REPORT ON REVIEW OF INTERIM FINANCIAL INFORMATION BY THE INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

Transcription

1 REPORT ON REVIEW OF INTERIM FINANCIAL INFORMATION BY THE INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS TO THE BOARD OF DIRECTORS NOK AIRLINES PUBLIC COMPANY LIMITED We have reviewed the consolidated statement of financial position of Nok Airlines Public Company Limited and its subsidiaries and the separate statement of financial position of Nok Airlines Public Company Limited as at March 31, 2015, and the related consolidated and separate statements of profit or loss and other comprehensive income, changes in shareholders equity, and cash flows for the three-month period then ended, and the condensed notes to the. The Company s management is responsible for the preparation and presentation of this interim financial information in accordance with Thai Accounting Standard No. 34 Interim Financial Reporting. Our responsibility is to express a conclusion on this interim financial information based on our review. Scope of Review We conducted our review in accordance with 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 us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Conclusion Based on our review, nothing has come to our attention that causes us to believe that the aforementioned interim financial information is not prepared, in all material respects, in accordance with Thai Accounting Standard No. 34 Interim Financial Reporting. Niti Jungnitnirundr Certified Public Accountant (Thailand) BANGKOK Registration No May 14, 2015 DELOITTE TOUCHE TOHMATSU JAIYOS AUDIT CO., LTD.

2 NOK AIRLINES PUBLIC COMPANY LIMITED AND SUBSIDIARIES STATEMENTS OF FINANCIAL POSITION AS AT MARCH 31, 2015 Notes As at As at As at As at March 31, December 31, March 31, December 31, Unaudited Unaudited ASSETS CURRENT ASSETS Cash and cash equivalents 4.1 3,322,561,557 2,926,607,844 2,001,015,132 1,752,503,995 Temporary investments 5-300,000, ,000,000 Trade and other receivables 6 and ,431, ,232, ,112, ,433,225 Inventories 7 16,148,621 17,460,552 16,148,621 17,460,552 Refundable value-added tax 310,801, ,046,425 73,864, ,116,881 Short-term aircraft deposits and prepayments 8 1,280,744,101 1,242,667,404 1,280,744,101 1,229,378,220 Other current assets 40,809,559 33,273,620 34,246,643 31,594,901 Total Current Assets 5,549,497,078 5,184,287,903 3,943,131,392 3,871,487,774 NON-CURRENT ASSETS Deposits at bank pledged as collateral ,393, Investments in subsidiaries ,949,000 4,949,000 Other long-term investments 10 47,311,500 47,311,500 47,311,500 47,311,500 Long-term loans to a related party ,000, ,000,000 Leasehold improvements and equipment ,544, ,833, ,289, ,464,321 Intangible assets 13 45,355,646 46,161,006 39,411,814 42,715,468 Deferred tax assets 14 19,449,570 19,375,606 19,449,570 19,375,606 Long-term aircraft deposits and prepayments 8 883,219,490 1,012,463, ,650, ,386,998 Other non-current assets 5,717,871 5,568,969 5,632,721 5,388,524 Total Non-Current Assets 1,293,991,551 1,384,714,256 2,156,694,439 2,065,591,417 TOTAL ASSETS 6,843,488,629 6,569,002,159 6,099,825,831 5,937,079,191 See the condensed notes to the... (Mr. Patee Sarasin) Director and Chief Executive Officer... (Mr. Chokchai Panyayong) Director

3 NOK AIRLINES PUBLIC COMPANY LIMITED AND SUBSIDIARIES STATEMENTS OF FINANCIAL POSITION (CONTINUED) AS AT MARCH 31, 2015 Notes As at As at As at As at March 31, December 31, March 31, December 31, Unaudited Unaudited LIABILITIES AND SHAREHOLDERS EQUITY CURRENT LIABILITIES Trade and other payables 15 and 24 1,984,604,072 1,833,762,816 1,780,142,073 1,727,785,087 Deferred income from customer loyalty programmes 58,632,778 52,312,744 58,632,778 52,312,744 Short-term provisions for aircraft maintenance 16 83,992,895 78,280,934 83,992,895 78,280,934 Withholding tax payable 18,255,446 19,643,515 14,879,213 18,644,150 Other current liabilities 6,292,433 4,639,812 6,292,433 2,545,462 Total Current Liabilities 2,151,777,624 1,988,639,821 1,943,939,392 1,879,568,377 NON-CURRENT LIABILITIES Long-term provisions for aircraft maintenance ,487,817 91,651, ,487,817 79,888,309 Employee benefit obligations ,088, ,155, ,088, ,155,685 Other non-current liabilities 9,401,755 9,201,003 9,401,755 9,201,003 Total Non-Current Liabilities 261,978, ,008, ,978, ,244,997 TOTAL LIABILITIES 2,413,755,687 2,219,648,283 2,205,917,455 2,098,813, (Mr. Patee Sarasin) Director and Chief Executive Officer... (Mr. Chokchai Panyayong) Director

4 NOK AIRLINES PUBLIC COMPANY LIMITED AND SUBSIDIARIES STATEMENTS OF FINANCIAL POSITION (CONTINUED) AS AT MARCH 31, 2015 Note As at As at As at As at March 31, December 31, March 31, December 31, Unaudited Unaudited LIABILITIES AND SHAREHOLDERS EQUITY (CONTINUED) SHAREHOLDERS EQUITY SHARE CAPITAL Authorized share capital 625,000,000 ordinary shares of Baht 1 each 625,000, ,000, ,000, ,000,000 Issued and paid-up share capital 625,000,000 ordinary shares of Baht 1 each, fully paid 625,000, ,000, ,000, ,000,000 SHARE PREMIUM ACCOUNT - ORINARY SHARES 3,042,485,943 3,042,485,943 3,042,485,943 3,042,485,943 RETAINED EARNINGS Appropriated Legal reserve 62,500,000 62,500,000 62,500,000 62,500,000 Unappropriated 48,863,523 47,076, ,922, ,279,874 Deficit from change in shareholding in a subsidiary 1.2 (5,940,185) (5,940,185) - - Total owners of the parent 3,772,909,281 3,771,122,523 3,893,908,376 3,838,265,817 Non-controlling interests 656,823, ,231, TOTAL SHAREHOLDERS EQUITY 4,429,732,942 4,349,353,876 3,893,908,376 3,838,265,817 TOTAL LIABILITIES AND SHAREHOLDERS EQUITY 6,843,488,629 6,569,002,159 6,099,825,831 5,937,079,191 See the condensed notes to the... (Mr. Patee Sarasin) Director and Chief Executive Officer... (Mr. Chokchai Panyayong) Director

5 NOK AIRLINES PUBLIC COMPANY LIMITED AND SUBSIDIARIES STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHESIVE INCOME FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2015 UNAUDITED Notes REVENUES Passenger revenues 19.2 and 21 3,352,079,301 3,202,526,941 2,881,935,743 Service revenues 19.2 and ,434, ,583, ,150,330 Other income Interest income 12,006,887 15,577,366 36,914,115 Others 1,709,265 1,383,485 3,077,884 Total Revenues 3,647,229,825 3,502,071,158 3,136,078,072 EXPENSES Costs of passengers and services 19.2 and 21 3,573,061,195 3,268,860,076 2,909,878,949 Selling expenses 51,677,965 41,920,996 65,693,479 Administrative expenses 187,185, ,721, ,279,836 Total Expenses 3,811,924,723 3,446,502,563 3,085,852,264 PROFIT (LOSS) BEFORE INCOME TAX EXPENSE (164,694,898) 55,568,595 50,225,808 INCOME TAX EXPENSE (INCOME) 14 (73,964) (73,964) 9,290,407 PROFIT (LOSS) FOR THE PERIOD (164,620,934) 55,642,559 40,935,401 TOTAL COMPREHENSIVE INCOME (EXPENSE) FOR THE PERIOD (164,620,934) 55,642,559 40,935,401 PROFIT (LOSS) ATTRIBUTABLE TO Owners of the parent 1,786,758 55,642,559 40,935,401 Non-controlling interests (166,407,692) - - (164,620,934) 55,642,559 40,935,401 BASIC EARNINGS (LOSS) PER SHARE (BAHT) NUMBER OF WEIGHTED AVERAGE ORDINARY SHARES (SHARES) 625,000, ,000, ,000,000 See the condensed notes to the (Mr. Patee Sarasin) Director and Chief Executive Officer (Mr. Chokchai Panyayong) Director

6 NOK AIRLINES PUBLIC COMPANY LIMITED AND SUBSIDIARIES STATEMENT OF CHANGES IN SHAREHOLDERS EQUITY FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2015 UNAUDITED Note Total attributions to owners of the parent Non-controlling Total Issued and Share premium Retained earnings Deficit from change Total attributions interests shareholders paid-up account Appropriated Unappropriated in shareholding to owners of equity share capital Ordinary shares Legal reserve in a subsidiary the parent Balances as of January 1, ,000,000 3,042,485,943 62,500,000 47,076,765 (5,940,185) 3,771,122, ,231,353 4,349,353,876 Changes in shareholders equity for the three-month period ended March 31, 2015 Total comprehensive income (loss) for the period ,786,758-1,786,758 (166,407,692) (164,620,934) Increase in share capital of a subsidiary ,000, ,000,000 Balances as of March 31, ,000,000 3,042,485,943 62,500,000 48,863,523 (5,940,185) 3,772,909, ,823,661 4,429,732,942 See the condensed notes to the... (Mr. Patee Sarasin) Director and Chief Executive Officer... (Mr. Chokchai Panyayong) Director

7 NOK AIRLINES PUBLIC COMPANY LIMITED AND SUBSIDIARIES STATEMENT OF CHANGES IN SHAREHOLDERS EQUITY (CONTINUED) FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2015 UNAUDITED Issued and Share premium Retained earnings Total paid-up account Appropriated Unappropriated shareholders share capital Ordinary shares Legal reserve equity Balances as at January 1, ,000,000 3,042,485,943 62,500, ,431,243 4,543,417,186 Changes in shareholders equity for the three-month period ended March 31, 2014 Total comprehensive income for the period ,935,401 40,935,401 Balances as at March 31, ,000,000 3,042,485,943 62,500, ,366,644 4,584,352, (Mr. Patee Sarasin) Director and Chief Executive Officer... (Mr. Chokchai Panyayong) Director

8 NOK AIRLINES PUBLIC COMPANY LIMITED AND SUBSIDIARIES STATEMENT OF CHANGES IN SHAREHOLDERS EQUITY (CONTINUED) FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2015 UNAUDITED Issued and Share premium Retained earnings Total paid-up account Appropriated Unappropriated shareholders share capital Ordinary shares Legal reserve equity Balances as of January 1, ,000,000 3,042,485,943 62,500, ,279,874 3,838,265,817 Changes in shareholders equity for the three-month period ended March 31, 2015 Total comprehensive income for the period ,642,559 55,642,559 Balances as of March 31, ,000,000 3,042,485,943 62,500, ,922,433 3,893,908,376 See the condensed notes to the... (Mr. Patee Sarasin) Director and Chief Executive Officer... (Mr. Chokchai Panyayong) Director

9 NOK AIRLINES PUBLIC COMPANY LIMITED AND SUBSIDIARIES STATEMENT OF CASH FLOWS FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2015 UNAUDITED CASH FLOWS FROM OPERATING ACTIVITIES Profit (loss) before income tax (164,694,898) 55,568,595 50,225,808 Adjustments for: Depreciation 14,158,500 13,564,987 8,350,753 Amortisation 5,020,050 4,746,594 4,341,374 Loss on disposal of equipment 50,176 50, ,140 Unrealized loss on foreign exchange rate 28,908,683 28,698,113 2,437,892 Reversal of allowance for doubtful accounts (1,012,059) (1,012,059) (6,289,112) Provision for aircraft maintenance expenses recognized as expenses for the period 52,979,435 64,742,900 41,631,331 Deferred income from customer loyalty programmes recognized during the period 6,320,034 6,320,034 2,705,957 Employee benefit expenses 12,573,517 12,573,517 9,921,080 Interest income (12,006,887) (15,577,366) (36,914,115) Operating profit (loss) before changes in operating assets and liabilities (57,703,449) 169,675,491 77,008,108 Operating assets (increase) decrease Trade and other receivables (149,537,915) (114,463,352) (14,540,095) Inventories 1,311,930 1,311,930 1,064,581 Refundable value-added tax (76,755,393) 46,252,073 - Short-term aircraft deposits and prepayments (54,254,683) (67,946,664) (45,796,503) Other current assets (3,925,842) (1,340,323) 7,600,962 Deposits at bank pledged as collateral (41,393,000) - - Long-term aircraft deposits and prepayments 118,087, ,982,919 31,210 Other non-current assets (148,902) (244,197) (72,040) (264,319,434) 169,227,877 25,296, (Mr. Patee Sarasin) Director and Chief Executive Officer (Mr. Chokchai Panyayong) Director

10 NOK AIRLINES PUBLIC COMPANY LIMITED AND SUBSIDIARIES STATEMENT OF CASH FLOWS (CONTINUED) FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2015 UNAUDITED Note CASH FLOWS FROM OPERATING ACTIVITIES (CONTINUED) Operating liabilities increase (decrease) Trade and other payables 157,750,508 59,488,746 99,931,678 Aircraft maintenance paid (27,431,431) (27,431,431) (39,627,826) Withholding tax payable (1,388,069) (3,764,937) 2,803,768 Other current liabilities 1,652,621 3,746,971 (1,195,987) Employee benefit paid (1,640,711) (1,640,711) (2,645,660) Other non-current liabilities 200, ,752 - Cash received (paid) from operations (135,175,764) 199,827,267 84,562,196 Income tax paid (3,610,097) (1,311,419) (1,302,356) Cash provided by (used in) operating activities (138,785,861) 198,515,848 83,259,840 CASH FLOWS FROM INVESTING ACTIVITIES Cash received from (paid for) temporary investments 300,000, ,000,000 (75,000,000) Cash payment for long-term loans to a related party - (245,000,000) - Cash payment for purchases of equipment and intangible assets (21,677,613) (16,421,898) (30,763,080) Cash received for interest income 13,495,304 13,495,304 61,183,781 Net cash provided by (used in) investing activities 291,817,691 52,073,406 (44,579,299) CASH FLOWS FROM FINANCING ACTIVITIES Cash received for share subscription 245,000, Net cash provided by financing activities 245,000, Effect from exchange rate in cash and cash equivalents (2,078,117) (2,078,117) (3,356,335) Increase in cash and cash equivalents - net 395,953, ,511,137 35,324,206 Cash and cash equivalents as at January 1, 2,926,607,844 1,752,503, ,433,436 Cash and cash equivalents as at March 31, 4.1 3,322,561,557 2,001,015, ,757,642 See the condensed notes to the (Mr. Patee Sarasin) Director and Chief Executive Officer (Mr. Chokchai Panyayong) Director

11 NOK AIRLINES PUBLIC COMPANY LIMITED AND SUBSIDIARIES NOTES TO THE FINANCIAL STATEMENTS FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2015 UNAUDITED 1. GENERAL INFORMATION AND OPERATIONS OF THE COMPANY AND SUBSIDIARIES 1.1 General information and operations of the Company Nok Airlines Public Company Limited (the Company ) was incorporated as a limited company under Thai laws on February 27, The registered office is located at 3 Rajanakarn Building, 17 th Fl., South Sathorn Road, Yannawa, Sathorn, Bangkok, and its principal activity is to provide air transport services for passengers. On January 18, 2013, the Company registered to convert the Company from a limited company to a public limited company and registered the change of the Company s name from Nok Airlines Company Limited to Nok Airlines Public Company Limited with the Ministry of Commerce. On June 20, 2013, the Company had been approved by the Stock Exchange of Thailand to be a listed company in the Stock Exchange of Thailand. As at March 31, 2015 and December 31, 2014, the Company s major shareholder was Thai Airways International Public Company Limited, which is a company incorporated in Thailand, holding 39.20% of the Company s issued and paid-up share capital and has no power of control in the Company. From the situation that the Civil Aviation Department is being reviewed by the International Civil Aviation Organization (ICAO), which may affect to the escalation international route of the Company and subsidiary. Currently, the Company and subsidiary are assessing the situation and impact including consideration to revise the operation plan to align with the situation in future. 1.2 General information and operations of subsidiaries On April 4, 2014, Nok Holidays Co., Ltd. was incorporated to engage the tourism business and other relevant businesses with authorized share capital of Baht 100,000. The Company holds 49% of authorized share capital of such company and the Company s managements hold 51% of authorized share capital. The Company considers that Nok Holidays Co., Ltd. is a subsidiary because the Company has control over the financial and operating policy decisions of such company. The Company records investment in Nok Holidays Co., Ltd. as investment in subsidiary of Baht 49,000 (see Note 9).

12 - 2 - On April 9, 2014, the 2014 Annual General Meeting of Shareholders of the Company had the resolution to approve for establishing a new company to invest in joint venture with Scoot Pte. Ltd., which is a company registered in Singapore, and Pueannammitr Co., Ltd., which is a company registered in Thailand, to operate international low-cost airline business with total investment not exceeding Baht 2,000 million. The portions of investment of the Company, Scoot Pte. Ltd. and Pueannammitr Co., Ltd. are 49%, 49% and 2%, respectively, and approve the Company for providing a loan to such company in the amount not exceeding Baht 970 million. On June 13, 2014, Nok Mangkang Co., Ltd. was incorporated to invest in joint venture according to the resolution of the 2014 Annual General Meeting of Shareholders of the Company as mentioned above with authorized share capital consisting of 49,000 ordinary shares and 51,000 preference shares at par value of Baht 100 each, totaling of authorized share capital of Baht 10 million. The Company holds 49,000 ordinary shares, the Company s director holds 50,000 preference shares and another person holds 1,000 preference shares, equivalent to 49%, 50% and 1% of total authorized share capital of such company, respectively. The Company considers that Nok Mangkang Co., Ltd. is a subsidiary because the Company has control over the financial and operating policy decisions of such company. The Company records investment in Nok Mangkang Co., Ltd. as investment in subsidiary of Baht 4.90 million (see Note 9). On June 19, 2014, the Company s Board of Directors meeting had the resolution to acknowledge the incorporation of Nok Mangkang Co., Ltd. as subsidiary and approve Nok Mangkang Co., Ltd. for investing in NokScoot Airlines Co., Ltd. (formerly Pete Air Co., Ltd.), a company registered in Thailand, with authorized share capital of Baht 25 million, consisting of 250,000 ordinary shares at par value of Baht 100 each in order to operate as joint venture company and had the resolution to approve for affixing the signature in a loan agreement to Nok Mangkang Co., Ltd. under the credit facility of Baht 970 million according to the resolution of the 2014 Annual General Meeting of Shareholders of the Company. In addition, on June 19, 2014, the Company entered into the following agreements: 1. Joint Venture Agreement between the Company, Nok Mangkang Co., Ltd., Scoot Pte. Ltd., Pueannammitr Co., Ltd. and NokScoot Airlines Co., Ltd. (formerly Pete Air Co., Ltd.) which stipulated that investment in NokScoot Airlines Co., Ltd. (formerly Pete Air Co., Ltd.) is Baht 2,000 million, and all parties will invest at times as stipulated in Share Subscription Agreement. 2. Share Subscription Agreement between the Company, Nok Mangkang Co., Ltd., Scoot Pte. Ltd., Pueannammitr Co., Ltd., NokScoot Airlines Co., Ltd. (formerly Pete Air Co., Ltd.) and existing shareholders of NokScoot Airlines Co., Ltd. (formerly Pete Air Co., Ltd.) which stipulated the increase in share capital of NokScoot Airlines Co., Ltd. (formerly Pete Air Co., Ltd.) at times from Baht 25 million until reaching to Baht 2,000 million according to time, amount and conditions specified in such agreement. Upon reaching the investment of Baht 2,000 million, shareholding portions in NokScoot Airlines Co., Ltd. (formerly Pete Air Co., Ltd.) of Nok Mangkang Co., Ltd., Scoot Pte. Ltd. and Pueannammitr Co., Ltd. will be 49%, 49% and 2%, respectively.

13 - 3 - All parties have to comply with the conditions stipulated in the agreements. In case any party cannot comply with such conditions, other parties who comply with the conditions stipulated in the agreements can terminate the agreements by giving notice to other parties. On June 20, 2014, Nok Mangkang Co., Ltd., a subsidiary, purchased one ordinary share of NokScoot Airlines Co., Ltd. (formerly Pete Air Co., Ltd.) at Baht 100 and recorded as long-term investment. Subsequently, on July 9, 2014, NokScoot Airlines Co., Ltd. (formerly Pete Air Co., Ltd.) had registered the capital increase from Baht 25 million to Baht 200 million by issuing additional ordinary shares of 1,750,000 shares at par value of Baht 100 each. Nok Mangkang Co., Ltd., a subsidiary, purchased such additional ordinary shares of 874,998 shares in the amount of Baht million. As a result, Nok Mangkang Co., Ltd. has shareholding portion at 43.75% of NokScoot Airlines Co., Ltd. (formerly Pete Air Co., Ltd.). Nok Mangkang Co., Ltd. considers that NokScoot Airlines Co., Ltd. (formerly Pete Air Co., Ltd.) is a subsidiary because Nok Mangkang Co., Ltd. has control over the financial and operating policy decisions of NokScoot Airlines Co., Ltd. Consideration transferred and the assets acquired and liabilities assumed at the acquisition date in the preparation of the consolidation of the Company and its subsidiaries are summarized as follows: Acquired assets and assumed liabilities Cash and cash equivalents 196,495,118 Aircraft deposits 607,985 Other current assets 47,728 Equipment - net 4,477 Other non - current assets 2,000 Accrued expenses (3,806,831) Total 193,350,477 Less Total consideration transferred to in cash 87,499,900 Non-controlling interests, based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquiree 108,759,740 Surplus from investment exceeding interests in a subsidiary 2,909,163 Managements consider that this surplus from investment exceeding interests in a subsidiary in the consolidated will not be utilized in the future; therefore, it was recorded as expense in the statement of profit or loss and other comprehensive income for the year ended December 31, 2014, in the whole amount. On August 20, 2014, Pete Air Co., Ltd. registered the name change from Pete Air Co., Ltd. to NokScoot Airlines Co., Ltd. with the Ministry of Commerce.

14 - 4 - On October 20, 2014, NokScoot Airlines Co., Ltd. registered the capital increase from Baht 200 million to Baht 500 million by issuing additional ordinary shares of 3,000,000 shares at par value of Baht 100 each. Nok Mangkang Co., Ltd., the Company s subsidiary, purchased such additional ordinary shares of 1,500,000 shares in the amount of Baht 150 million. As a result, Nok Mangkang Co., Ltd. has shareholding portion at 47.5% of NokScoot Airlines Co., Ltd. As a result of the increase in the portion of the investment, the Company has deficit from the change in ownership interest in a subsidiary of Baht 2.79 million which was presented as part of shareholders equity. On December 22, 2014, NokScoot Airlines Co., Ltd. registered the capital increase from Baht 500 million to Baht 1,500 million by issuing additional ordinary shares of 10,000,000 shares at par value of Baht 100 each. Nok Mangkang Co., Ltd., the Company s subsidiary, purchased such additional ordinary shares of 4,975,001 shares in the amount of Baht million. As a result, Nok Mangkang Co., Ltd. has shareholding portion at 49.0% of NokScoot Airlines Co., Ltd. As a result of the increase in the portion of the investment, the Company has additional deficit from the change in ownership interest in a subsidiary of Baht 3.15 million which was presented as part of shareholders equity. As at December 31, 2014, the Company has total deficit from change in shareholding portion in a subsidiary of Baht 5.94 million. On March 27, 2015, the Annual General Meeting of shareholders of NokScoot Airlines Co., Ltd. has a resolution to increase share capital of Baht 500 million from Baht 1,500 million to Baht 2,000 million. Nok Mangkang Co., Ltd., the Company s subsidiary, purchased such additional ordinary shares of 2,450,000 shares and paid for additional ordinary shares of Baht 245 million and Scoot Pte. Ltd. purchased such additional ordinary shares of 2,450,000 shares and paid for additional ordinary shares of Baht 245 million. The Company presents additional share subscription from Scoot Pte. Ltd. as part of non-controlling interest in the consolidated statement of financial position as at March 31, The remaining shareholders purchased remaining additional ordinary shares of 100,000 shares and paid for additional ordinary shares of Baht 10 million after the reporting period. NokScoot Airlines Co., Ltd. has registered for increase in share capital with the Ministry of Commerce on April 16, 2015 (see Note 25). As at March 31, 2015, Nok Mangkang Co., Ltd. remains shareholding portion at 49.0% of NokScoot Airlines Co., Ltd. 2. BASIS FOR PREPARATION AND PRESENTATION OF THE FINANCIAL INFORMATION STATEMENTS 2.1 These interim consolidated and separate are prepared in Thai Baht and in compliance with Thai Accounting Standard No. 34 (Revised 2014) Interim Financial Reporting and accounting practices generally accepted in Thailand. The Company presents the condensed notes to interim and the additional information is disclosed in accordance with the regulations of the Office of the Securities and Exchange Commission.

15 The consolidated and separate statements of financial position as at December 31, 2014, presented herein for comparison, have been derived from the consolidated and separate of the Company for the year then ended which had been previously audited. 2.3 The unaudited results of operations presented in the three-month period ended March 31, 2015, are not necessarily an indication nor anticipation of the operating results for the full year. 2.4 Certain financial information which is normally included in the annual financial statements prepared in accordance with TFRS, but which is not required for interim reporting purposes, has been omitted. In addition, the interim for the three-month period ended March 31, 2015, should be read in conjunction with the audited for the year ended December 31, The interim financial information for the three-month period March 31, 2015, included accounting records of the Company and subsidiaries. Transactions of subsidiaries are included in the interim financial information from the date that control commences until March 31, Significant transactions and balances between the Company and subsidiaries have been eliminated. As at March 31, 2015, and December 31, 2014, the Company has shareholding portion in the subsidiaries as follows: Business type Country of Registration Shareholdings registration date % As at March 31, As at December 31, Direct subsidiaries Nok Holidays Co., Ltd. Tourism and other relevant business Thailand April 4, Nok Mangkang Co., Ltd. Air transport service for passengers, parcel and parcel post Thailand June 13, Indirect subsidiary NokScoot Airlines Co., Ltd. (formerly Pete Air Co., Ltd.) * Air transport service for passengers, parcel and parcel post Thailand October 30, * Subsidiary of Nok Mangkang Co., Ltd. 2.6 The preparation of interim financial information in conformity with Thai Accounting Standard No. 34 (Revised 2014) Interim Financial Reporting also requires the Company and subsidiaries managements to exercise judgments in order to determine the accounting policies, estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the interim and the reported amounts of revenue and expense during the reporting period. Although these estimates are based on managements reasonable consideration of current events, actual results may differ from these estimates.

16 Thai Financial Reporting Standards affecting the presentation and/or disclosure in the current year The Federation of Accounting Professions has issued the Notifications regarding Thai Financial Reporting Standards (TFRSs) which are effective for the financial statements for the period beginning on or after January 1, 2015 onwards, as follows: Thai Accounting Standards ( TAS ) TAS 1 (Revised 2014) Presentation of Financial Statements TAS 2 (Revised 2014) Inventories TAS 7 (Revised 2014) Statement of Cash Flows TAS 8 (Revised 2014) Accounting Policies, Changes in Accounting Estimates and Errors TAS 10 (Revised 2014) Events after the Reporting Period TAS 11 (Revised 2014) Construction Contracts TAS 12 (Revised 2014) Income Taxes TAS 16 (Revised 2014) Property, Plant and Equipment TAS 17 (Revised 2014) Leases TAS 18 (Revised 2014) Revenue TAS 19 (Revised 2014) Employee Benefits TAS 20 (Revised 2014) Accounting for Government Grants and Disclosure of Government Assistance TAS 21 (Revised 2014) The Effects of Changes in Foreign Exchange Rate TAS 23 (Revised 2014) Borrowing Costs TAS 24 (Revised 2014) Related Party Disclosures TAS 26 (Revised 2014) Accounting and Reporting by Retirement Benefit Plans TAS 27 (Revised 2014) Financial Statements TAS 28 (Revised 2014) Investments in Associates and Joint Ventures TAS 29 (Revised 2014) Financial Reporting in Hyperinflationary Economies TAS 33 (Revised 2014) Earnings per Share TAS 34 (Revised 2014) Interim Financial Reporting TAS 36 (Revised 2014) Impairment of Assets TAS 37 (Revised 2014) Provisions, Contingent Liabilities and Contingent Assets TAS 38 (Revised 2014) Intangible Assets TAS 40 (Revised 2014) Investment Property Thai Financial Reporting Standards ( TFRS ) TFRS 2 (Revised 2014) Share - Based Payment TFRS 3 (Revised 2014) Business Combinations TFRS 5 (Revised 2014) Non-current Assets Held for Sale and Discontinued Operations TFRS 6 (Revised 2014) Exploration for and Evaluation of Mineral Assets TFRS 8 (Revised 2014) Operating Segments TFRS 10 Financial Statements TFRS 11 Joint Arrangements TFRS 12 Disclosure of Interests in Other Entities TFRS 13 Fair Value Measurement Thai Accounting Standards Interpretations ( TSIC ) TSIC 10 (Revised 2014) Government Assistance - No Specific Relation to Operating Activities TSIC 15 (Revised 2014) Operating Leases - Incentives TSIC 25 (Revised 2014) Income Taxes - Change in the Tax Status of an Enterprise or its Shareholders TSIC 27 (Revised 2014) Evaluating the Substance of Transactions in the Legal Form of a Lease TSIC 29 (Revised 2014) Disclosure - Service Concession Arrangements TSIC 31 (Revised 2014) Revenue - Barter Transactions Involving Advertising Services TSIC 32 (Revised 2014) Intangible Assets - Web Site Costs

17 - 7 - Thai Financial Reporting Standard Interpretations ( TFRIC ) TFRIC 1 (Revised 2014) Changes in Existing Decommissioning, Restoration and Similar Liabilities TFRIC 4 (Revised 2014) Determining whether an Arrangement contains a Lease TFRIC 5 (Revised 2014) Rights to Interests arising from Decommissioning, Restoration and TFRIC 7 (Revised 2014) Environmental Rehabilitation Funds Applying the Restatement Approach under IAS 29 Financial Reporting in Hyperinflationary Economies TFRIC 10 (Revised 2014) Interim Financial Reporting and Impairment TFRIC 12 (Revised 2014) Service Concession Arrangements TFRIC 13 (Revised 2014) Customer Loyalty Programmes TFRIC 14 TAS 19 (Revised 2014) - The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction TFRIC 15 (Revised 2014) Agreements for the Construction of Real Estate TFRIC 17 (Revised 2014) Distributions of Non-cash Assets to Owners TFRIC 18 (Revised 2014) Transfers of Assets from Customers TFRIC 20 Stripping Costs in the Production Phase of a Surface Mine Above TFRSs have no material impact on these consolidated and separate financial statements. 2.8 Thai Financial Reporting Standards announced in the Royal Gazette but not yet effective The Federation of Accounting Professions issued the Notification regarding Thai Financial Reporting Standard No.4 (Revised 2014) Insurance Contracts, which will be effective for the accounting period beginning on or after January 1, 2016 onwards. The Company s and its subsidiaries managements assess that such the TFRS has no impact on the of the Company and its subsidiaries in the period of initial application. 3. SIGNIFICANT ACCOUNTING POLICIES The Company and its subsidiaries use the same accounting policies and calculation method in these interim as those used in the consolidated and separate financial statements for the year ended December 31, 2014.

18 SUPPLEMENTARY DISCLOSURES OF CASH FLOW INFORMATION 4.1 Cash and cash equivalents consist of: As at As at As at As at March 31, December 31, March 31, December 31, Cash on hand 25,757,380 25,120,274 25,691,380 25,099,941 Deposits at banks - current accounts 140,678, ,715, ,008, ,685,286 Deposits at banks - savings accounts 1,506,125,213 1,440,772, ,315, ,718,768 Certificates of deposit (interest at the rates of 1.80% % p.a. with maturities less than 3 months) 1,650,000,000 1,350,000,000 1,650,000,000 1,350,000,000 Total 3,322,561,557 2,926,607,844 2,001,015,132 1,752,503, Non-cash items from purchases and increase in equipment and intangible assets for the three-month periods ended March 31, consist of: Payables for purchases of equipment and intangible assets brought forward 23,024,260 23,019,780 23,117,470 Add Purchases during the periods 16,134,546 10,883,311 28,572,149 Less Cash payments during the periods (21,677,613) (16,421,898) (30,763,080) Payables for purchases of equipment and intangible assets carried forward 17,481,193 17,481,193 20,926, TEMPORARY INVESTMENTS Temporary investments consist of: As at As at As at As at March 31, December 31, March 31, December 31, Certificate of deposits (interest at the rate of 2.09% p.a. with maturities of 4-6 months) - 300,000, ,000,000 Total - 300,000, ,000,000

19 TRADE AND OTHER RECEVABLES 6.1 Trade and other receivables Trade and other receivables consist of: As at As at As at As at March 31, December 31, March 31, December 31, Trade receivables - Related parties (see Note 19.1) 3,943,226 1,409,019 5,127,505 1,409,019 Trade receivables - Other parties 102,576,290 94,719,760 97,684,216 94,719,760 Total 106,519,516 96,128, ,811,721 96,128,779 Less Allowance for doubtful accounts (8,623,735) (9,635,794) (8,623,735) (9,635,794) Total trade receivables 97,895,781 86,492,985 94,187,986 86,492,985 Other receivables Other prepaid expenses 275,311, ,499, ,150, ,455,604 Accrued income - Related parties 1,712,862-7,198,897 3,797,372 Accrued income - Other parties 12,483,802 15,921,489 12,184,273 13,740,144 Advance payments - Related parties ,745 6,467,334 Advance payments - Other parties 7,531,904 6,726,201 7,544,605 8,887,546 Advance payments for aircraft maintenance 66,267,577 73,592,240 66,267,577 73,592,240 Advance engine maintenance expenses 104,140, ,140,311 - Refundable deposit 13,087, Total 578,431, ,232, ,112, ,433, Trade receivables classified by aging are as follows: As at As at As at As at March 31, December 31, March 31, December 31, Current 85,983,144 75,784,589 82,275,349 75,784,589 Overdue - Less than 1 month 7,672,551 6,004,874 7,672,551 6,004,874 - Over 1 month to 2 months 336, , , ,603 - Over 2 months to 4 months 719, , , ,354 - Over 4 months to 1 year 4,722,539 5,107,578 4,722,539 5,107,578 - Over 1 year 7,084,906 8,820,781 7,084,906 8,820, ,519,516 96,128, ,811,721 96,128,779 Less Allowance for doubtful accounts (8,623,735) (9,635,794) (8,623,735) (9,635,794) Total 97,895,781 86,492,985 94,187,986 86,492,985

20 INVENTORIES Inventories consist of: As at As at As at As at March 31, December 31, March 31, December 31, Goods for sales 2,685,098 2,853,767 2,685,098 2,853,767 Spare parts and other supplies 13,463,523 14,606,785 13,463,523 14,606,785 Total 16,148,621 17,460,552 16,148,621 17,460,552 Costs of inventories recognized as expenses in the consolidated and separate statement of profit or loss and other comprehensive income for the three-month period ended March 31, 2015 is Baht 7.76 million and in the separate statement of profit or loss and other comprehensive income for the three-month period ended March 31, 2014 was Baht 2.24 million. 8. AIRCRAFT DEPOSITS AND ADVANCE PAYMENTS Aircraft deposits and advance payments consist of: As at As at As at As at March 31, December 31, March 31, December 31, Short-term Deposits - aircraft lease and machine 56,587,395 83,776,993 56,587,395 70,487,809 Prepayments - aircraft acquisition 1,224,156,706 1,158,890,411 1,224,156,706 1,158,890,411 Total 1,280,744,101 1,242,667,404 1,280,744,101 1,229,378,220 Long-term Deposits - aircraft lease and machine 91,458,065 35,076,883 38,888,880 - Prepayments - aircraft acquisition 791,761, ,386, ,761, ,386,998 Total 883,219,490 1,012,463, ,650, ,386,998

21 INVESTMENTS IN SUBSIDIARIES Investments in subsidiaries as at March 31, 2015 and December 31, 2014, consist of: Companies Business Country of registration Direct subsidiaries Nok Holidays Co., Ltd. Nok Mangkang Co., Ltd. Indirect subsidiary NokScoot Airlines Co., Ltd.* Tourism guiding and other relevant business Air transport service for passengers, parcel and parcel post Air transport service for passengers, parcel and parcel post Shareholding (%) Paid-up share capital (Baht) financial statements Cost method (Baht) Thailand ,000 49,000 Thailand 49 10,000,000 4,900,000 Thailand ,500,000,000 - Total 4,949,000 * Subsidiary of Nok Mangkang Co., Ltd. 10. OTHER LONG-TERM INVESTMENTS Other long-term investments consist of: Companies As at March 31, As at December 31, As at March 31, As at December 31, Shareholding (%) Cost Method Shareholding (%) Cost Method Shareholding (%) Cost Method Shareholding (%) Cost Method Baht Baht Baht Baht The Aeronautical Radio of Thailand Limited ,661, ,661, ,661, ,661,500 Pan Am International Flight Training Center (Thailand) Co., Ltd ,650, ,650, ,650, ,650,000 Total 47,311,500 47,311,500 47,311,500 47,311, Investment in The Aeronautical Radio of Thailand Limited In year 2004, the Company applied for a membership of The Aeronautical Radio of Thailand Limited and acquired the Aeronautical Radio of Thailand Limited s shares according to its regulation. The authorized share capital of The Aeronautical Radio of Thailand Limited of 6,600,000 ordinary shares, at par value of Baht 100 each, are classified into 2 classes as to the qualification of the shareholders as follows: 1. Ordinary share class A, 6.0 million shares specifically held by Thai government and persons who get consents from the Government. 2. Ordinary share class B, 600,000 shares specifically held by airlines, which regularly operate their flights to and/or in Thailand according to their announced flight schedules.

22 As the regulation of The Aeronautical Radio of Thailand Limited does not allow the dividend payment, shareholders will receive discount on air navigation facility charge instead. The proportion of shareholding will be varied, increase or decrease, depending on the allotment by The Aeronautical Radio of Thailand Limited based on the number of flights during the year of the members. The amount paid for the shares is refundable upon the termination of its membership Investment in Pan Am International Flight Training Center (Thailand) Co., Ltd. On August 7, 2014, the Board of Directors Meeting No. 8/2014 had a resolution to approve the Company for joint investment with a juristic person in foreign country and a juristic person in Thailand in order to establish the crew training center in the amount of USD 1.25 million which is 15% of the share capital of such joint venture. 11. LONG-TERM LOANS TO A RELATED PARTY On July 8, 2014, the Company entered into the loan agreement for lending to Nok Mangkang Co., Ltd. in the amount of Baht 970 million, carrying interest rate at the average fixed deposits rate for 1 year of two commercial banks plus 0.50% p.a. with no collateral and due for repayment within 10 years. As at March 31, 2015 and December 31, 2014, long-term loans to a related party are Baht 970 million and Baht 725 million, respectively (see Note 19.1). 12. LEASEHOLD IMPROVEMENTS AND EQUIPMENT Movements of leasehold improvements and equipment for the three-month period ended March 31, 2015, are as follows: financial statements financial statements Beginning carrying amounts as at January 1, ,833, ,464,321 Purchases of assets (including construction in progress) 11,919,856 9,440,371 Transfer in - cost 356, ,645 Transfer out - cost (356,645) (356,645) Cost of disposed/written-off assets (2,282,397) (2,282,397) Accumulated depreciation of disposed/written-off assets 2,232,221 2,232,221 Depreciation (14,158,500) (13,564,987) Ending carrying amounts as at March 31, ,544, ,289,529 As at March 31, 2015, costs of equipment which are fully depreciated but still in use presented in the consolidated and separate are Baht million and Baht million, respectively.

23 INTANGIBLE ASSETS Movements of intangible assets for the three-month period ended March 31, 2015 are as follows: financial financial statements statements Beginning carrying amounts as at January 1, ,161,006 42,715,468 Purchases of intangible assets 4,214,690 1,442,940 Transfer in - cost 4,935,237 1,489,700 Transfer out - cost (4,935,237) (1,489,700) Amortization (5,020,050) (4,746,594) Ending carrying amounts as at March 31, ,355,646 39,411,814 As at March 31, 2015, costs of intangible assets which are fully amortized but still in use presented in the consolidated and separate are Baht million and Baht million, respectively. 14. DEFERRED TAX ASSETS AND INCOME TAX EXPENSE Deferred tax assets consist of: As at As at As at As at March 31, December 31, March 31, December 31, Deferred tax assets 19,449,570 19,375,606 19,449,570 19,375,606 The movements of deferred tax assets during the period are as follows: and separate Balances Items Items Balances As at recognized in recognized As at January 1, profit or loss in other March 31, 2015 comprehensive 2015 income Deferred tax asset Allowance for doubtful accounts 360,689 (7,938) - 352,751 Deferred income from customer loyalty programmes 6,617, ,617,843 Employee benefit obligations 12,397,074 81,902-12,478,976 Total 19,375,606 73,964-19,449,570

24 Income tax expenses (income) for the three-month periods ended March 31, consist of: Financial statements Financial statements Current income tax expense - - 9,323,185 Deferred income tax (73,964) (73,964) (32,778) Income tax expense (income) (73,964) (73,964) 9,290,407 Reconciliation between income tax expense and the amount of tax derived from accounting profit multiplied by the applicable tax rate for the three-month periods ended March 31, were as follows: Financial statements Financial statements Accounting profit (loss) for non-promoted operations (167,860,297) 52,403,196 45,931,347 Accounting profit (loss) for promoted operations 3,165,399 3,165,399 4,294,461 Accounting profit (loss) before income tax expense (164,694,898) 55,568,595 50,225,808 Income tax calculated based on tax rate at 20% (33,572,059) 10,480,639 9,186,269 Effect of tax losses not recognized as deferred tax assets 33,572, Effect of loss for promoted business used as tax deduction - (10,480,639) - Tax effect of temporary differences (73,964) (73,964) - Tax effect of permanent differences ,138 Corporate income tax expenses (income) as presented in the statements of profit or loss and other comprehensive income (73,964) (73,964) 9,290, TRADE AND OTHER PAYABLES Trade and other payables are as follows: As at As at As at As at March 31, December 31, March 31, December 31, Trade payables - Related parties (see Note 19.1) 77,825,337 62,044,150 77,825,337 63,949,950 Trade payables - Other parties 434,271, ,367, ,478, ,583,190 Other payables 1,357,034 1,963,781 1,356,114 1,962,861 Unearned passenger revenues 962,712, ,966, ,145, ,596,320 Other unearned revenues 16,690,708 19,490,774 16,690,708 19,490,774 Accrued expenses 491,746, ,930, ,645, ,201,992 Total 1,984,604,072 1,833,762,816 1,780,142,073 1,727,785,087

25 PROVISION FOR AIRCRAFT MAINTENANCE Provisions for aircraft maintenance consist of: As at As at As at As at March 31, December 31, March 31, December 31, Beginning balances for provisions for aircraft maintenance 169,932, ,098, ,169, ,098,200 Add Increase during the periods - recognized as expenses for the periods 52,979, ,683,404 64,742, ,919,939 Less Aircraft maintenance cost incurred during the periods (27,431,431) (135,848,896) (27,431,431) (135,848,896) Ending balances for provisions for aircraft maintenance 195,480, ,932, ,480, ,169,243 Less Short-term provisions for aircraft maintenance (83,992,895) (78,280,934) (83,992,895) (78,280,934) Ending balances for long-term provisions for aircraft maintenance 111,487,817 91,651, ,487,817 79,888, EMPLOYEE BENEFIT OBLIGATIONS Employee benefit obligations consist of: As at As at As at As at March 31, December 31, March 31, December 31, Retirement benefits 111,798, ,436, ,798, ,436,274 Other long term benefit - Pilot saving fund 29,289,954 26,719,411 29,289,954 26,719,411 Total 141,088, ,155, ,088, ,155,685

26 Retirement benefits Movements in the retirement benefits are as follows: As at As at As at As at March 31, December 31, March 31, December 31, Beginning balances of retirement 103,436,274 97,528, ,436,274 97,528,525 benefits Benefits paid (1,640,711) (7,678,230) (1,640,711) (7,678,230) Current service costs and interest cost 10,002,974 25,295,121 10,002,974 25,295,121 Actuarial gain - (11,709,142) - (11,709,142) Ending balances of retirement benefits 111,798, ,436, ,798, ,436,274 For the year ended December 31, 2014, the Company recognized actuarial gain in the statements of profit or loss and other comprehensive income of Baht million. Such actuarial gain mainly resulted from change in discount rate and turnover rate of the principle actuarial assumptions. Retirement benefits recognized in the statements of profit or loss and other comprehensive income for the three-month periods ended March 31, are as follows: Current service costs 9,291,867 9,291,867 5,537,135 Interest cost 711, , ,744 Total 10,002,974 10,002,974 6,349,879 Principal actuarial assumptions are as follows: As at As at As at As at March 31, December 31, March 31, December 31, Percent Percent Per annum Per annum Percent Per annum Percent Per annum Discount rate Salary increase rate Employee turnover rate 11.50* 11.50* 11.50* 11.50* Mortality rate TMO2008** TMO2008** TMO2008** TMO2008** * Based on the average age of employees ** Reference from TMO 2008 : Thai Mortality Ordinary Tables of 2008

27 Other long-term employee benefit - Pilot saving fund Movements in other long-term employee benefit - Pilot saving fund are as follows: As at As at As at As at March 31, December 31, March 31, December 31, Beginning balances - Other long-term benefit - Pilot saving fund 26,719,411 11,619,107 26,719,411 11,619,107 Add Increase during the periods - recognized as expenses for the periods 2,570,543 15,198,604 2,570,543 15,198,604 Less Benefits paid - (98,300) - (98,300) Ending balances - Other long-term benefit - Pilot saving fund 29,289,954 26,719,411 29,289,954 26,719,411 Since January 1, 2013, the Company has provided other benefits to Pilot upon the retirement age or upon resignation or loosen license cause. This accumulated saving fund to pilots is calculated on the basis of actual number of flights per month and years of service of pilots as per the Company s policy. 18. PROVIDENT FUNDS The Company and subsidiaries have set up a Provident Fund which is contributory by employees and the Company. The fund is registered as the provident fund in accordance with the Provident Fund Act B.E (1987). The Company and subsidiaries contributed to the provident fund and recorded as expenses in the statement of profit or loss and other comprehensive income for the three-month periods ended March 31, as follows: Contributory provident fund 6,884,921 6,884,921 5,318,063

28 RELATED PARTY TRANSACTIONS The Company has transactions with its related parties which have the same group of shareholders and directors. Those transactions occurred in the normal course of business based on the basis determined by the Company and related persons and related parties. Significant related persons and related parties as at March 31, 2015 and December 31, 2014, consist of: Company Name Type of Business Relationship NokScoot Airlines Co., Ltd. * Air transport services for passengers, Indirect subsidiary parcel and parcel post Nok Mangkang Co., Ltd. * Air transport services for passengers, Subsidiary parcel and parcel post Nok Holidays Co., Ltd. * Tourism and other relevant businesses Subsidiary Pan Am International Flight Training Center (Thailand) Co., Ltd. * Pilot training services The Company s management is director. Pueannammitr Co., Ltd. * Acquiring, hire-purchase and managing assets The Company s managements are shareholder. Thai Airways International PLC. Services transportation and logistics Common shareholders and director Thai Smile Airways Co., Ltd. Services transportation and logistics Common shareholders and director Donmuang International Airport Hotel Hotel Same group of shareholders Co., Ltd. Phuket Air Catering Company Limited Catering services Same group of shareholders Thai Flight Training Co., Ltd. Cockpit training Same group of shareholders Dhipaya Insurance PLC.** General insurance Common director Major Cineplex Group PLC.** Services media and publishing Common director Siam Premier International Law Office Limited Legal advisor Common director Mr. Somchainuk Engtrakul** - Director Mr. Apichart Chirabandhu - Member of Audit Committee Director * Become related parties during the year ended December 31, 2014 ** Become related parties from January 15, 2015