INTEGRITY QUALITY SERVICE - Saha-Union Co., Ltd

INTEGRITY QUALITY SERVICE - Saha-Union Co., Ltd INTEGRITY QUALITY SERVICE - Saha-Union Co., Ltd

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74 SAHA-UNION Company’s name Type of Relationship 11 Uni-Fiber Co., Ltd. One of the 10 major related shareholders 12 Union Multi-Capital Co., Ltd. 13 Thai Rubber Enterprise Co., Ltd. One of the 10 major related shareholders Major shareholder 14 Union Pioneer Plc. Major shareholder 15 Union Button Corp., Ltd. 16 Union Shoes Co., Ltd. 17 Venus Shoes Co., Ltd. Board of Director and related person holding more than 10% of shares Major shareholder Major shareholder 18 Uni-Agro Co., Ltd. Major shareholder holding more than 90% of shares Type of Transaction 1. Deposit 2. Interest Receivables - Payables 3. Dividend Income - Expenses 4. Service Income 5. Interest Income - Expenses 1. Dividend Income - Expenses 1. Dividend Income - Expenses 2. Rental Income 3. Interest Income - Expenses 4. Debtor - Creditor 1. Purchase – Sales of merchandise 2. Dividend Income - Expenses 3. Rental Income 4. Debtor - Creditor 1. Dividend Income - Expenses 2. Debtor - Creditor 1. Deposit 2. Interest Receivables - Payables 3. Interest Income - Expenses 1. Deposit 2. Interest Income - Expenses 3. Purchase – Sales of merchandise 4. Rental Income 5. Interest Receivables - Payables 6. Debtor - Creditor 1. Dividend Income - Expenses Amount (Million Baht) 10.74 0.03 22.70 0.01 0.37 Related Information Pricing Policy Outstanding balance as of the end of 2011 From resolution of the Shareholders’ Meeting Contract price Referred to types and rates of a major commercial bank 10.64 From resolution of the Shareholders’ Meeting 5.84 1.49 0.24 4.64 12.36 20.93 3.30 1.28 2.38 0.03 21.20 0.05 0.30 6.00 0.07 0.34 0.42 0.01 0.07 Total Value of year 2011 1,905.78 From resolution of the Shareholders’ Meeting Contract price Referred to types and rates of a major commercial bank Outstanding balance as of the end of 2011 Comparable with market price From resolution of the Shareholders’ Meeting Contract price Outstanding balance as of the end of 2011 From resolution of the Shareholders’ Meeting Outstanding balance as of the end of 2011 Outstanding balance as of the end of 2011 Referred to types and rates of a major commercial bank Referred to types and rates of a major commercial bank Comparable with market price Contract price Outstanding balance as of the end of 2011 Outstanding balance as of the end of 2011 0.56 From resolution of the Shareholders’ Meeting Necessity The companies in the group had their surplus liquidity and deposited the money with the Company for effective financial management within the group. Also, in normal business transactions should have the return on investment. In business transactions, there should be returns on investment. To develop and make use of its vacant plots of land with rubber plantation. The purchasing of raw materials should be made in a large quantity to generate more bargaining power. Also, in business transactions, there should be returns on investment. In business transactions, there should be returns on investment. The companies in the group had their surplus liquidity and deposited the money with the Company for effective financial management within the group. The companies in the group had their surplus liquidity and deposited the money with the Company for effective financial management within the group.

156 SAHA-UNION AUDITOR’S REMUNERATION AUDIT FEE The auditors of the Company and its subsidiaries in the year 2011 were Mr. Narong Pantawong and Mr. Termphong Opanaphan of Ernst & Young Office Ltd. These auditors were independent and no relationship, and/or not a stakeholder with the Company or its subsidiaries, or executive, or major shareholder, or person related to the stated persons and were certified auditors obtaining approval from the Securities and Exchange Commission (SEC). During the agenda on auditor nomination in the Annual General Meeting of Shareholders, the Company proposed at least 3 auditors from the same office for consideration. The nominated auditors were completed qualifications as approved by the Securities and Exchange Commission and was declared their independency to the Shareholders as above. In the fiscal year 2011, the Company and its subsidiaries have paid the audit fee to Ernst & Young Office Ltd., totaled Baht 7,820,000.- The Company and its subsidiaries have not paid the audit fee to the auditor directly or to any person, or any business related to the auditor and other auditor office where the auditor was working for. NON-AUDIT FEE In the year 2011, the Company and its subsidiaries have not paid any non-audit fee; and there were no remaining service works to be paid in the following year to the auditor or to the Ernst & Young Office Ltd., or to any person/business in connection with the auditor and the audit office where the auditor was working for.

74<br />

SAHA-UNION<br />

<strong>Co</strong>mpany’s name<br />

Type of<br />

Relationship<br />

11 Uni-Fiber <strong>Co</strong>., <strong>Ltd</strong>. One of the 10<br />

major related<br />

shareholders<br />

12 <strong>Union</strong> Multi-Capital<br />

<strong>Co</strong>., <strong>Ltd</strong>.<br />

13 Thai Rubber<br />

Enterprise <strong>Co</strong>., <strong>Ltd</strong>.<br />

One of the 10<br />

major related<br />

shareholders<br />

Major<br />

shareholder<br />

14 <strong>Union</strong> Pioneer Plc. Major<br />

shareholder<br />

15 <strong>Union</strong> Button<br />

<strong>Co</strong>rp., <strong>Ltd</strong>.<br />

16 <strong>Union</strong> Shoes<br />

<strong>Co</strong>., <strong>Ltd</strong>.<br />

17 Venus Shoes<br />

<strong>Co</strong>., <strong>Ltd</strong>.<br />

Board of<br />

Director and<br />

related person<br />

holding more<br />

than 10% of<br />

shares<br />

Major<br />

shareholder<br />

Major<br />

shareholder<br />

18 Uni-Agro <strong>Co</strong>., <strong>Ltd</strong>. Major<br />

shareholder<br />

holding more<br />

than 90% of<br />

shares<br />

Type of Transaction<br />

1. Deposit<br />

2. Interest Receivables -<br />

Payables<br />

3. Dividend Income -<br />

Expenses<br />

4. Service Income<br />

5. Interest Income -<br />

Expenses<br />

1. Dividend Income -<br />

Expenses<br />

1. Dividend Income -<br />

Expenses<br />

2. Rental Income<br />

3. Interest Income -<br />

Expenses<br />

4. Debtor - Creditor<br />

1. Purchase – Sales of<br />

merchandise<br />

2. Dividend Income -<br />

Expenses<br />

3. Rental Income<br />

4. Debtor - Creditor<br />

1. Dividend Income -<br />

Expenses<br />

2. Debtor - Creditor<br />

1. Deposit<br />

2. Interest Receivables -<br />

Payables<br />

3. Interest Income -<br />

Expenses<br />

1. Deposit<br />

2. Interest Income -<br />

Expenses<br />

3. Purchase – Sales of<br />

merchandise<br />

4. Rental Income<br />

5. Interest Receivables -<br />

Payables<br />

6. Debtor - Creditor<br />

1. Dividend Income -<br />

Expenses<br />

Amount<br />

(Million<br />

Baht)<br />

10.74<br />

0.03<br />

22.70<br />

0.01<br />

0.37<br />

Related Information<br />

Pricing Policy<br />

Outstanding balance as<br />

of the end of 2011<br />

From resolution of the<br />

Shareholders’ Meeting<br />

<strong>Co</strong>ntract price<br />

Referred to types<br />

and rates of a major<br />

commercial bank<br />

10.64 From resolution of the<br />

Shareholders’ Meeting<br />

5.84<br />

1.49<br />

0.24<br />

4.64<br />

12.36<br />

20.93<br />

3.30<br />

1.28<br />

2.38<br />

0.03<br />

21.20<br />

0.05<br />

0.30<br />

6.00<br />

0.07<br />

0.34<br />

0.42<br />

0.01<br />

0.07<br />

Total Value of year 2011 1,905.78<br />

From resolution of the<br />

Shareholders’ Meeting<br />

<strong>Co</strong>ntract price<br />

Referred to types<br />

and rates of a major<br />

commercial bank<br />

Outstanding balance as<br />

of the end of 2011<br />

<strong>Co</strong>mparable with<br />

market price<br />

From resolution of the<br />

Shareholders’ Meeting<br />

<strong>Co</strong>ntract price<br />

Outstanding balance as<br />

of the end of 2011<br />

From resolution of the<br />

Shareholders’ Meeting<br />

Outstanding balance as<br />

of the end of 2011<br />

Outstanding balance as<br />

of the end of 2011<br />

Referred to types<br />

and rates of a major<br />

commercial bank<br />

Referred to types<br />

and rates of a major<br />

commercial bank<br />

<strong>Co</strong>mparable with<br />

market price<br />

<strong>Co</strong>ntract price<br />

Outstanding balance as<br />

of the end of 2011<br />

Outstanding balance as<br />

of the end of 2011<br />

0.56 From resolution of the<br />

Shareholders’ Meeting<br />

Necessity<br />

The companies in the group<br />

had their surplus liquidity and<br />

deposited the money with the<br />

<strong>Co</strong>mpany for effective financial<br />

management within the group.<br />

Also, in normal business<br />

transactions should have the<br />

return on investment.<br />

In business transactions, there<br />

should be returns on investment.<br />

To develop and make use of its<br />

vacant plots of land with rubber<br />

plantation.<br />

The purchasing of raw materials<br />

should be made in a large<br />

quantity to generate more<br />

bargaining power. Also, in<br />

business transactions, there<br />

should be returns on investment.<br />

In business transactions, there<br />

should be returns on investment.<br />

The companies in the group<br />

had their surplus liquidity and<br />

deposited the money with the<br />

<strong>Co</strong>mpany for effective financial<br />

management within the group.<br />

The companies in the group<br />

had their surplus liquidity and<br />

deposited the money with the<br />

<strong>Co</strong>mpany for effective financial<br />

management within the group.

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