and Law for Executives. (1), KPI• Advanced Certificate, Politics and Governance in Democratics systems for Executives. (11), KPIWork experience Eastern Water ResourcesDevelopment and Management Plc.Jun 07 - Present • Senior Vice President, President and CEO Office and Corporate SecretaryFeb 04 - Jun 07 • Senior Vice President, Internal Audit Department and Corporate SecretaryNov 01 - Feb 04 • Vice President Internal Audit DepartmentMar 01 - Oct 01 • Vice President, President and CEO Office

Mrs. Namphon Rassadanukul Age 49

Position • Vice President, Operation and Customer Service DepartmentEducation • M.S. (Information Technology), King Mongkut’s Institute of Technology, LatKrabang• B.E. Khon Kaen UniversitySpecial courses • Executive Development Program (EDP) 3Work experience Eastern Water Resources Development and Management Plc.Mar 10 – Present • Vice President, Operation and Customer Service DepartmentJan 09 - Mar 10 • Vice President, Business Development DepartmentAug 08 - Jan 09 • Acting Managing Director, Universal Utilities Co.,Ltd.Nov 07 - Nov 08 • Vice President, Special Project DepartmentNov 01- Nov 07 • Vice President, Chachoengsao Operation Center, Acting Vice President, Rayong Operation Center

Mr. Cherdchai Pitiwacharakul Age 47

Position • Senior Vice President, Internal Audit DepartmentEducation • MBA. Kasetsart University• BBA. (Accounting), Thammasat University Special courses• Audit Committee Program - ACP 26/2009• Executive Development Program (EDP) 4• Certificate, Management of Public Economy 5Work experience Eastern Water Resources Development and Management Plc.Jan 09 – Present • Senior Vice President, Internal Audit DepartmentJun 07 - Dec 08 • Senior Vice President, Finance and Accounting DepartmentOct 04 - Jun 07 • Senior Vice President, Finance and Human Resources Department2001 - Oct 04 • Vice President, Finance and Human Resources Department1997 – 2001 • Vice President, Finance and Procurement Department

Mrs.Thidarut Kraiprasit Age 48


Position • Vice President, Corporate Affairs DepartmentEducation • MBA. Sasin Graduate Institute of Business Administration of Chulalongkorn University• B.Acc. Chulalongkorn UniversityWork experience Eastern Water Resources Development and Management Plc.Jan 09 - Present • Vice President, Corporate Affairs DepartmentJun 07 - Dec 08 • Vice President, Internal Audit DepartmentOct 06 - Jun 07 • Vice President, Department of President and CEO OfficeOct 05 - Sep 06 • Managers, Department of President and CEO Office2004 - 2005 • Corporate Risk Manager

Position • Vice President, Human Resources DepartmentEducation • Ed.D.Human Resources Development , Western Michigan University, USA• M.A. Industrial Psychology, WesternMichigan University, USA• B.A. Industrial Psychology, Thammasat UniversityWork experience Jan 09 - Present • Vice President, Human Resources Department, Eastern Water Resources Development and Management Aug 07 - Mar 08 • Director, Human Resources Division, Challenge Hospitality Co.,Ltd.Feb 06 - Apr 07 • Vice President, Human Resources Division T.C.C. Capital Land LimitedMay 00 - Dec 05 • Human Resources Manager, HMC Polymers Co.,Ltd.

Mrs. Wirawan Tharanont Age 53 Ms.Duangkaew Ungsrithong Age 50

Position • Vice President, Operation Department Education • MBA. Burapha University • BS. in Technical Education, Rajamangala University of TechnologySpecial courses • Executive Development Program (EDP) 4Work experience Eastern Water Resources Development and Management Plc.Jan 09 - Present • Vice President, Project Planning DepartmentNov 07 - Dec 08 • Vice President, Operation DepartmentNov 03 - Oct. 07 • Vice President, Chachoengsao Operation CenterMar 01 - Oct 03 • Manager, Large-scale Construction Project Office1998 - 2001 • Senior Engineers

Mr. Potjana Bunsiri Age 51


Position • Vice President, Finance and Accounting DepartmentEducation • MBA., Kasetsart University• BBA. (Accounting), Kasetsart UniversitySpecial courses • Executive Development Program (EDP) 5Work experience Eastern Water Resources Development and Management Plc.Feb 11 – present • Vice President, Finance and Accounting DepartmentOct 09 – Jan 11 • Assistant Vice President, Finance and Accounting DepartmentApr 09 – Sep 09• Acting Assistant Vice President, Finance and Accounting Department Apr 09 – Sep 09• Finance and Accounting Manager (Secondment - UU) Mar 07 – Mar 09 • Accounting Manager, Finance and Accounting DepartmentApr 05 – Feb 07 • Administrative and Finance Manager, (Secondment - GWS)Nov 03 – Mar 05 • Budget and Finance Manager, Finance and Accounting DepartmentApr 03 – Oct 03 • Acting Budget and Finance Manager, Finance and Accounting DepartmentJul 01 – Mar 03 • Senior Accountant

Mr. Sombat Yusamart Age 41

Position • Vice President, Corporate Communication DepartmentEducation • BBA., Assumption University Special courses • Executive Development Program (EDP) 5 Work experience Eastern Water Resources Development and Management Plc.Feb 11 – present • Vice President, Corporate Communication DepartmentAug 07 – Jan 11 • Assistant Vice President, Corporate Communication DepartmentOct 06 – July 07 • Public Relations Manager, CEO OfficeOct 02 – Sep 06 • Administrative and General Cooperation Manager, (Secondment – EHP)Dec 01 – Sep 02 • Corporate Relations Manager, General Affairs DepartmentMar 01 – Nov 01 • Corporate Relations Manager, CEO OfficeJan 96 – Feb 01 • Public Relations Specialist, General Affairs Department

Ms.Kanyanart Viraphandu Age 43

Eastern Water Resources Development and Management Public Company Limited| 26


Organization

Structure

Board of DirectorsEastern Water Resources Development and

Management Plc.

President & CEO

President & CEO office and Corporate Secretary

Executive Vice President , Finance and Accounting

Executive Vice President , Operations

Project Planning Department

Operation and Customer Services

Department

Corporate Communications

Department

Business Development Department

Human Resources Department

Corporate Affairs Department

Finance and Accounting Department

Information Technology Department

Audit Department

Regulation Enforcement and Operating Result

Assessment and Renumeration Committee

Corporate Governance and Nomination

Committee

Risk Management Committee

Management and Investment

Committee

Audit Committee


Industry and Competition

Although the overall economic expansion in 2011 softened from the previous year since the production sector was affected from the disaster in Japan and Thailand flooding crisis, which was severe and expanding to cover Central area of the nation, causing damages to industrial sector and the shrink in exports, consumptions and private investments during the last quarter of the year, the demand of raw water from both industrial and consumer sectors in Eastern area continued to grow.

In the meantime, the severe flood crisis had impacted on industrial production sector, especially manufactures in Industrial Estate area in Ayudhya and Pathumthani provinces, which are automobile, electronic and electrical appliance production sources, leading foreign companies in Thailand, including Japanese companies, which were considering to move their production base as a result of Tsunami incident, to be more interested in the Eastern area of the nation, i.e. Chonburi and Rayong.

As for raw water competition, the overall competition was considered not high. There were few enterprisers and many obstructions for accessing into the market by new investors because the construction of pipelines for raw water needed high investment and approvals by the government sectors as water resources are limited.

Currently, the Company’s total water for sale in 2011 was at 261.55 Million Cubic Meters with 6.57% growth, compared to that in 2010. The increase was mainly due to the increase in industrial activities from the petrochemical industry in Rayong area, especially MapTa Phut area such as MapTa Phut Industrial Estate, Eastern

Year 2010 Year 2011

Q1 60,925,627 65,718,626

Q2 64,651,397 65,721,514

Q3 58,952,482 63,555,630

Q4 60,906,048 66,558,676

Total 245,435,534 261,554,446

300

250

200

150

100

50

0

223.91 245.44261.55

2007 2008 2009 2010 2011

214.99 220.71

From 2007 - 2011 (Water volume for sale (Million Cubic Meters))

Hemaraj Industrial Estate and Asia Industrial Estate, operating in an commercial aspect and the start up of the receipt of water from two water treatment plants, namely, Bang Lamung water treatment plant at Pattaya and Map Kha water treatment plant at Ban Chang to support the expansion of local consumption.

Table 1 Accumulated water volume for sale from 2010 - 2011 (quarterly)

Picture 1: Accumulated water volume for sale


Consumers of the Company can be divided into 4 groups and each group had water usage ratio as follows:

• Consumer groupNamely, Provincial Waterworks Authority, including private tap water businesses, governmental sectors as well as communities in need of clean water, consuming raw water at 31.65%.

Governmental Industrial Estate group

35

30

25

20

15

10

5

0

32.78%

28.46%

7.11%

31.65%

Private Industrial Estate and Industrial Parks group

Factories group and other business

Consumer group

Governmental Industrial Estate group

Private Industrial Estate and Industrial Parks group

Factories group and other business

Consumer group

• Governmental Industrial Estate groupNamely, MapTa Phut Industrial Estate and Leam Chabang Industrial Estate of Industrial Estate Authority of Thailand, consuming raw water at 32.78%

• Private Industrial Estate and Industrial Parks group Such as Hemaraj Industrial Estate, RIL

1996 Industrial Estate and Asia Industrial Estate, consuming raw water at 28.46%.

• Factories group and other business, consuming raw water at 7.11%


Nature of business and

subsidiary shareholding ratio

Core Business

Core BusinessRaw water Business

Eastern Water Resources Development and Management Plc.

Related businessTap Water Business

Universal Utilities 100%

Nakornsawan Water Suppy Co.,Ltd 100%

Bangpakong Water Suppy Co.,Ltd 100%

Chachoengsao Water Suppy Co.,Ltd 100%

Egcom Tara Co.,Ltd. 15.88%

Sattahip Waterworkskholan WaterworksSi Chang WaterworksBowin WaterworksSamui Waterworks Rayong Waterworks

Eastern Water Resources Development

and Management Plc. or East Water

was founded on October 15, 1992

and has been taking responsible for

the development and management

of main water pipeline systems in the

Eastern Seaboard by supplying raw

water to industrial estates, factories

and water works via four main raw

water pipeline systems in Chonburi,

Rayong and Chachoengsao Province,

with the length of about 340 km water

pipelines and pumping capacity of

473 million cubic Meters per year.

The four pipelines are shown as

follows :

1) Nong Plalai - Dokkrai - Map Ta

Phut -Sattahip pipeline

2) Nong Kho - Laem Chabang -

Pattaya - Bang Phra Pipeline

3) Nong Plalai - Nong Kho Pipeline

4) pipeline system in Chachoengsao


Core Development of Raw Water Business November 2010

The Company was granted approval

to be additionally allocated of water

from Dok-krai reservoir, from 96.2

Million Cubic Meters per year to 126

Million Cubic Meters per year since

as the water inflow volume in the

past was found to be more than the

capacity of the reservoir, the Royal

Irrigation Department considered to

increase the allocation.

November 2011

The Company was granted approval

to be additionally allocated of water

from Nong Pla Lai reservoir, from 66

Million Cubic Meters per year to 120

Million Cubic Meters per year.

Related Business

Tap Water BusinessUniversal Utilities Ltd. (UU) is an

operator of tap water business

under the concessions granted

by governmental sectors such as

Provincial Waterworks Authority

and Local Administrations. The

management can be divided into

tap water management, including

Sattaheab, Bangpakong, Chacoengsao,

Nakon Sawan, Rayong, Chonburi and

Bo Win;

• Management on tap water

production system from sea water,

including Sichang Island, Samui

Island and Lan Island.

• Management on production system

and area maintenance, including

Ratchaburi - Samut Songkram area;

Wastewater management, including

Pathumthani - Rangsit area.

March 2011

UU started to officially operate

its activities on 4 January 2011

to produce and sell tap water to

Nong Kham District Administrative

Organization at Sri Racha District,

Chonburi under tap water concession

for an operating duration of 25 years.

Management August 2011

The Company received an evaluation

rated “Very Good” from the Annual

General Meeting Quality Evaluation

2010 from Thai Investors Association.

December 2011

The Company received an evaluation

rated “Excellent” from the Annual

General Meeting Quality Evaluation

2011 from Thai Institute of Directors

(IOD).


Eastern Water Resources Development and Management Pcl. has realized the risk factors which may arise and affect the Company’s business operation. The Company then considered and determined the guideline to manage possible risks. Previously, the Company analyzed on the important risk factors which may affect the management of water resources and performed the review and adjustment of organizational structure and risk management procedure in various aspects, continuously in order to enhance risk management system to be equivalent to international standards and to be ready for the risk management under COSO guideline.

Risk Management Committee plays an important role in determining policies, reviewing the sufficiency of policies and supervising important corporate risks. The aim of the risk management is to manage various risks to be under the determined

scope, to operate the business with appropriate returns and to monitor the work performance in accordance with risk management plans, including consideration toward risk management operating results quarterly to continuously control the risks. In 2011, there were significant implication on risks, as summarized below:

1. Risk from demand - supply managementThe Company was affected from the

risk from demand – supply management

due to 2 main risk factors as follows:

1.1 Sensibility of demand forecast which is difficult to be predicted arising out of global economic fluctuation, especially European debt and domestic flood crisis which has caused the reduction of production capacity and consumers’ water usage volume. In this regard, the Company has enforced a measure to handle with such crisis by closely focusing on

Risk Factors

CRM activities and improving the efficiency of water distribution system to support consumers’ needs in various forms at prompt

1.2 Climate fluctuation and drought Uncertainty and difficulty on forecasting of rainy season and drought have significantly affected the customers’ water usage, especially those who own raw water resources. The Company developed measures on contract management, c l e a r determination of minimum guarantee for customers and regular meeting with customers to inquire about their production plans or upcoming projects which enable the Company to participate in planning and reviewing of usage volume with the customers quarterly.

2. Risk from adjustment of raw water costThe Company’s raw water cost was affected by 3 main risk factors as follows:


2.1 Adjustment of the Provincial Electricity Authority’s Ft which is the main factor driving the increase of sale operating cost. In this regard, the Company has put in place the energy saving plan and implemented the plan consistently. In addition, the Company has prepared the water pumping plan monthly to monitor its work performance closely.

2.2 Turning water to reserve as raw water for drought period To get ready for the drought period during February – May of each year, the Company needs to turn water from the water resources far away from usual ones for storage. Such water turning directly affects electricity cost. In this regard, the Company had put in place annual drought surveillance and prevention plan to reduce the risk from climate fluctuation and launched War Room activity to closely discuss with customers and report water situation.

2.3 Raw water quality and pollution around water resources With environment and pollution in Eastern area, water quality in the water resources may be affected. The effect

also increases due to the dense communities living around main reservoirs, soil pollution and air pollution from industries. As the result, from the beginning of the Company’s business until 2011, the Company has cooperated with communities in monitoring and protecting the environment around the upstream of raw water resources.

3. Risk from business operation Risk from internal operation was affected by 2 main risk factors as follows:

3.1 Risk from electrical disruption The Company operates to distribute water to customers 24 hours a day. Reserved water resource is then a necessary thing in an emergency period such as when light goes off or a repair or pipeline joint is needed. Due to the existence of the Company’s agreement with the Provincial Electricity Authority concerning the halt of electricity distribution, the water reserve from the reserved ponds is necessary to continuously distribute raw water to its customers when there is an emergency. At present, the Company’s water resources reserves for

the emergency has a capacity of 116,300 cubic meters which provides the reserved water of approximately 6.30 hours. However, the Company has an operational plan for any emergency to provide continuous water distribution. Moreover, the Company has a plan to increase its reserved water volume with the construction of an additional reserved pond with the capacity of 220,000 cubic meters in Map Kha area which will provide the reserved water of 24 hours, as many emergency arises.

3.2 Risk from damages to water pipeline system There were possible problems of corrosion or other constructions of infrastructure along the pipeline area which might affect the Company’s water pipeline system to break or leak. However, the Company had set up preventive maintenance plan and continuous examination and maintenance of water pipeline system as planned. In addition, the Company had risk insurance with the insurance company which would be responsible for any damages with the pipeline system caused by any incidents, covering every pipeline as well as the


Company’s asset insurance and third party insurance, including damages from the operation halt, to help the Company to continuously distribute water with efficiency.

4. Risk from conflicts with communityThe usage of water resources may affect the Company’s image. The Company had allocated budget for quality of life and environmental development by creating relationship with the communities in the areas as well as providing accurate understanding and consistently providing local communities’ development project encouragement to reduce conflicts and increase good attitude toward the Company. The activities consisted of canal digging, drinking water mobile service, young leader camp for conservation of water resources and environment with scholarship, mangrove forestation for environmental conservation, as well as supporting activities for quality of life and environmental development for communities such as temples, schools, government agencies, and public charities.

5. Risk from policy of the government and related government agenciesThe instability of the policy of the government agencies relating to the Company’s operation may affect the Company such as the delay of certificate issuance from related government agencies, clarity of water pipeline leasing fee of Nong Pla Lai – Nong Kho. However, the Company still received good cooperation from the related government agencies. Moreover, the establishment and business operation of the Company followed the cabinet’s resolution to promote the industrial investment and tourism in the area of the Southern Seaboard.

In addition to the main corporate risks supervised by Risk Management Committee, the Company has provided a risk management handbook and risk operational plan to its work divisions for their adherence in keeping the risks to be at an acceptable level. The risks are reviewed quarterly by taking into account all events which may arise, not only the risks that are capable to

cause damages but other surrounded factors which identify the likelihoods of the risks of the Company under various circumstances which may change from time to time.


Management Discussion and Analysis of the Operating Result for the Year 2011 (** To effect clear and normal comparative

operating results, this analysis on the

operating result for the year 2011 excluded

the extra-ordinary items of the Prasae

project in 2010, because such items

caused the significant increase in revenue

and profit.)

Overall operating result and analysis on consolidated financial statementFor the consolidated EASTW’s performance in the year 2011, the Company and its subsidiaries had total revenue of 3,310.04 million baht, increasing by 202.53 million baht or an increase of 6.52% YoY. Net profit was reported 1,008.02 million baht,

increasing by 140.96 million baht or an increase of 16.26% YoY. The overall result was at a good level. The details of the performance are as follow:

1. Analysis on consolidated financial statements Comparative table of the Company and its subsidiaries’ operating results for the year 2011 and 2010

2011 2010**Increased(Decreased)

Million Baht %

1. Raw Water Sales Volume (Million Cubic Meters-MCM) 261.55 244.88 16.67 6.81

2. Tap Water Sales Volume (Million Cubic Meters-MCM) 62.67 58.91 3.76 6.38

3. Revenue from Raw Water 2,261.02 2,117.50 143.52 6.78

4. Revenue from Tap Water 765.85 716.23 49.62 6.93

5. Revenue from Rental & Services and Other** 283.17 273.77 9.40 3.43

6. Total Revenue** 3,310.04 3,107.51 202.53 6.52

7. Total COGS and Expense** 1,798.84 1,786.85 11.99 0.67

8. Profit(Loss) Before Interest and Tax** 1,511.19 1,230.85 280.34 22.77

9. Net Profit(Loss)** 1,008.02 867.06 140.96 16.26

** The report of the year 2010 excluded the extra-ordinary items of Prasae project, including revenue from sale of the project’s assets

of 1,567.29 million baht, cost of the project’s sale of assets of 1,507.46 million baht, EBIT of 59.83 million baht, and net profit of 41.88

million baht (after 30% tax deduction).

(Unit: million Bath)

1.1 Comprehensive income statement

1.1.1 Revenue In 2011, raw water sale volume achieved 261.51 million cubic meters (MCM), increasing by 16.67 MCM or an increase of 6.81% YoY mainly from customers in Nong Pla Lai - MapTa Phut area, who consumed the largest portion of 86.17 MCM, increasing by 13.96 MCM or 16.20% YoY due to the increase in

industrial activities from the petrochemical industry in Rayong area. Tap water sales volume was 62.67 MCM, up 3.76 MCM or 6.38% YoY with an increasing sale proportion in Chonburi area, starting in April 2010. Therefore, revenues from raw water and tap water increased accordingly. Revenues from rental and services included rental and services revenue from East Water

building with 100% occupancy rate currently and the rental rate would gradually increase for the due contracts. However, the service income from subsidiaries reduced from the expiration of water management contracts and some projects were postponed to 2012 as a result of Thailand flooding in late 2011.

Management Discussion and

Analysis


2011 % 2010** %

1. Total Revenue** 3,310.04 100 3,107.51 100

2. Cost of Goods Sold** 1,397.22 42 1,422.30 46

3. Gross Profit** 1,912.81 58 1,685.21 54

4. Selling and Administrative Expenses** 401.62 12 364.55 12

5. EBIT** 1,511.19 46 1,320.66 43

6. Finance Cost 78.48 2 89.81 3

7. EBT** 1,432.72 44 1,230.85 40

8. Income Tax** 424.69 13 363.79 12

9. Net Profit** 1,008.02 31 867.06 28

** The report for the year 2010 excluded the extra-ordinary items of Prasae project, including revenue from sale of the project’s assets

of 1,567.29 million baht, cost of the project’s sale of assets of 1,507.46 million baht, EBIT of 59.83 million baht, and net profit of 41.88

million baht (after 30% tax deduction).

(Unit: million Bath)1.1.2 Cost of Sales

The table above shows the structure of cost of sales as a percentage of total revenues in 2011 compared to those of the year 2010. Cost of Goods Sold to total revenue decreased from 46% in 2010 to 42% in 2011. The main reasons are as follows:

1) Electrical expenses (representing 36 % of the total cost) reduced from more-than-expected water supply in the reservoir. This can reduce the electrical power required to pump water from the Bangplakong River to Bang-pra reservoir.

2) Raw water cost (representing 19% of the total cost) decreased from lower water supply from private company in Chonburi area due to more-than-expected water supply in the reservoirs.

3) Depreciation (representing 28% of total cost) reduced from the extended

useful lives of assets related to water pumping machines, in accordance with new accounting standards. The extension of useful lives based on actual functions resulted in that a depreciation expense decreased by 48.3 million baht.

1.1.3 SG&A ExpensesIn 2011, the Company and its subsidiaries’ SG&A to total revenue was around 12%. During the year, the Company had spent approximately 17.45 million baht for a feasibility study on new business, waste water and environment business and the corporate public relation expense on the event “109th anniversary of the Royal Irrigation Department” was around 10 million baht. The Company has focused on the Corporate Social Responsibility-CSR and held the budget for these activities, including Community Development, Water and Environment, Youth and Sports

activities, and Religion and Culture approximately 1 % of total revenue. The activities for the year 2011 are as follows:

• Exhibitions celebrating “The 84th Birthday anniversary of His Majesty the King, a philosopher of water” project • The drinking water mobile car

serving the water for public of approximately 97,770 liters • Developing 89 wastewater

treatments for small schools in the serviced area • Supporting The Royal Rain Making

Project, for the Bureau of Royal Rainmaking and Agricultural Aviation• The “Student in Free Enterprise (SIFE)” • “East Water Young Leader

Program” to encourage young people to promote conserving water, with the 1,200 students and 320 schools participating in this program


2011 (million Bath) 2010(million Bath)Increased(Decreased)

million Bath %

1. Net Cash from Operating Activities** 1,252.77 1,431.65 (178.88) (12.50)

2. Total Asset 10,784.47 9,884.57 899.90 9.10

3. Total Liabilities 3,848.27 3,296.96 580.28 17.83

4. Total Equity 6,936.20 6,616.92 319.28 4.82

** In 2010, excluding the extra-ordinary cash received from the sale of assets of Prasae project in an amount of 646.49 million baht.

(Unit: million Bath)

1.2.1 As of 31 December 2011, the Company and its subsidiaries’ total assets were 10,784.47 million baht, increasing by 899.90 million baht or up by 9.10% YoY, primarily from the delivery of the construction in progress of the Nong Pla Lai - Map Ta Phut, the third pipeline totaling 739.68 million baht, which the progress is more than 89.73% as of 31 December 2011. In addition, the Company had invested in the projects for improving capacity and reducing costs including Dok-krai electric distributing and water pumping station in Rayong area of 74 million baht, the exploration and construction of Map-ka pipeline in Rayong area of 101.74 million baht as

well as SCADA system development of 18.93 million baht. Moreover, the Company has invested 44.24 million baht for ERP system to enhance Company’s information technology. For these reasons, the total land, building and equipment increased by 1,119.49 million, net off depreciation 284.57 million baht; therefore, rose 834.89 million baht. Non-current assets in 2011 were recorded 178.94 million baht, up by 149.69 million baht from the advance payment for construction of Bang-pra pumping station in an amount of 143.62 million baht which would increase capacity to the Chacoengsao area which is currently supplied water by Rayong

area with higher cost. The project would be started in 2012 and completed in late 2013.

1.2.2 As for total liabilities as of 31 December 2011, overall, the company has better procured sources of fund fit for its use and finance cost. Its long-term loans from financial institutions were recorded at 2,325.02 million baht, increasing 692.62 million baht or 42.43%. The Company used long-term loan to finance the construction of Nong Pla Lai - Map Ta Phut, the third pipeline. In 2011, the Company and its subsidiaries had drawn down a long-term loan of 1,488 million baht, net off loan repayment, both

• Innovative water management projects, the 3R (Reduce Reuse Recycle) for students to win awards from the Minister of Natural Resources and Environment• For the flood recue project, the

Company supported fund through government agencies and Stock Exchange of Thailand to help flood victims together with 3 mobile drinking water cars in the flood area

and support the submergible pumps to the Royal Irrigation, by removing them from Bangplakong pumping station to divert flood water in Klong Khuen pumping station to the sea.

1.1.4 Finance costsIn 2011, the Company reported 78.48 million baht finance costs, decreasing by 11.33 million baht or down 12.62% compared to the previous year. The

cost included interest expenses from three financial institutions that the Company had outstanding in an amount of 2,946.02 million baht comprising long term loan 2,325.02 million baht and current portion of long term loan 621.00 million baht with average interest expenses of 4.04%.

1.2 Statements of Financial Positions


short and long terms of 795.38 million baht and the remaining drawdown available was at 1,449 million baht as at the end of the year.

1.2.3 As of 31 December 2011, the Company reported total equity 6,936.20 million baht, including shareholder’s equity of 6,933.08 million baht and Minority Interest amount of 3.12 million baht, increasing by 348.59 million baht or 5.29% resulted from net off between net profit for the year 2011 amounting to 1,008.02 million baht and dividend payment of total 615.42 million baht and asset amortization due to assets transferred from customers of 3.40 million baht. In 2011, the Company paid the dividend 2 times as following:

1) For the year 2010, 0.25 baht per share on 12 April 2010 and 2) Interim dividend for 6-month performance, ending 30 June 2011, amounting to 0.12 baht per share on 20 September 2011.

2. Analysis of consolidated cash flow statement For the year 2011, the Company and its subsidiaries had cash and cash equivalents of beginning balance of 442.88 million baht. During the period, net cash decreased by 314.19 million baht consisting of the following:

• Net cash inflow from operating activities of 1,252.77 million baht, mainly from:

- Improved performance of the Company’s earnings before tax in 2011 which amounted to 1,432.72 million baht, adjusted with non-cash items including depreciation and amortization expenses amounting to 320.65 million baht net off dividend income, interest income, interest expenses, and amortization of deferred interest under finance lease agreement of 35.37 million baht. Allowance for loss from decline in value and other receivables changed were mainly derived from the delivery of the construction of Nong Pla Lai - Map Ta Phut, the third pipeline.

- Change in assets and liabilities from operating activities which caused the increase of net cash of 227.42 million baht, as a result of the change in other non-current assets which increased by 143.62 million baht due to advance payment for Bang-pra pumping station construction.

- The Company had cash for payment of accumulated income tax until the end of 2011 as high as 363.51 million baht.

• Net cash used in investing activities were 1,257.87 million. The main reasons are as follows:

- The CAPEX in fixed assets valued 1,058.00 million baht which was mainly invested in the construction

of water pipelines, Nong Pla Lai - Map Ta Phut, the third pipeline.

- Investment in tap water assets such as concession rights and the purchase of assets under concession contracts of tap water business in an amount of 86.82 million baht.

- Deposit in fixed accounts with financial institutions for short-term management of 95.00 million baht cash with interest rate at 2.30% to 4.00% per annum.

• Net cash used in financing activities of 309.09 million baht derived from the two main items as follows:

- Net cash inflow of 1,521.00 million baht from both short and long-term loans, net off with loans repayment, both short and long terms, of 1,100.38 million baht, together with interest payment of 76.80 million baht.

- Dividend payment of 615.43 million baht whereby the Company made dividend payment 2 times per the detail in clause 1.2.3.


3. Key Financial Ratios

2011 2010 increased(Decreased)

1. Raw water - gross profit margin (%) 65.91% 61.69% 4.22%

2. Tap water - gross profit margin (%) 43.40% 43.51% -0.12%

3. Total gross profit margin to total revenue (%) 57.79% 54.23% 3.56%

4. Net profit margin to total revenue (%) 30.45% 27.90% 2.55%

5. Return on equity (ROE) (%) 14.88% 13.70% 1.17%

6. Return on assets (ROA) (%) 9.76% 9.62% 0.14%

7. Debt to equity ratio (x) 0.55 0.49 0.06

8. DSCR (x) 1.94 2.26 -0.32

Profitability Ratio of Group of Company

Gross profit margin of Raw Water Gross profit margin was at 65.91%, increasing by 4.2% YoY due to lower cost of sale as a result of the decrease in depreciation cost from the extended useful lives of water pumping machines, in accordance with new accounting standards and the better management on cost of raw water pumping.

Gross profit margin of Tap WaterGross profit margin was at 43.40%, down by 0.12% YoY. The main reason

was that new contract in Chonburi area, starting in April 2010, had higher cost of sale. However, it has not affected to tap water’s gross profit in overall.

Return on equity (ROE) and Return on Assets (ROA) The ROE and ROA were at 14.88% and 9.76%, respectively, whereby ROE increased by 1.17% YoY. This is because the Company had net profit for the year 2011 in an amount of 1,008.02 million baht and net off with dividend payment of 615.56 million baht. ROA increased by 0.14% from the previous year.

Debt-to-equity ratio (D/E Ratio) and Debt Service Coverage Ratio (DSCR)D/E ratio and DSCR was at 0.55x and 1.94x respectively, whereby D/E increased by 0.06x from the previous year and DSCR decreased by 0.32x, as the Company’s long term loan increased and the effect from the adoption of the new accounting standards causing the increase in non-current liabilities and the decrease in depreciation cost. The Company’s D/E ratio and DSCR are maintained in line with those of the loan covenants, i.e. 2.0x D/E ratio and 1.1x DSCR.


Good Corporate

Governance

The Company’s Board of Directors always values the operations under the Good Corporate Governance principles and focuses on the utmost benefits of the shareholders by taking into consideration of all stakeholders as well as places an emphasis upon responsibility toward society, community, and the environment. Last year, the Company focused on applying the Corporate Governance Report of Thai Listed Companies 2006 of the Stock Exchange of Thailand’s principles and guidelines on business operation and to enhance the Good Corporate Governance principles of the Company’s group by practicing the most out of them. Also, the Company had organized activities to promote the Good Corporate Governance principles among the Company’s group, which led to the

Company’s personnel from every level to work with “transparency, honesty, responsibility, and competitiveness.”

Corporate Governance Policy The Company’s Board of Directors has stipulated the Company’s Vision, Mission, and the written Good Corporate Governance Policy since August 1, 2003. The Corporate Governance Committee is assigned to propose to the Company’s Board of Directors to consider and revise the policy for the purpose of continuous development and keeping updated with the present situation.

To create awareness of business ethics practice, one of the subjects in the principles of the Good Corporate Governance, the new staff of the Company’s group signed as an acknowledgment to

receive business ethics documents on the orientation day for future practice. Likewise, the Company’s Directors had to sign as an acknowledgement to receive the Board of Directors’ manual on the orientation day of the new Director.

Rights of Shareholders The Company has realized the rights of all shareholders by focusing on basic rights of the shareholders as stipulated by laws and Articles of Association, and by treating the shareholders with equality such as the stipulation of policy and guidelines of the Good Corporate Governance, on time disclosure with accuracy and transparency, etc. tocreate the Company’s operating growth with value and sustainability.


The Rights of Stakeholders The Company’s philosophy focuses on responsibility and equality treatment with credibility toward all stakeholders as follows:

1. The Company is responsible to its shareholders by providing appropriate and fair return of investment to the shareholders as well as maintaining stable financial situation which benefits to the existence and growth of the Company.

2. The Company is responsible to customers by providing quality water resources and products management and development and other services to create the utmost satisfaction to customers.

3. The Company is responsible to its employees by treating them with respect to their lawful rights and providing safe workplace environment, good benefit, and fair employment condition truly reflecting the market situation, including promoting the value of human resources at their full potential.

4. The Company is responsible to business partners by building the relationship that creates the greatest mutual benefit to contractors, suppliers,

and joint investors under the Good Corporate Governance.

5. The Company is responsible to society and environment by operating the social responsibility business, respecting and conforming to related laws and regulations in order to prevent against any impact which may cause the loss to life or properties of an individual, community, and the environment.

Complaint Notification Channels are established for notification of clue or complaint on any act against law or morality, inaccurate financial reports, or defective internal control system. The more efficient protection mechanism for the informant who cooperates with the Company in taking care of the Company’s benefit is also established. All complaints can be submitted to the Audit Committee through the following channels: Email: The Audit Committee [email protected] Postal Service : The Audit Committee, Eastern Water Resources Development and Management Public Company Limited Eastwater Building, Floor 25, 1 Vipavadeerangsit Soi 5,Vipavadeerangsit Road, Jomphol, Jatujak, Bangkok 10900

The policy is disclosed in the Annual Report (56-2) and the complaints shall be notified via the channels on the Company’s website: www.eastwater.com

The Shareholders’ meeting Prior to the meeting date - The meeting date and the agenda items of 2010 Annual General Shareholders’ Meeting were informed to the shareholders at least 30 days prior to the meeting date via the information system of the Stock Exchange of Thailand and the Company’s website.

- Invitation to the meeting and details on meeting agenda, comprising objectives, reasons, opinions of the Board of Directors, and a proxy both in Thai and in English were sent to the shareholders. Also,the document dissemination was informed to the shareholders at least 14 days prior to the meeting date and publicly announced in the newspapers for 3 consecutive days at least 3 days prior to the meeting date. In addition, the Company had posted the information of the shareholders’ meeting invitation and meeting documents on the Company’s website 14 days in advance before the meeting date.

- In the case that the shareholders cannot attend the meeting by


themselves, they can exercise their voting rights by using the proxy form A or B or C stipulated by the Department of Business Development of the Ministry of Commerce. Also, two independent directors were proposed for being proxies of the shareholders to attend the meeting and exercise their vote.

- The minority shareholders are provided an opportunity to propose the AGM’s agenda items and candidates to be appointed in the position of the Directors through the Company’s website in advance. In 2010, the Company provided an opportunity to the minority shareholders to nominate the candidates from October 1 - December 31, 2010 and it had been informed in advance from September 30, 2010 via the information system of the Stock Exchange of Thailand and the Company’s website.

Meeting Date- The 2010 Annual General Shareholders’ Meeting was held at 13.30 hours on Thursday, March 24, 2011 at Jupiter, 3rd floor, Miracle Grand Convention Hotel, Vibhavadi-rangsit Road, Laksi, Don Muang, Bangkok. The Company had utilized the E-Voting program with barcode system for vote counting

provided by Thailand Securities Depository Co. Ltd. which facilitated the registration and vote counting for the shareholders at the meeting.

- There were 8 Directors of the Company (72.72% of the total Directors) attending the meeting of whom included Chairman of the Board, Chairman of Management and Investment Committee, Chairman of Audit Committee, Chairman of Nominating Committee and Chairman of Remuneration Committee.

- Senior executives of the Company’s group, auditors and legal consultants attended the meeting to answer questions and acknowledge the shareholders’ opinions.

- Before the meeting started, Chairman of the meeting informed the voting method and vote counting at each agenda. Also, prior to the voting of every agenda, Chairman of the meeting provided an opportunity for all shareholders to equally examine the Company’s operationwith inquiries, opinions, and suggestions under the informed appropriate time. The voting was performed after the Directors and Executives clearly provided answers to every question. However, the agenda of the election of Directors, Chairman of the meeting informed

the shareholders to vote each candidate as an individual in voting card.

- Chairman of the meeting informed the voting results in each meeting agenda for the meeting’s acknowledgement prior to the end of the meeting.Chairman of the meeting proceededthe meeting in accordance with the Company’s Articles of Association by performing the meeting following the agenda items stipulated in the meetinginvitation, unless the meeting had a resolution to change the order of the agenda items with the vote of not less than 2/3 of the shareholders attendingthe meeting. After the meeting had completely considered every agenda, Chairman informed the shareholders that the shareholders with the total of not less than 1/3 of the total shares sold might ask the meeting to consider other matters. However, in 2010, there was no change of the order of the meeting’s agenda items as indicatedin the meeting invitation and there was no additional agenda proposed.

After the meeting- The Company prepared the minute of the Annual General Shareholders’ Meeting and submitted to the Stock Exchange of Thailand and the Office of the Securities and Exchange Commission


within 14 days from the meeting date. All information is included inthe minute as well as the clear meeting’s resolution with voting results of agreement, disagreement, and abstention.

- The Company disclosed the minute of the Annual General Shareholders’ Meeting to the shareholders through the information system of the Stock Exchange of Thailand and the Company’s website within 14 days.

- The Thai Investors Association had organized the Annual General Meeting Quality Evaluation 2010 of which the Company was rated “Excellent”.

Leadership and Vision The Company’s Board of Directors plays an important role in defining of vision, policy, and strategy of the Company by setting a long-term Corporate Plan every three years and assigning the management team to study and analyze 10-year Corporate Plan since related factors such as geography, economics and technology have rapidly changed. Each year, the Company’s management team proposes strategies and activities to the Management and Investment Committee and the Board of Directors of the Company, respectively, for further consideration, comments, and approval of the operating plan and annual budg-et. Apart from this, the management team reports the progress of the annual operating plan and important problems to the Audit Committee’s meeting and to the Board of Directors for further acknowledgement. In addition, the management team proposes to the

Board of Directors to consider approving important investment project procurement worth more than Baht 200 million.

The Company’s Board of Directors has closely followed the performance of the management team by requestingfor the report of the targeted operating results in comparison with the operating results of the Company. This is one of the Board of Directors’ meeting agenda items RE: the report of quarterly financial status of the Company. In addition, the Board of Directors has realized the compliance of laws and regulations by requesting the management team to report any change of laws and regulations prescribed by the Office of the Securities and Exchange Commission and the Stock Exchange of Thailand

Conflict of Interest The Company’s Board of Directors has established the policy concerning conflict of interest in the Good Corporate Governance principles and the manual of the Board of Directors as follows:

- In the case when the Board of Directors assigns the Company’s personnel to perform duty on behalf of the Board of Directors, the assignment must be in written form or reported as the Board of Directors’ resolution in the minute of the Board of Directors’ meeting, and the scope of the authorization is clearly stated. The authorization shall exclude the approval of the authorized person to perform any duty which the authorized person may have conflict of interest or have interest therein.

- All level of personnel is obliged to avoid any conflict of interest which may adversely affect the group of companies’ benefit or which may create conflict at work.

- All staff has a duty to disclose any matter, which may lead to a conflict of interest, to the supervisor. The details of the matter shall be attached for further consulting with the President & CEO.

- The power in the position of the Directors of the Company or the Company’s subsidiaries shall not be used to directly or indirectly seek for benefit of individual or intimate persons or close relatives.

The Board of Directors and Executives are obliged to the following duty of report:- The conflict of interest of individual and related persons shall be reported to the Company for acknowledgement and the Corporate Secretary shall submit the copy of the report to Chairman of the Board and Chairman of the Audit Committee for acknowledgement.

- The shareholding of the Board of Directors and Executives as well as related persons shall be reported which is stipulated to be an agenda item of every meeting of the Board of Directors.

In the case that the Company enters into a connected transaction, it shall strictly follow the practice guidelines of the Notification of the Office of the SEC and the SET. At the meeting of the Board of Directors, the management


The Company’s Summary Information as of the fiscal year 2011

Power check and balance of Non-Executive Directors 11 members of the Board of Directors, as ended December 31, 2011 consisted of

Executive Director

people

Non-Executive Directors

people

Independent Directors

people

shall inform the meeting about the transaction and the Directors having an interest concerning the matter shall be abstained from voting and shall leave the meeting of the Board of Directors.

As for contractors and trading partners, the Company has prescribed that the report of the conflict of interest with connected person shall be prepared in accordance with the Office of the SEC’ s regulations. The report serves as important information for the management team to approve any transaction which may have conflict of interest with carefulness. Any

related party transaction between the Company and its affiliates, including the Company and all stakeholders will go through clear and accurate approval procedures by following pricing structure and trading condition as applied to other trading partners of the Company. The related party transaction will be disclosed in the Annual Report and the 56-1 Form.

Business Ethics To express the business operating determination under the Good Corporate Governance principles, the Board of Directors has stipulated the notification of “the Good Corporate Governance of

Centralization and Decentralization of PowerThe Board of Directors places an

importance upon transparency of

business operation, decentralization

of decision making, clear separation

power of screening and consideration

of approval. Chairman of the Board

shall not be the same person as

President & CEO. The members of the

Audit Committee shall be Independent

Directors with no authority to sign

approval legal binding to the Company

and no conflict of interest of finance

and management of the Company and

its affiliated companies.

Remunerations of Directors and ExecutivesRemunerations of the Board of Directors

and Executives are in accordance with

the principles and policies which were

stipulated by the Board of Directors. The

Remuneration Committee shall consider

the remunerations following the period

in the position based on the net profit,

dividend payment, and operating results of

the Company’s Directors. However, the

monthly remuneration shall be reduced in

accordance with the economic situation

which shall be annually reconsidered.

The appropriate remuneration shall be

proposed to the Board of Directors and

shareholders (in the part of the Board of

Directors). In the fiscal year 2011, the

Company’s remunerations paid to the

Board of Directors and Executives as

follows:

the Company’s Group”, “the Board of Directors Manual”, and the Code of Business Ethics which were effectively announced on August 17, 2006. All of which have been constantly improved to be updated and appropriate with any changing principles in order to be standards for practicing following the Good Corporate Governance principles. All of Company’s Directors are to sign in acceptance of the Manual. For the staff of the Company’s group, the Company has continuously organized several projects to promote knowledge and understanding of the Good Governance.


Report of the Remunerations of the Directors and Executives for the fiscal year 2011The remunerations of the Directors from January 1 - December 31, 2011

Names of Directors

Perio

d in p

ositi

on in

20

11(m

onth

s) 1. Mr.Charnchai Soontharamut Chairman 3 37,500 - 112,500 - -

2. Mr.Utid Tamwatin Former Chairman1 9 112,500 - 337,500 12 420,000

3. Mr.Kanoksakdi Bhinsaeng Former Director1 9 80,000 140,000 270,000 12 378,000

4. Pol.Gen.Somyot Poompanmoung Former Director1 9 80,000 170,000 270,000 12 378,000

5. Mr.Boonmee Juntaravong Former Director1 9 80,000 200,000 270,000 12 378,000

6. Mr.Niskorn Tadthiemrom Former Director1 9 80,000 200,000 270,000 12 378,000

7. Pol.Maj.Gen. Pimol Sinthunava Former Director1 9 80,000 240,000 270,000 12 378,000

8. Mr.Wiset Chamnarnwong Former Director1 10 90,000 40,000 300,000 12 378,000

9. Mrs.Leena Charernsri Former Director1 1 - 10,000 30,000 12 378,000

10. Mr.Rasda2 Pongpaew Former Director1 3 30,000 50,000 90,000 12 420,000

11. Mrs. Monta Pranootnorapal Director 12 120,000 100,000 360,000 12 378,000

12. Mr.Permsak2 Rattana-ubon Director 9 90,000 40,000 270,000 - -

13. Mr. Rungson Sriworasat Director 11 100,000 40,000 330,000 - -

14. Mr.Vichian3 Udamratanasil Director - - - - - -

15. Mr.Somchai Choomrat Director 3 30,000 50,000 90,000 - -

16. Mr.Poonsak Pranootnaraparn Director 3 30,000 60,000 90,000 - -

17. Mrs.Arunee Arkaraprasertkul Director 3 20,000 60,000 90,000 - -

18. Pol.Gen.Wutthi Phuawade Director 3 20,000 10,000 90,000 - -

19. Miss Narinee Talomsin Director 3 20,000 30,000 90,000 - -

20. Mr.Praphant Asava-aree Director 12 120,000 160,000 360,000 12 420,0005

Remarks : 1 Former Chairman and former Director mean The Company’s Director, whose post was annulled before 31

December 2011.

2 The Baht 990,000 remunerations of Mr. Permsak Rattana-ubon and Mr. Rasda Pongpaew was based on the regulations of

Electricity Generating Pcl. (EGCO), which was directly transferred as director’s remuneration of directorship in other

companies to the account of the the Thai Rakpa Foundation

3 Mr. Vichian Udomratanasin has just received an approval of appointment from the Board of Directors to be the Company’s

Director on December 19, 2011, hence, he had not joined the Board of Directors’ meeting in 2011

4 The numbers of the meeting attendances are summarized on page 47

5 The deduction of the withholding tax is calculated in the Directors’ remunerations.

Mee

ting Al

lowan

ce o

f

the

Com

pany

’s Bo

ard

of D

irect

ors (B

aht)

4

Mee

ting Al

lowan

ce

Of the

Sub

-Com

mittee

(Bah

t)

Dire

ctor

’ Rem

uner

atio

n(B

aht)

Perio

d in p

ositi

on in

20

11 (J

an-D

ec 201

1)(F

or

Bonu

s Con

sider

atio

n)

Bonu

s ye

ar 201

0 Af

ter T

ax H

oldi

ng

Unit: Baht


• Remunerations of ManagementEleven members of the Company’s Executives Directors and Executives received benefits for 2011 operating results in the form of salaries and remunerations, totaling Baht 43,567,986.24.

• Securities Holding As of December 31, 2011, none of 11 members of the Board of Directors held the Company’s securities as appeared in the summary in responsibility …

Therefore, eleven members of the Executives Directors and Executives of the Company held 1,454,580 ordinary shares (as of Oct 30, 2011)

• Contributions to Provident Funds In the fiscal year 2011 as ending December 31, 2011, the Company’s contributions to the Provident Funds for 11 Executive Directors and Executives accounted for Baht 1,969,576.70.

The Board of Directors MeetingsThe Board of Directors’ monthly meetings are normally scheduled on the fourth week of the month. The meetings are planned in advance for the whole year to facilitate the Directors’ time to attend for every meeting. The President & CEO, serving as the Secretary to the Board of Directors, shall coordinately include the scopes, importance orders, and subjects into meeting agendas. The important matters will be included in meeting agendas for consideration and other subjects will be ordered in certain agendas by their importance and urgency. The letter of meeting invitation with meeting agendas and relevant documents will be sent in advance to the Board of Directors to review the

information before attending every meeting. During the meeting, after the completion of the management’s presentation, Chairman shall ask the Directors to raise questions or express their opinion and mutually discuss problems. Hence, the conclusion is received, Chairman shall provide conclusion as the resolution of the meeting for clarification and accuracy and mutual acknowledgement, leading to careful consideration as well as providing sufficient time for the Directors to mutually discuss the problems. If there is no objection of the meeting’s resolution, Chairman shall lead to the consideration of the following agenda.


In the fiscal year 2011, there were 14 meetings of the Board of Directors. Details on individual director’s attendance are summarized as follows:

Name of Directors Meeting attended/

No.of Meetings Period Effective

1. Mr.Charnchai Soontharamut Chairman 3/3 Effective on Sep 22, 2011

2. Mr.Utid Tamwatin Former Chairman 11/11 Jan 24, 2003- Jan 26, 2007

May 26, 2007-Sep 30, 2011

3. Mr.kanoksakdi Bhinsaeng Former Director 10/10 May 12, 2008-Sep 16, 2011

4. Pol.Gen. Somyot Poompanmoung Former Director 10/10 May 12, 2008-Sep 16, 2011

5. Mr.Boonmee Juntaravong Former Director 10/10 May 22, 2009-Sep 16, 2011

6. Mr.Niskorn Tadthiemrom Former Director 11/11 May 22, 2009-Sep 30, 2011

7. Pol.Maj.Gen. Pimol Sinthunava Former Director 10/11 May 12, 2008-Sep 30, 2011

8. Mr.Wiset Chamnarnwong Former Director 11/12 May 22, 2009-Nov 7, 2011

9. Mrs.Leena* Charernsri Former Director - Nov 18, 1996-Feb 6, 2001

Feb 27,2009-Jan 24, 2011

10. Mr.Rasda Pongpaew Former Director 3/3 May 12, 2008-Mar 24, 2011

11. Mrs. Monta Pranootnorapal Director 12/12 Jan 24, 2008-Present

12. Mr. Permsak Rattana-ubon Director 8/9 Effective on-Mar 24, 2011

13. Mr. Rungson Sriworasat Director 12/13 Effective on-Jan 31, 2011

14. Mr.Vichian Udamratanasil Director - Effective on-Dec 19, 2011

15. Mr.Somchai Choomrat Director 3/3 Effective on-Sep 22, 2011

16. Mr.Poonsak Pranootnaraparn Director 3/3 Effective on- Sep 22, 2011

17. Mrs.Arunee Arkaraprasertkul Director 2/2 Effective on-Oct 11, 2011

18. Pol.Gen.Wutthi Phuawade Director 2/2 Effective on- Sep 22,2011

19. Miss Narinee Talomsin Director 2/2 Effective on- Sep 22,2011

20. Mr.Praphant Asava-aree Director 12/12 Jan 26, 2007-Jan 24,2008

May 12, 2008- Present

Remarks : * Mrs. Leena Charernsri asked for the resignation from the position of the Company’s Directors which was effective on

January 24, 2011, hence, she had not joined the Board of Directors’ meeting in 2011

The Board of Directors had a policy to set up meetings with Independent Directors in January and June 2010 and Directorsmeeting which excluded Executive Directors in January 2011.



Chairman

2. Mr.Vichian Udamratanasil

Director


Director


Chairman


Director


Director

4. Mr. Chakkrit Parapuntakul

Advisor of the Audit Committee

Name-SurnamePosition


Chairman

2. Miss Narinee Talomsin

Director

3. Mr.Praphant Asava-aree

Director



The CommitteesThe Board of Directors has appointed the Sub-Committees consisting of members with appropriate expertise to review and examine the works assigned to them to initially ensure their accuracy and clarity following the Company’s missions and policy prior to proposing them to the Board of Directors for approval, or ratification, or further providing additional recommendations, depending upon the case. Details on the committees appointed by the Board of Directors and their meeting attendance during the fiscal year 2011 are as follows: Audit Committee as of December 31, 2011 comprised three Independent Directors, and one advisor, namely

The Audit Committee is responsible for ensuring the accuracy and credibility of the Company’s financial statement following the generally accepted international standard prior to proposing it to the Board of Directors. The Committee’s management procedures shall perform with effectiveness, independency, and focus on transparent and clear guidelines between the Board,

the Internal Audit Department, the Management, and the External Auditor in order to revise and provide recommendation in terms of efficiency and effectiveness assessment of the Company’s internal control system and the compliance with the law and regulations. Also, the consideration of connected transaction or conflict of interest transaction shall be performed with lawful and reasonable implementation and shall maintain the utmost benefit of the Company. The disclosure of information shall be included into the Auditing Report in the Company’s annual report. In addition, the Committee is initially responsible for appointment and remuneration of the external auditors to further proposing to the Board of Directors and the shareholders.

As of December 31, 2011, the Management and Investment Committee comprised three Directors, namely

The Management and Investment Committee is assigned by the Board of Directors to be responsible for ensuring the efficiency and strength of the Company’s business operation following the policy of the Board. The Committee is to screen and consider revision of business plans, operating

plans and annual budgets, and other matters, particularly, concerning procurement of investment project which is over the assigned authorization before proposing to the Board. In addition, the Management and Investment Committee is responsible for determination of procedures and principles for investment of projects and supporting management of the management in order to achieve the Company’s objectives and targets.

As of December 31, 2011, the Corporate Governance Committee and the Nominating Committee comprised three Directors, namely

Corporate Governance is responsible for supporting the operation of the Board of Directors with accuracy, transparency,and benefit maintaining of the Company’s shareholders and stakeholders by screening the manual of the Board of Directors, Business Ethics, Staff Ethics, and ensuring the practical result of development and best practices of the Good Corporate Governance principles. Moreover, the Committee is to ensure that the Company follows important practice guidelines of the effective corporate governance procedures which are



Chairman


Director

3. Pol.Gen.Wutthi Phuawade

Director

4. Mr.Praphant Asava-aree

Director



Chairman


Director

3. Mr.Permsak Rattana-ubon

Director


suitable and in accordance with notifications of the Stock Exchange of Thailand. The assessment shall be performed periodically in accord-ance with the policy.

NominationThe Committee is appointed by the Board of Directors to select and nominate suitable persons to be members of the Board of Directors of the Company and its affiliated companies, representative directors of the Company, the Sub-Committeesof the Company, and President & CEO, including to opine the management structure of the Board of Directors and the Sub-Committees.

As of December 31, 2011, the Risk Management Committee comprised four Directors, namely

The Risk Management Committee’s major role is to oversee and review the risk management policy and plan, standard practices, and strategies and risk assessment, including providing suggestion to the management to ensure the appropriate implementation of the risk management policy following

Regulation Enforcement and Operating Results Assessment Committeeappointed by the Board of Directors, is responsible for annual regulations enforcement and Corporate KPIs revision following the Company’s business operation policy, including quarterly assessment of the Company’s performance and providing suggestion to the management in terms of operation and report the results to the Board of Directors.

NominationThe Committee’s main responsibility is to provide suggestion of remuneration policy and all of other benefits in any forms of all level of personnel to the Board of Directors. In addition, the Committee is to provide suggestion to the Board of Directors concerning annua l remuneration of the Board of Directors of the Company and its affiliated companies, and President &

CEO based on their roles, responsibility, assignments, and the shareholders’ equity.

the objectives by proposing to the Board of Directors in every 6 months.

As of December 31, 2011, the Regulation Enforcement and Operating Results Assessment Committee and the Remuneration Committee consisted of 3 Directors, namely


Director Orientation In 2011, the Company stipulated to hold an orientation for new directorsto inform business policy and other related internal information such as the shareholder structure, the Company structure, business operation,elated law and regulations, including the past Board of Directors’ resolutions, etc. President & CEO and Corporate Secretary and the Executives will present the aforementioned information and send the Board of Directors Manual and information for the directors to the new Directors which consist of : • The Company Profile • Result of operation and

activities of the Company • Annual report (Thai edition) • Manual of the Board of Directors • Good Corporate Governance

Principles • The Board of Directors’

meeting reports • Risk Management Manual • The Company’s Art ic le of Association, certificates, rules and regulations

In addition, every year, the Company has a policy for new Directors to visit the Company’s operation areas to promote their understanding of the business.

Training of the Board of Directors The Company places an emphasis upon training courses relating to development of knowledge, skill, understanding of the Good Corporate Governance principles, rules and regulations, including management roles and responsibility of the

Corporate SecretaryThe Company has appointed Mrs. Namphon Rassadanukul, Senior Vice President Department of CEO office to be Corporate Secretary who directly reports to President & CEO. Also, the position is a secretary to the Board of Directors of the Company with the responsibility for the meeting of the Board of Directors and the shareholders’ meeting, including the Company’s document preparation and storing, and supervision of compliance to law and regulations of the Company, concerning the public company. Moreover, the corporate secretary acts as the center of information or rules and regulations of the Securities Exchange Commission (SEC) and the Stock Exchange of Thailand (SET) with the supervision of compliance to the law and regulations relating the Company’s business operation. Corporate Secretary shall stipulate work satisfaction assessment of the secretary to the Board of Directors for further improvement.

Company’s Directors in order to promote efficiency and morality. Thus, the Company has continuously supported additional education and training for the Board of Directors. Moreover, the Company has applied for IOD members for Directors to receive beneficial information and additional knowledge. Apart from this, when the Company receives training invitation letters or training documents concerning Directors, the Company will pass the information to Directors for further studies.


Definition of Independent

Directors

1. Not holding shares in excess of 1 per cent of the total voting right shares ofthe Company, parent company, subsidiarycompany, associated company or juristic persons which shall be possible of any conflict of interest

2. Not being an executive director of the Company, parent company,subsidiary company, associated company or juristicpersons which shall be possible of any conflict of interest (inclusive of related persons under Section 258 of the Securities and Exchange Act).

3. Not being related by blood or legal registration as father, mother, spouses, sibling, children including spouses of the children of the executives,majorshareholders, controlling persons, or the candidates to be proposed as theexecutives or controlling person of theCompany or subsidiary companies.

4. Not having a business relationshipwith the Company, parent company,subsidiary company, associated companyor juristic persons which shall be possibleof any conflict of interest, in the mannerwhich may interfere with his independent judgment.

(a) Relationship characteristics Professional Service Relationship 1) Auditor and other professional services such as law consultant, financial advisor, property appraiser, etc 2) Significant level of dependency Auditor: Prohibited - Other professional services: the transaction value of more than Baht 2 million per year Trading/ Business Relationship (Following the SET’s connected transaction guideline) Relationship: Cover all types of business such as normal business transaction, real estate renting/ renting out transaction, property/service transaction and providing or receiving financial aids. Significant level of dependency: Transaction value is over or equal to Baht 20 million or over or equal to 3% of the Net Tangible Asset (NTA) of the Company, which is lower. When considering the value of transaction, transactions occurring during 6 months prior to the transaction date must be aggregated.

(b) In the case of the relationship Following (a). with the juristic person, personof dependency such as major

shareholders, directors (except Independent Directors/ Audit Committee)

(c) The relationship In (a). and (b). shall not be involved at present and 2 years prior to the appointment.

5. Not being the director appointed to be a representative of the directors ofthe Company, major shareholders, orshareholders who are related to the Company’s major shareholders

6. Not possessing any characteristic which may prevent from expressing opinion with independency.

7. Independent directors who havequalifications under 1-6 may beauthorized by the Company’s Board of Directors to determine the businessoperation of the Company, parent company, subsidiary company, associatedcompany, same-level subsidiarycompany or juristic persons which shall be possible of any conflict of interest under collective decision basis.

Definition of Independent Directors


Sufficiency Assessment of

Internal Control System 2011

The Company places an importance upon the internal control system by focusing on sufficient and appropriate internal control system as well as supportive to the business effectiveness in terms of finance, operation, risk management, and governance. The important principles and information of sufficiency assessment of the internal control system can be categorized into 5 areas as follows,

1. Corporation and Environment The Board of Directors has an important role to stipulate vision, policy, and strategy of the Company which cover the principle of the Balanced Scorecard by specifying long-term business plan, including providing opinion and approving strategy, activities, and annual operation plan. In addition, the Key Performance Indicators (KPIs) are applied with the corporate performance assessment which lead to the fair and effective performance record and assessment, following the Company’s targets and objectives.

The corporate internal management policy focuses on the power checking and balancing of the Board of Directors, management, and shareholders. The Board of Directors consist of Independent Directors or external Directors of no less than 3 Directors in order to create the power checking and balancing with the Directors who may have conflicts of interest against the Company.

There are also communication channels for the investors to disseminate and communicate information of the Company for the public’s consistent acknowledgement. Moreover, the sets of committees are established to screen and provide decision of related important matter for the benefit maintenance of the shareholders. In addition, the Company has announced the compliance to the Good Corporate Governance of Eastern Water Resources Development and Management Pcl., the ethic of the Board of Directors, and the business ethic of the employees for every level of the Company’s employees to follow in order to create honesty and morality of the business operation.

2. Risk ManagementThe Company follows the Enterprise Risk Management by assessing risks in each process and analyzing risk factors, present control measurement, and stipulating additional control measurements. All staffs from every department are continuously encouraged to participate in assessment process and risk management of the Company. The corporate risk management manual and annual risk management operation plan are established to increase and strengthen the efficiency of the Company’s internal control system which leads to the decrease of the risk to the acceptable level which is in accordance with the ever changing circumstances and risks. In addition,

the Company has set up special units to be responsible for the record of operating results, risk management project, assessment, and provide risk management report to the Risk Management Committee and the Board of Directors for consideration and providing decision which will lead to the dynamic, consistent, and continuous risk management process of the Company. 3. Operation Control of the ManagementThe Company has stipulated the scope of power and the authorization of approved financial amount of the management following the good internal control principles: the separation of duty and inter-transaction review by separating the duty of approving, recording accounting item and information, and the duty of asset supervision. In addition, the Company has received the quality certification of standard system of ISO9001:2000 and ISO14001:2004 which specify that the Company shall provide manual and Work Procedures and Work Instructions as standards for operating reference, as well as provide trainings for employees to stimulate understanding which leads to accuracy of operation, following the operational process and methods stipulated by the Company.

When there is a transaction between the Company and its affiliated companies, including companies and persons with joint benefits,


the transaction shall go through the consideration of approval procedures with accuracy as stated in the conditions. They are treated in the same way as other trading partners of which the information is disclosed in the remark of the financial statements.

The Company has closely followed the operation of the affiliated companies with continuity and consistent. The operating results of each affiliated company will be reported to the Board of Directors of the Company for acknowledgement. Also, the special unit will be assigned to closely record the operating results, following the resolute suggestion of the Board of Directors. In addition, the special unit will coordinate with every company to ensure the consistency of the operation direction with the policy of the Board of Directors. Moreover, the Compliance unit is established to supervised the Company’s operations to be in accordance with related laws, rules, and regulations.

4. Information System and Communication The Company provides enough important information to the Board of Directors for consideration. The information will be submitted to the Board in advance for revision and initial study of the information. Every detail of agenda of the meeting of the Board of Directors and the Sub-Committee will be included in the summary of background as well as the detail of the previous meeting resolution, law indication relating

to the meeting agenda (if any) for the Board’s acknowledgement with completeness and comprehension to provide decision and suggestion, leading to continuous corporate improvement and development. Then, the fact of the management’s progress following the opinions of each Sub-Committee will be indicated which covers reasons, business sensitivity analysis, and difficulties or possible impact. However, the proposing of the suggestion for consideration will always include consideration, or optional consultation,and consideration. At every submission of the meeting report, the Company will inform each Director to correct the meeting report within the due period after receiving the report around 7 days.

In addition, the Company has continuously applied and developed the information system and internal database system to facilitate all levels of staff of the Company to access to the data and information concerning operation at appropriate level through the clear policy and system of the right to information. The aforementioned information and the data are for consideration and decision making of the operation.

5. Recording System The Company’s operational recording system aims to continuously follow the targeted operation as stipulated in the long-term business plan and annual operation plan. The result of the operating progress and the KPIs will be quarterly presented to the

Board of Directors for consideration of improvement of delay or weaknesses to be in accordance with the ever changing situation with the emphasis on prompt solving.

The Company greatly places an importance on internal auditing by focusing on increase value of the corporate internal auditing with the annual implementation of corporate risk assessment result, risk based audit, and hiring co-sourcing of internal auditing with the Audit Department. As a result, the Board of Directors and the management can be confident of the efficiency and effectiveness of the Company’s internal control system and the creditability of information such as finance and accounting information and operational information. All of the operations are performed in accordance with laws, rules, and regulations relating the Company. In addition, there is the operating results record process through the recording system, quality system, and the Company’s internal environment continuously following the international standard of ISO 9001:2000 and ISO 14001 : 2004.

According to the consideration of the important information of the sufficiency assessment of the aforementioned internal control system, the Board of Directors is confident that the Company’s internal control system is sufficient and appropriate with the business operation, transparency of operation, and effectiveness support of the sustainability of the business operation.


Corporate Governance Report

of the Audit Committee for the Fiscal Year 2011

The Board of Directors of Eastern Water Resources Development and Management PCl. appoints the Audit Committee which consists of 3 Independent Directors whose qualifications are appropriated as stipulated by the Stock Exchange of Thailand. Moreover, the Board of Director has specified the qualification, position period, and responsibility of the Board of Directors written in the Charter of the Audit Committee. In 2011, there was a change within the Audit Committee i.e. Mrs. Arunee Arkaraprasertkul is positioned as Chairman of the Audit Committee, Mr. Poonsak Pranootnaraparn and Mr. Rungsorn Sriworasat are positioned as the Audit Committee.

In 2011, the Audit Committee had altogether 10 meetings which included the meetings with the Internal Audit Department, the Company’s Executives, and the Auditors. The Audit Committee reports the meeting resolution and operation of the Audit Committee

to the Board of Directors in every quarter. The Audit Committee had completely followed the stipulated Charter which can be summarized as follows:

1. Review the accuracy and creditability of the financial statements and the connected transaction The Audit Committee had considered and provided opinion concerning the International Financial Reporting Standards (IFRS) and reviewed the quarterly financial statement and the annual financial statement of 2011 of the Company with the auditors and the internal auditors, as well as received the explanation from the management to ensure the accuracy, creditability, and sufficiency of the accounting budgeting estimation, sufficient and in time information disclosure, and providing remark of the important matter which was beneficial to the Company.

The Audit Committee had a meeting with the Auditors without the presence of the management to acknowledge

guidelines and scopes of the auditing of the Auditors.

In addition, the Audit Committee had reviewed the list of possible conflictsof interest in order to ensure that the company operated under normal business condition ,full and adequate disclosure before present to Board of Directors for further consideration.

2. Supervision of the internal control systemThe Audit Committee had considered the auditing plan of 2011 which covered the scope of the examination based on the Risk Based Internal Audit Plan and all of the operation the processes of the group of Companies, of which the information from the Company’s 2011 risks assessment results, interview with the Executives on their needs and concerns, financial statement analysis, and remarks received from the auditors, covering all of the Company’s unit.

The Audit Committee had considered reviewing the results of the efficiency


and effectiveness assessment of the internal control system which were jointly tested by the Internal Audit Department and the consultant company in every quarter to ensure the compliance of the Company’s processes to the international standards. The Audit Committee had provided additional suggestion which was beneficial to the operational improvement with effectiveness and efficiency to the Company. The management of the Company was closely followed by the Committee to ensure its improvement following the suggestion. The management shall report to the meeting of the Audit Committee at least in every quarter. The result of the assessment of the internal control system reported that the Company’s internal control system was sufficient and there was no important problem or defect detected which was in accordance with the Company’s auditors’ opinion.

3. Compliance to related laws and regulations The Audit Committee’s supervision is to ensure the transparent information disclosure and the compliance to the laws concerning the business operation and the laws of the securities and exchange, including the management’s summary report of compliance to related laws, rules, and regulations of the Company at least twice a year.

4. Supervision of the internal auditing The Audit Committee considers and approves the operational plan, annual budget, and manpower of the Internal Audit Department, as well as supports and encourages the independency of the operation of the Audit Department. In addition, to increase the efficiency of the operation, the Internal Audit Department directly reports to the Audit Committee.

In 2011, the Audit Committee had considered hiring a consultant company, KPMG Phoomchai Business Advisory Ltd. to join the internal auditing operation as co-sourcing with the Audit Department’s personnel in order to provide and exchange experience for better efficiency of the group of companies’ internal auditing. The findings from the auditing would continuously increase the value to the Company.

The Audit Committee had considered approval of the improvement of the manual and the Charter of the Audit Committee which would be in accordance with the ever-changing situation. received an approval from the Board of Directors.

5. Review of the Auditors’ operation and appointment of the Auditors for 2012 The Audit Committee had special meetings with the Auditors to ensure

the independency of the Auditors and to understand the Auditors’ plan and scope of work. The Audit Committee has acknowledged the assessment result of the consideration of the appointment of the Auditors for 2011 from the management of the group of companies of the present Auditors from PricewaterhouseCoopers ABAS Ltd. (PWC). After receiving the assessment result and consideration of experience, qualification, and fee, the Audit Committee had presented the result to the Shareholders’ Annual General Meeting 2011 for approval of appointment auditors from PricewaterhouseCoopers ABAS Ltd. (PWC), to be the Company’s auditor in 2012.

6. Self-assessment of the Audit Committee and Review of the Charter manual of the Audit Committee The Audit Committee had performed self-assessment of the whole committee and performed cross individual assessment which followed the Good Corporate Governance and of which the results were reported to the Board of Directors for consideration. The self-assessment result of the whole committee and individual reported excellent. Moreover, the Audit Committee had reviewed the Charter and the manual of the Audit Committee as to ensure their accordance with the ever changing situation and could ensure the complete operation in the past year as


assigned and ensure the compliance with the Best Practice guidelines of the Stock Exchange of Thailand (SET). This will be proposed to the Board of Directors’ meeting for approval.

In sum, the Audit Committee had completely performed its duty as stipulated in the Charter of the Audit Committee approved by the Board of Directors which was in accordance

with the stipulation of the SEC and the SET. The Audit Committee and the Auditors also had the same opinion toward the accuracy of the financial statements of the Company as they followed the general accepted accounting standards of Thailand. Also, the disclosure of the connected transaction was complete and accurate. Moreover, the Company’s internal control system and auditing

system were appropriate and effective. The operation throughout the year 2011 showed no significant findings of the non-compliance to the regulations, obligations, and related laws. There were operational improvements to continuously adjust with the ever changing business environment.

Mrs. Arunee Arkaraprasertkul Chairman of the Audit Committee


Report of Corporate Governance

and Nominating Committee

Mr. Rungson Sriworasat,

Chairman of Corporate

Governance and Nominating

Committee

Eastern Water Resources Development and Management Pcl. has significantly emphasized on the Good Corporate Governance through the adoption of the Good Corporate Governance Principle and the rules and regulations of the Securities and Exchange Commission as organization’s main driving factors to achieve an efficient management system, transparency, honesty and responsibility in order to create the utmost benefit to the shareholders. The Board of Directors always realizes that the compliance with the Good Corporate Governance principle will enhance the sustainable growth of the organization and strengthen confidence to all stakeholders. The Board of Directors, executives and staff have strictly adhered with such principle in accordance with

the Board of Directors’ handbook and employee’s code of conduct.

In 2011, the Corporate Governance and Nominating Committee had been reviewing the Good Corporate Governance Policy in accordance with Good Corporate Governance survey such as policy on non-involvement of violation of human rights, policy and guideline on non-infringement of intellectual property or copyright and policy and guideline on anti-corruption and anti-bribery for business purpose. The Company had cooperated with relevant divisions to make such policies clear and well-conceived and truly beneficial.

Corporate Governance and Nominating Committee was well aware that

part of the Company’s achievement depended on many related parties such as stakeholders, staff, competitors,communities and environment. Therefore, the Committee would like to assure that the Company will adopt 5 principles of the Good Corporate Governance Principle of listed companies 2006 of the Stock Exchange of Thailand, namely, right of shareholders, equitable treatment of shareholders, role of stakeholders, disclosure and transparency and responsibility of the Board as the Company’s business management guideline, continuously, and will update the same to be suitable with current circumstance and economic situation to create the ultimate benefit to the shareholders.


Mr.Praphant Asava-aree

President & CEO่

Mr.Charnchai Soontharamut

Chairman

Report of the Board of Directors’

Responsibility toward Financial Statement Report

The Board of Directors of the Company had initiated financial statement preparation to present the Company’s financial positions and operating results for the year ended December 31, 2011 under the Public Company Act B.E. 2535. The Company’s Board of Directors has realized its duties and responsibility as Directors of listed company in the Stock Exchange of Thailand to be responsible for financial statements and consolidated financial statements of the Company, including financial information appeared in the annual report for the year ended December 31, 2011.

Thus, the Company’s Board of Director appointed the Audit Committee which consists of independent Directors and Non-Executive Directors of the Company who are responsible for the quality of financial statements and reviewing the adequacy and effectiveness of the internal control system of the Company and its affiliated companies to reasonably ensure that the records of accounting information are accurate, complete, and adequate to protect the Company’s assets, including being guidelines for the Company and its affiliated companies to significantly prevent corruption or irregular activity. The opinion of the Audit Committee shall

appear in the Corporate Governance Report of the Audit Committee of the fiscal year 2011 as shown in this Annual Report.

Therefore, the Board of Directors considered that the Company’s financial statements were carefully and reasonably prepared with the best estimations under the appropriate accounting policies and consistent conformity with Thai generally accepted accounting standards, including the sufficient important information is already disclosed in the Notes to financial statements.


AUDITOR’S REPORT

To the Shareholders of Eastern Water Resources Development and Management Public Company Limited

I have audited the accompanying consolidated and company statements of financial position as at 31 December 2011 and 2010, and the related consolidated and company statements of comprehensive income, changes in shareholders’ equity and cash flows for the years then ended of Eastern Water Resources Development and Management Public Company Limited and its subsidiaries and of Eastern Water Resources Development and Management Public Company Limited, respectively. The Company’s management is responsible for the correctness and completeness of information in these financial statements. My responsibility is to express an opinion on these financial statements based on my audits.

I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I 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 statement presentation. I believe that my audits provide a reasonable basis for my opinion.

In my opinion, the consolidated and company financial statements referred to above present fairly, in all material respects, the consolidated and company financial position as at 31 December 2011 and 2010, and the consolidated and company results of operations, and cash flows for the years then ended of Eastern Water Resources Development and Management Public Company Limited and its subsidiaries and of Eastern Water Resources Development and Management Public Company Limited, respectively, in accordance with generally accepted accounting principles.

Without qualifying my opinion on the aforementioned financial statements, I draw attention to Note 38.5 to the financial statements regarding the compensation of the Company’s pipeline connecting project. The Company is paying the compensation at a preliminary rate because the government agency is considering a deal for the Company to rent/manage the connecting projects and the compensation rate that may change.

Vichien KhingmontriCertified Public Accountant (Thailand) No. 3977

PricewaterhouseCoopers ABAS Limited

Bangkok20 February 2012

EASTERN WATER RESOURCES DEVELOPMENT AND MANAGEMENT PUBLIC COMPANY LIMITED

CONSOLIDATED AND COMPANY FINANCIAL STATEMENTS 31 DECEMBER 2011

Auditor’s Report


Eastern Water Resources Development and Management Public Company Limited Statements of Financial Position As at 31 December 2011 and 2010

(Unit: Baht)

Consolidated

(Restated)

Company

(Restated)

Notes 2011 2010 2011 2010

Assets

Current Assets

Cash and cash equivalents 6 128,689,638 442,884,324 73,442,207 328,370,034

Temporary investments 7 95,000,000 - 50,000,000 -

Trade and other receivables 8 417,582,586 375,055,098 297,473,794 240,582,754

receivable- related party 37.2 10,133,259 16,612,643 - -Inventories 9 7,878,538 9,558,954 - -

Other current assets 39,834,265 20,106,804 34,390,428 14,383,680 Non-current assets classified as

held-for-sale 10 34,657,502 - - -

Total current assets 733,775,788 864,217,823 455,306,429 583,336,468

Non-current assets

Restricted bank deposits 11 - 2,076,000 - 2,076,000

Investments in subsidiaries 12 - - 510,000,000 510,000,000

Other long-term investments 13 91,470,300 91,470,300 91,470,300 91,470,300

Investment property - net 14 217,160,139 230,465,799 230,846,400 244,736,753

Property, plant and equipment - net 15 8,372,710,879 7,537,824,244 8,188,715,686 7,337,371,495

Assets under concession contracts - net 16 456,005,518 429,079,297 - -

Deferred concession rights acquisition

costs - net 17 541,773,752 542,317,810 - -

Intangible assets - net 18 169,572,866 143,899,104 34,022,500 -

Deferred tax assets 19 23,062,603 13,972,904 12,882,077 7,875,945

Other non-current assets 20 178,940,192 29,248,983 155,688,272 6,495,557

Total non-current assets 10,050,696,249 9,020,354,441 9,223,625,235 8,200,026,050

Total assets 10,784,472,037 9,884,572,264 9,678,931,664 8,783,362,518

Water loss treatment service income

The accompanying notes on page 68 to 122 are an integral part of the financial statements.


Eastern Water Resources Development and Management Public Company Limited Statements of Financial Position (continued) As at 31 December 2011 and 2010 (Unit: Baht)

Consolidated

(Restated)

Company

(Restated)

Notes 2011 2010 2011 2010

Liabilities and shareholders’ equity

Current liabilities

Short-term loans from financial institutions 21 33,000,000 552,587,913 - 552,587,913

Trade accounts payable 22 105,664,313 137,555,857 127,100,896 94,216,058

Payable for purchase of fixed assets 183,599,091 150,790,877 177,333,443 129,795,419

Current portion of long-term liabilities under

finance lease agreements 23 2,382,185 2,823,812 2,382,185 2,823,812

Current portion of long-term loans from

financial institutions 24 620,995,616 373,406,060 522,750,000 250,000,000

Corporate income tax payable 192,791,963 133,787,088 173,976,876 118,065,548

Accrued expenses 25 82,739,277 119,239,840 61,425,714 77,519,651

Other current liabilities 45,436,168 41,794,921 31,026,297 28,141,045

Total current liabilities 1,266,608,613 1,511,986,368 1,095,995,411 1,253,149,446Non-current liabilities

Long-term liabilities under finance

lease agreements 23 2,324,805 2,481,480 2,324,805 2,481,480Long-term loans from financial institu-

tions 24 2,325,024,850 1,632,406,466 1,899,750,000 1,204,000,000

Deferred tax liabilities 19 37,914,766 43,284,927 10,231,997 115,196

Employee benefit obligations 26 64,958,355 - 37,672,554 -

Other non-current liabilities 27 151,439,708 106,804,273 129,864,673 86,063,011

Total non-current liabilities 2,581,662,484 1,784,977,146 2,079,844,029 1,292,659,687

Total liabilities 3,848,271,097 3,296,963,514 3,175,839,440 2,545,809,133



(Mr. Charnchai Soontharamut) Chairman

(Mr.Praphant Asava-aree) President CEO

Eastern Water Resources Development and Management Public Company Limited Statements of Financial Position (continued) As at 31 December 2011 and 2010 (Unit: Baht)

Consolidated

(Restated)

Company

(Restated)

Notes 2011 2010 2011 2010

Shareholders’ equity

Share capital 28

Registered share capital Ordinary shares, 1,663,725,149

shares of par Baht 1 each 1,663,725,149 1,663,725,149 1,663,725,149 1,663,725,149

Issued and paid-up share capital

Ordinary shares, 1,663,725,149

shares of par Baht 1 each 1,663,725,149 1,663,725,149 1,663,725,149 1,663,725,149Share premium 28 2,138,522,279 2,138,522,279 2,138,522,279 2,138,522,279

Retained earnings

Appropriated - legal reserve 29 166,500,000 166,500,000 166,500,000 166,500,000

Unappropriated 2,929,182,087 2,577,526,555 2,499,192,649 2,230,256,287

Other components of equity 30 35,152,147 38,549,670 35,152,147 38,549,670Equity attributable to owners of

the parent 6,933,081,662 6,584,823,653 6,503,092,224 6,237,553,385Non-controlling interests 3,119,278 2,785,097 - -

Total shareholders’ equity 6,936,200,940 6,587,608,750 6,503,092,224 6,237,553,385

Total liabilities and shareholders’ equity 10,784,472,037 9,884,572,264 9,678,931,664 8,783,362,518



Eastern Water Resources Development and Management Public Company Limited Statements of Comprehensive Income For the years ended 31 December 2011 and 2010 (Unit: Baht)

Consolidated

(Restated)

Company

(Restated)

Notes 2011 2010 2011 2010

Revenues 37Sales - raw water 2,261,015,945 2,117,502,225 2,381,767,736 2,228,405,523Sales - tap water 765,848,850 716,233,258 245,187,905 243,463,695Sales - project assets 32 - 1,567,289,720 - 1,567,289,720Total sales 3,026,864,795 4,401,025,203 2,626,955,641 4,039,158,938Rental and service income 223,518,568 232,265,416 66,594,519 58,203,129Other income 33 59,652,205 41,508,271 81,526,518 66,391,675Total revenues 3,310,035,568 4,674,798,890 2,775,076,678 4,163,753,742Expenses 37Costs of sales - raw water 770,788,806 811,216,783 811,953,544 853,713,922Costs of sales - tap water 433,504,674 404,591,735 243,070,169 240,578,081Costs of sales - project assets 32 - 1,507,455,010 - 1,507,455,010

Total costs of sales 1,204,293,480 2,723,263,528 1,055,023,713 2,601,747,013Costs of rental and services 192,931,533 210,957,683 59,488,988 55,075,432Selling expenses 49,512,541 49,641,874 47,168,083 46,690,899Administrative expenses 318,549,341 275,839,405 236,441,454 207,621,836Expenses for development of life quality and environment 33,555,350 34,604,368 32,230,547 32,095,002Finance costs 78,476,072 89,807,641 52,417,171 67,652,245Total expenses 34 1,877,318,317 3,384,114,499 1,482,769,956 3,010,882,427Profit before income tax 1,432,717,251 1,290,684,391 1,292,306,722 1,152,871,315Income tax 35 (424,694,289) (378,550,820) (383,602,385) (325,420,588)Net profit for the year 1,008,022,962 912,133,571 908,704,337 827,450,727

Other comprehensive income (expense): Write off asset transferred from customer (3,397,523) (3,397,523) (3,397,523) (3,397,523)Other comprehensive expense for the year, net of tax (3,397,523) (3,397,523) (3,397,523) (3,397,523)

Total comprehensive income for the yearProfit attributable to: 1,004,625,439 908,736,048 905,306,814 824,053,204Owners of the parent 1,007,548,762 911,749,287 908,704,337 827,450,727Non-controlling interests 474,200 384,284 - -

1,008,022,962 912,133,571 908,704,337 827,450,727Total comprehensive income attributable to:Owners of the parent 1,004,151,239 908,351,764 905,306,814 824,053,204Non-controlling interests 474,200 384,284 - -

1,004,625,439 908,736,048 905,306,814 824,053,204Earnings per share for profit attributable to owners of the parent (Baht)

36

Basic earnings per share 0.61 0.55 0.55 0.50



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Eastern Water Resources Development and Management Public Company Limited Statements of Cash Flows For the years ended 31 December 2011 and 2010

(Unit: Baht)

Consolidated

(Restated)

Company

(Restated)

Notes 2011 2010 2011 2010

Cash flows from operating activities Profit before income tax 1,432,717,251 1,290,684,391 1,292,306,722 1,152,871,315Adjustments to reconcile profit before income tax to net cash provided by (paid from) operating activities Losses on impairment of investment in a subsidiary (reversal) - - - (172,166)

Losses on impairment of assets 552,154 1,645,003 272,154 245,003 Allowance for diminution in value of inventories (reversal) (2,198,695) (54,643) (2,198,695) (54,643) Written off of inventories - 11,251 - 11,251 Allowance for doubtful accounts (reversal) 915,153 (21,528) 915,153 (21,528) Depreciation 14, 15, 16 320,645,485 369,732,485 269,049,223 319,502,917 Amortisation of deferred concession rights acquisition costs 17 27,017,004 26,743,488 - - Amortisation of rights 18 8,348,738 8,348,738 - - Income from amortisation of assets transferred from customers (3,397,523) (3,397,523) (3,397,523) (3,397,523)

Losses on disposals/written off of fixed assets Losses on written off of assets under 4,619,303 11,467,015 4,547,338 12,045,528

concession contracts 143,994 514,395 - - Employee benefit obligations 7,983,486 - 3,733,763 - Dividend income (18,245,535) (17,267,095) (43,388,533) (45,827,091) Interest income (12,352,781) (3,161,482) (8,733,888) (2,283,469) Interest expenses and amortisation of deferred

interest under finance lease agreements76,951,308 88,472,875 51,036,155 66,441,971

Income from operating activities before changes in operating assets and liabilities 1,843,699,342 1,773,717,370 1,564,141,869 1,499,361,565(Increase) decrease in operating assets Trade and other receivables (43,442,196) 509,066 (57,806,192) 9,788,481 Water loss treatment service income receivable-related party 6,479,385 10,011,995 - - Inventories 1,680,416 (286,698) - - Project assets - 646,486,465 - 646,486,465 Other current assets (17,205,807) (51,503,996) (22,890,595) (9,100,871) Other non-current assets (154,501,889) (16,166,906) (149,192,713) 493,320Increase (decrease)in operating liabilities Trade accounts payable (31,891,544) 35,315,837 32,884,838 (6,479,987) Accrued expenses (36,500,563) 8,357,815 (16,093,937) 8,701,816 Other current liabilities 3,325,074 (5,703,388) 2,614,079 2,708,060 Other non-current liabilities 44,635,429 65,619,342 43,801,663 59,656,556

Cash provided by operating activities 1,616,277,647 2,466,356,902 1,397,459,012 2,211,615,405Income tax paid (363,508,201) (388,220,888) (312,850,139) (323,177,347)

Net cash provided by operating activities 1,252,769,446 2,078,136,014 1,084,608,873 1,888,438,058



Eastern Water Resources Development and Management Public Company Limited Statements of cash flows (continued) For the years ended 31 December 2011 and 2010

(Unit: Baht)

Consolidated

(Restated)

Company

(Restated)

Notes 2011 2010 2011 2010

Cash flows from investing activities Purchase of short-term investments (95,000,000) - (50,000,000) - Purchase of non-current assets held for sale (122,090) - - - Restricted bank deposits 2,076,000 7,000,000 2,076,000 7,000,000 Dividend received from a subsidiary and a related party 18,245,535 17,267,095 43,388,533 63,866,087 Purchases of long-term investments 13 - (6,082,800) - (6,082,800) Interest received 11,899,533 3,131,290 8,832,502 2,253,276 Purchases of investment property (317,849) (6,354,389) (346,110) (6,793,265) Proceeds from disposals of property, plant and equipment 215,221 1,364,493 161,100 78,270 Purchases of property, plant and equipment (1,058,003,556) (1,268,069,420) (1,036,628,687) (1,218,916,196) Purchase of assets under concession contracts (86,816,904) (39,741,703) - - Purchase of deferred concession rights acquisition costs (30,817,754) (7,115,986) - - Purchase of intangible assets (19,229,750) - (19,229,750) -

Net cash used in investing activities (1,257,871,614) (1,298,601,420) (1,051,746,412) (1,158,594,628)

Cash flows from financing activities Proceeds from short-term loans from financial institutions 21 33,000,000 183,587,913 - 552,587,913Payment on short-term loans from financial institutions (552,587,913) - (552,587,913) (369,000,000)Proceeds from long-term loans from financial institutions 24 1,488,000,000 278,000,000 1,235,000,000 204,000,000Payment on long-term loans from financial institutions 24 (547,792,060) (187,755,474) (266,500,000) (100,000,000)Payment on liabilities under finance lease agreements (2,418,545) (3,253,743) (2,418,545) (2,752,620)Interest paid (76,809,071) (89,678,895) (50,938,920) (67,678,070)

Interest paid for fund borrowed specifically to

acquire qualifying assets (35,058,957) (9,783,916) (35,058,957) (9,783,916)Dividends paid to Group’s shareholders 31 (615,425,972) (632,335,446) (615,285,953) (632,195,427)

Net cash used in financing activities (309,092,518) (461,219,561) (287,790,288) (424,822,120)

Net increase (decrease) in cash and cash equivalents (314,194,686) 318,315,033 (254,927,827) 305,021,310Cash and cash equivalents at beginning of the year 442,884,324 124,569,291 328,370,034 23,348,724

Cash and cash equivalents at ending of the year 6 128,689,638 442,884,324 73,442,207 328,370,034

Supplemental cash flow information Non-cash related transactions: Net increase in acquisition assets on credit 32,808,214 79,421,371 47,538,024 72,801,447 Reclassification property, plant and equipment to assets

held for sale 1,267,938 - - - Reclassification assets under concession contracts to assets

held for sale 33,547,474 - - -



1. General information

2. Accounting policies The principal accounting policies adopted in the preparation of these financial statements are set out below. 2.1 Basis of preparation of financial statements The consolidated and company financial statements have been prepared in accordance with Thai generally accepted accounting principles under the Accounting Act B.E. 2543, being those Thai Accounting Standards issued under the Accounting Professions Act B.E. 2547, and the financial reporting requirements of the Securities and Exchange Commission under the Securities and Exchange Act.

The consolidated and company financial statements have been prepared under the historical cost convention.

The preparation of financial statements in conformity with Thai generally accepted accounting principles requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in note 3.

Comparative figures have been adjusted to conform with the minimum requirements announced by the Department of Business Development Regulation in relation to the format of Financial Statements B.E. 2554. It effects for the periods beginning on or after 1 January 2012.

An English version of the consolidated and company financial statements has been prepared from the statutory financial statements that are in the Thai language. In the event of a conflict or a difference in interpretation between the two languages, the Thai language statutory financial statements shall prevail.

Notes to consolidated

and company

financial statements

Eastern Water Resources Development and Management Public Company Limited Notes to consolidated and company financial statementsFor the years ended 31 December 2011 and 2010

Eastern Water Resources Development and Management Public Company Limited (“the Company”) is a public limited company incorporated and resident in Thailand. The address of the Company’s registered officeis as follows:

23rd - 26th Floors, East Water Building, No. 1 Soi Vipavadeerangsit 5, Vipavadeerangsit Road, Jomphol Sub-district, Chatujak District, Bangkok.

The Company is listed on the Stock Exchange of Thailand. For reporting purposes, the Company and its subsidiaries are referred to as the Group.

The principal business operations of the Group are development and management of the major water distribution pipeline systems in the Eastern Seaboard area of Thailand, supply of raw water, produce and supply of tap water, waterworks management, and engineering services.

These consolidated and company financial statements were authorised by the Board of Directors on 20 February 2012.


2.2 New accounting standards, new financial reporting standards, new interpretation, amendments to accounting standards and accounting framework

Country of Percentage ofCompany’s name Nature of business incorporation Shareholding

2011 2010% %

Subsidiaries held directly by the CompanyUniversal Utilities Company Limite Production and supply of tap

water, waste water treatment and

sale of related tools,equipment

and chemical products, and

investment in three tap water

supply companies

Thailand 100 100

Subsidiaries held by Universal Utilities Company LimitedChachoengsao Water Supply Company Limited Production and supply of tap water Thailand 99 99Bangpakong Water Supply Company Limited Production and supply of tap water Thailand 99 99Nakornsawan Water Supply Company Limited Production and supply of tap water Thailand 100 100

Effective for the periods beginning on or after 1 January 2011 TAS 1 (Revised 2009) Presentation of Financial Statements TAS 2 (Revised 2009) InventoriesTAS 7 (Revised 2009) Statement of Cash FlowsTAS 8 (Revised 2009) Accounting Policies, Changes in Accounting Estimates and ErrorsTAS 10 (Revised 2009) Events after the Reporting PeriodTAS 11 (Revised 2009) Construction ContractsTAS 16 (Revised 2009) Property, Plant and EquipmentTAS 17 (Revised 2009) LeasesTAS 18 (Revised 2009) RevenueTAS 19 Employee BenefitsTAS 23 (Revised 2009) Borrowing CostsTAS 24 (Revised 2009) Related Party DisclosuresTAS 26 Accounting and Reporting by Retirement Benefit PlansTAS 27 (Revised 2009) Consolidated and Separate Financial Statements TAS 28 (Revised 2009) Investments in AssociatesTAS 29 Financial Reporting in Hyperinflationary EconomiesTAS 31 (Revised 2009) Interests in Joint Ventures TAS 33 (Revised 2009) Earnings per ShareTAS 34 (Revised 2009) Interim Financial ReportingTAS 36 (Revised 2009) Impairment of Assets TAS 37 (Revised 2009) Provisions, Contingent Liabilities and Contingent Assets

a) New accounting standards, new financial reporting standards, new interpretation and amendments to accounting standards

The consolidated financial statements include the financial statements for the years ended 31 December 2011 and 2010 of the Company and the following subsidiaries:


The new accounting standards, new financial reporting standards, new interpretation and amendments to accounting standards have impact on the financial statements as follows:

TAS 1 (Revised 2009), the revised standard will prohibit the presentation of items of income and expenses in the statement of changes in equity, requiring ‘non-owner changes in equity’ to be presented separately from owner changes in equity. Entities can choose to present the statement of comprehensive income in one statement (the statement of comprehensive income) or two statements (the statement of income and statement of comprehensive income). Where entities restate or reclassify comparative information, they will be required to present a restated statement of financial position as at the beginning comparative period in addition to the current requirement to present statement of financial position at the end of the current period and comparative period. However, for the financial statements which period beginning on or after 1 January 2011 and are the first period apply this standard, an entity can choose to present statement of financial position only two periods without the statement of financial position as at the beginning comparative period. The Group has adopted this standard from 1 January 2011. The Group chooses to present a single statement of comprehensive income.

TAS 12 deals with taxes on income, comprising current tax and deferred tax. Current tax assets and liabilities are measured at the amount expected to be recovered from or be paid to the taxation authorities, using tax rates and tax law that have been enacted or substantively enacted by the end of the reporting period. Deferred taxes are measured by based on the temporary difference between the tax base of an asset or liability and its carrying amount in the financial statements and using the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on 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 the accounting periods beginning on or after 1 January 2013 but the Group early adopted this standard from 1 January 2011 retrospectively. The effect of adoption this accounting standard is mentioned in Note 2.2 (b)

TAS 38 (Revised 2009) Intangible Assets TAS 40 (Revised 2009) Investment PropertyTFRS 2 Share-based PaymentTFRS 3 (Revised 2009) Business CombinationsTFRS 5 (Revised 2009) Non-current Assets Held for Sale and Discontinued Operations TFRS 6 Exploration for and Evaluation of Mineral ResourcesTFRIC 15 Agreements for the Construction of Real EstateTSIC 31 Revenue - Barter Transactions Involving Advertising Services

Effective for the periods beginning on or after 1 January 2013 TAS 12 Income taxesTAS 20 (Revised 2009) Accounting for Government Grants and Disclosure of Government AssistanceTAS 21 (Revised 2009) The Effects of Changes in Foreign Exchange RatesTSIC 10 Government Assistance - No Specific Relation to Operating ActivitiesTSIC 21 Income Taxes - Recovery of Revalued Non-Depreciable Assets TSIC 25 Income Taxes - Changes in the Tax Status of an Entity or its Shareholders


TAS 16 (Revised 2009), the revised standard requires the entity to include in cost of PPE, 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 obligation to do so. For an item of property, plant and equipment with a cost that is significant in relation to the total cost of the item, an entity is required to depreciate the item separately. The revised standard also requires an entity to review useful life, residual value and depreciation method at least at each financial year-end. The Group has adopted this standard since 1 January 2011 which had impacted on component accounting of significant items and useful life reviewing. The Group applied prospective adjustment which resulted to a decrease in depreciation expenses for the year ended 31 December 2011 of Baht 48.3 million and Baht 50.7 million in consolidated financial statements and company financial statements respectively. The net profit was changed by the same amount.

TAS 19 deal with accounting for employee benefit. The standard classifies employee benefit into 4 categories: a) short-term employee benefits b) post-employment benefits including defined contribution plan and defined benefit plan c) other long-term employee benefits and d) termination benefits. The standard requires the 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 defined benefit plan either in other comprehensive income or profit and loss. Actuarial gain or loss for other long-term employee benefit shall be recognised in profit and loss. The Group has adopted this standard since 1 January 2011 by recognised employee benefit obligations against retained earnings at that date and chosen to recognise actuarial gain or loss for defined benefit plan in profit and loss by straight line method over average remaining service years of employees in the plan. The effect of adoption this accounting standard is mentioned in Note 2.2 (b).

TAS 23 (Revised 2009), the revised standard requires an entity to capitalise borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset as part of the cost of that asset. The option of immediately expensing those borrowing costs will be removed. The Group has adopted this standard since 1 January 2011 but it is not expected to have any impact on the Group’s financial statement because the Group already apply capitalised model.

TAS 24 (Revised 2009), the definition of ‘related party’ has been expanded to include parties with joint control over the entity, joint venture in which the entity is a venturer and post-employment benefit plan for the benefit of employees of an entity. The Group has adopted the revised standard from 1 January 2011 which may impact only to the disclosure of related parties information in the notes to the financial statements.

TAS 40 (Revised 2009), the standard has specific presentation and measurement requirements for investment property. The entity has to present an investment property separately in the statement of financial position. The entity can choose to measure it using either the cost model or the fair value model. Under the fair value model, any changes in fair value are recognised in profit or loss. The Group has adopted this accounting standard since 1 January 2011. The Group applied the cost model for the measurement and reclassification of investment property from property, plant and equipment category and discloses fair value in the note to financial statement. The effect of adoption this accounting standard is mentioned in Note 2.2 (b).


b) The effect of adoption new accounting standard and amendments to accounting standards

The effects of the adoption of the above standards to the statement of financial position and the statement of comprehensive income previously presented are as following:

2.3 Group Accounting - Investment in subsidiaries

Subsidiaries are all entities (including special purpose entities) over which the Group has the power to govern the financial and operating policies generally accompanying a shareholding of more than one-half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases.

The Group uses the acquisition method of accounting to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair value of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. On an acquisition-by-acquisition basis, the Group recognises any non-controlling interest in the acquiree either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net assets.

Investments in subsidiaries are accounted for at cost less impairment. Cost is adjusted to reflect changes in consideration arising from contingent consideration amendments. Cost also includes direct attributable costs of investment.

(Unit : Baht)

Consolidated Company

Statement of financial position as at 31 December 2010

Increase in investment property 230,465,799 244,736,753 Decrease in property, plant and equipment (230,465,799) (244,736,753) Increase in deferred tax assets 13,972,904 7,875,944 Increase in deferred tax liabilities 43,284,927 115,196 Shareholders’ equity Increase (decrease) in unappropriated retained earnings as at (32,507,695) 7,409,941 1 January 2010 Increase (decrease) in unappropriated retained earnings as at (29,312,023) 7,760,749 31 December 2010

Statement of financial position as at 1 January 2011

Increase in employee benefit obligations 56,974,869 33,938,791 Increase in deferred tax assets 16,641,074 9,730,251 Shareholders’ equity Decrease in unappropriated retained earnings as at 1 January 2011 (40,333,795) (24,208,540)

Statement of comprehensive income for the year ended 31 December 2010

Increase in income tax expense (3,195,672) (350,808) Increase in total comprehensive income 3,195,672 350,808 Increase in basic earnings per share (Baht) 0.0017 0.0003


The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the Group’s share of the identifiable net assets acquired is recorded as goodwill. If this is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase, the difference is recognised directly in profit or loss.

Intercompany transactions, balances and unrealised gains or loss on transactions between Group companies are eliminated. Unrealised losses are also eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group. A list of the Group’s principal subsidiaries is set out in Note 12.

2.4 Foreign currency translation

Items included in the financial statements of each entity in the Group are measured using Thai Baht. The consolidated financial statements are presented in Thai Baht.

Foreign currency transactions are translated into Thai Baht using the exchange rates prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currency are translated to Thai Baht at the exchange rate prevailing at the statement of financial position date. Gains and losses resulting from the settlement of foreign currency transactions, and from the translation of monetary assets and liabilities denominated in foreign currencies, are recognised in the profit or loss.

2.5 Cash and cash equivalents

Cash and cash equivalents comprise cash on hand, deposits held at call with banks and fixed deposit with are held to maturity three months or less, and other short-term highly liquid investments with maturities of three months or less from the date of acquisition.

2.6 Trade accounts receivable/water loss treatment service income receivable

Trade accounts receivable and water loss treatment service income 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. Bad debts are written off during the year in which they are identified and recognised in profit or loss within administrative expense. The Group record revenue that has been recognised as revenue but not yet billed to the customers under “Unbilled receivables” and “Unbilled water loss treatment service income receivable” which have been included in trade accounts receivable and water loss treatment service income receivable in the statement of financial position.

2.7 Inventories

Inventories are stated at the lower of cost or net realisable value. Cost was previously determined by the first-in, first-out method and was changed to moving average basis from 1 September 2011. The comparative financial statements have not been restated because the impact of this change is not material. 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. Net realisable value is the estimate of the selling price in the ordinary course of business, less applicable variable selling expenses. Allowance is made, where necessary, for obsolete, slow moving and defective inventories.


2.8 Investments Investments other than investments in subsidiaries, associates and interests in joint ventures are classified into the following four categories: (1) trading investments; (2) held-to-maturity investments; (3) available-for-sale investments; and (4) general investments. The classification is dependent on the purpose for which the investments were acquired. Management determines the appropriate classification of its investments at the time of the purchase and re-evaluates such designation on a regular basis.

(1) Investments that are acquired principally for the purpose of generating a profit from short-term fluctuations in price are classified as trading investments and included in current assets.

(2) Investments with fixed maturity that the management has the intent and ability to hold to maturity are classified as held-to-maturity and are included in non-current assets, except for maturities within 12 months from the statement of financial position date which are classified as current assets.

(3) Investments intended to be held for an indefinite period of time, which may be sold in response to liquidity needs or changes in interest rates, are classified as available-for-sale; and are included in non- current assets unless management has expressed the intention of holding the investment for less than 12 months from the statement of financial position date or unless they will need to be sold to raise operating capital, in which case they are included in current assets.

(4) Investments in non-marketable equity securities are classified as general investments.

All categories of investment are initially recognised at cost, which is equal to the fair value of consideration paid plus transaction cost. Currently, the Group has investments with fixed maturity and investments in non-marketable equity. Held-to-maturity investments are carried at amortised cost using the effective yield method less impairment loss.

Investment in non-marketable equity security held as other investment is determined at cost less allowance for impairment. A test for impairment is carried out when there is a factor indicating that an investment might be impaired. If the carrying value of the investment is higher than its recoverable amount, impairment loss is charged to the income statement.

On disposal of an investment, the difference between the net disposal proceeds and the carrying amount is charged or credited to the profit or loss.

2.9 Non-current assets held-for-sale

Non-current assets are classified as assets held-for-sale when their carrying amount is to be recovered principally through a sale transaction and a sale is considered highly probable. They are stated at the lower of the carrying amount and fair value less cost to sell if their carrying amount is to be recovered principally through a sale transaction rather than through continuing use.

2.10 Investment property

Property that is held for long-term rental yields or for capital appreciation or both, and that is not occupied by the companies in the consolidated Group, is classified as investment property. Investment property also includes property that is being constructed or developed for future use as investment property.

Investment property is measured initially at its cost, including related transaction costs and borrowing costs. Borrowing costs are incurred for the purpose of acquiring, constructing or producing a qualifying investment


property are capitalised as part of its cost. Borrowing costs are capitalised while acquisition or construction is actively underway and cease once the asset is substantially complete, or suspended if the development of the asset is suspended.

After initial recognition, investment property is carried at cost less any accumulated depreciation and any accumulated impairment losses.

Land is not depreciated. Depreciation on other investment properties is calculated using the straight line method to allocate their cost to their residual values over their estimated useful lives, as follows:

Building 20 and 35 years Building improvement 10 years

Subsequent expenditure is capitalised to the asset’s carrying amount only when it is probable that future economic benefits associated with the expenditure will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance costs are expensed when incurred. When part of an investment property is replaced, the carrying amount of the replaced part is derecognised.

2.11 Property, plant and equipment

Land is stated at cost less allowance for impairment (if any). Plant and equipment are stated at cost less accumulated depreciation and allowance for impairment (if any) Historical cost includes expenditure that is directly attributable to the acquisition of the items.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.

Land is not depreciated. Depreciation on other assets is calculated using the straight line method to allocate their cost to their residual values over their estimated useful lives.

Since 1 January 2011, the Group has depreciated the significant component of each item separately and changed accounting estimate by reviewing useful lives of property, plant and equipment as the following:

Before 2011 Since 1 January 2011

Pumping plants 33 years 20, 35 yearsBuilding 10, 20, 25 years 10, 20, 35 years

Leasehold and building improvements 5, 10 years 5, 10 years but not more than leased term

Machinery and equipment - Water pool, Pipeline and related equipment 10, 20 years 40 years - Water pump 10 years 30 years - SCADA, Fiber Optic 5, 10 years 5, 15 years - Other machineries and equipment 5, 10 years 5, 10 yearsOffice equipment 3, 5 years 3, 5 yearsVehicles 5 years 5 years


The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.

The asset’s carrying amount is written-down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

Gains or losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised within ‘Other (losses)/gains – net’ in profit or loss.

Interest costs on borrowings to finance the construction of property, plant and equipment 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. The borrowing costs include interest on short-term and long-term borrowings, related taxes and amortisation of discounts or premiums relating to borrowings. All other borrowing costs are recorded as expense in profit and loss.

2.12 Assets under concession contracts

Assets under concession contracts are stated at cost less accumulated depreciation and allowance for impairment (if any). Depreciation of assets under concession contracts has been included in profit and loss which has been computed using the straight-line method over estimated useful life but not exceed the concession period of 15, 20 and 25 years,

2.13 Deferred concession rights acquisition costs

Concession rights acquisition costs consist of expenses incurred directly in relation to obtaining the concession contracts from the Provincial Waterworks Authority. Deferred concession rights acquisition costs are stated at cost less accumulated amortisation and allowance for impairment (if any). Amortisation of deferred concession rights acquisition costs, which has been computed using the straight-line method over the concession periods of 27 and 30 years, has been included in profit and loss.

2.14 Intangible assets

2.14.1 Rights to operate the businesses under concession

Right to operate the subsidiaries’ businesses under concession awarded to the subsidiaries by the government agency or entity over a limited a concession period. Rights are stated at cost less accumulated amortisation and allowance for impairment (if any) and are amortised using the straight- line method over a period of 27 years, being the concession period awarded to the subsidiaries to carry out their business operation. The carrying amounts of intangible assets are written down when there is an impairment.

2.14.2 Computer software

Expenditure on acquired computer software is capitalised on the basis of the costs incurred to acquire and amortised using the straight-line method over its estimated useful lives of 10 years.

2.15 Impairment of assets

Assets that have an indefinite useful life, are not subject to amortisation and are tested annually for impairment. Assets that are subject to amortisation 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 assets 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 level for which there are separately identifiable cash flows. Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at each reporting date.

2.16 Current and deferred income taxes The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case the tax is also recognised in other comprehensive income or directly in equity, respectively.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of reporting period in the countries where the company’s subsidiaries and associates operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is recognised, using the liability method, on temporary differences arising from differences between the tax base of assets and liabilities and their carrying amounts in the financial statements. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred income tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised.

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income tax assets and liabilities relate to income taxes levied by the same taxation authority on either the taxable entity or different taxable entities where there is an intention to settle the balances on a net basis.

2.17 Borrowings Borrowings are recognised initially at the fair value of proceeds received, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between proceeds (net of transaction costs) and the redemption value is recognised in profit and loss over the period of the borrowings. Interest expenses is recognised as expenses on an accrual basis by using interest rate specified in the contracts.

Borrowings are classified as current liabilities unless the Group has right to defer settlement of the liability for at least 12 months after the end of reporting date.

2.18 Leases

Where a Group company is the lessee

Leases not transferring a significant portion of the risks and rewards of ownership to the lessee are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the statement of comprehensive income on a straight-line basis over the period of the lease.

Leases of property, plant or equipment which substantially transfer all the risks and rewards of ownership are classified as finance leases. Finance leases are capitalised at the inception of the lease at the lower of the fair value of the leased property or the present value of the minimum lease payments. Each lease payment is allocated to the principal and to the finance charges so as to achieve a constant rate on the finance balance outstanding. The outstanding rental obligations, net of finance charges, are included in other long-term


payables. The interest element of the finance cost is charged to the statement of income over the lease period so as to achieve a constant periodic rate of interest on the remaining balance of the liability for each period. The property, plant or equipment acquired under finance leases is depreciated over the shorter period of the useful life of the asset or the lease term.

Where a Group company is the lessor

Assets leased out under operating leases are included in property, plant and equipment and investment property in the statement of financial position. They are depreciated over their expected useful lives on a basis consistent with other similar property, plant and equipment owned by the Group. Rental income (net of any incentives given to lessees) is recognised on a straight-line basis over the lease term. 2.19 Employee Benefits The Group has post-employment benefits both defined benefit and defined contribution plans. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. The Group has no legal or constructive obligations to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. A defined benefit plan is a pension plan that is not a defined contribution plan. Typically defined benefit plans define an amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation.

•Defined contribution plan Provident fund

The Group operates a provident fund, being a defined contribution plan, the assets for which are held in a separate trust fund. The provident fund is funded by payments from employees and by the Group. The Group has no further payment obligations once the contributions have been paid. The contributions are recognised as employee benefit expense when they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available.

•Definedbenefitplan Retirement benefit

Under Labour Laws applicable in Thailand and Group’s employment policy, the severance pay will be at the rate according to salary and number of years of service which will happen in the future. The liability recognised in the statement of financial position in respect of defined benefit pension plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets, together with adjustments for unrecognised past-service costs. The defined benefit obligation is calculated by independent actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using government bond interest rate that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related liability.

Gain and loss from actuarial estimation for employee benefit recognised in profit and loss by using straight line method over average of remaining service years of employees in the plan.

2.20 Provisions 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 the amount has been reliably estimated. Where the Group expects a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognised as a


separate asset but only when the reimbursement is virtually certain. Provisions are not recognised for future operating losses.

2.21 Revenue recognition Revenue comprises the fair value of the consideration received or receivable for the sale of goods and service after eliminating sales within the Group. The revenue recognition policy of each type of revenue, as follows:

(a) Sales

Sales of goods are recognised as revenue when significant risks and reward of ownership of goods have passed to the buyer. Sales are the invoiced value, excluding value added tax, of goods supplied after deducting goods returns and discounts.

(b) Rental and service income

Rental income is recognised as revenue over the rental period at the rate stipulated in the contracts.

Service income is recognised as revenue by the amount excluding value added tax when services havebeen rendered with reference to the stage of completion.

(c) Revenue from pipeline installation project and water loss reduction project

Revenue from water pipeline installation project and water loss reduction project are recognised as revenue under the percentage of completion method. The expected loss on unprofitable contracts is recognised as soon as such loss can be foreseen.

(d) Interest and dividend income

Interest income is recognised on an accrual basis. Dividend income is recognised when rights to receive dividends are established.

(e) Other income

Other income is recognised on an accrual basis.

2.22 Dividends distribution

Dividend distribution to the Company’s shareholders is recorded in the Group’s financial statements in the period in which they are approved by the Company’s shareholders or the Board of Directors in case of interim dividend.

2.23 Segment reporting

Segment information is presented by business segment of the Group’s operations.

3. Critical accounting estimates, judgments and assumptions Estimates, judgments and assumptions are continually evaluated and are based on historical experience and other factors including expectations of future events that are believed to be reasonable under the circumstances. Significant accounting judgments and estimates are as follows:

3.1 Value in use Value in use is the present value of the future cash flows expected to be derived from assets, discounted by discount rates, determined by the management of the Group. The cash flow projections based on financial


forecasts for the remaining useful lives of assets or concession periods and approved by the management of the Group are calculated based on estimated growth rates, which do not exceed their capacity and customers’ usage demand. Key assumptions used for value-in-use calculations are growth rates, expense to revenue ratios and gross margin rate. Management determines such rates based on their past performance, their expectations for market development, and business plan. The discount rates used are pre-tax and reflect specific risks relating to the business after considered the remaining useful lives. The value derived from the afore-mentioned method may vary due to changes in revenue structure, cost structure, discount rate, industrial conditions and economic conditions.

3.2 Leases In determining whether a lease is to be classified as an operating lease or finance lease, the management is required to use judgment regarding whether significant risk and rewards of ownership of the leased asset has been transferred, taking into consideration terms and conditions of the arrangement.

3.3 Allowance for doubtful accounts In determining an allowance for doubtful accounts, the management needs to make judgment and estimates based upon, among other things, past collection history, aging profile of outstanding debts and the prevailing economic condition.

3.4 Property plant and equipment/Depreciation In determining depreciation of plant and equipment, the management is required to make estimates of the useful lives and salvage values of the plant and equipment and to review estimate useful lives and salvage values when there are any changes or at least at the end of each reporting period.

In addition, the management is required to review property, plant and equipment for impairment on a periodical basis and record impairment losses in the period when it is determined that their recoverable amount is lower than the carrying cost. This requires judgments regarding forecast of future revenues and expenses relating to the assets subject to the review.

3.5 Employee Benefits - defined benefit plan

The present value of defined benefit obligations depends on a number of factors that are determined on an actuarial basis using a number of assumptions. The assumptions used in determining the net cost (income) for obligations include inflation rate, future salary increases and the discount rate. Any changes in these assumptions will have an impact on the carrying amount of defined benefit obligations. The Group determines the appropriate discount rate at the end of each year. This is the interest rate that should be used to determine the present value of estimated future cash outflows expected to be required to settle the defined benefit obligations. In determining the appropriate discount rate, the Group considers the appropriated rate by using government bond interest rate that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related liability.

The key assumptions for defined benefit obligations are based in part on current market conditions is disclosed in Note 26.

3.6 Provision and contingent liabilities

The Group has contingent liabilities as a regarding of litigation. The Group’s management has used judgment to assess of the results of the litigation and believes that no significant loss will result apart from provision for liabilities which already recorded at each reporting date.


In addition, the Group has an uncertainty regarding to a deal for the Company to rent/manage the 2 pipeline connecting projects which disclosed the information in Note 38.5. Based on the Group’s management judgement, the projected compensation was recorded in financial statements using the best estimation of compensation rate computing from the current information.

3.7 Fair value of financial instruments

In determining the fair value of financial instruments that are not actively traded and for which quoted market prices are not readily available, the management exercise judgment, using a variety of valuation techniques and models. The input to these models is taken from observable markets, and includes consideration of liquidity, correlation and longer-term volatility of financial instruments. The critical fair value estimation of financial instruments is long-term loans from financial institutions. The Group estimates the fair value by calculating the present value of future principal and interest payment using the market interest rate for discounting

4. Capital risk management The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

5. Segment information The principal business operations of the Group are supply of raw water, produce and supply of tap water, waterworks management, and engineering services. These business operations are conducted only in one geographical area, which is Thailand.

The business segment information for the years ended31 December 2011 and 2010 are summarised as follows:


5.1 Operating results by business segment(Unit: Baht’000)

Consolidated

2011

Sales Service incomeSupply of raw water business

Supply of tap water business

Waterworks management

businessEngineering

services Others Elimination Total

RevenueRevenue from third parties 2,261,016 765,849 58,834 102,180 62,504 - 3,250,383Revenue from inter-segment 120,752 - 245,482 - 4,090 (370,324) -Total revenue 2,381,768 765,849 304,316 102,180 66,594 (370,324) 3,250,383Cost of sales and services (811,953) (521,256) (282,691) (91,673) (59,488) 369,836 (1,397,225)

Operating profitSegment operating profit 1,569,815 244,593 21,625 10,507 7,106 (488) 1,853,158Unallocated revenue and expensesOther income 59,652Selling expenses (49,513)Administrative expenses and other expenses (352,104)

Finance costs (78,476)Income tax (424,694) Net profit 1,008,023

(Unit: Baht’000)(Restated)

Consolidated

2010

Sales Service incomeSupply of raw

water business

Supply of tap water

business Other


businessEngineering

services Others Elimination Total

Revenue

Revenue from third parties 2,117,502 716,233 1,567,290 44,867 107,689 79,709 - 4,633,290

Revenue from inter-segment 110,903 - - 242,768 - 4,389 (358,060) -

Total revenue 2,228,405 716,233 1,567,290 287,635 107,689 84,098 (358,060) 4,633,290

Cost of sales and services (853,714) (497,259) (1,507,455) (254,502) (94,094) (80,878) 353,681 (2,934,221)

Operating profit

Segment operating profit 1,374,691 218,974 59,835 33,133 13,595 3,220 (4,379) 1,699,069Unallocated revenue and expenses

Other income 41,508

Selling expenses (49,642)Administrative expenses and other expenses (310,444)

Finance costs (89,807)

Income tax (378,551)

Net profit 912,133


5.2 Asset information by business segment

(Unit: Baht’000)

Consolidated

2011Raw water distribution business

Tap water distribution business


businessEngineering

services

Unallocated assets and

others Elimination Total

Trade and other receivables 216,849 187,465 63,226 6,147 20,129 (76,234) 417,582

Water loss treatment service

income receivable - - - 10,133 - - 10,133

Inventories - 3,212 2,454 2,212 - - 7,878

Non-current assets classified

as held-for-sale, net - - 34,658 - - - 34,658

Investment property - net - - - - 217,160 - 217,160

Property, plant and equipment - net 7,872,135 6,861 161,215 298 332,202 - 8,372,711

Assets under concession contracts - net - 241,859 214,147 - - - 456,006


costs - net - 426,681 115,093 - - - 541,774

Intangible asset - net - 135,550 - - 34,023 - 169,573

Unallocated assets and others - - - - 1,067,807 (510,810) 556,997

Total assets 8,088,984 1,001,628 590,793 18,790 1,671,321 (587,044) 10,784,472

(Unit: Baht’000)(Restated)

Consolidated

2010

Raw water distribution business

Tap water distribution business


business

Engineering services

Unallocated assets and

othersElimination Total

Trade and other receivables 212,342 144,338 44,167 6,535 22,444 (54,771) 375,055

Water loss treatment service

income receivable - - - 16,613 - - 16,613

Inventories - 3,019 4,785 1,755 - - 9,559

Investment property - net - - - - 230,466 - 230,466

Property, plant and equipment - net 6,973,326 5,957 210,523 529 347,489 - 7,537,824

Assets under concession contracts - net - 249,248 179,831 - - - 429,079


costs - net - 421,222 121,095 - - - 542,317

Intangible asset - net - 143,899 - - - - 143,899

Unallocated assets and others - - - - 1,114,431 (514,671) 599,760

Total assets 7,185,668 967,683 560,401 25,432 1,714,830 (569,442) 9,884,572


5.3 Sales of raw water by distribution networks

5.3.1 Sales volume of raw water classified by distribution networks

5.3.2 Proportion of raw water sold to end users

Company2011 2010

Sales Volume Sales Sales Volume SalesCubic Meters’000 Baht’000 Cubic Meters’000 Baht’000

Nong Pla Lai - Map Ta Pud Network 86,171 791,915 72,212 663,627Dok Krai - Map Ta Pud Network 85,058 782,024 85,712 787,341Chachoengsao - Chonburi Network 69,742 620,812 64,428 573,725Nong Pla Lai - Nong Khor Network 20,583 187,017 22,530 203,713Total 261,554 2,381,768 244,882 2,228,406

Company2011 2011

Nong Khor - Laem Chabang Network 1 461,752 416,820Nong Khor - Laem Chabang Network 2 138,234 109,850Chachoengsao Network 20,826 47,055Total 620,812 573,725

Company2011 % 2011 %

Industrial Estates 52 51Waterworks Authority 31 32Factories 17 17Total 100 100

(Unit: Baht’000)

Sales of raw water from Chachoengsao - Chonburi Network consisted of:

6. Cash and cash equivalents(Unit: Baht)


2011 2010 2011 2010

Cash on hand 625,000 525,000 180,000 80,000Deposits with banks - current accounts 64,154 7,000 34,000 4,000 - saving accounts 72,998,798 145,300,055 18,226,521 31,233,765 - fixed accounts 1,686 2,052,269 1,686 2,052,269Securities under repurchase agreement 55,000,000 295,000,000 55,000,000 295,000,000

128,689,638 442,884,324 73,442,207 328,370,034


As at 31 December 2011, the interest rate on saving deposits with banks was 0.50% - 0.875% per annum (2010: 0.50% per annum). The fixed deposits with banks have maturity date within 3 months and interest rate at 1.75% per annum (2010: 0.75% per annum). The securities under repurchase agreement have maturity date within 1 months and interest rate at 3.20 - 3.21% per annum (2010: 1.87-1.90% per annum).

As at 31 December 2011, the Company and subsidiary have temporary investments from fixed deposits with financial institutions that have maturity date more than 3 months but within 1 year and interest rate of 2.30% - 4.0% per annum.

7. Temporary investments (Unit: Baht)

Consolidated Company2011 2010 2011 2010

Opening net book amount - - - -Additions 95,000,000 - 50,000,000 -Closing net book amount 95,000,000 - 50,000,000 -

8. Trade and other receivables

The detail of trade and other receivables as at 31 December 2011 and 2010 is as follows:(Unit: Baht)


Trade receivables 363,707,415 310,761,108 279,939,061 226,877,314Receivables from others 35,922,071 45,722,408 2,326,093 2,200,408Prepayments 13,685,237 17,850,948 10,941,223 10,784,398Others 4,267,863 720,634 4,267,417 720,634

417,582,586 375,055,098 297,473,794 240,582,754

As at 31 December 2011, receivable from other in the consolidated financial statements included accounts receivable between a subsidiary and a private company totaling Baht 35.3 million (2010: Baht 41.9 million), which related to the compensation and fine for the delayed construction of a tap water production system and the supply of water to the Provincial Waterworks Authority below the minimum requirement in accordance with sale and purchase agreement for tap water for Chonburi Province with the Provincial Waterworks Authority. This balance also included any support of the subsidiary to help the private company to produce tap water to meet the minimum requirement for Provincial Waterworks Authority. However, the subsidiary could off-set this accounts receivable balance with tap water cost that the subsidiary purchased on a monthly basis from the private company.


The detail of trade account receivables as at 31 December 2011 and 2010 is as follows:

(Unit: Baht)Consolidated Company

2011 2010 2011 2010

Trade accounts receivable - billed - Third parties 95,793,479 87,351,659 95,338,834 87,231,819 - Related parties (Note 37.2) 192,027,058 156,930,257 184,600,227 139,645,495Total trade account receivable - billed 287,820,537 244,281,916 279,939,061 226,877,314Unbilled receivables - Third parties 257,227 - - - - Related parties (Note 37.2) 75,629,651 66,479,192 - -Total unbilled receivables 75,886,878 66,479,192 - -

363,707,415 310,761,108 279,939,061 226,877,314

9. Inventories

The age analysis of the trade accounts receivable-billed is as follows:


2011 2010 2011 2010

Within credit term 268,141,915 222,062,902 260,691,661 224,648,014Overdue below 3 months 19,583,669 21,192,632 19,182,150 1,202,918Overdue 3 - 6 months 523,634 688,631 493,931 688,631Overdue 6 - 12 months 486,472 337,751 486,472 337,751

288,735,690 244,281,916 280,854,214 226,877,314Less provision for impairment of trade receivables

(915,153) - (915,153) -

287,820,537 244,281,916 279,939,061 226,877,314


2011 2010 2011 2010

Raw materials and supplies 7,878,538 9,558,954 - -7,878,538 9,558,954 - -

10. Non-current assets held for sale

On 23 June 2011, the Group’s management approved the sale of property, plant and equipment and assets under concession contracts for Kho Lan and Kho Srichang tap water projects of the subsidiary to two private companies totalling Baht 35.0 million. As a result, the subsidiary presented those assets which had a net book value of Baht 34.7 million as non-current assets held for sale. Currently, the transfer of the concession contract for Koh Lan is under consideration from Pattaya City Council and will then be submitted


11. Restricted bank deposits

As at 31 December 2010, the Company has pledged fixed deposit accounts with banks amounting to Baht 2.1million to secure bank guarantees obtained from local commercial banks on behalf of the Group as described in Note 38.4.

Details of non-current assets held for sale are as follows:(Unit: Baht)

Consolidated2011

Cost 79,716,435Less Accumulate depreciation (26,588,933)Less Allowance for impairment (18,470,000)Net book value 34,657,502

to the Ministry of Natural Resources and Environment for approval. The transfer of the concession contract for Koh Srichang was approved by Srichang City Council, but it is under consideration for approval by the Ministry of Natural Resources and Environment. The completion date for the transaction of both projects is expected by 2012.

12. Investments in subsidiaries

As at 31 December 2011 and 2010, investments in subsidiaries which present in the separate financial statements are as follows:

Company

Paid-up share capital Ownership interest Investment value Dividends income

Nature ofbusiness

Country ofincorporation

2011 20102011%

2010%

2011Baht

2010Baht

2011Baht

2010BahtCompany’s name

Million MillionBaht Baht

Universal Utilities Company Limited

Produce and

Supply of tap

waterThailand 510 510 100 100 510,000,000 510,000,000 25,142,998 28,560,000

Total investment in subsidiaries 510,000,000 510,000,000 25,142,998 28,560,000


Universal Utilities Company Limited have approved dividend payments as follows:

Total dividends

Million Baht

Dividendper share

Baht2011 Approved by Paid on

Dividend for the year 2010 Annual Generalmeeting of theshareholders on 30 March 2011

12.90 0.253 30 September 2011

Interim dividend on operating results for six-month period ended

Board of Director’smeeting on 27 September 2011

30 June 2011 12.24 0.24 31 December 201125.14

2010 Approved by

Total dividends

Baht

Dividendper share

Baht Paid on

Interim dividend on operating

results for the period as from

1 September 2009 to

31 December 2009

The 2009 Annual General

Meeting of shareholders

on 19 April 2010

30 April 2010

8.26 0.162

Interim dividend on operating

results for the period as from

1 January 2010 to

30 June 2010

Board of Director’s meeting

on 28 September 2010 Since October 2010

to December 201020.30 0.398

28.56

13. Other long-term investments

Consolidated and CompanyNumber of shares Ownership interest Investment value2011 2010 2011 2010 2011 2010

Shares Shares % % Baht Baht

Opening net book amount 5,479,140 5,175,000 15.88 15.00 91,470,300 85,387,500Additions - 304,140 - 0.88 - 6,082,800Closing net book amount 5,479,140 5,479,140 15.88 15.88 91,470,300 91,470,300


As at 31 December 2011 and 2010, the Company has long-term general investments which are investments in non-marketable equity security as follows:

Egcom Tara Company Limited

The Company had a long-term investment in equity securities of Egcom Tara Company Limited, a related company, which operation is to generate tap water for sale solely to the Provincial Waterworks Authority.

In 2011, Egcom Tara Company Limited paid dividend to the Company amount of Baht 18.2 million (2010: Baht 17.2 million).


2011 2010 2011 2010

Long-term investmentsGeneral investments- Egcom Tara Company Limited 91,470,300 91,470,300 91,470,300 91,470,300Total long-term investments 91,470,300 91,470,300 91,470,300 91,470,300


14. Investment property - net

Depreciation expense of Baht 8.8 million (2010: Baht 10.4 million) was included in administrative expenses.

(Unit: Baht)

Consolidated

Land

Building and building

improvement Total

At 1 January 2010

Cost 23,840,000 228,368,666 252,208,666

Less Accumulated depreciation - (17,677,139) (17,677,139)

Net book amount 23,840,000 210,691,527 234,531,527

For the year ended 31 December 2010

Opening net book amount 23,840,000 210,691,527 234,531,527

Additions - 6,354,389 6,354,389

Depreciation charge - (10,420,117) (10,420,117)

Closing net book amount 23,840,000 206,625,799 230,465,799

At 31 December 2010

Cost 23,840,000 234,723,055 258,563,055


Net book amount 23,840,000 206,625,799 230,465,799



Additions - 379,688 379,688

Reclassification (4,840,000) - (4,840,000)

Write-off , net - (61,839) (61,839)



At 31 December 2011

Cost 19,000,000 235,040,904 254,040,904


Net book amount 19,000,000 198,160,139 217,160,139

Fair value 15,200,000 207,555,000 222,755,000


(Unit: Baht)

Company

Land

Building and building

improvement Total

At 1 January 2010

Cost 23,840,000 244,141,329 267,981,329


Net book amount 23,840,000 225,243,288 249,083,288



Additions - 6,793,265 6,793,265



At 31 December 2010

Cost 23,840,000 250,934,594 274,774,594


Net book amount 23,840,000 220,896,753 244,736,753



Additions - 405,911 405,911

Reclassification (4,840,000) - (4,840,000)

Write-off, net - (66,108) (66,108)



At 31 December 2011

Cost 19,000,000 251,274,397 270,274,397


Net book amount 19,000,000 211,846,400 230,846,400

Fair value 15,200,000 221,890,132 237,090,132

Depreciation expense of Baht 9.4 million (2010: Baht 11.1 million) was included in administrative expenses.


The fair value was determined by independent professionally qualified valuer who hold a recognised relevant professional qualification and have recent experience in the locations and categories of the investment properties valued.

Amounts recognised in profit and loss that are related to investment property are as follows:


2011 2010 2011 2010

Rental income 57,221,146 50,250,714 62,030,710 55,298,233Direct operating expense arise from investment property that generated rental income(Building and building improvement) (50,346,959) (46,848,575) (50,346,959) (46,848,575)Direct operating expense arise from investment property that did not generate rental income(Land) (112,595) (1,569,870) (112,595) (1,569,870)

6,761,592 1,832,269 11,571,156 6,879,788

15. Property, plant and equipment - net

Consolidated

LandPumping plants Buildings

Leasehold and building improvements

Machinery and equipment

Office equipment Vehicles

Construction in progress Total

At 1 January 2010

Cost 343,816,281 533,004,672 503,526,116 161,874,768 6,153,279,590 300,589,278 8,333,819 144,549,039 8,148,973,563Less Accumulated depreciation - (114,289,590) (83,759,880) (52,462,472) (1,148,495,208) (192,711,163) (5,035,653) - (1,596,753,966)

Net book amount 343,816,281 418,715,082 419,766,236 109,412,296 5,004,784,382 107,878,115 3,298,166 144,549,039 6,552,219,597


Opening net book amount 343,816,281 418,715,082 419,766,236 109,412,296 5,004,784,382 107,878,115 3,298,166 144,549,039 6,552,219,597Additions 21,380 - 8,309,328 2,629,200 10,452,605 14,240,779 - 1,301,360,976 1,337,014,268

Transfer 5,537,491 14,960,210 2,308,483 47,531,584 89,814,506 6,004,135 - (166,156,409) -

Disposal/write-off, net - - (114,966) - (14,597,074) (1,906,570) (297,180) (3,370,152) (20,285,942)

Depreciation charge - (16,814,585) (22,479,455) (17,538,359) (228,247,213) (44,761,935) (1,282,132) - (331,123,679)

Closing net book amount 349,375,152 416,860,707 407,789,626 142,034,721 4,862,207,206 81,454,524 1,718,854 1,276,383,454 7,537,824,244

At 31 December 2010

Cost 349,375,152 547,964,882 514,143,927 212,035,552 6,236,803,845 316,200,208 5,494,263 1,276,383,454 9,458,401,283Less Accumulated depreciation - (131,104,175) (106,354,301) (70,000,831) (1,374,596,639) (234,745,684) (3,775,409) - (1,920,577,039)

Net book amount 349,375,152 416,860,707 407,789,626 142,034,721 4,862,207,206 81,454,524 1,718,854 1,276,383,454 7,537,824,244


Opening net book amount 349,375,152 416,860,707 407,789,626 142,034,721 4,862,207,206 81,454,524 1,718,854 1,276,383,454 7,537,824,244Additions 53,998,810 632,000 49,000 2,017,233 14,348,147 6,442,633 - 1,043,951,652 1,121,439,475

Transfer 191,312 10,774,749 145,649 15,530,970 102,935,336 570,187 - (130,148,203) -

Reclassification 4,840,000 - - - (1,083,149) (16,376) - - 3,740,475

Disposal/write-off, net - - (82,684) (9,471) (3,416,951) (70,820) - (874,053) (4,453,979)Reclassify to non-current assets held for sale

(Note 10) - - - (200,712) (965,259) (101,965) (2) - (1,267,938)

Depreciation charge - (15,968,822) (19,787,827) (18,992,031) (182,984,159) (45,231,297) (1,607,262) - (284,571,398)Closing net book amount 408,405,274 412,298,634 388,113,764 140,380,710 4,791,041,171 43,046,886 111,590 2,189,312,850 8,372,710,879

At 31 December 2011

Cost 408,405,274 559,371,631 514,255,892 230,123,308 6,340,820,669 318,538,088 5,426,213 2,189,312,850 10,566,253,925Less Accumulated depreciation - (147,072,997) (126,142,128) (89,742,598) (1,549,779,498) (275,491,202) (5,314,623) - (2,193,543,046)Net book amount 408,405,274 412,298,634 388,113,764 140,380,710 4,791,041,171 43,046,886 111,590 2,189,312,850 8,372,710,879

(Unit: Baht)


Depreciation expense total of Baht 284.6 million (2010: Baht 331.1 million) has been charged in cost of goods sold, Baht 254.2 million (2010: Baht 300.6 million) and in administrative expense, Baht 30.4 million (2010: Baht 30.5 million).

Company

LandPumping plant Buildings

Building improvements

Machinery and equipment

Office equipment Vehicles


At 1 January 2010

Cost 293,357,440 522,166,218 488,469,742 154,366,523 5,980,974,957 275,890,242 3,882,009 137,917,523 7,857,024,654Less Accumulated depreciation - (110,935,018) (82,650,132) (49,616,635) (1,086,799,072) (175,373,075) (1,668,340) - (1,507,042,272)

Net book amount 293,357,440 411,231,200 405,819,610 104,749,888 4,894,175,885 100,517,167 2,213,669 137,917,523 6,349,982,382


Opening net book amount 293,357,440 411,231,200 405,819,610 104,749,888 4,894,175,885 100,517,167 2,213,669 137,917,523 6,349,982,382Additions 21,380 - 7,972,929 2,370,423 8,018,024 12,170,301 - 1,285,116,084 1,315,669,141

Transfer 5,537,491 14,960,210 2,308,483 47,511,584 68,070,955 5,318,180 - (143,706,903) -

Disposal/write-off, net - - (114,966) - (14,596,343) (1,835,450) - (3,370,152) (19,916,911)

Depreciation charge - (16,091,660) (21,838,827) (16,639,807) (211,741,948) (41,309,130) (741,745) - (308,363,117)

Closing net book amount 298,916,311 410,099,750 394,147,229 137,992,088 4,743,926,573 74,861,068 1,471,924 1,275,956,552 7,337,371,495

At 31 December 2010

Cost 298,916,311 537,126,428 498,751,154 204,248,530 6,040,559,728 291,976,788 3,882,009 1,275,956,552 9,151,417,500Less Accumulated depreciation - (127,026,678) (104,603,925) (66,256,442) (1,296,633,155) (217,115,720) (2,410,085) - (1,814,046,005)Net book amount 298,916,311 410,099,750 394,147,229 137,992,088 4,743,926,573 74,861,068 1,471,924 1,275,956,552 7,337,371,495


Opening net book amount 298,916,311 410,099,750 394,147,229 137,992,088 4,743,926,573 74,861,068 1,471,924 1,275,956,552 7,337,371,495Additions 53,998,810 632,000 49,000 1,400,739 8,793,872 5,740,495 - 1,039,954,652 1,110,569,568

Transfer 10,774,749 145,649 12,923,933 101,865,570 14,400 - (125,724,301) -

Reclassification 4,840,000 - - - - - - - 4,840,000

Disposal/write-off, net - - (78,414) (9,471) (3,412,079) (32,293) - (874,053) (4,406,310)

Depreciation charge - (15,739,034) (19,263,869) (17,988,416) (163,195,019) (42,112,391) (1,360,338) - (259,659,067)Closing net book amount 357,755,121 405,767,465 374,999,595 134,318,873 4,687,978,917 38,471,279 111,586 2,189,312,850 8,188,715,686

At 31 December 2011

Cost 357,755,121 548,533,177 498,855,181 218,523,702 6,146,017,756 294,115,051 3,882,009 2,189,312,850 10,256,994,847

Less Accumulated depreciation - (142,765,712) (123,855,586) (84,204,829) (1,458,038,839) (255,643,772) (3,770,423) - (2,068,279,161)Net book amount 357,755,121 405,767,465 374,999,595 134,318,873 4,687,978,917 38,471,279 111,586 2,189,312,850 8,188,715,686

Depreciation expense total of Baht 259.7 million (2010: Baht 308.4 million) has been charged in cost of goods sold, Baht 231.2 million (2010: Baht 279.6 million) and in administrative expense, Baht 28.5 million (2010: Baht 28.8 million).

As at 31 December 2011, the costs of fully depreciation plant and equipment that are still in use of the Group and the Company amounted to Baht 459.3 million and Baht 431.8 million, respectively (2010: Baht 442.9 million and Baht 416.2 million, respectively).

As at 31 December 2011, the Group and the Company had motor vehicles and computer under financial lease agreements with net book value amounting to Baht 4.7 million and Baht 4.7 million, respectively (2010: Baht 6.0 million and Baht 5.8 million, respectively).

Borrowing costs of Baht 35.1 million (2010: Baht 9.8 million) arresting from financing specifically entered into a pipeline constructing project were capitalised during the year and are included in “Additions”.

(Unit: Baht)


16. Assets under concession contracts - net(Unit: Baht)

Consolidated

Assets under concession contracts


At 1 January 2010Cost 501,652,886 19,285,497 520,938,383Less Accumulated depreciation (113,629,965) - (113,629,965)Less Accumulated impairment (16,790,000) - (16,790,000)Net book amount 371,232,921 19,285,497 390,518,418

For the year ended 31 December 2010Opening net book amount 371,232,921 19,285,497 390,518,418Additions 10,692,140 57,971,823 68,663,963Transfer 35,396,159 (35,396,159) -Write-off, net (329,395) (185,000) (514,395)Depreciation charge (28,188,689) - (28,188,689)Impairment charge (1,400,000) - (1,400,000)Closing net book amount 387,403,136 41,676,161 429,079,297

At 31 December 2010Cost 547,240,021 41,676,161 588,916,182Less Accumulated depreciation (141,646,885) - (141,646,885)Less Accumulated impairment (18,190,000) - (18,190,000)Net book amount 387,403,136 41,676,161 429,079,297

(Unit: Baht)

Consolidated

Assets under concession contracts


For the year ended 31 December 2011Opening net book amount 387,403,136 41,676,161 429,079,297Additions 11,560,330 75,248,412 86,808,742Transfer 76,562,000 (76,562,000) -Reclassify 1,099,525 - 1,099,525Write-off, net (143,994) - (143,994)Reclassify to non-current assets held for sale (Note 10) (33,547,474) - (33,547,474)Depreciation charge (27,290,578) - (27,290,578)Closing net book amount 415,642,945 40,362,573 456,005,518

At 31 December 2011Cost 562,783,636 40,362,573 603,146,209Less Accumulated depreciation (147,140,691) - (147,140,691)Net book amount 415,642,945 40,362,573 456,005,518


Amortisation of Baht 27.3 million (2010: Baht 28.2 million) was included in the cost of sales-tap water and cost of services.

The subsidiaries have committed to transfer assets under concession contracts to the Provincial waterworks authority at the end of concession periods.

17. Deferred concession rights acquisition costs - net(Unit: Baht)

Consolidated

Deferred concession rights acquisition costs


At 1 January 2010

Cost 503,107,942 131,034,653 634,142,595

Less Accumulated amortisation (77,390,322) - (77,390,322)

Net book amount 425,717,620 131,034,653 556,752,273


Opening net book amount 425,717,620 131,034,653 556,752,273Additions - 12,309,025 12,309,025Transfer 132,486,334 (132,486,334) -Amortisation charge (26,743,488) - (26,743,488)Closing net book amount 531,460,466 10,857,344 542,317,810

At 31 December 2010

Cost 635,594,276 10,857,344 646,451,620Less Accumulated amortisation (104,133,810) - (104,133,810)Net book amount 531,460,466 10,857,344 542,317,810


Opening net book amount 531,460,466 10,857,344 542,317,810Additions - 26,472,946 26,472,946Amortisation charge (27,017,004) - (27,017,004)Closing net book amount 504,443,462 37,330,290 541,773,752

At 31 December 2011

Cost 635,594,276 37,330,290 672,924,566Less Accumulated amortisation (131,150,814) - (131,150,814)Net book amount 504,443,462 37,330,290 541,773,752

Amortisation of Baht 27.0 million (2010: Baht 26.7 million) was included in the cost of sales-tap water and cost of services.


18. Intangible assets – net

Remaining amortisation periods 31 December 2010 17 years 3 months 31 December 2011 16 years 3 months

Amortisation of Baht 8.3 million (2553: Baht 8.3 million) was included in the cost of goods sold.

(Unit: Baht)

Consolidated

Rights to operate the business under

concessionComputer software Total

At 1 January 2010

Cost 201,205,413 - 201,205,413


Net book amount 152,247,842 - 152,247,842


Opening net book amount 152,247,842 - 152,247,842

Amortisation charge (8,348,738) - (8,348,738)

Closing net book amount 143,899,104 - 143,899,104

At 31 December 2010

Cost 201,205,413 - 201,205,413


Net book amount 143,899,104 - 143,899,104


Opening net book amount 143,899,104 - 143,899,104

Additions - 34,022,500 34,022,500

Amortisation charge (8,348,738) - (8,348,738)


At 31 December 2011

Cost 201,205,413 34,022,500 235,227,913


Net book amount 135,550,366 34,022,500 169,572,866


(Unit: Baht)

Company

Computer software

At 1 January 2010

Cost -

Less Accumulated amortisation -

Net book amount -


Opening net book amount -

Amortisation charge -

Closing net book amount -

At 31 December 2010

Cost -


Net book amount -


Opening net book amount -

Additions 34,022,500

Amortisation charge -

Closing net book amount 34,022,500

At 31 December 2011

Cost 34,022,500


Net book amount 34,022,500

The Group has not amortised the computer software which was purchased during the year 2011. The computer software will be amortised in January 2012.


19. Deferred income tax

The analysis of deferred tax assets and deferred tax liability is as follows:


(Restated) (Restated)2011 2010 2011 2010

Deferred tax assets: Deferred tax asset to be recovered within 12 months 3,996,503 858 327,950 858 Deferred tax asset to be recovered after more than 12 months 19,066,100 13,972,046 12,554,127 7,875,085

23,062,603 13,972,904 12,882,077 7,875,943

Deferred tax liabilities: Deferred tax liabilities to be settled within 12 months Deferred tax liability to be settled after more than 12 months

1,381 16,059,658 - -

37,913,385 27,225,269 10,231,997 115,196

37,914,766 43,284,927 10,231,997 115,196

The movement in deferred tax asset and liability are the following;

(Restated)Consolidated

Allowance for doubtfulaccounts

Depreciation- plant andequipment

Impairment- assets

Employeebenefit Others Total

Deferred tax assetsAs at 1 January 2010 6,693,527 145,908 5,037,000 - 1,361,727 13,238,162Transaction recorded in statements of comprehensive income 324,258 480,076 420,000 - (489,592) 734,742As at 31 December 2010 7,017,785 625,984 5,457,000 - 872,135 13,972,904Adjustment of employee benefit liability at beginning balance - - - 16,641,074 - 16,641,074As at 1 January 2011 7,017,785 625,984 5,457,000 16,641,074 872,135 30,613,978Transaction recorded in statements of comprehensive income (1,712,995) (157,013) (1,208,900) (3,600,332) (872,135) (7,551,375)As at 31 December 2011 5,304,790 468,971 4,248,100 13,040,742 - 23,062,603

(Unit: Baht)


(Restated)Consolidated

Amortisation - intangible asset

Liabilities under finance lease agreements

Depreciation- plant and

andequipment Total

Deferred tax liabilitiesAs at 1 January 2010 45,674,353 88,249 - 45,762,602Transaction recorded in statements of comprehensive income (2,504,622) 26,947 - (2,477,675)As at 31 December 2010 43,169,731 115,196 - 43,284,927Transaction recorded in statements of comprehensive income (16,059,658) (9,563) 10,699,060 (5,370,161)As at 31 December 2011 27,110,073 105,633 10,699,060 37,914,766

(Unit: Baht)

(Restated)Company

Allowance for doubtful accounts

Employee benefit Others Total

Deferred tax assetAs at 1 January 2010 6,693,527 - 787,918 7,481,445Transaction recorded in statements of comprehensive income 324,258 - 70,242 394,500As at 31 December 2010 7,017,785 - 858,160 7,875,945Adjustment of employee benefit liability at beginning balance - 9,730,251 - 9,730,251As at 1 January 2011 7,017,785 9,730,251 858,160 17,606,196Transaction recorded in statements of comprehensive income (1,712,995) (2,152,964) (858,160) (4,724,119)As at 31 December 2011 5,304,790 7,577,287 - 12,882,077

(Unit: Baht)

(Restated)Company

Liabilities under finance lease agreements

Depreciation-plant and equipment Total

Deferred tax liabilitiesAs at 1 January 2010 71,504 - 71,504Transaction recorded in statements of comprehensive income 43,692 - 43,692As at 31 December 2010 115,196 - 115,196Transaction recorded in statements of comprehensive income (9,563) 10,126,364 10,116,801As at 31 December 2011 105,633 10,126,364 10,231,997

(Unit: Baht)


20. Other non-current assets

21. Short-term loans from financial institutions


2011 2010 2011 2010

Advance construction payment and prepaid expenses 170,805,810 19,153,998 154,810,550 2,174,414Deposit and Retention 1,947,873 6,568,464 - 3,513,312Other 6,186,509 3,526,521 877,722 807,831

178,940,192 29,248,983 155,688,272 6,495,557


2011 2010 2011 2010

Bills of exchange - 552,587,913 - 552,587,913Promissory note 33,000,000 - - -

33,000,000 552,587,913 - 552,587,913


2011 2010 2011 2010

Face value - 555,000,000 - 555,000,000Less Deferred interest - (2,412,087) - (2,412,087) Bills of exchange - net - 552,587,913 - 552,587,913


2011 2010 2011 2010

Promissory note 33,000,000 - - -33,000,000 - - -

The detail of short-term loans from financial institutions is as follows:

As at 31 December 2010, the Company issued unsecured bills of exchange to financial institutions as a borrowing to invest in property, plant and equipment. These bills of exchanges have maturity date about 6 months and bear interest at the rates of 1.51% - 2.14% per annum. It has been repaid in 2011.

As at 31 December 2011, a subsidiary has a short-term loan from promissory note with a financial institution which is due of call with an interest rate of 3.40% per annum.

21.1 Bills of exchange

21.2 Promissory note


22. Trade accounts payable

23. Finance lease liabilities


2011 2010 2011 2010

Third parties 98,750,997 113,132,316 68,118,175 50,343,012Related parties (Note 37.2) 6,913,316 24,423,541 58,982,721 43,873,046

105,664,313 137,555,857 127,100,896 94,216,058


2011 2010 2011 2010

Not later than 1 year 2,427,990 2,897,522 2,427,990 2,897,522Later than 1 year but not later than 5 years 2,324,805 2,493,627 2,324,805 2,493,627

4,752,795 5,391,149 4,752,795 5,391,149Less Future finance charges on finance leases (45,805) (85,857) (45,805) (85,857)Present value of finance lease liabilities 4,706,990 5,305,292 4,706,990 5,305,292

Finance lease liabilities - minimum lease payments:

The present value of finance lease liabilities is as follows:


2011 2010 2011 2010

Not later than 1 year (short-term portion) 2,382,185 2,823,812 2,382,185 2,823,812Later than 1 year but not later than 5 years (long-term portion) 2,324,805 2,481,480 2,324,805 2,481,480

4,706,990 5,305,292 4,706,990 5,305,292

24. Long-term loans from financial institutions

Movements in the long-term loans from financial institutions during the year are summarised below.(Unit: Baht)


Balances as at 1 January 2,005,812,526 1,915,568,000 1,454,000,000 1,350,000,000Add Additional borrowings 1,488,000,000 278,000,000 1,235,000,000 204,000,000Less Repayments (547,792,060) (187,755,474) (266,500,000) (100,000,000)Balances as at 31 December 2,946,020,466 2,005,812,526 2,422,500,000 1,454,000,000


Outstanding credit facilities Consolidated Company

Credit limit 2011 2010 2011 2010 2011 2010Million Baht Million Baht Million Baht Million Baht Million Baht Million Baht Million Baht

The Company

a) 1,500 - - 1,000,000,000 1,250,000,000

1,000,000,000 1,250,000,000

b) 1,000 967.0 967.0 16,500,000 33,000,000

16,500,000 33,000,000

c) 1,700 294.0 1,529.0 1,406,000,000 171,000,000 1,406,000,000 171,000,000

The subsidiary

a) 240 - - - 102,852,000 - -

b) 200 - 38.0 - 135,750,000 - -

c) 300 - -

252,631,578 284,210,526 - -

d) 200 118.0 171.0

70,888,888 29,000,000 - -

e) 270 70.0 -

200,000,000 - - -

Total 5,410 1,449.0 2,705.0 2,946,020,466 2,005,812,526 2,422,500,000 1,454,000,000

Less Current portion

(620,995,616) (373,406,060) (522,750,000) (250,000,000)

Long-term loans from financial institutions net of current portion 2,325,024,850 1,632,406,466 1,899,750,000 1,204,000,000


Long-term loans of the Company and its subsidiaries from financial institutions are shown below.

Credit facility(Million Baht)

Date of agreement Objective Type of loan period Interest rate Repayment schedule Debt covenant

a) 1,500 6 December

2007

To repay a bridging loan

Unsecured, with status equivalent to unsecured and unsubordinated debts

7 years

- The 1st - 36th months Fixed rate at 4.80 percent per annum - The 37th - 60th months Minimum Loan Rate (MLR) minus 1.75 percent per annum - The 61st month onwards Minimum Loan Rate (MLR) minus 1.50 percent per annumOn 1 February 2011, the interest rate has been changed to be THBFIX (3 months) + 1.50 per annum for the 37th month onwards.

Principal is repayable in semi-annual installments, beginning after a grace period of 12 months from the agreement date as scheduled below.-The 1st - 6th installments Baht 50 million each-The 7th - 12th installments Baht 200 million each

The Company is required to comply with certain conditions including the maintenance of a debt to equity ratio of not exceeding 2 times and not lower than 0 time, a debt service coverage ratio (DSCR) of not lower than 1.10 times, etc.

b) 1,000 22 May 2009

To invest in pipeline

maintenance project

Unsecured, with status equivalent to unsecured and unsubordinated debts

7 year

- The 1st - 12th months Money Market Rate (MMR) for loans with maturities of no more than1 year from drawdown date- The 13th - 48th months Minimum Loan Rate (MLR) minus 1.75 percent per annum - The 49th month onwards Minimum Loan Rate (MLR) minus 1.50 percent per annumOn 13 September 2010, the interest rate has been changed to be fixed at 3.45% per annum for the first year; THBFIX+1.75% per annum for the second to the third years; and THBFIX+2% per annum for the fourth to the sixth years.

Principal with accrued interest (if any) is to be fully paid within 12 months from the agreement date.On 13 September 2010, the condition for the repayment of the principal has been changed to semi-annual installments, total 10 installments at Baht 100 million each start from the end of November 2011.On 29 November 2011, the condition for the repayment of principle has been changed by installment payment for amount Baht 33 million which total 2 installments at Baht 16.5 million each start from the end of November 2011 and the end of May 2012. The remaining balance will be repaid by semi-annual installments, total 8 installments each start from the end of November 2012

The Company is required to comply with certain conditions including the maintenance of a debt to equity ratio of not exceeding 2 times and not lower than 0 time, a debt service coverage ratio (DSCR) of not lower than 1.10 times, etc.

c) 1,700 25 August 2009

Use in the Company’s pipeline construction

Unsecured 10 years - The 1st - 4th years Fixed rate at 3.50 percent per annum- The 5th - 7th years Minimum Loan Rate (MLR) minus 2.25 percent per annum- The 8th - 10th years Minimum Loan Rate (MLR) minus 2.00 percent per annum

Principal is repayable in 16 semi-annual installments, beginning after a grace period of 30 months from the first draw down date.

None

Long-term loans of the Company


Long-term loans of subsidiary - Universal Utilities Company Limited

Credit facility(Million Baht)

Date of agreement Objective Type of loan Period Interest rate Repayment schedule Debt covenant

a) 240 24 April 2006 To use in the subsidiary’s water tap production project

Unsecured 7 years

- The 1th – 48th months Minimum Loan Rate (MLR) minus 1.50 percent per annum- The 49th months onwards Minimum Loan Rate (MLR) minus 0.75 percent per annum On 11 December 2009, the subsidiary and a financial institution agreed to adjust the interest rate of the loans to be Minimum Loan Rate (MLR) minus 1.50 percent per annum, effective from the 49th months until the end of the loan agreement.

Principal is repayable equally in 21 quarterly installments, beginning after a grace period of 18 months from the agreement date.

The subsidiary is required to comply with certain conditions including the maintenance of a debt service coverage ratio (DSCR) of not lower than 1.25 times, etc.

b) 200 15 December 2008

To use in the subsidiary’s water tap projects

Unsecured 7 years

-The 1th - 4th years Minimum Loan Rate (MLR) minus 1.75 percent per annum-The 5th years onwards Minimum Loan Rate (MLR) minus 1.50 percent per annum

Principal is repayable equally in 23 quarterly installments, beginning after a grace period of 18 months from the agreement date.

The subsidiary is required to comply with certain conditions including the maintenance of D/E ratio of not over than 2 times, and DSCR ratio of not lower than 1.25 times, etc.

d) 200 11 December 2009

To use in the subsidiary’s water tap project

Unsecured 10 years

- The 1st - 5th years Minimum Loan Rate (MLR) minus 2.25 percent per annum- The 6th year onwards Minimum Loan Rate (MLR) minus 2.00 percent per annum

Principal is repayable in 18 semi-annual installments, beginning after a grace period of 18 months from the first draw down date and to be completed within 10 years from the first draw down date.

The subsidiary is required to comply with certain conditions including the maintenance of a debt service coverage ratio (DSCR) of not lower than 1.10 times, etc

e) 270 28 July 2010

To settle an existing loan from the Company

Unsecured 5 years

- The 1st - 18th months Minimum Loan Rate (MLR) minus 2.35 percent per annum- The 19th month onwards Minimum Loan Rate (MLR) minus 2.25 percent per annum

Principal is repayable in 9 semi-annual installments, beginning after a grace period of a fully withdraw or 31 May 2012 which depend on earlier date.

The subsidiary is required to comply with certain conditions including the maintenance of a debt service coverage ratio (DSCR) of not lower than 1.10 times, etc

c) 300 16 September 2009

To settle an existing loan from the Company

Unsecured 10 years

- The 1st - 5th years Minimum Loan Rate (MLR) minus 2.25 percent per annum- The 6th year onwards Minimum Loan Rate (MLR) minus 2.00 percent per annum

Principal is repayable in 19 semi-annual installments, beginning after a grace period of 12 months from the first draw down date and to be completed within 10 years from the first draw down date.

The subsidiary is required to comply with certain conditions including the maintenance of a debt service coverage ratio (DSCR) of not lower than 1.25 times, etc.


25. Accrued expenses

26. Employee Benefit Obligations - defined benefit plan

The amounts recognised in the statement of financial position are determined as follows:

The movement in the defined benefit obligation over the year is as follows:


2011 2011 2011 2011

Accrued bonus 41,050,693 43,026,825 31,385,374 32,606,700 Accrued project compensation 27,736,012 26,848,190 27,736,012 26,848,190 Accrued know-how services fee - 18,634,463 - -Accrued utilities expenses 3,559,835 9,557,140 - 5,766,486Others 10,392,737 21,173,222 2,304,328 12,298,275

82,739,277 119,239,840 61,425,714 77,519,651


2011 2010 2011 2010

Present value of funded obligations 64,958,355 - 37,672,554 -Liability in the statement of financial position 64,958,355 - 37,672,554 -


2011 2010 2011 2010

At 1 January - - - - Adjustment at beginning balance 56,974,869 - 33,938,791 -Current service cost 13,637,024 - 8,029,214 -Interest cost 2,634,899 - 1,562,066 -Benefits paid (8,288,437) - (5,857,517) - At 31 December 64,958,355 - 37,672,554 -

The amounts recognised in the income statement are as follows:


2011 2010 2011 2010

Current service cost 13,637,024 - 8,029,214 -Interest cost 2,634,899 - 1,562,066 -Total, included in staff costs 16,271,923 - 9,591,280 -


27. Other non-current liabilities

Of the total charge in consolidated financial statements, Baht 4.4 million (2010: nil) and Baht 11.9 million (2010: nil) were included in ‘cost of goods sold’ and ‘administrative expenses’ respectively.

Of the total charge in company financial statements, Baht 1.3 million (2010: nil) and Baht 8.3 million (2010: nil) were included in ‘cost of goods sold’ and ‘administrative expenses’ respectively.

The principal actuarial assumptions used were as follows:

Discount rate 4.7%Inflation rate 3.5%Salary increment rate 5.0-7.0%


2011 2010 2011 2010

Retentions payable 151,439,708 106,804,273 129,058,798 85,257,246Rental guarantees received from related party (Note 37.2) - - 805,875 805,765

151,439,708 106,804,273 129,864,673 86,063,011

28. Share capital

The total registered of ordinary shares has a par value of Baht 1 per share (2010: Baht 1 per share). All issued shares are fully paid.

29. Legal reserve

Pursuant to section 116 of the Public Limited Companies Act B.E. 2535, the Company is required to set aside a legal reserve equal to at least 5 percent of its net profit for the year after deducting accumulated deficit brought forward (if any), until such reserve reaches 10 percent of the Company’s registered share capital. The legal reserve is non-distributable. As at 31 December 2011 and 2010, the Company’s legal reserve has been fully reached.

(Unit: Baht)

Number ofshares

Ordinaryshares

Sharepremium Total

At 1 January 2010 1,663,725,149 1,663,725,149 2,138,522,279 3,802,247,428Issue of shares - - - -At 31 December 2010 1,663,725,149 1,663,725,149 2,138,522,279 3,802,247,428Issue of shares - - - -At 31 December 2011 1,663,725,149 1,663,725,149 2,138,522,279 3,802,247,428


30. Other component of equity

Consolidated and Company

Assets transferredFrom customers Total

At 1 January 2010 41,947,193 41,947,193Amortisation of assets transferred from customers (3,397,523) (3,397,523)At 31 December 2010 38,549,670 38,549,670

At 1 January 2011 38,549,670 38,549,670Amortisation of assets transferred from customers (3,397,523) (3,397,523)At 31 December 2011 35,152,147 35,152,147

(Unit: Baht)

Assets transferred from customers represent water distribution pipeline systems and water measured equipment transferred to the Company by customers in accordance with the water supply agreement. The Company recorded as property, plant and equipment against assets transferred from customers account which include in equity and recognise to revenue over the useful life of asset.

31. Dividends

Dividends declared during the year consist of the following.

Approved byTotal

dividends BahtDividend

per share Baht Paid on

Year 2011Dividend for the year 2010 Annual General Meeting

of the shareholders on 24 March 2011 415,918,537 0.25 12 April 2011

Interim dividends on operating results for the six-monthperiod ended 30 June 2011

Board of Director’s meeting on 22 August 2011 199,640,898 0.12 20 September 2011

615,559,435

Year 2010Dividend for the year 2009 Annual General Meeting

of the shareholders on 19 March 2010 415,917,787 0.25 5 April 2010

Interim dividends on operating results for the six-month period ended 30 June 2010

Board of Director’s meeting on 23 August 2010 216,277,640 0.13 21 September 2010

632,195,427


32. Sales - Project assets

By resolution of the Cabinet on 2 August 2005, it was resolved to approve projects to solve urgently a drought crisis in the Eastern region, which included a project to install a water distribution pipeline connecting the Pra-Sae reservoir to the Klong Yai reservoir in the Rayong Province (“the pipeline connecting project”), the Company was then assigned to construct such project under a budget of Baht 1,680 million, separated as below:

a) The budget was to be supported by the government of Baht 1,008 million, with the Company assigned to enter into contracts for pipeline connecting and annex building construction and contracts to procure and install water pumping machines and electricity system, with total contract values of Baht 919 million. The Company entered into such contracts on behalf of the government under the resolution as mentioned above. The Company will accept the assets and make payment to the sub-contractors when the assets are inspected for acceptance and received payment from the Royal Irrigation Department (“the RID”).

b) For the remaining budget of Baht 672 million, the Company was to make advance payments and the RID is to reimburse the Company by gradual offsetting of the charges for raw water that the Company will purchase from the RID each year. The Company had made advance payments totalling approximately Baht 646.5 million (comprising pipeline amounting to Baht 642 million and related fixtures amounting to Baht 4.5 million). These are presented as “Project assets”.

Thereafter, the RID issued a letter to the Company, notifying the intention to purchase the assets constructed under the pipeline connecting project by special method. In addition, on 15 January 2010, the Company and the RID signed an agreement to sell and purchase assets constructed under the pipeline connecting project. The contract value amounts to Baht 1,677 million (value added tax included).

On 2 April 2010, the Company delivered project assets to the RID and fully received payment on 8 April 2010. The Company recognised sale-project assets as revenues amounting to Baht 1,567 million and cost of sale-project assets amounting to Baht 1,507 million.

33. Other income(Unit: Baht)


2011 2010 2011 2010

Interest income 12,352,781 3,161,482 8,733,888 2,283,469

Dividend income (Note 37.1) 18,245,535 17,267,095 43,388,533 45,827,091

Others 29,053,889 21,079,694 29,404,097 18,281,115

59,652,205 41,508,271 81,526,518 66,391,675



2011 2010 2011 2010

Salary and wages and other employee benefits 270,302,985 214,663,075 149,470,630 131,893,649Depreciation and amortisation expenses 356,011,227 428,824,710 269,049,223 319,502,917Rental expenses 57,591,466 54,565,240 45,489,477 44,219,891Raw materials and consumables used 6,924,470 7,448,193 - -Electricity expenses 348,380,367 340,714,338 303,094,511 301,887,499Purchases of raw water 159,418,906 161,602,664 149,256,719 151,582,267Hiring and service expenses 255,507,206 291,015,290 39,388,962 36,020,876Repair and maintenance expenses 84,550,228 53,537,093 42,786,379 33,483,876Losses on impairment and diminution in value of assets and provision for doubtful accounts 1,195,153 1,645,003 915,153 245,003Waterworks management expense - - 196,389,513 186,605,005Expenses for development of life quality and environment

33,555,350 34,604,368 32,230,547 32,095,002

Cost of project asset - 1,507,455,010 - 1,507,455,010Finance costs 78,476,072 89,807,641 52,417,171 67,652,245Others 225,404,887 198,231,874 202,281,671 198,239,187

1,877,318,317 3,384,114,499 1,482,769,956 3,010,882,427

34. Expenses by nature

Significant expenses by nature are as follow:

35. Income tax (Restated)

Consolidated Company 2011 2010 2011 2010

Current tax:

Current tax on profits for the year 422,562,165 379,327,111 368,175,254 323,352,015 Adjustments in respect of prior year (49,088) 2,419,381 586,213 2,419,381 Total current tax 422,513,077 381,746,492 368,761,467 325,771,396

Deferred tax: Origination and reversal of temporary differences 10,388,948 (3,195,672) 13,580,042 (350,808) Impact of change in tax rate (8,207,736) - 1,260,876 -Total deferred tax 2,181,212 (3,195,672) 14,840,918 (350,808)Total tax expense 424,694,289 378,550,820 383,602,385 325,420,588

(Unit: Baht)


The tax on the Group’s profit before tax differs from the theoretical amount that would arise using the basic tax rate of the home country of the company as follows:

The actual tax rate was 28.49% (2010: 28.05%).

(Restated)Consolidated Company

2011 2010 2011 2010

Profit before tax 1,432,717,251 1,290,684,391 1,292,306,722 1,152,871,315

Tax calculated at a tax rate of 30% (20 10 - 25, 30%)

429,815,175 372,205,318 387,692,016 330,861,395

Tax effect of: Income not subject to tax (17,173,511) (18,571,686) (17,173,511) (18,571,686) Expenses not deductible for tax purpose 20,309,449 22,497,807 11,236,791 10,711,498Adjustment in respect of prior year (49,088) 2,419,381 586,213 2,419,381Re-measurement of deferred tax - change in tax rate (8,207,736) - 1,260,876 -Tax charge 424,694,289 378,550,820 383,602,385 325,420,588

(Unit: Baht)

36. Earnings per share

There was the announcement of the Royal Decree Regarding the Reduction of Corporate Income Tax Rate in the Government Gazette on 21 December 2011. The Group has, consequently, re-measured the relevant deferred tax balance by using the tax rate of 23% of net profit for the 2012 fiscal year ending on or after 31 December 2012, and to further reduce their corporate income tax to 20% of net profit in subsequent fiscal years beginning on or after 1 January 2013 onward.

Basic earnings per share is calculated by dividing the net profit attributable to shareholders by the weighted average number of ordinary shares in issue during the year.

There are no potential dilutive ordinary shares in issue for the years ended 2011 and 2010.

(Restated)Consolidated Company

2011 2010 2011 2010

Net profit attributable to ordinary shareholders (Baht) 1,007,548,762 911,749,287 908,704,337 827,450,727Weighted average number of ordinary shares in issue (Share) 1,663,725,149 1,663,725,149 1,663,725,149 1,663,725,149Basic earnings per share (Baht) 0.61 0.55 0.55 0.50

(Unit: Baht)


37. Related parties transactions

Enterprises and individuals that directly, or indirectly through one or more intermediaries, control, or are controlled by, or are under common control with, the company, including holding companies, subsidiaries and fellow subsidiaries are related parties of the company. Associates and individuals owning an, indirectly or directly, interest in the voting power of the company that gives them significant influence over the enterprise, key management personnel, including directors and officers of the company and close members of the family of these individuals and companies associated with these individuals also constitute related parties.

In considering each possible related party relationship, attention is directed to the substance of the relationship, and not merely the legal form.

The Company is a public listed company. The major shareholder is the Provincial Waterworks Authority which owns 40.2% of the company’s share.

The following transactions were carried out with related parties:


Sales of raw water are charged similar to market prices.

Sales of tap water, rental and service income and other income are charged at mutually - agreed prices as stipulated in the contracts.

Costs of sales and services are charged at mutually - agreed prices as stipulated in the contracts.


2011 2010 2011 2010

Sales - raw waterMajor shareholders Industrial Estate Authority of Thailand 793,062,227 767,885,161 793,062,227 767,885,161 Provincial Waterworks Authority 589,744,162 577,137,564 589,744,162 577,137,564 Electricity Generating Public Company Limited 26,548,758 55,654,932 26,548,758 55,654,932Subsidiary Universal Utilities Company Limited - - 120,952,791 110,903,298

1,409,355,147 1,400,677,657 1,530,106,938 1,511,580,955Sales - tap waterMajor shareholders Provincial Waterworks Authority 567,060,865 529,499,097 49,699,921 56,729,534

Rental and service incomeMajor shareholder Provincial Waterworks Authority 79,070,204 107,985,628 - -Subsidiary Universal Utilities Company Limited - - 4,089,917 3,359,006Other related company Egcom Tara Company Limited 56,089,553 51,331,152 - -

135,159,757 159,316,780 4,089,917 3,359,006

Dividend incomeSubsidiary Universal Utilities Company Limited - - 25,142,998 28,559,996Other related company Egcom Tara Company Limited 18,245,535 17,267,095 18,245,535 17,267,095

18,245,535 17,267,095 43,388,533 45,827,091

Other income Subsidiary Universal Utilities Company Limited - - 5,271,386 4,986,614

Costs of sales and costs of servicesSubsidiary Universal Utilities Company Limited - - 245,482,066 242,777,960

37.1 Transactions incurred during the year


37.2 Outstanding balances at end of the years

(Unit: Baht)


2011 2010 2011 2010

Trade accounts receivable - billed

Major shareholders

Provincial Waterworks Authority 111,553,288 80,648,034 94,093,335 54,226,827

Industrial Estate Authority of Thailand 70,856,311 67,939,271 70,856,311 67,939,271 Electricity Generating Public Company Limited 4,211,149 3,604,828 4,211,149 3,604,828

Subsidiary

Universal Utilities Company Limited - - 15,439,432 13,874,569

Other related company

Egcom Tara Company Limited 5,406,310 4,738,124 - -

192,027,058 156,930,257 184,600,227 139,645,495

Unbilled receivables

Major shareholder

Provincial Waterworks Authority 70,742,521 61,846,408 - -

Other related company

Egcom Tara Company Limited 4,887,130 4,632,784 - -

75,629,651 66,479,192 - -

Water loss treatment service income receivables

Major shareholder

Provincial Waterworks Authority

- billed 962,415 5,002,892 - -

- unbilled 9,170,844 11,609,751 - -

10,133,259 16,612,643 - -

The age analysis of the water loss treatment service income receivable-billed is as follows:


(Unit: Baht)


2011 2010 2011 2010

Within credit term 816,567 3,865,064 - -Past due less than 3 months 145,848 1,137,828 - -Total water loss treatment service income - receivable - billed 962,415 5,002,892 - -

Other receivableMajor shareholder Provincial Waterworks Authority 10,172 11,780 - -Subsidiary Universal Utilities Company Limited - - 2,104,595 1,077,248

10,172 11,780 2,104,595 1,077,248

Trade accounts payable Major shareholders Provincial Waterworks Authority 6,895,291 24,423,541 645,681 3,461,711 Industrial Estate Authority of Thailand 1,333 - 1,333 -Subsidiary Universal Utilities Company Limited - - 58,335,707 40,411,335Other related company Egcom Tara Company Limited 16,692 - - -

6,913,316 24,423,541 58,982,721 43,873,046

Other current liabilities (include in other current liabilities)Subsidiaries Universal Utilities Company Limited - - - 2,792,261

Rental guarantees Subsidiaries

Universal Utilities Company Limited - - 805,875 805,765

37.3 Key management compensation

Key management compensation composed of salaries, meeting allowances grauities and post employee benefits can be categorised as follows:


2011 2010 2011 2010

Short-term employee benefits 75,340,678 71,589,357 53,364,596 49,535,013Post-employment benefits 2,744,942 - 1,703,127 -

78,085,620 71,589,357 55,067,723 49,535,013


38.1 Capital commitments

38.2 Operating lease commitments

As at 31 December 2011, the Group and the Company had commitments in respect of in-progress construction and installation of the water distribution pipeline in the consolidated and company financial statements totaling Baht 1,305.6 million and Baht1,094.5 million, respectively (2010: Baht 1,177.0 million and Baht 1,094.5 million, respectively).

The future aggregate minimum lease payments in respect of the lease of motor vehicles and computer under non-cancellable operating leases contracts are as follows.

38. Commitments and contingent liabilities

(Unit: Million Baht) Consolidated Company2011 2010 2011 2010

Within 1 year 11.8 11.3 4.8 4.51 to 5 years 5.4 13.8 2.7 4.2

17.2 25.1 7.5 8.7

38.3 Raw water and tap water purchase agreements and long-term service commitments

38.3.1 As at 31 December 2011 and 2010, the Company had commitment in respect of a raw water purchase agreement with the Royal Irrigation Department whereby it is to purchase raw water at the price specified in a Ministerial Regulation.

38.3.2 As at 31 December 2011 and 2010, the Company and its subsidiary had commitments in respect of raw water and tap water purchase agreements with private companies at the condition and price as described in Notes 40.6, 40.7 and 40.14 to the financial statements.

38.3.3 As at 31 December 2011, the Group and the Company had commitments in respect of service agreements payable in the future of approximately Baht 159.5 million and Baht 7.2 million, respectively (2010: Baht 189.9 million and Baht 8.2 million, respectively).

38.4 Guarantees

38.4.1 As at 31 December 2011, the Group and the Company had contingent liabilities from letters of guarantee issued by local commercial banks to the Provincial Electricity Authority for electricity consumption, to the Ministry of Finance for management and operation of the major water distribution pipeline systems in the Eastern Seaboard area, to the Provincial Electricity Authority and the Royal Irrigation Department for compliance to agreements, and to counterparty for bid bonds and performance bonds totalling Baht 281.1 million and Baht 153.1 million, respectively. (2010: Baht 266.1 million and Baht 138.1 million, respectively).

38.4.2 As at 31 December 2011 and 2010, the Group had contingent liabilities in respect of being a guarantor to its three subsidiaries for letters of guarantee issued by local commercial banks to those subsidiaries in a credit limit of Baht 200 million for compliance to agreements


38.5 Project compensation

A government agency is considering a deal for the Company to rent/manage the 2 pipeline connecting projects (“projects”) and adjust the compensation. A letter issued by this government agency stipulated that the Company was to initially pay compensation for the projects at a percentage of the raw water sales from the projects from the year operation commenced. In addition, if it is decided that a fair rate is more than the rate at which the Company already paid, the Company is to make additional payment, in full, as a lump sum; while if the fair rate is lower, the government agency agrees to pay back the surplus paid by offsetting it against the remuneration of the following years.

The government agency as mentioned in first paragraph informed the Company that a deal for the Company to rent/manage the projects and the adjusting of compensation must be processed in accordance with the Act on Private Participation in a State Undertaking B.E. 2535, whereby a committee has, under Section 13, authority to set the compensation rate and negotiate benefits with the Company, in order to reach a preliminary conclusion. The conclusion will then be proposed to the Cabinet for a resolution in accordance with Section 21 of that Act.

As at 31 December 2011 and 2010, the Company and its subsidiary were sued as defendants in litigation cases with significant claim as follows:

39.1 On 28 March 2003, the Company was sued as a defendant in a litigation case in connection with the purchase of assets from the Legal Execution Department. The plaintiff petitioned the civil court to void the sales transaction or order the payment of compensatory damages amounting to Baht 302.2 million to the plaintiff. However, on 26 January 2006, the Court of First Instance issued an order dismissing the lawsuit and later the plaintiff lodged an appeal with the Court of Appeal on 22 March 2006. On 8 February 2011, the Appeal Court upheld the judgment of the Court of First Instance. At currently, the plaintiff did not submit a petition within the deadline, so this case has been finished.

39.2 On 20 October 2008, the Company was sued by a company in a lawsuit with a black case number 5930/2551 regarding a breach of a construction agreement. The litigation filed with the Civil Court by the plaintiff requested that the Company pay damages totaling Baht 40.2 million.

On 29 December 2008, the Company filed a lawsuit with a black case number 6848/2551 regarding a breach of a construction contract, suing the aforementioned company and a local commercial bank as the work guarantor of that company. The litigation filed with the Civil Court by the Company requested that the defendants pay damages totaling Baht 37.4 million.

On 26 January 2009, the Civil Court set a date for the settlement of issues under the lawsuit with the black case number 5930/2551. However, the attorney of the Company has petitioned the Court to merge the settlement of issues of the lawsuit with the black case number 6848/2551 to be in one case since both cases

39. Litigation

with respect to their electricity consumption guarantee, tap water production and distribution and water consumers information records.


are based on the same factual information. The Court considered the request and set a date for the settlement of issues of these two lawsuits on 23 March 2009.

On 23 March 2009, the Civil Court set a date for investigation of plaintiff’s witnesses during 17 - 19 February 2011 and a date for investigation of defendant’s witnesses during 23 - 24 February 2010.

On 30 July 2010, The Civil Court delivered its judgement of the red case number 3169/2553 and 3170/2553 which can be summarised as follows:

1. The litigant is required to pay a fine of Baht 8.8 million, return the advance payment of Baht 2.1 million and pay for wage supervisors during late work period of Baht 0.2 million, totalling a payment of Baht 11.1 million.

2. The Company is required to pay the 30th and 31st installment of construction cost according to the agreement of Baht 13.0 million together with the additional costs of Baht 7.0 million and the return of retention costs of Baht 3.8 million, totalling Baht 23.8 million. Moreover, the Company is required to return all eight bank guarantees to the litigant.

However, for the benefit of the Company, a lawyer was appointed to lodge an appeal with the court on 29 October 2010 regarding the fine and the additional costs.

The Company has recorded liabilities of the construction costs and the retention costs of Baht 16.8 million; still, not recorded Baht 7.0 million of the additional costs. Nevertheless, this case has not yet been finalised.

39.3 On 13 June 2011, the company was sued as a defendant by a former employee under labor law with a black case no.1887/2554 regarding the termination of the employment. The plaintiff lodged the lawsuit with the Central Labor Court, seeking compensation amounting to Baht 32.5 million. The management believes that the outcome of this case will not give rise to any significant loss.

39.4 On 27 June 2011, the Company was sued as a co-defendant together with a private company by the State Railway of Thailand in relation to a claim for damages for soil erosion on its land caused by the excavation of a raw water pit at the water pumping project in Chonburi. The plaintiff lodged the lawsuit with the Civil Court, black case no.722/2554, seeking compensation amounting to Baht 12.9 million. The Company defended plaintiff that the Company was not include in this operation and was only a purchaser of raw water from the private company.

39.5 On 14 March 2006, Universal Utilities Company Limited, a subsidiary, was sued as a co-defendant together with the Provincial Waterworks Authority (“PWA”) in a case brought in connection with illegal acts performed by administrative agencies or state officials. The plaintiff petitioned the administrative court to void the selection process by which a private operator was selected to produce tap water for distribution to the PWA in the area belonging to the Rayong Waterworks. On 16 March 2007, the Rayong Administrative Court ordered the selection process voided in accordance with the plaintiff’s petition, and also declared void the agreement appointing a private firm to produce water for sale to the Rayong Waterworks, which had resulted from an illegal selection process. However, the PWA and the subsidiary lodged appeals with the Rayong Administrative Court on 12 April 2007 and the Rayong Administrative Court has issued a court


40. Significant agreements

40.1 On 26 December 1993, the Company entered into an agreement with the Ministry of Finance to manage and operate the major water distribution pipeline systems in the Eastern Seaboard area. The contract term is 30 years, from 1 January 1994 to 30 September 2023 and the Company is required to pay a minimum of Baht 2 million per annum to the Ministry of Finance. In any years when the Company’s revenues from the sales of raw water exceed Baht 200 million, it is required to pay the Ministry of Finance with a sharing benefit at a rate of 1 percent of sales of raw water from the Nong Khor and Dok Krai reservoirs. In addition, when the Company’s annual rate of return on equity exceeds 20 percent, an additional sharing benefit at the rate of 15 percent of the return in excess of the paid 20 percent is to be paid to the Ministry of Finance. Nevertheless, the total sharing benefit is not to exceed 6 percent of the real value of the assets leased from the Ministry of Finance, as assessed according to the agreed time frame.

40.2 On 15 November 2000, the Company entered into an agreement with Universal Utilities Company Limited, a subsidiary, to receive waterworks management services for Sattahip Waterworks of the Provincial Waterworks Authority for the period of 10 years. The Company will pay the management fee from revenue after deducting license fee and related expenses as specified in the agreement. Moreover, the Company will receive the profit sharing from the subsidiary under the conditions specified in the agreement. Subsequently on 18 October 2004, the Company amended the above-mentioned agreement to entitle the subsidiary to the Pattaya Waterworks and extend the manage watersystem of Sattahip Waterworks period for 30 years from 1 March 2001 but not exceeding the period the Provincial Waterworks Authority has granted the Company the rights to operate and manage the SattahipWaterworks System.

40.3 On 28 November 2000, the Company entered into an agreement with Universal Utilities Company Limited whereby it grants the subsidiary the rights to operate the waterworks of the Municipality of Si ChangIsland Sub-district for a period of 15 years commencing from the first tap water selling date. Under the agreement, the subsidiary is required to construct tap water production system and

The Company and its subsidiaries have the following significant agreements, besides other agreements as discussed in relevant notes to financial statements.

The Company

receipt for such appeal and then passed it to the Supreme Administrative Court. The case is currently at the stage of concluding the facts of the owner’s arbitrator at the appeals level of the Supreme Administrative Court under the court receipt No. Aor. 278/50. Since PWA and the subsidiary have to comply with conditions in the agreement and are further obliged to each other as stipulated in the agreement until the case is finalised, in accordance with Section 70 of the Royal Decree on Establishment of and Procedures for Administrative Court Act B.E. 2542, the subsidiary management believes that the subsidiary will incur no loss as a result of the termination of the agreement. In case that such termination occurs, the PWA will have to compensate the subsidiary for costs of construction and improvements made to the waterworks, and for other expenses incurred by the subsidiary. Therefore, no provision has yet been made in the accounts.


also required to provide maintenance services at least 5 years after termination of agreement. Moreover, the subsidiary is to transfer all the invested assets to the Company and/or the Si Chang Municipality on the earlier expiry date of the waterworks agreement operation or the waterworks management agreement. The subsidiary is to pay in return to both the Municipality of Si Chang Island Sub-district and the Company at the rates as specified in the agreement.

40.4 On 11 May 2004, the Company entered into a waterworks management agreement with Universal Utilities Company Limited (the subsidiary) whereby the subsidiary is to provide water works management services in Bo Win Municipal area for a period of 25 years from the date the subsidiary completed the construction works of tap water production system and the Company agreed for commercial distribution of tap water (11 March 2005). Under the agreement, the subsidiary is to procure land and construct tap water production system sufficient to supply tap water throughout the agreement period. The subsidiary is to transfer all the invested assets to the Company and/or the Municipality on the earlier expiry date of the waterworks operation agreement or the waterworks management agreement. The Company is to pay an annual waterworks management fee at the rates specified in the agreement, determined on the monthly tap water sales and service fees, which can be collected from the users.

Since later on 5 August 2005, the Company entered into a waterworks system operation and management agreement with the Bo Win Sub-district Administrative Organisation (“SAO”), the Company, entered into new agreement with the subsidiary dated 14 July 2006, which replaced aforementioned agreement dated 11 May 2004.

40.5 On 7 July 2004, the Company entered into a water supply agreement for the Koh Samui Waterworks with Universal Utilities Company Limited for a 15-year period from the first water distribution date (12 May 2005) whereby the subsidiary agreed to construct the reverse osmosis water production system with the water pipeline connected to both the water distribution pipeline of the purchasers in the specified area and the Provincial Waterworks Authority, and sell the tap water produced under such system.

40.6 On 13 December 2007, the Company entered into the raw water procurement agreements with a private company whereby the Company is required to purchase a minimum of 10 million cubic meters per annum over a 10-year period.

40.7 On 30 September 2009, the Company entered into raw water procurement agreements with a private company, whereby the Company is required to purchase a minimum of 6 million cubic meters for the first years, 8 million cubic meters for the second years and 10 million cubic meters for the third years or later over a 10-year period.

The Subsidiaries

40.8 Chachoengsao Water Supply Company Limited entered into the concession agreement dated 9 November 2000 with the Provincial Waterworks Authority. The subsidiary is privileged to produce and sell tap water to the Provincial Waterworks Authority at Chachoengsao office, Chachoengsao province. The concession period is 25 years from the date that first income is derived from selling tap water (1 April 2003).


40.9 Bangpakong Water Supply Company Limited entered into the concession agreement dated 9 November 2000 with the Provincial Waterworks Authority. The subsidiary is privileged to produce and sell tap water to the Provincial Waterworks Authority at Bangpakong office, Chachoengsao province. The concession period is 25 years from the date that first income is derived from selling tap water (1 April 2003).

40.10 Nakornsawan Water Supply Company Limited entered into the concession agreement dated 7 November 2000 with the Provincial Waterworks Authority. The subsidiary is privileged to produce and sell tap water to the Provincial Waterworks Authority at Nakornsawan office, Nakornsawan province. The concession period is 25 years from the date that first income is derived from selling tap water (1 March 2003).

40.11 Chachoengsao Water Supply Company Limited (CWS) and Bangpakong Water Supply Company Limited (BWS) entered into a know-how agreement dated 1 December 2000 with Australian Water Technologies PTY Limited of Australia which transferred its entitlements under this agreement to its subsidiary, named AWT International (Thailand) Limited (“AWT”) on 15 October 2002. Whereby AWT agreed to permit the use of its name for reference purposes and provide the know-how to enable both subsidiaries to perform their obligations. In consideration thereof, the subsidiaries agreed to pay fees at the rate stipulated in the agreement. Then, Sydney Water Corporation, the parent company of AWT, declared its intention to liquidate AWT and issued comfort letters to both subsidiaries to confirm that it will take on all AWT’s duties and obligations under the know-how agreement. The subsidiaries’ Board of Directors considered to accept this proposal and negotiated to reduce their service fee. The service fee paid to AWT reduced from the present value of future estimated payment amounting to Baht 52.4 million to a one-time advance payment not exceeding Baht 18.0 million, which is a saving of the said service fee over the remaining contract. Consequently, the subsidiaries’ Board of Directors, on 18 January 2011, passed the resolution to terminate this contract. The subsidiaries recorded the advance service fee as a prepaid expense included in other non-current assets in the consolidated financial statements. 40.12 On 15 March 2010, Universal Utilities Company Limited entered into an agreement with Egcom Tara Company Limited, a related company, to produce tap water and to provide maintenance services for the tap water production system and tap water distribution pipeline of the production plants situated in Lak Muang, Ratchaburi province and Pangpuoy, Samut Songkram province. The agreement period is 3 years, from 7 April 2010 to 7 April 2013.

40.13 On 14 March 2006, Universal Utilities Company Limited and its subsidiaries entered into an agreement to produce tap water for sales to Rayong Waterworks, Rayong province with the Provincial Waterworks Authority for a 25-year period commencing from the first tap water selling date (12 July 2006). Under the agreement, the subsidiaries are required to construct tap water production system, water delivery system and water distribution system, and to expand the production capacity of the existing tap water distribution system of Rayong Waterworks. The subsidiaries are also required to provide maintenance services and to act on behalf of the Provincial Waterworks Authority in any related matters. Ownership of assets, which have been invested by the subsidiaries, is to be transferred to the Provincial Waterworks Authority immediately upon completion of these activities, with the


subsidiaries having the rights to occupy the assets in order to produce and supply tap water to the Provincial Waterworks Authority over the agreement period. The subsidiaries will receive income at the rates prescribed in the agreement.

40.14 On 25 May 2009, Universal Utilities Company Limited entered into a tap water purchase agreement for the Chonburi Waterworks, Chonburi Province with a private company. The agreement is effective from the date it is signed by both parties and will be terminated upon termination of the tap water purchase and sale agreement for the Chonburi Waterworks, Chonburi Province made with Provincial Waterworks Authority (“PWA”). The agreement requires a private company to construct a tap water production facility, of which ownership is not required to be transferred to the subsidiary. Prices are to be at the rates stipulated in the agreement.

40.15 On 3 June 2009, Universal Utilities Company Limited entered into the tap water purchase and sale agreement for the Chonburi Waterworks, Chonburi Province with PWA. The term of the agreement is 20 years from the date of tap water purchases commence. The agreement requires the subsidiary to construct a tap water production facility, of which ownership is not required to be transferred to the PWA. Prices are to be at the rates stipulated in the agreement.

40.16 On 29 December 2011, Universal Utilities Company Limited entered into a waterworks system operation and management agreement with the Sub-district Administrative Organisation (“SAO”) Nong Khaem for a 25-year period commencing from the beginning date of producing and selling tap water. The subsidiary has to transfer ownership of all invested and expanded assets in the waterworks system to SAO Nong Khaem free-of- charge at the end of agreement.

41. Financial instruments

41.1 Financial risk factors The Group’s financial instruments principally comprise cash and cash equivalents, trade and other receivables, trade accounts payable, tempolary and long-term loans and some items in other current liabilities. The Group’s activities expose it to a variety of financial risks, including the credit risk and interest rates risk. The Group’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group. The financial risk management is discussed below.

41.1.1 Credit risk The Group are exposed to credit risk primarily with respect to, trade accounts receivable, and other receivable. The Group manage the risk by adopting appropriate credit control policies and procedures and therefore does not expect to incur material financial losses. Although the Group may expose to concentration risk due to their having a few large customers, those customers are in government sector. The management believes that such risk is therefore low. The maximum exposure to credit risk is limited to the carrying amounts of trade accounts receivables, and other receivable as stated in the statement of financial position.


41.1.2 Interest rate risk The Group’s exposure to interest rate risk relate primarily to their deposits with financial institutions and short-term and long-term loans. However, since most of the Group’s financial assets and liabilities bear floating interest rates or fixed interest rates which are close to the current market rate, the interest rate risk is expected to be minimal.

Significant financial assets and liabilities as at 31 December 2011 classified by type of interest rates are summarised in the table below, with those financial assets and liabilities that carry fixed interest rates further classified based on the maturity date, or the repricing date if this occurs before the maturity date.

41.2 Fair values of financial instruments Since the majority of the Group’s financial instruments are short-term. The Group expect that their fair values are not materially different from the amounts presented in the balance sheets except for long-term loans from financial institutions which as at 31 December 2011 having the net book values and fair values of Baht 1,523.52 million and Baht 1,473.55 million, respectively (Company: Baht 1,000.0 million and Baht 997.18 million respectively).

A fair value is the amount for which an asset can be exchanged or a liability settled between knowledgeable, willing parties in an arm’s length transaction. The fair value is determined by reference to the market price of the financial instrument or by using an appropriate valuation technique, depending on the nature of the instrument.

42. Post balance sheet event

On 20 February 2012, a meeting of the Company’s Board of Directors passed a resolution to propose that the Annual General Meeting of shareholders to be held on 29 March 2012 adopt a resolution to pay a dividend of Baht 0.42 per share, or a total of Baht 698.77 million, from net profit for the year 2011. A 2011 interim dividend payment of Baht 0.12 per share, or a total of Baht 199.65 million, was paid to shareholders, from the earnings of the six months ended 30 June 2011, on 20 September 2011 according to the resolution of the Board of Directors no.10/2011 on 22 August 2011. The final dividend payment of Baht 0.30 per share, or a total of Baht 499.12 million, is to be paid and recorded after approved by the 2011 Annual General Meeting of shareholders.


Related Parties Transactions

The Company and its affiliates engaged in the related parties transactions with the major shareholders; comprising the Provincial Waterworks Authority (PWA), the Industrial Estate Authority of Thailand (IEAT), Electricity Generating Public Company Limited (EGCO) and EGCOM Tara Co., Ltd. of which held 74.19% of shares by EGCO Engineering Service Co., Ltd., a subsidiary of EGCO. In this regard, the related parties

transactions are presented in the Notes to the financial statements item 37.

Policy and Direction of the Future Related Parties TransactionsThe Company shall perform the future related parties transactions with fairness and follow the market situation as in general business characteristic. The Company shall conform with the Securities and Exchange law,

regulations, notifications, orders, or the regulations of the Stock Exchange of Thailand, including following Procedures of the Disclosure, Related Parties Transactions, and the Acquisition or Disposal of significant Assets.Additionally, the related parties transactions shall be disclosed in Notes of the financial statements which are examined by the Company’s auditors.


At the 2010 Annual General Meeting of Shareholders was held on 24 March 2010 has resolved to approve the appointment of Mr. Vichien Khingmontree Certified Public Accountant (Thailand) No. 3977 or Mr. Prasit Yuengsrikul Certified Public Accountant (Thailand) No. 4174 or Mr. Sudwin Panyawongkhanti Certified

The Remuneration

of Auditors

Public Accountant (Thailand) No. 3534 of PricewaterhouseCoopers ABAS Limited as the Company’s auditors. Any one of the auditors shall be authorized to conduct the audit and express an opinion on the Company’s financial statement for the fiscal year 2011, beginning January 1, 2011 through ending December 31,

2011. The Auditors’ remuneration for the Company in the number of Baht 940,000 (Nine hundred and forty thousand baht only) and its group Companies in the number of Baht 2,300,000 (Two million three hundred thousand baht only)


General Information

Name Eastern Water Resources Development and Management Public Company LimitedType of Business The Company is responsible for water resource development and management through main water pipeline systems for distribution to customers. In addition, the Company provides clean water production system consultancy service, including water pipeline systems consultancy service in industrial estates or factories, maintenance services, supply-purchase all types of water pipelining material and machinery, as well as consultancy service for maintenance of water pipeline and machinery and equipment, and participates in joint venture projects with private sectors.Head Office Eastwater Building, Floor 23-26, 1 Vipavadeerangsit Soi 5, Vipavadeerangsit Road, Jomphol, Jatujak, Bangkok 10900Registered No 0107539000316 (Form Registered No.was Bor Mor Jor .632)Website www.eastwater.comTelephone (662) 272-1600Fax (662) 272-1601 to 3The Company’s common Shares As of December 31, 2011, the Company’s registered and paid-up capital are as follows: Registered capital of 1,663,725,149 shares with a par value of Baht 1 per share, totaling Baht 1,663,725,149. Paid-up capital of1,663,725,149 shares with a par value of Baht 1 per share, totaling Baht 1,663,725,149

Reference FirmSecurities Registrar Securities Depository Co., Ltd. (Thailand) (Common Stock), 62 The Stock Exchange of Thailand Building, Ratchadapisek Road, Khlongtoey, Bangkok 10110.Telephone (662) 229-2800Fax (662) 654-5427Accouting Auditor PricewaterhouseCoopers ABAS Limited 179/74-80 62 15th Floor,Bangkok City Tower, 179/74-80 South Sathorn Road, Bangkok 10120Telephone (662) 286-9999Fax (662) 286-5050


Lists of companies in which the Company holds more than 10% of shares

name Type of business Type of share Registered and No. of paid-up capital Shares (%) (million Baht)

Univer Utilities Company Limited (uu)

Eastwater Building Fl.23-25,1 Vipavadeerangsit

Soi 5, Jomphol, Jatujak Bangkok10900

Telephone: (662)272-1688

Fax: (662)272-1690 to 2

Manage waterworks

business and wastewater

treatment system in the

form of concession, hiring

contract and leasing

contract

Common 510 100

Share

Nakornsawan Water Supply Company Limited

(WTS)



Telephone:(056)256-690 and (662)272-1688

Fax:(056)256-526 and (662)272-1690 to 2

Bangpakong Water Supply Company Limited



Telephone:(038)539-365 and (662)272-1688

Fax:(038)539-368 and (662)272-1690 to 2

Chachoengsao Water Supply Company Limited



Telephone:(038)814-427 and (662)272-1688

Fax:(038)814-427 and (662)272-1690 to 2

Egcom Tara Company Limited, EGCO Tower,

222 Moo 5, Vipavadeerangsit Road,

Tungsonghong, Laksi, Bangkok 10210

Telephone: (662)998-5710

Fax : (662) 955-0937

Manage tap water business,

including produce and

supply tap water to the

Provincial Waterworks

Authority at Nakornsawan

Office and to consumers





Authority at Bangpakong

Office and to consumer





Authority at Bangpakong

Office and to consumer

Produce and supply

tap water

Common

Share

Common

Share

Common

Share

Common

Share

40

40

100

345

UU holds

99.9999875

UU holds

99.9999875

UU holds

99.9999875

15.88


The List of Top 10Major shareholders

No. Shareholder Number of Shares Percentage

1 Provincial Waterworks Authority 668,800,000 40.20%

2 Electricity Generating Public Company Limited 311,443,190 18.72%

3 NORBAX INC.,13 169,324,700 10.18% 4 The Industrial Estate Authority of Thailand 76,000,000 4.57% 5 Thai NVDR company Limited 40,716,050 2.45% 6 BNP PARIBAS (securities services, London branch) 38,912,100 2.34% 7 Aberdeen Long Term Equity 22,584,300 1.36% 8 Aberdeen Growth 18,356,700 1.10% 9 American International Assurance company, 16,778,000 1.01% limited-TIGER

10 HSBC (Singapore) nominees PTE LTD 16,670,800 1.00% 11 Other (2,489 Shareholders) 284,139,309 17.08%

Total 1,663,725,149 100.00%

As of 30 December 2011


Dividend Payment Policy

The Company’s Board of Directors has the policy to propose to the shareholder’smeeting for consideration of dividend payment to shareholders of no less than 30% of parent shareholder’s equity of its consolidated net profit of each year after deduction of legal reserves. It is also subjected to the justifications and considerations that the Company deems appropriate.

Eastern Water Resources Development and Management PLC.

Eastwater Building, Floor 23-26, 1 Vipavadeerangsit Soi 5,

Vipavadeerangsit Road, Jomphol, Jatujak, Bangkok 10900

Tel : 02-272-1600 Fax : 02-272-1601

www.eastwater.com

eastw: annual report 2011 en

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