TRITON AR2019 EN

TRITON HOLDING PUBLIC COMPANY LIMITED TAriNtoDn hIoTldSingSpUuBblSicIDcoImApRaInEySlimited and its subsidiaries

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2019

Net book value of the net identifiable and acquired liabilities assets of Nongree Power Plant Co., Ltd.,
which is not significantly different from fair value appraised by independent appraiser,
acquired on the date of acquisition are as follows:

Cash and cash equivalents Unit : Baht
Trade and other current receivables 196,434
Refundable value-added tax
Property, plant and equipment 8,762,473
Other intangible assets 15,587,041
Other non-current assets 263,755,415
Trade and other payables
Short-term borrowing from a related company 216,804
Short term loan and current portion of borrowings 552,000
(98,574,409)
Long-term borrowing from a financial institution (29,548,337)
Other current and non-current liabilities (16,235,931)
Identifiable assets and acquired liabilities - net
Non-controlling interests (54,083,432)
(calculated by acquiree’s identifiable net assets (47,521)
according to proportionate ownership held by non-
controlling interest) 90,580,537

Consideration transferred (40,258,017)
Profit from acquisitions (40,000,000)
10,322,520

The Group recognized the difference amount between the consideration transferred and net
book value of the net identifiable assets and acquired liabilities from the business acquisition
as profit from acquisitions of business in amounting to Baht 10,322,520 which was presented
in the consolidated statements of profit or loss and other comprehensive income for the year
ended December 31, 2019.

Subsequently, on September 19, 2019, the Extraordinary General Meeting of Shareholders of
Nongree Power Plant Co., Ltd. No. 6/2019 passed a special resolution to increase in share
capital from 900,000 shares to 2,000,000 shares by issuing 1,100,000 new ordinary shares at
Baht 100 per share totalling Baht of 110,000,000. On September 20, 2019, Triton Power
Company Limited purchased the ordinary shares of Nongree Power Plant Company Limited
by 1,100,000 shares in amount of Baht 110,000,000. As the result, the shareholding
proportion of Triton Power Company Limited increased from 55.55% to 80% of total issued
and paid-up ordinary shares. Net book value of assets of Nongree Power Plant Company
Limited which was held by Triton Power Company Limited after the capital increase Baht
110,141,909. The Group recognized the difference between the payment of the capital
increase and the net book value of assets of Nongree Power Plant Company Limited which
was held by Triton Power Company Limited after the capital increase as “Surplus arising
from change in ownership interests in subsidiaries” in amount of Baht 141,909, which was
presented under “Shareholders’ equity” in the consolidated financial statements.

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ATnRnuITalORNepoHrtO20L1D9ING PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2019

Since August 30, 2019, the acquisition date, up to December 31, 2019, the Group had revenue
and net income which were included in the financial performance for the year ended
December 31, 2019 in the amount of Baht 21,490,953 (Revenue from sales of Baht 19,531,473
and revenue from subsidy for adders of Baht 1,959,480) and Baht 6,939,012, respectively.

44. LITIGATIONS

In 2015, Triton Engineering and Construction Public Company Limited (Formerly named
“Strega Public Company Limited”), which is a subsidiary, and a government agency and 8 co-
defendants were sued. Such subsidiary is sued as the 8th defendant under the Central
Administrative Court totally 4 cases for the lands compensation and damages for loss of
income amounting to Baht 87.49 million. At the present, the case is being in the process of the
Central Administrative Court. However, the subsidiary’s management believes that there will
be no significant losses to such subsidiary as a result of this litigation, so such subsidiary does
not set aside any provision for contingent liabilities in the financial statements.

45. FAIR VALUE MEASUREMENT OF FINANCIAL INSTRUMENTS

Some financial assets of the Group that were measured at fair value in the statement of
financial position as at the end of reporting period.

The following table gives information about how the fair values of these financial assets are
determined.

Financial assets Consolidated Separate Fair value Valuation technique(s)
hierarchy and key input(s)
financial statements financial statements

As at As at As at As at

December 31, December 31, December 31, December 31,

2019 2018 2019 2018

Fair value (Baht) Fair value (Baht)

1. Short-term investments in 8,800,000 26,695,015 8,800,000 26,695,015 Level 1 Bid prices at the Stock
available-for-sale securities 128,000,000 - - Level 2 Exchange of Thailand on the
-equity securities last business day of the period
Value assessed by external
2. Investment property, net 128,000,000 independent valuer by using
Market approach

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TRITON HOLDING PUBLIC COMPANY LIMITED TAriNtoDn hIoTldSingSpUuBblSicIDcoImApRaInEy Slimited and its subsidiaries

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2019

46. EVENTS AFTER THE REPORTING PERIOD
46.1 On January 24, 2020, the Board of Directors’ Meeting of the Company No.
1/2020 passed a resolution approving Triton Power Company Limited, which is
the Company’s subsidiary to invest in Akkarawat Renewable Energy Power
Plant Company Limited which operates electricity and energy business. Such
subsidiary must comply with conditions which stipulated by that company
before proceeding to receive the transferring of shares of that company. At present,
such subsidiary has been holding shares in proportion of 75% of paid-up share capital
in that company on February 17, 2020.
46.2 On February 17, 2020, Akkarawat Renewable Energy Power Plant Company
Limited entered into an agreement to hire STRR Engineering Company Limited
which is a related company, to proceed a “Bio Gas Power Plant 4.9 MWH”
construction project amounting to Baht 335 million. According to the agreement,
the completion of construction period must be within November 20, 2020.
46.3 On February 19, 2020, Triton Engineering and Construction Public Company
Limited (Formerly named “Strega Public Company Limited”), which is the
Company’s subsidiary, entered in to an agreement to increase credit facilities
with a financial institution amounting to Baht 49.25 million to support its
operation. Such credit facilities agreement is guaranteed by rights to receive
payment from the construction project of such subsidiary.
46.4 On February 27, 2020, the Board of Directors’ Meeting of the Company No.
2/2020 passed a resolution approving investment limit in bills of exchange in the
amount of Baht 50 million and to purchase bill of exchange of Country Group
Development Public Company Limited which is a related company in the
amount of Baht 45 million.

47. APPROVAL OF THE FINANCIAL STATEMENTS
The financial statements have been approved for issuing by the authorized director of the
Company on February 27, 2020.

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Annual Report 2019

General Information of the Company

Name Triton Holding Public Company Limited

Security Trading Name TRITN

Registration Number 0107537002290

Registered Date June 21, 1994

Type of Business Triton is a holding company; its operation is holding shares in other companies by the policy
of investment in various businesses that make cash flow and long-term profit. The main
business of the company is, construction, construction materials, mining, real estate and
energy

Head office 60 Soi Praditmanutham 19, Praditmanutham Road,
Lat Phrao, Lat Phrao, Bangkok 10230

Registered Capital 1,161,029,408.80 baht

Paid-up Capital 963,357,840.70 baht

Par Value Baht 0.10 per share

Industry group Real Estate and Construction Industry

Type of business Construction Business

Market cap 1,541.37 million baht (as of March 13, 2020)

Number of Shareholders 5,648 (as of September 28, 2019)
Telephone +662 553 5000
Fax +662 553 5091
Email [email protected]
Website www.triton.co.th

Company Secretary +662 553 5000 ext. 333 or Email: [email protected]
Investor Relations +662 553 5000 ext. 333 or Email: [email protected]

Whistleblowing [email protected]

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Triton holding public company limited and its subsidiaries

Information of juristic persons in which
the Company holds 10 percent or more

as of December 31, 2019

Company Nature of Business Registered Number of Par value Paid-up Share
Capital Shareholders (Baht) Capital Holding
(MB) (Million Shares) (MB)
(%)
Triton Engineering and Construction Public EPC construction service, 190.00 190.00 0.10 190.00 92.63
Company Limited (Formerly known as providing Horizontal
Strega Public Company Limited) Directional Drilling (HDD) 99.99
8/58 Moo 8 Tambon Bungkhumploy contractor performing works
Lumlukka, PathumThani 12150 of oil pipeline, gas pipeline, 99.99
Tel : 02 987 9667, 02 569 2258-9 fiber optic cables, water 99.99
Fax : 02 987 9668 pipeline and sewer pipelines
Website: www.tritonec.co.th

Triton Development Company Limited Management Real Estate. 150.00 150.00 100.00 125.25
(Formerly knowns as Argyle Development 10.00 10.00 100.00 2.50
Company Limited)
60 Soi Praditmanutham19,
Praditmanutham Road, Lat Phrao,
Lat Phrao, Bangkok 10230
Tel : 02 553 5000
Fax : 02 553 5091

Thor Energy and Resources Company Limited* Renewable Energy and Mines.
60 Soi Praditmanutham19, (Company Dissolution and In
Praditmanutham Road, Lat Phrao, process of liquidation)
Lat Phrao, Bangkok 10230
Tel : 02 553 5000
Fax : 02 553 5091

Digital Right Pictures Public Company Limited* Film production and 576.00 57.60 10.00 576.00
390 Ramkhamhaeng road, distribution (Company
Huamak, Bangkapi, Bangkok 10240 Dissolution and In
Tel : 02 736 3850 process of liquidation)
Fax : 02 736 3851

In and On studio Company Limited* Showcasing (Company 20.00 2.00 10.00 20.00 99.99
390 Ramkhamhaeng road, Dissolution and In 10.00 100.00 2.50 99.99
Huamak, Bangkapi, process of liquidation)
Bangkok 10240
Tel : 02 736 3850 Construction materials and 10.00
Fax : 02 736 3851 resources and mining business
Triton Resources Company Limited
60 Soi Praditmanutham19,
Praditmanutham Road, Lat Phrao,
Lat Phrao, Bangkok 10230
Tel : 02 553 5000
Fax : 02 553 5091

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Annual Report 2019

Company Nature of Business Registered Number of Par value Paid-up Share
Capital Shareholders (Baht) Capital Holding
Triton Power Company Limited (MB) (Million Shares) (MB)
60 Soi Praditmanutham19, (%)
Praditmanutham Road Lat Phrao, Energy such as Solar energy or 576.00 57.60 10.00 576.00 99.99
Lat Phrao, Bangkok 10230 solar rooftop, winder energy
Tel : 02 553 5000 and hydro energy
Fax : 02 553 5091
Live Radio Company Limited* Radio (Company Dissolution 100.00 1.00 100.00 100.00 97.50
Live TV Company Limited* and In process of liquidation) 228.32 2.2832 100.00 228.32 93.32
60 Soi Praditmanutham19, Production of TV programs for
Praditmanutham Road Lat Phrao, pay TV (Company Dissolution
Lat Phrao, Bangkok 10230 and In process of liquidation)
Tel : 02 553 5000
Fax : 02 553 5091

Box office Entertainment Company Limited Copyright imported from 100.00 1.00 100.00 100.00 40.00
55/9 Ratchadaphisek road Dindang abroad, and create a movie 100.00 10.00 10.00 100.00 15.00
bangkok 10400 theater, Thailand
Tel : 02 639 0485-6 Cinema
Fax : 02 639 0489
UMG Entertainment Company Limited
388 S.P.Tower floor 9 B Phaholyothin
road Phayathai Bangkok 10400
Tel : 02 617 2799
Fax : 02 279 8314

Triton Green Energy Company Limited Clean Energy and 5.00 0.05 100.00 1.00 51.00
60 Soi Praditmanutham19, waste management
Praditmanutham Road Lat Phrao,
Lat Phrao, Bangkok 10230
Tel : 02 553 5000
Fax : 02 553 5091

Remarks : *Under liquidation process

154

Triton holding public company limited and its subsidiaries

Reference Persons

Share Registrar (Ordinary Share)
Thailand Securities Depository Co., Ltd.
93 The Stock Exchange of Building, Ratchadapisek Road, Dindang, Bangkok 10400
Telephone : 02 009 9386
Fax : 02 009 9476
Call center : 02 229 2888
Auditor
Mr. Wonlop Vilaivaravit
Deloitte Touche Tohmatsu Jaiyos Audit Company Limited
AIA Sathorn Tower, 23rd-27th Fl., 11/1 South Sathorn Road, Yannawa, Sathorn, Bangkok 10120
Telephone : 02 034 0000
Fax : 02 034 0100
Legal
Thai Consultant Limited
63 (Soi Preeda) Sukhumvit Road, Khlong Toei, Klongtoei, Bangkok 10110
Telephone : 02 253 3427
Fax : 02 653 1135

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Annual Report 2019

Details of Subsidiaries’
Directors and Executives

Name Company TTEC Subsidiaries Indirect Subsidiaries
TRITN TTD TTR TTP TTG LUCENT NRPP

1. Gen. Lertrat Ratanavanich X X/ /// //
2. Pol.Gen. Werapong Chuenpagdee / / /// // //
3. Mr. Natdanai Indrasukhsri / ///
4. Mr. Adipong Puttarawigrom / / /// / // /
5. Pol.Col. Kidanun Komkhum /
6. Mr. Chanachai Joonjiraporn1 / / /// /
7. Dr. Boonlue Prasertsopar2 / / /// /
8. Pol.Maj.Gen. Ittipol Ittisarnronnachai /
9. Ms. Louise Taechaubol / // ///
10. Mrs. Narumol Chattawan3 / // ///
11. Mr. Pipat Suvanajata4 / // ///
12. Mr. Surabhon Kwunchaithunya5 / // ///
13. Mr. Chirdsak Kukiattinun / // ///
14. Mrs. Chua Siew San /
15. Mr. Rui Ma6 /
16. Mr. Chokchai Pitchakulmongkol
17. Mr. Aekanun Sitthithammasak ///
18. Mr. Pattarapol Panruksa ///
19. Mrs. Pensri Suebsuwong ///
20. Mrs. Prapawadee Sommart ///
21. Mrs. Nattawadee Anunanuchartkul7 ///
22. Mr. Chatchai Supanarm

Remark: X = Chairman / = Director // = Executive Director /// = Executive

1Mr. Chanachai Joonjiraporn resigned from the position; director, Triton Holding Plc on January 15, 2019
2Dr. Boonlue Prasertsopar resigned from the position; director, Triton Holding Plc on April 1, 2019
3Mrs. Narumol Chattawan resigned from the position; director, Triton Holding Plc on January 15, 2019
4Mr. Pipat Suvanajata resigned from the position; executive director, Triton Holding Plc on January 15, 2019
5Mr. Surabhon Kwunchaithunya resigned from the position; director, executive director, vice executive director,
Triton Holding Plc on January 15, 2019
6Mr. Rui Ma resigned from the position; director, Triton Holding Plc on November 4, 2019
7Mrs. Nattawadee Anunanuchartkul resigned from Triton Holding Plc. On December 31, 2019

156

Triton holding public company limited and its subsidiaries

Company name

TRITN = Triton Holding Public Company Limited
TTEC = Triton Engineering and Construction
TTD = Triton Development Company Limited
TTR = Triton Resources Company Limited
TTP = Triton Power Company Limited
TTG = Triton Green Energy Company Limited
LUCENT = Lucent Energy Company Limited
NRPP = Nongree Power Plant Company Limited

Details of Subsidiaries’ Directors and Executives

Triton Engineering and Construction (Formerly known as Strega Public Company Limited)

No. Name - Surname Subsidiary
TTEC
1 Ms. Louise Taechaubol // = Executive Director X/
2 Mrs. Narumol Chattawan /
3 Mr. Chirdsak Kukiattinun / ///
4 Mr. Chokchai Pitchakulmongkol / ///
5 Mr. Aekanun Sitthithammasak / ///

Remarks: X = Chairman of the Executive Director / = Director /// = Executive

157

Annual Report 2019

Organization Charts

Organization's Chart
Triton Holding Public Company Limited

Board of Directors

Office of the Board Directors
Company Secretary

SelectionCaonmdmRiettmeeuneration CorpoCraotme mGoitvteerenance RiskCoMmanmaigtteeme ent ICnovmesmtmitteenet ComAumdiitttee

Executive Board
Chairman of Executive Board

Chief Executive Officer

External Audit

Legal Office

OSHE & ISO

Front Office Chief Operation Officer Back Office
Vice Chief Executive Officer Chief Financial Officer

Project Operation and Operation of Pipework
Infrastructure Work Division Project Division

Project Control Accounting Financial Investment
Dept. Dept. Dept

Infrastructure HDD/ Maintainance and Large Business Development and HR and Administration IT Project
Work Pipe Jacking Engineering Dept. Project Marketing Division Dept. Division Procurement

158



TRITON HOLDING PLC. www.triton.co.th

60 Soi Praditmanutham 19 Praditmanutham Road
Kwang Ladprao Khet Ladprao Bangkok 10230
Tel: +662 553 5000 Fax: +662 553 5091
www.triton.co.th