Annual Report 2019 (Highlight)scgp.listedcompany.com/misc/ar/ar2019-en-highlight/doc.pdf · Public Company Limited and its Subsidiaries (Referring to the Annual Report 2019 Page 45

SCG Packaging Public Company Limited1 Siam Cement Road, Bangsue, Bangkok 10800Tel: +66 2586 2894Fax: +66 2586 3007E-mail: [email protected]: www.scgpackaging.com

Highlight of Annual Report 2019

SCG Packaging Public Company Limited


Company Profile

Registration No. 0107537000921

Head Office Address 1 Siam Cement Road, Bangsue, Bangkok 10800

Business Type The Company generates revenue from holding shares in other

companies (Holding Company), operating core business for

packaging solutions provider which are organized into two main

operating segments: integrated packaging chain and fibrous chain,

also other relating businesses.

Initial Registered Capital (as at the registration date of conversion into the Public Limited

Company on March 24, 1994)

Registered Capital: 1,000 Million Baht

Paid-up Capital: 1,000 Million Baht

Issued and paid up ordinary shares of: 100 Million shares

Issued and paid up preference shares: - None -

Par value of 10 Baht per share

Present Registered Capital Registered capital: 4,500 Million Baht

Paid-up capital: 3,126 Million Baht

Issued and paid up ordinary shares of: 3,126 Million shares



Website www.scgpackaging.com

Share Registrar Tel: +66 2586 2894

Fax: +66 2586 3007

E-mail: [email protected]

Investors can find further information regarding the Company from the Registration Statement for Securities Offering (Form 69-1) and Prospectus which has been disclosed at www.sec.or.th or www.scgpackaging.com.

First 10 major Shareholders (As of December 31, 2019)

ShareholdersNo. of Ordinary

Shares (Issued and Paid-up)

Percent of Total Shares

1. The Siam Cement Public Company Limited 3,095,882,660 99.037

2. Mr. Taewan Tantichattanont 2,320,000 0.074

3. Randery Burahmakan Company Limited 1,872,000 0.060

4. Ms. Orapin Thidarat 1,634,000 0.052

5. Mr. Man Nana 1,563,200 0.050

6. Roman Catholic Mission of Bangkok 1,068,960 0.034

7. Mr. U-thane Tantichattanont 1,000,000 0.032

8. Mr. Somsak Nana 931,440 0.030

9. Mr. Pipatpong Israsena Na Ayudhya 528,880 0.017

10. Mr. Yuph Nana 499,440 0.016

11. Other Shareholders 18,699,420 0.598

Total 3,126,000,000 100.000

CONTENTS

Financial overview SCG Packaging Public Company Limited and its Subsidiaries

2

SCG Packaging Public Company Limited and Its Key Subsidiaries

5

Message from the Board of Directors

6

The Audit Committee’s Report

8

The Governance and Nomination Committee’s Report

10The Remuneration Committee’s Report

11

2019 Operating Results SCG Packaging Public Company Limited and its Subsidiaries

12

Sustainable Development Performance 2019

16

A Sustainable World through Circular Economy

20

Management Structure

22

2019 Consolidated Financial Statements of SCG Packaging Public Company Limited and its Subsidiaries (Referring to the Annual Report 2019 Page 45 - 152)

45

2019 Financial Statements of SCG Packaging Public Company Limited (Referring to the Annual Report 2019 Page 153 - 217)

59

2010

8,843

50,127 52,46358,439

65,14173,987

83,218 85,36991,312 93,246

51,71454,839

57,430 59,13564,614

70,90774,542

81,45587,255

139,51389,070

8,518 8,554 9,189 9,42210,499 10,554

12,082

14,56615,036

5,269

6,066

4,425

3,2853,2253,1943,4183,332

3,1233,290

2011 2012 2013 2014 2015 2016 2017 2018 2019 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019

2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019

Financial Overview SCG Packaging Public Company Limited and its Subsidiaries

Unit : Million Baht

Profit Before Finance Costs, Income Tax Expense, Depreciation and Amortization - EBITDA

Total Assets

Profit Attributable to Owners of the Parent

Revenue from Sales

Highlight of Annual Report 2019 SCG Packaging Public Company Limited2

2010

8,843

50,127 52,46358,439

65,14173,987

83,218 85,36991,312 93,246

51,71454,839

57,430 59,13564,614

70,90774,542

81,45587,255

139,51389,070

8,518 8,554 9,189 9,42210,499 10,554

12,082

14,56615,036

5,269

6,066

4,425

3,2853,2253,1943,4183,332

3,1233,290

2011 2012 2013 2014 2015 2016 2017 2018 2019 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019

2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019

Financial Overview SCG Packaging Public Company Limited and its Subsidiaries

Unit : Million Baht

2019 2018 2017 2016 2015

Statements of Income1

Revenue 89,911 87,770 82,862 75,128 71,598

Costs and expenses 83,024 79,661 76,888 70,799 67,114

EBITDA 15,036 14,566 12,082 10,554 10,499

Profit attributable to owners of the parent 5,269 6,066 4,425 3,285 3,225

Statements of Financial Position

Assets 139,513 93,246 91,312 85,369 83,218

Liabilities 76,697 39,986 35,661 32,617 34,892

Total equity attributable to owners of the parent 42,952 40,441 42,891 40,402 38,339

Total shareholders’ equity 62,816 53,260 55,651 52,752 48,326

Share Information

Total number of shares issued2 (Million Shares)

3,126 3,126 3,126 3,126 3,126

Book value per share2 (Baht) 13.74 12.94 13.72 12.92 12.26

Basic earnings per share2 (Baht) 1.69 1.94 1.42 1.05 1.03

Proposed dividends per share2, 3 (Baht) 0.98 0.50 2.50 0.25 0.25

Financial Ratio

Dividends payout ratio (%) 57.9 25.8 176.6 23.8 24.2

Profit on revenue from sales (%) 5.9 7.0 5.4 4.4 4.5

Return on assets (%) 4.5 6.6 5.0 3.9 4.1

Return on equity attributable to owners of the parent (%) 12.6 14.6 10.6 8.3 8.7

Remarks: 1 Included financial performance of Fajar since July 2019 and Visy (Thailand) since September 20192 In 2019, there is a change to par value of the ordinary shares of the company and an issuance of stock dividend. This has caused the number of the ordinary shares increase from 156.3 million shares

to 3,126 million shares. The numbers of the ordinary shares used in financial calculation during 2015-2018 period are adjusted to reflect those changes as if the change in par value of the ordinary share

and the issuance of stock dividend had occurred since the beginning of the respective reporting period.3 The proposed full year dividend of 0.98 baht per share is calculated from

1) Interim dividend in an amount of 1.11111111 baht per share on 1,563 million ordinary shares

2) Final dividend in an amount of 0.42 baht per share on 3,126 million ordinary shares

3

SCG Packaging Public Company Limited and Its Key Subsidiaries

Integrated Packaging Chain

1. Fiber-Based Packaging • Thai Containers Group Co., Ltd. • D-In Pack Co., Ltd. • Dyna Packs Co., Ltd. • Tawana Container Co., Ltd. • Thai Containers Khonkaen Co., Ltd. • Thai Containers Rayong Co., Ltd. • Precision Print Co., Ltd. • SCGP Solutions Co., Ltd. • Orient Containers Co., Ltd. • Alcamax Packaging (Vietnam) Co., Ltd.(Vietnam) • AP Packaging (Hanoi) Co., Ltd. (Vietnam) • New Asia Industries Co., Ltd. (Vietnam) • Packamex (Vietnam) Co., Ltd. (Vietnam) • PT Indocorr Packaging Cikarang (Indonesia) • PT Indoris Printingdo (Indonesia) • PT Primacorr Mandiri (Indonesia) • TCG Rengo (S) Ltd. (Singapore) (on process of liquidation)

2. Performance and Polymer Packaging • Conimex Co., Ltd. • TC Flexible Packaging Co., Ltd. • Prepack Thailand Co., Ltd. • Visy Packaging (Thailand) Limited • SCGP-T Plastics Co., Ltd. • SCGP Rigid Plastics Co., Ltd. • Tin Thanh Packing Joint Stock Company (Vietnam)

3. Packaging Paper • Thai Cane Paper Public Company Limited • Siam Kraft Industry Co., Ltd. • PT Dayasa Aria Prima (Indonesia) • PT Fajar Surya Wisesa Tbk. (Indonesia) • SCGP Solutions (Singapore) Pte. Ltd. (Singapore) • United Pulp and Paper Co., Inc. (Philippines) • Vina Kraft Paper Co., Ltd. (Vietnam)

Fibrous Chain

1. Forestry Business • The Siam Forestry Co., Ltd.

2. Pulp and Paper Products • Thai Union Paper Public Company Limited (on process

of liquidation) • Thai Paper Co., Ltd. • Phoenix Pulp & Paper Public Company Limited • Phoenix Utilities Co., Ltd. • Interpress Printers Sendirian Berhad (Malaysia)

Other Businesses

• Invenique Co., Ltd. • SKIC International Co., Ltd. • SCG Paper Energy Co., Ltd. • SCGP Excellence Training Center Co., Ltd.

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Message from the Board of Directors SCG Packaging Public Company Limited

The economies of Southeast Asia continue to grow at a strong and healthy pace, relative to other regions, while the global economy has recently encountered dramatic challenges such as the US-China trade war, oil prices fluctuations, and volatility of the capital markets and currency rates.

The packaging industry in Southeast Asia witnessed healthy growth in 2019, driven by competitive product and service exports, favorable demographics with increased purchasing power of the working class, and other lifestyle changes. All of these factors have led to the growth of packaging offering for the variety of consuming behaviors, namely convenient packaging, environmentally friendly packaging, and transportation packaging especially for E-Commerce industry. Moreover, industrial factors, such as the growth of the electronics and electric appliance sector in Vietnam, the vibrant food, beverage and consumer goods industries, as well as the growing footwear and textile industries in Indonesia, have all played important roles. Another factor behind these growths has been the relocation of Chinese manufacturing base to Southeast Asia.

Domestic packaging demand within Thailand in 2019 slightly increased, attributed to the resilient growth of consumer products, the emerging E-Commerce business, as well as the increasing need for environmentally friendly packaging, while

the export sector slowed due to the prolonged US-China trade war, and the appreciation of the Thai Baht.

The company continues to focus on expanding its investments in the Southeast Asia region, and works towards improving the organization’s efficiency to respond to quick pace of changes through more competitive supply chain offerings such as integrated packaging solutions. With the company’s efforts, total revenue from sales in 2019 registered at 89,070 million baht, representing a 2% increase from last year, in which sales from Southeast Asia (excluded Thailand) was accounted for 30% of the total revenue. Earnings was 5,269 million baht, a 13% decrease from last year, attributed to lower selling price of the fibrous chain and the adjustment of employee benefits as a result of the amendment to the Thai Labor Law of 338 million baht.

Maintained Market-Leading Position by Continuously Expanding Investment in the Region

The company expanded its investment through the acquisition of the 55% stakes in PT. Fajar Surya Wisesa Tbk. (“Fajar”), a leading paper packaging business in Indonesia, with the investment valued at 20,817 million baht and the acquisition


of the 80% stakes in Visy Packaging (Thailand) Company Limited (“Visy (Thailand)”), the high technology thermoformed food packaging company supplying to world class food companies, with the investment valued at 4,305 million baht.

Accelerating Growth with the Initial Public Offering (IPO)

The company has submitted its filings to the Securities and Exchange Commission to issue and offer new shares through the Initial Public Offering (IPO) at the amount of not exceeding 30% of the company’s total paid up capital after its capital increase. The net proceeds from the IPO will be used for business expansion for continued growth within the region, for financial restructuring that will allow future business expansion, as well as for providing better agility in business management.

Innovative Products and Services as Integrated Packaging Solutions

The company continues to focus on developing new products, services and technologies that delivers a variety of packaging solutions to enhance our customers’ brand perception. This is in addition to the efficient supply chain offerings that fulfill the consumer’s behaviors in an environmentally friendly manner. An example of this is OptiBreathTM, a packaging solution that prolongs shelf-life of fresh fruits and vegetable through the use of film technology that controls the flow of air and vapor which is suited to different type of fruits and vegetables. Another example is Fest, an environmentally friendly food safety packaging made from eucalyptus pulp, which can be heated in a microwave and is biodegradable within 60 days. These examples

show the company’s commitment to offer quality packaging solutions that meet our customers’ differentiated needs.

Human Resources, Society, and Environment

The company continues to place its tremendous focus on developing its personnel’s skills to competitively deliver the integrated packaging solutions and fostering strong organizational culture, as well as improving the work processes for maximum efficacy through the use of Artificial Intelligence (AI) and automation technologies. There is also the emphasis on the increasing use of environmentally friendly energy through the conversion of waste from the manufacturing process into electricity for internal use, as is the case with the “Ban Rang Plub Community Model”, which the company has been providing supports for the past 5 years and has been awarded the first prize at the national Zero Waste Community Project Contest 2019, organized by the Department of Environmental Quality Promotion. Knowledge from this project will be transferred to other communities to promote further cooperation and the eventual growth of trash management networks at district levels.

The Board of Directors would like to express our gratitude to all shareholders and other relevant parties for the continued trust and support you have placed with the company. We would like to assure that the company will continue to develop its organization effectiveness and drive towards success with strong adherence to good governance, furthering the company’s prosperity, maintaining its leading position in the Southeast Asia region, as well as to embed the Circular Economy principle into the work processes throughout the supply chain as the key foundation to build sustainable business growth for the company.

Bangkok, January 28, 2020

(Mr. Prasarn Triratvorakul) (Mr. Wichan Jitpukdee) Chairman Chief Executive Officer

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The Audit Committee’s Report SCG Packaging Public Company Limited

According to the resolution of the Board of Directors made on 21 June 2019, the Audit Committee was formed to independently perform its duties, in accordance to the Audit Committee Charter. In 2019, the Audit Committee convened eight times, with the 100% attendance rate of its members. The key highlights of these meetings are summarized as follows:

1. Review of the Financial Statements: The Audit Committee reviewed both the quarterly and 2019 annual financial statements of SCG Packaging Public Company Limited (or “SCGP”), and the consolidated financial statements of SCGP and its subsidiaries. These financial statements were prepared in accordance to the Thai Financial Reporting Standards, which conforms to the International Financial Reporting standards. The Committee reviewed material issues and special items, and obtained sufficient clarification from the external auditors and the management to confirm that the financial statements and the noted disclosures in the financial statements complies with the relevant laws and financial reporting standards. The Audit Committee then endorsed the financial statements reviewed and audited by SCGP’s external auditors without reservation.

2. Review of Connected Transactions or Potential Conflict of Interest: The Audit Committee outlined the scope of connected transactions and reviewed connected transactions and other transactions that may result in conflict of interest. The results suggested that SCGP’s transactions are in line with the policies of connected transaction and the outlined scope.

3. Review of Corporate Governance: SCGP continues to conduct its business in accordance with sustainable development and corporate governance principles, with reference to international standards including Organization for Economic Co-operation and Development (OECD), Thailand Securities and Exchange Commission (SEC), Stock Exchange of Thailand (SET), and Thai Institute of Directors Association (IOD). The Audit Committee reviewed the policies and governance guidelines, the efficiency and

effectiveness of good governance. The body concluded that the directors, the management and employees strictly complied with the policy by having the Board of Directors and the management as the role model. This commitment was further extended to the suppliers of SCGP through the supplier Code of Conduct as guidelines. The aim is to encourage our suppliers to behave as good citizens and conduct their businesses in such a way that they address societal and environmental concerns that are beyond the basic legal requirements.

4. Review of Risk Management Assessment System: The Audit Committee reviewed the efficiency and effectiveness of SCGP’s risk management process, and assigned SCGP Risk Management Committee to roll out the structures, core working team, policies, strategies, risk management frameworks, and risk management plans, in addition to the review of risk profile and nationwide risk management monitoring.

5. Review of Internal Control System: The Audit Committee reviewed the results of the internal control assessment, both operational and information technology systems, as reported by the Internal Audit Office and prescribed by its charter. The assessment was in compliance with the sufficiency internal control assessment recommended by the Securities and Exchange Commission (SEC). The Committee concluded that SCGP had sufficient internal controls that are appropriate for the company’s business operations. The management focused on creating employee awareness to promote moral principles, ethical behavior, code of conduct and anti-corruption activities by building the proactive preventive system. The domain comprises Ethics e-Testing, e-Policy e-Testing, risk management and control practices in accordance with “Three Lines of Defense” model. Workshops were organized for the business units to equip staffs at all levels to better understand all relevant aspects of risks, impacts, and key internal controls.


6. The Internal Audit: The Audit Committee conducted its annual review of the Audit appointed Charter and the Internal Audit office Charter, and appointed the Audit Office Director. In 2019, the Audit Office scrutinized, both operational and information technology systems for 45 projects in total. The findings concluded that there are no material issue concerns. Furthermore, the Audit Office introduced digital technology related projects such as Data Analytics Robotic Process Automation (RPA) for use in data creation and analysis. The Audit Office created the internal control documents entitled “System Development and Outsourcing System Development with Agile Methodology”, and provided consultation for risk management and key area controls for companies that use new application in operation systems, etc. Quality Assurance Review (QAR) was assessed by an independent expert.

7. Review of Complaint and Whistleblowing Investigations: SCGP developed the Whistleblowing System to enable employees and external parties to report non-compliance. External parties may complain non-compliance directly to www.scgpackaging.com. This is in addition to contacts through phone calls, e-mails and letters to the Independent Committee, the Audit Committee, the Internal Audit Office, and the Corporate Secretary Office. Findings from the investigation were taken into consideration for determination of future procedure and preventive guidelines. The Audit Committee

also reviewed measures and formulated preventive anti-corruption measures for possible frauds across systems, standard-based corruption investigations, risk assessment are appropriated with continuous business operation.

8. Appointment of the External Auditor and Review of the Audit Fee for 2020: KPMG Phoomchai Audit Ltd. has been selected and appointed as the external audit firm of SCGP from 2018 to 2022. Based on the satisfactory results of their performance appraisal and their qualification as independent auditors, the external auditors possess professional expertise, knowledge, capability and experience in auditing SCGP’s businesses, and share knowledge related to business in addition to auditing. Therefore, the Audit Committee recommended the Board of Directors to seek approval at the shareholders’ meeting for the appointment of Mr. Wairoj Jindamaneepitak, Certified public Accountant Registration No. 3565; or Miss Thanyalux Keadkaew, Certified public Accountant Registration No. 8179; or Miss Dusanee Yimsuwan, Certified public Accountant Registration No. 10235, of KPMG Phoomchai Audit Ltd. as the Company’s auditors for the year 2020.

On behalf of the Audit Committee

(Mrs. Kaisri Nuengsigkapian)Chairman of the Audit Committee

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The Governance and Nomination Committee’s Report SCG Packaging Public Company Limited

The Board of Directors resolved to appoint the Governance and Nomination Committee, effective November 25, 2019, thereby extricating it from the Nomination, Remuneration, and Governance Committee, previously established to fulfill the roles and responsibilities prescribed by the Board of Directors, which included proposing governance policies and guidelines and nominating qualified candidates for directorship.

In 2019, the Governance and Nomination Committee convened a total of two meetings, with an attendance record of 100%. The significant duties performed by the Committee, which were in line with its scope of responsibilities defined in the Governance and Nomination Committee Charter, in 2019 can be summarized as follows:

1. Recommendations of policies and guidance with regard to the Corporate Governance of SCG Packaging

In 2019, the Board of Directors resolved to approve the recommendations of the Governance and Nomination Committee to establish and review the governance policies and guidance of SCG Packaging, both in preparation for the Initial Public Offering (IPO) and the listing of its common shares in the Stock Exchange of Thailand (SET) and in an effort to foster awareness and promote adherence to SCG Packaging Corporate Governance Principles and Code of Conduct among the employees. Relevant initiatives included the following:

• Adopted the Corporate Governance Code for Listed Companies 2017 (CG Code), issued by the Securities and Exchange Commission (SEC), as practical and valuable to the business context of SCG Packaging to ensure sustainable value creation. The duties of the Board of Directors stipulated in the CG Code were also included in the Board of Directors Charter.

• Established the core values, code of conduct, and governance structure of SCG Packaging, drew up charters for the Board of Directors and all Sub-committees, defined the roles and responsibilities of the CEO, and formulated policies, measures, and guidelines relevant to organizational management in accordance with corporate governance principles, with the goal of providing guidance for the directors, executives, and employees in pursuing fair and transparent business conduct and management, enabling them to generate returns and create long term value for shareholders, foster

confidence and trust in all stakeholders, and sustainably enhance the company’s competitive capability. These have been compiled and included in the Corporate Governance Handbook, which is regularly reviewed and updated, and the policies approved by the Board of Directors are published on the company’s website.

2. Review of the structure and composition of the Board of Directors and the qualifications of directors

Reviewed the structure and composition of the company’s Board of Directors and Sub-committees, including the number and qualifications of directors appropriate for the company’s business management and the qualification requirements of independent directors, which were more stringent than those stipulated by the Capital Market Supervisory Board.

3. Nomination of candidates to fill additional director positions and replace retiring directors in 2020

Nominated a list of qualified candidates for directorship and independent directorship to be reviewed and proposed to the General Meeting of Shareholders by the Board of Directors for appointment as directors to fill additional director positions and replace retiring directors in 2020, in compliance with the Corporate Governance Codes for listed companies set forth by SET and SEC as well as other relevant international principles. In addition, the Committee also promoted a greater breadth and diversity of knowledge, experience, perspective, and business vision in the Board composition to stay in keeping with the strategies and business conduct of SCG Packaging.

On behalf of the Governance and Nomination Committee

(Mr. Chalee Chantanayingyong)

Chairman of the Governance and Nomination Committee


The Remuneration Committee’s Report SCG Packaging Public Company Limited

The Remuneration Committee performed their duties as prescribed in the Charter of the Remuneration Committee by the Board of Directors with prudence, fairness, and rationality. In doing so, the Committee considered and compared the remunerations of other listed companies and leading corporations within similar industries or comparable size.

In 2019, the Committee convened three times, with the 100% attendance rate of its directors. Their primary aim was to consider the remuneration of the Board of Directors and Sub-committees, before proposing the findings to the Board and the Shareholders’ Meeting for approval. The Committee also considered the remuneration of the Company’s CEO and top executives, in order to align each respective package with the performance of each executive and SCG’s operating results, while retaining SCG’s leadership within the industry.

Furthermore, the Remuneration Committee also provided their views and recommendations to the Management of the company, with regard to human resources management, in the efforts to foster increased morale while retaining highly capable employees with the company.

On behalf of the Remuneration Committee

(Mr. Chumpol Na Lamlieng) Chairman of the Remuneration Committee

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2019 Operating Results SCG Packaging Public Company Limited and its Subsidiaries

Operating ResultsIn 2019, total revenue from sales of SCG Packaging Public Company Limited amounted to 89,070 million baht, an increase of 2% from 2018. EBITDA was 15,036 million baht, an increase of 3% from the previous year, mainly from the consolidation of the operating results of PT Fajar Surya Wisesa Tbk. and Visy Packaging (Thailand) Ltd. Profit for the year 2019 was 5,269 million baht, 13% decrease from the previous year attributed to lower selling price of the fibrous chain and the adjustment of employee benefits as a result of the amendment to the Thai Labor Law of 338 million baht.

Integrated Packaging Chain: Total revenue from sales was 72,006 million baht, an increase of 5% compared to the previous year and EBITDA was 13,758 million baht, an increase of 13%, mainly due to higher export volume and the consolidation of Fajar’s and Visy Packaging Thailand’s operating results.

Fibrous Chain: Total revenue from sales was 18,794 million baht, a 9% decrease from the previous year, and EBITDA was 1,208 million baht, a 46% decrease from the previous year, mainly due to lower selling price of printing and writing paper and pulp.

Market and CompetitionIn 2019, the packaging industry in Thailand slightly expanded compared to the last year, due to the growth of food, beverage and consumers products, E-Commerce industry and increasing demand for environmentally-friendly packaging, while the export segment still slowed down because of the prolonged trade war between the US and China and continuous surging of Thai baht. The demand in the printing and writing paper industry slightly lessened compared to the last year, since the consumer’s behavior shifted to digital technology.

Business Growth and InvestmentExpanded our investment through the acquisition of 55% stakes in PT Fajar Surya Wisesa Tbk., a leading paper packaging business in Indonesia, with the investment valued at 20,817 million baht. The aquisition of major stakes in Fajar will help propel the expansion of packaging business in Southeast Asia region, especially in Indonesia, which has ample growth opportunity in the future.

Acquired 80% stakes in Visy Packaging (Thailand) Ltd., the high- technology thermoformed food packaging company supplying to world class food companies, with the investment valued at 4,305 million baht, for a more variety of packaging products to better meet customer’s requirements.

Restructured our rigid polymer packaging business, with Toppan Printing Company Limited, a Japanese packaging company, investing in SCGP-T Plastics Company Limited, a holding company in the rigid polymer packaging business which holds 75% stakes in Conimex Company Limited. Toppan’s high skills and expertise in production techniques will help strengthen the operation as well as expand the customer base.

The company has submitted its filings to the Securities and Exchange Commission to issue and offer new shares through the Initial Public Offering (IPO) at the amount of not exceeding


30% of the company’s total paid-up capital after its capital increase. The net proceeds from the IPO will be used for business expansion for continued growth within the region, for financial restructuring that will allow future business expansion, as well as for providing better agility in business management.

Human Resources DevelopmentAdjusted organizational structure and assign responsibilities to executives and employees, mainly considering the organization’s competency in responding to the customer’s needs, as well as encourage the people capability enhancement, both in concept idea and expertise, to make employees in all levels understand the operational concept, focusing on customer centricity and meeting their needs accurately and quickly.

Improved the processes, methods and models using Artificial Intelligence (AI) and automation technologies, as well as developed skills for the related employees to understand how to work with the machines and technologies completely and safely, leading to the organizational effectiveness.

Planned the talent management and development system consistent to the succession plan to make the future executives prepared in the aspects of business, expertise and influential speaking, and being a role model by supporting learning from experienced people in the organization and focusing on self-learning.

Reinforced the cross-cultural management through strong corporate culture reflected behavior encouragement for all levels of employees to recognize and comply with the SCG’s business operation ideology in consideration off the cultural diversity and see the importance of diversity.

Product, Service and Solution DevelopmentThe company focuses on innovative solutions development to meet the various requirements comprehensively according to the changed consumer behaviors while still being environmentally friendly. Its main developing products are as follows:

• Developed “Fest Chill” in the environmentally friendly packaging brand of Fest. The product is made of natural pulp and coated with strengthening agents. It can be heated and cooled, and recycled in accordance with the Circular Economy.

• Developed “Fest Bio” in the environmentally friendly packaging brand of Fest. The product is made of natural pulp, can be heated and cooled and is biodegradable within 60 days.

• Developed polymer packaging in the brand of “OptiBreathTM” that prolongs the freshness of fruits and vegetables, with the film technology controlling the level of gas and vapor passing in and out proper for each type of fruits and vegetables, such as coconuts, mangoes and orchids, lessening the wastes and transportation limitations. Also, co-developed “Spout Pouch” with Mahidol University to store liquid foods for people with swallowing difficulty. It took two years in researching and testing before it proceeds with the manufacture and distribution processes. Moreover, developed “Retort Packaging” that can stand the heat from high temperature sterilization process to prolong the foods without refrigeration and is easy to use, suitable for fast-paced consumer lifestyle in the present.

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• Developed digital printing packaging. The printing system used is direct printing from the work data, skipping the conventional mold preparation and lessening the production time. It can be printed on a variety of material, giving sharp images and avoiding the minimum limits.

• Developed lighter-weighed paper, while the strength remains the same or higher, using Nano Technology. It lessens the resources used in the manufacturing process and increases the ratio of recycled pulp used in the process.

• Co-developed packaging solutions to S&P for the second consecutive year in designing special packaging for moon cakes with the concept of “Lamps in the Moonlight”, being made of beautifully designed and strong material containing recycled paper. The packages are reusable and brought into the recycling process for the maximum resource utilization.

• Co-developed packaging solutions to Tesco Lotus, offering the service to collect and take the used paper packaging from Tesco Lotus to recycle and manufacture reusable paper bags as an integrated program. It aims to create

the closed-loop system to encourage the packaging that meets the consumer’s usage requirements and solves the environmental problems at the same time, according to SCG Circular Way.

Production Process DevelopmentInstalled Solar Farms and Solar Floating to generate solar electricity, reducing fossil fuel energy consumption and greenhouse gas emission about 9,800 ton CO

2e/year, and reused

the treated wastewater in some kinds of activities, such as washing machinery and watering trees, reducing water usage up to 1,550,000 m3/year for the maximum energy utilization.

Awards and Achievement in 2019SCG Packaging Public Company Limited and Thai Containers Group Co., Ltd. received awards as following:


• Global contest: WorldStar Packaging Awards 2019 from World Packaging Organization (WPO) in 3 awards: - Luxury Packaging 1 award - Food Packaging 1 award - Point of Purchase 1 award

• Regional contest: AsiaStar Packaging Awards 2019 from Asian Packaging Federation (APF) in 5 awards: - Consumer Packaging 2 awards - Point of Purchase 2 awards - Eco Packaging 1 award

• National contest: ThaiStar Packaging Awards 2019 from the Department of Industrial Promotion, Ministry of Industry in 10 awards:. - Consumer Packaging 3 awards - Point of Purchase 5 awards - Eco Packaging 2 awards

Thai Cane Paper Public Company Limited, Kanchanaburi Plant and Prachinburi Plant received The Prime Minister’s Industry Award 2019, in the category of Social Responsibility, organized by the Ministry of Industry.

Thai Cane Paper Public Company Limited, Kanchanaburi Plant and Prachinburi Plant received CSR-DIW Continuous Award 2019, organized by the Ministry of Industry.

Thai Cane Paper Public Company Limited, Kanchanaburi Plant received The Award Ceremony for Outstanding Establishment Labour Relations and Labour Welfare 2019, organized by the Ministry of Labour.

Siam Kraft Industry Co., Ltd., Wangsala Plant was awarded first runner-up prize in ASEAN Coal Awards in the category of Excellence Coal Management, organized by the Ministry of Energy.

152019 Operating ResultsSCG Packaging Public Company Limited and its Subsidiaries

1. Green Manufacturing

2. Upstream Supply Chain 3. Downstream Supply Chain

4. Sustainable Development Support

Sustainable Development Performance 2019

SCG Packaging has established the operational policy according to the sustainable development method, in consideration of risks and opportunities in the sustainable work improvement for the organization. The business operation strategy is set to ensure business growth in the fast changing situations. Short-term and long-term demands and expectations of all stakeholders are also taken into consideration to create economic, social and environmental balance.

SCG Packaging Sustainable Supply ChainSCG Packaging adheres to the development plan throughout the supply chain to create sustainability for the business operation, society and environment, with steps as follows:

1. Green Manufacturing Process • Improve the manufacturing process effectively and

efficiently for Operational Excellence, by defining indicators and goals of each issue, both in short-term and long-term, and applying the management system and standards, such as Environmental Management System (ISO 14001), Occupational Health and Safety Management System (ISO 45001), Energy Management System (ISO 50001), Guidance on Social Responsibility (ISO 26000), Total Quality Management, Total Productive Maintenance and Integrated Business Excellence (IBE). There are also Environmental Performance Assessment Program (EPAP) and Safety Performance Assessment Program (SPAP) organized by SCG to boost confidence in stakeholders related to environmental, occupational health and safety operations.

• Join the Green Industry Support and Development Program by the Ministry of Industry and Eco Factory Program by the Federation of Thai Industries, according to Thailand’s industry development policy, towards the economic, social and environmental balance in the concept of sustainable development.

• Commit to develop employees and business partners. In 2015, SCG set up SCG Learning Council to create more effective learning system. Then, the system and standards have been applied to its business expansion to Southeast Asia Region for sustainable development up to the same standard.


Sustainable Development Issue Evaluation Steps

1Gather the sustainable development issue throughout the supply chain (raw material supply/manufacture/transportation and distribution/product and service usage)

2Evaluate the importance of the issue by the impact to stakeholders

• Hold a workshop with representatives from all the departments related directly to each group of stakeholders to assess the impact levels.

• Hold a sub-meeting with each department to review the importance level analyzed from the viewpoint of the outside stakeholders.

3 Evaluate the importance of the issue by the impact to the Company

• Hold a workshop with representatives from all the departments and experts to analyze and prioritize the importance from SCG Packaging’s viewpoint and the possible impacts or business opportunities.

4 Prioritize the importance of the issue in the overview

• Prepare the table of importance levels of the issue from the viewpoint of the stakeholders.

• Hold a clarification meeting with every department to hear opinions and review the prioritization result for the sustainable development issue.

• Present the prioritization result to SCG Packaging’s Sustainable Development Committee.

• SCG Sustainable Development Practice• International Practice (GRI, DJSI, WBCSD and others)• Public meeting with expert in various fields• Employee satisfaction survey• Community satisfaction survey• Organization image survey• Whistleblowing channels• Organizational risk evaluation

2. Upstream Supply Chain Management Improvement • Perform environmentally-friendly procurement operation

and business partner security warranty to strengthen the business partners’ sustainable development.

3. Value Addition for Manufacturers and Downstream Supply Chain • Provide value-added, environmentally-friendly products and services to sustainably meet the customer’s requirements.

4. Sustainable Development Method Promotion Support • With “Commitment to Social Responsibility” as its

ideology, SCG Packaging provides assistance and support methods for stronger society even though it does not directly involve or relate.

Sustainable DevelopmentIn order to properly manage the sustainable development, as well as to get the organization and society prepared, SCG Packaging collects and prioritize the sustainable development in relation to its business operation, referring to the Global Reporting Initiative (GRI) standards and using the cooperation procedure in prioritize the sustainable development. Thus, the issue management appropriately meets the stakeholder’s requirements.

17

0 1 2 3 4 5 6 7 8

1

2

3

4

5

6

7

8

Priority for Business

• Safety• Product Stewardship (CE)• Energy Management• Water Management• Customer Engagement• Community Engagement

Prio

rity

for

Sta

keho

lder

s

Safety

CommunityEngagement

Energy Management

Water Managment

CustomerEngagement

Product Stewardship

Supply Chain Managment

Ethics &Integrity

Climate Change

Fair Tax

Human CaptialDevelopment

Occupational Health

Emissions

RecyclingStrategy

Social

Environment

Economic

Biodiversicity &

Ecosystem

Waste Managment

Labor Practice & Human Rights

SCG Packaging Materiality Matrix

Sustainable Development Projects in 2019Social and Community Development Project • The Challenge - Packaging Design Contest

The company organized “The Challenge - Packaging Design Contest 2018” consecutively since 2016 to provide a stage for young designers to showcase their packaging design talents and to equip them with insights into customer-centric marketing, which can be adopted as a design concept to meet the requirements of the package users. Leading customers also cooperate in determining the topic of the contest and judge the contest. The winning design will be further developed for use in the market.

Community Economy, Job and Income Creation Project • Local community’s job and income creation project

The company encouraged a sustainable income for communities surrounding the plants through training of basket weaving from paper band; waste from paper manufacturing processes which can be designed into bags, baskets and decorative items, as well as provided multiple channels for sales, adding values to waste and promoting communities’ economic growth sustainably.

Environmental Conservation Projects • Energy and climate change management

The company is committed to reduce energy consumption and greenhouse emission, aiming to achieve the goal by improving the efficiency of energy consumption in manufacturing process and increasing the proportion of renewable and alternative energy to lessen the fossil fuel dependency. Moreover, it reviewed the ways to reduce impact from waste and looked for the way to utilize the company’s typical raw material, i.e., waste rejects paper (RCP) sorting, black liquor from pulp manufacturing process and biogas from wastewater treatment system are being used as fuel for company power generation.

• Water managementThe company continuously improved water utilization efficiency by analyzing water balance and sought to improve company’s water usage, such as manufacturing process adjustment, machinery modification and new equipment installation. In addition, by improving the wastewater treatment process to recycle treated water. Modern and high-tech biological treatment systems are effectively selected and installed to assure treatment efficiency prior to recycling treated wastewater in manufacturing process and providing to neighboring community to help lessen cultivation costs and make income for farmers, and also to support the community during water scarcity period or drought situation. The company’s Water Management for Agriculture Project has delivered the treated wastewater to agricultural areas in Ratchaburi, Kanchanaburi and Prachinburi Provinces.

• Ban Pong Circular Economy Community ProjectAccording to the Circular Economy, the company provided knowledge and equipment regarding waste management to Ban Rang Plub Community, which received the first prize in the National Zero Waste Community Project Contest 2019, organized by the Department of Environmental Quality. It also extended the knowledge about waste management to other communities in Ban Pong district with the purpose for community members to be knowledgeable and able to manage waste in their own communities, leading to cleanliness and order in the area for the people’s health and hygiene and environment; to promote cooperation and establish the district community waste management network in which its members participate in solving the waste management problems of Thailand.

18Annual Report 2019 SCG Packaging Public Company Limited

Green Procurement Purchase

GHG Emission Reduction

Lost Time Injury Frequency Rate (Employee/Contractor)

Environmental Expense and Investment

"SCG eco value" Products and Services

Water Withdrawal Reduction

Energy Consumption Reduction

Alternative Energy

% of non-hazardous/hazardous waste landfilled

Business partners who passed the environmental, social and governance risk assessment

5,114 million baht

489,050

7.02

3.76 petajoules

0.104/0.136 cases per 200,000 man-hours

1,383 scholarships in 56 schools

14 products

100%

14.4%

0/0(of suppliers with procurement spendingover 1 million baht.)

(compared with BAU at the base year of 2007)

10.3%(Compared with BAU at the base year 2014)

(compared with BAU at the base year of 2007)

of revenue from sales

8.4% 30.6%

Recycled Water

Support community products

Number of Career Development Center in community

Support municipal waste management program in community Tree Plantation

Support community for jobs and income from weaving handicraft products

Research and Innovation Spending

Sharing Opportunities, Drawing the Future Program

12%

million cubic meter

tons of carbon dioxide equivalent

1,080 million baht

378 million baht

5,157,418 baht

27 centers 21 communities 24,618 trees

1,183,000 baht1,012Check Dams

45 projects

Scholarship Program

1.2%

Important SD Operating Results Year 2019

Sustainable Development Performance 2019 19

> >

>>>

>

Recycle

Resource Use

Design

Produce

Distribute

ProductUse

Implementation of Circular Economy

in the company

Raw Materials

A Sustainable World through Circular Economy

Circular EconomyThe economic system revolves around a cycle of renewal for end-of-life materials and energy with appropriate processes to circulate resources within the system. Thus, the Circular Economy is not just about repeatable recycles, but comprehensive models which starting at planning and designing for natural resources, manufacturing, consumption, waste management, to reusing in order to restore or repurpose materials in their life cycles instead of being discarded at the end of consumption. In addition, this can also provide sustainability for society, economy, and environment.

SCG Packaging and Sustainable Principles of Circular EconomyThe company conducts business in accordance with Circular Economy principles while aiming to continuously become a regional leading company on Circular Economy.


Product Design Process • Develop and implement Lightweight G Technology to

improve resource efficiency and eco-friendly aspects. • Develop micro flute to reduce quantity of paper. • Develop recyclable paper bags from recycled paper. • Produce paper food packaging in order to satisfy customers

who start to be green conscious than ever.

Manufacturing Process • Focus on delivering efficiency and sustainability in manufacturing process, for example, using more renewable energy, reusing production waste, reducing overall waste and materials used in the manufacturing process, and using recycled paper in a higher ratio.

• Increase utilization of renewable energy or green energy in manufacturing process, for example, starting to use biogas from anaerobic treatment system and biomass energy as an alternative energy source in manufacturing plants.

• Produce energy from biomass, for example, tree bark from paper mills.

• Utilize solar energy system installed on building’s roofs as an alternative energy source in plants as well as energy for biomass production.

Storage and Recycling Process • Develop a platform for collection and distribution of

information to upgrade storage capacity for returned packaging from end users. The company has cooperated with Doozy Pack and Tesco Lotus to promote and increase used packaging collecting point from customers.

• Join with Tesco Lotus in encouraging consumers to recycle used plastic PET. Used paper packaging in Tesco Lotus’s distribution center is also collected.

• Launch “Paper-X” application on smartphones to enable consumers and retailers to schedule the company to collect recycled paper to be processed at the company’s recycling center.

Implementation Process • Produce “OptiBreathTM” flexible packaging which helps

preserve humidity to prolong freshness of vegetables and fruits, reduce number of food garbage in households and stores, and reduce greenhouse gas (Carbon Footprint).

• Produce “Fest” as alternative eco-friendly food packaging.

21

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The Board of Directors

Composition of the Board of Directorscomprises the following 10 members:

Directors Position1. Mr. Prasarn Triratvorakul Chairman and Independent Director

2. Mr. Cholanat Yanaranop Vice Chairman

3. Mr. Chumpol Na Lamlieng Independent Director

4. Mrs. Kaisri Nuengsigkapian Independent Director

5. Mr. Chalee Chantanayingyong Independent Director

6. Mrs. Pongpen Ruengvirayudh Independent Director

7. Professor Kitipong Urapeepatanapong Independent Director

8. Mr. Tanawong Areeratchakul Director

9. Mr. Thammasak Sethaudom Director

10. Mr. Wichan Jitpukdee Chief Executive Officer

Remarks:

- The directors authorized to sign for and with binding effect on the company are any two directors jointly sign their names together.

- Directors number 1 - 9 are Non-excutive Directors .

- Director number 10 is an Excutive Director.

The Sub-committees

DirectorsThe Audit Committee

(3 members)

The Governance and Nomination Committee

(3 members)

The Remuneration Committee

(3 members)

1. Mr. Prasarn Triratvorakul - - -2. Mr. Cholanat Yanaranop - Member Member3. Mr. Chumpol Na Lamlieng - - Chairman4. Mrs. Kaisri Nuengsigkapian Chairman - -5. Mr. Chalee Chantanayingyong Member Chairman -6. Mrs. Pongpen Ruengvirayudh Member - Member7. Professor Kitipong

Urapeepatanapong - Member -8. Mr. Tanawong Areeratchakul - - -9. Mr. Thammasak Sethaudom - - -10. Mr. Wichan Jitpukdee - - -

Remarks:

- Directors number 1, 3, 4, 5, 6 and 7 meet all the requirements specified in the company’s list of qualifications of an independent director, which are more stringent than the qualifications stipulated by

the Capital Market Supervisory Board.

- Directors number 4 and 6 are knowledgeable and highly competent to be responsible for reviewing the company’s financial statements.

23

Board of Director’s Profile

Mr. Prasarn Triratvorakul Age 67 years Director qualified as an Independent Director (From August 26, 2019)Position Chairman

Independent Director

Date of Appointment as a DirectorJune 21, 2019

Education/Training • Doctor of Business Administration, Harvard University,

Massachusetts, USA • Master in Business Administration, Harvard University,

Massachusetts, USA • Master of Engineering in Industrial Engineering and

Management, Asian Institute of Technology, Thailand • Bachelor of Engineering in Electrical Engineering (First Class

Honors), Chulalongkorn University • Honorary Doctor of Philosophy, National Institute of

Development Administration • Honorary Doctor of Economics, Chulalongkorn University • Honorary Doctor of Economics, The University of the Thai

Chamber of Commerce • Honorary Doctor of Economics, Khon Kaen University • Honorary Doctor of Business Administration, Rajamangala

University of Technology Suvarnabhumi

Expertise • Business or Core Industries of Other Large Industries • Administration and Large Organization Management • Economics, Investment, Policy Setting and Strategic Planning • Marketing, Accounting and Finance • Corporate Governance and Risk Management

Director Training • The Role of the Chairman Program (RCP) 2/2001, Thai

Institute of Directors Association • Director Certification Program (DCP) 21/2002, Thai Institute

of Directors Association • Ethical Leadership Program (ELP) 2/2015, Thai Institute of

Directors Association • Board Nomination and Compensation Program (BNCP)

5/2018, Thai Institute of Directors Association

Board Member/Management of Other Listed Company in Thailand (2)Since 2019 Chairman, Pruksa Holding Public Company

Limited (Director qualified as an Independent Director effective from 2016)

Since 2017 Independent Director, The Siam Cement Public Company Limited (Director qualified as an Independent Director effective from August 26, 2019)

Position in Other Company/Organization/Institution (14)Since 2019 Chairman, Central Retail Corporation Public

Company LimitedSince 2018 Chairman, Equitable Education FundSince 2018 Director, Siam Sindhorn Co., Ltd.Since 2018 Director, CPB Equity Company LimitedSince 2018 Director, Prince of Songkla UniversitySince 2018 Distinguished Scholar, Faculty of Commerce

and Accountancy, Chulalongkorn UniversitySince 2017 Member, Asset Management Committee of

Vajiravudh CollegeSince 2017 Member, Committee on King’s Scholarships for

Thai Buddhist MonksSince 2017 Chairman of the Council of Trustees and the

Board of Directors, Thailand Development Research Institute (TDRI)

Since 2016 Senior Advisor, CENTRAL GroupSince 2016 Member, Property Management Committee,

Chulalongkorn UniversitySince 2016 Advisor, Board of InvestmentSince 2015 Advisor, Crown Property BureauSince 1998 Director, Thai Red Cross Society

5-year Past Experiences and/or Remarkable Positions2017 - 2019 Chairman, Economic Reform Committee2017 - 2019 Director, Education Reform Committee2017 - 2019 Chairman, Public Procurement Committee2015 - 2019 Director, National Anti-Corruption

Commission2015 - 2019 Director, Committee to Enhance

Competitiveness of the Nation2014 - 2019 Director, State Enterprise Supervisory Board2010 - 2015 Governor, The Bank of Thailand2004 - 2010 President, KASIKORNBANK Public Company

Limited1999 - 2003 Secretary-General, The Securities and Exchange

Commission, Thailand

Shareholdings (Ordinary Shares) (as at December 31, 2019)Held personally: - None -Held by spouse or minor children: - None -

Family Relationship among Directors and Executives - None -


Mr. Cholanat Yanaranop Age 60 yearsPositions Vice Chairman

Member of the Governance and Nomination Committee Member of Remuneration Committee


Education/Training • Master of Chemical Engineering, Imperial College London, UK • Bachelor of Environmental Chemical Engineering, (Second

Class Honours), Salford University, Manchester, UK • Advanced Management Program (AMP), Harvard Business

School, USA • Inno-Leadership Program, INSEAD • Top Executives Program, Class 16, Capital Market Academy • TEA 5, Thailand Energy Academy


Director Training • Directors Accreditation Program (DAP) 39/2005, Thai

Institute of Directors Association • Role of the Chairman Program (RCP) 38/2016, Thai

Institute of Directors Association

Board Member/Management of Other Listed Company in Thailand- None -

Position in Other Company/Organization/Institution (11)Since 2019 Advisor, PT Chandra Asri Petrochemical Tbk.,

Indonesia*Since 2018 Director, SENFI Swiss GmbHSince 2017 Director, SENFI UK LimitedSince 2016 Director, Siam Bioscience Company LimitedSince 2016 Director, Apexcela Company LimitedSince 2014 Director, SENFI Norway AS (Norner Holding AS)Since 2009 Advisor, Thai Institute of Chemical Engineering

and Applied ChemistrySince 2008 Director, Long Son Petrochemicals Company

LimitedSince 2006 Director, BST Elastomers Company LimitedSince 2006 Director, Bangkok Synthetics Company LimitedSince 2006 Director, Petroleum Institute of Thailand

5-year Past Experiences and/or Remarkable Positions2017 - 2019 Executive Vice President, The Siam Cement

Public Company limited2015 - 2016 Vice President, Community Partnerships

Association2014 - 2016 Senior Vice President, The Siam Cement Public

Company Limited2013 - 2015 President, Community Partnerships

Association2012 - 2019 Chairman, Thai Plastic and Chemicals Public

Company Limited2011 - 2019 Commissioner, PT Chandra Asri Petrochemical

Tbk., Indonesia*2008 - 2019 Authorized Representative at the Members

Council, Long Son Petrochemicals Company Limited, Vietnam

2007 - 2019 President, Chemicals Business2007 - 2008 President, The Thai Institute of Chemical

Engineering and Applied Chemistry2005 - 2010 Director, PTT Chemical Public Company

Limited


Family Relationship among Directors and Executives- None -

Remark: *Listed in the Stock Exchange of Indonesia

25Management Structure

Mr. Chumpol Na Lamlieng Age 72 years Director qualified as an Independent Director (From June 21, 2019) Positions Independent Director

Chairman of the Remuneration Committee


Education/Training • MBA, Harvard Business School, USA • B.S. Mechanical Engineering, University of Washington, USA

Expertise • Business or Core Industries of SCG and Other Large

Industries • Administration and Large Organization Management • Economics, Investment, Policy Setting and Strategic

Planning • Foreign Affairs • Law • Marketing, Accounting and Finance • Information Technology • Corporate Governance and Risk Management

Director Training • Role of the Chairman Program (RCP) 2/2001, Thai Institute

of Directors Association

Board Member/Management of Other Listed Company in Thailand (1)Since 2014 Independent Director and Chairman of the

Remuneration Committee, The Siam Cement Public Company Limited

Position in Other Company/Organization/Institution (3)Since 2017 Director, CPB Equity Company LimitedSince 2012 Director, Kempin Siam Company Limited Since 2010 Director, Siam Sindhorn Company Limited

5-year Past Experiences and/or Remarkable Positions2012 - 2017 Director, Kempinski International SA2007 - 2016 Independent Director and Chairman of the

Nomination, Compensation and Corporate Governance Committee, The Siam Commercial Bank Public Company Limited

2005 - 2009 Director, British Airways Public Company Limited

2004 - 2011 Chairman, Singapore Telecommunication Company Limited

1993 - 2005 President, The Siam Cement Public Company Limited




Mrs. Kaisri Nuengsigkapian Age 58 years Director qualified as an Independent Director (From June 1, 2019)Positions Independent Director

Chairman of the Audit Committee


Education/Training • Master of Business Administration, Thammasat

University • Bachelor of Accounting, Thammasat University • Certified Public Accountant

Expertise • Administration and Large Organization Management • Accounting and Finance • Corporate Governance and Risk Management

Director Training • Director Certification Program (DCP), Class 0/2000, Thai

Institute of Directors Association (IOD) • The Role of The Chairman Program (RCP), Class 30/2013,

Thai Institute of Directors Association (IOD) • The Role of the Compensation Committee Program (RCC),

Class 16/2013 Thai Institute of Directors Association (IOD) • Advanced Audit Committee Program (AACP), Class

35/2019, Thai Institute of Directors Association (IOD)

Board Member/Management of Other Listed Company in Thailand (1)Since 2016 Chairman of the Board of Directors and

Chairman of Executive Committee, Mc Group Public Company Limited

Position in Other Company/Organization/Institution (5)Since 2019 Chairman, Buono (Thailand) Company

LimitedSince 2018 Directors, Thai Institute of Directors AssociationSince 2016 Member of Corporate Governance Committee,

The Bank of ThailandSince 2016 Director and Treasurer, Rakkaew

FoundationSince 2016 Director, TOP T 2015 Company Limited

5-year Past Experiences and/or Remarkable Positions2018 - 2019 Independent Director and Member of the

Audit Committee, SCG Ceramics Public Company Limited

2016 - 2017 Advisor, The Securities and Exchange Commission, Thailand

2010 - 2014 Director, The Stock Exchange of Thailand2003 - 2015 President, KPMG Phoomchai Holdings

Company Limited

Shareholdings (Ordinary Shares) (as at December 31, 2019)Held personally: - None -Held by spouse or minor children - None -



Mr. Chalee Chantanayingyong Age 63 years Director qualified as an Independent Director (From June 21, 2019)Positions Independent Director

Chairman of the Governance and Nomination Committee Member of the Audit Committee


Education/Training • Master in Business Administration (Finance), Texas A&M

University, USA • Bachelor of Business Administration (Money and Banking),

Thammasat University • Top Executive Program, Class 5, Capital Market Academy • Top Executive Program in Commerce and Trade, Class 5,

Commerce Academy, University of the Thai Chamber of Commerce

Expertise • Supervision in Listed Companies, Financial Advisory, Auditor,

Asset Management Company and Good Governance • Supervision in Commercial Bank and Financial Institutions

Director Training • Director Certification Program (DCP) 7/2001, Thai Institute

of Directors Association • Facilitator for Director Accreditation Program (DAP) and

Audit Committee Program (ACP), Thai Institute of Directors Association

Board Member/Management of Other Listed Company in Thailand - None -

Position in Other Company/Organization/Institution (6)Since 2019 Chairman, Disciplinary Sub-Committee,

Thailand Clearing House Company LimitedSince 2019 Chairman, Appealing Committee, Thailand

Futures Exchange Public Company LimitedSince 2019 Member, Appealing Committee, The Stock

Exchange of ThailandSince 2018 Member, Equitable Education FundSince 2017 Member, Financial Institutions Policy

Committee, The Bank of ThailandSince 2013 Member, the Anti-Corruption Organization of

Thailand

5-year Past Experiences and/or Remarkable Positions2017 - 2018 Chairman, Audit Committee, The Bank of

Thailand2015 - 2018 Member, Corporate Governance Committee,

The Bank of Thailand2015 - 2018 Director, The Bank of Thailand2009 - 2015 Deputy Secretary-General, The Securities and

Exchange Commission, Thailand




Ms. Pongpen Ruengvirayudh Age 64 years Director qualified as an Independent Director (From June 21, 2019)Positions Independent Director

Member of the Audit Committee Member of the Remuneration Committee


Education/Training • Master of Business Administration (Finance), Katholieke

University, Belgium • Master of Accounting Program (Accounting), Thammasat

University • Bachelor of Accounting (Accounting), Thammasat

University • Advanced Management Program, Wharton School of

Management, USA • Top Executives Program, Class 3, Capital Market Academy • Thammasat Leadership Program, Class 3, Thammasat

University • Programs related to International Portfolio Investment,

Risk Management, Monetary Policy and Central Bank

Expertise • Accounting and Finance • Investment and Investment Strategy • Risk Management

Director Training • Director Certification Program (DCP) 262/2018, Thai



Position in Other Company/Organization/Institution (5)Since 2019 Chairman, Sub-Committee on Investment

Seeking Benefits from Money and Assets Supervision, Equitable Education Fund

Since 2018 Member, Risk Management Sub-Committee, Government Pension Fund

Since 2017 Chairman, Supervisory Board of The ABF Thailand Bond Index Fund, The Bank of Thailand

Since 2016 Member, Investment Management Sub-Committee, Social Security Fund

Since 2016 Chairman, Sukhumvit Asset Management Company Limited

5-year Past Experiences and/or Remarkable Positions2018 Director, Board of Directors, Government

Savings Bank2015 - 2016 Governor’s Advisor, The Bank of Thailand2013 - 2017 Member, The 19th National Wage Committee,

Ministry of Labour2012 - 2015 Director, Board of Directors, Government

Pension Fund2012 - 2015 Director, Board of Directors, The Bank of

Thailand Member, Monetary Policy Committee, The Bank of Thailand Member, Financial Institutions Policy Committee, The Bank of Thailand Deputy Governor, Monetary Stability, The Bank of Thailand

2010 - 2011 Assistant Governor, Financial Markets Operations Group, The Bank of Thailand

2009 - 2010 Senior Director, Risk Management Policy Department, Financial Institutions Policy Group, The Bank of Thailand

2005 - 2009 Senior Director, Financial Markets and Reserve Management Department, Financial Markets Operations Group, The Bank of Thailand




Professor Kitipong Urapeepatanapong Age 64 years Director qualified as an Independent Director (From August 21, 2019)Positions Independent Director

Member of the Governance and Nomination Committee

Date of Appointment as a DirectorAugust 21, 2019

Education/Training • LL.M., The University of British Columbia, Canada • Master of Laws, Chulalongkorn University • Admitted as Thai Barrister-at-law • Bachelor of Laws (Second Class Honors), Chulalongkorn

University • Top Executive Program in Commerce and Trade, Class 1,

Commerce Academy, University of the Thai Chamber of Commerce

• Senior Executives Program, Class 4, Capital Market Academy

• Director Executive Program, School of Management, Yale University

• Certificate of Completion on Company Directors, Australian Institute of Company Directors

• Certificate Executive Program, Kellogg School of Management, Northwestern University

Expertise • Capital Market Law, Tax Law, Merger and Acquisition,

Restructuring and Family Business

Director Training • Role of the Chairman Program (RCP) 21/2009, Thai


Board Member/Management of Other Listed Company in Thailand (1)Since 2019 Independent Director and Member of the

Enterprise Risk Management Committee, Pruksa Holding Public Company Limited

Position in Other Company/Organization/Institution (13)Since 2019 Member of the Professional Expert of Steering

Committee, Office of the National Higher Education, Science, Research and Innovation Policy Council

Since 2019 Director, The Stock Exchange of ThailandSince 2019 Director, Rachakarn Asset Management

Company LimitedSince 2018 Director, Thai Institute of Directors AssociationSince 2018 Member, the Professional Expert Committee,

National Commission for Justice Administration Development

Since 2017 Chairman, Cheevamitr Social Enterprise Company Limited

Since 2017 Director, The Hub 99 Company LimitedSince 2017 Vice President, National Reform Committee on

LegalSince 2012 Chairman, Tax and Regulatory Commission,

Thai Chamber of CommerceSince 2009 Chairman, Baker & McKenzie Company LimitedSince 1999 Director, Siam Piwat Retail Holding Company LimitedSince 1999 Executive Director, Siampiwat Company LimitedSince 1993 Director, Business Strategic Holding Company

Limited

5-year Past Experiences and/or Remarkable Positions2014 - 2015 Member, National Reform Council1999 Independent Director, Krung Thai Bank Public

Company Limited



Remark: In taking the directorship post of Professor Kitipong Urapeepatanapong, who currently are the Chairman, Director and Shareholder of Baker & McKenzie Ltd. (BM), which is the company providing

legal services to the company and its affiliates with the receipt for such service fees exceeding Baht 2 million per annum, the Board of Directors, excluding Professor Kitipong Urapeepatanapong,

has extensively and thoroughly considered the principle of Fiduciary Duty and duties with responsibilities, care, and loyalty of directors under Section 89/7 of the Securities and Exchange Act, B.E.

2535 (as amended), and thus agreed that his current engagement has no effect on neither the performance as an independent director nor the duty to independently render his opinion; and

his proven strong legal knowledge, expertise and extensive experience in tax law, corporate law, securities law, business law and other regulations relating to the company’s businesses, could

be essential to support the company’s operation, future expansion, business management to be in compliance with laws onwards, as well as to benefit and strengthen the professionalism to

perform duties as the company’s director.


Mr. Tanawong Areeratchakul Age 56 yearsPosition Director

Date of Appointment as a DirectorMarch 23, 2015

Education/Training • Bachelor of Engineering, Electrical Engineering, King

Mongkut’s University of Technology Thonburi • Advanced Management Program (AMP), Harvard Business

School, USA

Expertise • Business or Core Industries of Other Large Industries • Administration and Large Organization Management • Economics, Investment, Policy Setting and Strategic

Planning • Marketing, Accounting and Finance • Corporate Governance and Risk Management

Director Training • Director Accreditation Program (DAP) 149/2018, Thai


Board Member/Management in Other Listed Company (1)Since 2019 President, Chemicals Business, The Siam

Cement Public Company Limited

Position in Other Company/Organization/Institution (2)Since 2019 President Commissioner, PT Fajar Surya Wisesa

Tbk., Indonesia*Since 2018 Sub-committee, Royal Project Foundation

Chairman and Director of SCG’s subsidiaries, associates, and other companies which are non-listed in the Stock Exchange of Thailand, as assigned

5-year Past Experiences and/or Remarkable Positions2015 - 2019 Chairman, Thai Cane Paper Public Company

Limited2015 - 2019 Chairman, Phoenix Pulp & Paper Public

Company Limited2015 - 2019 Chairman, Thai Containers Group Company

Limited2015 - 2019 President, Packaging Business, The Siam

Cement Public Company Limited2015 - 2017 Committee, Thai Listed Companies Association2014 - 2018 Executive Director, the Electronic Transactions

Development Agency (Public Organization)2012 - 2015 Vice President - Corporate Administration,

The Siam Cement Public Company Limited





Mr. Thammasak Sethaudom Age 50 yearsPosition Director

Date of Appointment as a DirectorOctober 1, 2018

Education/Training • Master of Business Administration, London Business

School, United Kingdom (Distinction) • Bachelor of Engineering, Electrical Engineering,

Chulalongkorn University • Management Development Program, The Wharton School

of the University of Pennsylvania, USA • Executive Development Program, Columbia University, USA • Change Management, GE • Total Quality Management for Executive, JUSE, Japan • Marketing for Management, Kellogg School, USA • Leadership Coaching, APM Group • Innovation Management Program, Dupont, USA • Orientation Course – CFO Focus on Financial Reporting

Class 3/2018 • Advanced Management Program (AMP), Harvard Business

School, USA


Director Training • Director Certification Program (DCP) 159/2019, Thai


Board Member/Management of Other Listed Company in Thailand (1)Since 2018 Vice President - Finance and Investment & CFO,

The Siam Cement Public Company Limited

Position in Other Company/Organization/Institution (2)Since 2019 Director, Thai Listed Companies AssociationSince 2018 Commissioner, PT Chandra Asri Petrochemical

Tbk., Indonesia*

Director of SCG’s subsidiaries, associates, and other companies which are non-listed in the Stock Exchange of Thailand, as assigned

5-year Past Experiences and/or Remarkable Positions2012 - 2018 General Director, Long Son Petrochemicals

Company Limited2008 - 2012 Deputy General Director, Long Son

Petrochemicals Company Limited2004 - 2010 Business Development and Corporate Planning

Director, Chemicals Business2000 - 2004 eCommerce and eBusiness Manager,

Chemicals Business





Mr. Wichan Jitpukdee Age 53 yearsPositions Director

Chief Executive Officer


Education/Training • Bachelor in Industrial Engineering, Chiang Mai University • Diploma in Pulp & Paper Technology, The University of

Auckland, New Zealand • Advanced Management Program (AMP), Harvard Business

School, USA • Top Executive Program in Commerce and Trade (TEPCoT#10),

University of the Thai Chamber of Commerce • Top Executives Program, Class 29, Capital Market Academy

Expertise • Business or Core Industries of SCG and Other Large Industries • Administration and Large Organization Management • Economics, Investment, Policy Setting and Strategic Planning • Marketing and Finance • Corporate Governance and Risk Management

Director Training • Director Accreditation Program (DAP), Thai Institute of

Directors Association


Position in Other Company/Organization/Institution (1)Since 2019 Director, Thai Chamber of CommerceSince 2019 President Commissioner, PT Fajar Surya Wisesa

Tbk., Indonesia*

Other Position in SCG Packaging • Chairman and Director of SCG Packaging’s subsidiaries,

associates and other companies which are non-listed in the Stock Exchange of Thailand, as assigned by the company

5-year Past Experiences and/or Remarkable Positions2019 President, Packaging Business, The Siam

Cement Public Company Limited2018 - 2019 Managing Director, Thai Containers Group

Company Limited2017 - 2018 President, The Thai Pulp and Paper Industries

Association2014 - 2019 Managing Director, Siam Kraft Industry

Company Limited2011 - 2014 President & CEO, United Pulp and Paper

Company Limited, the Philippines2011 Director, Procurement Office, Siam Kraft

Industry Company Limited2010 - 2011 Director, Corporate Sustainable Development,

SCG Paper Public Company Limited2007 - 2010 Vice President - Manufacturing, United Pulp and

Paper Company Limited, the Philippines





Report of Changes in Securities Holdings of Directors

Directors


AffiliatedCompanies

Ordinary Shares (Shares)

Ordinary Shares (Shares)

Debentures (Units)

As atJanuary 1,

2019

As atDecember

31, 2019

Increase/(decrease)

during financial

year

As atJanuary1, 2019

As atDecember

31, 2019

Increase/(decrease)

during financial

year

As atJanuary1, 2019

As atDecember

31, 2019

Increase/(decrease)

during financial

year

1. Mr. Prasarn Triratvorakul - - - - - - 5,000** 5,000** -

2. Mr. Cholanat Yanaranop - - - 33,500* 33,500* - 49,000** 51,000** 2,000**

3. Mr. Chumpol Na Lamlieng - - - 201,000* 201,000* - 51,000** 20,000** (31,000**)

4. Mrs. Kaisri Nuengsigkapian - - - - - - - - -

5. Mr. Chalee Chantanayingyong - - - - - - - - -

6. Mrs. Pongpen Ruengvirayudh - - - - - - - - -

7. Professor Kitipong Urapeepatanapong

- - - - - - 2,000** 2,000** -

8. Mr. Tanawong Areeratchakul - - - - - - - - -

9. Mr. Thammasak Sethaudom - - - - - - - - -

10. Mr. Wichan Jitpukdee - - - - - - - - -Remarks:

According to the Public Limited Companies Act, an “affiliated company” means a public limited company with a relationship to a private company, a public limited company, or companies in the

following manners:

- Any company that has the authority to control the appointment and removal of directors with full management authority or that has majority management authority.

- Holds more than 50% of issued shares.

* Ordinary Shares of The Siam Cement Public Company Limited

** Debentures of The Siam Cement Public Company Limited


SCG Packaging Management Committee

Composition of Management Committee as at February 1, 2020, comprises the following 7 members:

Names Position

1. Mr. Wichan Jitpukdee Chief Executive Officer

2. Mr. Sangchai Wiriyaumpaiwong Chief Operating Officer - Packaging Paper Business

3. Mr. Suchai Korprasertsri Chief Operating Officer - Consumer and Industrial Packaging Business

4. Mr. Karan Tejasen Chief Operating Officer - Performance and Polymer Packaging Business

5. Mr. Wichan Charoenkitsupat Chief Operating Officer - Fibrous Business

6. Mr. Danaidej Ketsuwan Chief Regional Officer

7. Mr. Kulachet Dharachandra Chief Financial Officer


Management Structure

Management Committee’s Profile

Mr. Wichan Jitpukdee Age 53 yearsPositions Director


Education/Training • Bachelor of Engineering (Industrial Engineering), Chiang Mai

University • Diploma in Pulp & Paper Technology, The University of

Auckland, New Zealand • Advanced Management Program (AMP), Harvard Business

School, USA • Top Executive Program in Commerce and Trade (TEPCoT#10),

University of the Thai Chamber of Commerce • Top Executives Program, Class 29, Capital Market Academy


Director Training • Director Accreditation Program (DAP) 163/2019, Thai Institute



Position in Other Company/Organization/Institution (2)Since 2019 Director of Executive Board, Thai Chamber of

CommerceSince 2019 President Commissioner, PT Fajar Surya Wisesa

Tbk., Indonesia*

Other Position in SCG Packaging • Chairman and Director of SCG Packaging’s subsidiaries,

associates and other companies which are non-listed as assigned by the company

5-year Past Experiences and/or Remarkable Positions2019 President, Packaging Business, The Siam Cement

Public Company Limited2018 - 2019 Managing Director, Thai Containers Group Company

Limited2017 - 2018 President, The Thai Pulp and Paper Industries

Association2014 - 2019 Managing Director, Siam Kraft Industry

Company Limited2011 - 2014 President & CEO, United Pulp and Paper

Company Limited, the Philippines2011 Director, Procurement Office, Siam Kraft

Industry Company Limited2010 - 2011 Director, Corporate Sustainable Development,

SCG Paper Public Company Limited2007 - 2010 Vice President - Manufacturing, United Pulp and

Paper Company Limited, the Philippines





Mr. Sangchai Wiriyaumpaiwong Age 57 yearsPositions Chief Operating Officer - Packaging Paper Business

Managing Director, Siam Kraft Industry Co., Ltd.

Education/Training • Bachelor of Chemical Engineering, King Mongkut’s University

of Technology Thonburi • Advanced Management Program (AMP), Harvard Business

School, USA

Expertise • Business or Core Industries of Other Large Industries • Administration and Large Organization Management • Economics, Investment, Policy Setting and Strategic

Planning • Marketing, Accounting and Finance • Corporate Governance and Risk Management




Position in Other Company/Organization/Institution (1)Since 2019 Commissioner, PT Fajar Surya Wisesa Tbk.,

Indonesia*

Other Position in SCG Packaging • Director of SCG Packaging’s subsidiaries, associates and

other companies which are non-listed as assigned by the company

5-year Past Experiences and/or Remarkable Positions2018 - 2019 Managing Director, Thai Cane Paper Public

Company Limited2018 - 2019 Managing Director, Siam Kraft Industry

Company Limited2014 - 2018 Managing Director, Vina Kraft Paper Company

Limited, Vietnam





Mr. Suchai Korprasertsri Age 52 yearsPositions Chief Operating Officer - Consumer and Industrial Packaging Business

Managing Director, Thai Containers Group Co., Ltd.

Education/Training • Master of Business Administration, Thammasat

University • Bachelor of Engineering (Industrial Engineering),

Chulalongkorn University • Advanced Management Program (AMP), Harvard Business

School, USA

Expertise • Business or Pulp, Paper and Packaging Industries • Administration and Large Organization Management • Economics, Investment, Policy Setting and Strategic Planning • Marketing, Accounting and Finance • Corporate Governance and Risk Management


Institute of Directors Association • Director Certification Program (DCP) 141/2011, Thai



Position in Other Company/Organization/Institution- None -



5-year Past Experiences and/or Remarkable Positions2017 Corporate Marketing Director, SCG Packaging Public

Company Limited2017 Marketing Director and Domestic Marketing Director

(Assignment), Siam Kraft Industry Company Limited2016 Domestic Marketing Director, Siam Kraft Industry

Company Limited2015 General Manager - TCPB/TCCB, Thai Containers

Group Company Limited2013 Regional Operations Director, Thai Containers

Group Company Limited




Mr. Karan Tejasen Age 51 yearsPositions Chief Operating Officer - Performance and Polymer Packaging Business

Managing Director, TC Flexible Packaging Co., Ltd.

Education/Training • Master of Business Administration (Finance), Sasin

Graduate Institute of Business Administration of Chulalongkorn University

• Bachelor of Engineering (Electrical Engineering), Chulalongkorn University

• Advanced Management Program (AMP), Harvard Business School, USA





Position in Other Company/Organization/Institution (2) • Director and Treasurer, Plastic Industry Club, The Federation

of Thai Industries • Director, Thailand Institute of Packaging and Recycling

Management for Sustainable Environment, The Federation of Thai Industries



5-year Past Experiences and/or Remarkable Positions2013 Business Integration Director, Thai Containers

Group Company Limited2012 Director-Regional Operations, Thai Containers

Group Company Limited2010 Director and General Manager, Thai Containers

Group Company Limited2009 Marketing Director, Siam Kraft Industry Company

Limited




Mr. Wichan Charoenkitsupat Age 55 yearsPositions Chief Operating Officer - Fibrous Business

Managing Director, Phoenix Pulp & Paper Public Company Limited

Education/Training • MSC., Paper Science and Engineering, Western Michigan

University, USA • Bachelor of Science (Chemical Engineering), Chulalongkorn

University • Bachelor of Economics (Human Resource Economics),

Ramkhamhaeng University • Advanced Management Program (AMP), IMD business

school (IMD), Switzerland

Expertise • Business or Core Industries of Other Large Industries • Administration and Large Organization Management • Economics, Investment, Policy Setting and Strategic Planning • Production, Research and Development, Marketing, Accounting

and Finance • Corporate Governance and Risk Management







5-year Past Experiences and/or Remarkable Positions2014 President & CEO, United Pulp and Paper,

the Philippines2013 Director, Wang Sala Plant, Siam Kraft Industry

Company Limited2010 Managing Director, Thai Union Paper Industry

Company Limited2006 Director, Product & Technology Development Center,





Mr. Danaidej Ketsuwan Age 47 yearsPositions Chief Regional Officer

President & CEO, United Pulp and Paper Co., Inc., the Philippines

Education/Training • Master of Business Administration, Sloan School of Management,

Massachusetts Institute of Technology, USA • Bachelor of Science, Mechanical Engineering, University of

California, Berkeley, USA






Other Position in SCG Packaging • Director of SCG Packaging’s subsidiaries, associates

and other companies which are non-listed as assigned by the company, including Country Director for the Philippines

5-year Past Experiences and/or Remarkable Positions2013 - 2018 Director, Business Planning Office, SCG Packaging

Public Company Limited




Mr. Kulachet Dharachandra Age 46 yearsPosition Chief Financial Officer

Education/Training • Bachelor of Engineering (Chemicals Engineering),

Chulalongkorn University

Expertise • Business or Core Industries of Other Large Industries • Administration and Large Organization Management • Economics, Investment, Policy Setting and Strategic Planning • Marketing, Accounting and Finance • Corporate Governance and Risk Management • Overseas assignment

Director Training - None -





5-year Past Experiences and/or Remarkable Positions2016 - 2019 Vice President Director and Chief Operating

Officer, PT. Chandra Asri Petrochemical Tbk., Indonesia*

2013 - 2016 Director, Corporate Planning Office, The Siam Cement Public Company Limited

2012 - 2013 Director, Finance and Investment Office, SCG Chemicals Company Limited

2010 - 2012 Director, Business Development Office, SCG Chemicals Company Limited

2009 - 2010 Deputy Manager, Business Development Office, SCG Chemicals Company Limited

2005 - 2009 Coordination Manager, Iran Project, SCG Chemicals Company Limited





Remuneration of the Board of Directors and Executives

Remuneration of the Board of Directors The 1/2019 Extraordinary General Meeting of Shareholders on June 21, 2019 resolved to remunerate the Board of the Directors and the sub-committees in the form of fixed monthly and annual fees and meeting allowance, effective June 1, 2019 onwards, as follows:

Board of Directors/Sub-committees Position

Fixed fee (Baht)

Meeting allowance (Baht/person/

meeting)Monthly Annual

The Board of Directors Chairman 150,000 - -(1 Chairman / 9 Directors) Director 100,000 - -

The Audit Committee Chairman - 150,000 45,000(1 Chairman / 2 Members) Member - 100,000 30,000

The Nomination, Remuneration, and Governance Committee* Chairman - 120,000 30,000(1 Chairman / 3 Members) Member - 100,000 20,000

Remark: *The remuneration rates for the Nomination, Remuneration, and Governance Committee were in effect until November 24, 2019.

To enhance the efficiency and effectiveness of the nomination of qualified candidates to replace directors due to retire and leaving office under other circumstances; the determination of remuneration for the Board of Directors, the sub-committees, and the top executives of the company; and the recommendation of governance policies and guidelines for the company and its subsidiaries, the Board of Directors Meeting No. 214 (10/2019) on October 26, 2019 resolved to appoint two sub-committees, namely the Governance and Nomination Committee and the Remuneration Committee, in place of the Nomination, Remuneration, and Governance Committee. The meeting also agreed to propose the same rate of remuneration for the two sub-committees to the General Meeting of Shareholders for approval, effective November 25, 2019 onwards or until the General Meeting of Shareholders resolved to change it as proposed by the Nomination, Remuneration, and Governance Committee. The 2/2019 Extraordinary General Meeting of Shareholders on November 25, 2019 resolved to approve the following rates as proposed by the Board of the Directors:

Chairman: Fixed annual fee of 120,000 Baht and meeting allowance of 30,000 Baht per meeting Member: Fixed annual fee of 100,000 Baht and meeting allowance of 20,000 Baht per meeting/person

The remuneration for the Board of Directors and the Audit Committee was maintained at the rates approved by the 1/2019 Extraordinary General Meeting of Shareholders on June 21, 2019.As of November 25, 2019, the remuneration for the Board of Directors and the sub-committees is as follows.

Directors Position

Fixed Fee (Baht)

Attendance Fee

(Baht/person/ meeting)Monthly Yearly

Board of Directors Chairman 150,000 - -(1 Chairman / 9 Directors) Member 100,000 - -

The Audit Committee Chairman - 150,000 45,000(1 Chairman / 2 Members) Member - 100,000 30,000

The Governance and Nomination committee Chairman - 120,000 30,000(1 Chairman / 2 Members) Member - 100,000 20,000

The Remuneration committee Chairman - 120,000 30,000(1 Chairman / 2 Members) Member - 100,000 20,000


The Remuneration for the Board of Directors and the Sub-committees in 2019 (January 1 - December 31, 2019)

Director

The Board of Directors

(11 members)

The Audit Committee (3 members)

The Governance and Nomination

Committee*(3 members)

TheRemunerationCommittee*(3 members)

The Nomination Remuneration

and Governance Committee**(4 members)

Total (Baht)

1. Mr. Prasarn Triratvorakul 940,000 - - - - 940,000

2. Mr. Cholanat Yanaranop 700,000 - 30,054 50,054 50,435 830,544

3. Mr. Chumpol Na Lamlieng 633,333 - - 72,065 66,522 771,920

4. Mrs. Kaisri Nuengsigkapian 700,000 443,767 - - - 1,143,767

5. Mr. Chalee Chantanayingyong 633,333 291,096 42,065 - 50,435 1,016,929

6. Mrs. Pongpen Ruengvirayudh 633,333 291,096 - 50,054 50,435 1,024,918

7. Professor Kitipong Urapeepatanapong 435,484 - 30,054 - - 465,538

8. Mr. Tanawong Areeratchakul 700,000 - - - - 700,000

9. Mr. Thammasak Sethaudom 700,000 - - - - 700,000

10. Mr. Wichan Jitpukdee 700,000 - - - - 700,000

11. Mr. Roongrote Rangsiyopash 115,000 - - - - 115,000

Total 6,890,483 1,025,959 102,173 172,173 217,827 8,408,616

Remarks:

1. Director number 1 assumed the Chairmanship since June 27, 2019 (assumed membership of the Board of Directors during June 21 - 26, 2019)

2. Director number 3 assumed the Chairmanship of the Remuneration Committee since November 25, 2019 (assumed the Chairmanship of the Governance, Nomination and Remuneration Committee

during August 5 - November 24, 2019)

3. Director number 4 assumed the Chairmanship of the Audit Committee since June 27, 2019 (assumed membership of the Audit Committee during June 1 - 26, 2019)

4. Director number 5 assumed the Chairmanship of Governance and Nomination Committee since November 25, 2019 (assumed the membership of the Nomination, Remuneration and Governance

Committee during August 5 - November 24, 2019)

5. Director number 11 assumed the directorship and the Chairmanship of the Board of Directors until June 23, 2019, therefore, he received remuneration paid during June 1 - 23, 2019.

6. The Board of Directors Meeting No. 214 (10/2019), held on October 26, 2019, passed resolutions as follows:

* Appointed two Sub-committees, namely the Governance and Nomination Committee and the Remuneration Committee, in place of the Nomination, Remuneration and Governance Committee,

effective from November 25, 2019 onwards.

** Dissolved the Nomination, Remuneration and Governance Committee [established on August 5, 2019 by a passed resolution from the Board of Directors Meeting No. 211 (7/2019), effective from

November 25, 2019 onwards.]

Top Executive Remuneration 2019

Benefit-in-cashFor the year ended December 31, 2019, the total remuneration of 85,936,508 Baht was paid in cash to the Top Executives (exclude from remuneration paid for being the Directors), comprised monthly salary, bonus, and variable pay.

Benefit-in-kindFor the year ended December 31, 2019, the company made contributions of 7,543,638 Baht to the provident fund for the executives as the employees of the company.


2019 Consolidated Financial Statements

of SCG Packaging Public Company Limited and its Subsidiaries

Referring to the Annual Report 2019 Page 45 - 152

Independent auditor’s report on the summary

financial statements

To the Shareholders of SCG Packaging Public Company Limited

Opinion

The summary consolidated financial statements, which comprise the consolidated statements of financial position

as at 31 December 2019 and 2018, the consolidated income statement and statements of comprehensive income,

changes in shareholders’ equity and cash flows for the year then ended which are derived from the audited

consolidated financial statements of SCG Packaging Public Company Limited and its subsidiaries (the “Group”) for

the year ended 31 December 2019 and 2018.

In my opinion, the accompanying summary consolidated financial statements are consistent, in all material

respects, with the audited consolidated financial statements.

Summary Consolidated Financial Statements

The summary consolidated financial statements do not contain all the disclosures required by Thai Financial

Reporting Standards applied in the preparation of the audited consolidated financial statements of SCG Packaging

Public Company Limited and its subsidiaries. Reading the summary consolidated financial statements and the

auditor’s report thereon, therefore, is not a substitute for reading the audited consolidated financial statements

and the auditor’s report thereon.

The Audited Consolidated Financial Statements and My Report Thereon

I expressed an unmodified audit opinion on the audited consolidated financial statements in my report dated

18 February 2020.


Management’s Responsibility for the Summary Consolidated Financial Statements

Management is responsible for the preparation of the summary consolidated financial statements for publication

to shareholders, investors and business partners.

Auditor’s Responsibility

My responsibility is to express an opinion on whether the summary consolidated financial statements are consistent, in

all material respects, with the audited consolidated financial statements based on my procedures, which were

conducted in accordance with Thai Standard on Auditing 810 (Revised), “Engagements to Report on Summary Financial

Statements”.

(Thanyalux Keadkeaw)

Certified Public Accountant


KPMG Phoomchai Audit Ltd.

Bangkok

18 February 2020

47

Consolidated statement of financial positionSCG Packaging Public Company Limited and its Subsidiaries

Assets 2019 2018

Current assets

Cash and cash equivalents 4,393,845 2,095,349

Current investments 565,508 803,011

Trade and other current receivables 15,198,020 13,704,103

Advance payment for assets 1,715,782 131,654

Short-term loans to related parties 4,601 127,152

Current portion of long-term loan to related party - 92,738

Inventories 13,276,136 12,894,256

Other current assets 229,431 226,011

Total current assets 35,383,323 30,074,274

Non-current assets

Investments in associates 770,754 729,740

Other long-term investments 16,192 16,192

Other non-current receivables 980,633 768,513

Investment property 187,400 185,575

Property, plant and equipment 82,863,567 58,378,647

Goodwill 17,612,266 2,289,836

Other intangible assets 814,032 307,716

Deferred tax assets 744,955 378,649

Others non-current assets 139,923 117,043

Total non-current assets 104,129,722 63,171,911

Total assets 139,513,045 93,246,185

(Prasarn Trairatvorakul)

For and on behalf of the Board of Directors

(Wichan Jitpukdee)

31 December

(in thousand Baht)

Chairman Chief Executive Officer



Liabilities and shareholders' equity 2019 2018

Current liabilities

Bank overdrafts and short-term borrowings from financial institutions 7,131,509 4,312,464

Trade and other current payables 10,058,564 8,573,666

Current portion of long-term borrowings from financial institutions 2,183,635 151,996

Current portion of finance lease liabilities 87,801 13,823

Short-term borrowings from related parties 33,827,196 23,415,700

Current income tax payable 604,793 529,798

Short-term provisions 120,546 194,026

Total current liabilities 54,014,044 37,191,473

Non-current liabilities

Long-term borrowings from financial institutions 16,318,425 587,129

Finance lease liabilities 35,337 15,327

Deferred tax liabilities 2,873,568 216,694

Non-current provisions for employee benefits 3,375,357 1,905,638

Other non-current liabilities 80,319 70,193

Total non-current liabilities 22,683,006 2,794,981

Total liabilities 76,697,050 39,986,454

31 December

(in thousand Baht)

492019 Consolidated Financial Statements of SCG Packaging Public Company Limited and its Subsidiaries Referring to the Annual Report 2019 Page 45 - 152


Liabilities and shareholders' equity 2019 2018

Shareholders' equity

Share capital

Authorized share capital

- Ordinary share 4,500,000 1,563,000

Issued and paid share capital

- Ordinary share 3,126,000 1,563,000

Share premium 1,935,000 1,935,000

Retained earnings

Appropriated

Legal reserve 218,600 156,300

General reserve 3,000 3,000

Unappropriated 41,929,779 40,145,205

Other components of shareholders' equity (4,260,330) (3,361,868)

Total equity attributable to owners of the parent 42,952,049 40,440,637

Non-controlling interests 19,863,946 12,819,094

Total shareholders’ equity 62,815,995 53,259,731

Total liabilities and shareholders' equity 139,513,045 93,246,185

31 December

(in thousand Baht)


Consolidated income statementSCG Packaging Public Company Limited and its Subsidiaries

2019 2018

Revenue from sales 89,069,867 87,254,869

Cost of sales (71,651,345) (69,074,282)

Gross profit 17,418,522 18,180,587

Gain on exchange rate 127,474 151,930

Other income 713,740 363,021

Profit before expenses 18,259,736 18,695,538

Distribution costs (4,800,607) (4,964,650)

Administrative expenses (4,425,364) (4,582,826)

Employee benefit expense from the amended

severance pay of the Labor Law (527,368) -

Total expenses (9,753,339) (9,547,476)

Profit from operations 8,506,397 9,148,062

Finance costs (1,618,817) (1,039,637)

Share of profit (loss) of associates 52,728 (14,603)

Profit before income tax 6,940,308 8,093,822

Tax expense (1,049,048) (1,267,522)

Profit for the year 5,891,260 6,826,300

Profit attributable to:

Owners of the parent 5,268,511 6,065,539

Non-controlling interests 622,749 760,761

5,891,260 6,826,300

Basic earnings per share (in Baht)

Attributable to owners of the parent 1.69 1.94

Year ended 31 December

(in thousand Baht)


Consolidated statement of comprehensive income SCG Packaging Public Company Limited and its Subsidiaries

2019 2018


Other comprehensive income

Components of other comprehensive income

that will be reclassified to profit or loss

Exchange differences on translating financial statement (1,146,562) (319,990)


that will not be reclassified to profit or loss

Defined benefit plan actuarial losses (200,672) (343,227)

Share of other comprehensive income of associate 118 (519)

Income tax relating to components of other comprehensive income

that will not be reclassified to profit or loss 38,683 66,578

Total components of other comprehensive income

that will not be reclassified to profit or loss (161,871) (277,168)

Other comprehensive income for the year, net of tax (1,308,433) (597,158)

Total comprehensive income for the year 4,582,827 6,229,142

Total comprehensive income attributable to

Owners of the parent 4,332,205 5,557,199

Non-controlling interests 250,622 671,943

4,582,827 6,229,142

(in thousand Baht)



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Chan

ges

that

do

not r

esul

t in

a lo

ss o

f con

trol

- -

- -

- -

(192

,824

)

(192

,824

)

(447

,193

)

(640

,017

)

Chan

ges

that

resu

lt in

an

acqu

isitio

n or

a lo

ss o

f con

trol

- -

- -

- -

- -

89,4

64

89,4

64

Tota

l cha

nges

in o

wner

ship

inte

rest

s in

sub

sidia

ries

- -

- -

- -

(192

,824

)

(192

,824

)

(357

,729

)

(550

,553

)

Tota

l tra

nsac

tions

with

own

ers,

reco

rded

dire

ctly

in s

hare

hold

ers’

equ

ity-

- -

- (7

,815

,000

)

- (1

92,8

24)

(8

,007

,824

)

(612

,183

)

(8,6

20,0

07)

Com

preh

ensiv

e in

com

e fo

r the

yea

r

Prof

it or

loss

- -

- -

6,06

5,53

9

- -

6,06

5,53

9

760,

761

6,

826,

300

Othe

r com

preh

ensiv

e in

com

e-

- -

- (2

34,6

76)

(2

73,6

64)

-

(508

,340

)

(88,

818)

(5

97,1

58)

Tota

l com

preh

ensiv

e in

com

e fo

r the

yea

r-

- -

- 5,

830,

863

(2

73,6

64)

-

5,55

7,19

9

671,

943

6,

229,

142

Bala

nce

at 3

1 De

cem

ber 2

018

1,56

3,00

0

1,93

5,00

0

156,

300

3,

000

40

,145

,205

(2

,083

,560

)

(1,2

78,3

08)

40

,440

,637

12

,819

,094

53

,259

,731

Reta

ined

ear

ning

s Ot

her c

ompo

nent

s of

sha

reho

lder

s' eq

uity

Appr

opria

ted

(in th

ousa

nd B

aht)


Cons

olid

ated

sta

tem

ent

of c

hang

es in

sha

reho

lder

s' e

quity

SCG

Pac

kagi

ng P

ublic

Com

pany

Lim

ited

and

its S

ubsi

diar

ies

Unap

prop

riate

dTo

tal e

quity

Issue

d Tr

ansla

tion

ofCh

ange

s in

oth

erat

tribu

tabl

e to

Non-

Tota

l

and

paid

Sha

reLe

gal

Gene

ral

finan

cial

com

pone

nts

owne

rs o

fco

ntro

lling

sh

areh

olde

rs'

shar

e pr

emiu

m

rese

rve

rese

rve

stat

emen

tfro

m s

hare

hold

ers

the

pare

ntin

tere

sts

equi

ty

Reta

ined

ear

ning

s Ot

her c

ompo

nent

s of

sha

reho

lder

s' eq

uity

Appr

opria

ted

(in th

ousa

nd B

aht)

Year

end

ed 3

1 De

cem

ber 2

019

Bala

nce

at 1

Jan

uary

201

91,

563,

000

1,

935,

000

15

6,30

0

3,00

0

40,1

45,2

05

(2

,083

,560

)

(1

,278

,308

)

40

,440

,637

12

,819

,094

53

,259

,731

Tran

sact

ions

with

own

ers,

reco

rded

dire

ctly

in s

hare

hold

ers’

equ

ity

Cont

ribut

ions

by

and

dist

ribut

ions

to

owne

rs o

f the

par

ent

Tran

sfer t

o le

gal r

eser

ve-

-

62

,300

-

(62,

300)

-

-

-

-

-

Stoc

k di

viden

ds1,

563,

000

-

-

-

(1,5

63,0

00)

-

-

-

-

-

Divid

ends

-

-

-

-

(1,7

36,6

67)

-

-

(1

,736

,667

)

(2

30,8

50)

(1,9

67,5

17)

Tota

l con

trib

utio

ns b

y an

d di

strib

utio

ns to

owne

rs o

f the

par

ent

1,56

3,00

0

-

62

,300

-

(3

,361

,967

)

-

-

(1

,736

,667

)

(2

30,8

50)

(1,9

67,5

17)

Chan

ges

in o

wner

ship

inte

rest

s in

sub

sidia

ries

Chan

ges

that

do

not r

esul

t in

a lo

ss o

f con

trol

-

-

-

-

-

-

(84,

126)

(84,

126)

95,2

67

11,1

41

Chan

ges

that

resu

lt in

an

acqu

isitio

n or

a lo

ss o

f con

trol

-

-

-

-

-

-

-

-

6,92

9,81

3

6,

929,

813

Tota

l cha

nges

in o

wner

ship

inte

rest

s in

sub

sidia

ries

-

-

-

-

-

-

(84,

126)

(8

4,12

6)

7,02

5,08

0

6,94

0,95

4

Tota

l tra

nsac

tions

with

own

ers,

reco

rded

dire

ctly

1,

563,

000

-

62,3

00

-

(3,3

61,9

67)

-

(84,

126)

(1

,820

,793

)

6,

794,

230

4,

973,

437

Com

preh

ensiv

e in

com

e fo

r the

yea

r

Prof

it or

loss

-

-

-

-

5,26

8,51

1

-

-

5,26

8,51

1

622,

749

5,

891,

260

Othe

r com

preh

ensiv

e in

com

e-

-

-

-

(1

21,9

70)

(814

,336

)

-

(9

36,3

06)

(3

72,1

27)

(1,3

08,4

33)

Tota

l com

preh

ensiv

e in

com

e fo

r the

yea

r-

-

-

-

5,

146,

541

(814

,336

)

-

4,33

2,20

5

25

0,62

2

4,

582,

827

Bala

nce

at 3

1 De

cem

ber 2

019

3,12

6,00

0

1,93

5,00

0

218,

600

3,

000

41

,929

,779

(2,8

97,8

96)

(1,3

62,4

34)

42,9

52,0

49

19,8

63,9

46

62,8

15,9

95


Consolidated statement of cash flowsSCG Packaging Public Company Limited and its Subsidiaries

2019 2018

Cash flows from operating activities


Adjustments for

Tax expense 1,049,048 1,267,522

Depreciation and amortization 5,990,773 5,381,693

Bad debt and doubtful debts expenses 32,264 42,556

Loss on inventories devaluation 93,441 170,457

Employee benefit expense 849,854 239,433

Unrealized gains on foreign currency exchange (164,169) (9,060)

Share of loss (profit) of associates (52,728) 14,603

Loss on sales of investments and other - 9,500

Impairment losses on property, plant and equipment

and other intangible assets 36,623 24,126

Loss (gain) on sales of property, plant and equipment

and other intangible assets (277,002) 16,357

Dividend income - (10,762)

Interest income (114,132) (61,135)

Interest expense 1,650,495 988,501

Cash flows generated from operations before

changes in operating assets and liabilities 14,985,727 14,900,091

Decrease in operating assets

Trade and other current receivables 2,421,719 169,792

Inventories 2,199,320 292,545

Other current assets and other non-current assets 57,185 113,974

Net decrease in operating assets 4,678,224 576,311


(in thousand Baht)



2019 2018

Increase (decrease) in operating liabilities

Trade and other current payables (1,979,544) (286,597)

Provision for employee benefits (151,434) (172,760)

Other current liabilities and other non-current liabilities 55,121 8,268

Net decrease in operating liabilities (2,075,857) (451,089)

Net cash flows generated from operations 17,588,094 15,025,313

Income tax paid (1,573,937) (773,180)

Net cash flows provided by operating activities 16,014,157 14,252,133

Cash flows from investing activities

Acquisition of subsidiaries, net of cash acquired (24,022,251) (451,470)

Proceeds from sales of investment - 257,309

Current investments (715,963) (555,809)

Proceeds from sales of property, plant and equipment

and other intangible assets 520,723 151,256

Acquisition of property, plant and equipment (7,914,253) (6,870,171)

Acquisition of investment property - (64,411)

Acquisition of other intangible assets (87,290) (77,220)

Proceeds from (repayment of) short-term loans to related parties 114,156 (126,341)

Proceed from current portion of long-term loan to related party 92,738 -

Dividends received 11,832 26,634

Interest received 110,056 51,080

Net cash flows used in investing activities (31,890,252) (7,659,143)


(in thousand Baht)



2019 2018

Cash flows from financing activities

Proceeds from change in ownership interests in subsidiaries

that do not result in a loss of control 193,777 -

Payments of changes in ownership interests in subsidiaries

that do not result in a loss of control (192,187) (640,017)

Proceeds from (payments of) borrowings

Increase (decrease) in bank overdrafts and short-term borrowings

from financial institutions 36,317 (933,029)

Increase in short-term borrowing from related parties 10,415,065 7,919,137

Proceeds from long-term borrowings from financial institutions 13,136,727 351,489

Payments of long-term borrowings from financial institutions (1,576,976) (3,307,059)

Payments of finance lease liabilities (65,136) (140,960)

Net increase in borrowings 21,945,997 3,889,578

Dividends paid

Dividends paid to owners of the parent (1,736,667) (7,815,000)

Dividends paid to non-controlling interests (221,294) (254,454)

Total dividends paid (1,957,961) (8,069,454)

Interest paid (1,732,722) (1,012,063)

Net cash flows provided by (used in) financing activities 18,256,904 (5,831,956) Net increase in cash and cash equivalents 2,380,809 761,034

Effect of exchange rate changes on cash and cash equivalents (82,313) (49,322)

Cash and cash equivalents at beginning of the year 2,095,349 1,383,637

Cash and cash equivalents at end of the year 4,393,845 2,095,349


(in thousand Baht)



2019 2018

Supplementary information for cash flows

Non-cash transactions

Account payables from purchase of assets 978,808 538,639

Accrued investments 961,368 181,783

Stock dividends 1,563,000 -


(in thousand Baht)


2019 Financial Statements of SCG Packaging Public Company Limited

Referring to the Annual Report 2019 Page 153 - 217

Independent auditor’s report on the summary

financial statements

To the Shareholders of SCG Packaging Public Company Limited

Opinion

The summary financial statements, which comprise the statement of financial position as at 31 December 2019

and 2018, the income statement and statements of comprehensive income, changes in shareholders’ equity

and cash flows for the year then ended which are derived from the audited financial statements of

SCG Packaging Public Company Limited (the “Company”) for the year ended 31 December 2019 and 2018.

In my opinion, the accompanying summary financial statements are consistent, in all material respects, with the

audited financial statements.

Summary Financial Statements

The summary financial statements do not contain all the disclosures required by Thai Financial Reporting Standards

applied in the preparation of the audited financial statements of SCG Packaging Public Company Limited. Reading

the summary financial statements and auditor’s report thereon, therefore, is not a substitute for reading the audited

financial statements and the auditor’s report thereon.

The Audited Financial Statements and My Report Thereon

I expressed an unmodified audit opinion on the audited financial statements in my report dated 18 February 2020.

Management’s Responsibility for the Summary Financial Statements

Management is responsible for the preparation of the summary financial statements for publication to shareholders,

investors and business partners.


Auditor’s Responsibility

My responsibility is to express an opinion on whether the summary financial statements are consistent, in all

material respects, with the audited financial statements based on my procedures, which were conducted in

accordance with Thai Standard on Auditing 810 (Revised), “Engagements to Report on Summary Financial

Statements”.

(Thanyalux Keadkeaw)

Certified Public Accountant


KPMG Phoomchai Audit Ltd.

Bangkok

18 February 2020

61

Statement of financial position


31 December

Assets 2019 2018

Current assets

Cash and cash equivalents 8,580 5,673

Other current receivables 254,306 193,394

Short-term loans to related parties 33,950,895 17,862,997

Other current assets 125,649 22,142

Total current assets 34,339,430 18,084,206

Non-current assets

Investments in associates 350,121 350,121

Investments in subsidiaries 34,447,438 28,398,365

Other non-current receivables 14,110 11,555

Investment property 297,733 299,572

Property, plant and equipment 213,341 225,595

Intangible assets 30,623 30,107

Deferred tax asset 59,099 34,602

Other non-current assets 29,038 44,608

Total non-current assets 35,441,503 29,394,525

Total assets 69,780,933 47,478,731

(Prasarn Trairatvorakul)

Chairman

(in thousand Baht)

For and on behalf of the Board of Directors

(Wichan Jitpukdee)


The accompanying notes are an integral part of these financial statements.




31 December

Liabilities and shareholders’ equity 2019 2018

Current liabilities

Other current payables 249,573 139,425

Short-term borrowings from related parties 33,907,033 23,343,402

Current provisions for employee benefits 17,009 13,439

Total current liabilities 34,173,615 23,496,266

Non-current liabilities

Long-term borrowings from financial institutes 12,000,000 -

Non-current provisions for employee benefits 295,507 159,578

Other non-current liabilities 10,587 8,021

Total non-current liabilities 12,306,094 167,599

Total liabilities 46,479,709 23,663,865

(in thousand Baht)


632019 Financial Statements of SCG Packaging Public Company Limited Referring to the Annual Report 2019 Page 153 - 217



31 December

Liabilities and shareholders’ equity 2019 2018

Shareholders’ equity

Share capital

Authorized share capital

- Ordinary share 4,500,000 1,563,000

Issued and paid share capital

- Ordinary share 3,126,000 1,563,000

Share premium 1,935,000 1,935,000

Retained earnings

Appropriated

Legal reserve 218,600 156,300

General reserve 3,000 3,000

Unappropriated 18,018,624 20,157,566

Total shareholders’ equity 23,301,224 23,814,866

Total liabilities and shareholders’ equity 69,780,933 47,478,731

(in thousand Baht)



Income statement



2019 2018

Dividend income 1,566,377 7,824,862

Service income 1,532,035 1,462,451

Other income 55,197 228,149

Gain on exchange rate 504 329

Total revenues before expenses 3,154,113 9,515,791

Administrative expenses (1,580,778) (1,374,205)

Employee benefit expense from the amended severance pay of the Labor Law (50,795) -

Total expenses (1,631,573) (1,374,205)

Profit before finance costs and income tax 1,522,540 8,141,586

Finance costs (299,440) (195,404)

Profit before income tax 1,223,100 7,946,182

Tax income (expenses) 22,548 (21,188)


Basic earnings per share (in Baht) 0.40 2.54

(in thousand Baht)



Statement of comprehensive income



2019 2018


Other comprehensive income


that will not be reclassified to profit or loss

Defined benefit plan actuarial losses (28,246) (80,963)Income tax relating to components of other comprehensive income that will not be reclassified to profit or loss 5,623 16,193 Other comprehensive income for the year, net of tax (22,623) (64,770)

Total comprehensive income for the year 1,223,025 7,860,224

(in thousand Baht)



Sta

tem

en

t o

f ch

an

ge

s in

sh

are

ho

lde

rs' e

qu

ity

SC

G P

acka

gin

g P

ub

lic C

om

pan

y L

imit

ed

Issue

d and

Unap

propri

ated

Total

pa

idLe

gal

Gene

ralsh

areho

lders’

sha

re ca

pital

Share

prem

ium re

serve

res

erve

equit

y

Year

end

ed 3

1 De

cem

ber 2

018

Bala

nce

at 1

Jan

uary

201

81,

563,

000

1,93

5,00

0

15

6,30

0

3,

000

20

,112

,342

23

,769

,642

Tran

sact

ions

with

own

ers,

re

cord

ed d

irect

ly in

sha

reho

lder

s' eq

uity

Div

idend

s-

-

-

-

(7,

815,0

00)

(7,81

5,000

)To

tal t

rans

actio

ns w

ith o

wner

s,

re

cord

ed d

irect

ly in

sha

reho

lder

s' eq

uity

-

-

-

-

(7

,815

,000

)

(7

,815

,000

)

Com

preh

ensiv

e in

com

e fo

r the

yea

r

Pro

fit or

loss

-

-

-

-

7,924

,994

7,924

,994

Ot

her c

ompre

hens

ive in

come

-

-

-

-

(64,77

0)(64

,770)

Tota

l com

preh

ensiv

e in

com

e fo

r the

yea

r-

-

-

-

7,86

0,22

4

7,

860,

224

Bala

nce

at 3

1 De

cem

ber 2

018

1,56

3,00

0

1,

935,

000

156,

300

3,00

0

20,1

57,5

66

23,8

14,8

66

Reta

ined

ear

ning

s

Appr

opria

ted

(in th

ousa

nd B

aht)

The

acco

mpan

ying n

otes

are a

n inte

gral p

art of

thes

e fina

ncial

state

ments

.


Sta

tem

en

t o

f ch

an

ge

s in

sh

are

ho

lde

rs' e

qu

ity

SC

G P

acka

gin

g P

ub

lic C

om

pan

y L

imit

ed

Issue

d and

Unap

propri

ated

Total

pa

idLe

gal

Gene

ralsh

areho

lders’

sha

re ca

pital

Share

prem

ium re

serve

res

erve

equit

y

Year

end

ed 3

1 De

cem

ber 2

019

Bala

nce

at 1

Jan

uary

201

91,

563,

000

1,93

5,00

0

15

6,30

0

3,

000

20

,157

,566

23

,814

,866

Tran

sact

ions

with

own

ers,

re

cord

ed d

irect

ly in

sha

reho

lder

s' eq

uity

Tra

nsfer

to le

gal r

eserv

e-

-

62

,300

-

(62

,300)

-

Stock

divid

ends

1,563

,000

-

-

-

(1,56

3,000

)

-

Divide

nds

-

-

-

-

(1,73

6,667

)

(1,

736,6

67)

Tota

l tra

nsac

tions

with

own

ers,

re

cord

ed d

irect

ly in

sha

reho

lder

s' eq

uity

1,56

3,00

0

-

62

,300

-

(3,3

61,9

67)

(1,7

36,6

67)

Com

preh

ensiv

e in

com

e fo

r the

yea

r

Pro

fit or

loss

-

-

-

-

1,245

,648

1,245

,648

Ot

her c

ompre

hens

ive in

come

-

-

-

-

(22,62

3)(22

,623)

Tota

l com

preh

ensiv

e in

com

e fo

r the

yea

r-

-

-

-

1,22

3,02

5

1,

223,

025

Bala

nce

at 3

1 De

cem

ber 2

019

3,12

6,00

0

1,

935,

000

218,

600

3,00

0

18,0

18,6

24

23,3

01,2

24

Reta

ined

ear

ning

s

Appr

opria

ted

(in th

ousa

nd B

aht)

The

acco

mpan

ying n

otes

are a

n inte

gral p

art of

thes

e fina

ncial

state

ments

.


Statement of cash flows



2019 2018

Cash flows from operating activities


Adjustments for

Tax expenses (income) (22,548) 21,188

Depreciation and amortization 40,533 41,646

Employee benefit expense 127,139 16,062

Bad and doubtful debts expenses 261 16,963

Unrealized losses (gains) on foreign currency exchange (1) 115

Gain on sales of investment - (173,185)

Losses (gains) on sales of property, plant and equipment (230) 26

Dividend income (1,566,377) (7,824,862)

Interest income (966,849) (582,567)

Interest expense 1,266,285 777,944 Cash flows generated from operations

before changes in operating assets and liabilities 123,861 218,324

Increase in operating assets

Other current receivables and other non-current receivables (50,703) (54,262)

Other current asset (71,800) -

Net increase in operating assets (122,503) (54,262)

(in thousand Baht)






2019 2018

Increase (decrease) in operating liabilities

Other current payables 101,970 21,572

Provisions for employee benefits (23,860) (2,381)Other non-current liabilities 768 -

Net increase in operating liabilities 78,878 19,191

Net cash flows generated from operations 80,236 183,253

Income tax paid (11,100) (6,879)

Net cash flows provided by operating activities 69,136 176,374

Cash flows from investing activities

Investment in subsidiaries (6,049,073) (1,324,099)

Proceeds from sales of property, plant and equipment 5,648 22

Acquisition of investment property - (64,261)

Acquisition of property, plant and equipment (23,866) (20,442)

Acquisition of intangible assets (11,827) (10,531)

Proceeds from sales of other investment - 257,309

Payments of short-term loans to related parties (16,087,898) (6,715,410)

Dividends received 1,566,377 7,824,862

Interest received 953,764 578,324

Net cash flows provided by (used in) investing activities (19,646,875) 525,774

(in thousand Baht)






2019 2018

Cash flows from financing activities

Proceeds from short-term borrowings from related parties 10,563,631 7,884,785

Proceeds from long-term borrowings from financial institutes 12,000,000 -

Dividends paid (1,734,869) (7,815,147)

Interest paid (1,248,116) (770,816)

Net cash flows provided by (used in) financing activities 19,580,646 (701,178)

Net increase in cash and cash equivalents 2,907 970

Cash and cash equivalents at beginning of the year 5,673 4,703 Cash and cash equivalents at end of the year 8,580 5,673

Supplementary information for cash flows

Non-cash transactions

Account payables from purchases of assets 2,207 5,526

Stock dividends 1,563,000 -

(in thousand Baht)




Company Profile


Head Office Address 1 Siam Cement Road, Bangsue, Bangkok 10800

Business Type The Company generates revenue from holding shares in other

companies (Holding Company), operating core business for

packaging solutions provider which are organized into two main

operating segments: integrated packaging chain and fibrous chain,

also other relating businesses.

Initial Registered Capital (as at the registration date of conversion into the Public Limited

Company on March 24, 1994)

Registered Capital: 1,000 Million Baht

Paid-up Capital: 1,000 Million Baht

Issued and paid up ordinary shares of: 100 Million shares



Present Registered Capital Registered capital: 4,500 Million Baht

Paid-up capital: 3,126 Million Baht

Issued and paid up ordinary shares of: 3,126 Million shares



Website www.scgpackaging.com

Share Registrar Tel: +66 2586 2894

Fax: +66 2586 3007

E-mail: [email protected]

Investors can find further information regarding the Company from the Registration Statement for Securities Offering (Form 69-1) and Prospectus which has been disclosed at www.sec.or.th or www.scgpackaging.com.

First 10 major Shareholders (As of December 31, 2019)

ShareholdersNo. of Ordinary

Shares (Issued and Paid-up)

Percent of Total Shares

1. The Siam Cement Public Company Limited 3,095,882,660 99.037

2. Mr. Taewan Tantichattanont 2,320,000 0.074

3. Randery Burahmakan Company Limited 1,872,000 0.060

4. Ms. Orapin Thidarat 1,634,000 0.052

5. Mr. Man Nana 1,563,200 0.050

6. Roman Catholic Mission of Bangkok 1,068,960 0.034

7. Mr. U-thane Tantichattanont 1,000,000 0.032

8. Mr. Somsak Nana 931,440 0.030

9. Mr. Pipatpong Israsena Na Ayudhya 528,880 0.017

10. Mr. Yuph Nana 499,440 0.016

11. Other Shareholders 18,699,420 0.598

Total 3,126,000,000 100.000

SCG Packaging Public Company Limited1 Siam Cement Road, Bangsue, Bangkok 10800Tel: +66 2586 2894Fax: +66 2586 3007E-mail: [email protected]: www.scgpackaging.com

Highlight of Annual Report 2019


Documents

Annual Report 2019 (Highlight)scgp.listedcompany.com/misc/ar/ar2019-en-highlight/doc.pdf · Public Company Limited and its Subsidiaries (Referring to the Annual Report 2019 Page 45