BANGKOK LAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES INTERIM FINANCIAL STATEMENTS AND INDEPENDENT AUDITOR S REPORT ON REVIEW OF INTERIM FINANCIAL

Transcription

1 AND SUBSIDIARIES INTERIM FINANCIAL STATEMENTS AND INDEPENDENT AUDITOR S REPORT ON REVIEW OF INTERIM FINANCIAL INFORMATION

2 Independent Auditor s Report on Review of Interim Financial Information To the Board of Directors of Bangkok Land Public Company Limited I have reviewed the accompanying consolidated and separate statements of financial position of Bangkok Land Public Company Limited and its subsidiaries and of Bangkok Land Public Company Limited, respectively, as at December 31, 2017 the consolidated and separate statements of comprehensive income for the three-month and nine-month period ended December 31, 2017, and the consolidated and separate statements of changes in shareholders equity and cash flows for the nine-month period ended December 31, 2017 and condensed notes (interim financial information). Management is responsible for the preparation and presentation of this interim financial information in accordance with Thai Accounting Standard 34, Interim Financial Reporting. My responsibility is to express a conclusion on this interim financial information based on my review. Scope of Review I conducted my review in accordance with the Thai Standard on Review Engagements 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Thai Standards on Auditing and consequently does not enable me to obtain assurance that I would become aware of all significant matters that might be identified in an audit. Accordingly, I do not express an audit opinion on the interim financial information. Conclusion Based on my review, nothing has come to my attention that causes me to believe that the accompanying interim financial information is not prepared, in all material respects, in accordance with Thai Accounting Standard 34, Interim Financial Reporting. (Mr.Jadesada Hungsapruek.) Certified Public Accountant Registration No Karin Audit Company Limited Bangkok, Thailand February 14, 2018

3 STATEMENTS OF FINANCIAL POSITION AS AT (Unit : Thousand Baht) December 31, March 31, December 31, March 31, "Unaudited" "Audited" "Unaudited" "Audited" Notes "Reviewed" "Reviewed" ASSETS Current assets Cash and cash equivalents 2,018,271 3,197, ,106 2,169,075 Current investments 5 2,848,391 2,506, , ,041 Trade and other current receivables, net 6 4,609,271 3,283,169 7,551,952 6,073,583 Inventories 7 2,652,812 5,329,316 2,648,478 5,505,025 Short-term loans to related parties, net ,787,171 2,203,736 Current tax assets 14,804 24,141 16,324 - Other current assets 78, ,249 25,205 5,311 Total current assets 12,221,954 14,481,812 14,443,841 16,119,771 Non-current assets Investments in subsidiaries ,176,887 11,176,887 Investment property 9 32,488,043 31,414,177 9,780,027 9,972,820 Property, plant and equipment, net 10 14,587,143 14,735,312 46,896 15,217 Deferred tax assets 356, , Other non-current assets 11 4,751,927 4,783,165 4,575,020 4,696,697 Total non-current assets 52,183,244 51,291,423 25,578,830 25,861,621 TOTAL ASSETS 64,405,198 65,773,235 40,022,671 41,981,392 The accompanying notes are an integral part of these interim. 1

4 STATEMENTS OF FINANCIAL POSITION (CONT.) AS AT (Unit : Thousand Baht) December 31, March 31, December 31, March 31, "Unaudited" "Audited" "Unaudited" "Audited" Notes "Reviewed" "Reviewed" LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Trade and other current payables 12 1,487,589 2,344, ,812 1,466,327 Current portion of long-term liabilities 4.6,14 4,750 4,750 13,650,000 13,650,000 Current income tax payable 7,212 48,763-35,073 Other current liabilities , , , ,069 Total current liabilities 1,811,667 2,745,647 14,760,767 15,554,469 Non-current liabilities Long-term loans 14 3,887,146 3,890, Deferred tax liabilities 2,750,294 2,672, , ,699 Non-current provisions for employee benefit 64,068 58, Total non-current liabilities 6,701,508 6,621, , ,699 Total liabilities 8,513,175 9,367,495 15,065,060 15,822,168 Shareholders equity Share capital Authorized share capital 29,584,073,225 common shares of Baht 1 par value 29,584,073 29,584,073 29,584,073 29,584,073 Issued and fully paid - up share 20,662,464,711 common shares of Baht 1 par value 20,662,465 20,662,465 20,662,465 20,662,465 Treasury stock 16 (3,837,567) (3,837,567) (3,837,567) (3,837,567) Premium on share capital 1,995,164 1,995,164 1,995,164 1,995,164 Retained earnings - Appropriated for legal reserve 613, , , ,370 - Unappropriated 14,598,742 15,146,418 5,524,179 6,725,792 Other components of shareholders equity 13,755,015 13,814, Total shareholders equity of the Company 47,787,189 48,394,376 24,957,611 26,159,224 Non-controlling interests 8,104,834 8,011, Total shareholders equity 55,892,023 56,405,740 24,957,611 26,159,224 TOTAL LIABILITIES AND SHAREHOLDERS EQUITY 64,405,198 65,773,235 40,022,671 41,981,392 The accompanying notes are an integral part of these interim. 2

5 STATEMENTS OF COMPREHENSIVE INCOME FOR THE THREE-MONTH PERIOD ENDED "UNAUDITED" "REVIEWED" (Unit : Thousand Baht) Notes Revenues from sales 1,161,214 3,092, ,735 2,905,363 Revenues from rental and service 836, ,294 31,056 23,338 Total revenues 1,997,524 3,808, ,791 2,928,701 Costs of sales (981,450) (2,848,340) (765,227) (2,675,108) Costs of rental and services (275,478) (155,296) (16,169) (21,576) Total costs (1,256,928) (3,003,636) (781,396) (2,696,684) Gross profit 740, , , ,017 Dividend income ,950 Other revenues ,590 1,059, ,164 51,434 Profit before expenses 1,117,186 1,864, , ,401 Selling expenses (5,312) (3,362) (187) (502) Administrative expenses 4.1 (455,606) (600,208) (136,759) (288,364) Finance costs (38,806) (39,308) - - Total expenses (499,724) (642,878) (136,946) (288,866) Profit before income tax expense 617,462 1,221, ,613 53,535 Income tax expense (124,348) (227,931) (70,979) (6,799) Profit for the periods 493, , ,634 46,736 Other comprehensive income (expense) Components of other comprehensive income that will be reclassified to profit or loss subsequentily Currency translation differences Components of other comprehensive income that will not be reclassified to profit or loss subsequently Depreciation on surplus on revaluation of assets (19,967) (18,855) - - Other comprehensive expense - net of income tax (19,787) (18,855) - - Total comprehensive income for the periods 473, , ,634 46,736 Profit attributable to: Owners of the Company 321, , ,634 46,736 Non-controlling interests 171, , , , ,634 46,736 Total comprehensive income for the periods attributable to: Owners of the Company 302, , ,634 46,736 Non-controlling interests 171, , , , ,634 46,736 Earnings per share Basic earnings per share (Baht) (2017 : 20,662 million shares) (2016 : 18,954 million shares) The accompanying notes are an integral part of these interim. 3

6 STATEMENTS OF COMPREHENSIVE INCOME FOR THE NINE-MONTH PERIOD ENDED "UNAUDITED" "REVIEWED" (Unit : Thousand Baht) Notes Revenues from sales 4,559,733 3,571,355 3,877,659 2,979,126 Revenues from rental and service 2,707,778 2,177,673 73,836 72,158 Total revenues 7,267,511 5,749,028 3,951,495 3,051,284 Costs of sales (3,945,160) (3,277,078) (3,481,190) (2,730,231) Costs of rental and services (1,011,207) (576,721) (49,618) (55,944) Total costs (4,956,367) (3,853,799) (3,530,808) (2,786,175) Gross profit 2,311,144 1,895, , ,109 Dividend income ,808,950 Other revenues ,529 2,275, ,016 1,264,329 Profit before expenses 3,204,673 4,171, ,703 3,338,388 Selling expenses (12,173) (10,688) (486) (2,796) Administrative expenses 4.1 (1,499,051) (1,431,993) (520,803) (509,960) Finance costs (115,831) (120,372) - - Total expenses (1,627,055) (1,563,053) (521,289) (512,756) Profit before income tax expense 1,577,618 2,608, ,414 2,825,632 Income tax expense (206,059) (469,443) (65,772) (209,654) Profit for the periods 1,371,559 2,138, ,642 2,615,978 Other comprehensive income (expense) Components of other comprehensive income that will be reclassified to profit or loss subsequentily Currency translation differences Components of other comprehensive income that will not be reclassified to profit or loss subsequentily Depreciation on surplus on revaluation of assets (59,691) (59,691) - - Surplus on revaluation of assets - 1,736, Other comprehensive income (expense) - net of income tax (59,511) 1,676, Total comprehensive income for the periods 1,312,048 3,815, ,642 2,615,978 Profit attributable to: Owners of the Company 877,888 1,733, ,642 2,615,978 Non-controlling interests 493, , ,371,559 2,138, ,642 2,615,978 Total comprehensive income for the periods attributable to: Owners of the Company 818,377 3,409, ,642 2,615,978 Non-controlling interests 493, , ,312,048 3,815, ,642 2,615,978 Earnings per share Basic earnings per share (Baht) (2017 : 20,662 million shares) (2016 : 19,486 million shares) The accompanying notes are an integral part of these interim. 4

7 STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY FOR THE NINE-MONTH PERIOD ENDED "UNAUDITED" "REVIEWED" (Unit : Thousand Baht) Retained earnings Other components of shareholders equity Notes Issued and paid-up share capital Treasury stock Premium on share capital Appropriated for legal reserve Unappropriated Currency translation differences Surplus on revaluation of assets Net book value of subsidiaries exceed investment as of purchasing date Change in shareholding in subsidiaries Total other components of shareholders equity Total equity attributable to owner's of the Company Noncontrolling interests Total Balance as at April 1, ,662,465 (3,837,567) 1,995, ,370 15,146,418 1,116 10,970,663 28,184 2,814,563 13,814,526 48,394,376 8,011,364 56,405,740 Currency translation differences Dividends payment (1,485,255) (1,485,255) (400,201) (1,885,456) Depreciation on surplus on revaluation of assets ,691 - (59,691) - - (59,691) Comprehensive income for the periods , , ,671 1,371,559 Balance as at December 31, ,662,465 (3,837,567) 1,995, ,370 14,598,742 1,296 10,910,972 28,184 2,814,563 13,755,015 47,787,189 8,104,834 55,892,023 Balance as at April 1, ,662,465 (2,336,024) 1,995, ,467 14,727,047 1,112 9,037,275 28,184 2,814,563 11,881,134 47,400,253 8,054,077 55,454,330 Treasury stock - (1,394,840) (1,394,840) - (1,394,840) Dividends payment (1,365,522) (1,365,522) (416,052) (1,781,574) Depreciation on surplus on revaluation of assets ,691 - (59,691) - - (59,691) Surplus on revaluation of assets ,736, ,736,244 1,736,244-1,736,244 Comprehensive income for the periods ,733, ,733, ,447 2,138,653 Balance as at December 31, ,662,465 (3,730,864) 1,995, ,467 15,154,422 1,112 10,713,828 28,184 2,814,563 13,557,687 48,109,341 8,043,472 56,152,813 The accompanying notes are an integral part of these interim. 5

8 "UNAUDITED" STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY FOR THE NINE-MONTH PERIOD ENDED "REVIEWED" (Unit : Thousand Baht) Retained earning Notes Issued and paid-up share capital Treasury stock Premium on share capital Appropriated for legal reserve Unappropriated Total Balance as at April 1, ,662,465 (3,837,567) 1,995, ,370 6,725,792 26,159,224 Dividend payment (1,485,255) (1,485,255) Comprehensive income for the periods , ,642 Balance as at December 31, ,662,465 (3,837,567) 1,995, ,370 5,524,179 24,957,611 Balance as at April 1, ,662,465 (2,336,024) 1,995, ,467 5,376,152 26,168,224 Treasury stock - (1,394,840) (1,394,840) Dividend payment (1,365,522) (1,365,522) Comprehensive income for the periods ,615,978 2,615,978 Balance as at December 31, ,662,465 (3,730,864) 1,995, ,467 6,626,608 26,023,840 The accompanying notes are an integral part of these interim. 5

9 STATEMENTS OF CASH FLOWS FOR THE NINE-MONTH PERIOD ENDED "UNAUDITED" "REVIEWED" (Unit : Thousand Baht) CASH FLOWS FROM OPERATING ACTIVITIES Profit (loss) before income tax expense 1,577,618 2,608, ,414 2,825,632 Net adjustments to reconcile profit (loss) before income tax expense to cash provided by (used in) operating activities: Finance costs 115, , Interest income (13,638) (12,079) (132,828) (115,819) Trade and other current receivables increase (1,307,295) (2,354,983) (1,355,263) (2,392,643) Inventories decrease 2,676,504 1,498 2,856,547 1,495 Other current assets (increase) decrease 62,842 15,406 (19,895) (5,107) Other non-current assets (increase) decrease (220,155) 2,594,358 20,256 2,598,922 Trade and other current payables increase (decrease) (857,410) 80,079 (457,078) 51,478 Other current liabilities increase (decrease) 25, ,183 (219,114) 460,147 Depreciation and amortization 520, , ,861 72,216 Provisions for employee benefit 5,607 8, Loss on write off of fixed assets 21,809 8, Gains on revaluation of investment property (497,502) (2,134,416) (298,769) (1,133,446) Reverse allowance for doubtful account (18,807) (515) - - Total adjusments to reconcile profit before income tax to net cash provided by operating activities 2,091,303 1,603, ,131 2,362,875 Net cash provided by (used in) operating activities Dividend income - - (1,808,950) Income tax paid (180,805) (201,989) (80,575) (54,495) Net cash provided by operating activities 1,910,498 1,401, , ,430 The accompanying notes are an integral part of these interim. 7

10 STATEMENTS OF CASH FLOWS (CONT.) FOR THE NINE-MONTH PERIOD ENDED "UNAUDITED" "REVIEWED" (Unit : Thousand Baht) CASH FLOWS FROM INVESTING ACTIVITIES Interest income received 13,638 8,725 5,756 4,510 (Increase) decrease in current investments (341,860) 2,220,574 (406,564) 394,334 Proceeds from dividend income ,308,950 Increase in short-term loans to receivable from related parties - - (579,469) (465,864) Proceeds from sale of assets - 3, Cash paid for purchase of fixed assets (292,960) (784,444) (40,118) (1,956) Proceeds from sale of investment property 475, , , ,488 Cash paid for purchase of investment property (939,332) (615,707) (44,169) (68,127) Net cash provided by (used in) investing activities (1,084,783) 1,482,827 (588,833) 1,822,335 CASH FLOWS FROM FINANCING ACTIVITIES Interest expense (119,394) (84,006) - - Increase (decrease) in short-term loans from and amount due to related parties - - (22,437) 80,875 Cash paid for treasury stock - (1,394,840) - (1,394,840) Dividend payment of subsidiaries (400,201) (416,053) - - Dividend payment (1,485,255) (1,365,522) (1,485,255) (1,365,522) Net cash used in financing activities (2,004,850) (3,260,421) (1,507,692) (2,679,487) Net decrease in cash and cash equivalents (1,179,135) (376,433) (1,323,969) (357,722) Cash and cash equivalents at beginning of the periods 3,197,406 1,976,933 2,169, ,497 Cash and cash equivalents at ending of the periods 2,018,271 1,600, , ,775 Supplemental Disclosures of Cash Flows Information: 1. Cash and cash equivalents comprised of : Cash on hand 22,666 24,955 2,986 2,961 Undeposited cheques 7, ,198 - Saving accounts 1,907,585 1,498, , ,508 Current account 79,393 76,543 57,802 54,306 Fixed deposits Total 2,018,271 1,600, , , Non-cash transactions 2.1 Realize dividend income and accrued dividend income , Transfer property, plants and equipment to investment property - 8,575, Transfer land held for future use to investment property - 7,285,036-7,285, Transfer real estate development cost to investment property 172, , ,390 The accompanying notes are an integral part of these interim. 8

11 1. General information Bangkok Land Public Company Limited ( the Company ) is incorporated and domiciled in Thailand. The Company is listed on the Stock Exchange of Thailand. The address of its registered office is 47/ Moo 3, 10 th Floor New Geneva Industry Condominium, Popular 3 Road, Tambol Bannmai, Amphur Pakkred, Nonthaburi. The principal business of the Company and its subsidiaries ( the Company group ) comprise of real estate development, exhibition and convention, food and beverage and investment in hotel. 2. Basis of preparation of the interim 2.1 Statement of compliance The interim are prepared on a condensed basis in accordance with Thai Accounting Standard (TAS) No. 34 (revised 2016) Interim Financial Reporting; guidelines promulgated by the Federation of Accounting Professions ( FAP ); and applicable rules and regulations of the Thai Securities and Exchange Commission. The interim are prepared to provide an update on the for the year ended March 31, They do not include all of the financial information required for full annual but focus on new activities, events and circumstances to avoid repetition of information previously reported. Accordingly, these interim should be read in conjunction with the of the Company and its subsidiary for the year ended March 31, The accounting policies and methods of computation applied in these interim are consistent with those applied in the for the year ended March 31, 2017, except that the Group has adopted all the new and revised TFRS that are effective for annual periods beginning on or after January 1, The adoption of these new and revised TFRS did not have any material effect on the accounting policies, methods of computation, financial performance or position of the Group. 2.2 Functional and presentation currency The interim are prepared and presented in Thai Baht, which is the Company s functional currency. All financial information presented in Thai Baht has been rounded to the nearest thousand or million in the notes unless otherwise stated. 9

12 2.3 Judgements and estimates The preparation of interim in conformity with TFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. In preparing these interim, the significant judgements made by management in applying the Group s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the for the year ended March 31, Basis for preparation of the consolidated Subsidiary are companies in which significantly controlled by Bangkok Land Public Company Limited. The consolidated incorporate the of Bangkok Land Public Company Limited and its subsidiaries, by eliminating intercompany balances and unrealized gain and loss. The Company s subsidiaries included in the interim consolidated comprise the following: Percentage of holding by Principal business December 31, 2017 March 31, 2017 Direct investment : Sinpornchai Company Limited Property development Bangkok Land (Cayman Islands) Company Limited Financing Muang Thong Services and Project management Management Company Limited service Muang Thong Building Services Building maintenance Company Limited service Impact Exhibition Management Exhibition convention & Company Limited hotel Spooner Limited Dormant Direct and indirect investment : Bangkok Land Agency Company Limited Property renting Bangkok Airport Industry Company Limited Property development RMI Company Limited REIT manager Impact Growth Real Estate Investment Trust Real estate investment trust Except for the Bangkok Land (Cayman Islands) Company Limited, which is incorporated in Cayman Islands, and Spooner Limited, which is incorporated in Hong Kong, all subsidiaries are incorporated in Thailand. 10

13 4. Transactions with related parties 4.1 Significant transactions with related parties Portion of revenues and expenses arose from transactions with related parties for the three - month period ended December 31, 2017 and 2016 are summarized as follows: Pricing Policy Interest income : MLR rate Bangkok Airport Industry Company Limited Sinpornchai Company Limited Dividend income : Bangkok Land Agency Company Limited Right to receive dividend Rental and Service Expense : Bangkok Airport Industry Company Limited No.of area

14 Portion of revenues and expenses arose from transactions with related parties for the nine - month periods ended December 31, 2017 and 2016 are summarized as follows: Pricing Policy MLR Interest income : rate Bangkok Airport Industry Company Limited Sinpornchai Company Limited Dividend income : Impact Exhibition Management Company Limited Right to receive ,750 Bangkok Land Agency Company Limited Dividend ,809 Rental and Service expense : Bangkok Airport Industry Company Limited No.of area

15 4.2 Advances and other receivables from related parties, net The balances of receivables from related parties as at December 31, 2017 and March 31, 2017 are as follows: December 31, March 31, December 31, March 31, Accrued income : Bangkok Airport Industry Company Limited Impact Exhibition Management Company Limited Advance deposit and other receivables : Spooner Limited Bangkok Airport Industry Company Limited Interest receivables : Bangkok Airport Industry Company Limited - - 2,377 2,250 Sinpornchai Company Limited Muang Thong Building Services Company Limited ,581 2, ,842 2,719 13

16 4.3 Investment in loans December 31, March 31, December 31, March 31, Bangkok Airport Industry Company Limited Investment in loans comprised of: Receivable per original agreement 965 Deferred income (490) Investment in loans 475 As at February 20, 2009, a subsidiary owed Baht 965 million (divided into principal of Baht 444 million and accrued interest of Baht 521 million) to a financial institution. On the same date, the Company acquired the rights of claim on this debt from the financial institution at a price of Baht 475 million. The Company expects to recover the total amount of Baht 965 million in full from the subsidiary. 4.4 Short - term loans to related parties, net The balances loans to related parties as at December 31, 2017 and March 31, 2017 are as follows: December 31, March 31, December 31, March 31, Bangkok Airport Industry Company Limited - - 2,402 1,819 Sinpornchai Company Limited ,787 2,204 Loans to related parties carry interest at MLR rate. The loans are unsecured and have no fixed repayment dates. 14

17 4.5 Payables to related parties The balances of payables to related parties as at December 31, 2017 and March 31, 2017 are as follows: December 31, March 31, December 31, March 31, Accrued management fee : Bangkok Airport Industry Company Limited Impact Exhibition Management Company Limited Advance and payables : Impact Exhibition Management Company Limited Bangkok Land (Cayman Islands) Company Limited Muang Thong Services and Management Company Limited Muang Thong Building Services Company Limited Long - term loans from related parties Long - term loans from related parties as at December 31, 2017 and March 31, 2017 comprise of: December 31, March 31, Loans from Sinpornchai Company Limited 13,650 13,650 On March 28, 2016, the Company entered into agreement with BL Cayman that both parties agreed to acknowledge the debt and amend the terms and conditions. Outstanding debt as at December 31, 2015 was Baht 14,189 million (comprise of principal of Baht 4,619 million and accrued interest of Baht 9,570 million) which the BL Cayman agreed to waive accrued interest of Baht 189 million and the remaining amount of Bath 14,000 million was changed to be a principal with no interest charging since January 1, 2016 onwards. The Company recognized a gain on debt forgiveness as other income in the statement of comprehensive income for the year end March 31,

18 On March 30, 2016, the BL Cayman entered into agreement with Sinpornchai Company Limited that BL Cayman agreed to sell debt with BLAND amounting to Baht 14,000 million to Sinpornchai Company Limited at the price of Baht 200 million. On March 31, 2017, the Company entered into a debt restructuring agreement with Sinpornchai Company Limited. The Company agreed to pay the unpaid amount of Baht 14,000 million to Sinpornchai Company Limited by offsetting the total amount of Baht 600 million (consisting of a principal of Baht 400 million and accrued interest of Baht 200 million, the Company has ceased to charge interest on the outstanding principal of Baht 400 million since April 1, 2017). Subsequently, make a deduction from the outstanding interest. Details are as follows, Year Principle Interest Total Debt that the subsidiary Company gave up , , , , , , , , , , ,400 The Company has recognized the gain from debt repayment of Baht 335 million to other income in the statement of comprehensive income for the year ended March 31,

19 5. Current investments As at December 31, 2017 and March 31, 2017 current investments comprise of: December 31, 2017 March 31, 2017 December 31, 2017 March 31, 2017 Fixed deposit Investment in short-term debt instruments 2,723 2, Total 2,848 2, Trade and other current receivables, net Trade receivable and other current receivable as at December 31, 2017 and March 31, 2017 are as follows: December 31, 2017 March 31, 2017 December 31, 2017 March 31, 2017 Promissory note 4,023 2,690 4,023 2,690 Trade receivables Less Allowance for doubtful account (77) (89) - - Trade receivables, net 4,200 2,879 4,031 2,698 Advances and other receivables from related parties (Note 4.2) - - 2,842 2,719 Investment in loans to related parties (Note 4.3) Prepaid expenses Department receivables Accrued income Other receivables, net Total trade other current receivables, net 4,609 3,283 7,552 6,074 17

20 December 31, 2017 March 31, 2017 December 31, 2017 March 31, 2017 The aging of trade receivables are as follows : Up to 3 months months months Over 12 months Total Promissory notes comprise a promissory note of Baht 2,183 million with maturity date on October 3, 2018, a promissory note of Baht 507 million with maturity date on March 8, 2018 and a promissory note of Baht 643 million with maturity date on June 8, 2018 and a promissory note of Baht 690 million with maturity date on March 8, Those promissory notes that the Company received from sale of land have been guaranteed (avaled) by commercial banks (Note 7). 7. Inventories Part of the land and condominium units have been mortgaged with banks as collateral for letter of guarantee for the Group and have been pledged as collateral with the Courts (Note 21). The mortgaged land and condominium units, as a percentage of the total land areas/total units, is as follows: December 31, 2017 March 31, 2017 December 31, 2017 March 31, 2017 Percentage of land mortgaged Percentage of condominium units mortgaged On August 21, 2013, the Company entered into an agreement with a non-related company to sell 321 rai of land at a total price of Baht 3, million. Land ownership shall be transferred to the buyer in 3 tranches with the 1 st 100 rai 18

21 on October 10, 2013, the 2 nd 100 rai on or before October 10, 2015 and the balance of 121 rai on or before October 10, 2016 at the option of the buyer. On October 30, 2015, the Company amended the agreement by changing the transfer date of the 2 nd tranche from October 10, 2015 to October 10, The Company transferred the remaining land to the buyer on October 3, 2016 and also received a promissory note which guaranteed by a commercial bank for payment (Note 6). In February and March 2016, the Company signed the contract on the undeveloped land plot with 3 unrelated companies for sale of land totaling 701 rai with contract value of Baht 8,411 million. On June 7, 2017, the Company has made additional memorandum of agreement to sell 7 rai of land at the price of Baht million, and on December 18, 2017, the Company has entered into on additional agreement to sell 71 rai of land at a price of Baht million as detail below: Land for sell recorded in Year (Transfer) Area (Rai) Real estate development cost Investment property * ,169 ** 659*** , , ,777 1,201 * The Company transferred to buyer on August 29, ** The Company transferred certain piece of land to the buyer on November 25, 2016 in accordance with the notification of change in transferee dated November 22, And the Company received a promissory note which guaranteed by a commercial bank for payment (Note 6). The Company transferred certain piece of land to the buyer on September, 2016 and received the payment in whole amount of agreement. The Company transferred certain partial land to the buyer on December, 2017 and received a promissory note which guaranteed by a commercial bank for payment (Note 6). *** The Company transferred certain partial land to the buyer on June 9, 2017 and the Company received a promissory note which guaranteed by a commercial bank for payment (Note 6). 19

22 8. Investment in subsidiaries As at December 31, 2017 and March 31, 2017, investment in subsidiaries comprise of : Paid-up share capital Percentage of holding At cost Dividend for nine - months December 31, March 31, December 31, March 31, December 31, March 31, December 31, December 31, Investment in subsidiaries Impact Exhibition Management Company Limited 12,953 12, ,848 9,848-1,750 Sinpornchai Company Limited 1,180 1, ,180 1, Muang Thong Building Services Company Limited Muang Thong Services and Management Company Limited Bangkok Land Agency Company Limited Bangkok Airport Industry Company Limited 5,320 5, Bangkok Land (Cayman Islands) USD USD Company Limited Spooner Limited Total 11,176 11,176-1,809 20

23 9. Investment property During the nine - month period ended December 31, 2017, the movements of investment property are as follows: Appraised value Beginning balance 31,414 9,972 Increase Transfer from real estate development cost Gain on revaluation Disposal (535) (535) Ending balance 32,488 9,780 Investment property is stated at fair value based on the latest appraised value (market approach) of independent valuers e.g. the land and buildings of the exhibition center (Hall 1-8) and IMPACT Convention Center and building for rent were valued by income approach (level 3) and the land and land held for project for rent were valued by market approach (level 2). 10. Property, plants and equipment, net During the nine - month period ended December 31, 2017, the movements of property, plants and equipment are as follows: Net book value as at April 1, , Additions Written - off (22) - Depreciation for the period (360) (8) Depreciation-differences on revaluation of assets (61) - Net book value as at December 31, , As at December 31, 2017 and March 31, 2017, a portion of property with historical costs of Baht 1,046 million and Baht 1,141 million, respectively, are in use but fully depreciated (: Bath 49 million). As at December 31, 2017 and March 31, 2017, a certain parcel of land and building with amount of Baht 17,959 million of a subsidiary have been mortgaged as collateral for long-term loan (Note 14). 21

24 11. Other non-current assets The balances of other non-current assets as at December 31, 2017 and March 31, 2017, are as follows : December 31, March 31, December 31, March 31, Real estate development cost 4,148 4,262 4,148 4,262 Deposits pledged as collateral Non-current tax assets Others Total 4,752 4,783 4,575 4, Trade and other current payables The balances of trade and other current payables as at December 31, 2017 and March 31, 2017, are as follows : December 31, March 31, December 31, March 31, Payables to related parties (Note 4.5) Trade payables Advance received 729 1, Accrued expenses Other payables Total 1,488 2, ,466 22

25 13. Other current liabilities The balances of other current liabilities as at December 31, 2017 and March 31, 2017, are as follows : December 31, March 31, December 31, March 31, Provision for loss on pending lawsuits (Note 21) Deposit Security deposit Retentions Others Total Long-term loans December 31, 2017 March 31, A long-term credit facility amounting to Baht 2,000 million carry interest at floating rates not exceeding MLR-1.50% per annum, with interest payable every month-end and principal to be paid in full within ,000 2, A long-term credit facility amounting to Baht 1,900 million carry interest at floating rates not exceeding MLR-1.50% per annum, with interest payable every month-end and principal repayment for 72 monthly installments on monthly basis as from April ,892 1,895 Total 3,893 3,895 Less: current portion of long-term loans (5) (5) Long-term loans - net of current portion 3,887 3,890 All long-term loans are secured by mortgage of land and buildings, including utility systems and equipment of IMPACT Muang Thong Thani in which the subsidiary has invested, including the conditional assignment of rights under insurance policies, right under related contracts and rights over bank accounts of the subsidiary. The loan agreements contain covenants, which, among other things, require the subsidiary to maintain certain financial ratios such as loan-to-total assets and interest coverage ratios. 23

26 As at December 31, 2017, the subsidiary has unutilized credit facilities which once financial institution amounting to Baht 180 million (March 31, 2017: Baht 180 million). Maturity of long-term loans from financial institution are as follows: December 31, 2017 March 31, 2017 Within in 1 year 5 5 Over 1-5 years 3,887 2,018 Over 5 years - 1,872 Total 3,892 3, Warrants At the extraordinary meeting of the shareholders held on June 11, 2013, the shareholders resolved to issue and offer the warrants (BLAND-W4) to the shareholders as detailed below: Type of Warrants: Number of Warrants: Underlying Shares: Offering: Rights of Warrants: Exercise Price: Term of Warrants: Named certificate and transferable 6,949,753,569 units 6,949,753,569 shares Offered to existing shareholders whose name appeared on the record date on May 20, The Company will allocate and offer to the existing shareholders pro-rata to their shareholding at the rate of 2.97 existing shares to 1 unit of warrants. The holder of warrant certificate has the right to purchase ordinary share of the Company of 1 warrant for 1 new share. Baht 2 per share save for the adjustment of the exercise price 5 years from the issuance date of July 3, The first exercise date is September 30, 2013, and the last exercise date is July 2, On December 31, 2015, the warrant holder of BLAND-W4 exercised 3,775 units and the Company received Baht 7,500 share proceeds from the issuance of 3,775 common shares to the warrant. The change of paid-up share capital was officially registered with Ministry of Commerce on January 6, As at December 31, 2017, the outstanding of unexercised warrants (BLAND-W4) was 6,930,267,873 units. 24

27 16. Treasury stock The Board of Directors meeting held on August 8, 2014 has resolved to approve the share repurchase project for financial management purpose (treasury stock) in an amount not exceeding Baht 3,000 million or equal to the number of shares repurchased not exceeding 1,200,000,000 shares, at a par value of Baht 1 per share or equivalent to not exceeding 5.81% of the total paid-up shares. The period to resale of the shares shall be made after 6 months from the completion date of share repurchase but not later than 3 years (expired on February 24, 2017). The Company has 1,155,011,400 repurchased shares or equal to 5.59% of paid-up share capital which is Baht 2,336 million. The Board of Directors meeting held on August 15, 2016 has resolved to approve the share repurchase project for financial management purpose (treasury stock) in an amount not exceeding Baht 2,278 million or equal to the number of shares repurchased not exceeding 911,235,071 shares, at a par value of Baht 1 per share or equivalent to not exceeding 4.41% of the total paid-up shares. The period to resale of the shares shall be made after 6 months from the completion date of share repurchase but not later than 1 year (expired on February 28, 2017). The Company has 911,235,071 repurchased shares or equal to 4.41% of paid-up share capital which is Baht 1,502 million. As at December 31, 2017, the Company has total 2,066,246,471 repurchased shares or equal to 10% of paid-up share capital which is Baht 3,837 million. 17. Dividend payment The ordinary shareholders meeting held on July 27, 2017 passed the resolution to approve the dividend payment at the rate of Baht 0.08 per share, totaling Baht 1,485 million. The Company has already paid the dividend in August Other revenues Other revenues for the three-month period ended December 31, 2017 and 2016 comprise : Interest income Gain on revaluation of investment property 299 1, Unrealized gain on valuation of current investment Others Total 377 1,

28 Other revenues for the nine - month period ended December 31, 2017 and 2016 comprise : Interest income Gain on revaluation of investment property 498 2, ,133 Written-off payable Unrealized gain on valuation of current investment Others Total 894 2, , Segment information (Million Baht) For the three - month period ended December 31, 2017 Real estate Retail Exhibition Other Business business center business service Total Elimination Total Segment revenue , ,121 (123) 1,998 Segment profit (99) 337 Corporate expenses Interest income 51 (44) 7 Dividend income 148 (148) - Gain on revaluation of investment property Finance costs (83) 44 (39) Income tax expense (119) (5) (124) Profit of non-controlling interests (171) - (171) Profit of period 574 (252)

29 (Million Baht) For the three - month period ended December 31, 2016 Real estate Retail Exhibition Other Business business center business service Total Elimination Total Segment revenue 3, ,005 (197) 3,808 Segment profit (21) 387 Corporate expenses (132) - (132) Interest income 44 (40) 4 Dividend income 275 (275) - Gain on revaluation of investment property 1,001-1,001 Finance costs (79) 40 (39) Income tax expense (228) - (228) Profit of non-controlling interests (128) - (128) Profit of period 1,161 (296) 865 (Million Baht) For the nine - month period ended December 31, 2017 Real estate Retail Exhibition Other Business business center business service Total Elimination Total Segment revenue 4, , ,675 (408) 7,267 Segment profit ,372 (125) 1,247 Corporate expenses Interest income 141 (127) 14 Dividend income 400 (400) - Gain on revaluation of investment property Written-off payable Finance costs (243) 127 (116) Income tax expense (202) (4) (206) Profit of non-controlling interests (493) - (493) Profit of period 1,407 (529)

30 (Million Baht) For the nine - month period ended December 31, 2016 Real estate Retail Exhibition Other Business business center business service Total Elimination Total Segment revenue 3, , ,462 (713) 5,749 Segment profit ,012 (127) 885 Corporate expenses (304) - (304) Interest income 123 (111) 12 Dividend income 2,314 (2,314) - Gain on revaluation of investment property 2,134-2,134 Finance costs (231) 111 (120) Income tax expense (469) - (469) Profit of non-controlling interests (405) - (405) Net profit of period 4,174 (2,441) 1, Earnings per share Basic earnings per share Basic earnings per share is calculated by dividing the net profit attributable to shareholders by the weighted average number of ordinary shares held by third parties in issue during the period. Diluted earnings per share Diluted earnings per share is calculated by dividing the net profit attributable to shareholders by the weighted average number of ordinary shares held by third parties in issue during the period adjusted for the effect of conversion of warrant to ordinary share. The Company did not calculate diluted earnings per share for the nine-month periods ended December 31, 2017 and 2016 because the fair value of an ordinary share is lower than the exercised price of warrants. 28

31 21. Pending lawsuits As at December 31, 2017, the Company has pending lawsuits as summarized below: a) A number of the Group s customers have filed civil lawsuits demanding that the Company to return deposits and installments funds, in the aggregate amount of approximately Baht 118 million alleging that the Company had breached the purchase and sales agreements (March 31, 2016: Baht 118 million). As at December 31, 2016, Baht 3 million is recorded in the (March 31, 2016: Baht 3 million). b) On January 16, 2015, the Company was sue that the Company had breached the reciprocal agreement. The plaintiffs claimed that the Company sold certain piece of land without the approval and consent of the plaintiffs who were the sole agent. Then, the plaintiffs sued the Company to transfer the land to the plaintiffs. If not, the Company has to pay compensation to the plaintiffs. The Company had submitted a statement to the Court on May 15, The Court has judged to dismiss the case on August 25, The plaintiff has appialed to the Court on September 23, 2016, subsequently, The company has filed an defense. Subsequently, on July 27, 2017, the Court of Appeal has dismissed the judgment. c) On January 31, 2017, 7 holders of CHF debentures have jointly filed a petition for the divestiture of Bland Cayman Limited to the Grand Court of Cayman Island for claiming that Bland Cayman Co., Ltd. is insolvent and unable to pay principal and interest on the CHF debentures, and on May 3, 2017, the Cayman Islands Court Island has issued an order to dismiss the company s winding up pettition of the seven plaintiffs. d) On February 9, 2017, Deutsche Trustee Co., Ltd., Trustee of the 4.5% p.a. USD 150,000,000 Exchangeable Bonds due 2003 (the Exchangeable Bonds ), filed a Plaint in its own name and for the name of the holders of the Exchangeable Bonds against Bangkok Land (Cayman Islands) Limited in a capacity as the issuer of the Exchangeable Bonds and Bangkok Land Public Company Limited in a capacity as the guarantor of the Exchangeable Bonds in the Commercial Court in London, England requiring the group company to repay the indebtedness under the Exchangeable Bonds and related indebtedness in the total amount of USD 34,208, and interest calculated on a daily basis of USD 2, a day. 29

32 Bangkok Land (Cayman Islands) Limited and Bangkok Land Public Company Limited filed a Defense and Counterclaim on March 30, The Counterclaim made by Bangkok Land (Cayman Islands) Limited and Bangkok Land Public Company Limited required the Plaintiff to return all dividends that the Trustee applied to pay the accrued interest, fees and expenses of the Trustee. Bangkok Land (Cayman Islands) Limited and Bangkok Land Public Company Limited also stated that the amount demanded by the Plaintiff is higher than the actual amount and asked the Plaintiff to return the 212,096,990 pledged shares to Bangkok Land (Cayman Islands) Limited. However, the case is in the process of Plaintiff preparing for further submitting a defense against the Counterclaim of the Defendant. The Attorney of the group company is of the opinion that all cases on both CHF and USD Bonds are barred by the statutes of limitation and all holders of those Exchangeable Bonds are not the true legal owner of the Bonds because their acquisition of the Exchangeable Bonds is unlawful under the Swiss and England laws relating to transfer of securities, as the case may be. 22. Commitments and contingent liabilities a) As at December 31, 2017, the Company s and its subsidiaries had capital commitments to the principal building contractor for the construction of real estate and rental and service agreements amounting to approximately Baht 544 million (: Baht 17 million). b) As at December 31, 2017, the Company s and its subsidiaries had contingent liabilities in respect of bank guarantees issued by the banks on behalf of the Company and its subsidiaries in the normal course of business amounting to approximately Baht 93 million (: Baht 36 million). c) As at December 31, 2017 and March 31, 2017, the subsidiary has a commitment in respect of payments in accordance with the service agreement as follows: December 31, 2017 March 31, 2017 Payable: In up to 1 year In over 1 and up to 5 years

33 d) The Company has a commitment in respect of payment in accordance with the agreement with BTS Group Holdings Public Company Limited ( BTS ) to support the Pink Line Extension to Muang Thong Thani, Chaengwattana Rd. In this regards, the Company shall be responsible not over Baht 1.25 billion, to cooperation on the construction cost of rail system of the Extension of the Pink Line and the 2 train stations at the Company s land near IMPACT Challenger and Muang Thong Thani s Lake, along with Baht 10 million per year for the operation and maintenance of the Extension throughout 30 years. 23. Events after the reporting period At the Board of Directors Meeting No. 6 of the REIT Manager held on 8 February 2018, the Board of Directors approved the appropriation of interim distribution of Baht 0.21 per unit, totaling amounting to Baht million. Such interim distribution will be paid to its unitholders in March Reclassification Certain transactions in the for period 2016 have been reclassified in accordance with the Notification of the Department of Business Development date October 11, 2016 regarding The Brief Particulars in the Financial Statements B.E Approval of These interim have been approved by the Company's Board of Directors on February 14,