Annual2001 Eng
Annual2001 Eng
2001
26 Thai Capital Market Master Plan...the Driving Force of the Thai Economy
Contents
36 Board of Governors
90 SET Executives
92 SET Subsidiaries
2
Subsidiaries ● Thailand Securities Depository Company Limited
4th & 7th Floor, The Stock Exchange of Thailand Building
62 Rachadapisek Road, Klongtoey, Bangkok 10110
Telephone : 66-2359-1200-01 Facsimile : 66-2359-1259
http://www.tsd.co.th
● Thai Trust Fund Management Company Limited
7th Floor, The Stock Exchange of Thailand Building
62 Rachadapisek Road, Klongtoey, Bangkok 10110
Telephone : 66-2359-1200-01 Facsimile : 66-2359-1258
● Thai NVDR Company Limited
7th Floor, The Stock Exchange of Thailand Building
62 Rachadapisek Road, Klongtoey, Bangkok 10110
Telephone : 66-2359-1200-01 Facsimile : 66-2359-1258
http://www.set.or.th/nvdr
● SETTRADE.COM Company Limited
8th Floor, The Stock Exchange of Thailand Building
62 Rachadapisek Road, Klongtoey, Bangkok 10110
Telephone : 66-2229-2081-89 Facsimile : 66-2654-5583
http://WWW.SETTRADE.COM
.................................................................
Auditor Mrs.
MissNattaporn Phan-Udom
PricewaterhouseCoopers ABAS Limited
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From Strong Capital Market Foundations...
To Growth of the Thai Economy
4
The Stock Exchange of Thailand . . .
is now ready to forge ahead to become
a premier Capital Market in the region.
Our newly strengthened financial industry
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Three-Year Statistical Highlights
Securities Turnover
Stock Exchange of Thailand (SET)
● Turnover Volume (Million Units) 180,317.53 60,502.56 96,322.94
● Turnover Value (Billion Baht) 1,577.75 923.70 1,609.79
● Daily Average Turnover (Million Baht) 6,439.83 3,739.66 6,570.56
● No. of Transactions (Deals) 13,040,654 9,313,392 12,687,403
● Turnover Ratio (%) 90.65 64.67 118.10
Market for Alternative Investment (MAI)*
● Turnover Volume (Million Units) 590.34 - -
● Turnover Value (Million Baht) 2,010.11 - -
● Daily Average Turnover (Million Baht) 27.92 - -
....................................................................................
Listed Companies
Stock Exchange of Thailand (SET)
● No. of Listed Companies 382 381 392
● No. of Listed Mutual Funds 9 11 20
● No. of Newly Listed Companies 7 2 -
● No. of Newly Listed Mutual Funds 1 2 2
● No. of Delisted Companies 6 13 26
● No. of Expired Mutual Funds 4 11 21
Market for Alternative Investment (MAI)*
● No. of Listed Companies 3 - -
..................................................................................
Listed Securities
Stock Exchange of Thailand (SET)
● Total Listed Securities 449 438 450
- Common Stocks 382 381 392
- Unit Trusts 9 11 20
- Warrants 42 31 26
- Others 16 15 12
Market for Alternative Investment (MAI)*
● Total Listed Securities 4 - -
- Common Stocks 3 - -
- Warrants 1 - -
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2001 2000 1999
Total Market Capitalization (Billion Baht) 1,607.04 1,279.22 2,193.07
....................................................................................
Total Capital Increase (Billion Baht) 108.24 63.43 244.43
....................................................................................
SET Index
● Open 272.03 498.46 356.68
● Close 303.85 269.19 481.92
● High (Date/Month) 342.56 (6/9) 498.46 (4/1) 545.91 (22/6)
● Low (Date/Month) 265.22 (7/11) 250.60 (11/10) 313.65 (11/2)
....................................................................................
Average Dividend Yield (%) 2.06 1.78 0.61
....................................................................................
Average Price/Earnings Ratio 4.92 5.52 14.70
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A Message from Chairman and the President
In 2001, the main focus of the Stock Exchange of Thailand (SET) was on
reviving confidence in Thai capital market. This was achieved with support from
the government, especially through a reduction in corporate income tax for listed companies on both the SET and
the Market for Alternative Investment (MAI), as well as progress on privatization of SOEs and their listing on the
Exchange. These measures, implemented during the year, coupled with a nascent economic recovery, contributed
to building confidence amongst all parties as well as boosting the attractiveness of the stock market itself. This was
seen in the remarkable 70% increase in trading turnover in 2001 compared to the previous year, as well as
ten new listings as opposed to only two in 2000.
Furthermore, the SET emphasized quality in the performance of listed companies by actively promoting the
implementation of good corporate governance practices. The SET produced and disseminated a Good Corporate
Governance Report to be used as a guideline, as well as adjusting the listing regulations to focus more on
information disclosure to investors. We also conducted promotional activities, such as giving recognition to those
listed companies demonstrating good corporate governance, for greater understanding of the issues.
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Expanding the investor base and developing their potential was also a priority the SET continually aimed at
in 2001. The SET undertook an aggressive marketing campaign to expand the number of investors, conducting
various activities to stimulate investorsû interest and promote knowledge of securities to potential investors and the
public in general. Such activities included seminars and training for professionals in the securities business, plus
an Investor Fair for the general public, as well as improvements in the channels for the distribution of information
about investment. The SET Junior Achievement Program (SET-JAT) was also inaugurated for the promotion of the
SET to a new generation of potential investors.
In regard to infrastructure development of the securities industry, the SET in 2001 established the Back
Office Service Bureau to provide after-trade services to securities companies. This aimed to both help facilitate
operations and reduce operational costs in the industry as a whole. In addition, if a Front Office Service Bureau can
be established this year, SET services will be all in one and thus help enhance the industryûs efficiency overall.
In future it will be recognized that 2001 was the year for the redesign of the foundation of the capital
markets aimed to revitalize and develop them in active collaboration with all related parties, both in the public
and private sectors. As well, the Capital Market Master Plan was formulated to determine the future trends
and strategies for the efficient development of the Thai financial markets for the long run, to enhance their
competitiveness in the global market for capital.
In 2002 the SET is determined to continue this collaboration to bring the measures outlined in the Capital
Market Master Plan into action in line with market conditions. With the economy and investment starting to
recover, these measures will help boost the potential of the Thai capital markets in every respect, to help make
them the key mechanism that drives and supports economic growth in a stable and sustainable manner.
In order to achieve this target, it is vital that we enlist the cooperation of all related parties in both the public
and private sectors.
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10
Economic Recovery helps boost the Capital Markets
By providing more support for companies
11
Overview and Trends of the Thai Economy
and Capital Markets
➦ Thai Economy
The Thai economy decelerated in 2001 due to contracting export growth of
7% and sluggish private investment reflected by a reduction in imports of capital
goods of 11.2%. BOI-promoted firms also reduced investment by 4.6%. Sales of
commercial cars expanded only 7.5%, which was less than the growth rate of the
same period last year. Nevertheless, domestic consumption continued to expand.
The Private Consumption Index rose 2.6%. The governmentûs attempts to stimulate
the economy through fiscal policy, which created a budget deficit of Baht 121 billion,
helped stimulate economic activities and compensate for the detrimental effect of
lower exports and private investment. The National Economic and Social
Development Board (NESDB) calculated that the Thai economy in 2001 grew at a rate
of 1.5%, down from 4.4% in 2000.
The sluggishness of the economy was clearly reflected in the agricultural
sector. The unadjusted seasonal Manufacturing Production Index increased only slightly
by 1.3% from the previous year. The industrial utilization rate stood at 54.1%,
declining only slightly from 56.0% of 2000. Products where production expanded
included food and beverages, cement, steel, automobiles and motorcycles. Production
of export goods, canned products, and textiles increased considerably, while that of
integrated circuits and components declined.
The fact that the general economy was in the doldrums, however, had
a positive effect on the stability of price levels generally. Despite domestic demand
expanding, the degree of expansion was not large enough to put any downward
pressure on prices. With regard to production, as oil prices remained low and
businesses did not flourish greatly, pressure on production costs was also slight.
These conditions then resulted in only 1.6% in general, and 1.3% in basic inflation
respectively for 2001.
The international financial stance of Thailand in 2001 remained stable, even though exports were in decline
due to the impact of the world economic slump - in particular, the U.S. economy on which Thai exports depend to
a large degree. In the meantime, imports decreased as well, especially the import of capital goods and raw material
used for export production. In addition, a slowdown of the domestic economy also resulted in decreased imports
of consumer goods. Hence, in 2001, there was a trade surplus of USD 2,527 million, and current account surplus of
USD 6,200 million. The balance of payment in 2001 improved as a result of lessening capital outflows. There was
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a surplus in the balance of payments of USD 1,317 million, compared to a deficit of
USD 1,617 million in 2000; hence the financial position remained strong. Foreign
reserves at the end of 2001 stood at USD 33 billion, which was higher than the USD
32.7 billion at year-end 2000, and equivalent to seven months of imports.
Money market liquidity also remained high throughout 2001. The one-day
repurchase interest rate and the interbank rate at the end of 2001 were 1.75% and
2.00% on average respectively. Saving deposits continued to expanded from last
year, while credits offered by commercial banks decreased. Commercial banksû
deposits as of December 2001 increased 4.0% from the same period last year.
However, the banksû lending as of December 2001 declined 5.8%, in spite of the
downward adjustment of interest rates since 2000 to a considerably lower level
throughout the year. At the end of 2001, the one-year fixed deposit rate and the
minimum-lending rate (MLR) stood at 2.75-3.00 and 7.00-7.50 respectively.
The governmentûs economic stimulus program concentrated on fiscal policy
to induce demand from the community level and on attempting to resolve the
problems with the real sector of the economy. Major economic stimulus policies
include the Peopleûs Bank Project, the Village and Urban Revolving Fund, the
Housing Loan Policy, etc. Measures to resolve the problems of the financial
institutions included the establishment of the Thai Asset Management Corporation
(TAMC) as a national asset management corporation to help resolve the problem of
non-performing loans (NPLs). Nevertheless, despite an apparent marked decrease in
financial institutionsû NPLs in 2001, the fact that the problems of the real sector seem
unlikely to be resolved soon and, in fact, may see an increase in re-entry NPLs, this
may prevent the Thai economy from experiencing a recovery.
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➦ Trading of Securities on the SET
Securitiesû trading on the SET was volatile, yet active, throughout 2001. Total
trading turnover was recorded at Baht 1,578 billion, an increase of 71% from the
previous year. During the year, both domestic and foreign conditions influenced
investment. Important internal factors were the slowdown in the Thai economy, the
General Election in early 2001, and the court case concerning the Prime Ministerûs assets. External factors included
a slowdown of the world economy, and the terrorist threats that negatively affected investor confidence all over the
world - including Thailand.
The volatility of trading turnover was reflected in the movement of the SET Index. In 2001, the SET Index
opened at 272.03 points on January 3 and adjusted upward to 334.10 points on February 2 after the General
Election. After that, the Index remained almost dormant in the middle of the year. Then, on September 6, the Index
was on its peak at 342.56 before the terrorist attack in the U.S.A. Afterwards, however, the Index plunged to
a trough of 265.22 on November 7. The SET Index improved little by little until it closed at 303.85 points at the end
of 2001, accounting for a 13% increase from end of 2000. An upward adjustment of the SET Index plus new listings
of large-scale companies such as PTT Public Co., Ltd. resulted in a total market capitalization at the end of 2001
of Baht 1,607 billion, compared to Baht 1,279 billion at the end of 2000.
The trading of securities in 2001 was more active than the previous year. The daily average turnover was
Baht 6,440 million, an increase from Baht 3,740 million a day in 2000. The highest turnover was on January 26 with
trading value of Baht 23,223 million, and the lowest turnover fell on November 5 with a trading value of Baht 1,063
million. Trading by investor groups showed that local retail investors took the largest portion as net buyers for Baht
6,963 million worth of securities while foreign investors and local institutions were net sellers of 6,426 and 538
worth of securities respectively.
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Trends in the Economy and Capital Markets in 2002
➦ Economic Trends
Trends in the Thai economy in 2002 are expected to improve from the previous year. The recovery is
expected to be more apparent in the latter half of the year. Economic growth is forecasted to be about 2%,
compared to 1.5% in 2001. Nevertheless, the recovery of the Thai economy in 2002 will still be dependent on
the uncertainty in world economic conditions.
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as the Peopleûs Bank Project, Village and Urban Revolving Fund, and Housing Loan
Scheme, which the government expects to take effect in 2002. However the public
debt level, still as high as 60% of gross domestic product (GDP), is a constraint
on the governmentûs ability to inject further money into the system. In addition, if the
economy does not really recover, plus the government cannot collect taxes as planned,
this could lead to a lack of faith in the fiscal stability of the country.
● Problems of NPLs
Total NPLs of all financial institutions as at the end of December 2001
accounted for 10.42% of total loans, which showed a decrease from 17.63% at the end
of 2000. Most of the decline, however, was from debt transfers to the TAMC, whilst
the rate of growth in new loans has not yet declined. At the same time, there are
possibilities of reverse NPLs coming back into the system since the real sector is far
from fully recovering. If this is so or debt management is not exercised efficiently,
NPLs may not decline significantly.
● Effects of trade liberalization and grouping
Major effects of trade liberalization and grouping in 2002 will be the entry of
China into the WTO (World Trade Organization) and tax and tariffs reduction under
the AFTA framework that will lead to a fiercer competitive environment in both the
local and foreign markets that Thailand competes in. WTO membership for China will
threaten Thai export markets, especially markets for agricultural products and
markets that are labor-intensive, such as textiles and low-end electrical appliances.
This is because China has the competitive advantage of significantly lower labor costs than Thailand. In regard to
AFTA, import tax on products from ASEAN countries (excluding Myanmar, Laos, Vietnam, and Cambodia) will be
reduced to 0-5%, thus easing the entry of goods from neighboring countries into the Thai market, which will
negatively affect some industries, such as electrical appliances, in which Thailand has a higher cost structure, such
as import taxes imposed on some raw materials of 5% or more.
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Factors affecting investment in the stock market
● Trends of the economy, financial markets and the governmentûs
economic policies
The securities trading conditions of the Stock Market in 2002 will depend
mainly on economic factors. If the economy can really recover as forecasted, it will
support Stock Market fundamentals. Listed companiesû performance will also
improve, thus adding to the attraction of listed securities. Another factor of vital
importance supporting this will be the governmentûs economic policies, which are
expected to directly affect investment in the Stock Market. These are, for example,
the establishment of The Thai Opportunity Fund, worth Baht 10 billion, for
investment in securities with growth potential and sound fundamentals. The Fund
will be activated in 2002.
● An increase in number of listed companies
The SET will continue to implement aggressive marketing policies to attract Thai corporates with the
potential, and privatized SOEs to list on either the SET or the MAI. This should increase supply in the market and
give investors more choices. In 2002, there are 50 new listings planned, comprising twenty large-scale companies
(including nine SOEs) on the SET and thirty small and medium sized enterprises (SMEs) on the MAI.
● Listed companiesû performance
It is anticipated that operational performance of listed companies in 2002 will continue to show an
improvement in line with recovery of the world and U.S. markets, especially those listed companies that are export-
oriented. Moreover, the governmentûs policy of concentrating on stimulating domestic demand is expected to
benefit listed companies that depend on the domestic market, yield better performance, and increase the
attractiveness of investing in the market.
● Recovery of the world and U.S. economies
Many economic agencies have forecasted that the World as well as the U.S. economy would begin
recovering in 2002. The International Monetary Fund (IMF) anticipated that both the World and the U.S. economies
would grow at a rate of 2.4% and 0.7% respectively, now adjusted upwards from its previous forecast that
expected these to contract by 1.1% and 1.5% respectively. The recovery of these markets will positively affect
the investment climate of the Thai Stock Market as the listed companies should achieve better operational
performances, plus there will be external influences as stock markets worldwide pick up.
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Important Developments at the SET in 2001
In 2001, the SET fine-tuned its strategies to develop greater efficiency in its
organizational systems and to serve the securities industry as a whole, in response to
changing environment and economic conditions. The SET also worked to raise
professional standards in the securities industry and promote good corporate
governance amongst all related parties so as to raise local standards of quality,
transparency, and creditability. The SET also accelerated the development of demand
and supply in the securities market as well as the infrastructure of the industry itself.
The government also stressed the importance of developing the capital markets to be
the driving force in revitalizing the Thai economy. It actively gave encouragement, as
well as implementing various schemes to revive the capital markets, such as
supporting the listing of SOEs on the stock exchange. These contributed greatly to
the Stock Exchangeûs development, as seen in an increase in products and trading
values for the year 2001 compared to the previous year.
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This greater number of new listings on both the SET and MAI (ten companies
this year) was a byproduct of the governmentûs supportive measures and schemes.
These include tax incentives, where companies listed on the SET and MAI will enjoy
corporate tax cut from 30% to 25% and 20% respectively. Governmentûs support for
the privatization of SOEs to list on the Exchange, as well as the SETûs proactive
marketing strategies through direct selling and personal contacts, the offering of
both pre- and post-listing services, educational seminars, promotional campaigns for
listed companies, plus advisory services on the privatization and listing of SOEs,
together with share subscription via the Internet, have all contributed to the increase
in listing on the bourse.
In 2001, the SET introduced Non-Voting Depository Receipts (NVDRs), which
are issued by the Thai NVDR Co., Ltd., one of the SET subsidiaries. This new product
will help facilitate investment by foreigners who otherwise face constraints on
investing in Thai stocks, as well as helping increase trading liquidity in the market.
Moreover, the SET has offered full support in providing useful information on
new channels for the fund-raising efforts of small- and medium-sized enterprises
(SMEs), and for venture capital businesses as well as general businesses, through the
new website, www.thaicapnet.com, which is an information platform for the
aforementioned businesses to assist them in doing business together.
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investors with the information necessary for making informed investment decisions.
The SET furthermore, also held educational seminars to assist in understanding the
roles and responsibilities of audit committees, in line with the continuing
development of systems of good corporate governance. The SET, in addition,
supported the çGood Corporate Governance Practices Award 2001é of the Institute of
Internal Auditors of Thailand, to honor companies with good corporate governance
practices. In 2001, three listed companies received this award: the Electricity
Generating Public Co., Ltd., TISCO Finance Public Co., Ltd., and the Thai British
Security Printing Public Co., Ltd.
In the meantime, the SET, in cooperation with the Ministry of Commerce,
supported amendments to and the enactment of the Public Company Act II, which
supports fund mobilization and financial management of listed companies. Issues
that have already been addressed include the cancellation of minimum share prices,
securitization, share repurchasing, and compensation for accumulated losses, etc.
These allow listed companies to arrive at more appropriate share prices and also to
repurchase their shares. Repurchasing of shares must conform to the SET regulations,
starting from December 2001 onwards.
The SET also set up the Investor Relations Club (IR Club) to encourage the
establishment of IR Units in Listed Companies, to help add value, increase their
attractiveness and increase investor confidence. The SET also held a number of free
seminars to help develop the skills of listed companiesû personnel. Issues highlighted
were, for example, the preparation of financial statements under the new accounting
standards, and the Public Company Act II.
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the Thailand Securities Institute (TSI) also geared up to provide training and
examination services to securities professionals, especially for those who require
certification to perform their jobs. This will enhance the quality of human resources
in the market. The range of information service provided through the SET website
www.set.or.th was increased also, as well as customer services via the SETûs Call
Center - all improved to be more responsive to investor needs.
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Improving services for related parties
The SET is committed to excellence of service by improving service quality to
enhance transparency, convenience, and the speed of operations, whilst at the same
time reducing the costs and risks to the parties concerned. In this regard, the çBack
Office Service Bureaué was established to offer back office services to securities
companies in October 2001.
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➦ Organization Development in Response to Changes in
Thai Capital Markets
The SET recognized the importance of promoting collaboration and good
relationships with both overseas exchanges and related organizations. In 2001,
the SET signed a MoU with the Hong Kong Exchange and Clearing Co., Ltd. for
the exchange of information useful to investigations of securities trading, as well as
for the development of the two exchanges, to enhance competitiveness, extend their
business base, and strengthen the relationship between the two exchanges.
The SET has also adjust its organization and administrative structures to
enhance efficiency in providing services to related parties in the securities industry,
and to support the implementation of business and marketing strategies. In this end,
the çCapital Market Opportunity Centeré was established to support businesses to
raise funds through the capital markets efficiently, as well as expanding the investor
base, promote understanding about the capital markets and investment, raise the
industryûs professional standards, as well as conduct marketing activities and related
services.
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Developing Thailandûs Capital Market to Create a Sustainable Economy
The Capital Market Development Master Plan
25
Thai Capital Market Master Plan...
the Driving Force of the Thai Economy
The development of the Thai capital markets to serve the need for funding for
businesses in the aftermath of the economic crisis has been a challenging and urgent
priority, especially amidst the fiercer competitive environment in the current free
trade system. Having efficient capital markets, therefore, is an essential factor in
sustainable economic growth. Now the Thai capital market is ready to become an
attractive market for investors looking for higher returns, as well as a comparatively
low-cost source of funds for entrepreneurs.
In 2001 the SET actively implemented the development plan for the Thai
capital markets initiated by the Deputy Prime Minister and the Minister of Finance,
Dr. Somkid Jatusripitak, in conjunction with capital market experts from all related
organizations in the public and private sectors, such as the Ministries of Finance,
Commerce, and Industry, plus the Bank of Thailand, the Board of Investment, the
Securities and Exchange Commission, the Stock Exchange of Thailand, the
Government Pension Fund, the Thai Bond Dealing Center, Listed Companies
Association, the Association of Securities Companies, and the Federation of Thai
Industries. These jointly formulated the çThai Capital Market Master Plané to set
the direction and long-term development strategies for the Thai capital markets. The
Master Planûs strategic target is to develop the Thai capital markets to become a key
mechanism for driving and supporting the economic development of the country,
as well as achieve a level of competitive competence in international markets.
The Thai capital markets need to efficiently perform its function of mobilizing
savings for the productive sector. It has to be efficient as well as be attractive to
fundraisers and an attractive investment market for investors. The latter should
comprise an extensive and balanced investor base with sufficient choices from
a variety of quality products, with strong intermediary institutions, standardized
corporate governance systems favorable to the creation of financial innovations in
response to the needs of investors. Plus there should be transparency and
creditability in all the organizations concerned and in their transactions.
In an excerpt from a speech in early January 2002, Dr. Somkid Jatusripitak expressed confidence in the
results of the workshop organized to formulate the çThai Capital Market Master Plané. çWe have to strengthen
the Thai capital markets to make them attractive so as to ensure foreign capital flows in with confidence.
I believe that Thailand has the potential to be competitive. Hence, during this downturn in the world
economy, we should be well behaved and make ourselves attractive. I believe the capital flows in the
26
world markets, some of which are going to flow out of countries having
problems, will flow into our Thai capital markets.é
This Master Plan brought together a comprehensive set of strategies aimed at
building a concrete infrastructure for developing the potential of the Thai capital
markets. These include the strengthening of both the demand and supply of
securities as well as the intermediary institutions. More importantly, the creation of
transparency has been encouraged by the promotion of good corporate governance
to be implemented widely in every organization associated with the capital markets
so as to restore the confidence of investors and all parties concerned. From the year
2002 onwards, it is hoped that all measures in the Master Plan will be fully
implemented.
27
Furthermore, in order to lay the basic groundwork for saving and investment
amongst Thai youth, the SET, in coordination with the Ministry of Education and the
Ministry of University Affairs, will urge the inclusion of these subjects in the
curriculum. In the meantime, in order to encourage and sustain long-term savings of
present income earners, employees who have savings in the GPF system and change
their jobs can now transfer their existing savings to other GPF funds or to the
Retirement Mutual Fund (RMF).
Although institutional investors are known as experienced and professional
investors, the Master Plan focuses on developing professional standards and the
quality of institutional investors in order to regain the trust of these investors after the
economic crisis and encourage more individual investors to invest through
institutions. This will help increase the chance of extending the investor base and
help create stability in securities trading as well.
Besides expanding the base of investors locally, foreign investors are another
target group that must be broadened. There will be promotions to encourage greater
confidence in the potential of the Thai economy and capital markets, plus support
and opportunities will open to foreign investors to encourage them to make
investments in Thailand and its stock market, through the provision of more
privileges or other incentives.
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both existing and potential investors, and find more businesses to list on the
Exchange. In 2002, the SET aims to attract twenty companies to list on the SET plus
fifty to list on the MAI.
In 2001, the privatization of SOEs progressed rapidly and, with active
government support, proved a success. This is evident from the successful initial
public offerings (IPO) of Internet Thailand Public Co., Ltd. and PTT Public Co., Ltd.,
which generated overwhelming interest from the public. It has also shown that the
Master Plan, which fully supported fund mobilization in the capital markets for
privatization by, for example, encouraging potential companies to list on the SET and
MAI, and facilitate capital increases for both listed and public companies, will help
considerably to broaden the number of quality products in the market from now on,
no matter whether they are companies in the industrial and service sectors or
leading state-owned enterprises.
Nevertheless, in attracting qualified companies to list on the Exchange,
besides these facilitating procedures in the preparation and listing process, there
must be incentives offered so as to make companies realize the benefits and
privileges of becoming listed companies. The Master Plan thus places stress on
incentives offered to both local and foreign companies, and has related organizations
or parties assigned to consider and set out appropriate privileges and benefits.
The acceleration to establish a Derivatives Market and the issuance of all
related laws to cope with derivatives instruments and their transactions are another
vital step for the future development of the capital markets that enhances the
attractiveness of the Thai capital markets by providing more risk management
instruments for investors.
Moreover, the Thai Opportunity Fund, established in January 2002 from the
cooperation of twelve organizations in the public and private sectors, namely the
Stock Exchange of Thailand, along with Krung Thai Bank Plc., the Government
Pension Fund, TSFC Securities Limited, the Electricity Generating Plc., Nam Seng
Insurance Plc., Muang Thai Life Assurance Co., Ltd., Thaivivat Insurance Co., Ltd.,
Tisco Securities, Siam City Bank Plc., Bangkok Metropolitan Bank Plc. and Bankthai
Plc., was another example showing the strong intention to build up fund mobilization
channels that lead to investment in the capital markets and help promote greater
investor confidence.
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3. Strengthening and Developing the Potential of Intermediary
Institutions
Whether the Thai capital markets will perform efficiently depends essentially
on the capability and strengths of the intermediary institutions or operators in the
securities industry. Under the current structure, operators in the securities industry
are weak and restrained in extending the scope of their businesses. The Master Plan
then has initiated measures both to strengthen and to develop the potential of the
intermediariesû operations, which focuses on quality and international competitive-
ness. This will be made possible by bringing all parties concerned to jointly discuss
how the scope of financial intermediaries may be broadened. There will also be
ratings of these institutions in order to enhance their efficiency and raise their
standards. From now on, we should see quality intermediaries in the Thai capital
markets that are ready to offer quality services and are recognized as trustworthy by
investors as well as being highly competitive in the international capital markets.
30
Systemsé, which will be included in a national agenda and for which promotional
activities will be conducted continually. It is believed that when good corporate
governance has been implemented and exists in every organization, the Thai capital
markets will be able to develop to become one of the leading capital markets in the
region.
On February 5, 2002, H.E. Prime Minister Dr. Thaksin Shinawatra appointed
a çNational Committee on Good Corporate Governanceé to help organize
promotional activities and set out practical plans, that will have the Prime Minister
himself or a designated Deputy Prime Minister act as chairman. Twenty top-level
executives from related agencies and organizations from the public and private
sectors as well as other experts will join as members. The Committee will be
responsible for establishing the policy framework, measures, systems and procedures
leading to the accomplishment of good corporate governance in the institutions,
associations, companies, and government agencies in the capital markets. It will also
promote greater understanding of the efficient application or implementation of good
corporate governance, so as to enhance its international acceptance. Explication of
good corporate governance will be promoted continually through the media as well.
In addition to these strategies and measures that combine vital elements for
strengthening the infrastructure of the Thai capital markets, the organizations that
are directly related to the development of the markets, such as the SEC and the SET,
also have their own plans to adjust their organizational structure and operations to
come into line with the Master Plan and the changing environment, which should
enhance the efficiency and flexibility of their administration and operations. They
will then become vital supports in the development of the Thai capital markets.
When all parties fully cooperate under the Master Plan, the possibilities for the Thai
capital markets to grow in a sustainable manner and attract investors from all over
the world cannot be far from merging. The Thai capital markets will then be ready to
drive the economy so that it will grow on a sustainable path.
31
32
A New Opportunity for SMEs
33
Market for Alternative Investment (MAI)
Business operations have been undergoing dynamic changes and adaptations in response to the current
business climate. In this fiercely competitive environment, it is necessary for small and medium enterprises (SMEs) to
make the necessary adjustments to continue growth by seeking new opportunities to strengthen both their business
potential and their competitiveness. Cost management is an important factor in promoting sustainable business
operations and expansion at the lowest operational costs, combined with efficient systems of management.
The Stock Exchange of Thailand recognizes the importance of SMEs as the building blocks in the economic
development of the country, as well as the need to help develop their potential and promote their businesses. The SET
has, therefore, been offering support to the entrepreneur owners of these SMEs to access cheaper long-term sources of
funding at lower risk so as to enhance the efficiency of their financial management and reduce the costs to their
businesses. As a result, the çMarket for Alternative Investmenté (MAI) has come into being.
Performance in 2001
The government and organizations concerned to help facilitate the listing of SMEs and supported the
operational performance of the MAI in 2001 in the follow ways:
● In a tax incentive scheme to attract companies to list on the MAI, the government reduced corporate income
tax from 30% to only 20% for five consecutive accounting periods for companies listed on the MAI, up until
September 5, 2004.
● Listing fees were relaxed. The first ten companies that listed on the MAI by December 31, 2001 had
their application and admission fees waived, and received a 50% discount on the annual fee for five
consecutive years.
● The MAI and the SEC amended the listing rules in order to reduce redundancy, as well as to facilitate
companies with potential to list.
● Expenses involved in listing were cut. It is no longer compulsory for listed companies to have financial
advisors for three consecutive years.
34
● Listing process and time were shortened, so as to facilitate the listing of those companies with potential.
● Educational activities were held to promote the development of companiesû readiness and competitiveness in
both the pre- and post-listing periods.
● Proactive marketing activities were implemented. Information services to companies interested in listing on
the MAI were provided and target companies were visited regularly.
The first batch of companies to list on the MAI comprised three companies that altogether listed four securities
last year - common shares and warrants of the Brooker Group Plc., common shares of Roynet Plc., and the common
shares of Team Precision Plc. Total trading turnover in 2001 was recorded at Baht 2,011.11 million.
The MAI Board has, furthermore, now approved in principle the listing of
the common shares of Chuo Senko (Thailand) Plc., which will conduct its Initial
Public Offering in early 2002.
35
Board of Governors
Chairman
36
Mr. Machima Kunjara Na Ayudhya Mr. Penwan Thongdeetae Mrs. Dayana Bunnag
Governor Governor Governor
37
Board of Governors
● Committee, The Special Scrutiny Committee the Senate on The Stock Exchange of Thailand
Revised Public Companies Act. B.E. 2535 ● Investor Base Expansion Committee, the Stock Exchange of Thailand
Electricity Generating Public Company Limited University of Wisconsin (Madison Campus), U.S.A.
● M.S. (Civil Engineering), University of Wisconsin
38
Other Current Positions Other Current Positions
● Managing Director, Bangkok First Investment & ● President/CEO, Land & Houses Public Company Limited
Trust Public Company Limited ● Director, Grammy Entertainment Public Company Limited
● Director and Secretary General, ● Director, Quality Houses Public Company Limited
Association of Finance Companies ● Director, Modernform Group Public Company Limited
● Authorized Director, BFIT Securities Company Limited
● Director, Home Product Center Public Company Limited
● Director, Thailand Securities Depository Company Limited
● Senior Executive Vice President, Merrill Lynch Phatra Securities Vickers Ballas Securities (Thailand) Company Limited
Company Limited ● Director - Corporate Coverage, SG Asia Credit Public Company Limited
Phatra Thanakit Public Company Limited American International Assurance Company Limited
● Senior Vice President, Phatra Thanakit Public Company Limited ● EVP - Corporate Finance,
● M.S. Industrial Engineering, Illinois Institute of Technology, Trang Seafood Products Public Company Limited
Chicago, U.S.A. ● Director, Mass Rapid Transit Authority of Thailand
39
Compliance to the Principles of
Good Corporate Governance
40
The SET Board of Governors will be in office for a two-year term but may,
after this term, continue in office. However they cannot serve more than two
consecutive terms. Likewise for the SET President, who may either be elected or
appointed by the SEC, has a term of four years and may be re-appointed for one
consecutive term only.
The SET Board of Governors is responsible for establishing the SETûs policies,
plans and business strategies, including overseeing the operations of the SET. The
SET President, as Chief Executive, is responsible to the Board of Governors in
managing the business and operations of the SET in line with the Boardûs policies.
The Board has regular monthly meetings but may hold special meetings if
deemed appropriate. These Meetings should have specific agendas and send
relevant documents to the Governors prior to the Meeting, so as to allow sufficient
time for them to review data and information. In 2001, the SET Board of Governors
held twelve ordinary meetings and six special meetings, a total of eighteen meetings.
Records of attendance are summarized as follows:
Attendance (times)/
Number of Meetings (times)
Name Term Appointed to Office Regular Special
Meetings Meetings Total
1. Mr. Chavalit Thanachanan Aug. 1, 2001 - Jul. 31, 2003 5/5 3/3 8/8
2. Mr. Somjate Moosirilert May 28, 2000 - May 27, 2002 11/12 6/6 17/18
3. Mr. Penwan Thongdeetae Jul. 24, 2000 - Jul. 23, 2002 9/12 3/6 12/18
4. Mr. Machima Kunjara Na Ayudhya Jun. 9, 2000 - Jun. 8, 2002 8/12 6/6 14/18
5. Mrs. Dayana Bunnag Jul. 24, 2000 - Jul. 23, 2002 7/12 5/6 12/18
6. Mr. Chokechai Tanpoonsinthana May 28, 2000 - May 27, 2002 12/12 6/6 18/18
7. Mr. Suvit Mapaisansin Feb. 6, 2001 - May 27, 2003 11/11 5/6 16/17
8. Mr. Montree Sornpaisarn Oct. 19, 2001 - May 27, 2002 3/3 1/1 4/4
9. Mr. Suthep Peetakanont May 28, 2001 - May 27, 2003 7/7 4/4 11/11
10. Mr. Anant Asavabhokhin Sep. 14, 2001 - Sep. 13, 2003 4/4 1/1 5/5
11. Mr. Kittiratt Na-Ranong Sep. 10, 2001 - Sep. 9, 2005 5/5 3/3 8/8
The SET Board of Governors realizes the importance of accurate and reliable
financial statements, and thus produces a report of the Board of Governorsû
Responsibilities for Financial Statements that includes all the main issues as
prescribed in the SETûs guidelines for companiesû directors. Details can be found on
page 60.
41
➦ The Committees
The SET Board of Governors have appointed an Executive Committee, Principle 12
an Audit Committee, a Remuneration Committee, and a Risk Management
Committee to study, scrutinize and oversee these requisite and vital tasks.
Committee membership is comprised of non-executive members and the Chairman
who is a non-executive and independent director. The scope of the role and
responsibilities of each committee can be found on page 44.
➦ Conflict of Interests
The SET has a clearly stated process to eliminate conflicts of interests amongst Principle 6
members of the Board during their terms in office. During any session where
a conflict may arise, they are not permitted to attend or vote.
➦ Business Ethics
The SET issued a code of conduct in regard to business ethics for SET Principle 7
employees to use as a guideline in performing their jobs and duties that is based on
the SETûs Mission Statement, to do with çhonesty, integrity and equitability in
treatment of all groups of stakeholders in the SET, the public and to societyé. Since
the SETûs principal activity is supervising trading activities in the Stock Market,
which is related to the public interest, in order to create transparency and affirm the
confidence of investors, the SET established a code of conduct relating to the trading
activities by SET Governors or employees. They are prohibited from trading securities
using insider information. They are also prohibited from securities investment if they
are in the position to exercise influence on the companies they invest in.
Furthermore, every trading transaction must be reported. All executives of the SET
have to comply with these rules as well. The code of conduct regarding business
42
ethics and the trading of securities became effective from January 1, 2001 onwards,
and both the SET Board of Governors and the SETûs employees have accepted
these codes.
43
SET COMMITTEE 2001
In 2001, the SET Board of Governors appointed the following committees to carry out duties in line with the
Boardûs policies or principles:
➦ 1) Executive Committee
Structure Name Position
The SET Chairman Mr. Chavalit Thanachanan Chairman
The SET Vice Chairman Mr. Somjate Moosirilert Member
The SET President Mr. Kittiratt Na-Ranong Member
The Market for Alternative Investment Board of Directors is responsible for the following:
● Establishing policy concerning the operations of the Market for Alternative Investment (MAI)
● Listing of Securities on the MAI
● Issuing related rules and regulations.
44
➦ 3) Audit Committee
Structure Name Position
Three SET Governors who are not in the Executive Mr. Penwan Thongdeetae Chairman
Committee, with at least one member Mr. Machima Kunjara Na Ayudhya Member
knowledgeable about accounting and finance. Mr. Suthep Peetakanont Member
45
Risk Management Committee is responsible for the following:
● Considering and establishing a framework and basic policy covering the SETûs risk management, to be approved
by the SET Board of Governors.
● Considering proposals from the Risk Management Division in order to limit the risks in all departments of SET
and reporting on this to the SET Board of Governors.
The Committee for Offenses and Punishments in the Charging of Brokerage or Agentûs Fees is
responsible for considering offenses and punishments in cases where SET member companies, non-member
companies, or the executives or officers of these companies infringe the SETûs çRules and Procedures for Charging
Brokerage or Agentûs Fee for the Buying or Selling of Listed Securities and Membersû Good Corporate
Governance (2002)é.
➦ 6) Remuneration Committee
Structure Name Position
The SET Chairman Mr. Chavalit Thanachanan Chairman
The SET Vice Chairman Mr. Somjate Moosirilert Member
The SET Chairman of Audit Committee Mr. Penwan Thongdeetae Member
46
➦ 7) Legal Committee
Structure Name Position
Three legal experts and the SET President Mr. Direk Sunthongate Chairman
Mr. Manit Wityatem Member
Mr. Kasem Sorasakkasem Member
Mr. Kittiratt Na-Ranong Member
The Legal Committee is responsible for providing advice, opinions and recommendations regarding Exchange
Laws and Regulations to the SET Board of Governors.
➦ 8) Disciplinary Committee
Name Position
Mr. Somkiat Homla-or Chairman
Mr. Machima Kunjara Na Ayudhya Member
Mr. Chinnawat Thongpakdee Member
Mr. Sukri Kaocharern Member
Ms. Yaowalak Aramthaveethong Member
Mr. Kittiratt Na-Ranong Member
47
➦ 9) Appeals Committee
Name Position
Mr. Chaikasem Nitisiri Chairman
Mr. Hiran Radeesri Member
Mr. Pratip Wongnirund Member
Mr. Nawaporn Ruangskul Member
Mr. Sukri Kaocharern Member
48
➦ 11) Technology Development Committee
Name Position
Mr. Kittiratt Na-Ranong Chairman
Mr. Pakhawat Kovithvathanaphong Member
Mr. Somjate Moosirilert Member
Dr. Surat Palalikit Member
Mr. Somkid Jiranuntarat Member
Mrs. Nongram Wongwanich Member
Ms. Sopawadee Lertmanaschai Member
Mrs. Patareeya Benjapolchai Member
Mr. Suvit Mapaisansin Member
Mr. Wiboon Perm-Arayawong Member
Mr. Charamporn Jotikasthira Member
Mr. Vites Techangam Member
Mr. Wittaya Watcharawittayakul Member
Mr. Trin Tantsetthi Member
Mr. Patchra Surajaras Member
Dr. Twittie Senivongse Na Ayudhya Member
49
➦ 12) Back Office Service Bureau Committee
Name Position
Dr. Surat Palalikit Chairman
Mr. Pakhawat Kovithvathanaphong Vice Chairman
Mr. Somjate Moosirilert Member
Mrs. Nongram Wongwanich Member
Ms. Sopawadee Lertmanaschai Member
Mr. Somkid Jiranuntarat Member
Mrs. Chanisa Tongsudjaitham Member & Secretary
50
SET Junior Achievement Thailand Committee is responsible for the following:
● Establishing the Vision and the Mission for SET Junior Achievement Thailand
● Helping solicit funds to support its operations
51
Audit Committee Report
52
● Recommended that SET should have a representative from the IT Club of
the Association of Securities Companies as an independent member of the
IT and Telecommunication Policy and Specification Committee. Given
their independence, knowledge and familiarity with the technology, and as
their systems are directly linked to the SET computer systems, this should
help ensure an efficient and appropriate procurement program for computer
components and telecommunication equipment for the SET operations as
well as market participants.
● Recommended that the SETûs risk management systems should be reviewed
by specialists so that these risk management systems, when established,
shall be at least equal to other leading organizations.
● Recommended that SET should review its role and responsibilities in the
dissemination of information to listed companies in order to minimize the
risk of delays and to enhance the integrity of the SETûs systems.
● Followed up and commented about return on SETûs investments.
● Followed up on the SETûs progress in complying with its obligations to the
World Federation of Exchanges (WFE).
53
54
Transparent Communication to Support Investor Confidence
55
Management Discussion and Analysis
➦ Operational Results
The Thai economy in 2001 reflected the decline in the export sector, on
account of the impact of the global economic slowdown since the beginning of the
year and the September 11th terrorist attacks in the United States. The economic
situations impacted on the recovery and operational results of listed companies
especially those focusing on export. However, the overall Thai economy still
remained unchanged, stimulated by domestic spending.
The attraction of the Thai capital markets was influenced by the stabilized
political conditions and government policy in dealing with economic issues.
In addition, the expectations of economic recovery, the State Enterprises privatization
plan and listing on the Exchange, together with other stimulus measures droved
securities trading turnovers. As a result, trading volume in 2001 increased by 71%
from that of 2000. There were 385 listed companies in total on both the Stock
Exchange of Thailand (SET) and the Market for Alternative Investment (MAI) at the
end of 2001. During the year, there were ten newly listed companies joined the
bourse while six were delisted.
The operational results of the Stock Exchange of Thailand (SET) and its
subsidiaries in 2001 recorded an excess of revenues over expenses of Baht 567
million, down by Baht 119 million or 17% from that of 2000. Major factors
contributing to the changes in revenues and expenses were as follows:
Revenues
In 2001, the Stock Exchange of Thailand and its subsidiaries recorded consolidated revenues of Baht 1,400
million, down by Baht 2 million or 0.14% from that of 2000. The major reasons for this decline are listed below:
● The revision of listing fees and stock registrar fees in 2001 resulted in a decrease of revenue from listing
fee totaling Baht 22 million (annual fee revenue decreased by Baht 14 million and initial listing fee revenue
decreased by Baht 8 million) and the decrease of the stock registrar fee amounting to Baht 34 million.
● Revenue from trading fees increased by Baht 54 million or 50% owing to an increase in trading volume.
Average trading volume in year 2001 stood at Baht 6,439 million per day, a jump of Baht 2,700 million or
71% from Baht 3,739 million per day of year 2000.
Expenses
In 2001, the Stock Exchange of Thailand and its subsidiaries recorded consolidated expenses of Baht 839
million, up by Baht 121 million or 17% from that of 2000. This was mainly caused by an increase in marketing
expense totaling Baht 116 million or 11 time due to the SET policy aimed at expanding the investor base and
56
encouraging new listings. Marketing campaigns launched during the year included
an investor fair, communications campaigns to promote corporate images and
support for State Enterprises privatization.
Assets
As of December 31, 2001, the SET and its subsidiaries reported total assets of
Baht 12,049 million, an increase of Baht 580 million or 5% when compared to the
total assets of Baht 11,469 million at the end of 2000. The assets were composed of
current assets, amounting to Baht 9,455 million, and non-current assets, totaling
Baht 2,594 million. A significant item in the current assets was the short-term
investment, amounting to Baht 8,940 million, up by Baht 5,011 million or 128%.
While the major item in the non-current assets was long-term investment, totaling
Baht 1,752 million, down by Baht 4,463 million or 72%. The change in these two
items was a consequence of the reclassification from long-term investment to
short-term investment of the cash at banks, promissory notes and bonds due within
one year.
Liabilities
The current liabilities at the end of 2001, amounting to Baht 260 million, increased by Baht 15 million or 6%
from that of 2000 due to the increase of accrued expenses.
Funds
The Exchange is a self-funded, non-profit, juristic organization that operates under the Securities and
Exchange of Thailand Act, B.E. 2517 (1984), and the Securities and Exchange Act, B.E. 2535 (1992). As part of its
operations, the Exchange has established a number of funds to help it achieve its main objectives. Expenses or
revenues related to each fund are deducted and transferred to the appropriate funds, according to the rules
prescribed by the SET Board of Governors.
The General Fund underwent a significant change from last year. As of December 31, 2001, the General
Fund totaled Baht 9,455 million, an increase of Baht 572 million or 6% from that of 2000. The increase was
attributed to the operational gain in 2001 of Baht 567 million, and the receipt of admission fees of Baht 5 million
from member companies.
57
Liquidity
At the end of 2001, the SET and its subsidiaries enjoyed high levels of liquidity with Baht 161 million in cash
and cash equivalent. A decrease from the previous year of Baht 100 million in cash was invested in short-term
investments.
The Exchange does not have a policy to seek outside financing in the near future. The SET instead is
pursuing a policy of managing for a good return at an appropriate level of risk. The allocations of the SET
investment have complied with the rules prescribed by the SET Board of Governors. An investment working
committee was appointed to review the investment policy and investment alternatives.
60
Consolidated Financial Statements and
Auditorûs Report
Auditorûs Report
Nattaporn Phan-Udom
Certified Public Accountant
(Thailand) No. 3430
PricewaterhouseCoopers ABAS Limited
Bangkok
February 21, 2002
61
As at December 31, 2001 and 2000
Balance Sheets
(Thousand Baht)
Consolidated SET
Notes 2001 2000 2001 2000
Assets
Current Assets
Cash
. . . . in. . hand
. . . .and
. . .at. .banks
................... 161,281 261,782 74,306 131,253
. . . . . . . . investments
Short-term .......................... 3 8,940,102 3,929,102 8,591,582 3,624,550
. . . . . . . receivable
Accounts . . . . . . . and
. . . accrued
. . . . . . income,
. . . . . .net
..... 4 38,143 28,484 84,571 96,037
. . . . . . .interest
Accrued . . . . . receivable
...................... 226,904 161,450 224,760 158,420
. . . . .current
Other . . . . .assets
........................ 88,790 29,901 75,848 12,324
. . . Total
. . . . Current
. . . . . . Assets
..................... 9,455,220 4,410,719 9,051,067 4,022,584
Non-Current Assets
. . . . . . . . . in. .subsidiaries
Investments . . . . . . . .and
. . .associate
............ 5 138,091 135,864 543,488 551,402
. . . . . . . .investments
Long-term .......................... 6 1,752,098 6,214,808 1,749,098 6,174,668
. . . . .to. .members,
Loans . . . . . . .net
.................... 7 - 30 - 30
. . . . . . .and
Property . . equipment,
. . . . . . . . net
................. 8 623,386 652,615 605,249 626,908
. . . . . . . .assets
Intangible .......................... 9 73,468 47,640 44,153 16,746
. . . . .assets
Other ............................. 7,219 7,328 6,350 6,556
. . . .Total
. . . .Non-Current
. . . . . . . . . Assets
................. 2,594,262 7,058,285 2,948,338 7,376,310
Total
. . . . .Assets
............................. 12,049,482 11,469,004 11,999,405 11,398,894
The notes to the consolidated and the Stock Exchange of Thailandûs financial statements
62 on pages 67 to 87 form an integral part of these financial statements.
As at December 31, 2001 and 2000
(Thousand Baht)
Consolidated SET
Notes 2001 2000 2001 2000
Fund Balances
.Clearing
. . . . . Reserve
. . . . . . Fund
...................... 10 2,000,000 2,000,000 2,000,000 2,000,000
.Staff
. . . Welfare
. . . . . Fund
......................... 11 33,677 32,855 33,677 32,855
.Indemnity
. . . . . . .Fund
.......................... 12 30,000 30,000 30,000 30,000
.SET
. . .Building
. . . . . .Fund
........................ 13 246,328 246,328 246,328 246,328
.General
. . . . . Fund
............................ 14 9,455,319 8,883,538 9,455,319 8,883,538
.Unrealized
. . . . . . . gain
. . . on
. . securities
. . . . . . . available-for-sale
.............. 3,416 4,741 - -
.Minority
. . . . . .interest
........................... 20,297 26,119 - -
. . . Total
. . . . Fund
. . . . Balances
....................... 11,789,037 11,223,581 11,765,324 11,192,721
.Total
. . . .Liabilities
. . . . . . . and
. . . Fund
. . . . Balances
............... 12,049,482 11,469,004 11,999,405 11,398,894
The notes to the consolidated and the Stock Exchange of Thailandûs financial statements
on pages 67 to 87 form an integral part of these financial statements. 63
For the years ended December 31, 2001 and 2000
Statements of Revenues and Expenses
(Thousand Baht)
Consolidated SET
Notes 2001 2000 2001 2000
Revenues
.Trading
. . . . . fees
............................ 163,461 109,171 161,726 109,171
. . . . . fees
Listing ............................. 196,851 219,480 196,851 219,480
. . . . .registrar
Stock . . . . . .fees
....................... 373,981 407,943 - -
. . . . . . . . .service
Information . . . . .income
.................... 52,290 44,182 51,994 44,182
. . . . . .from
Income . . . investments
......................... 514,900 500,201 500,857 483,847
Income from share clearing, depository and others 39,476 40,077 - -
. . . . . .fees
Service . . .from
. . . related
. . . . . parties
................. 19 - - 268,108 270,979
. . . . .of. profit
Share . . . . in. . subsidiaries
. . . . . . . . and
. . . associate
........... 5 2,227 2,698 25,286 34,441
. . . . .income
Other ............................. 15 57,571 79,179 40,693 59,340
. . . Total
. . . . Revenues
........................... 1,400,757 1,402,931 1,245,515 1,221,440
Expenses
. . . . costs
Staff .............................. 320,063 281,054 259,673 216,875
. . . . . . . . . . for
Compensation . . .Mutual
. . . . .Separation
. . . . . . . Program
......... - 13,983 - 6,960
. . . . . . . development
Personnel . . . . . . . . . expenses
.................. 17,505 16,494 15,759 14,259
. . . . . . . .expenses
Marketing .......................... 127,158 11,208 126,121 9,882
. . . . to. .external
Fees . . . . . .parties
...................... 50,228 97,238 39,730 73,804
. . . . . . . fees
Directorûs ........................... 10,125 9,859 7,835 7,569
. . . . . . . . . . . expenses
Communication ....................... 48,277 43,167 11,268 11,780
. . . . .building
Office . . . . . .expenses
....................... 39,116 37,517 37,757 36,179
. . . . . . . . . and
Depreciation . . . amortization
. . . . . . . . . . . . . . . . . . . . . . 8, 9 80,708 77,675 63,443 64,471
. . . . . . . . . to. . the
Contribution . . .Office
. . . . of. .the
. . SEC
. . . . . . . . . . . . 16 60,000 64,450 60,000 64,450
. . . . . . .debts
Doubtful ........................... (5,233) (5,754) (2,101) (9,160)
. . . . .expenses
Other ............................. 76,939 54,973 58,931 38,532
. . . . . .tax
Income ............................ 14,524 16,672 - -
. . . Total
. . . . Expenses
........................... 839,410 718,536 678,416 535,601
The notes to the consolidated and the Stock Exchange of Thailandûs financial statements
64 on pages 67 to 87 form an integral part of these financial statements.
For the years ended December 31, 2001 and 2000
Statements of Cash Flows
(Thousand Baht)
Consolidated SET
Notes 2001 2000 2001 2000
The notes to the consolidated and the Stock Exchange of Thailandûs financial statements
on pages 67 to 87 form an integral part of these financial statements. 65
For the years ended December 31, 2001 and 2000
(Thousand Baht)
Consolidated SET
Notes 2001 2000 2001 2000
The notes to the consolidated and the Stock Exchange of Thailandûs financial statements
66 on pages 67 to 87 form an integral part of these financial statements.
For the years ended December 31, 2001 and 2000
Notes to the Consolidated Financial Statements
and Financial Statements
1. General Information
The Stock Exchange of Thailand (SET) is a juristic entity set up under the Securities Exchange of Thailand
Act, B.E. 2517 (1974) that first began trading on April 30, 1975. Its mandate is to be a market or center for the
purchase and sale of securities including any related services connected to such activities, without distributing any
profits to members. It must operate under the legal framework laid down in the Securities & Exchange Act, B.E.
2535 (1992). The address of the Stock Exchange of Thailand is as follows:
62 Rachadapisek Road, Klongtoey, Bangkok 10110.
The principal business operations of the SET and its subsidiaries are summarized as follows:
1. Securities listing;
2. Provide listed securities trading system;
3. Information dissemination and investor education;
4. Market surveillance, listed company and member company supervision;
5. Provide back-office services for clearing and settlement, shares depository and shares registrar;
6. Management of open-ended mutual fund to encourage foreign investment in the Stock Exchange of
Thailand;
7. Provide services, develop or lay down computer systems, information technology and other
communication network systems which relate to or connect with trading of securities, payment and
delivery of security; and
8. Engage in the business of investment management by issuing the Non-Voting Depository Receipt
(NVDR) to investors as prescribed by the Securities and Exchange Commission (SEC) and invest the
proceeds from the issuance of such instrument in shares of listed companies or public companies
those be approved by the Office of the SEC to offer to the public, or other securities prescribed by
the SEC.
As at December 31, 2001 the Stock Exchange of Thailand and its subsidiaries employ 463 staff. (2000:
456 staff)
67
Auditor Act, B.E. 2505 and the financial reporting requirements of the Securities and Exchange Commission. The
SET has early adopted in 2001, prior to its effective date, for Thai Accounting Standard No. 51 : Intangible Assets.
The consolidated and the SETûs financial statements have been prepared under the historical cost convention,
except for certain items, investments in trading and available-for-sale securities presented at fair value.
2.2 Consolidation
Subsidiary undertakings directly or indirectly, which has an interest of more than one half of the voting
rights or otherwise has power to exercise control over the financial and operating policies, have been consolidated.
Subsidiaries are consolidated from the date on which effective control is transferred to the SET and are no longer
consolidated from the date of disposal. All intercompany transactions, balances and unrealized surpluses and
deficits on transactions between the SET and its subsidiaries have been eliminated. Where necessary, accounting
policies for subsidiaries have been changed to ensure consistency with the policies adopted by the SET.
A listing of the SETûs principal subsidiaries and the financial effect from net share of results of
subsidiaries is shown in Note 5.
2.3 Investments in Subsidiaries and Associate
Investments in subsidiary undertakings are accounted for in the non-consolidated financial statements
by the equity method of accounting. These are undertakings over which the SET has over 50% of the voting rights,
and over which the SET exercises control. Provisions are recorded for impairment in value.
Investments in associated undertakings are accounted for by the equity method of accounting. These
are undertakings over which the SET has between 20% and 50% of the voting rights, and over which the SET
exercises significant influence, but which it does not control. Provisions are recorded for long-term impairment in
value.
Equity accounting involves recognizing in the statement of revenues and expenses the SETûs share of
the subsidiaries and associateûs profit or loss for the year. The SETûs interest in the subsidiaries and associate are
carried in the balance sheet at an amount that reflects its share of the net assets of the subsidiaries and associate.
Where a subsidiary undertaking is acquired and held exclusively with a view to be temporarily held
because the subsidiary operates under severe long-term restrictions that significantly impair its ability to transfer
funds to the SET, the interest in the subsidiary undertaking is accounted for in the consolidated financial
statements and financial statements in accordance with the accounting policy on investments as shown in
Note 2.7.
2.4 Foreign Currencies Translation
Foreign currency transactions are accounted for at the exchange rates prevailing at the date of the
transactions. Monetary assets and liabilities at the balance sheet date denominated in foreign currencies are
translated into Baht at the exchange rate ruling at that date. Gains and losses resulting from the settlement of such
transactions and from the translation of monetary assets and liabilities at balance sheet date denominated in
foreign currencies, are recognized in the statement of revenues and expenses.
68
2.5 Cash and Cash Equivalents
Cash and cash equivalents are carried in the balance sheet at cost. For the purpose of statements of
cash flows, cash and cash equivalents comprise cash in hand and at banks due within or less than 3 months.
2.6 Accounts Receivable and Accrued Income
Accounts receivable and accrued income are carried at anticipated realizable value. An estimate is
made for doubtful receivables based on a review of all outstanding amounts at the year end. Bad debts are written
off during the year in which they are identified.
2.7 Investments
Debt securities and marketable equity securities classified as available-for-sale securities are carried at
fair values. Fair value of debt securities is calculated by reference to risk-free yield curve adjusted by appropriate
risk premium. Fair value of marketable equity securities is calculated by reference to Stock Exchange quoted bid
prices at the close of business on the balance sheet date. Increases/decreases in the carrying amount are credited/
charged against unrealized gains/losses on investments in available-for-sale securities in fund balances.
Debt securities and marketable equity securities classified as trading securities are carried at fair values.
Fair value of debt securities is calculated by reference to risk-free yield curve adjusted by appropriate risk premium.
Fair value of marketable equity securities is calculated by reference to Stock Exchange quoted bid prices at the
close of business on the balance sheet date. Increases/decreases in the carrying amount are credited/charged
against realized gains/losses on sale of trading securities in statement of revenues and expenses.
Investment in debt securities classified as held-to-maturity securities are carried at amortized cost.
Investment in non-marketable equity securities classified as general investments are carried at cost.
A test for impairment is carried out when there is a factor indicating that such investment might be
impaired. If the carrying value of the investment is less than its recoverable amount, impairment loss is charged to
the statement of revenues and expenses.
On disposal of an investment, the difference between the net disposal proceeds and the carrying amount
is charged or credited to the statement of revenues and expenses.
When disposing of part of the SETûs holding of a particular investment in debt or equity securities, the
carrying amount of the disposed part is determined from the average carrying amount of the total holding of the
investments.
2.8 Property and Equipment
All property and equipment is stated at historical cost less accumulated depreciation. Depreciation is
calculated on the straight line method to write off the cost of each asset except for land as it is deemed to have
an indefinite life to their residual values over their estimated useful life as follows:
69
Building 30 years Building improvements 10 years
Furniture and fixtures 5 years Office equipment 5 years
Motor vehicles 5 years Computers 3-5 years
Where the carrying amount of an asset is greater than its estimated recoverable amount, it is written
down immediately to its recoverable amount. Estimated recoverable amount is the higher of the anticipated
discounted cash flows from the continuing use of the asset and the amount obtainable from the sale of the asset
less any costs of disposal.
Gains or losses on disposal of property and equipment are determined by reference to their carrying
amount and are taken into account in other revenues or other expenses.
Expenditures for addition, renewal and betterment, which result in a substantial increase in an assetûs
current replacement value, are capitalized. Repair and maintenance costs are recognized as expenses when
incurred.
2.9 Accounting for Leases - where a group company is the lessee
Leases of assets under which all the risks and benefits of ownership are effectively retained by the lessor
are classified as operating leases. Payments made under operating leases are charged to the statement of revenues
and expenses on a straight-line basis over the period of the lease.
When an operating lease is terminated before the lease period has expired, any payment required to be
made to the lessor by way of penalty is recognized as an expense in the period in which termination takes place.
2.10 Intangible Assets
Intangible assets comprise computer software development costs.
Generally, costs associated with developing or maintaining computer software programmes are
recognized as an expenses as incurred. However, costs that are directly associated with identifiable and unique
software products controlled by the SET and have probable economic benefit exceeding the cost beyond one year,
are recognized as intangible assets. Direct cost includes purchase price and an appropriate portion of relevant
overheads.
Expenditure which enhances or extends the performance of computer software programmes beyond
their original specifications is recognized as a capital improvement and added to the original cost of the software.
Computer software development costs recognized as assets are amortized using the straight-line method over their
useful lives of 3-5 years.
70
2.11 Pension Obligations and Employee Benefits
The SET operates a provident fund, being a defined contribution plan, the assets for which are held in
a separate trustee-administered fund. The provident fund is funded by payments from employees and by the SET
and its subsidiaries.
The SETûs contributions to the provident fund are charged to the statement of revenues and expenses
in the year to which they relate.
2.12 Revenue Recognition
Services are recognized upon performance of services, net of discounts and sales taxes. For consolidated
financial statements, inter-group services are eliminated.
In case the listing fee of a listed company was accrued over 3 months, SET will stop recognizing the
income from that company.
Income from investments and other revenues are recognized on the following bases:
i) Interest income - as it accrues unless collectibility is in doubt.
ii) Dividend income - when the shareholderûs right to receive payment is established.
iii) Other income - when the SETûs right to receive payment is established.
2.13 Comparatives
Certain comparative figures have been adjusted to conform with changes in presentation in the current
year. The SET and its subsidiaries have early adopted TAS 51: çIntangible Assetsé in 2001, prior to its effective
date, and comply with transitional provisions requirements. Intangible assets have been reclassified from property
and equipment in the balance sheet both in the current year, and the last year for comparative purposes.
3. Short-term Investments
(Thousand Baht)
Consolidated SET
2001 2000 2001 2000
Investments managed by the SET
General investments
Fixed deposits 3,025,803 1,690,682 3,025,766 1,690,682
Negotiable certificates of deposit 911,663 10,930 900,733 -
Promissory notes 2,540,438 1,731,625 2,268,691 1,526,284
Total 6,477,904 3,433,237 6,195,190 3,216,966
Securities available-for-sale 65,806 88,281 - -
Debt securities due within one year 396,621 407,584 396,621 407,584
Total investments managed by the SET 6,940,331 3,929,102 6,591,811 3,624,550
71
(Thousand Baht)
Consolidated SET
2001 2000 2001 2000
Investments managed by Private Funds
General investments
Fixed deposits 30,000 - 30,000 -
Saving accounts 29,801 - 29,801 -
Other debt instruments 562,812 - 562,812 -
Total 622,613 - 622,613 -
Trading securities 1,377,158 - 1,377,158 -
Total investments managed by Private Funds 1,999,771 - 1,999,771 -
Total short-term investments 8,940,102 3,929,102 8,591,582 3,624,550
72
Investments managed by Private Funds
A portion of investment was in private funds managed by two asset management companies. The
investment policy of private funds was based on the SETûs regulation: Deposit with financial institution and
Investment as mentioned in Note 21-Financial Instruments. The investments in private funds were presented under
short-term investments.
Other debt instruments represent promissory notes of financial institutions, bill of exchange and treasury bill
with interest rates of 1.25% - 4.70% per annum.
Trading securities presented in the consolidated financial statement consisted of government bond, treasury
bill, debt instruments guaranteed by the Ministry of Finance and debenture with interest rates of 2.95% - 8.95% per
annum and yields of 2.53% - 7.50% per annum.
The outstanding accounts receivable at December 31, 2001 and 2000 can be analyzed as follows:
(Thousand Baht)
Consolidated SET
2001 2000 2001 2000
Less than 3 months 8,743 11,917 26,764 57,553
3 - 6 months 2,889 2,330 1,253 2,072
6 - 12 months 8,368 10,302 187 344
Over 12 months 50,106 52,822 17,271 17,849
70,106 77,371 45,475 77,818
Less Allowance for doubtful accounts (58,475) (61,367) (17,450) (17,208)
11,631 16,004 28,025 60,610
73
As at December 31, 2001, there were 7 listed companies, having accrued listing fees 6-12 months and
exceeding 12 months amounting to Baht 5.57 million and 5.90 million respectively. The SET has ceased
recognition of income for these receivables. These receivables were transferred to be unrecognized accounts
receivable and were not included in accounts receivable.
The SET had no significant concentration of credit risk from accounts receivable other than receivable from
Thailand Securities Depositories Co., Ltd., a subsidiary, which represents 45% of the total balance of accounts
receivable in the SETûs financial statement. The SETûs management believed that the SET had no credit risk other
than the allowance for doubtful account which was already recorded in the financial statements.
(1) Provide back-office services for clearing and settlement, shares depository and shares registrar.
(2) Manage investment in Non-Voting Depository Receipt (NVDR).
(3) Provide services, develop computer system, information technology and other communication network
systems related to trading of securities, payment and delivery of security.
74
The SET has no control over the operations of the Clearing Fund. Clearing Fund is operated under the
Regulation of the Clearing Fund (No. 1) B.E. 2541 (1998) which requires the SET to pay a lump sum amount of Baht
100 million as the initial contribution. The percentage of holding will be changed according to contributions by
other members of the Clearing Fund. Therefore, the investment in Clearing Fund is classified as the investment in
associate.
Details of investments at December 31, 2001 and 2000 were shown below:
(Thousand Baht)
Consolidated
2001
Paid-up % Book Value Book Value under Dividend
capital holding at cost equity method
Clearing Fund 288,664 47.07 100,000 138,091 -
(Thousand Baht)
Consolidated
2000
Paid-up % Book Value Book Value under Dividend
capital holding at cost equity method
Clearing Fund 269,012 49.50 100,000 135,864 -
(Thousand Baht)
SET
2001
Paid-up % Book Value Book Value under Dividend
capital holding at cost equity method
Thailand Securities Depository
Co., Ltd. 200,000 99.99 200,000 252,939 31,200
Thai Trust Fund Management
Co., Ltd. 100,000 99.99 100,000 103,411 2,000
Clearing Fund 288,664 47.07 100,000 138,091 -
Thai NVDR Co., Ltd. 10,000 99.99 10,000 10,002 -
SETTRADE.COM Co., Ltd. 80,000 70.00 56,000 39,045 -
466,000 543,488 33,200
75
(Thousand Baht)
SET
2000
Paid-up % Book Value Book Value Dividend
capital holding at cost under equity
method
Thailand Securities Depository
Co., Ltd. 200,000 99.99 200,000 249,885 42,000
Thai Trust Fund Management
Co., Ltd. 100,000 99.99 100,000 103,084 -
Clearing Fund 269,012 49.50 100,000 135,865 -
Thai NVDR Co., Ltd. 10,000 99.99 10,000 9,938 -
SETTRADE.COM Co., Ltd. 80,000 70.00 56,000 52,630 -
466,000 551,402 42,000
6. Long-term Investments
Long-term investments at December 31, 2001 and 2000 consisted of:
(Thousand Baht)
Consolidated SET
2001 2000 2001 2000
General investments
Time deposits 772,200 2,788,835 772,200 2,788,835
Cash at banks under commitment 3,000 3,000 - -
Cash at banks by M.O.U. 123,705 123,708 123,705 123,708
Negotiable certificates of deposit - 913,719 - 900,733
Promissory notes 94,000 1,395,384 94,000 1,371,230
Equity securities 61,098 53,514 61,098 53,514
Total 1,054,003 5,278,160 1,051,003 5,238,020
Debt securities held to maturity 698,095 936,648 698,095 936,648
1,752,098 6,214,808 1,749,098 6,174,668
76
Time deposits represent fixed deposits at banks with original maturity over a period of 1 year with interest
rates of 4.00% - 4.25% per annum (2000: 3.75% - 5.75% per annum).
As at December 31, 2001 and 2000, cash at banks under commitment were pledged as collateral for
credit facilities from banks, whilst cash at banks by M.O.U. were also required according to memorandums of
understanding with a bank for housing loans provided to the employees of the SET and its subsidiaries.
Promissory notes represent promissory notes issued by financial institutions, due within 1.5-2 years (due in
2003). The promissory notes carried interest at the rates of 3.75% per annum. Interest is receivable on monthly and
annual basis (2000: 4.25% - 5.50% per annum).
Debt securities represent government and state enterprise bonds and debenture due within 2-5 years with
coupon rates of 5.25% - 8.95% per annum (2000: 5.25% - 9.67% per annum) and yields of 3.46% - 14.64% per annum
(2000: 4.64% - 14.72% per annum), for which the aggregated market value in the consolidated financial statements
and financial statements at December 31, 2001 was Baht 742 million (2000: Baht 1,034 million).
(Thousand Baht)
Consolidated and SET
2001
Available- Held to General Total
for-sale maturity investments
Debt securities (Bonds) Government bonds - 432,184 - 432,184
State enterprise bonds - 432,317 - 432,317
Debt securities (Debentures) - 230,215 - 230,215
Less Current portion - (396,621) - (396,621)
- 698,095 - 698,095
Equity securities (Other Companies)
Thai Rating & Information Service Ltd. - - 11,098 11,098
TSFC Securities Limited - - 50,000 50,000
Total - 698,095 61,098 759,193
77
As at December 31, 2001, fair value and unrealized gains (losses) from investments in debt securities are as
follows:
(Thousand Baht)
Consolidated and SET
2001
Fair value Amortized Unrealized
cost net Gains (losses)
Bonds
Government bonds 450,240 432,184 18,056
State enterprise bonds 476,297 432,317 43,980
Debentures 234,690 230,215 4,475
Total 1,161,227 1,094,716 66,511
(Thousand Baht)
Consolidated and SET
2000
Fair value Amortized Unrealized
cost net Gains (losses)
Bonds
Government bonds 616,000 591,809 24,191
State enterprise bonds 687,579 611,821 75,758
Debentures 143,595 140,602 2,993
Total 1,447,174 1,344,232 102,942
7. Loans to Members
Loans to members at December 31, 2001 and 2000 are summarized as follows:
(Thousand Baht)
2001 2000
Loans to members 11,812 13,779
Accrued interest income 99 509
Total 11,911 14,288
Less Allowances for doubtful accounts (11,911) (14,258)
Loans to members - net - 30
78
In 1996, the Board of Governors approved a loan to members for a period of 3 years.
In 1997, eight members whose debts were not yet due for repayment to the SET, were ordered to close their
operations by the Ministry of Finance. The collateral were sold by auction in 1998. The SET already set up
allowances for amounts deemed not to be collectible.
In 2001, the SET received partial repayment amounting to Baht 2.37 million from members who were under
the supervision of the Financial Sector Restructuring Authority (FRA). The SET filed cases to Bankruptcy Court for
the remaining amounts.
79
(Thousand Baht)
SET
Land Building & Furniture Motor Total
Building Fixtures & Vehicles
Improvements Office
Equipment
As at December 31, 2000
Cost 100,613 516,839 843,333 10,534 1,471,319
Less Accumulated depreciation - 62,916 765,913 6,404 835,233
Allowance for impairment 4,941 - - - 4,941
Adjustment of intangible assets (Note 9) - - 4,237 - 4,237
Net book amount 95,672 453,923 73,183 4,130 626,908
The legal title of building and building improvements had been transferred to land owner after the
construction of the building was completed during 1998 according to condition of the leasing contract of land
and building. However, the SET has the right to occupy the building for a period of 30 years as mentioned in
Note 20 - Long-term lease.
80
9. Intangible Assets
(Thousand Baht)
Consolidated
Work in Process Software Total
As at December 31, 2000
Cost 12,509 137,702 150,211
Less Accumulated amortization - 102,571 102,571
Net book amount 12,509 35,131 47,640
(Thousand Baht)
SET
Work in Process Software Total
As at December 31, 2000
Cost 12,509 89,469 101,978
Less Accumulated amortization - 85,232 85,232
Net book amount 12,509 4,237 16,746
81
(Thousand Baht)
SET
Work in Process Software Total
Year ended December 31, 2001
Opening net book amount 12,509 4,237 16,746
Additions 23,792 10,508 34,300
Disposals (3,975) - (3,975)
Amortization charge - (2,918) (2,918)
Closing net book amount 32,326 11,827 44,153
In 1997, the Board of Governors approved Baht 25 million to establish a Staff Welfare Fund by initial
transferring of Baht 17.43 million from the General Fund. All benefits earned from this fund are retained in
this fund.
82
12. Indemnity Fund
The Board of Governors approved the establishment of an Indemnity Fund in 1993 by initial appropriation
of Baht 10 million and the contribution of 1% of any excess of revenues over expenses each year until the fund has
a total balance of Baht 30 million. This Fund had been fully appropriated since 1996.
The fund was initially established by appropriation of Baht 580 million in 1992 after approval by the Board
of Governors to build the SET building. The office building was completely constructed in 1998. The remaining fund
was reserved for the construction of parking building after receiving permission from the land owner who was
negotiating with the previous lessee.
83
15. Other Income
Other income for the year ended December 31, 2001 and 2000 comprised of:
(Thousand Baht)
Consolidated SET
2001 2000 2001 2000
Revenues from Investor Fair 12,634 - 12,634 -
Fines from default in clearing and settlement 8,700 11,831 - -
Member fines 7,187 25,831 7,187 25,831
Mutual fund management fee 5,765 4,375 - -
Dividend income 4,502 3,100 4,502 3,100
Memberûs right transfer fee - 13,800 - 13,800
Others 18,783 20,242 16,370 16,609
Total 57,571 79,179 40,693 59,340
16. Contribution to the Office of the Securities and Exchange Commission (SEC)
The Securities and Exchange Act B.E. 2535 (1992) requires the SET to contribute to the Office of the SEC
in the amount specified by the SEC.
From 2000 onwards, the SEC requires the SET to contribute at the rate of 0.002% of trading value of
previous years, with the minimum amount of Baht 50 million and the maximum amount of Baht 150 million. In
addition, the calculation criteria will be reviewed every three years except there is an incident that requires any
review of calculation criteria before the said period.
In 2001, the SEC specified new minimum contribution of Baht 60 million while the other criteria still
remained the same.
84
18. Commitment
The future minimum lease payments under operating leases are as follows:
(Thousand Baht)
Consolidated SET
2001 2000 2001 2000
Not later than 1 year 9,159 9,010 7,442 8,324
Later than 1 year and not exceed 3 years 3,282 10,043 2,639 9,294
12,441 19,053 10,081 17,618
Pricing Policy
The SET charged service income from subsidiaries by using estimated cost of service.
ii) Services Expense
(Thousand Baht)
SET
2001 2000
Subsidiaries
SETTRADE.COM Co., Ltd. 300 -
Pricing Policy
The SET paid service expense to subsidiary by using estimated cost of service.
85
iii) Outstanding Balances arising from Purchases/Sales of Services
(Thousand Baht)
SET
2001 2000
Receivables from related parties:
Thailand Securities Depository Co., Ltd. 58,245 85,436
Thai Trust Fund Management Co., Ltd. 1,000 -
Thai NVDR Co., Ltd. 37 -
SETTRADE.COM Co., Ltd. 895 897
60,177 86,333
Payables to related parties:
Thailand Securities Depository Co., Ltd. 3,928 3,928
SETTRADE.COM Co., Ltd. 202 -
4,130 3,928
86
21. Financial Instruments
i) Key objective and conditions
The SET maintains high liquidity, therefore, there is no policy to seek outside financing in the near future.
The SET has a policy to invest its funds in low-risk financial institutions with a good return.
87
SET Organization Structure 2002
Remuneration Committee
Nomination Committee
Member Services
Business Support Legal
Information Services
Corporate Communications
Back Office
Service Bureau
Thailand Securities
Institute
SET-Junior Achievement
Thailand
88
Board of Governors
Audit Committee
President
1. Kittiratt Na-Ranong
President
2. Dr. Surat Palalikit
Executive Vice President
3. Suthichai Chitvanich
Executive Vice President
4. Patareeya Benjapolchai
Executive Vice President
5. Sopawadee Lertmanaschai
Managing Director of
Capital Market Opportunity Center (CMOC)
and Market for Alternative Investment (MAI)
1 2 3
4 5
1. Junya Thanathanya
Vice President, Accounting and
Finance Department
2. Somchai Oksue
Vice President, Administration Department
3. Preecha Sathitakorn
Vice President, Data Center Services Department
4. Sakkarin Ruamrangsri
Vice President, Legal Department
5. Pannaporn Sapsomboon
Vice President, IT Support Department
6. Jiraporn Koosuwan
Vice President, Human Resources Department
7. Varaporn Nana
Vice President, Business Support Department
8. Patchara Wongnimitkul
Vice President, Internal Audit Department
1 2 3 4
5 6 7 8
90
1. Supakit Jirapraditkul
Senior Vice President - Regulation and
Risk Management Division
2. Kraitas Sirikanchana
Vice President, Market Surveillance Department
3. Yothin Koo-Smith
Vice President, Capital Market Specialist
4. Ekachai Lokcharoenlarb
Vice President, Risk Management Department
5. Dr. Rinjai Chaiyasut
Vice President, Derivatives Market Project
6. Chanisa Tongsudjaitham
Vice President, Back Office Service Bureau
7. Dr. Naree Boontherawara
Vice President, Research and
Business Strategy Department
8. Somsri Limswang
Vice President, Listing and Disclosure Department
2 3 1 4 5
6 7 8
1. Dhana Bubphavanich
Vice President, Issuer Marketing Department
2. Pongtip Thesaphu
Vice President,
Corporate Communications Department
3. Kriengchai Boonpoapichart
Vice President, Investor Relations and
Marketing Department
4. Naowarat Bumrungchit
Vice President, Thailand Securities Institute
5. Karuna Aksaravut
Executive Director,
SET - Junior Achievement Thailand
6. Phanit Kirdchockchai
Vice President, Member Services Department
1 2 3
4 5 6
91
SET Subsidiaries
➦ Business Objectives
The Thailand Securities Depository Company Limited (TSD) was set up to
develop and provide after-trade services. TSD began its operations on January 1,
1995 as a share depository and the countryûs only clearing house. Besides, the TSD
also functions as share registrar to issuing companies in various sectors.
➦ Vision
The Thailand Securities Depository Company Limited is a post-trading center
for securities, providing an accurate, timely and complete service by knowledgeable
and highly skilled staff, as well as up-to-date technology and a business alliance
network aimed to achieve the maximum satisfaction for our customers. Ethics and
etiquette are, furthermore, an essential part of our business performance that helps to
maintain their confidence.
➦ Registered Capital
The Thailand Securities Depository Company Limited has registered capital of
Baht 200 million, with the Stock Exchange of Thailandûs holding for 99.99% of its
registered capital.
➦ Board of Directors
Mr. Chavalit Thanachanan Chairman
Mr. Kittiratt Na-Ranong Vice Chairman
Dr. Surat Palalikit Member
Ms. Orajit Singkalavanich Member
Mr. Charamporn Jotikasthira Member
Ms. Nongram Wongwanich Mr. Somsakdi Dhanasarsilp Member
President Mr. Suwit Udomsab Member
Mr. Techapit Sangsingkeo Member
Mr. Penwan Thongdeetae Member
Mr. Chokechai Tanpoonsinthana Member
Ms. Nongram Wongwanich President
92
➦ Year 2001 Summary of Business Operations
TSD operations in 2001 are summarized in its major services as follows:
Depository Services
With a continuing attempt to stimulate the ratio of the shares held in the
scripless system so that the full dematerialization of securities or a 100% scripless
program is achieved, the TSD has studied, developed and prepared the readiness of
all systems to support this project. The 100% scripless program aims to reduce
operational cost and problems related to share certificates such as loss, forge, etc., as
well as to help increase liquidity of overall securities trading. The TSD has promoted
the 100% scripless program by inviting subscribers to new capital-increased shares
or newly issued shares of listed companies, and subscribers to Initial Public Offerings
(IPOs) of companies which will be listed in the Stock Exchange of Thailand, to join
the program. The 100% scripless program will be implemented by early 2002.
Registrar Services
In order to enhance the effectiveness of share registration services, the TSD plans to provide the back-office
service bureau for Retirement Mutual Fund (RMF). The concept of this project is that the TSD will be responsible
for recording all investment data of RMF holders on behalf of asset management companies. With this project, RMF
holders and related parties can enjoy utmost benefits from useful information kept in the system. At present, the
TSD has already finished conducting feasibilities studies on this project and expects to introduce it by the
year 2002.
93
Development of Settlement Cycle Shortening
Due to the global trend in shortening settlement cycle, the TSD is determined
to develop and prepare all systems to be ready for such changes. The TSD realizes
that to achieve the shortening of settlement cycle, it is necessary to develop and
implement the Straight Through Processing (STP). Therefore, in 2001, the TSD has
engaged the Capital Markets Company (CAPCO), a consultancy firm with high
experiences on the STP studies for leading capital markets in many countries,
in conducting a feasibility study on STP implementation in the Thai financial services
market. The TSD has formed an Industry Working Committee (IWC) consisting of
representatives from the Bank of Thailand (BOT), the Securities and Exchange
Commission (SEC), the Stock Exchange of Thailand (SET), asset management
companies, securities companies and custodians. This study required cooperation
from all concerned parties to be completed by early 2002.
Supporting Units
Throughout several years, the TSD has placed a lot of importance to internal
process improvement. In the year 2001, the TSD improved two important work
processes. The first one was Securities Deposits, Withdrawals and Transfers, and the second one was Incomes
Collection. The objectives of work process improvement were to achieve greater efficiency and satisfy customersû
needs with the best services. Meanwhile, the TSD conducted a survey on TSD performance and customer
satisfaction with regard to TSD services. These survey results will be used to develop and improve TSD operational
systems, so as to ensure better response to customersû needs. In addition, the TSD has increased a faster and more
convenient way of communication with our customers by setting up the TSD Call Center in order to provide them
with useful information. At the same time, the TSD has also improved its website, www.set.or.th/tsd/, to be more
informative and to support increasing usage in order that our customers and other interested people can widely use
it as a source of useful news and information.
94
Statistical Highlights
2001 2000
➦ 1 . Securities Depository
Number of Participants in the Central Depository 80 79
● Brokers 28 28
● Sub-brokers 8 15
● Custodians 31 31
● Others 13 5
● The Thai Bond Dealing Center (At Par Value) 10,032 19,467
● Percentage of Deposit Compared to
Total Market Capitalization (At Par Value) 4% 9%
➦ 3 . Share Registrar
Number of Companies in the Share Registrar (Companies) 433 430
Number of Securities in the Share Registrar (Securities) 525 511
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Thai Trust Fund Management Co., Ltd.
The Thai Trust Fund Management Company Limited (TTF) was established by
the Stock Exchange of Thailand with the objective of promoting investments by
foreign investors in the Thai stock market. The TTF is considered as another means
for foreigners to invest in Thai listed shares through the Mutual Fund, in addition to
investing through the foreign board.
➦ Registered Capital
The Thai Trust Fund Management Company Limited has registered capital of
Baht 100 million, with the Stock Exchange of Thailandûs holding for 99.99% of its
registered capital.
➦ Board of Directors
Mr. Kittiratt Na-Ranong Chairman
Mr. Yuth Vorachattarn Member
Mr. Suthichai Chitvanich Member
Ms. Kongkeaw Piamduaytham Managing Director
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➦ Business Operations
As of December 2001, there are 13 listed companies participating in the Thai Trust Fund project as
follows:
Percentage of No. of
First Trading Holding by Shares
Company TTF allowed Held by
Unit Trust Date by the Listed Thai Trust
Company Fund
1. Alucon Public Company Limited 22/07/1997 15 1,267,100
2. Tongkah Harbour Public Company Limited 22/07/1997 20 0
3. Precious Shipping Public Company Limited 22/07/1997 5 0
4. Hana Microelectronics Public Company Limited 22/12/1997 24 0
5. Berli Jucker Public Company Limited 17/07/1998 24 1,828,200
6. Thoresen Thai Agencies Public Company Limited 5/02/1999 35 0
7. Advanced Info Service Public Company Limited 18/02/2000 2.50 64,039,000
8. TelecomAsia Corporation Public Company Limited 29/03/2000 12.24 358,020,000
9. Thai Reinsurance Public Company Limited 10/08/2000 24 5,478,770
10. Laguna Resorts & Hotels Public Company Limited 17/08/2000 20 11,151,866
11. Royal Garden Resort Public Company Limited 22/08/2000 10 3,808,190
12. Golden Land Property Development Public Company Limited 25/08/2000 20 0
13. KGI Securities (Thailand) Public Company Limited 11/04/2001 25 0
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Thai NVDR Co., Ltd.
The Thai NVDR Co., Ltd. was established by the Stock Exchange of Thailand,
with the aim of attracting foreign investors to invest in the Thai capital market.
➦ Business Operation
The Thai NVDR Co., Ltd. is responsible for purchasing or selling back listed
company shares when investors wish to purchase or sell back Non-Voting Depository
Receipts (NVDRs). Such action will not result in any difficulties in terms of the
number of securities held or the nationality of the holder. NVDR holders will receive
all financial benefits just the same as if they had invested in listed company shares:
dividends, rights or transferable subscription rights, warrants. However, there is no
voting-right for NVDR holders.
➦ Registered Capital
The Thai NVDR Co., Ltd. has registered capital of Baht 10 million, with the Stock Exchange of Thailandûs
holding for 99.99% of its registered capital.
➦ Board of Directors
Mr. Kittiratt Na-Ranong Chairman
Mr. Yuth Vorachattarn Member
Mr. Suthichai Chitvanich Member
Ms. Kongkeaw Piamduaytham Member
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SETTRADE.COM Co., Ltd.
SETTRADE.COM was established by the Stock Exchange of Thailand (SET) with the aim of creating
a central platform for an efficient information technology and communication network system linked with the
securities trading industry that would dramatically increase trading volume and improve security systems. This will
provide securities companies and investors with Internet securities trading services to enhance trading efficiency
and reduce securities companiesû overall operational costs.
➦ Business Type
The company provides services in the development of computer systems, information technology and
communication network systems related to or linked with securities trading to securities companies, and other
concerned parties, including continuous technology services to promote and support securities Internet trading or
e-trading.
➦ SETTRADE.COM Mission
To provide reliable integrated financial utility services with a competitive
price scheme by deploying advanced technology with a world-class I/T
Infrastructure.
➦ Company Highlights
Mr. Somkid Jiranuntarat ● Efficiency: order transmitting system directly linked with the SET
Chief Executive Officer order receiving system
● Stability: structured to International Standards, with a back-up site
● Security: secure and modern Encryption and Virtual Private Network services for investors
● Expansion Support Capability: system architecture and information technology chosen enables
computer system to send and receive trading orders that will support unlimited future growth.
● Business Opportunities: investor group expansion supported by various business alliances, e.g., Internet
web portal provider companies, Internet service provider companies, and information service provider
companies.
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➦ Registered Capital and Shareholders
SETTRADE.COM Co., Ltd. is a joint venture between the Stock Exchange of
Thailand and the Netlife Group, a German Information Technology Specialist. It has
Baht 80 million registered capital and the shareholders are as follows:
The Stock Exchange of Thailand 560,000 shares (70%)
Netlife 120,000 shares (15%)
MyEtrade 120,000 shares (15%)
➦ Board of Directors
Dr. Surat Palalikit Chairman
Mr. Boonklee Plangsiri Director
Dr. Piyapan Tayanithi Director
Mr. Trin Tantsetthi Director
Mr. Lee Eng Wah Director
Mr. Somkid Jiranuntarat Director and CEO
➦ Business Operations
SETTRADE.COM developed a website, WWW.SETTRADE.COM that commenced services on November 3,
2000. SETTRADE.COM is also aimed at greater investor convenience by providing them with a more rapid, secure
and low-cost service for sending their trading orders. These new services are designed to promote securities
trading via the Internet and to help reduce overall costs for the Thai securities trading businesses.
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At present, seven member companies are using the service namely: KGI
Securities (Thailand) Co., Ltd., Capital Nomura Securities Public Co., Ltd., SG Asia
Credit Securities Co., Ltd., National Securities Co., Ltd., Kiatnakin Securities Co., Ltd.,
United Securities Public Co., Ltd., and BNP Paribas Peregrine Securities (Thailand)
Co., Ltd. In addition, seven securities companies have shown an initial interest in
using the service: TISCO Securities Co., Ltd., DBS Vickers Securities (Thailand) Co.,
Ltd., SICCO Securities Public Co., Ltd., BFIT Securities Co., Ltd., Ayudhya Securities
Co., Ltd., Intel Vision Securities Co., Ltd., and KIM ENG Securities (Thailand) Co., Ltd.
Apart from Internet trading solution, SETTRADE.COM has joined with many
business alliances in developing and offering several additional services to investors
throughout last year, such as E-Payment, Mobile Stock Alert, Trading Simulation, and
online IPO subscription via SETTRADEIPO.
➦ Future Projects
The company is presently undergoing appropriate innovation, studying
technology from expert companies and expanding its scope of services, all of which
will lead to a one-stop service offering ultimate convenience for investors, including
mobile securities trading and e-settlement.
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List of Member Companies
8 ABN Amro Asia Securities Public Company Limited AST 66-2285-1666 66-2285-1900
175 Sathorn City Tower, 3/F, South Sathon Road, 66-2285-1777
Tungmahamek, Sathon, Bangkok 10120 66-2679-6888
http://www.ast.co.th
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Broker Name & Address Symbol Telephone Fax
No.
13 KGI Securities (Thailand) Public Company Limited KGI 66-2231-1111 66-2267-8260
323 United Center Building, 23/F, Silom Road, Bangrak,
Bangkok 10500 http://www.kgieworld.com
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26 UOB Kay Hian Securities (Thailand) Company Limited UOBKHST 66-2659-8000 66-2263-2306
130-132 Sindhorn Tower, Wireless Road, Lumpini,
Pathumwan, Bangkok 10330
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Broker Name & Address Symbol Telephone Fax
No.
29 Ayudhya Securities Company Limited AYS 66-2658-6767 66-2263-0408
898 Ploenchit Tower, 4/F, Ploenchit Road, Pathumwan,
Bangkok 10330 http://www.ays.co.th
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43 BNP Paribas Peregrine Securities (Thailand) Company Limited BNPPP 66-2217-9711 66-2216-3542
444 MBK Tower, 19/F, Phayathai Road,
Pathumwan, Bangkok 10330
http://www.peregrineonline.co.th
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