AOT: Annual Report 2008

210 mm

297 mm

11 mm 210 mmInsideCover_new20_3C_W.pdf 12/20/08 3:56:48 PM

Message fromthe Chairman

AOT Board ofDirectors

AOTSenior Executives

Organization ChartBusiness

Characters

Summary ofAOT’s Financial

Information

OperatingResults

RegardingService

Risk Management

Shareholding andManagement

Structure

Connected Transactions

The OngoingDevelopment of AOT

AOT’s Corporate SocialResponsibility (CSR)

FinancialStatements

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AOT Personnel Development

Air Traffic Statistics

Increase in the Efficiency of Security in Passenger Terminal at Suvarnabhumi Airport

Occupational Health, Safety and Working Environment Management

The Development Plan of Suvarnabhumi Airport Phase 2 (The Fiscal Year 2009-2014)

The Use of Don Mueang International Airport

Promotion of Border Patrol Police School

Support of United Nations

Community Relations

Environment Operation

Airport One Stop Service

Content

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Thirty years of demonstrable commitment toward becoming a world-class airport. For over 30 years, Airports of Thailand

has served as a gateway to Thailand,

welcoming and connecting passengers

from across the world to their destinations

with smiles and a heartfelt service

backed by international safety standards.

Today, we continue

to make great strides toward ongoing development

to bring Thai airports to the ranks of world-class airports

in the years to come.

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The Path to Achievement

1980 AAT began the development of Bangkok International Airport so it would be able to accommodate future increases in air traffic.

1979 The Airports Authority of Thailand (AAT) was established and assumed the responsibility transferred from the Directorate of Civil Aviation, the Royal Thai Air Force.

1997 The National Visitors’ Lounge Project was launched to promote the Amazing Thailand Year and to demonstrate AAT’s excellent service.

1985 The air cargo warehouse was established to accommodate the growth in air cargo volume.

1992 Common use X-Ray systems were used to check passenger baggage for enhancing passengers safety and convenience.

1988 Three regional airports including Chiang Mai International Airport, Hat Yai International Airport, and Phuket International Airport were transferred to be under the responsibility of AAT.

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1999 AAT provided financial support for the construction of the first AAT Border Patrol Police School at Aijadar Village, Rue Soh District, Narathiwat Province in line with its commitment to social responsibility.

1998 Chiang Rai International Airport was transferred to be under the responsibility of AAT.

2002 AAT Registered to be a public company limited to develop its capabilities.

2008 Suvarnabhumi Airport received numerous awards such as the 4th Best Airport Worldwide by Smarttravelasia and the World’s 3rd Best Airport by Wanderlust magazine.

2006 Suvarnabhumi Airport, the pride of the Thai people and the nation, officially opened.

Future Striding toward one of the world’s best airports.

The Path to Striding toward the 30 th year of operating

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SAFETY SECURITY AND

EFFICIENCY The international standard security system

ensures peace of mind

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PLANING AND GROWTH

Connecting business to ensure a sustainable growth

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OPERATION AND SERVICE

Experience a heartfelt service in every step

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CUSTOMERS AND

RETAIL Enjoy shopping for scores of

world-famous brand-name merchandise

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SOCIAL AND ENVIRONMENTAL CONTRIBUTION

Providing world-class services with concern for society and the environment

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ADHERING TO THE PRINCIPLES OF GOOD CORPORATE GOVERNANCE

Quality and morality are the hallmarks of our business philosophy

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Safety and service are our prime priorities.

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General InformationCompany Name : Airports of Thailand Public Company Limited

Acronym : AOT

Registration Number : PLC 0107545000292

Business : Airport operator and other services related to aviation and transport

Accounting Period : October 1 - September 30

Head Office : 333 Cherdwutagard Road, Srikan, Don Mueang, Bangkok 10210

Tel : 0 2535 1111

Fax : 0 2535 4061

Website : http://www.airportthai.co.th

Investor Relations Center : Tel: 0 2535 5900, Fax: 0 2535 5909, E-mail : [email protected]

Registered Capital : 14,285,700,000 Baht

No. of Common Stock : 1,428,570,000 shares, par value at 10 Baht per share

Shareholders : The Ministry of Finance is the major shareholder with 70% stake,

with the other 30% held by institutes and retail investors

Listed Date : March 11, 2004

Registrar : Thailand Security Depository Company Limited

Office : 2/7 Moo 4 (North Park Housing Project) Vibhavadi-Rangsit Road,

Thungsonghong, Laksi, Bangkok 10210

Tel : 0 2596 9307

Fax : 0 2832 4994-6

Auditor : Office of the Auditor General of Thailand

Office : Rama 6 Road, Samsen Nai, Bangkok 10400

Tel : 0 2273 9674-91

Fax : 0 2618 5883

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Message from the Chairman

28 September 2008 marked the second anniversary of the opening of Suvarnabhumi Airport. Over the years, Airports of Thailand Public Company Limited (AOT) has been committed to the continual development of quality in airport service delivery and airport management to reach the highest international standards of safety and facilities. Thanks to this demonstrable commitment, Suvarnabhumi, for the fiscal year 2008 (October 2007 - September 2008), efficiently handled more than 41,180,456 million passengers with a total of 256,118 flights. In addition, over 1,259,685 tons of cargo and postal parcels (excluding through cargo) passed through the airport. With confidence and readiness in delivering quality airport service, AOT entered Suvarnabhumi Airport into the Airport Service Quality Program (ASQ) rankings organized by Airports Council International (ACI). The objective was to enhance AOT’s competitiveness in providing improved services in passenger check-in and check-out service as well as security, facilities, and services provided within the terminal and the airport area. The efforts underpinned AOT’s determination to pursue a world - class service objective to ensure that Suvarnabhumi can rise to the ranks of world - class or best in class airports.

Moreover, five other airports operated by Airports of Thailand Public Company including Don Mueang International Airport, Phuket International Airport, Chiang Mai International Airport, Hat Yai International Airport, and Chiang Rai International Airport have witnessed a steady growth in air traffic volume as a result of the rapidly - growing low cost carriers. To address the anticipated rising passenger volume, AOT has devised development plans for Suvarnabhumi and the provincial airports especially Phuket International Airport, which will reach its full capacity in the near future. This is to ensure that AOT can retain its high levels of service quality and standards as well as excellent operational prowess, enabling AOT to materialize its vision of becoming the aviation hub in Southeast Asia.

For 2008, total air traffic volume of AOT (including Suvarnabhumi Airport, Don Mueang International Airport, Phuket International Airport, Chiang Mai International Airport, Hat Yai International Airport, and Chiang Rai International Airport) amounted to 58,304,267 passengers, an increase of 4.08% over the previous year. The volume of cargo and postal parcels passed through the airport (excluding through cargo) totaled 1,345,845 million tons, a rise of 6.65%, whereas the traffic volume grew 0.96% year-on-year to 394,057 flights.

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As a result of the growth in air traffic volume and an increase in passenger service charge encompassing landing and parking charges and aircraft storage fees, the operating revenues of AOT for the fiscal year 2008 (October 2007 - September 2008) totaled 22,010.87 million Baht. The operating expenses amounted to 18,515.89 million Baht. Despite higher expenses under depreciation, the implementation of the policy to enhance operating efficiency and to strictly control the operating expenses resulted in AOT achieving operating profit of 3,494.98 million Baht, an increase of 133.51%, and net profit of 7,321.05 million Baht, a rise of 571.80% from the previous year. The growth could be partly attributed to the realization of revenues from the sales of duty-free goods and other commercial activities totaling 8,331.54 million Baht following the Civil Court’s temporary protection orders on 31 January 2008 and 25 April 2008.

This enormous achievement is the culmination of collaboration and total commitment of AOT’s Board of Directors, the Management, and employees at all levels to the development of Suvarnabhumi and the five airports under the responsibility of AOT into world-class airports. AOT attaches significance to conducting business in line with the principles of good corporate governance and pledges to create confidence among all stakeholders. The Company continues to develop the efficiency and effectiveness of its operations while increasing competitiveness in world-class service. AOT’s unwavering commitment also extends to developing information technology and enhancing the potential of its employees so they can rise to any challenge that may affect the aviation industry and air transport in the years to come.

(Vudhibhandhu Vichairatana) Chairman

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03 Air Chief Marshal Raden Puengpak Director

01 Mr. Vudhibhandhu Vichairatana Chairman

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08 Police General Sombat Amornvivat Director

11 Mr. Chulasing Wasansing Director

14 Mr. Apichart Sayasit Director

15 Mr. Serirat Prasutanond Director and Secretary to the Board of Director

06 Mr. Vinai Vithawaskarnwej Director

09 Air Chief Marshal Sumet Pohmanee Director

12 Mr. Thaworn Phanichpan Director


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07 Flying Officer Narongchai Tanadchangsaeng Executive Vice President (Administration)

04 Mr. Nirandra Theeranartsin Senior Executive Vice President (Business Development)

10 Mr. Pornbanchob Sombatpium Executive Vice President (Engineering and Information Technology)

01 Mr. Serirat Prasutanond Senior Executive Vice President, General Manager of Suvarnabhumi Airports (Acting President)

03 Mrs. Kulya Pakakrong Senior Executive Vice President (Planning and Finance)

19 Wing Commander Prateep Wichitto Executive Vice President, Deputy General Manager of Suvarnabhumi Airport (Operations)

22 Flying Officer Wisit Eiwprapha Executive Vice President, Deputy General Manager of Don Mueang International Airport (Administration)

25 Flying Officer Chaturongkapon Sodmanee Executive Vice President, General Manager of Chiang Mai International Airport

08 Mrs. Supaporn Burapakusolsri Executive Vice President (Planning and Finance)

05 Mr. Surajit Surapolchai Senior Executive Vice President (Engineering and Information Technology)

11 Mr. Jayakorn Aksharamat Executive Vice President (Regional Airports)

20 Mr. Chatra Harnpatananan Executive Vice President, Deputy General Manager of Suvarnabhumi Airport (Maintenance and Information Technology)

23 Pilot Officer Anant Kongyuen Executive Vice President, Deputy General Manager of Don Mueang International Airport (Operations)

26 Wing Commander Nutt Homasavin Vice President, General Manager of Hat Yai International Airport

06 Flight Lieutenant Viwat Smarnrug Senior Executive Vice President (Regional Airports)

21 Flying Officer Anirut Thanomkulbutra Senior Executive Vice President, General Manager of Don Mueang International Airport

18 Miss Suwannee Sumrongwatana Executive Vice President, Duputy General Manager of Suvarnabhumi Airport (Administration)

24 Wing Commander Wicha Nurnlop Executive Vice President, General Manager of Phuket International Airport

27 Mr. Prathuang Sornkhom Vice President, General Manager of Chiang Rai International Airport

13 Mr. Somchai Sawasdeepon Senior Specialist 11

12 Flying Officer Pearl Rugsamruad Corporate Secretary

AOT Senior Executives

02 Mr. Saneh Chausurin Senior Executive Vice President (Administration)

14 Mr. Permsak Pattanapong Senior Specialist 10

15 Mr. Adeethep Nakavisute Senior Specialist 10 17 Flying Officer Passakorn Surapipith

Senior Specialist 10

16 Mrs. Sombat Khoonprasert Senior Specialist 10

09 Mr. Suratas Suthammanas Executive Vice President (Business Development)


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Nomination Committee

Remuneration CommitteeAudit Committee

Corporate Governance

BOARD OF DIRECTORS ORGANIZATION CHART

Corporate Secretary Office

Airport Safety andStandardization Office

Corporate Secretary

Corporate Communications Office

Audit Office

Special Projects Office

Regional Airports• Phuket International Airport • Chiang Mai International Airport• Hat Yai International Airport• Chiang Rai International Airport • Central Administration Division

Airport Safety andStandards Division

Maintenance and InformationTechnology Line• Electrical and Mechanical Department• Airfield and Building Department• Airport Information Technology Department• Communications and Electronics Department

Operations Line• Landside Operations Department• Airside Operations Department• Baggage Handling System Department• Security Department• Rescue and Fire Fighting Department

Administration Line• Suvarnabhumi Airport Administration Department• Planning and Finance Department• Special Affairs Department • Medical Division

Airports of Thailand Public Company Limited

(AOT)

Administration• Administration Department• Legal Department• Human Resources Department• Human Resources Development Department• Occupational Health and Safety Department• Supply Department• Medical Department

Planning and Finance• Corporate Strategy Department• Budgeting Department• Finance Department• Accounting Department • Investor Relation Center

Business Development• Business Development Department• Business Management Department

Engineering andInformation Technology• Airport Development Planning Department• Engineering and Architecture Department• Information Technology Department• Environmental Department

Commercial Operation Line• Commercial Operations Department• Transportation Administration Department

SuvarnabhumiAirport Business Unit Don Mueang International Airport

Business Unit• Don Mueang International Airport Administration Department• Airport Operations Department• Airport Security Department• Maintenance Department • Medical Division • Commercial and Finance Division • Airport Safety and Standards Division

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Corporate GovernanceCommittee




Corporate Secretary


Audit Office








• Administration Department• Legal Department• Human Resources Department• Human Resources Development Department• Occupational Health and Safety Department• Supply Department• Medical Department





Airport Business Unit Don Mueang International Airport Business Unit• Don Mueang International Airport Administration Department• Airport Operations Department• Airport Security Department• Maintenance Department • Medical Division • Commercial and Finance Division • Airport Safety and Standards Division

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Business Characters

Airports of Thailand Public Company Limited, or “AOT” operates main airports of Thailand. AOT’s main activities comprise management, operations and development of 6 airports under its responsibility, namely Suvarnabhumi Airport, Don Mueang International Airport, Phuket International Airport, Chiang Mai International Airport, Hat Yai International Airport and Chiang Rai International Airport providing services for both domestic and international flights. Suvarnabhumi Airport is the country’s main airport opened for service on September 28th, 2006 to handle the successive increases in the number of passengers. The airport is capable of serving 45 million passengers per annum, handling 3 million tons of cargo freight per annum and providing service for 76 flights per hour. AOT also operates an airport hotel at Suvarnabhumi Airport under the name of Novotel Suvarnabhumi Airport Hotel containing 600 rooms. The airport hotel is a joint venture project among 3 parties: Airports of Thailand Public Company Limited (AOT), Thai Airways International Public Company Limited and Krung Thai Bank Public Company Limited which aims at serving and facilitating Suvarnabhumi Airport passengers.

The increasing volume of air traffic and passengers resulted from a few reasons. The first one was the government’s policy to emphasize development of airports, particularly Suvarnabhumi Airport, to become an aerotropolis, a hub for the cargo freight and tourism of Asia and the world. The second one was the Tourism Authority of Thailand’s proactive tourism policy which aimed at expanding new tourist markets. The last is when the ASEAN countries mutually agreed upon freedom of the air policy, along with increasing more and more flexibility of rules and regulations concerning air transportation.

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The freedom of the air policy and expansion of economy as well as international trade allowed low cost carriers to have access to the domestic and international markets. Thus, low cost carriers grew rapidly both in terms of airline quantity and flight frequency. It was estimated that the increase of Chinese and Indian populations with moderate incomes would enable the low cost carriers of Asia - Pacific to expand greatly in the future. In addition, technical innovation of new aircraft, such as the A380, will help the overall air transport system to increase its efficiency, to reduce its capital and to decrease flight time because an aircraft can fly directly to destination without stopping. This in turn leads to new flight routes and more competition to increase volume of flights and passengers for regional hubs, instead of giving a chance to other destinations. As ticket price is reduced, people can gain more access to air transport service. Furthermore, communication technology has developed at a fast pace, allowing passengers to easily search information on tourist attractions and business resource just as they need. Especially air passengers can also make a quick reservations by themselves at cheaper prices.

Nonetheless, domestic factors such as insurgency in the Southern part of Thailand, the protest to close down AOT airports, political turmoil and the declaration of a state of emergency had all affected foreign tourists traveling to Thailand. Moreover, the continuous increase of oil price, credit market crisis, insecurity of financial institutes in the United States of America and worldwide economic going downhill problem were very much related to growth of air traffic volume and caused psychological influence resulting in global consumption and investment slowdown, which had both direct and indirect impact on airport and aviation industries.

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As regards the future progress of AOT, Airports Council International (ACI) predicts growth in the number of worldwide passengers by the year 2010 would be over 5 billion, and would increase to 9 billion by the year 2020. The latter number can be divided as approximately 5.1 billion domestic passengers and 4 billion international passengers. However, the growth rate of worldwide passengers in the next 20 years (2006-2025) will be 4% per annum on average. The growth rate of the number of Asia-Pacific passengers at around 5.8% per annum will be higher than that in every region in the world. This is because many countries in this region started to develop their air transportation and also because of rapid growth of the Chinese and Indian economies.

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Summary of AOT’sFinancial Information

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2008 2007 2006

Operating Results (Million Baht)

Operating revenues 22,010.87 19,501.41 16,240.86

Operating expenses 18,515.89 18,004.68 9,420.07

Operating profit 3,494.98 1,496.73 6,820.79

Net profit 7,321.05 1,089.76 10,473.99

Financial Status (Million Baht)

Total assets 146,455.97 143,466.98 150,505.06

Total liabilities 70,147.58 73,789.75 79,341.54

Shareholders’ equity 76,308.39 69,677.23 71,163.52

Financial Ratio

Liquidity ratio (X) 2.38 1.74 1.68

Net profit to operating revenue ratio (%) 33.26 5.59 64.49

Return on equity (%) 10.03 1.55 15.44

Return on assets (%) 5.05 0.74 7.35

Debt / equity ratio (X) 0.92 1.06 1.11

Book value per share 53.24 48.57 49.81

Net profit per share (Baht) 5.12 0.76 7.33

Summary of the Company’s Financial Information

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Breakdown by Sources of Revenue Unit : Million Baht %

Landing and Parking Charge 4,216.35 19

Passenger Service Charge 10,417.01 47

Facilities Service Charge 431.75 2

Office and Property Rents 1,480.64 7

Service Revenue 3,164.29 14

Concession Revenue 2,300.81 11

22,010.87 100

Breakdown by Airports Unit : Million Baht %

Head office - 0

Don Mueang International Airport 900.52 4

Suvarnabhumi Airport 17,902.39 82

Regional Airports 2,451.28 11

Suvarnabhumi Airport Hotel 756.68 3

22,010.87 100

Breakdown by Sources of Expenses Unit : Million Baht %

Staff costs 3,909.00 21

Operating expenses 5,100.31 28

Repairs 683.96 4

State property use 955.73 5

Depreciation 7,866.89 42

18,515.89 100


Head office 1,342.77 7

Don Mueang International Airport 1,818.24 10



New Bangkok International Airport Co.,Ltd. 0.09 0


18,515.89 100

Classification of Operating Revenues for Fiscal Year 2008

Classification of Operating Expenses for Fiscal Year 2008

annual report 2008037

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Comparative Financial Overview 2008/2007 AOT and its subsidiaries recorded operating revenues of 22,010.87 million Baht for the fiscal year 2008

(October 1st, 2007 - September 30th, 2008), an increase of 2,509.46 million Baht, or 12.87% over the previous year (October 1st, 2006-September 30th, 2007). Operating expenses totaled 18,515.89 million Baht, a rise of 511.21 million Baht, or 2.84% compared to the previous year while operating profit rose to 3,494.98 million Baht, a growth of 1,998.24 million Baht, or 133.51%. Net profit amounted to 7,321.05 million Baht, an increase of 6,231.29 million Baht, or 571.80%. Details are as follows:

Operating Revenues Aeronautical Revenues AOT’s aeronautical revenues totaled 15,065.12 million Baht, accounting for 68.44% of

total operating revenues. They increased 1,919.14 million Baht, or 14.60% over the previous year as a result of the rising air traffic volume with an increase in air traffic volume, passengers, and cargo of 1.0, 4.1, and 5.7%, respectively. The aeronautical revenues included:

- landing & parking charge of 4,216.35 million Baht, an increase of 278.95%, or 7.08% over the previous year. - passenger service charge of 10,417.01 million Baht, an increase of 1,635.54 million Baht, or 18.62% over

the previous year. - facilities service charge of 431.75 million Baht, an increase of 4.65 million Baht, or 1.09% from the previous year. Non - Aeronautical Revenues AOT’s non-aeronautical revenues amounted to 6,945.75 million Baht, accounting

for 31.56% of the total operating revenues. They increased 590.32 million Baht, or 9.29% compared to the preceding year. The rise could be attributed to the growth in service-related revenues from limousine service, electricity, apron parking service as well as revenues from Suvarnabhumi Airport Hotel. Other contributing factors included increased sharing revenues from sales of food and beverages, telecommunications, and other services.

Operating Expenses Operating expenses grew 511.21 million Baht, or 2.84% from 18,004.68 million Baht in the 2007 fiscal year to

18,515.89 million Baht in 2008. The growth could be attributed to the following factors: - Personnel expenses totaled 3,909.00 million Baht, a rise of 981.16 million Baht, or 33.51%, a result of

the recruitment of new employees, the adjustment of salary and bonus, and compensation for the employees joining the early retirement program.

- Operating expenses amounted to 5,100.31 million Baht, a drop of 629.82 million Baht, or 10.99%. The decrease could be partly attributed to the efficient collection of outstanding accounts, resulting in a decrease in suspected bad debt. Another contributing factor was a fall in outsourcing and advertising expenditures.

- Maintenance expenses amounted to 683.96 million Baht, a decrease of 48.42 million Baht, or 6.61% due to a drop in the repair expenses for luggage conveyor belts as well as runways and taxiways.

Analysis of Operating Results (Consolidated Financial Statements)


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- Payment for the use of state property totaled 955.73 million Baht, a rise of 109.41 million Baht, or 12.93%, which was proportional to AOT’s increased operating revenues.

- Depreciation and assets amortization amounted to 7,866.89 million Baht, an increase of 98.88 million Baht, or 1.27% due to an increase of investment in assets.

Other Revenues Other revenues grew 8,180.81 million Baht, chiefly attributable to the realized gain on compensation of 8,331.54 million Baht following the Civil Court’s orders despite a decrease of 150.73 million Baht in interest receivable.

Other Expenses Other expenses were up 4,091.40 million Baht due to a loss on foreign exchange of 928.72 million Baht in 2008 compared to a gain of 2,804.54 million Baht in the year-ago period. Other expenses also included the realization of possible expenses on compensation pursuant to the Civil Court’s orders.

Interest Payment Interest payment amounted to 2,569.80 million Baht, an increase of 172.63 million Baht, or 7.20% from the previous year, as a result of the additional foreign exchange contracts entered into with the financial institute on July 12th, 2007.

Analysis of Financial Status in 2007 and 2008 As at September 30th, 2008, the total assets of AOT and its subsidiaries amounted to 146,455.97 million Baht,

an increase of 2,988.99 million Baht, or 2.08% from the previous year. This could be attributed mainly to the receipt of the compensation pursuant to the Civil Court’s orders.

Liabilities as at September 30th, 2008 totaled 70,147.58 million Baht, a decrease of 3,642.17 million Baht, or 4.94% due mainly to the transfer of advance concession revenues of 4,460.00 million Baht into compensation revenues following the Civil Court’s orders.

Shareholders’ equity as at September 30th, 2008 totaled 76,308.39 million Baht, a rise of 6,631.16 million Baht, or 9.52% due to the improved operating results.

Liquidity As at September 30th, 2008, AOT and its subsidiaries’ cash and cash equivalents amounted to 8,437.37 million

Baht, a decrease of 1,794.02 million Baht, or 17.53% from the start of the fiscal year 2008 (October 1st, 2007). Net cash from operating activities totaled 11,837.95 million while net cash used in investment activities amounted to 13,740.96 million Baht. Of which included investment in land, buildings, and equipment accounted for 5,666.37 million Baht and short-term and long-term investment accounted for 7,746.52 million Baht. Net cash from financing activities totaled 108.99 million Baht. 2,256.30 million of which was proceeds from long-term debts deducted debt repayment of 1,565.88 million Baht and dividend payment of 571.43 million Baht.


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Operating Results Regarding Service

AOT operates 6 airports in Thailand, namely Suvarnabhumi Airport, Don Mueang International Airport, Phuket International Airport, Chiang Mai International Airport, Hat Yai International Airport and Chiang Rai International Airport. In the fiscal year 2008, AOT’s airports provided service for 108 scheduled airlines including 98 mixed passenger-cargo carriers and 10 cargo carriers.

Air traffic volume at six AOT airports totals 394,057 flights, or a 0.96% increase. This was comprised of 220,673 international flights, or a 2.52% increase and 173,384 domestic flights, or a 0.96% decrease. AOT airports handled 58,304,267 passengers, or an increase of 4.08%, 36,836,936 of which were international passengers and 21,467,331 of which were domestic passengers, an increase of 4.65% and 3.11% respectively. The total volume of cargo and postal parcels was 1,345,845 tons, or an increase of 6.65%. This consisted of 1,243,762 tons of international freight, or an increase of 7.54% and 102,083 tons of domestic freight, or a decrease of 3.18%.

AOT’s overall volume of air traffic in the fiscal year 2008 has increased from that in the fiscal year 2007. The reason was the increase in the number of inbound and outbound tourists, together with Thai people who traveled within the country. In addition, the air traffic volume of low cost carriers was rising. Nonetheless, there was still the presence of negative factors from the global financial situation affecting businesses and industries on a grand scale, as well as the unresolved political crisis in the country resulting in the volume of air traffic not achieving its fullest potential.

51-10-160_040-045 new20_D-4c.indd 41 12/20/08 3:18:06 PM


Fiscal Year

Aircraft Movements (No. of Flights) Passenger Volume (No. of Persons)

2007 2008 % 2007 2008 %

Suvarnabhumi + Don Mueang 307,244 311,435 1.36 45,123,945 46,932,118 4.01

- Suvarnabhumi 267,555 256,118 -4.27 41,934,995 41,180,456 -1.80

- Don Mueang 39,689 55,317 39.38 3,188,950 5,751,662 80.36

Phuket 38,368 40,218 4.82 5,478,137 5,943,468 8.49

Chiang Mai 26,708 25,400 -4.90 3,370,690 3,276,309 -2.80

Hat Yai 11,748 10,270 -12.58 1,335,679 1,380,086 3.32

Chiang Rai 6,232 6,734 8.06 711,662 772,286 8.52

Total 390,300 394,057 0.96 56,020,113 58,304,267 4.08

Cargo and Postal Parcels Volume (Tons)

2007 2008 %

Suvarnabhumi + Don Mueang 1,207,970 1,291,931 6.95

- Suvarnabhumi 1,191,858 1,259,685 5.69

- Don Mueang 16,112 32,246 100.14

Phuket 17,498 18,542 5.97

Chiang Mai 23,429 22,438 -4.23

Hat Yai 10,141 10,407 2.62

Chiang Rai 2,909 2,527 -13.13

Total 1,261,947 1,345,845 6.65

51-10-160_040-045 new20_D-4c.indd 42 12/20/08 3:18:06 PM


Suvarnabhumi Airport and Don Mueang International Airport In the fiscal year 2008, Suvarnabhumi Airport and Don Mueang International Airport provided service for a total

number of 311,435 flights, or an increase of 1.36% from that in the fiscal year 2007. The airports handled 46,932,118 passengers, an increase of 4.01%. The total volume of cargo and postal parcels was 1,291,931 tons, an increase of 6.95%.

Suvarnabhumi Airport served 101 scheduled airlines including 91 mixed passenger-cargo carriers and 10 all-cargo carriers. The total number was 256,118 flights, 196,979 of which were international flights and 59,139 of which were domestic flights. The airport also handled 41,180,456 passengers, 34,025,340 of which were international passengers and 7,155,116 of which were domestic passengers. The total volume of cargo and postal parcels was 1,259,685 tons. This consisted of 1,234,413 tons of international freight and 25,272 tons of domestic freight.

Don Mueang International Airport provided service for 4 domestic scheduled airlines. The total volume of flights was 55,317, consisting of 2,526 international flights and 52,791 domestic flights. The airport handled 5,751,662 passengers, 28,661 of which were international passengers and 5,723,001 of which were domestic passengers. The total volume of cargo and postal parcels was 32,246 tons comprising 4,040 tons of international freight and 28,206 tons of domestic freight.

51-10-160_040-045 new20_D-4c.indd 43 12/20/08 3:18:09 PM


Phuket International Airport In the fiscal year 2008, Phuket International Airport served 28 scheduled airlines. The total volume of flights was

40,218, or an increase of 4.82%. This included 17,317 international flights, both scheduled and chartered, or an increase of 6.64%. There were 22,901 domestic flights, or a 3.49% increase. The airport handled the total number of 5,943,468 passengers, or an increase of 8.49%. This was comprised of 2,411,625 international passengers and 3,531,843 domestic passengers or an increase of 17.36% and 3.18% respectively, both Thai and foreigners. The total volume of cargo and postal parcels was 18,542 tons, or an increase of 5.99%. This consisted of 4,932 tons of international freight, or an increase of 18.67% and 13,610 tons of domestic freight, or a slight increase of 2.04%.

Chiang Mai International Airport In the fiscal year 2008, Chiang Mai International Airport provided service for 15 scheduled airlines. The total

volume of flights was 25,400, or a 4.90% decrease. This was comprised of 3,621 international flights, or a 28.41% decrease and 21,779 domestic flights, or a 0.60% increase. The airport served 3,276,309 passengers, or a 2.80% decrease, 347,419 of which were international passengers and 2,928,890 of which were domestic passengers, or a decrease of 0.99% and 3.01% respectively. The considerable drop in the volume of international air traffic was resulted from the reduction of scheduled flights operated by Bangkok Airways and China Airlines, together with the cancellation of all flights operated by Tiger Airways. The total volume of cargo freight including goods and postal parcels was 22,438 tons, or a decrease of 4.23%. This was consisted of 337 tons of international freight, or an increase of 22.80% and 22,061 tons of domestic freight, or a decrease of 4.59%.

51-10-160_040-045 new20_D-4c.indd 44 12/20/08 3:18:12 PM


Hat Yai International Airport In the fiscal year 2008, Hat Yai International Airport handled 10,270 flights, or a 12.58% decrease and served 4

scheduled airlines. There were 215 international flights and 10,055 domestic flights, or a decrease of 78.39% and 6.49% respectively. The airport served 1,380,086 passengers, or a 3.32% increase, 23,667 of which were international passengers, a decrease of 74.99%. The decline in the number of tourists was attributed to the southern insurgency in Thailand. As regards domestic passengers, the number was 1,356,419, or a 9.29% increase. The total volume of cargo and postal parcels was 10,407 tons, or an increase of 2.62%, all of which were domestic freight.

Chiang Rai International Airport

In the fiscal year 2008, Chiang Rai International Airport provided service for 5 domestic scheduled airlines. There were 6,734 flights, or an 8.06% increase, 15 non-scheduled international flights and 6,719 domestic flights, an increase of 8.20%. The airport handled a total number of 772,286 passengers, an increase of 8.52%. This was comprised of 224 international passengers and 772,062 domestic passengers, or an increase of 8.50%. The majority of passengers traveled with low cost carriers between Bangkok and Chiang Rai. The total volume of cargo and postal parcels was 2,527 tons, or a decrease of 13.13%, all of which were domestic freight.

51-10-160_040-045 new20_D-4c.indd 45 12/20/08 3:18:14 PM

International Domestic Total Aircraft Movements

Movements

Fiscal Year

280,000

240,000

200,000

160,000

120,000

80,000

40,000

0

20001999 2001 2002 2003 2004 2005 2006 2007 2008

122,

497

116,

839

131,

874

135,

309

135,

808

159,

160

175,

540

182,

157

192,

929

199,

505

54,3

98

49,1

90

55,2

59

58,0

05

59,7

22

73,6

00

89,5

82

98,5

47

114,

315

111,

930

360,000

320,000

176,

895

166,

029

187,

133

193,

314

195,

530

280,

704

307,

244

311,

435

1,200,000

1,000,000

800,000

600,000

400,000

200,000

0 44,8

11

737,

114

41,5

31

801,

076

48,7

39

881,

858

48,9

12

894,

315

47,3

61

978,

336

51,2

32

1,06

1,74

4

57,6

89

1,13

7,60

5

60,5

15

1,15

2,04

4

55,9

26

1,23

8,45

3

53,4

78

1,400,000

Tonnes

Fiscal Year

856,

200

778,

645

849,

815

930,

770

941,

676

1,02

9,56

8

1,11

9,43

3

1,19

8,12

0

1,20

7,97

0

1,29

1,93

1

60,000,000

50,000,000

40,000,000

30,000,000

20,000,000

10,000,000

0

Passengers

Fiscal Year

Direct Transit

232,

760

265,

122

811,

389

30,999

,402

12,422

,370

32,472

,599

12,874

,283

45,123

,945

46,932

,118

1,70

2,17

3

1,58

5,23

6

20,101

,314

7,18

2,76

1

18,446

,838

6,81

0,90

9 21,067

,561

7,49

2,26

4 22,284

,375

7,24

4,64

8 20,999

,349

7,15

7,45

1

25,086

,445

9,51

3,76

7

26,622

,474

10,500

,564

29,276

,672

11,259

,800

29,054

,259

26,847

,924

30,985

,938

31,205

,692

29,674

,852

36,364

,006

38,889

,229

42,360

,678

1,59

0,17

7

1,77

0,18

4

1,88

6,11

3

1,67

6,66

9

1,51

8,05

2

1,76

3,79

4

1,76

6,19

1

1,82

4,20

6

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008

International Domestic Total Passengers

International Domestic Cargo Volumes (Freight + Mail) Excluding Transit


Number of Passengers

Aircraft Movements

Cargo Volumes

Suvarnabhumi Airport and Don Mueang International Airport


51-10-160_046-051 new20_D-4c.indd 46 12/20/08 3:20:14 PM


Movements

Fiscal Year

35,000

30,000

25,000

20,000

15,000

10,000

5,000

0

11,5

15

11,3

09

11,7

09

8,91

0 12,5

28

12,8

42

12,0

28

10,8

83

11,8

45 14,8

22

12,4

56

14,9

95

11,4

68 15,3

35

12,6

87 16,3

04

16,2

39

22,1

29

17,3

17 22,9

01

45,000

40,000

22,8

24

20,6

19 25,3

70

22,9

11

24,3

01 29,8

17

26,8

03 28,9

91

38,3

68

40,2

18

5,37

1

5,21

8

5,07

7

5,25

1

4,90

0

7,06

6

4,68

7

4,16

0

4,93

2

2,69

0

9,77

1

11,2

15

8,66

9

10,3

41

11,0

42

12,8

41

12,1

35

13,3

38

13,6

10

13,5

84

30,000

25,000

20,000

15,000

10,000

5,000

0

35,000

Tonnes

Fiscal Year

16,4

33

15,1

42

13,7

46

15,5

92

15,9

42 19,9

07

16,8

22

16,2

74

17,4

98

18,5

42

6,000,000

5,000,000

4,000,000

3,000,000

2,000,000

1,000,000

0

1,08

0,78

7

1,24

2,35

9

1,37

1,11

5

1,31

1,59

4

1,35

9,38

0

1,83

2,50

5

1,06

5,60

7

1,51

9,95

9

2,03

8,96

5

2,40

0,84

3

2,03

6,94

4

2,12

5,28

2

2,24

5,10

0

2,20

8,42

0

2,05

0,92

2

2,35

7,65

8

2,61

2,39

2

2,92

2,13

3

3,52

9,16

5

3,42

2,43

9

8,000,000

7,000,000

Passengers

Fiscal Year

3,45

5,23

3

3,20

0,53

4

3,67

9,31

0

3,55

8,90

8

3,46

1,71

0

4,52

2,09

8

3,47

2,65

2

4,46

7,98

2

5,47

8,13

7

5,94

3,46

8

82,8

03

87,5

92

63,0

95

38,8

94

51,4

08

77,2

01

49,3

87

25,8

90

16,7

33

13,4

60

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008


Direct TransitInternational Domestic Total Passengers



Aircraft Movements

Cargo Volumes

Phuket International Airport

51-10-160_046-051 new20_D-4c.indd 47 12/20/08 3:20:15 PM

Movements

Fiscal Year

35,000

30,000

25,000

20,000

15,000

10,000

5,000

0

1,86

8

13,9

96

1,53

8

14,6

58

1,76

8

13,5

89

2,48

9

13,6

94

3,99

5

5,48

711,7

79 14,7

27

4,88

4

17,4

78

5,69

0

18,7

79

5,05

8

21,6

50

3,62

1

21,7

79

15,8

64

16,1

96

15,3

57

16,1

83

15,7

74 20,2

14

22,3

62 24,4

69

26,7

08

25,4

00

122

347

378

376

681

707

669

307

377

295

17,3

18 21,5

98

23,7

51

23,9

60

24,2

36

24,0

51

23,7

07

23,1

22

22,0

61

25,7

1430,000

25,000

20,000

15,000

10,000

5,000

0

35,000

Tonnes

Fiscal Year

21,9

45

17,4

40

24,1

29

24,3

36

24,9

17

24,7

58

24,3

76

26,0

09

23,4

29

22,4

38

3,000,000

2,500,000

2,000,000

1,500,000

1,000,000

500,000

0

23,4

00

32,5

36

22,8

37

32,4

36

43,6

66

68,2

58

59,0

49

34,4

07

27,5

65

18,3

76

68,6

85

91,0

69

102,

751

107,

539

149,

025

186,

980

195,

613

295,

672

323,

438

329,

149

4,000,000

3,500,000

Passengers

Fiscal Year

2,20

8,12

9

2,11

1,59

5

2,24

8,78

6

2,07

8,92

3

2,00

1,54

1

2,66

3,99

0

3,01

1,91

7

3,07

8,15

6

3,37

0,69

0

3,27

6,30

9

2,01

9,51

0

2,08

4,52

4

2,12

3,19

8

1,93

8,94

8

1,80

8,85

0 2,75

7,25

5

2,40

8,75

2

2,74

8,07

7

3,01

9,68

7

2,92

8,78

4

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008






Aircraft Movements

Cargo Volumes

Chiang Mai International Airport

51-10-160_046-051 new20_D-4c.indd 48 12/20/08 3:20:15 PM


Movements

Fiscal Year

14,000

12,000

10,000

8,000

6,000

4,000

2,000

0

5,18

4

4,79

8

4,31

6

4,17

6 6,06

7

4,74

8

4,51

3

4,41

3

1,61

4

1,25

2

3,97

6

6,53

2

1,78

2

9,35

0

1,26

0

995

9,27

2

215

18,000

16,000

9,98

2

8,49

2 10,8

15

8,92

6

5,59

0 7,78

4

11,1

32

10,5

32

11,7

48

10,2

70

448

322

263

221

181

145

26 0 0

12,000

10,000

8,000

6,000

4,000

2,000

0

14,000

16,000

Tonnes

Fiscal Year

11,8

6512,6

53 14,4

35

11,9

73

9,35

1

9,38

5

10,9

57

10,3

38

10,1

41

10,4

07

1,200,000

1,000,000

800,000

600,000

400,000

200,000

0

215,

262

200,

729

147,

853

128,

387

97,1

62

93,7

23

147,

046

134,

180

94,4

54

22,1

62

1,600,000

1,400,000

1,800,000

Passengers

Fiscal Year

873,

649

820,

151

824,

186

761,

499

718,

621 1,

009,

640

1,28

7,47

7

1,29

3,26

8

1,33

5,67

9

1,38

0,08

6

6,26

2

7,82

6

7,69

8

5,50

7

5,72

0

8,09

7

2,88

7

1,84

1

656

1,85

6

1,24

0,56

9

1,35

6,06

8

598,

627

665,

094

668,

635

627,

605

615,

739 90

7,82

0 1,13

7,54

4

1,15

7,24

7

10,7

53

3

14,1

72

11,7

52

10,4

07

10,1

41

10,3

35

10,9

31

9,24

0

9,17

011,5

43

12,2

05

10,0

55

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008





Aircraft Movements

Cargo Volumes

Hat Yai International Airport

51-10-160_046-051 new20_D-4c.indd 49 12/20/08 3:20:16 PM


Movements

Fiscal Year

7,000

6,000

5,000

4,000

3,000

2,000

1,000

0 00 2 8 15 24 14 13 22 15

9,000

8,000

5,34

3

4,31

1

4,80

0

4,85

2

3,71

0

4,86

9

4,92

7 5,65

9 6,23

2

6,73

4

0 0 0 0 0 0 0 0 00

2,91

3

4,23

1

4,09

7 5,07

5

4,23

8 4,87

9

5,07

0

4,69

8

6,000

5,000

4,000

3,000

2,000

1,000

0

7,000

8,000

Tonnes

Fiscal Year

4,26

4

2,92

0 4,09

7 5,07

5

4,23

8

4,87

9

5,07

0

4,69

8

2,90

9

2,52

7

600,000

500,000

400,000

300,000

200,000

100,000

0 0 0 6 209

2,11

8

1,74

8

431

22 31 224

800,000

700,000

900,000

Passengers

Fiscal Year

575,

565

540,

389

556,

677

476,

524

417,

345 55

4,36

4 677,

407

696,

492

711,

662

772,

286

19,1

86

13,2

50

0 0 0 0 444

75 163

115

5,00

8

3,88

5 4,79

8

4,84

4

3,69

5 4,84

5

4,91

3

6,21

0

5,64

6 6,71

9

519,

423

560,

152

556,

671

476,

315

414,

966 55

2,33

0

771,

947

711,

468

676,

532

696,

395

2,90

9

2,52

7

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008




Aircraft Movements


Cargo Volumes


51-10-160_046-051 new20_D-4c.indd 50 12/20/08 3:20:16 PM


Total Number of Passengers

Suvarnabhumi 256,118

Don Mueang 55,317

Phuket 40,218

Chiang Mai 25,400

Hat Yai 10,270

Chiang Rai 6,734

394,057

Total Aircraft Movements (No. of Movements)

Suvarnabhumi 41,180,456

Don Mueang 5,751,662

Phuket 5,943,468

Chiang Mai 3,276,309

Hat Yai 1,380,086

Chiang Rai 772,286

58,304,267

Cargo Volumes (Freight & Mail) Excluding Transit (Tonnes)


Don Mueang 32,246

Phuket 18,542

Chiang Mai 22,438

Hat Yai 10,407

Chiang Rai 2,527

1,345,845

(No. of Passengers)

AOT’s Air Traffic Statistics

51-10-160_046-051 new20_D-4c.indd 51 12/20/08 3:20:16 PM


Risk ManagementAOT Risk Management

AOT implemented a risk management system in the fiscal year 2003 and set up the AOT Risk Management Committee to specify AOT risk management policy and framework, analyze possible risks and their influence on AOT in order to manage risks properly, minimize damage to the organization as well as to follow changes in new risks likely to happen in the future in the changing environment.

As for the fiscal year 2008, AOT’s risk factors can be briefly outlined as follows:

1. Risk from Impact of Noise Exposure Compensation for those affected by noise exposure from airport operations through the purchasing of properties

or the renovation of affected buildings was a new matter for the related parties since there were sensitive issues regarding techniques, finance and society. However, AOT has handled this matter with the utmost fairness to those involved according to the law and regulations. AOT realized that operations at Suvarnabhumi Airport may have set a compensation standard regarding impact of noise exposure caused by the operations of other AOT airports.

AOT’s measures in the prevention and reduction of risk arising from the impact of noise exposure included rapid compensation by purchasing properties or renovating affected buildings, the establishment of understanding among the communities in the vicinity of the airports, the alteration of flight routes, etc. AOT would sell the purchased properties at a reasonable price within an appropriate time.

51-10-160_052-055 new20_D-4c.indd 52 12/20/08 3:22:34 PM


2. Risk from Air Navigation Act, B.E. 2497, amended and added by Air Navigation Act (No.11) B.E. 2551

At present, it is required that the rate of airport maintenance costs be approved or specified by the Civil Aviation Board. Such rate comprises take-off and landing charges, parking charges and passenger service charge.

The Air Navigation Act, B.E. 2497, amended and added by the Air Navigation Act (No.11) B.E. 2551, states that charges, compensation and other service charges (not only take-off and landing charges, parking charge and passenger service charge) be approved by the Civil Aviation Board. This Act may affect the flexibility in operation of AOT.

AOT has closely followed and coordinated with the Department of Civil Aviation, which acts as the secretary of the Civil Aviation Board, to ensure that AOT operation is in compliance with the Act in order to reduce any possible impacts.

3. Risk from adjustment of compensation rate caused by the use of Don Mueang International Airport and regional airports on state property

The Treasury Department requires payment from AOT arising from the use of state property to operate Don Mueang International Airport and Suvarnabhumi Airport at the rate of 5% of operating revenues including all expenses, and regional airports at the rate of 2% of operating revenues including all expenses. The Regulations of the Ministry of Finance and the Royal Thai Air Force on the subject of the use of Crown Lands under the supervision of the Royal Thai Air Force and the Department of Aviation, B.E. 2545 states that the rate of compensation for the use of Don Mueang International Airport and regional airports be adjusted according to the results of a study to be conducted by an advisor assigned by the Treasury Department after the opening of Suvarnabhumi Airport.

The specification of the compensation rate is currently under negotiation with the Treasury Department for reasons of fairness towards AOT as regards its business operations, financial status and operating results.

4. Income and Income Structure Risk Over half of AOT’s income derives from airport charges and passenger service charge, both of which depend

heavily on the growth of airline and tourism business. If tourism is affected by any notable incidents, airport operations will be adversely affected. Moreover, considering the competitive environment, an increase in future income through adjustment of maintenance cost is far from possible.

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AOT reduced the impact caused by depending on aeronautical revenues by increasing income from non-aeronautical revenues. Thus, AOT created money from the land occupied by the organization, such as the approximately 1,000 Rai in Suvarnabhumi Airport which is reserved for commercial activities as well as any other new services to be added for the airport.

5. Risk from the Continuous Impact of Oil Prices The consecutive rises in the price of aircraft fuel affected airline business greatly, especially low cost carriers.

The soaring price of oil affected business as a whole, resulting in a decrease of passenger volume.

6. Risk from the Combined use of Don Mueang International Airport and Suvarnabhumi Airport At present, Don Mueang International Airport serves low cost carriers operating point - to - point domestic flights.

Nonetheless, with a rapid increase in the volume of both international and domestic air traffic, it is necessary to use Don Mueang International Airport to provide services for more airlines in a long term. This can be considered as making greater use of existing property.

The combined use of Don Mueang International Airport and Suvarnabhumi Airport should be developed and operated in a collaborative manner, otherwise it may affect AOT’s ability to be a regional hub. AOT, hence, assigned the International Civil Aviation Organization (ICAO) to conduct a study of using both airports in terms of Bangkok Airport System and the development and management to be conducted should be concerned of all related parties interest. This can be explained in details as these: the nation’s interest to maintain Thailand as a leading regional hub; passengers convenience in using airport facilities, in traveling by domestic flights and in connecting to all destinations in the world; airlines interest; including benefits to AOT and its shareholders. The result of the study is scheduled to be completed around February 2009.

7. Risk from the Dispute with Bangkok Metropolitan Administration regarding the Calculation of House and Land Tax

The Bangkok Metropolitan Administration (BMA) has estimated the house and land tax by including the service providers interest as the base of the annual house and land calculation. However, AOT did not agreed and appealed to Office of the Attorney General every year since 1995.

Office of the Attorney General sent a document stating the final ruling of the Ruling Committee to End Civil Cases against the Government Sections and Related Sectors regarding the estimation of tax from 1995 to 2004. If the BMA accepts this final decision, AOT will receive a tax refund worth 570 million baht from the BMA.

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The BMA, however, did not approve the criteria used in estimating the tax as specified by the Ruling Committee appropriate. On October 2nd, 2006, the Treasury Department, as the landowner, sent a letter notifying AOT that a letter had been sent to Office of the Attorney General to be passed on to the Cabinet to instruct the BMA to act accordingly.

On May 28th, 2008, the BMA issued a letter requesting the Office of the Council of State to reconsider the matter. The Office of the Council of State considered the facts. However, Office of the Attorney General had already sent the Ruling Committee’s final decision as well as the Cabinet resolution concerning the guidelines of the proceeding of criminal, civil and administrative cases. The matter is considered settled. The Office of the Council of State, therefore, cannot take the matter into consideration. Nonetheless, if the BMA does not accept the decision, the issue can be taken to court.

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Shareholding and Management Structure

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Shareholding Structure

AOT has registered capital of 14,285,700,000 Baht, or a total of 1,428,570,000 ordinary shares, fully paid up and with a par value of 10 Baht each.

Major Shareholders as of 27/02/2008

Airports of Thailand Public Company Limited (AOT)

No. Name/Last Name Number of Shares Percentage of Total

Shares

1 MINISTRY OF FINANCE 1,000,000,000 70.000

2 CHASE NOMINEES LIMITED 1 65,534,500 4.587

3 NORTRUST NOMINEES LTD. 60,272,590 4.219

4 STATE STREET BANK AND TRUST COMPANY FOR AUSTRALIA, 37,015,076 2.591

5 STATE STREET BANK AND TRUST COMPANY 33,062,686 2.314

6 HSBC (SINGAPORE) NOMINEES PTE LTD. 32,976,615 2.308

7 GOLDMAN SACHS INTERNATIONAL 18,557,800 1.299

8 THAI NVDR COMPANY LIMITED 13,497,677 0.945

9 DEUTSCHE BANK AG, LONDON PRIME BROKERAGE 10,706,100 0.749

10 THE BANK OF NY NOMINEES LTD SUB A/C MACQUARIE GBL INFRASTRUCTURE FD

9,525,612 0.667

1,281,148,656 89.679

Number of Shareholders % Number of

Shares %

Thai shareholders 10,717 99.07 1,085,691,544 76.00

Foreign shareholders 101 0.93 342,878,456 24.00

Total 10,818 100.00 1,428,570,000 100.00

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1. Mr. Vudhibhandhu Vichairatana (Age 60) Chairman and Independent Director Position Director-General, Bureau of the Budget Education

•MasterofEconomics,UniversityofArkansas,U.S.A.•BachelorofEconomics,StephenF.AustinState University, Texas, U.S.A.

Training •NationalDefenceCollegeClass38•DirectorAccreditationProgramClass49/2005, Thai Institute of Directors (IOD) •TheRoleofChairmanProgramClass3/2001, Thai Institute of Directors (IOD)

Work Experience 2004-2007 Director,TMBBankPublicCompany Limited 2004 - 2006 Director, Thai Airways International Public Company Limited 2002 - Present Director-General, Bureau of the Budget 2001 - 2002 Deputy Director-General, Bureau of the Budget (Executive 10) 1999 - Present Director, PTT Exploration and Production Public Company Limited

Experience Relevant to AOT Business •Expertiseineconomics,finance,andmonetary•Expertiseindevelopmentplanningandstrategies

2. Mr. Surachai Tansitpong (Age 59) Director Position Deputy Permanent Secretary, Ministry of Transport Education

•MasterofPublicAdministrationinPublicand Private Management, National Institute of Development Administration (NIDA) •BachelorofBusinessAdministration(Construction Management),SukhothaiThammathiratOpen University •BachelorofEngineering(CivilEngineering), ChulalongkornUniversity

Training •NationalDefenceCourse,

National Defence College Class 15 •DirectorAccreditationProgramClass73/2008, Thai Institute of Directors (IOD)

Work Experience 2006 - Present Deputy Permanent Secretary, Ministry of Transport 2006 - 2007 Chairman, the Transport Co.,Ltd 2002 - 2006 Director-General, Department of Rural Roads, Ministry of Transport (Executive 10) 2001 - 2002 Deputy Director-General, Department ofPublicWorks,MinistryofInterior (Executive 9)

The AOT Board of Directors as of September 30th, 2008

Consist of 14 directors as follow :

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Experience Relevant to AOT Business •Expertiseintransport•Expertiseindevelopmentplanningandstrategies•Expertiseinengineering

3. Air Chief Marshal Raden Puengpak (Age 61) Independent Director Position Retired civil servant Education

•MasterofManagementBusinessAdministration (Ex-MBA) Class 7, Kasetsart University

•BachelorofScience,RoyalThaiAirForceAcademy

Training •NationalDefenceCollegeClass39•RoyalThaiAirForceAirWarCollegeClass26•DirectorAccreditationProgramClass73/2008, Thai Institute of Directors (IOD) •DirectorCertificationProgramClass107/2008, Thai Institute of Directors (IOD)

Work Experience 2005 - 2007 Deputy Supreme Commander 2002 - 2005 Assistant Commander-in-Chief 2000 - 2001 Commander, Air Combat Command

Experience Relevant to AOT Business •Expertiseinaviation•Expertiseinmanagementandbusiness administration

4. Mr. Chaisak Angkasuwan (Age 58) Director Position Director-General, Department of Civil Aviation Education

•MasterofPublicAdministrationinPublicand Private Management, National Institute of Development Administration (NIDA) •BachelorofLaw,ThammasatUniversity


National Defence College Class 4414 •DirectorAccreditationProgramClass51/2006, Thai Institute of Directors (IOD) •TheRoleofChairmanProgramClass13/2006, Thai Institute of Directors (IOD)

Work Experience 2005 - Present Chairman, the Board of Directors, Aeronautical Radio of Thailand Ltd. 2004 - Present Director-General, Department of

Civil Aviation 2003 - 2004 Deputy Director (for Economics), Department of Civil Aviation 2002 - 2003 Deputy Director (for Academics), Department of Civil Aviation

Experience Relevant to AOT Business •Expertiseinairtransportandaviation-related legislation •Expertiseinairportmanagement

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5. Mr. Utid Tamwatin (Age 58) Director Position Deputy Permanent Secretary, Ministry of Finance Education

•LL.M,UniversityofCalifornia,Berkeley,U.S.A.•BarristeratLaw,TheThaiBarAssociation•Bachelor’sofLaw(Hons),ThammasatUniversity

Training •NationalDefenceCourse, National Defence College Class 399 •DirectorCertificationProgramClass3/2000, Thai Institute of Directors (IOD)

Work Experience 2008 - Present Chairman, Eastern Water Resources Management and Development Public Company Limited 2006 - Present Deputy Permanent Secretary for Expenditure and Liability, Office of the Permanent Secretary, Ministry of Finance 2004 - 2006 Director-General, the Excise Department, Ministry of Finance 2003 - Present Director,SukhumvitAsset Management Co.,Ltd 2002 - 2006 Deputy Permanent Secretary for Revenue, Office of the Permanent Secretary, Ministry of Finance

Experience Relevant to AOT Business •Expertiseinlaw•Expertiseinmonetaryandfinance

6. Mr. Vinai Vittavasgarnvej (Age 58) Director Position Inspector-General, Ministry of Finance Education

•MasterofPoliticalScience(PublicAdministration), Thammasat University •BachelorofAccounting(Accounting), Thammasat University

Training •National Defence College Class 47 •DirectorCertificationProgramClass77/2006, Thai Institute of Directors (IOD)

Work Experience 2008 - Present Inspector-General, Ministry of finance 2005 - Present Director, Erawan Hotel Public Company Limited 2005 - 2008 Principal Advisor on Tax Base Management, The Revenue Department 2003 - 2005 Deputy Director-General, The Revenue Department

Experience Relevant to AOT Business •Expertiseinexcise

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7. Mr. Pongsak Semson (Age 57) Independent Director Position PermanentSecretaryforBangkok Metropolitan Administration Education

•Ph.D.inPoliticalScience(MajoringinPolitical Theory and Thai Government, International Relations, Administrative Laws, Public Policy, and Public Administration),ChulalongkornUniversity•MasterofManagementBusinessAdministration, Nation Institute of Development Administration (NIDA) •MasterofPoliticalScience,ThammasatUniversity•Bachelor of Political Science, Chiang Mai University

Training •National Defence Course, National Defence College Class 4212 •AuditcommitteeProgramClass22/2008, Thai Institute of Directors (IOD)

Work Experience 2006 - Present PermanentSecretary,theBangkok Metropolitan Administration 2002 - 2006 Director-General, Department of

Civil Aviation 2000 - 2002 Director, Department of Policy and Planning,BangkokMetropolitan Administration 1998 - 2000 Chief Inspector-General, Office of the Permanent Secretary for the BangkokMetropolitanAdministration

Experience Relevant to AOT Business •Expertise in management and business administration

8. Police General Sombat Amornvivat (Age 62) Independent Director Position Advisor to Minister of Justice Education

•MasterofPublicAdministration,NationalInstitute of Development Administration (NIDA)

Training •NationalDefenceCollegeClass34•FederalBureauofInvestigation(FBI),U.S.A.•DirectorAccreditationProgramClass73/2008, Thai Institute of Directors (IOD) •DirectorCertificationProgramClass107/2008, Thai Institute of Directors (IOD)

Work Experience 2008 - Present Advisor to Minister of Justice 2007 - 2008 Deputy Director-General (Security), the National Police Bureau 2004 - 2006 Director-General, Department of Special Investigation, Ministry of Justice 2001 - 2004 Deputy Director-General,

the National Police Bureau

Experience Relevant to AOT Business •Expertiseinsecurity

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9. Air Chief Marshal Sumet Photimanee (Age 59) Independent Director Position Chief, Executive Staff Officers to Minister of Defence Education


Training •National Defence Course,

National Defence College Class 48 •Air Command and General Staff College (Class 30) •TrainingonRADAREquipment,U.K.

Work Experience 2008 - Present Chief, Executive Staff Officers to Minister of Defence 2006 - 2007 Director, RTAF Education 2005 - 2006 Commander, RTAF Security Forces Command 2002 - 2005 Commander, Don Mueang RTAF Base

Experience Relevant to AOT Business •Expertiseinaviation•Expertiseinmanagement

10. Mr. Arkhom Termpittayapaisith (Age 52) Director Position Deputy Secretary-General, National Economic and Social Development Board Education

•MasterofEconomics,WilliamsCollege,U.S.A.•BachelorofEconomics,ThammasatUniversity

Training •National Defence College Class 46

•SeniorExecutiveProgramClass35,Officeof the Civil Service Commission •DirectorAccreditationProgramClass51/2005, Thai Institute of Directors (IOD) •DirectorCertificationProgramClass97/2007, Thai Institute of Directors (IOD) •AuditCommitteeProgramClass22/2008, Thai Institute of Directors (IOD)

Work Experience 2008 - Present Director, CAT Telecom Public Company Limited 2005- 2006 Director, TOT Public Company Limited 2004 - Present Deputy Secretary-General, National Economic and Social Development Board 2003 - 2004 Advisor in Policy and Plan

Experience Relevant to AOT Business •Expertiseineconomics,monetary,andfinance•Expertiseintransportandcommunications•Expertiseindevelopmentplanningandstrategies

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11. Mr. Chulasingh Vasantasingh (Age 58) Independent Director Position Deputy Attorney General, Office of the Attorney General Education

•MasterofComparativeLaw(MCL), University of Illinois, U.S.A.

•BarristeratLaw,theInstitutionofLegalEducation of Thai Bar Association •BachelorofLaw(Hons),ChulalongkornUniversity

Training •NationalDefenceCollegeClass388•DirectorCertificationProgramClass35/2003,

Thai Institute of Directors (IOD) •AuditCommitteeProgramClass17/2007,

Thai Institute of Directors (IOD)

Work Experience 2005 - Present Deputy Attorney General,

Office of the Attorney General 2005 Inspector-General,

Office of the Attorney General 2004 - Present Director, Ratchaburi Electricity Generating Holding Public Company Limited 2004 - 2005 Director-General, Department of the Legal Counsel, Office of the Attorney General 1998 - Present Director, Petroleum Exploration and Production Public Company Limited

Experience Relevant to AOT Business •Expertiseinlaw•Expertiseintransportandcommunications•Expertiseinmanagementandbusiness administration

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12. Mr. Thaworn Phanichaphan (Age 58) Independent Director Position Deputy Attorney General, Office of the Attorney General Education

•MasterofLaw,ChulalongkornUniversity•BarristeratLaw,theInstitutionofLegalEducation ofThaiBarAssociation•BachelorofLaw(Hons),ChulalongkornUniversity


NationalDefenceCollegeClass4313 •DirectorAccreditationProgramClass73/2008, ThaiInstituteofDirectors(IOD)•AuditCommitteeProgramClass22/2008,

ThaiInstituteofDirectors(IOD)•DirectorCertificationProgramClass108/2008, ThaiInstituteofDirectors(IOD)

Work Experience 2007-PresentDeputy Attorney General,

Office of the Attorney General 2006-2008 Director,ThailandPostCo.,Ltd2005-2006 Director-General,DepartmentofLegal Counsel,OfficeoftheAttorneyGeneral 2003-2005 Director-General,Departmentof NarcoticsLitigation,Officeof

the Attorney General

Experience Relevant to AOT Business •ExpertiseinLaw•Expertiseinmanagementandbusinessadministration

13. Flight Lieutenant Usar Borisuth (Age 63) Independent Director Position President,TubusaResort&DragonFruit Garden Education

•MasterofPoliticalScience(PublicAdministration), ThammasatUniversity•BachelorofScience,RoyalThaiAirForceAcademy

Training •DirectorAccreditationProgramClass59/2006, ThaiInstituteofDirectors(IOD)

Work Experience 2005-2006 Director,AirportsofThailandPublic CompanyLimited2004-2005 Director,MassRapidTransitAuthority ofThailand1999-2001 DeputyManagingDirector (Administration)

AirportsAuthorityofThailand

Experience Relevant to AOT Business •Expertiseinairportmanagement

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14. Mr. Apichart Sayasit (Age 42) Independent Director Position ManagingDirector,BakerTillyAuditand AdvisoryServices(Thailand)Ltd. Education

•MasterofBusinessAdministration(Finance), ThammasatUniversity•BachelorofAccounting,ThammasatUniversity

Training •DirectorAccreditationProgramClass72/2008, ThaiInstituteofDirectors(IOD)•AuditCommitteeProgramClass22/2008,


Work Experience 2007-PresentManagingDirector,BakerTillyAudit andAdvisoryServices(Thailand)Ltd.2006-2007 ExecutiveDirector,M.R.&Associate CompanyLimited2004-2005 VicePresident,Horwath(Thailand) Limited

Experience Relevant to AOT Business •Expertiseinaccountingandfinance•Expertiseinmanagementandbusiness administration

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1. Mr. Serirat Prasutanond (Age 57) Position General manager of Suvarnabhumi Airport and Acting President

Education •MasterofBusinessAdministration,

Kasetsart University •MasterofScience,MahidolUniversity•MasterofDevelopmentAdministration,National InstituteofDevelopmentAdministration(NIDA)•BachelorofEconomics,ThammasatUniversity

Training •InformationSystemforSeniorExecutives•DevelopmentofGoodCorporateGovernance •ITforManagementofaModernAirport•PublicAdministrationandLaw•PoliticsandGovernmentintheDemocraticSystem forSeniorExecutives

Work Experience 2008 - Present GeneralManagerofSuvarnabhumi Airport and Acting President 2007 - 2008 GeneralManagerofSuvarnabhumi Airport 2005 - 2007 SeniorExecutiveVicePresident, (RegionalOperations)2002 - 2005 ExecutiveVicePresident

(SpecialAffairs)

2. Mrs. Kulya Pakakrong (Age 58) Position SeniorExecutiveVicePresident (PlanningandFinance)

Education •MasterofDevelopmentAdministration,National InstituteofDevelopmentAdministration(NIDA)•BachelorofAccouunting,ThammasatUniversity

Training •InvestorRelationsProgram,theStockExchange

ofThailand•ChiefFinancialOfficerCertificationProgram•Competitiveness:ChallengesandOpportunitiesfor AsianCountries•ForeignExchange,Derivatives,andEquityMarket•DirectorAccreditationProgramClass64/2007, ThaiInstituteofDirectors(IOD)

Work Experience 2006-PresentSeniorExecutiveVicePresident, PlanningandFinance and Acting President (2February-7October2008)2002 - 2006 ExecutiveVicePresident,Planning andFinance2001 - 2002 AssistantManagingDirector (PlanningandFinance)1996 - 2001 Vicepresident,PlanningandFinance Department

AOT Management Team asof30September,2008

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3. Mr. Saneh Chausurin (Age 55) Position SeniorExecutiveVicePresident (Administration)

Education •MasterofBusinessAdministration,National InstituteofDevelopmentAdministration(NIDA)•BachelorofPoliticalScience,

ChulalongkornUniversity

Training •ITforManagementofaModernAirport•PoliticsandGovernmentintheDemocraticSystem forSeniorExecutives,KingPrajadhipok’sInstitute•InformationSystemforSeniorExecutives•DevelopmentofGoodCorporateGovernance

Work Experience 2006-PresentSeniorExecutiveVicePresident (Administration)2005-2006 SeniorExecutiveVicePresident andActingDeputyGeneralManager ofSuvarnabhumiAirport (BusinessDevelopment)2002-2005 SeniorSpecialist11andActing DeputyGeneralManagerof SuvarnabhumiAirport (BusinessDevelopment)2002-2005 ExecutiveVicePresident (Administration)

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4. Mr. Niranda Theeranartsin (Age 57) Position SeniorExecutiveVicePresident (BusinessDevelopment)

Education •DiplomainHumanResourceManagement,Sasin GraduateInstituteofBusinessAdministrationof ChulalongkornUniversity•BachelorofPoliticalScience(Personnel Management),ChulalongkornUniversity

Training •CorporatePlanforAOTSeniorExecutives•Leadership/TeamDevelopmentSeminar•MaintenanceandTroubleshootingofAirfield LightingSystemTrainingprogram,Belgium

Work Experience 2008-PresentSeniorExecutiveVicePresident (BusinessDevelopment)2004-2008 ExecutiveVicePresident (Administration)1998-2004 VicePresident,Administration Department

5. Mr. Surajit Surapolchai (Age 60) Position SeniorExecutiveVicePresident (EngineeringandInformationTechnology)

Education •BachelorofBusinessAdministration,Sukhothai ThammathiratOpenUniversity•BachelorofEngineering,ChulalongkornUniversity

Training •KnowledgeDevelopmentonBusiness AdministrationandBusinessLaw•TheZuyderZeeProject•AerialPhotography•DesignandCoustonSoftClay

Work Experience 2008-PresentSeniorExecutiveVicePresident (EngineeringandInformation Technology)2007-2008 SeniorSpecialist112004-2007 DeputyProjectDirectorforProject Director,NewBangkokInternational AirportCo.,Ltd

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6. Flight Lieutenant Viwat Smarnrug (Age 60) Position SeniorExecutiveVicePresident (RegionalAirports)

Education •BachelorofScience,RoyalThaiAirForceAcademy

Training •DevelopmentofGoodCorporateGovernance•MediaTrainingProgram•ITforManagementofaModernAirport•KnowledgeDevelopmentonBusiness AdministrationandBusinessLaw

Work Experience 2007-PresentSeniorExecutiveVicePresident (RegionalAirports)2004-2007 DeputyGeneralManagerof DonMueangInternationalAirport (Administration)2001-2004 VicePresident,Electricaland MechanicalDepartment1997-2001 GeneralManagerofChiangMai InternationalAirport

7. Mrs. Supaporn Burapakusolsri (Age 55) Position ExecutiveVicePresident (PlanningandFinance)

Education •MasterofAccounting,ThammasatUniversity•BachelorofAccounting(Hons.),

ThammasatUniversity

Training •FinancialandBudgetManagement•MiniMBAClass1•AirportManagementCommercial,Singapore•StrategicAirportDevelopment,Germany

Work Experience 2006-Present ExecutiveVicePresident (PlanningandFinance)2005-2006 SeniorSpecialist101994-2005 VicePresident,FinanceDepartment

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Management

The Structure of the AOT Board of Directors TheAOTBoardofDirectorscomprises15directorswhichisofanappropriatenumbertothecompany’sbusiness.

TheBoardestablishedsub-committees,namelytheAuditCommittee,theNominationCommittee,theRemunerationCommittee,theGoodGovernanceCommittee,andtheRiskManagementCommitteetoberesponsibleforspecificareasinaccordancewithAOT’sRegulations.withthePresidentbeingthecompany’stopexecutive.

The AOT Board of Directors Forthefiscalyear2008,theAOTBoardofDirectorscomprises15directorswhichincludetheChairman,whois

anindependentdirector,andtheother9independentdirectorswhichexceedstheminimumnumberof3requiredbyAOTregulations.TheBoard’smembersmustbeexperiencedindiversefieldssuitableforAOTbusinessandatleastoneofthisnumbermustbeexpertinaccountingandfinance.Theyareasfollows:

No. Name Position Directorship Commencement Date

1 Mr.VudhibhandhuVichairatana Chairman(IndependentDirector) March14th,2008

2 Mr.SurachaiTansitpong Director March14th,2008(replacingGeneralSaprangKalayanamitra)

3 AirChiefMarshalRadenPuengpak IndependentDirector March14th,2008(replacingAirChiefMarshalIttapornSubhawong)

4 Mr.ChaisakAngkasuwan Director March14th,2008 (replacingMr.MaitreeSrinarawat)

5 Mr.UtidTamwatin Director March14th,2008 (replacingMrs.DanuchaYindeepit)

6 Mr.VinaiVittavasgarnvej Director March14th,2008

7 Mr.PongsakSemson IndependentDirector March14th,2008 (replacingMr.ChirmsakPinthong)

8 PoliceGeneralSombatAmornvivat IndependentDirector March14th,2008 (replacingMr.SupotSublom)

9 AirChiefMarshalSumetPhotimanee IndependentDirector March14th,2008 (replacingAirChiefMarshalNarongsakSangapong)

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10 Mr.ArkhomTermpittayapaisith Director March14th,2008

11 Mr.ChulasinghVasantasingh IndependentDirectorMarch14th,2008(replacingMr.KampreeKaocharern)

12 Mr.ThawornPhanichphan IndependentDirector January25th,2008

13 FlightLieutenantUsarBorisuth IndependentDirectorMarch14th,2008(replacingMr.YodyiamTeptaranon)

14 Mr.ApichartSayasit IndependentDirectorMarch14th,2008(replacingMr.NonthaphonNimsomboon

15 AirMarshalChanaU-Sathaporn DirectorandSecretary(President)

CommenceddirectorshiponNovember5th,2007 andresignedonAugust5th,2008

Remarks - No.1-11 were elected by the resolution of the Annual Extraordinary Meeting of Shareholders 1/2008 on March 14th, 2008. - No.11 resigned the AOT directorship on September 19th, 2008. - No.12 was elected by the Annual Ordinary Meeting of Shareholders 2007 on January 25th, 2008. - No.14 was appointed to the Audit Committee as an accounting and financial expert.

Allnewdirectorswillbeprovidedwithimportantinformationessentialforthedirectors’performanceofdutyaswellasbriefingontheoverviewofAOTbusinesscharacter.

TheAOTBoardperformstheirdutiesresponsiblyandindependently.Thereisacleardivisionoftherolesand ahealthybalanceofauthoritybetweentheChairmanofAOTBoardandthePresidentofAOTasfollows:

1. Authority of the AOT Board TheAOTBoardhastheauthorityanddutytoconductAOTbusinessincompliancewiththelaw,objectives,

regulations,andtheshareholders’resolutionsinanhonest,moralandethicalmanneraswellastosafeguardthebestinterestsofAOTanditsshareholders.

2. Authority of the AOT President ThePresidentshallmanageAOTasassignedbytheBoardandinaccordancewiththecorporateplanandbudget

approvedbytheBoard.ThePresidentshallperformwithhonestyandintegrityalongwithensuringthebestinterestsofAOTandshareholders.ThePresident’sauthorityshallincludethemattersasfollows:

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(1)Operateand/ormanageday-to-daybusiness.(2)Employ,appoint,remove,transfer,promote,demote,dockpayorwages,imposedisciplinaryaction,and

dismissemployeesaccordingtoAOTregulationsexceptforemployeesatexecutivelevelorequivalentwhichrequiresapriorapprovalfromtheBoardofDirectors.

(3)WorkoutandsubmitAOT’sbusinesspolicy,plan,andbudgetfortheBoard’sapprovalaswellaskeepingtheBoardinformedoftheprogressinimplementingtheapprovedplanandbudgetonaregularbasis.

3. The Board of Directors has appointed sub-committees in accordance with AOT’s Regulations to assist in their work as follows:

3.1 The Audit Committee TheAuditCommitteeconsistsofaminimumof3directorswithatleast1directorwhopossessesfinancialand

accountingknowledgeandheld10meetingsduringtheyear.Themembersareasfollows:

Name Position

(1)Mr.ThawornPhanichaphan Chairman(IndependentDirector)

(2)Mr.PongsakSemson Member(IndependentDirector)

(3)Mr.ArkhomTermpittayapaisith Member

(4)Mr.ApichartSayasit Member(IndependentDirector)

Remarks: - No.3 has been re-elected to AOT Board for another term and previously served as a member of the Audit Committee. He was re - appointed

for an additional term to continue the work of good auditing and monitoring. - No.4 possesses financial and accounting knowledge with experience in auditing financial statements of many leading companies such as Unique Real Estate and Development Co.,Ltd, United Flour Mill Public Company Limited, Thai Setakij Insurance Public Company

Limited, etc.

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Scope of Duties and Responsibilities (1) Ensurethatthefinancialreportcontainsaccurateandsufficientinformation. (2) EnsurethatAOThasanappropriateandefficientinternalcontrolsystem,riskmanagementsystem,

andinternalauditsystem. (3) ReviewandensurethatAOTisinfullcompliancewiththeSecuritiesandExchangeActB.E.2535and theamendmenttotheRegulationsoftheStockExchangeofThailandandotherlawsrelatingto

thecompany’sbusiness. (4) Consider,select,andproposetheappointmentandremunerationofanAOTauditorifnecessary apartfromtheauditorfromtheAuditorGeneralOffice. (5) ConsiderthedisclosureofAOTinformationincasethereisaconnectedtransactionoritemthatmay leadtoconflictsofinteresttoensureaccuracyandcompleteness. (6) PreparereportsontheAuditCommittee’ssupervisionanddisclosethemintheAOTannualreport whichshallbedulysignedbytheChairmanoftheAuditCommittee. (7) PerformanyotherdutiesasassignedbytheBoardofDirectorswithconsentfromtheAuditCommittee. Tothateffect,theAuditCommitteeChartershallbedrawnupandsubmittedtotheBoardofDirectors forapproval.

3.2 The Nomination Committee TheNominationCommitteeconsistsofaminimumof3directorswithatleast1beinganindependentdirector

andheld3meetingsduringtheyear.Themembersareasfollows:

Name Position

(1)AirChiefMarshalRadenPuengpak Chairman(IndependentDirector)

(2)Mr.ChaisakAngkasuwan Member

(3)Mr.UtidTamwatin Member

(4)FlightLieutenantUsarBorisuth Member(IndependentDirector)

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Scope of Duties and Responsibilities TheNominationCommitteeisresponsibleforselectingandproposingsuitablepersonstobenominatedasnewdirectorstotheBoardofDirectorsandattheshareholder’smeetingforultimateapproval.SelectionmethodofCommittee’smembersmustbeperformedunder transparentcriteriaas stipulatedby therelevantlawandtheAnnouncementoftheMinistryofFinance.

3.3 The Remuneration Committee TheRemunerationCommitteeconsistsofaminimumof3directorswithatleast1beinganindependentdirector


Name Position

(1)Mr.UtidTamwatin Chairman

(2)AirChiefMarshalSumetPhotimanee Member(IndependentDirector)


(4)Mr.ThawornPhanichaphan Member(IndependentDirector)

Scope of Duties and Responsibilities (1) ConsidertheguidelinesfordeterminingtheappropriateremunerationfortheBoardofDirectorsand thePresidentofAOT. (2) Considerthecriteriaorproceduresfordeterminingthefairandreasonableremunerationandbenefits for theBoardof DirectorsandthePresidentofAOTandsubmittotheBoardforproposingat

theshareholdermeetingsforapproval. (3) Considercriteriaorproceduresfordeterminingtheremunerationfortheoutsiderswhoareappointed tobemembersofcommittees,sub-committees,andworkinggroupsandproposethemtotheBoard forapproval.

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3.4 The Good Governance Committee TheCorporateGovernanceCommitteeconsistsofaminimumof3directorswithatleast1beinganindependent

directorandheld6meetingsduringtheyear.Themembersareasfollows:

Name Position

(1)PoliceGeneralSombatAmornvivat Chairman(IndependentDirector)




Scope of Duties and Responsibilities (1) SetoutguidelinesanddirectiononAOT’scorporategovernanceaffairsandensurethatalldepartments implementandpracticethemaccordingly. (2) ImproveAOT’sCodeofConducttoencompasstheStockExchangeofThailand’sBestPracticesin CorporateGovernance. (3) OverseetheBoardandtheManagementtoensuretheyperformtheirdutiesinaccordancewith

thebestpracticesincorporategovernance. (4) RecommendapproachestogoodgovernancetotheBoardofDirectors.

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3.5 The Risk Management Committee TheRiskManagementCommitteeconsistsofaminimumof3directors,with1meetingheldduringtheyear.

Themembersareasfollows:

Name Position

(1)Mr.SurachaiTansitpong Chairman


(3)Mr.VinaiVittavasgarnvej Member


Scope of Duties and Responsibilities (1) SetoutAOT’sriskmanagementpolicyandframework.(2) Overseeandsupporttoensurethesuccessoftheriskmanagementatthecorporatelevel.(3) Proposemeasurestoeffectivelypreventandlimitrisksatanacceptablelevel.(4) Followup,evaluate,andimprovetheoperationplanstomitigateriskscontinuouslyandappropriately tothebusinesscircumstances.

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4. Selection Criteria for Independent Directors and Nomination Procedures 4.1 Selection Criteria for Independent Directors AOTprescribesthatthecompany’sBoardofDirectorsshallconsistofatleastonethirdofindependentdirectors.

Thecompany imposesastricterqualificationrequirement for independentdirectors thanthosestipulatedby theSecuritiesandExchangeCommission(SEC)andtheStockExchangeofThailand(SET)asfollows:

(1)Independentdirectorsmustnotholdmorethan1%ofthetotalvotingsharesofAOT,affiliatedorassociatedcompaniesorlegalentitieswhichmayhaveconflictsofinterest.

(2)Independentdirectorsmustnotbeinvolvedinanymanagementandnotbeanemployeeoranadvisorwithamonthlysalary,auditingconsultant, legalconsultantorothertypeofadvisor.NoraretheythepersonswithcontrollingauthorityoverAOT,affiliatedandassociatedcompaniesorlegalentitieswithconflictsofinterest.Theymustnothavebenefitsorstakesinsuchmannerforatleast2years.

(3)Independentdirectorsmustnothaveanybusinessrelationshipswiththecompanyascustomers,tradingpartners,tradecreditors/debtors,andfinancialcreditors/debtors.Theymustnothavedirectorindirectbenefitsin thefinanceandmanagementofAOT,affiliatedandassociatedcompanies,orlegalentitieswithconflictsofinterestthatmayimpairtheirindependenceinperformanceoftheirduties.

4)Independentdirectorsshouldnotberelativesorhavearelationship,whichmayimpedetheindependencyofthemanagementandmajorshareholdersofAOT,affiliatedandassociatedcompaniesorlegalentities,whichmayhaveconflictsofinterest.Norshouldtheybeappointedtorepresentorprotectthebenefitsofanydirectorormajorshareholder.

4.2 Nomination Procedures for Independent Directors Innominatinganewdirector,AOTgivesfirstprioritytoselectingaqualifiedcandidatetofillthepositionof

anindependentdirectorsothatthestructureoftheBoardisintunewiththegoodgovernanceprinciples.ThiswillfacilitatetheperformanceoftheBoard,ensuringtheeffectivenessofthemanagementandbalancingthepowerinsafeguardingthebenefitsofshareholdersandstakeholders.AOTensuresthattheBoardshallconsistat least 3independentdirectorsasstipulatedinAOT’sRegulations.Thequalificationofeachdirectorwillbecheckedduring theyear.Ifhis/herqualificationmatchestherequirementforanindependentdirector,he/shewillbeconsidered anindependentdirector.

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4.3 Self-assessment of the Board of Directors TheBoardshallconductself-assessment,whichallowsthedirectorstoreviewtheirperformanceandproblems.

Theresultsofthereviewshallbeanalyzedforfurtherimprovement.

4.4 Enhancement of Committee Members and Managements TheBoardofDirectorsencouragesand facilitates thedevelopment forcommitteemembers.TheAudit

CommitteemembersandtopexecutiveswereencouragedtoattendthecoursefordirectorsoflistedcompaniesandthecourseforauditorsorganizedbytheThaiInstituteofDirectorsAssociation.AOTalsoencouragedthecorporatesecretarytoattendthetrainingcourseforcorporatesecretariessohe/sheisfullyawareofhis/herrolesanddutiesasstipulatedbythelaw.Moreover,AOTinvitedalegalexpertfromBaker&MckenzieCo.,Ltd.tobrieftheBoardand theManagementson thenewSecuritiesandExchangeAct(No.4)B.E.2551,whichdefines the rolesandresponsibilitiesofdirectorsandmanagementsoflistedcompanies.

4.5 Corporate Secretary TheSecuritiesandExchangeAct(No.4)B.E.2551,Section89/15stipulatesthattheBoardofDirectorsshall

appointacorporatesecretarytocoordinatetasksonbehalfofthecompanyortheBoard.Forthefiscalyear2008fromAugust1st,2007toAugust7th,2008,theBoardofDirectorsappointedMissSuwanneeSumrongwatana theCorporateSecretary.FromAugust8th,2008onwards,FlyingOfficerPearlRugsamruadwasappointed theCorporateSecretaryinplaceofMissSuwanneeSumrongwatana,whowaspromotedtoDeputyGeneralManagerofSuvarnabhumiAirport(Administration).

5. The Number of AOT Shares Held by the Board of Directors and the Board Meeting Attendance Record 2008

TheBoardofDirectorsholdsascheduledmeetingonceamonthoneverythirdThursdayexceptwhenthereareurgentmatters.Priortoeachmeeting,AOTwillsendsupportingdocumentstothedirectorswellinadvancetoallowsufficienttimeforproperreview.TheminutesofeachmeetingwillberecordedinwritingandtheapprovedminutessignedbytheBoardwillbefiledforreference.AsofSeptember30th,2008,thenumberofAOTsharesheldby theBoardofDirectorsandtheBoardmeetingattendancerecordareasfollows:

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No. Name Position

Number of Shares Held As of September 30th,

2008

Meeting Attendance Record

Total 14 Times

1 Mr.VudhibhandhuVichairatana Chairman(IndependentDirector) - 14/14

2 Mr.SurachaiTansitpong Director - 8/14

3 AirChiefMarshalRadenPuengpak IndependentDirector - 13/14

4 Mr.ChaisakAngkasuwan Director - 10/14

5 Mr.UtidTamwatin Director - 9/14

6 Mr.VinaiVittavasgarnvej Director - 11/14

7 Mr.PongsakSemson IndependentDirector - 8/14

8 PoliceGeneralSombatAmornvivat IndependentDirector - 9/14

9 AirChiefMarshalSumetPhotimanee IndependentDirector - 13/14

10 Mr.ArkhomTermpittayapaisith Director - 12/14

11 Mr.ChulasinghVasantasingh IndependentDirector - 12/14

12 Mr.ThawornPhanichaphan IndependentDirector - 11/14

13 FlightLieutenantUsarBorisuth IndependentDirector - 14/14

14 Mr.ApichartSayasit IndependentDirector - 10/14

15 AirMarshalChanaU-Sathaporn DirectorandSecretary(President) - 9/9

Remarks - Number 11 resigned his directorship on September 19th, 2008. - Number 15 resigned his directorship and the position of secretary as well as President on August 5th, 2008.

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6. Remuneration for Directors and AOT Executives TheRemunerationCommitteeisresponsibleforreviewingAOT’spolicyforthedirectorsandspecialcommittee

memberstoensureitisbothappropriateandcomparabletoothercompaniesinthesameindustries.TheOrdinaryGeneralShareholders’Meetingof2007onJanuary25th

,2008approvedoftheremunerationforthedirectorsandspecialcommitteemembersforthefiscalyear2008asfollows:

6.1 Remuneration for the Directors (1) Amonthlyremunerationof20,000Bahtperperson.Wherethedirectorwasappointedduringthemonth,

theremunerationshallbepaidinproportiontothenumberofdaysworkedinthatmonth.(2) Anattendancefeeof15,000Bahtpermeeting.Shouldtherebemorethanonemeetinginacertainmonth,

theattendancefeeshallbepaidonlyonce.(3) EachAuditCommitteememberreceives20,000Bahtpermonthdespitenomeetinginthatmonth.TheAudit

Committeememberwhowasappointedduringthemonthshallreceivethepayinproportiontothenumberofdaysworked.

(4) ThedirectorsappointedbytheBoardtobeamemberofcommittee,sub-committee,orworkinggroupshallreceive10,000Bahtpermeeting.However,thetotalpayreceivedbyeachmembershallnotexceed20,000BahtpermonthexcludingtheremunerationfortheAuditCommitteemembers.

(5) ChairmanandDeputyChairmanofeachcommitteeshallreceiveanadditionalremunerationof25%and12.5%,respectively.

(6) TheremunerationandattendancefeesforAOTBoardofDirectorsforthefiscalyear2008weresetatnomorethan15,000,000Baht.

AccordingtoAOT’sRegulations,onlythedetailsofremunerationforthedirectorsandspecialcommitteemembersoftheAuditCommittee,theNominationCommittee,theRemunerationCommittee,theGoodGovernanceCommittee,andtheRiskManagementCommitteeshallbereported.

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6.2 Remuneration for the Board of Directors and Special Committees in 2008

Unit : Baht

No Name Board of Directors

Audit Committee


Remuneration Committee

Good Governance Committee

Risk Management Committee

Total

1 Mr.VudhibhandhuVichairatana 293,669.36 293,669.36

2 Mr.SurachaiTansitpong 221,612.90 12,500.00 234,112.90

3 AirChiefMarshalRadenPuengpak 236,612.90 236,612.90

4 Mr.ChaisakAngkasuwan 236,612.90 10,000.00 246,612.90

5 Mr.UtidTamwatin 221,612.90 221,612.90

6 Mr.VinaiVittavasgarnvej 250,094.55 10,000.00 260,094.55

7 Mr.PongsakSemson 221,612.90 113,333.33 10,000.00 344,946.23

8 PoliceGeneralSombatAmornvivat 236,612.90 12,500.00 249,112.90

9 AirChiefMarshalSumetPhotimanee 236,612.90 236,612.90

10 Mr.ArkhomTermpittayapaisith 236,612.90 202,298.85 438,911.75

11 Mr.ChulasinghVasantasingh 213,612.90 213,612.90

12 Mr.ThawornPhanichaphan 269,516.13 141,666.67 10,000.00 421,182.80

13 FlightLieutenantUsarBorisuth 236,612.90 236,612.90

14 Mr.ApichartSayasit 221,612.90 113,333.33 334,946.23

15 AirMarshalChanaU-Sathaporn 329,913.98 329,913.98

Remarks: - No.11 resigned his directorship on September 19th, 2008. - No.15 resigned his directorship and the positions of Secretary and President on August 5th, 2008.

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6.3 Remuneration for Directors Resigning During the Year (October 2007 – January 2008)

Unit : Baht


Audit Committee





Total

1 GeneralSaprangKalayanamitra 229,956.90 235,200.00 465,156.90

2 AirChiefMarshalNarongsakSangapong 206,961.21 20,000.00 238,500.00 465,461.21

3 Mr.ChavalitSethameteekul 156,838.71 25,000.00 210,825.00 392,663.71

4 Mr.KampreeKaocharem 183,965.52 88,965.52 25,000.00 22,500.00 189,000.00 509,431.04

5 Mr.VudhibhandhuVichairatana153,965.52 216,000.00 369,965.52


7 Mr.ArkhomTermpittayapaisith 156,724.14 30,000.00 216,000.00 402,724.14

8 AirChiefMarshalIttapomSubhawong 153,965.52 30,000.00 189,000.00 372,965.52

9 Mr.NonthaphonNimsomboon 183,965.52 111,206.90 20,000.00 189,000.00 504,172.42

10 Mr.TortrakulYomnak 155,483.87 75,483.87 50,000.00 189,000.00 469,967.74

11 Mr.YodyiamTeptaranon 183,965.22 88,965.52 189,000.00 461,930.74

12 Mr.ChirmsakPinthong 186,724.14 10,000.00 20,000.00 147,483.87 364,208.01

13 PoliceGeneralSereepisuthTemeeyaves 81,483.87 68,400.00 149,883.87

14 Mrs.DanuchaYindeepit 183,965.52 30,000.00 18,000.00 231,965.52

Remarks: - The bonus for the fiscal year 2007 for the previous Board of Directors was paid in 2008 according to the resolution of the Ordinary General Shareholders’ Meeting 2007 on January 25th, 2008.

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7. Corporate Governance In2008,theBoardofDirectorscarriedoutbusinessinconformancewiththeStockExchangeofThailand’s2006

CorporateGovernanceofListedCompanies.Itcanbesummarizedasfollows:

7.1 Corporate Governance Policy of AOT TheBoardofDirectorsdeemeditappropriatetoreviseAOT’scorporategovernancepolicy,keepingitinlinewith

theStockExchangeofThailand’s2006CorporateGovernanceofListedCompanies.ItwaswidelyannouncedtoAOTunitsonJanuary29th,2008anddisclosedonAOT’swebsite.

7.2 Rights of Shareholders Realizingtheimportanceoftherightsofshareholders,AOThasclearlystatedinitscorporategovernancepolicy

thatthecompanyshallensurethattheshareholdersareentitledtoallbasicrightsincludingtherighttoreceiveadequate information, therighttoattendtheshareholders’meetingsandvoteatthemeetingsaccordingto thenumberofsharesowned,therighttovoteonthecompany’simportantmatters,andtherighttoshareintheprofits ofthecompany.Thedetailsareasfollows:

(1) AOTwillsendanoticeofthemeetingtoshareholdersinadvancealongwithaclearlystatedagendawiththeBoard’sopinionsoneachproposeditem,theminutesofthepreviousshareholders’meeting,allproxyformsstipulatedbytheMinistryofCommerce,andthenamesoftheindependentdirectorswhocanbeappointedproxies.Alsoincludedarethemapofthemeetingvenueaswellasthemeetingrulesandvotingprocedures.Moreover,shareholderscanlookforinformationaboutthenoticeofthemeeting,theagenda,documentsrelatedtotheagendaitems,andallproxyformsontheCompany’swebsiteatleast20dayspriortothedateofthemeeting.

(2) AOTwillfixthedate,time,andplaceofthemeetingtofacilitateallshareholdersonanequitablebasis.Inadditiontoensuringmaximumsecurity, thecompanyprovidesappropriateandampleregistrationpoints.Forshareholders’convenience,AOTwillopenforadvanceregistrationat least2hourspriortothemeeting,using abarcodesystemfortheregistrationandvotecountingtospeeduptheprocesses.TheCompanyalsoprovidesappropriategiftsandreceptionforshareholdersattendingthemeeting.

(3) Everyshareholders’meetingwillbechairedbytheChairmanoftheBoardofDirectors.Beforeeverymeeting,thechairmanwillexplainthevotingmethod,votecountingprocedures,andtheuseofballotswith theresultsofthevotingoneachagendaitemsubsequentlyannouncedatthemeeting.Incountingthevotes, theCompany invitesvolunteer shareholders towitness theprocedures.AOTensures that thevotingand theannouncementof thevotingresultsoneach itemwillbeclearandtransparent toprotecttherightsofshareholders.

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AttheOrdinaryGeneralShareholders’Meeting2007onJanuary25th,2008,theChairmanoftheBoardofDirectorsastheChairmanoftheMeeting,theChairmanoftheAuditCommittee,theChairmanoftheNominationCommittee,theChairmanoftheRemunerationCommittee,theCorporateGovernanceCommitteemembersaswellastheAOTPresidentandthetopexecutiveswereinattendancetoexplainthedetailsoneachagendaitemandtoanswershareholders’queries.AOT’sAuditorandlegalconsultantalsoattendedthemeetingincasetherewereanydisputes.TheyalsocheckedtheproxyformsandwitnessedtheballotcountswhichtheChairmanoftheBoardcarriedoutinconformitywiththelaw.

(4) TheChairmanwillarrangesufficienttimeandmanagethemeetingappropriatelyandtransparently.Duringthemeeting,theChairmanwilloffershareholdersopportunitiestoexpressopinionsandaskquestionsbeforevotingandconcludingthemeetingresolutionforeachagenda.Shareholdersmayalsoexpressopinionsandraisequestionsaboutthecompany’soperationsduringthemeeting.

(5) Theshareholderswhoarriveafterthecommencementofthemeetinghavetherighttovoteontheagendabeingdiscussedandwhoseresolutionnotyetpassed.

(6) TheCompanywilldiscloseinformationtoshareholdersregularlythroughtheStockExchangeofThailand’schannelsandtheCompany’swebsite.

(7)Company visits areorganized toenable the shareholders tohaveabetter understandingabout theCompany’sbusiness.

(8) TheCompanyprovidesminorshareholderswithachannelwheretheycanobtaininformationdirectlythrough theE-mailaddressesof theGoodGovernanceCommitteemembers, theCorporateSecretary,and theCompany’sInvestorRelationDepartment.

(9) TheCompanywilloperatewithefficiencytoensureappropriatereturnsfortheshareholders.

7.3 Equitable Treatment of Shareholders AOTemphasizesandprovidesequitableandfairtreatmenttoeveryshareholder.Tothateffect,theCompany

hastakenmanyeffortsasfollows:(1) Theshareholdershadtherighttoproposeannualgeneralmeetingitemsandnominateaqualifiedpersonfor

directorshippriortotheOrdinaryGeneralMeetingofShareholders,whichwasannouncedtotheshareholdersthroughtheStockExchangeofThailand’schannels3monthsbeforetheendofthefiscalyear(30September2008),oratleast6monthspriortotheOrdinaryGeneralMeeting.Theshareholderswereinformedofthecriteriainconsidering theshareholders’proposedagendaorcandidate.TheinformationofwhichwasinformedthroughAOT’swebsite.

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ThreemonthsbeforetheOrdinaryGeneralMeetingofShareholders(beforetheendofthefiscalyearonSeptember30th,2008)oratleast6monthspriortotheOrdinaryGeneralMeetingofShareholders,theshareholdershadtherighttoproposethenomineeforthedirector.Theinformationonthisisinformedthroughthewebsitesof theStockExchangeofThailandandAOT.TheNominationCommitteeexaminedwhetherthenomineewasqualifiedandthensubmittedthenametotheBoardforapprovalbeforeproposingitforconsiderationattheShareholders’Meeting.TheCompanyrequestedtheshareholderstoelecteachcandidateforthedirectorindividually.

2) AOTwillarrangetheshareholders’meetingfollowingtheagendasnotifiedinthenoticeofshareholders’meeting.TheCompanyhasnopolicytoaddmoreagendaswithoutinformingshareholdersinadvancesothat theshareholdershavesufficienttimetostudydetailsandinformationpertinenttoeachitembeforemakingdecisions.

However,attheOrdinaryGeneralShareholders’Meeting2007onJanuary25th,2008,majorshareholdersaddedanitemduringthemeeting,proposinganomineeforthedirectorposition.Therefore,theCompanywasunabletonotifytheshareholdersinadvance.

(3) TheCompanyprovidesproxyformsforshareholderstoencouragethemtoexercisetheirvotingrightsandproposeanomineeforindependentdirector.Theshareholdersareentitledtoappointanindependentdirectorastheirrepresentative,usingtheproxyform.

(4) TheCompanyencouragesshareholderstouseseparateballotsforeachagendasotheycancasttheirvotesasdeemedappropriate.Duringthemeeting,theballotsforeachagendaarecollectedandmergedwiththeadvancevotingviaproxy.Theresultsofthevotecountsandtheresolutionsaresubsequentlyannouncedatthemeeting.Toensuretransparency,theballotscountedinthepresenceofvolunteershareholderswhoverifytheresultswillbekeptforfuturechecks.

(5) TheminutesofthemeetingshallbemadeaccuratelyandcompletelyandsubmittedtotheStockExchangeofThailandandtheSecuritiesandExchangeCommissionwithin14daysfromthemeetingdate.Thecompanyalsobroadcaststheshareholders’meetingviaWebcastonAOT’swebsite.

(6) IncompliancewiththeSecuritiesandExchangeActB.E.2535,thedirectors,high-rankingexecutivesaswellasVicePresidentofFinanceDepartmentandAccountingDepartmentmustreporttheirshareholdingsofAOTstockswhentheyarefirstappointedtotheposition.Theymustalsoreportonanybuying,selling,ortransferringofthestocks regardlessofvaluetotheSecuritiesandExchangeCommissionwithin3workingdays.

(7) AOThasestablishedmeasurestocontroltheusageandpreventthemisuseofinternalinformation,especiallyinformationwhichmaycauseamajorchangeinAOT’sstockprice,aspartoftheCompany’scorporategovernancepolicy.TheyshallbedisseminatedandfirmlyadheredtobytheBoardofDirectorsandemployeesatalllevels.

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7.4 The Role of Stakeholders AOTrealizesthesignificanceoftherightsofstakeholdersbothinternalandexternal,namelyshareholders,

customers,employees,thegovernment,jointventurepartners,businesspartners,creditors,society,andcommunity.TheCompanyhasclearlydefinedtheguidelinesinitscorporategovernancepolicywhicharedisclosedonAOT’swebsite.TheCompanyoperateswithrespecttotherightsofallstakeholderseverywhereitcarriesoutbusiness.

The Treatment of Stakeholders AOTiscommittedtopromotingcooperationbetweentheCompanyandthestakeholderstocreatefinancial

stabilityandbusinesssustainabilityasfollows:

Shareholders AOTpledgestobeagoodrepresentativeofshareholdersinconductingbusinesstransparentlywithemphasis

oncreatinglong-termeconomicvalueandgoodreturnsforshareholders.

Employees AOTregardsemployeesasoneofthekeyfactorsforAOT’ssuccess.Thecompanyiscommittedtoenhancing

thecapabilityofemployeesatalllevelsonanongoingbasisthroughouttheyear.Moreover,theCompanyprovidescomplaintchannels foremployeeswhere there isaconflictbetweenemployeesorbetween an employeeandhis/hersupervisor.TheemployeesubmittingacomplaintaccordingtotheproceduressetoutbyAOTingoodfaithshallbeprotected,andthecomplaintshallnotcausedismissaloranydisciplinaryactionon thepartofthecomplainorwitnesses.Furthermore,theManagementencouragesemployeesatalllevelstosuggest ideasthatarebeneficialtotheCompany,forexample,measurestoreducepowerconsumption.TheCompanyensuresgoodworkingenvironmentaswellasappropriateandfairremunerationforeveryemployeeequitably.

Government Tobeaccountableforthegovernmentsector,AOTiscommittedtoconductingbusinessinfullcompliancewith

thelawsandallapplicableregulationsoftheoverseeingagencies.TheCompanyhasprovidedconstantsupportforthegovernmentprojectstoensuremaximumbenefitsforsocietyasawholeandtoretaingoodrelationshipswiththegovernmentagencies.TheCompanydealswithgovernmentagenciestransparentlyandisreadytoprovideaccurateandcomplete informationto thegovernmentagenciesuponrequestsoas toensuretransparencyandcreatemutualtrustandconfidence.

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Society, Community, and the Environment AOThasdedicatedunitstooverseetheCompany’ssocial,community,andenvironmentalaffairsincluding

theCorporateCommunicationsOffice,theSpecialAffairsDepartment,andtheEnvironmentalDepartment.Overtheyears,AOThascarriedoutbusinesswithdemonstrablecommitmenttocontributingtosociety,community,andtheenvironment.TheCompanyhasprovidedconstantsupporttosocially-beneficialactivitiesintheareasofeducation,sports,culture,andcareerdevelopmentforabetterqualityoflifeforpeopleinthecommunity.Additionally,theCompanyattachessignificancetolivinginharmonywithsocietyandthecommunitieswhereAOToperates.TheCompanystrivestofostergoodrelationshipswiththecommunities,collaboratinginsolvingproblems tocreateconfidence in thecommunitiesandsocietyasawhole.Detailsonthesolutions toenvironmentalproblemscanbefoundonAOT’swebsite.

Business Partners AOTwasapolicytotreatallbusinesspartnersequitablybasedonfairandtransparentcompetitiontoensuremaximum

benefitsforallconcernedparties.TheCompanyshallneverpreventothercompaniesfromcompetingwithAOT.

Creditors AOTshallstrictlycommittoandhonortheobligationsagreedwiththecreditors.

Channels for Reporting Improprieties and Safeguarding Whistleblowers AOTpledgesitsrelentlesscommitmenttoachievingbusinessexcellence,creatinggreatereconomicvalueand

earningthetrustandconfidenceofitsshareholders.Aspartofitscorporategovernancepolicy,theCompanyprovidesachannelforemployeesandexternalpartiestomakecomplaints,discloseconcerns,givesuggestions,orreportanymisdeedsorimproprietiesofpersonsintheCompany.AOTstressestheimportanceofmaintainingtheconfidentialityofthedetailsofthecomplaints.Disclosuresofmatterswillbemadeonlytothedesignatedorinvolvedpersonstoensureprotectionforthecomplainants.TheCompanyhasestablishedcomplaintfilingandinvestigatoryproceduresinwhichacomplaintcanbemadethroughthefollowingchannels:

(1)[email protected] (2)PO.Box1001DonMueang,Bangkok10210 (3)SuggestionBoxesattheHeadquartersOfficeandtheOfficesatthe6airportsunderAOT’ssupervision.

7.5 Information Disclosure and Transparency Fulldisclosureofinformationisavitalpartofgoodcorporategovernanceprinciples.AOTattachesenormous

significancetodisclosinginformationtotheStockExchangeofThailandandshareholdersinaccuratesufficient,timely,andequitablemanners.TheOfficeofCorporateSecretaryandtheInvestorRelationsCenterareresponsibleforpreparinginformation,respondingtoinquiries,anddisclosinginformationtotheStockExchangeofThailand.

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(1) AOT’s essential information consists of both financial and non-financial information. For 2008, the Company’s financial statements were duly reviewed/audited by the auditor and deemed to be accurate in all material respects and in conformity with the generally-accepted accounting standards. They were approved by the Audit Committee/the Board of Directors before disclosure to shareholders. The Board of Directors was required to report on the Board’s responsibilities along with the financial statements in the Company’s annual report. Moreover, the Company disclosed the unreviewed quarterly financial statement and the unaudited financial statements although they were not required by the Stock Exchange of Thailand. This was to ensure the shareholders and investors receive the financial information more promptly. No material discrepancies were found in the audited/reviewed financial statements. Other information including a report on the connected transactions, Management Discussion and Analysis (MD&A), risk management, and corporate governance policy were provided in both the Annual Report 2008 and a Form 56-1.

(2) All the information disclosed to the public as well as the shareholders and investors will be published on AOT’s website in both Thai and English. Examples include the annual report, Form 56-1, notice to shareholders, and minutes of the shareholders’ meetings. For the Ordinary General Shareholders’ Meeting 2007 on January 25th, 2008, the Company featured a live webcast of the Chairman of the meeting. To ensure easy, timely access to the useful information, AOT constantly updates its web pages and information. Throughout the year 2008, AOT arranged a number of company visits, allowing the shareholders and securities analysts to observe its operations at the Suvarnabhumi Airport and Chiang Mai International Airport with the objectives of creating confidence and better understanding about the operations of AOT on a first-hand basis.

(3) AOT disclosed the role and responsibilities of the Board of Directors and special committees as well as their attendance record and the remuneration for the Directors as approved at the shareholders’ meeting and by the top executives in the annual report and Form 56-1. See details under no. 3.1-3.4, 5 and 6.2

(4) AOT established the Investor Relations Center responsible for communicating information that reflects the true value of the Company to analysts, the shareholders and investors in conformity with the regulations of the Stock Exchange of Thailand. The Center is also in charge of creating analyst and investor confidence along with fostering a good corporate image and favorable attitude of investors toward the Company. Added to this are the coordination and provision of consultancy on investor relations affairs to AOT’s Management. Investors or interested persons can acquire information about AOT such as financial statements, annual reports, and news submitted to the Stock Exchange of Thailand from AOT’s IR officials through the following channels:

- Telephone : 0 2535 5900 - Fax : 0 2535 5909 - E-mail : [email protected] - Mail : 333 Cherdwutagard Road, Don Mueang, Bangkok 10210

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Realizing the importance of information disclosure in accurate, complete, timely, and transparent manners, AOT established the Investor Relations Center to communicate with the shareholders, investors, securities analysts and other involved agencies. Throughout the fiscal year 2007, the Center carried out a wide range of activities dedicated to publicizing and disseminating information of AOT to investors, shareholders and other involved persons. They can be summarized as follows:

Fiscal Year 2007 - Overseas Roadshow 0 Time/Year - Analyst Briefing 2 Times/Year - Company Visit 240 Times/Year - Conference Call 22 Times/Year - Shareholders’ visit 1 Time/Year (5) AOT disclosed financial, non-financial and other material information accurately and completely in

conformity with the regulations of the Stock Exchange Commission (SEC) and the Stock Exchange of Thailand. Furthermore, in 2007, AOT prepared Management Discussion and Analysis (MD&A) for every quarterly financial statement.

(6) The Company prepared financial statements in accordance with generally accepted accounting standards. They were audited by independent auditors to ensure that all the information was accurate.

(7) AOT, in cooperation with the Thai Investors Association and the Stock Exchange of Thailand, organized Company Visit, which allowed the shareholders, investors, and securities analysts to meet with the Company’s top executives to discuss the operations as well as the problems and solutions of AOT before visiting Suvarnabhumi Airport in order to create confidence among the shareholders, analysts and investors in AOT Business.

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Internal Control AOT considers the internal control system vital. AOT, therefore, places the stress on internal control sufficient and

appropriate to the business in accordance with the Regulations of the State Audit Commission on the subject of the Specification of Standards of Internal Control, B.E. 2544. These regulations require AOT to implement internal control, follow and assess compliance to the internal controls regularly in order to assure the efficiency of the system. Audit Office’s task is to audit and make sure that main operations and crucial financial activities of AOT are efficiently carried out according to the method specified. The Audit Office is also responsible in checking if laws and regulations relevant to AOT are carried out (Compliance Controls). Then Audit Committee is to re-examine that internal control of AOT is appropriate and effective.

AOT proposed internal control report to the Audit Committee through the Committee Secretary in order to evaluate the sufficiency and appropriateness of the internal control, to prevent and fix damage that may occur to AOT asset, as well as to find out methods and suggestions to reduce or eliminate risk factors. The internal control report has been approved by senior officers and presented to the President and AOT Board of Directors for acknowledgement. The Board of Directors has approved the internal control system as sufficient and appropriate.

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AOT holds stakes in a number of companies including the Suvarnabhumi Airport Hotel Co., Ltd., Thai Airport

Ground Services Co., Ltd., the Don Mueang International Airport Hotel Co., Ltd., Airport Duty Free Co., Ltd., Krua Kan

Bin Phuket Co., Ltd., King Power Duty Free Co., Ltd., Airport Associate Co., Ltd., Bangkok Aviation Fuel Services Plc.,

and Thai Aviation Fuel Co., Ltd. The company also entered into contracts with the companies granted permission to

carry out airport-related activities such as duty free shops at the warehouse, hotels, and aviation refueling service. In

return, AOT receives financial benefits in the forms of profit sharing on minimum payment fixed by AOT (whichever is

higher). Moreover, AOT leases spaces at the airports to a number of companies granted permission to conduct

airport-related activities. Chief among them include:

1. Suvarnabhumi Airport Hotel Co., Ltd.

2. King Power Duty Free Co., Ltd.

3. Thai Airport Ground Services Co., Ltd.

4. Bangkok Aviation Fuel Services, Plc.

5. Thai Aviation Fuel Co., Ltd.

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Connected Transactions with Affiliated Companies or Joint Ventures

Affiliated Company Shareholding Percentage

AOT Representative

1. Suvarnabhumi Airport Hotel Co., Ltd. 60 AOT Executive (Mrs. Kulya Pakakrong), serving as the Company’s director and Acting Manager

2. Thai Airport Ground Services Co., Ltd. 28.50 AOT Executive (Flying Officer Anirut Thanomkulbutra, Mr. Suratas Suthammanas, and Flying Officer Passakorn Surapipit) serving as the Company’s directors.

3. Don Mueang Internatioanl Airport Hotel Co., Ltd. 9 AOT Executive (Mr. Nirandra Theeranartsin), serving as the Company’s director.

4. Krua Kan Bin Phuket Co., Ltd. 10 AOT Executive (Flying Officer Anirut Thanomkubutra), serving as the Company’s director.

5. King Power Duty Free Co., Ltd. 5 -

6. Airport Associate Co., Ltd. 10 -

7. Thai Aviation Fuel Co., Ltd. 10

AOT Executive (Mr. Serirat Prasutanond), serving as the Company’s Chairman AOT Executive (Flight Lieutenant Viwat Smarnrug) serving as the Company’s director.

8. Bangkok Aviation Fuel Services Plc. 4.9 -

(As at September 30th, 2008)

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One main practice of airports is offering aviation related services to public and private sectors as well as airlines, passengers and customers. AOT, as the operator of six international airports: Suvarnabhumi Airport, Don Mueang International Airport, Chiang Mai International Airport, Chiang Rai International Airport, Hat Yai International Airport and Phuket International Airport, urges every airport to put every effort into service and detail to impress those who work alongside the airports as well as the general public by emphasizing standards, safety, convenience and promptness.

Airport One Stop Service has been set up with the objective to improve service efficiency by combining the services required by customers into a 24-hour one stop service. Airport One Stop Service is currently operating at two airports: Suvarnabhumi Airport and Chiang Mai International Airport. At Suvarnabhumi Airport, the “Suvarnabhumi Airport One Stop Service (SOS)” is located on the 4th floor, Departure Lounge, tel. 0 2132 9111-2. As for the one at Chiang Mai International Airport, it is located at Domestic Arrivals and called “Chiang Mai Airport One Stop Service Center”, tel. 0 5392 4444.

Not only is the information service regarding operations and facilitations at “Suvarnabhumi Airport One Stop Service (SOS)” for reporting inconveniences, problems and other complaints as well as customers’ needs, it is also

the information center for the Standard Operation Procedure (SOP) of Suvarnabhumi Airport providing airlines and workers with information upon request. This center is also established to coordinate with sections within Suvarnabhumi Airport and other related sectors, to follow up the progress of operations, and to report results to customers for acknowledgement. This helps create good relations with airlines, the public sector and serv ice providers , improving the overa l l management together with the services offered by Suvarnabhumi Airport.

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As regards service results, the Airline Operation Committee Bangkok (AOC) indicated that SOS has been a good effort on the part of AOT and that it could be made even more efficient since it can solve several problems. AOT’s executives realize the importance of the matter, and urge and observe improved operation results. Moreover, the resources significant and necessary for operations are allocated such as staff, budget, parcels, durable articles, especially information technology equipment in order for management to achieve its set objectives. The responsible parties and staff are committed to provide customer satisfaction in Suvarnabhumi Airport by continually developing services. In so doing, AOT accentuates its commitment to giving the best quality to customers with the future aim of Thai airports being ranked on an international level in terms of service.

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Constituting a significant resource, the personnel can drive an organization forward in successfully reaching its objectives. AOT, therefore, encourages its staff to improve their learning and training in all aspects in order to strengthen their ability to perform their tasks professionally according to international standards.

In 2008, AOT emphasized personnel development by organizing training projects/programs and promoting postgraduate scholarships beneficial to AOT staff to perform their duties, in the meantime this is in compliance with the strategies of AOT Human Resource Development Plan. Major operating results are as follows:

1. Airport Principles Programs These programs have provided airport knowledge to 482 employees; they are Airport Operation Program and

Airport Management at basic, intermediate and advanced levels.

2. Professional Expertise Programs These programs developed 3,231 professional experts out of all staff; for example, they are Safety Management

System, Airport Safety, and Aviation Knowledge for Aviation Staff and Aerodrome Apron, etc.

3. General Knowledge Programs This program improved general knowledge for 7,776 employees; for example: - Foreign Languages Training such as English, Korean, Chinese, Japanese, etc. - Special lectures such as global warming, effects of New Provident Fund Act, creating happy work and creating

colourful life, creating tomorrow from today, etc.

Overall personnel development according to AOT Human Resource Development Plan for fiscal year 2008 can be summarized as follows:

Number of Training Projects (Projects)

Number of Participants (Persons)

AOT In-house training (S.1) 212 10,226


Training Abroad (S.3) 38 102

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Apart from AOT human resource development in compl iance with AOT annual Human Resource Development Plan, AOT also committed to offer basic knowledge regarding firefighting and rescue to offices in airports and to communities in the vicinity of Suvarnabhumi Airport. AOT emphasized knowledge about airport firefighting and rescue to these communities so that they would be prepared to help themselves in case of emergency in or around the airport. The lecturers were experts in firefighting and rescue from the Rescue and Firefighting Department, Suvarnabhumi Airport, which is registered as a Basic Fire Training Unit, Fire Drill and Evacuation Unit by the Department of Labour Protection and Welfare No. F.500903016. Three programs are provided:

1. Basic Firefighting Training Course 1 day, 3 hours theory and 3 ½ hours practice 2. Fire Drill and Evacuation Course 1 day, 3 hours theory and 3 ½ hours practice 3. Training and Revision of Firefighting for Crew 3 hours, 2 hours theory and 1 hour practice

In the fiscal year 2008, AOT sent firefighting and rescue lecturers to several outside resources such as Technical Department and Catering of Thai Airways International Public Company Limited, Bangkok Airways, Air Asia Airlines, Bangkok Aviation Fuel Services Public Company Limited and District Cooling System and Power Plant Company Limited.

AOT’s current personnel resource development not only aims at strengthening the ability of AOT staff in the workplace, it is also a tool to create good relations between related parties and communities around the airport by providing the same standards of knowledge and practice. This can also be considered as another channel for the organization to earn non-aeronautical revenue.

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AOT has launched a policy changing the passenger and baggage checking systems for departing passengers at Suvarnabhumi Airport from “gate screening” for departing domestic passengers and “concourse screening” for departing international passengers to centralized security screening. This is not only to strengthen the efficiency of security to meet the standards of leading airports but also to expand the sterile area within the passenger terminal and reduce any problems relating to the internal structure of the passenger terminal which are likely to violate security measures.

Centralized security screening increases the efficiency of security and facilitates the checking process by establishing passenger and baggage checkpoints in the area behind check-in counters where X-ray machines and walk-through metal detectors are installed. Liquid, gel, spray or other similar materials and substances will also be checked. All checking is conducted within the same area before passing through the sterile area. Apart from the thorough check of passengers and baggage, every person who performs their work in the sterile area, whether it be AOT officers, airline staff, officers from related government sectors, or retail operators, and everything including carry-on baggage, every type of product to be sold in the sterile area as well as any sharp objects necessary in the sterile area must all be checked. The sharp objects must be registered and regularly checked. After passing the centralized security screening, sharp objects and dangerous items must not be sold and prohibited items must not be carried on board.


AOT has implemented centralized security screening since October 1st, 2008 for departing domestic passengers. As for departing international passengers and transit passengers, the system and the specifications of the checkpoint area are currently under preparation. The system is set to be ready by the beginning of 2009 so that the security at Suvarnabhumi Airport can be at its highest efficiency for all concerned.

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AOT has carried out activities regarding safety at work and acted in accordance with Safety at Work Law according to the Labour Protection Act, B.E. 2541 and other related safety laws. In addition, AOT complies with the Cabinet resolution declaring the policy on “Occupational Health and Safety” as part of the national agenda on December 11th, 2007 in order to promote safety in the workplace among AOT staff and workers in all departments, and to reduce labour, economic and social losses. AOT administration and management in relation to safety at work is systematic, complete and concordant with the law as well as other international standards.

The Department of Labour Protection and Welfare, the Ministry of Labour launched the Outstanding Organization Contest regarding safety, occupational health and working environment at Thailand’s Safety at Work Fair to promote organizations to attain such attributes which meet international standards and comply with the law, in addition to publicly honour and praise employers’ and organizations’ safety, occupational health and working environment Committee, and occupational health and safety officers. AOT, therefore, chose the AOT Headquarters to enter Thailand’s Outstanding Organization Contest for the years 2007 and 2008, winning the award for two consecutive years.

The awards received reflect the commitment of AOT’s Occupational Health and Safety Department to safety in the workplace through its emphasis on training, campaigning, public relations and safety examination. Moreover, the staff and employees are encouraged to become safety-conscious, perform their tasks safely in accordance to the law and regulations while also maintaining good health. This can be seen to be morale boosting among the staff and workers.

Ongoing activities regarding safety in the workplace according to Safety Law ensure a safe and positive working environment without illness or disease caused by work. This also consolidates the organization’s image of safety organization as viewed externally. AOT will continue to maintain its status as one of the country’s outstanding organizations in order to prepare for the organization’s development in becoming a leading international institution and an example to other organizations.

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Suvarnabhumi Airport is currently in the initial phase of development with the airport handling an estimated total of 45 million passengers per annum (33 million international passengers per annum and 12 million domestic passengers per annum). During the initial phase, it is also expected to have two runways accommodating 76 flights per hour, as well as 124 gates comprising 51 contact gates and 73 remote gates.

After Suvarnabhumi Airport was opened for service on September 28th, 2006, the government released a policy requiring the entire volume of commercial air traffic be transferred from Bangkok International Airport to Suvarnabhumi Airport. Bangkok International Airport was renamed Don Mueang International Airport providing service for only non-scheduled flights, charter flights and general aviation.

Since Suvarnabhumi Airport began its operations, the air traffic volume increased rapidly. The major factor behind this was the availability of the services provided by low cost carriers. For the year 2007, the total number of passengers reached 46 million per annum. This was beyond the designed capacity and caused air traffic congestion subsequently affecting the quality of service and the ability to become the aerotropolis of the region.

In order to ease the congestion at the airport, the Cabinet passed a resolution on February 20th, 2007 approving the issue proposed by the Policy Committee for Operation of Suvarnabhumi Airport and Don Mueang International Airport. The content of the resolution was that domestic airlines with no international transit connections could choose, in the first stage, to use Don Mueang International Airport voluntarily, and that a feasibility study into using Don Mueang International Airport should be conducted in order to alleviate the congestion at Suvarnabhumi Airport.

In response to the Cabinet resolution, AOT, in the first stage, initiated aviation services at Don Mueang International Airport provided by 3 domestic airlines, namely Thai Airways International, Nok Air and One-Two-Go Airlines.

Although the 3 domestic airlines have been transferred to Don Mueang International Airport, the congestion has been alleviated among only a certain amount of domestic flights at Suvarnabhumi Airport. All scheduled international flights operating at Suvarnabhumi Airport are still suffering from congestion.

The AOT Board of Directors, therefore, passed a resolution on December 1st, 2007 requiring AOT to expand the airport’s capacity in order to handle this issue of air traffic volume urgently. Moreover, the airlines could operate more flights, both international and domestic, voluntarily at Don Mueang International Airport. This could be considered as making greater use of the country’s existing property.


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Recognizing the current situation, AOT designed the Development Plan of Suvarnabhumi Airport Phase 2 commencing from the fiscal year 2009 until 2014. The objectives are to expand the airport’s capacity to handle 60 million passengers per annum (52 million international passengers per annum and 8 million domestic passengers per annum) and to accommodate 90 to 95 flights per hour. This will enable the airport to cope with a certain number of passengers and air traffic volume until 2018. The Cabinet approved in principle the Development Plan of Suvarnabhumi Airport Phase 2 on April 29th, 2008. The major projects consist of construction of Satellite Building 1 and the third runway. AOT is required to propose these projects to the Ministry of Transport, other relevant sectors and the Cabinet for further consideration and approval. The Cabinet also approved in principle that AOT provide service for low cost carriers and volunteer operations of point-to-point international flights at Don Mueang International Airport. The Department of Civil Aviation was assigned to take the issues of obligations of international aviation into consideration for prudent operations. In addition, AOT is required to conduct an additional study on the development approach and the use of Don Mueang International Airport as regards related activities.

The investment budget of the Development Plan of Suvarnabhumi Airport Phase 2 was estimated to be 77,885.777 million baht (including 10% contingency and 7% VAT). The Plan covers:

1. Compensation for noise pollution from Development Plan of Suvarnabhumi Airport Phase 2 2. Airfield Pavement - Construction of the third runway 3. Satellite Building 1 3.1 Design and construction of Satellite Building 1 3.2 Construction of aircraft contact stands at Satellite Building 1 3.3 Design and construction of southern linking tunnel 3.4 Design and installation of Automated People Mover (APM) system 4. Passenger Terminal Building 4.1 Design and construction of eastern passenger terminal building 4.2 Design and construction of airlines office building and eastern car park building (Car Park Building 1) 5. Utilities Work - Design and construction of utilities system 6. Hiring of Project Management Consultant group (PMC)

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The Cabinet resolution on February 6th, 2007 approved the use of Don Mueang as another international airport together with Suvarnabhumi Airport. On February 20th, 2007, the Cabinet added another resolution stating that during the first stage, domestic airlines that do not operate international transit can choose to use Don Mueang International Airport voluntarily. On March 25th, 2007, 3 domestic scheduled airlines transferred their operations from Suvarnabhumi Airport to Don Mueang International Airport, namely Thai Airways, Nok Air and One-Two-Go Airlines.

At present, AOT has opened International Passenger Terminal 1 and Domestic Passenger Terminal to provide aviation services in the areas of:

1. General Aviation 2. Commercial Aviation 3. Aviation Training 4. Non-scheduled Charter Flights 5. Domestic Scheduled and Non-scheduled Flights

According to current situation, Suvarnabhumi Airport has handled a rapid expansion of escalating air traffic volume. Total number of passengers came to 46 million in 2007 and the airport has started to be so congested since then. As the Development Plan Phase 2 of Suvarnabhumi Airport is running behind schedule, the government has announced a policy stating that domestic airlines with no transit connections can use Don Mueang International Airport voluntarily. In addition, a feasibility study to use Don Mueang International Airport has been conducted in order to alleviate the air traffic congestion at Suvarnabhumi Airport. This policy of using Don Mueang International Airport to its fullest capacity in the future is reflected in the airport’s projects currently under consideration which are relevant to the aviation industry. The projects are listed below:

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1. The “Stimulator Training Center” Project requires the use of Building 4A (Formerly the Catering building of Thai Airways International), covering 2,258 square meters. Its parking lot covers 465 square meters. 2. The “Passenger Building for Private Aircrafts” Project takes up the VIP Building, housing 9 VIP rooms and covering 2,888 square meters in total. 3. The “Express Cargo Service and Airmail Parcels” Project requires Cargo Terminal 1, containing the storage space of 21,104 square meters and housing cargo of 211,040 tons per annum. 4. The “Perishables Center and Cool Cargo” Project requires Cargo Terminal 2, holding a storage space of 31,475 square meters and accommodating cargo of 314,750 tons per annum. 5. The “Aircraft Maintenance Center in Customs Free Zone” Project takes up Cargo Terminal 3 and 4 containing an adjoining space of 59,790 square meters.

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AOT’s Corporate Social Responsibility (CSR)

AOT’s Commitment to Sustainable Communities by CSR It has been 30 years since AOT became a state enterprise under the supervision of the Ministry of Transport and

was listed as a public limited company on the Stock Exchange of Thailand. AOT is an organization operating 6 international airports, namely Suvarnabhumi, Don Mueang, Phuket, Chiang Mai, Hat Yai and Chiang Rai. AOT is closely involved with Thai people who travel by air and, at the same time, continuously promotes the successive development of the country.

The expansion of a large-size business generally brings prosperity as well as new problems to the society and surrounding communities. The business operation of each AOT airport is accountable to the expectations from society and neighborhood communities. AOT, therefore, is determined to solve any rising problems such as noise pollution resulting from the operation of Suvarnabhumi Airport along with being considerate of how to show responsibility to society and the environment.

“Corporate Social Responsibility (CSR)” emanates from Idea 1: Public Responsibility which emphasizes that AOT must be careful and pay every attention to outcomes arising from the Company’s business operation both within the area of the airport and the surrounding area. This can be regarded as a social issue. Idea 2: Stakeholder Theory is the management of the organization’s stakeholders including customers, staff, shareholders, trading partners, competitors, government agencies and the communities where AOT’s airports are located. Lastly, Idea 3: Corporate Citizenship is the idea that the organization must act in a humanitarian way in order to help facilitate the successive development of society. Such contributions should be made voluntarily in order to achieve the sustainable improvement of society.

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AOT used these CSR viewpoints as a guideline to design CSR patterns, divided into 4 patterns. The first pattern is Cause-related Marketing whereby a part of operation income or profit to be contributed to charities. The second pattern is Corporate Philanthropy and the third is Volunteering. These patterns emphasize on a good relationship between the organization and stakeholders in society. This can be achieved through the participation of AOT executives, staff, and trading partners in social activities within the area. AOT also takes the quality development of the younger generations in terms of living conditions and mental health into consideration in order to establish a good relationship with the communities around the airports. Furthermore, AOT is committed to encouraging the youth to become good adults in the future. This is reflected in the support of the construction of 3 AOT Border Patrol Police Schools in Narathiwat, Mukdahan and Chiang Rai Provinces together with the provision of annual financial subsidies for the 3 schools for over 10 consecutive years. This is considered an integral part of AOT’s policy on the increased provision of educational opportunities to students in remote areas. AOT also provided playground equipment and outdoor exercise machines to 22 schools around Suvarnabhumi Airport that have been affected by the noise exposure caused by the airport’s operation. The fourth pattern is Social Responsibility Business Practice which is the development of the business operations of the organization in order to avoid negative impacts on society and environment or to minimize them as much as possible. For example, since AOT’s operations can cause environmental pollution, AOT has employed PC AIR and the 400 Hertz system to serve airlines in order to reduce pollution discharged from the combustion of aircraft fuel in the parking stands for over 10 years.

AOT allows staff to be able to express their opinions concerning Corporate Social Responsibility (CSR) so they can be proud of the organization. It is also a part of sustainable development and growth. Moreover, it enables AOT to gain trust from communities and society.

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AOT supports the construction of three AOT Border Patrol Police Schools in Narathiwat Province, Mukdahan Province and Chiang Rai Province as well as granting annual subsidies of 150,000 Baht to each school for 10 consecutive years since the fiscal year 1999 until the present in order to help facilitate the schools’ operations. Every year the AOT Executives visit each school to follow up their operations and give educational tools to their students and instructors as well as organize regular recreational activities.

The mentioned operation and activities comply with AOT’s policy towards the educational development of Thailand, especially in terms of the expansion of educational opportunities to remote areas. This is also a response to the royal idea of HRH Princess Maha Chakri Sirindhorn and a show of respect to the royal institution.

AOT maintains three Border Patrol Police Schools as follows:

1. AOT Border Patrol Police School in Celebration of the Sixth-Cycle (72 years) BirthdayAnniversary of His Majesty King Bhumibol Adulyadej on December 5th, 1999

The school is situated in Baan Ai-Jada, RueSor District, Narathiwat Province. HRH Princess Maha Chakri Sirindhorn presided over the school’s opening ceremony on February 2nd, 2000. It is a primary school offering classes from Prathom 1 to 6. The construction budget is 4,000,000 Baht. In 2006, AOT gave financial support worth 2,530,000 Baht for the additional construction project of a building with six classrooms.

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2. AOT Border Patrol Police School to Commemorate the Centenary of Her Royal Highness Princess Srinagarindra

The school is located in Baan Taworn Pana, Tambon Koktoom, Dong Luang District, Mukdahan Province. HRH Princess Maha Chakri Sirindhorn presided over the school’s opening ceremony on September 26th, 2001. It is a primary school offering classes from Prathom 1 to 6. The construction budget is 4,000,000 Baht. HRH Princess Maha Chakri Sirindhorn paid a royal visit to the school and observed the royal project on February 1st, 2006.

3. AOT Border Patrol Police School in Celebration of the Fourth-Cycle (48 years) Birthday Anniversary of Her Royal Highness Princess Maha Chakri Sirindhorn on April 2nd, 2003

The school is situated in Baan Na-toh, Tambon Mae Salong Nai, Mae Fah Luang District, Chiang Rai Province. HRH Princess Maha Chakri Sirindhorn presided over the school’s opening ceremony on March 25th, 2003. It is the first border patrol police secondary school of the country providing classes from Mathayom 1 to 3. The construction budget is 11,000,000 Baht. In 2004, AOT granted 1,100,000 Baht for the additional construction of a building with three classrooms. HRH Princess Maha Chakri Sirindhorn paid a royal visit to the school to see its progress in the royal project on March 1st, 2006 and February 18th, 2008.

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The United Nations World Food Programme (WFP) requested the use of the Thai airport as the UN’s Staging Area (UNSA) to deliver relief packages to the victims of Cyclone Nargis in Myanmar.

Considering the issue of humanitarian and international cooperation, AOT allowed WFP to use Cargo Terminal 3 of Don Mueang International Airport as the UN’s Staging Area to deliver relief packages to Myanmar for 3 months from May 24th, 2008 until August 23rd, 2008 whereby AOT provided the ground service and Cargo Marketing International Company Limited (CMI) dealt with customs. AOT did not collect any rent for the use of the building.

On May 24th, 2008, there was the inauguration ceremony of the UN’s flight to deliver the relief packages to the victims of Cyclone Nargis in Myanmar taking off from the UN’s Staging Area at Don Mueang International Airport. Present at the inauguration was the Secretary-General of United Nations Mr. Ban Ki-moon, the Prime Minister of Thailand Mr.Samak Sundaravej, ASEAN Secretary General Mr. Surin Pissuwan, the Minister of Foreign Affairs Mr. Noppadol Patama, and AOT’s Senior Executive Vice President, Mrs. Kalaya Pakakrong, representing AOT.


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AOT puts special emphasis on activities which establish good relationship with surrounding communities at each AOT airport. AOT has always promoted, supported and crated educational, religious, cultural, youngish and environmental activities and projects useful to communities around these airports.

Suvarnabhumi Airport Community Relations Since its official opening on September 28th, 2006,

Suvarnabhumi Airport has promoted community relation activities as follows: Annually National Children Day to show that AOT realizes the importance of children who are growing to be essential strength of our country, educational support for childcare centers in the communities, “Imparting Knowledge to the Communities, Creating Good Relation with Suvarnabhumi” project which provided 40 bookshelves to organize books in different categories, Suvarnabhumi Airport also supports local traditional ceremonies regardless of ethnicity and religion, for example, the “Yon Bua” (Lotus Throwing) tradition and Albazrah, an Islamic tradition. Assistance in case of emergency is always provided.

Don Mueang International Airport Community

Relations Don Mueang International Airport, operating chartered

international flights and some domestic flights, is committed to contribute continually to the surrounding community. The followings are some examples: Financial support to improve and repair traffic light control system at Don Mueang Police Station Junction, to facilitate the traffic police in performing their tasks within the community, Providing raincoats to the Prevention and Suppression Division of Don Mueang Police Station to be worn during the raining season, Children’s Day activities are organized every year, AOT also participates in surrounding community activities regularly, such as those activities with temples and schools, etc.

Community Relations

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Phuket International Airport Community Relations Phuket International Airport realizes the importance of children and youth who are going to be an essential

strength of our country in the future; therefore, the National Children’s Day activities are organized every year in order to entertain, educate and gain more skills these children and younger generations.

Another major activity of Phuket International Airport is the provision of services for passengers going to and returning from the Haj pilgrimage in Mecca, Saudi Arabia. Each year, a great number of passengers participate in this event. Phuket International Airport, therefore, needs to ask for cooperation from several sectors and coordinates with

the surrounding community around the airport in order to operate successfully.

Chiang Mai International Airport Community Relations In order to proudly become a golden gateway to Lanna, Chiang Mai International Airport realizes

the significance of promoting good relations with its surrounding community. The followings are some examples: The annual ceremony of presenting yellow robes to the Buddhist monks at the end of the Buddhist Lent is one of the main activities jointly organized by Chiang Mai International Airport and the surrounding community. The ceremony is held at different temples each year and is regarded as helping preserve Buddhism and promoting a good relationship between Chiang Mai International Airport staff and local people. Chiang Mai International Airport also organizes and supports activities held by the surrounding community, such as Children’s Day activities, offering Buddhist Lent candles, granting scholarship and educational equipment to students, dredging up water-distribution ditches and canals, etc.

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Hat Yai International Airport Community Relations Community relation is one of the major obligations of Hat Yai International Airport. Last year, the airport

organized several activities such as a marathon walk to mark the King’s 80th Birthday Anniversary on December 5th, 2007 as part of the project called “AOT Ruam Jai Pak Rak Nai Luang” (Loving the King in Unity). The airport has always facilitated passengers participating in the Haj ceremony in Mecca, Saudi Arabia. Other activities include Children’s Day activities, providing lunch for children with intellectual disabilities living in Baan Songkhla, and financial subsidies for schools, etc.

Chiang Rai International Airport Community Relations Chiang Rai International Airport organizes annual community relation activities regarding education, religions,

culture, sports, etc. Chiang Rai International Airport organizes Children’s Day activities every year, allows educational institutes to visit the airport to gain more knowledge about aviation, encourages airport staff and those who live in the surrounding community to exercise for their own good. Furthermore, blood donation activity is held within the airport on important occasions, such as King Bhumipol Adulyadej’s Birthday and HRH Queen Sirikit’s Birthday, etc. The airport also provides assistance to society in case of emergency.

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AOT always operates its airports with concern towards environment and realizes the importance of preservation, solution and reduction of impacts on the environment and communities around the airports. Six airports employ good Environmental Management System such as efficient wastewater treatment, waste treatment as specified according to the sanitation conditions, particularly at Suvarnabhumi Airport where water supply system and water pumping system are certified with ISOs 14001, 18001, and 9001. In addition, drinking water at Suvarnabhumi Airport is guaranteed to be drinkable by the Metropolitan Waterworks Authority on June 14th, 2007. Each airport operates in compliance with measures for prevention, solution and reduction of impacts on the environment and measures for the complete monitoring and examination of environmental quality, resulting in Chiang Rai International Airport receiving the EIA Monitoring Award for the years 2006 and 2007 from the Ministry of Natural Resources and Environment.

As for those houses, religious sites, schools or hospitals who suffer from noise impact as a result of Suvarnabhumi Airport operation, AOT has given compensation according to the measures clearly specified in the study of the environmental impacts of the additional Suvarnabhumi Airport Project (due to the increase in the number of passengers in the first year of operation) approved by the National Environment Board on March 10th, 2005 and according to the Cabinet resolution on May 29th, 2007. A summary of the progress on the operations up until September 30th, 2008 is presented below:


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1. In the affected zone NEF 40, there are 503 buildings constructed before 2001 and 153 landlords in the area want to sell their lands and buildings. AOT has already estimated the price of 54 plots of land and buildings. 16 buildings were sold out and transferred the ownership. As for the other 99 buildings, AOT will give price estimates according to the guidelines for compensation of the owners of expropriated real estate according to the Act on the Expropriation of Immovable Property, B.E. 2530. Regarding 342 property owners who wish to have them renovated, AOT has already granted compensation to 231 owners. AOT is currently contacting 8 property owners who have not declared their intentions regarding compensation.

2. In the affected zone NEF 30-40, there are 8,966 buildings constructed before 2001. AOT will support

renovation of buildings by inspecting noise level in each problem building. In case the result turned out that Suvarnabhumi Airport did produce over ten decibels (A), AOT will surely offer financial assistance to assist the building owners to renovate their buildings using renovation criteria to reduce sound impact which stated in a study conducted by the National Institute of Development Administration (NIDA). In the fiscal year 2008, AOT has carried out inspections of noise levels inside the buildings and estimated the renovation costs for approximately 1,000 buildings where the noise level is over 10 decibels (A). As regards the rest of the buildings, inspections will be performed in the next fiscal year.

3. AOT provided a renovation budget of 190.5 million Baht for locations sensitive to noise exposure. These locations comprise 11 schools, hospitals and religious sites.

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Financial Statements

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The AOT Board of Directors Responsible for the AOT’s Financial Statement, whose accounting method meets the standard requirement generally accepted in Thailand. The Board has chosen the most appropriate accounting policy to which they consistently conform. With regard to information disclosure, the Board has revealed sufficient vital information attached with the remarks of the AOT Financial Statement.

To ensure accuracy, completeness and timeliness of the AOT Financial Statement and Internal Audit and to prevent potential misconduct and error, AOT has nominated an Audit Committee consisting of independent members to supervise and evaluate the internal control system for efficiency. The opinion of the Audit Committee is included in the Audit Committee Report which is attached with the AOT Annual Report.

The AOT Board of Directors is unanimous in its opinion that AOT’s Internal Control System can foster confidence that the AOT Financial Statement has demonstrated accurate financial status, significant operational performance and positive cash flow of the company.

Report of the AOT Board of Director’s Responsibility for Financial Reports

(Signed) Vudhibhandhu Vichairatana (Vudhibhandhu Vichairatana)

Chairman

(Signed) Serirat Prasutanond (Serirat Prasutanond)

Acting President

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Audit Committee’s Report For Fiscal Year 2008

The Audit Committee of Airport of Thailand Public Company Limited (AOT) was appointed by the AOT Board of Directors at the Ordinary General Shareholders’ Meeting 6/2008 on 10th April, 2008. The Committee consists of the following members:

Mr. Thaworn Phanichaphan Chairman Mr. Pongsak Semson Member Mr. Arkhom Termpittayapaisith Member Mr. Apichart Sayasit Member Mr. Kamol Daengpun, Vice President, Audit Office Secretary

During the fiscal year 2008 (October 2007 - September 2008), the Audit Committee convened 9 meetings to function as the efficient mechanism of the Board of Directors in overseeing good corporate governance, risk management, as well as internal control and internal audit. This ensured AOT Management could efficiently manage and oversee the operations of AOT to achieve its goals.

In the past year, the Audit Committee together with AOT’s finance and accounting executives and auditor from the Office of Auditor-General examined AOT’s financial statements. The auditor found that AOT’s financial statements were properly prepared in compliance with accepted accounting standards and with adequate disclosure of the financial information and connected transactions in an accurate and complete manner. The financial statements were prepared and submitted to the Stock Exchange of Thailand within the deadline set. The Audit Committee reviewed the internal control system for AOT’s finance and operations and gave suggestions to the Board and Management on the improvement of AOT’s risk management and internal control, bringing them to acceptable levels. Moreover, the Audit Committee made recommendations on the progress report on setting up internal control system in conformance with the Auditor General Regulations on Internal Control Standards B.E. 2544. In performing their duties, the Audit Committee made use of the AOT Audit Office report on internal audit as a major tool in providing suggestions and improving the operations of AOT.

The Audit Committee performed their duties with prudence, independence, transparency, and verification in line with the principles of good corporate governance. Based on the review and examination of various matters over 2008, the Audit Committee was of the view that AOT’s procedures for preparing financial statements, the internal control report, risk management, and internal audit were efficient and appropriate in compliance with the criteria and guidelines of the State Enterprise Audit Committee stipulated by the Ministry of Finance. In addition, AOT strictly adhered to the relevant laws, regulations, the Cabinet’s resolutions, and policies set forth by the AOT Board of Directors.

(Signed) Thaworn Phanichaphan

(Thaworn Phanichaphan) Chairman of the Audit Committee

29 October 2008

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TO: THE SHAREHOLDERS OF THE AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED

The Office of the Auditor General of Thailand has audited the accompanying consolidated and the Company’s balance sheets as at September 30, 2008 and 2007, and the related consolidated and the Company’s statements of income, changes in shareholders’ equity, and cash flows for the years then ended of the Airports of Thailand Public Company Limited and its subsidiaries and of the Airports of Thailand Public Company Limited, respectively. These financial statements are the responsibility of the Company’s management as to their correctness and completeness of the presentation. The responsibility of the Office of the Auditor General of Thailand is to express an opinion on these financial statements based on the audits.

The Office of the Auditor General of Thailand conducted the audits in accordance with generally accepted auditing standards. Those standards require that the Office of the Auditor General of Thailand plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statements presentation. The Office of the Auditor General of Thailand believes that the audits provide a reasonable basis for the opinion.

In the opinion of the Office of the Auditor General of Thailand, the consolidated and the Company’s financial statements referred to above present fairly, in all material respects, the financial position as at September 30, 2008 and 2007, and the results of operations, the changes in shareholders’ equity, and the cash flows for the years then ended of the Airports of Thailand Public Company Limited and its subsidiaries and of the Airports of Thailand Public Company Limited, respectively, in accordance with generally accepted accounting principles.

Without qualifying opinion, the Office of the Auditor General of Thailand draws attention to the following matters:

1. Note to the financial statements No. 4.1, the Company has changed the accounting policy for investments in subsidiaries and associates presented in the company’s financial statements from the equity method to the cost method in accordance with the Thai Accounting Standard No. 44 (revised 2007).

2. Note to the financial statements No. 6.31.2, Dispute with private companies.

AUDITOR’S REPORT

(Signed) Jaruvan Maintaka (Khunying Jaruvan Maintaka)

Auditor General

(Signed) Dawan Wongphayak (Dawan Wongphayak)

Senior Audit Specialist Level 9 Office of the Auditor General November 21, 2008

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AIRPORTS OF THAILAND PUBLIC COMPANY LIMITED AND SUBSIDIARIES

BALANCE SHEETS AS AT SEPTEMBER 30, 2008 AND 2007

Unit : Baht

Consolidated The Company

Notes 2008 2007 (Adjusted)

2008 2007 (Adjusted)

Assets

Current assets

Cash and cash equivalents 6.1 8,437,365,623.51 10,231,387,965.24 8,338,266,634.60 10,208,038,131.42

Current investments 6.2 11,557,828,924.58 4,503,250,658.11 11,557,828,924.58 4,503,250,658.11

Trade accounts receivable - net 6.3 1,654,325,763.81 1,789,511,118.90 1,582,781,489.87 1,720,916,200.99

Other receivables 6.4 1,269,139,769.25 1,271,179,754.84 1,255,384,381.92 1,263,010,384.13

Inventories and supplies - net 6.5 209,706,665.33 130,979,381.95 201,740,621.84 122,950,562.76

Accrued income 1,367,353,328.17 989,891,553.77 1,374,666,257.50 1,013,055,710.77

Other current assets 6.6 190,399,417.96 226,295,352.50 175,833,767.76 213,621,854.81

Total current assets 24,686,119,492.61 19,142,495,785.31 24,486,502,078.07 19,044,843,502.99

Non - current assets

Investments in Subsidiaries and Associates 6.7 191,740,321.88 174,653,058.38 39,789,293,000.00 39,789,293,000.00

Other long - term investments 6.8 989,758,437.98 379,710,000.00 989,758,437.98 379,710,000.00

Property, plant and equipment - net 6.10 108,182,166,353.72 111,805,660,295.60 105,995,565,167.80 109,398,661,834.03

Assets under construction 6.11 6,154,117,881.81 5,855,330,700.22 6,154,117,881.81 5,855,330,700.22

Intangible assets 6.12 1,029,199,964.25 1,045,450,652.88 1,029,199,964.25 1,045,450,652.88

Other non - current assets 6.13 5,222,870,555.28 5,063,684,401.25 5,222,870,555.28 5,063,684,401.25

Total non - current assets 121,769,853,514.92 124,324,489,108.33 159,180,805,007.12 161,532,130,588.38

Total assets 146,455,973,007.53 143,466,984,893.64 183,667,307,085.19 180,576,974,091.37

The accompanying notes are an integral part of these financial statements.

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Unit : Baht




Liabilities and shareholders’ equity

Current liabilities

Trade accounts payables 505,069,868.31 924,055,458.52 339,166,054.60 788,151,810.72

Work in process payables 108,098,250.14 1,229,233,331.48 108,098,250.14 1,229,233,331.48

Corporate income tax payable 339,782,446.97 624,190,821.57 339,782,446.97 624,190,821.57

Accrued expenses 2,709,446,981.87 2,987,646,211.43 2,773,925,424.65 3,034,849,686.02

Current portion of long - term loans 6.16 1,861,573,394.89 1,418,392,233.29 1,713,173,394.89 1,307,092,233.29

Promissory notes 6.14 - 10,000,000.00 38,483,807,107.71 38,483,807,107.71

Refundable and guarantee deposits 182,244,749.68 175,048,679.63 182,239,216.68 175,043,146.63

Other current liabilities 6.15 4,682,376,761.49 3,629,822,651.51 4,665,799,674.95 3,609,462,008.69

Total current liabilities 10,388,592,453.35 10,998,389,387.43 48,605,991,570.59 49,251,830,146.11

Non - current liabilities

Long - term loans 6.16 58,564,516,506.32 52,840,027,292.30 57,193,456,506.32 51,421,327,292.30

AAT staff pension fund 6.17 38,941,079.00 45,007,712.48 38,941,079.00 45,007,712.48

Advance received from concession revenue

- 4,460,000,000.00 - 4,460,000,000.00

Other non - current liabilities 6.18 1,155,528,960.03 5,446,328,880.53 1,153,144,231.06 5,428,609,747.59

Total non - current liabilities 59,758,986,545.35 62,791,363,885.31 58,385,541,816.38 61,354,944,752.37

Total liabilities 70,147,578,998.70 73,789,753,272.74 106,991,533,386.97 110,606,774,898.48


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Unit : Baht




Shareholders’ equity

Share capital 6.19

Authorized share capital 1,428,570,000 ordinary shares of Baht 10 each 14,285,700,000.00 14,285,700,000.00 14,285,700,000.00 14,285,700,000.00

Issued and fully paid - up

1,428,570,000 ordinary shares of Baht 10 each

14,285,700,000.00 14,285,700,000.00 14,285,700,000.00 14,285,700,000.00

Premium on common stocks 12,567,669,242.63 12,567,669,242.63 12,567,669,242.63 12,567,669,242.63

Unrealized gain on change in value of investment

169,260,000.00 251,160,000.00 169,260,000.00 251,160,000.00

Retained earnings

Appropriated - Legal reserve 1,428,570,000.00 1,428,570,000.00 1,428,570,000.00 1,428,570,000.00

Unappropriated 47,599,934,819.22 40,850,307,728.53 48,224,574,455.59 41,437,099,950.26

Total parent shareholders’ equity 76,051,134,061.85 69,383,406,971.16 76,675,773,698.22 69,970,199,192.89

Minority interest 257,259,946.98 293,824,649.74 - -

Total shareholders’ equity 76,308,394,008.83 69,677,231,620.90 76,675,773,698.22 69,970,199,192.89

Total liabilities and shareholders’ equity

146,455,973,007.53 143,466,984,893.64 183,667,307,085.19 180,576,974,091.37



Acting President

(Signed) Supaporn Burapakusolsri (Supaporn Burapakusolsri)

Senior Executive Vice President



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STATEMENTS OF INCOME FOR THE YEARS ENDED SEPTEMBER 30, 2008 AND 2007

Unit : Baht




Operating revenues

Landing and parking charges 4,216,347,087.06 3,937,398,190.24 4,216,347,087.06 3,937,398,190.24

Passenger service charges 10,417,014,355.44 8,781,477,837.24 10,417,014,355.44 8,781,477,837.24

Aircraft service charges 431,753,772.00 427,099,436.29 431,753,772.00 427,099,436.29

Office and state property rents 1,480,644,986.59 1,524,609,856.42 1,503,324,986.59 1,547,289,856.42

Service revenues 3,164,293,042.18 2,818,541,249.62 2,445,224,332.21 2,175,992,917.24

Concession revenues 2,300,812,726.57 2,012,283,931.37 2,315,855,925.67 2,025,900,262.19

Total operating revenues 22,010,865,969.84 19,501,410,501.18 21,329,520,458.97 18,895,158,499.62

Operating expenses

Personnel expenses 3,909,003,249.71 2,927,842,273.10 3,904,204,764.43 2,924,344,143.71

Operating expenses 5,100,310,429.64 5,730,128,875.22 4,650,568,876.43 5,323,710,883.58

Repair and maintenance 683,958,088.13 732,378,685.46 683,958,088.13 732,378,685.46

State property rental 6.22 955,728,995.98 846,318,824.62 955,728,995.98 846,318,824.62

Depreciation and amortization 7,866,887,359.25 7,768,007,172.49 7,642,077,350.08 7,552,525,786.23

Total operating expenses 18,515,888,122.71 18,004,675,830.89 17,836,538,075.05 17,379,278,323.60

Operating income 3,494,977,847.13 1,496,734,670.29 3,492,982,383.92 1,515,880,176.02

Other incomes

Law Compensation Revenues 6.25 8,331,532,705.39 - 8,331,532,705.39 -

Interest income 566,650,671.58 693,302,924.11 564,437,627.49 692,633,882.99

Gain on sales of assets 5,898,714.25 1,293,714.83 5,898,714.25 1,293,714.83

Other income 262,475,207.16 291,145,659.45 262,472,785.49 286,717,225.12

Total other incomes 9,166,557,298.38 985,742,298.39 9,164,341,832.62 980,644,822.94


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Unit : Baht




Other expenses

Loss (gain) on foreign exchange 6.26 928,721,631.36 (2,804,543,423.41) 928,721,631.36 (2,804,543,423.41)

Other expenses 425,408,676.18 67,308,497.86 425,408,676.18 67,308,497.86

Other expenses 1,354,130,307.54 (2,737,234,925.55) 1,354,130,307.54 (2,737,234,925.55)

Share of profit (loss) from investments under equity method

17,087,263.50 (48,092,932.74) - -

Profit before interest and income tax expenses

11,324,492,101.47 5,171,618,961.49 11,303,193,909.00 5,233,759,924.51

Interest expenses 2,569,798,136.56 2,397,166,007.14 2,474,087,826.69 2,316,045,622.44

Income tax expenses 1,470,205,064.18 1,722,755,472.46 1,470,205,064.18 1,722,755,472.46

Net profit before minority interest 7,284,488,900.73 1,051,697,481.89 7,358,901,018.13 1,194,958,829.61

Net loss of minority interest 36,564,702.76 38,061,365.99 - -

Net profit 7,321,053,603.49 1,089,758,847.88 7,358,901,018.13 1,194,958,829.61

Basic earnings per share 5.12 0.76 5.15 0.84


Acting President



51-10-159_118-120_4c,121-160_2c new20_D.indd 127 12/20/08 3:46:50 PM

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Effe

ct o

f cha

nge

in a

ccou

ntin

g

polic

y : s

ubsid

iary

4.2

- -

- -

(5,957

,664

.62)

(3

,971

,776

.40)

(9

,929

,441

.02)

Ba

lanc

e at

the

beginn

ing - af

ter

adjustm

ent

14

,285

,700

,000

.00

12,567

,669

,242

.63

251,16

0,00

0.00

1,42

8,57

0,00

0.00

40

,850

,307

,728

.53

293,82

4,64

9.74

69

,677

,231

,620

.90

Unre

alized

gai

n on

cha

nge

in value

of

inve

stm

ent

-

- (8

1,90

0,00

0.00

) -

- -

(81,90

0,00

0.00

) Net

pro

fit

-

- -

- 7,32

1,05

3,60

3.49

-

7,32

1,05

3,60

3.49

Divide

nd

6.21

-

- -

- (5

71,426

,512

.80)

-

(571

,426

,512

.80)

Min

ority

inte

rest

-

- -

- -

(36,56

4,70

2.76

) (3

6,56

4,70

2.76

)

Balanc

e as

at Sep

tem

ber 3

0, 200

8

14,285

,700

,000

.00

12,567

,669

,242

.63

169,26

0,00

0.00

1,42

8,57

0,00

0.00

47

,599

,934

,819

.22

257,25

9,94

6.98

76

,308

,394

,008

.83

AIRP

ORTS

OF

THAI

LAND

PUBL

IC C

OMPA

NY

LIMITED

AND

SUBS

IDIA

RIES

STAT

EMEN

TS O

F CH

ANGE

S IN

SHA

REHO

LDER

S’ E

QUI

TY

FOR

THE YE

ARS EN

DED

SEPT

EMBE

R 30

, 200

8 AN

D 20

07

51-10-159_118-120_4c,121-160_2c new20_D.indd 128 12/20/08 3:46:50 PM

The

Comp

any

The

acco

mpa

nying no

tes ar

e an

inte

gral p

art o

f the

se fi

nanc

ial s

tate

men

ts.


(Signe

d) Ser

irat P

rasu

tano

nd

(Ser

irat P

rasu

tano

nd)

Actin

g Pres

iden

t

(Signe

d) Sup

apor

n Bu

rapa

kuso

lsri

(Sup

apor

n Bu

rapa

kuso

lsri)

Senior

Exe

cutiv

e Vi

ce Pre

siden

t

Unit

: Bah

t

Not

es

Issu

ed a

nd fu

lly

paid

- u

p sh

are

capi

tal

Prem

ium

on

com

mon

sto

cks

Unre

alized

gain on

ch

ange

in value

of

inve

stmen

t Le

gal r

eser

ve

Reta

ined

ea

rnin

gs

Tota

l

Balanc

e as

at O

ctob

er 1, 2

006

14

,285

,700

,000

.00

12,567

,669

,242

.63

216,30

0,00

0.00

1,42

8,57

0,00

0.00

42

,332

,825

,975

.36

70,831

,065

,217

.99

Effe

ct o

f the

cha

nge

of in

vestm

ent p

olicy

4.1

- -

- -

480,74

1,14

5.29

48

0,74

1,14

5.29

Balanc

e at

the

beginn

ing - af

ter a

djus

tmen

t

14,285

,700

,000

.00

12,567

,669

,242

.63

216,30

0,00

0.00

1,42

8,57

0,00

0.00

42

,813

,567

,120

.65

71,311

,806

,363

.28

Unre

alized

gain

on cha

nge

in value

of i

nves

tmen

t

- -

34,860

,000

.00

- -

34,860

,000

.00

Net

pro

fit

-

- -

- 1,19

4,95

8,82

9.61

1,19

4,95

8,82

9.61

Divide

nd

-

- -

- (2

,571

,426

,000

.00)

(2

,571

,426

,000

.00)

Balanc

e as

at S

epte

mbe

r 30, 200

7

14,285

,700

,000

.00

12,567

,669

,242

.63

251,16

0,00

0.00

1,42

8,57

0,00

0.00

41

,437

,099

,950

.26

69,970

,199

,192

.89

Balanc

e as

at O

ctob

er 1, 2

007

14

,285

,700

,000

.00

12,567

,669

,242

.63

251,16

0,00

0.00

1,42

8,57

0,00

0.00

40

,856

,265

,393

.15

69,389

,364

,635

.78

Effe

ct o

f the

cha

nge

of in

vestm

ent p

olicy

4.1

- -

- -

580,83

4,55

7.11

58

0,83

4,55

7.11

Balanc

e at

the

beginn

ing - af

ter a

djus

tmen

t

14,285

,700

,000

.00

12,567

,669

,242

.63

251,16

0,00

0.00

1,42

8,57

0,00

0.00

41

,437

,099

,950

.26

69,970

,199

,192

.89

Unre

alized

gain

on cha

nge

in value

of i

nves

tmen

t

- -

(81,90

0,00

0.00

) -

- (8

1,90

0,00

0.00

)

Net

pro

fit

-

- -

- 7,35

8,90

1,01

8.13

7,35

8,90

1,01

8.13

Divide

nd

6.21

-

- -

- (5

71,426

,512

.80)

(5

71,426

,512

.80)

Balanc

e as

at Sep

tem

ber 3

0, 200

8

14,285

,700

,000

.00

12,567

,669

,242

.63

169,26

0,00

0.00

1,42

8,57

0,00

0.00

48

,224

,574

,455

.59

76,675

,773

,698

.22

AIRP

ORTS

OF

THAI

LAND

PUBL

IC C

OMPA

NY

LIMITED

AND

SUBS

IDIA

RIES

STAT

EMEN

TS O

F CH

ANGE

S IN

SHA

REHO

LDER

S’ E

QUI

TY

FOR

THE YE

ARS EN

DED

SEPT

EMBE

R 30

, 200

8 AN

D 20

07

51-10-159_118-120_4c,121-160_2c new20_D.indd 129 12/20/08 3:46:50 PM


Unit : Baht




Cash flows from operating activities

Net profit 7,321,053,603.49 1,089,758,847.88 7,358,901,018.13 1,194,958,829.61

Adjustment to reconcile net profit to net cash provided by (paid from) operating activities :

Doubtful account (42,357,111.64) 255,152,860.76 (43,963,774.64) 255,005,221.76

Allowance for damaged and obsolete supplies (22,392,913.86) 4,142,265.99 (22,392,913.86) 4,142,265.99


Loss (gain) on foreign exchange 1,048,525,912.12 (2,523,217,361.02) 1,048,525,912.12 (2,523,217,361.02)

Gain on disposal property, plant and equipment (5,203,514.43) (939,135.38) (5,203,514.43) (939,135.38)

Share of (profit) loss from investments under equity method (17,087,263.50) 48,092,932.74 - -

Deferred (income) expense (4,458,233,333.35) 9,971,942.15 (4,458,233,333.35) 9,971,942.15

Provision for contigent liabilties 425,330,761.18 30,219,374.00 425,330,761.18 30,219,374.00

Dividend income (29,413,700.00) (24,602,000.00) (29,413,700.00) (24,602,000.00)

Net loss of minority interest (36,564,702.76) (38,061,365.99) - -

Operating profit before changes in operating assets and liabilities 12,050,545,096.50 6,618,525,533.62 11,915,627,805.23 6,498,064,923.34



STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED SEPTEMBER 30, 2008 AND 2007

51-10-159_118-120_4c,121-160_2c new20_D.indd 130 12/20/08 3:46:51 PM


Unit : Baht




Decrease (increase) in operating assets

Trade account receivables 177,542,466.73 (1,290,997,186.03) 182,098,485.76 (1,230,605,778.07)

Other receivables (77,565,298.53) 188,201,367.11 (71,904,281.91) 159,224,174.93

Supplies (56,334,369.52) (55,561,175.65) (56,397,145.22) (52,598,615.65)

Accrued income (377,461,774.40) (815,626,520.40) (361,610,546.73) (830,325,612.87)

Other current assets 35,895,934.54 150,671.76 37,788,087.05 (199,434.15)

Increase (decrease) in operating liabilities

Trade account payables (395,193,501.61) 737,180,954.64 (425,193,667.52) 679,831,823.62

Corporate income tax payable (284,408,374.60) 70,522,046.93 (284,408,374.60) 70,522,046.93

Accrued expenses (277,492,029.74) 765,378,577.58 (260,292,061.55) 709,752,410.58

Refundable and guaranteed deposits 7,196,070.05 27,136,794.58 7,196,070.05 27,459,078.58

AAT staff pension fund (6,066,633.48) (362,321.75) (6,066,633.48) (362,321.75)

Other current liabilities 1,041,292,470.89 (938,941,022.10) 1,045,076,027.17 (957,767,753.12)

Net cash from operating activities 11,837,950,056.83 5,305,607,720.29 11,721,913,764.25 5,072,994,942.37




51-10-159_118-120_4c,121-160_2c new20_D.indd 131 12/20/08 3:46:51 PM


Unit : Baht




Cash flows from investing activities

Increase in current investments (7,054,578,266.47) (3,282,336,753.10) (7,054,578,266.47) (3,282,336,753.10)

Cash received from sale of assets 5,246,634.09 964,212.53 5,246,634.09 964,212.53

Dividend received from investments 29,413,700.00 24,602,000.00 29,413,700.00 24,602,000.00

Invested in property, plant and equipment and work in progress (5,666,365,718.58) (7,473,282,306.63) (5,661,952,985.06) (7,269,968,798.33)

Invested in intangible assets (100,183,630.73) (183,956,335.63) (100,183,630.73) (183,956,335.63)

Increase in long - term investments (691,948,437.98) - (691,948,437.98) -

Increase in other non - current assets (1,541,590,304.16) (1,341,027,631.06) (1,541,590,304.16) (1,342,402,964.42)

Increase in other non - current liabilities 1,279,041,039.70 556,539,704.27 1,294,375,443.67 772,025,314.96

Net cash used in investing activities (13,740,964,984.13) (11,698,497,109.62) (13,721,217,846.64) (11,281,073,323.99)

Cash flows from financing activities

Cash paid from bank overdrafts (10,000,000.00) (28,978,147.16) - -

Cash paid for repayment of long - term loan (1,565,884,650.65) (1,087,942,662.42) (1,454,584,650.65) (1,087,942,662.42)

Increase in long - term loan 2,256,303,749.02 1,910,099,910.31 2,155,543,749.02 1,680,099,910.31

Dividend payment (571,426,512.80) (3,928,567,500.00) (571,426,512.80) (3,928,567,500.00)

Net cash from (used in) financing activities 108,992,585.57 (3,135,388,399.27) 129,532,585.57 (3,336,410,252.11)




51-10-159_118-120_4c,121-160_2c new20_D.indd 132 12/20/08 3:46:51 PM


Unit : Baht




Net decrease in cash and cash equivalents (1,794,022,341.73) (9,528,277,788.60) (1,869,771,496.82) (9,544,488,633.73)

Cash and cash equivalents at the beginning of the periods 10,231,387,965.24 19,759,665,753.84 10,208,038,131.42 19,752,526,765.15

Cash and cash equivalents at the end of the periods 8,437,365,623.51 10,231,387,965.24 8,338,266,634.60 10,208,038,131.42

Supplementary cash flows information

Cash paid during the periods


Corporate Income tax 1,754,602,653.89 1,771,929,737.83 1,754,407,927.71 1,771,781,887.50





Acting President



51-10-159_118-120_4c,121-160_2c new20_D.indd 133 12/20/08 3:46:51 PM



NOTES TO THE FINANCIAL STATEMENTS FOR THE YEARS ENDED SEPTEMBER 30, 2008 AND 2007

1. General Information The Airports of Thailand Public Company Limited (AOT), which was registered as a public limited company on

September 30, 2002 and whose head office is located at No. 333, Cherdwutagard Road, Don Mueang, Bangkok 10210, performs and promotes the business operation of international airports as well as related businesses. At present, the Company operates six international airports: Suvarnabhumi Airport, Don Mueang Airport, and four Regional International Airports (Chiang Mai, Hat Yai, Phuket and Chiang Rai). As at September 30, 2008, there were 4,057 staff and employees in AOT.

2. Basis for the Presentation of Financial Statements The financial statements of the AOT comprise its consolidated financial statements and the company financial

statements. 2.1 The consolidated financial statements present financial position and results of AOT and its subsidiaries’

operations. The subsidiaries are New Bangkok International Airport Co., Ltd.-under liquidation (NBIA) and Suvarnabhumi Airport Hotel (SAH). AOT holds 100% and 60% of shares, respectively.

2.2 The company financial statements present the financial position and results of operations of Suvarnabhumi Airport which was transferred from NBIA since January 1, 2006, Don Mueang Airport, 4 Regional International Airports, and the Airports Authority of Thailand Pension Fund.

Material intercompany related transactions and balances have been eliminated.

3. Summary of Significant Accounting Policies These financial statements have been prepared in conformity with the Accounting Professions Act , B.E. 2547 (2004)

The significant accounting policies are:

3.1 Revenue recognition 3.1.1 Landing and parking charges, passenger service charges, use of utilities charges, and service charges

are recognized as revenues in the accounting period in which services are provided. 3.1.2 Rent for offices and real estate properties, and concession revenues are recognized as revenues

according to the period of time and commission rates specified in the contract. 3.1.3 Revenues from hotel business and restaurant are recognized as revenues in accordance with the price

in invoice (excluding VAT) for goods and services after discount and added service charges. 3.1.4 Interest income is recognized according to the period of time to which it applies, taking into account

the actual rate of return. 3.1.5 Dividends are recognized when the dividend payment is announced. 3.1.6 Expenses are recorded by accrual basis.

51-10-159_118-120_4c,121-160_2c new20_D.indd 134 12/20/08 3:46:51 PM


3.2 Allowance for doubtful accounts Allowance for doubtful accounts is set up by considering the estimated losses expected to be incurred as a result

of non-payment by accounts receivable, based on past collection experience and the current status of accounts receivable as of the balance sheet date. Bad debts are written off as they are identified during the year.

3.3 Inventories and supplies Inventories are stated at cost or net realizable value whichever is lower. The cost of inventories is calculated by

weighted average method. Inventories cost is comprised of purchasing cost and other direct expenses related to that purchasing. Net realizable value is the estimated selling price in the ordinary course of business less the estimated cost of that sale. Supplies are recorded at weighted average cost. For those with no movement for over 5 years, provision for obsolescence is made at a full amount.

3.4 Investments 3.4.1 Long-term investment Investments in non-marketable equity securities are recognized as general

investments and stated at cost adjusted for impairment. 3.4.2 Investment in equity securities Investments in marketable equity securities available for sale are stated

at fair value. Unrealized gains or losses on changes in valuation are shown as separate items under shareholders equity. 3.4.3 Investments in subsidiaries and associates are recorded according to the equity method and

presented in the company’s financial statements by cost method.

3.5 Property, plant and equipment Property, plant and equipment are recorded at cost as of the date of acquisition or at the completion date. All

AOT buildings are constructed on state properties leased from the Treasury Department, Ministry of Finance. According to the regulations of the Ministry of Finance and the Royal Thai Air Force, all constructions become the property of the Ministry of Finance upon completion. However, the AOT records such properties as assets since the AOT accepts all risks and benefits of such properties, and pays compensation for the use of state properties to the Treasury Department. After AOT was converted to a limited public company, the Ministry of Finance and the Royal Thai Air Force issued a new regulation. Moreover, the Ministry of Finance and the Department of Commercial Aviation issued 2 new regulations. These new regulations came into effect on September 30, 2002. Clause 8 of three new regulations stated that the ownership of the buildings and constructions will belong to the Ministry of Finance when the contract to use the state property land made under these regulations is terminated. The total period of time shall not exceed 50 years from the effective date of utilization agreement. AOT had committed to 4 utilization agreements since September 30, 2002 and amended 1 utilization agreement on September 28, 2004. The use of state property land lasts for 30 years (September 30, 2032). AOT is allowed to extend the period for using state property land 2 times, 10 years each extension (September 30, 2052). AOT has paid compensation for using state property to the Treasury Department as Note 6.22.

Depreciation expense for operating equipment for hotel business is recorded in accordace with the estimated useful life of assets.

51-10-159_118-120_4c,121-160_2c new20_D.indd 135 12/20/08 3:46:52 PM


Calculation of depreciation is made by straight -line method according to the estimated useful life of each type of assets as follows:

Useful life of acquired assets (years)

Before September 28, 2002 Since September 28, 2002

Building, construction, and landscape architecture 10 - 30 20 - 50

Electricity, water, fuel and communication systems 10 - 20 10 - 20

Machinery, tools & appliances, and equipment 5 - 10 5 - 10

Vehicles 5 - 8 5 - 8

Furniture, fixture and office equipment 5 3 - 10

3.6 Foreign currency transactions Foreign currency transactions are translated into Baht at the rate ruling on the transactions date. Assets and

liabilities dominated in foreign currency remaining at the balance sheet date are translated into Baht at the exchange rate as referred to the reference of the date notified by the Bank of Thailand. Gains or losses on currency exchange are recognized as incomes or expenses in the statement of income.

3.7 Interest on loans Interest on loans arises from loans for the projects under construction which is a part of construction cost and will be

recognized as an expense upon completion.

3.8 Employee benefits AOT has established a provident fund for staff and employees who voluntarily participate in the fund, since March 28,

1994, in accordance with the Provident Fund Act, B.E. 2530 (1987). Staff and employees themselves are required to contribute at the rates ranging from 2-10% of their salaries and shall not exceed AOT contribution rates. According to AOT board of directors’ resolution at the meeting No. 9/2005 dated June 30, 2005, the AOT contribution rates are adjusted as follows:

Years of employment AOT contribution rates

Not over 10 years 9

Over 10 years 10

Over 20 years 12

Over 25 years 15

Members can change the rate of contribution from 2-15% according to their employment periods. Such change will be effective in October each year.

AOT contributions are recognized as expenses in the statement of income in which they incurred. The provident fund is separated from AOT and managed by provident fund management company.

51-10-159_118-120_4c,121-160_2c new20_D.indd 136 12/20/08 3:46:52 PM


3.9 Cash and cash equivalents Cash and cash equivalents include cash on hand and at bank maturing within 3 months.

3.10 Corporate income tax Since AOT securities have been registered in the Stock Exchange of Thailand (SET) on March 11, 2004, its

corporate income tax rate was reduced from 30% to 25% of net profit after adjusting certain provisions and expenses not complying with the principles of the Revenue Department, starting from the accounting period of October 1, 2004 to September 30, 2009.

3.11 Intangible assets Intangible assets are presented at cost deducted by accumulated amortization expense. Intangible assets comprise of:

- Software licenses which can be detached from the related equipment are amortized on a straight line basis according to the 5-10 years estimated useful life of assets.

- Compensation for noise impact is paid to entities / owners for reengineering building and construction in order to prevent noise impact incurred from the operations of Suvarnabhumi Airport. The compensation is amortized by straight - line method for 20 years

3.12 Basic earnings per share Basic earnings per share is calculated by dividing the net profit for the year by the weighted average number of

ordinary shares issued during the year.

3.13 Use of accounting estimates Preparation of financial statements in conformity with generally accepted accounting principles requires

management to make estimates for certain accounts that affect the amount reported in the financial statements and notes related thereto. Subsequent actual results may differ from these estimates.

3.14 Cross currency and interest rate swap contracts The financial derivative was made with an objective to prevent the risk under accrual basis. Gains and losses

from Baht conversion were recognized in the statement of income. Interest was applied to accounting policy as stated in item 3.7

4. Changes in Accounting Policies 4.1 Since October 1, 2007, AOT has changed the method to account for investments in subsidiaries and

associates presented in the company’s financial statements from the equity method to the cost method in accordance with the Thai Accounting Standard No. 44 “Consolidated and Separate Financial Statements” (revised 2007), which states that investments in subsidiaries, associates, and jointly controlled entities must be presented by the cost method in the company’s financial statements.

These changes in accounting policy resulted in applying retrospective method to the company’s financial statements for the prior period that presented comparatively as if AOT always used the cost method for investments in subsidiaries, joint venture, and associates. As a result, net income for 2007 increased by Baht 100.09 million. The retained earnings as at October 1, 2006 and 2007 increased by Baht 480.74 million and Baht 580.83 million, respectively.

51-10-159_118-120_4c,121-160_2c new20_D.indd 137 12/20/08 3:47:19 PM


4.2 Subsidiary (Suvarnabhumi Airport Hotel Co., Ltd.: SAH) has changed accounting policy related to record of operating equipment expense from recording as expense when used to recording as depreciation expense in accordance with expected useful life of asset. This change in accounting policy resulted in applying retrospective method to SAH’s financial statements for the prior period that presented comparatively as if SAH always recorded depreciation expense of operating equipment. According to this change, net income for 2007 decreased Baht 5.11 million. As a result, the retained earnings as at October 1, 2006 and 2007 decreased Baht 0.85 million and Baht 5.96 million, respectively.

5. Segmented Financial Information AOT and subsidiary have 2 main segments, which are airport business and hotel business. In 2008 and 2007, AOT

and its subsidiary have no substantial activities in segments. AOT, therefore, has neither presented financial information by business segments nor geographical segments.

6. Supplementary Information 6.1 Cash and cash equivalents

Unit : Million Baht


2008 2007 2008 2007

Cash 618.15 176.30 617.09 175.24

Bank deposits

Current account (95.63) (115.38) (82.63) (95.18)

Savings deposits 1,622.90 2,599.89 1,511.86 2,557.40

Fixed deposits 4,500.00 7,500.00 4,500.00 7,500.00

Bonds 1,718.77 - 1,718.77 -

Savings deposit at the AAT Savings and Credit Cooperative Limited 73.18 70.58 73.18 70.58

Total 8,437.37 10,231.39 8,338.27 10,208.04

As at September 30, 2008 and 2007, the bank deposits include the deposit of the AAT Staff Pension Fund in the savings deposits of Baht 8.0 million and Baht 7.98 million, respectively. The savings deposits at the AAT Savings and Credit Cooperatives Limited, amounting to Baht 73.18 million and Baht 70.58 million, respectively, are the deposits of the AAT Staff Pension Fund, received an approval from the Ministry of Finance (the letter of the Ministry of Finance No.MF 0511/59136, dated December 9, 1992).

51-10-159_118-120_4c,121-160_2c new20_D.indd 138 12/20/08 3:47:19 PM


6.2 Current investments Consolidated and The Company

Unit : Million Baht

2008 2007

Fixed deposits 6,903.35 4,503.25

Bonds 4,654.48 -

Total 11,557.83 4,503.25

Fixed deposits and Bonds are over 3 months but not over 1 year . As at September 30, 2008 and September 30, 2007, fixed deposits include the deposits of the AAT Staff Pension Fund in the amount of Baht 3.35 million and Baht 3.25 million, respectively.

6.3 Trade accounts receivable - net

Unit : Million Baht


2008 2007 2008 2007

Third parties 2,104.76 2,252.22 2,027.50 2,180.98

Related parties 42.57 72.65 46.53 75.15

Total 2,147.33 2,324.87 2,074.03 2,256.13

Less : Allowance for doubtful accounts 493.00 535.36 491.25 535.21

Trade accounts receivable - net 1,654.33 1,789.51 1,582.78 1,720.92

The allowance for doubtful accounts of Baht 493.00 million consists of 7 on going legal cases accounted for Baht 9.41 million, 8 cases under process of gathering evidence for further legal action accounting for Baht 17.53 million, 3 cases under consideration of the State attorney for Baht 191.71 million, 1 case under installment payment for Baht 47.86 million and 128 cases in the process of negotiation and pursuing totaling Baht 226.49 million.

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Trade accounts receivable are classified as follows:

Unit : Million Baht


2008 2007 2008 2007

Not overdue 1,289.21 801.65 1,264.75 771.12

Not over 6 months 259.85 752.47 235.44 729.13

Over 6 months - 1 year 86.79 427.83 79.28 412.96

Over 1 year - 2 years 188.73 56.77 171.81 56.77

Over 2 years 322.75 286.15 322.75 286.15

Total 2,147.33 2,324.87 2,074.03 2,256.13

6.4 Other receivables

Unit : Million Baht


2008 2007 2008 2007

Receivables from the Revenue Department 1,246.83 1,247.43 1,246.68 1,246.68

Receivables from extended credit 8.00 5.74 8.00 5.74

Other receivables 14.31 18.01 0.70 10.59

Total 1,269.14 1,271.18 1,255.38 1,263.01

Receivables from the Revenue Department amounting to Baht 1,246.83 million in the consolidated financial statements as at September 30, 2008, include Baht 0.15 million of SAH input tax refund and Baht 1,246.68 million of AOT input tax refund. AOT input tax refund was the input tax incurred from the construction of Suvarnabhumi Airport during June 1996 - December 2005 and transferred from NBIA on January 1, 2006. Referring to the input tax refund process, the Council of State considered that AOT, as the one that NBIA was transferred to in accordance with the cabinet’s resolution and business transferring contract, is entitle to the right and responsibility transferred from NBIA to apply for the VAT refund (input tax). However, AOT must act in accordance with criteria stated in the Revenue Code and other related law.

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AOT acted according to the criteria set by the Revenue Department. AOT filed the estimation of use of building space to the Revenue Department and requested an extension to file details of building construction and use to the Director General of the Revenue Department. At present, it is under the consideration of the Revenue Department.

6.5 Inventories and supplies - net

Unit : Million Baht


2008 2007 2008 2007

Inventories and supplies 210.33 153.99 202.36 145.96

Less: Allowance for damaged and obsolete supplies

0.62 23.01 0.62 23.01

Inventories and supplies - net 209.71 130.98 201.74 122.95

6.6 Other current assets

Unit : Million Baht


2008 2007 2008 2007

Accrued input tax 144.47 177.58 133.80 168.21

Other Current assets 45.93 48.72 42.03 45.41

Total 190.40 226.30 175.83 213.62

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6.7 Investments in Subsidiaries and Associates Consolidated Unit : Million Baht

Name of Company

Percentage of shareholding (%)

Investments

Cost method Equity method

2008 2007 2008 2007 2008 2007

Associated Company

Thai Airport Ground Services Co.,Ltd. 28.50 28.50 149.62 149.62 191.74 174.65

Total 149.62 149.62 191.74 174.65

The unaudited financial statements were used for the recording of investments in associates under equity method. Associates adjusted transactions in order to disclose investments with the same accounting policy as AOT.

The Company Unit : Million Baht

Name of Company


Investments

Cost method

2008 2007 2008 2007

Subsidiaries

New Bangkok International Airport Co.,Ltd. (NBIA) - under liquidation 100.00 100.00 39,029.00 39,029.00

Suvarnabhumi Airport Hotel Co., Ltd. (SAH) 60.00 60.00 610.67 610.67

Associated Company

Thai Airport Ground Services Co., Ltd. 28.50 28.50 149.62 149.62

Total 39,789.29 39,789.29

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6.8 Other long-term investments Consolidated and The Company

Unit : Million Baht

Name of Company

Percentage of shareholding (%) At Cost Fair Value Book Value

2008 2007 2008 2007 2008 2007 2008 2007

1. Investments stated at cost

Airport Duty Free Co., Ltd. 10.00 10.00 20.00 20.00 - - 20.00 20.00

Phuket Air Catering Co., Ltd. 10.00 10.00 10.00 10.00 - - 10.00 10.00

Airport Associated Co., Ltd. 10.00 10.00 3.00 3.00 - - 3.00 3.00

Don Mueang International Airport Hotel Co.,Ltd. 9.00 9.00 10.80 10.80 - - 10.80 10.80

King Power Duty Free Co., Ltd. 5.00 5.00 10.00 10.00 - - 10.00 10.00

Fuel Pipeline Transportation Co., Ltd. 1.38 1.38 22.00 22.00 - - 22.00 22.00

Trade Siam Co., Ltd. 1.50 1.50 0.75 0.75 - - 0.75 0.75

Thai Aviation Fuel service Co., Ltd. 10.00 10.00 53.00 53.00 - - 53.00 53.00

Less: Allowance for impairment in value of investments : Thai Aviation Fuel Service Co.,Ltd. (22.00) (22.00) - - (22.00) (22.00)

Total 107.55 107.55 - - 107.55 107.55

2. Investment stated at Fair Value

Bangkok Aviation Fuel Service Public Company Limited (BAFS) 4.94 4.94 21.00 21.00 190.26 272.16 190.26 272.16

3. Bonds 691.95 - - - 691.95 -

Grand Total 820.50 128.55 190.26 272.16 989.76 379.71

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6.9 Related party transactions The related party transactions are included in the financial statements based on normal business as follows:

Unit : Million Baht


2008 2007 2008 2007

6.9.1 Trade accounts receivable


Phuket Air Catering Co., Ltd. 0.37 0.33 0.37 0.33

Suvarnabhumi Airport Hotel Co.,Ltd. - - 3.96 2.50

King Power Duty Free Co., Ltd. 8.12 - 8.12 -

Bangkok Aviation Fuel Service Plc. 19.34 21.96 19.34 21.96

Total 42.57 72.65 46.53 75.15

6.9.2 Accrued income

Thai Aviation Fuel Service Co.,Ltd. 9.53 9.72 9.53 9.72


Suvarnabhumi Airport Hotel Co.,Ltd. - - - 15.18

Total 630.44 9.72 630.44 24.90

6.9.3 Trade accounts payable


Suvarnabhumi Airport Hotel Co.Ltd. - - - 0.08

Total 10.91 51.42 10.91 51.50

6.9.4 Accrued expenses



Total 34.03 9.92 34.04 10.67

6.9.5 Revenue received in advance


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Unit : Million Baht


2008 2007 2008 2007

6.9.6 Other accounts payable

Suvarnabhumi Airport Hotel Co.,Ltd. - - 0.03 -

6.9.7 Revenues and expenses

Operating revenues



Don Mueang International Airport Hotel Co., Ltd. 5.53 5.53 5.53 5.53




Total 367.66 393.79 442.99 465.30

Operating expenses



Total 360.98 364.04 361.55 366.48

Other revenues

King Power Duty Free Co., Ltd. 4,758.25 29.41 4,758.25 29.41

Other expenses


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6.10 Property, plant and equipment - net

Unit : Million Baht


Building & Construction Equipment Total


Cost

As at October 1, 2007 98,063.65 37,355.86 135,419.51 95,958.67 36,799.08 132,757.75

Additions 2,652.54 1,493.23 4,145.77 2,632.76 1,489.83 4,122.59

Reclassification (14.66) 14.66 - (14.66) 14.66 -

Disposals - (60.96) (60.96) - (42.20) (42.20)

As at September 30, 2008 100,701.53 38,802.79 139,504.32 98,576.77 38,261.37 136,838.14

Accumulated Depreciation

As at October 1, 2007 12,548.37 11,065.48 23,613.85 12,412.78 10,946.31 23,359.09

Depreciation for the Period 2,660.80 5,089.65 7,750.45 2,543.37 4,982.26 7,525.63

Disposals - (42.15) (42.15) - (42.15) (42.15)

As at September 30, 2008 15,209.17 16,112.98 31,322.15 14,956.15 15,886.42 30,842.57

Book Value - net

As at October 1, 2007 85,515.28 26,290.38 111,805.66 83,545.89 25,852.77 109,398.66

As at September 30, 2008 85,492.36 22,689.81 108,182.17 83,620.62 22,374.95 105,995.57

6.11 Assets under construction Consolidated and The Company

Unit : Million Baht

Suvarnabhumi

Airport Regional Airport Don Mueang Airport Total

As at October 1, 2007 5,745.11 108.89 1.33 5,855.33

Addition 4,028.08 203.26 16.88 4,248.22

Transfer to property, plant and equipment

(3,676.44) (260.55) (12.44) (3,949.43)

As at September 30, 2008 6,096.75 51.60 5.77 6,154.12

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6.12 Intangible assets Consolidated and The Company

Unit : Million Baht

At Cost Written off Book Value

As at October 1, 2007 1,240.07 194.62 1,045.45

Addition/(Disposal) during the Period 100.18 116.43 (16.25)

As at September 30, 2008 1,340.25 311.05 1,029.20

6.13 Other non-current assets Consolidated and The Company

Unit : Million Baht

2008 2007

Unused land and Construction 1,834.53 1,730.67

Less : Allowance for impairment of unused land 971.66 971.66

Unused land and construction - net 862.87 759.01

Advance payment 18.94 75.31

Guaranteed money 0.69 0.67

Receivables-The State Railway of Thailand 4,075.69 3,996.16

Cross Currency Swap 264.68 -

Account in arrears - 232.53

Total 5,222.87 5,063.68

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6.13.1 Unused Land and Construction As at September 30, 2008, AOT has net unused land and construction amounting to Baht 862.87 million as follows : - There is 692 Rai, 2 Ngan, and 22 Square Wa of unused land at Suvarnabhumi Airport. The book value is Baht 1,730.67 million, less allowance for impairment of unused land of Baht 971.66 million, the unused land - net is amounting to Baht 759.01 million. AOT has policy to conduct a feasibility study for employees’ residence project. With reference to the Board of Directors’ resolution No. 22/2007 dated July 19, 2007, the International Civil Aviation Organization (ICAO) will be employed to study and revise the master plan for the development of Suvarnabhumi and Don Mueang airports. Part of the objectives is to fully utilize and develop the land at Suvarnabhumi Airport. Therefore, AOT slows down the feasibility study and waits for the study of ICAO.

- AOT repurchased land and construction amounting to Baht 103.86 million from people who are affected by noise impact. AOT’s policy is to hire an assets management company to manage the sales and auctions for such assets.

6.13.2 Receivables-The State Railway of Thailand The cabinet approved the Airport Rail Link Project (Payathai-Makkasan-Suvarnabhumi Airport) which has been

operated by the State Railway of Thailand (SRT). However, some parts of the construction were under SAH building, therefore, investment for those parts of construction was paid by NBIA in accordance with the cabinet’s resolution on June 1, 2004. AOT (by NBIA) committed to a construction contract valued of Baht 4,362.19 million (VAT included). The Ministry of Transport proposed the budget of Baht 4,082.94 million to construct the tunnel. As at September 30, 2008, AOT (NBIA) has paid Baht 4,075.69 million (VAT included) for construction and recorded SRT as debtor. The unpaid balance was Baht 286.50 million.

On December 18, 2007, the cabinet approved the State Railway of Thailand (SRT) to borrow Baht 9,940.322 million of loan which guaranteed by the Ministry of Finance. SRT must pay AOT for the construction of the station building and tunnel (including interest) as proposed by the Ministry of Transport. The Ministry of Finance and the Bureau of Budget will consider the method and condition of loan.

6.14 Promissory Notes The Company AOT has issued promissory note to NBIA amounting to Baht 38,483.81 million on January 1, 2006 for discrepancy

between the assets and liabilities transferred from NBIA, 0.5 % of interest rate per annum. AOT has not to pay interest since the dissolution date of NBIA. The maturity date of this note will be the last working day prior to the date that the remaining of share value will be returned to AOT, (if any)

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6.15 Other current liabilities

Unit : Million Baht


2008 2007 2008 2007

Employees’ bonus payable 1,094.13 504.76 1,094.13 504.76

Accrued output tax 447.25 396.91 441.49 392.84

Accrued property tax 2,202.89 2,193.15 2,202.89 2,193.15

Value added tax payable 45.73 37.67 45.73 37.67

Revenue received in advance 417.49 357.03 419.37 358.39

Withholding tax payable 46.44 16.59 45.13 14.76

Other liabilities 417.82 119.41 406.43 103.59

Pension payable (AAT Staff Pension Fund) 10.63 4.30 10.63 4.30

Total 4,682.38 3,629.82 4,665.80 3,609.46

6.16 Long - term loans


2008 2007 2008 2007

Million Yen Million Baht Million Yen Million Baht Million Yen Million Baht Million Yen Million Baht

Foreign Loans 178,576.91 58,906.63 175,812.38 52,728.42 178,576.91 58,906.63 175,812.38 52,728.42

Less : Current portion of Long - term loan 5,193.53 1,713.17 4,358.24 1,307.09 5,193.53 1,713.17 4,358.24 1,307.09

173,383.38 57,193.46 171,454.14 51,421.33 173,383.38 57,193.46 171,454.14 51,421.33

Domestic Loans - 1,519.46 - 1,530.00 - - - -

Less : Current portion of Long - term loan - 148.40 - 111.30 - - - -

- 1,371.06 - 1,418.70 - - - -

Total 173,383.38 58,564.52 171,454.14 52,840.03 173,383.38 57,193.46 171,454.14 51,421.33

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AOT foreign loans were borrowed in Japanese yen from oversea financial institutes, guaranteed by the Ministry of Finance with fixed annual interest rate at 0.75-2.70 % and 2003-2042 payment due (As at September 30, 2008, exchange rate was Yen 100 = Baht 32.9867).

Domestic loans were borrowed from local financial institutes for the construction of Suvarnabhumi Airport Hotel amounting to Baht 1,630.76 Million with interest rate as follows:

- Contract signed date-September 30, 2007 annual interest rate is MLR-2.0% - From October 1, 2007 onwards annual interest rate is MLR-1.0%

The payment is due quarterly for 44 installments, amounting to Baht 37.10 million for each installment. The first payment will be due in February, 2008 and the last payment will be paid within November 30, 2018. As at September 30, 2008. Suvarnabhumi Airport Hotel made a loan payment of Baht 111.30 million. The remainting loan was Baht 1,519.46 million.

6.17 AOT Staff Pension Fund AOT has set up a pension fund of Airports Authority of Thailand by contributing 10 % of the employees’ salaries to

the fund. As at September 30, 2008, the balances of fund are shown as follows:

Unit : Million Baht

2008 2007

Assets

Bank and cooperatives deposits 84.52 81.81

Loan accounts receivable 0.03 0.31

Accrued income 1.13 1.13

Total 85.68 83.25

Liabilities and pension fund

Accrued pension payments 10.63 4.30

AOT payable 36.11 33.94

Pension fund 38.94 45.01

Total 85.68 83.25

Payment obligations to staff 38.94 45.01

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6.18 Other non-current liabilities

Unit : Million Baht


2008 2007 2008 2007

Work performance guarantees 455.17 672.57 452.78 654.85

Reserve for contingent liabilities 629.53 204.19 629.53 204.19

Deferred revenue 49.45 51.22 49.45 51.22

Cross Currency Swap - 4,167.99 - 4,167.99

Unearned revenue - 328.97 - 328.97

Other non-current liabilitie 21.38 21.39 21.38 21.39

Total 1,155.53 5,446.33 1,153.14 5,428.61

AOT hedged against the risk caused by fluctuation of foreign currency exchange rate by applying financial instruments of Cross Currency Swap with local and foreign financial institutes.

6.19 Share Capital AOT had authorized share capital of 1,428,570,000 ordinary shares with a par value of Baht 10 per share. The shares

were issued and fully paid-up totally Baht 14,285.70 million.

6.20 Legal reserve According to Article 116 of the Public Limited Companies B.E.2535 AOT is required to appropriate not less than

5 percent of its annual net income as a reserve until the reserve fund reaches 10 percent of the authorized share capital. The AOT reserve fund was already appropriated to 10% of the issued and fully paid-up share capital.

6.21 Dividend On January 25, 2008, the Annual Shareholders’ meeting of AOT approved the dividend payment for the year 2007

of Baht 0.40 per share, amounting to Baht 571.43 million. AOT paid the dividends on February 22, 2008.

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6.22 State property rental The Treasury Department collected the compensation for using the state property from AOT at the rate of

5 percent of the operating income of Don Mueang International Airport and Suvarnabhumi Airport and 2 percent for the other 4 regional international airports without any expense deduction. After the opening of Suvarnabhumi Airport, the compensation rates for Don Muang International Airport and regional international airports will be adjusted according to the study of the consultant provided by the Treasury Department. In this accounting period, AOT and the Treasury Department are negotiating for the new compensation rates, therefore, state property rental amounting to Baht 952.97 million has been recorded at the former rates since the opening of Suvarnabhumi Airport. The rental fees of state property amounting to Baht 2.76 million which AOT received from Don Mueang International Airport Hotel Co., Ltd. has been remitted to the Treasury Department, Ministry of Finance at the rate of 50 percent without any expense deduction. The total amount of fees was Baht 955.73 million.

6.23 Remuneration to the Board of Directors

Unit : Million Baht


2008 2007 2008 2007

Remuneration 6.96 8.35 6.08 7.73

Bonus 5.68 9.52 5.68 9.52

Other premium for senior executives 8.80 8.06 7.50 5.42

Total 21.44 25.93 19.26 22.67

6.24 Remuneration to Auditors

Unit : Million Baht


2008 2007 2008 2007

Audit fee 2.65 2.65 2.25 2.25

Other expenses 0.41 0.34 0.41 0.34

Total 3.06 2.99 2.66 2.59

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6.25 Law Compensation Revenues Baht 8,331.53 million of law compensation revenues are paid by 2 private companies to AOT as compensation

and some amount are additionally recorded according to the agreement, totaling to Baht 3,871.53 million. Moreover, Baht 4,460 million are transferred from advance received concession revenue in accordance with the orders of the civil court No. 2440/2550 and No. 2441/2550 as stated in Note 6.31.2

6.26 Loss (gain) on foreign exchange Consolidated and The Company

Unit: Million Baht

2008 2007

Realized Loss (Gain) (208.45) (286.32)

Unrealized Loss (Gain) 1,137.17 (2,518.22)

Total 928.72 (2,804.54)

6.27 Financial Instruments Interest rate risk The risk from interest rate is caused by the variance of future interest rate in the market which will affect AOT

operation performance and cash flow. AOT has short term and long term deposits in the banks and financial institutes. The AOT subsidiaries have liabilities from fixed and floated interest rate loans.

Exchange rate risk AOT had risk from the variance of currency exchange rate that affects liabilities, operating expenses and interest

payment of its subsidiaries in foreign currency. AOT risk management policy is to set up the risk management working group on foreign debt. The working group hedged against partial liabilities of foreign currency by applying financial derivative of Cross Currency Interest Rate Swap with Thai and foreign financial institutes.

Credit risk Credit risk is arisen from the delayed payment of debt of the client. Setting the clear service payment,

continually trace the client of outstanding debt, and ask for the guarantee from the client schedule, are the ways to hedge the said matter. The client’s fair value stated in the balance sheet is the net value of the debtor after deducting doubtful account.

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Liquidity risk AOT and its subsidiaries manage liquidity risk by sufficiently maintaining the level of cash and cash equivalents as

well as providing adequate amount of loan for spending.

Actual interest rate analysis The actual interest rates of the financial assets and liabilities with interest as at September 30, were as follows

ConsolidatedUnit : Million Baht

2008 Effective interest rate (%)

Within 1 Year

More than 1 Year

More than 2 Years

More than 5 Years Total

Cash and current account - 522.52 - - - 522.52

Cash equivalents 3.32 7,914.85 - - - 7,914.85

Current investments 3.75 11,557.83 - - - 11,557.83

Long-term investments 3.73 - 691.95 - - 691.95

19,995.20 691.95 - - 20,687.15

Loans (Baht) 6.31 148.40 148.40 296.80 925.86 1,519.46

Loans (Japanese Yen) 1.69 1,713.17 4,160.95 12,598.14 40,434.37 58,906.63

1,861.57 4,309.35 12,894.94 41,360.23 60,426.09

Unit : Million Baht


Within 1 Year

More than 1 Year

More than 2 Years





14,734.64 - - - 14,734.64

Promissiory notes (Baht) 4.30 10.00 - - - 10.00

Loans (Baht) 4.93 111.30 148.40 445.20 825.10 1,530.00


1,428.39 1,736.88 11,915.02 39,188.13 54,268.42

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The CompanyUnit : Million Baht


Within 1 Year

More than 1 Year

More than 2 Years






- 19,896.10 691.95 - - 20,588.05


Unit : Million Baht


Within 1 Year

More than 1 Year

More than 2 Years





- 14,711.29 - - - 14,711.29


Fair value of Financial Instrument Most of the financial assets and liabilities were in short-term category including the loan which its interest rate

close to the rate applied in the market. The management believed that the fair value of financial assets and liabilities did not have significant difference from the book value.

The fair value of Cross Currency and Interest Rate Swap, which was the liability, as at September 30, 2008 amounting to Baht 3,387.53 million , was calculated by decreasing rate fixed by the contractor and deemed to be cancellation of contract on the date stated in the Balance Sheet.

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6.28 Commitment Consolidated and The Company AOT’s commitments are as follows: Capital expense commitment as at September 30, 2008 AOT has been obligated to the contract of development

projects for its regional airports and others amounting to Baht 451.13 million (VAT included) and for Suvarnabhumi Airport’s construction project amounting to Baht 3,223.17 million (VAT excluded).

Operating expense commitment (VAT included), as at September 30, 2008 comprises:

Unit : Million Baht

Contracts with private sector 5,739.68

Repair and maintenance contracts 248.81

Properties leasing contracts 132.33

Total 6,120.82

The Suvarnabhumi Airport Hotel has entered into 20 year - contract of hotel management (February 1, 2005-January 31, 2025). SAH has obligation for the logo fee amounting to Baht 21.40 million (VAT included) which was recorded as expense for Baht 4.28 million. The remaining obligation was Baht 17.12 million. SAH also has an obligation for hotel management fee (wages and personnel expenses) amounting to Baht 1,995.24 million. The amount of Baht 177.62 million was recorded as expense and Baht 1,817.62 million was remained. Total remaining obligations were Baht 1,834.74 million.

6.29 Contingent liabilities 6.29.1 Assessment of property tax AOT property tax has been assessed by Bangkok Metropolitan Administration (BMA) since 1995 by using

remunerations for the space that AOT granted to operators as a calculation base. AOT appealed to BMA and submitted the matter to Office of the Attorney General on July 29, 1999 for the determination of the committee on the assessment of property tax. As a result, the board of directors (meeting No. 6/1999 dated June 29, 1999) resolved that AOT would pay property tax at the reasonable rate. BMA has informed the Treasury Department, the owner of property, about the assessment of property tax every year by using the same criteria since 1995 AOT has disagreed and appealed every year as since 1995.

Later, AOT was informed by the Office of the Attorney General (letter No. 0015/5219 dated Mar 24, 2005) for the final determination of the committee on the assessment of property tax. If BMA accepts the final determination of the committee, AOT will get the property tax (1995-2003) of Baht 570.69 million from BMA (the letter requesting for the repayment of the said tax amount has already been sent to BMA). The Office of the Attorney General informed the Treasury Department that, in 2004, the committee had the same determination as in 2003.

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Referring to BMA letter dated September 11, 2006, BMA informed the Treasury Department that BMA disagreed with the determination of the committee on the assessment of property tax. AOT was informed by the Treasury Department on October 2, 2006 that the Office of the Attorney General will submit the matter to the cabinet for ordering BMA to act in accordance with the determination of the committee.

In this accounting period, AOT was informed by BMA on the assessment of property tax for the spaces that AOT granted to operators at Don Muang International Airport for the year 2006 (additional) and 2007 amounting to Baht 386.90 million by adhering to the previous criteria since 1995. AOT, therefore, paid the tax of Baht 134.45 million by offsetting debt of BMA according to the tax assessment criteria for the year 2004 specified by the committee on the assessment of property tax. For the remaining amount of Baht 252.45 million, AOT appealed to BMA according to the determination of the committee. As at September 30, 2008, AOT has Baht 2,353.11 million of appealing tax payable (BMA has assessed the property tax amounted to Baht 3,799.88 million, less the paid tax of Baht 1,446.77 million). Moreover, AOT recorded penalties of Baht 23.78 million in this accounting period, totaling of Baht 226.98 million according to Section 43(4) of the Property Tax Act, B.E.2475 (1932), amended by the Property Tax Act (No.4), B.E.2534 (1991) in case the result of the appeal complied with the assessment of BMA.

6.29.2 Lawsuits AOT was prosecuted with 27 cases and the plaintiff filed a lawsuit against AOT to compensate for the damage in an

approximate amount of Baht 5,894.37 million (excluding interest). The cases are in the courts consideration and insurance company.

AOT was prosecuted with 2 cases at Civil Court by 2 private companies as stated in Note 6.31.2 In addition, AOT was prosecuted with 13 cases of impact from the noise pollution. The plaintiff filed a lawsuit

against AOT to compensate for the damage in an approximate amount of Baht 601.39 million. Presently, the cases are under the consideration of the Administrative Court. The attorney-at-law of the Office of the Attorney General represents AOT.

6.29.3 Noise Impact AOT’s Board of Directors approved on May 15, 2008, the compensation payments to people who are affected by

noise pollution arisen from the operations of Suvarnabhumi Airport in accordance with the cabinet resolution on May 29, 2007. The compensation payments base on actual air traffic and are for buildings that were constructed before 2001as follows:

- Areas with NEF over 40: To negotiate and purchase buildings and constructions by comparing with the compensation guideline for expropriated immovable property as stated in the Act on Expropriation of Immovable Property B.E.2530 (1987). If owners do not want to sell the property, they will receive money for building improvement

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- Areas with NEF 30-40: To support building and construction improvement by evaluating noise level. If the noise level is over 10 decibel (a), an owner will receive money for buildings and constructions improvement according to the criteria of the study of National Institute of Development Administration (NIDA)

Number of buildings and areas which are affected by the actual air traffic as stated in the cabinet resolution is higher than the one estimated in environmental examination report. Therefore, it may result in increasing expenses of AOT and may affect performance of AOT. However, AOT established noise charge working group on November 15, 2007.

6.29.4 Compensation for Termination of All Employees With reference to the Announcement of the State Enterprise Labour Relations Committee (Minimum Standards of

Conditions of Employment) dated June 28, 2006, if state enterprise terminates all employees without any guilty, employees are entitles to receive compensation at the rate stated in the law. As at September 30, 2008, the compensation was Baht 1,346.63 million which AOT did not recorded in the financial statements.

6.30 Acquisition and dissolution of NBIA According to the cabinet’s resolution dated September 10, 2002, the cabinet agreed to transfer all activities,

rights, liabilities, commitment, assets, as well as employees of NBIA to AOT when Suvarnabhumi Airport has completely been constructed. This would take place before the airport start its operation. Besides, NBIA should be dissolved and all its activities transfer to AOT as a business unit. This arrangement has already occurred on January 1, 2006 and acknowledged by the cabinet’s resolution dated February 28, 2006 in accordance with the resolutions of the Ministry of Finance and the Ministry of Social Development and Human Security. On December 8, 2004, all personnel from NBIA have already been transferred to AOT. After that, business, assets, rights, and commitment of that have also been transferred to AOT on January 1, 2006. All properties and liabilities have been transferred from NBIA under book value recorded in NBIA account as at December 31, 2005 at the amount of Baht 100,913.28 million (including Baht 91,820.25 million of assets under construction, Baht 149.35 million of land, plant and equipment and Baht 8,943.68 million of other items) and Baht 62,429.47 million, respectively. Thus, the amount of the promissory note that AOT issued to NBIA was Baht 38,483.81 million with interest rate of 0.5% per annum. The maturity date of this note will be the last working day prior to the date that the remaining of share value, (if any), will be returned to AOT. NBIA was registered for dissolution on July 31, 2006 in accordance with the resolutions of the AOT Extraordinary Shareholders Meeting No. 1 on July 12, 2006 and No.2 on July 28, 2006. At present, it is under the liquidation process. AOT has not to pay interest since the dissolution date of NBIA.

6.31 Dispute with Private Companies 6.31.1 Airport Duty Free Co., Ltd. AOT and the Airport Duty Free Co., Ltd. had a dispute over AOT demand that the Airport Duty Free Co., Ltd. made

the minimum guarantee payment according to the contract in 1998-2001 in an amount of Baht 442.17 million.

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However, the Airport Duty Free Co., Ltd. snubbed AOT request. AOT tried to reach an agreement with B.A.D.F. Co., Ltd. which is the joint venture party of AOT under the joint venture contract for establishment of the Airport Duty Free Co., Ltd., but the matter was unsuccessful. At present, it is under the process of appointing the arbitrator of B.A.D.F. Co., Ltd. The compensation has not yet been recorded in the account.

6.31.2 Two Private Companies AOT committed to 2 contracts with 2 private companies to operate the duty free shops and commercial activities

management projects and the private companies paid advance concession revenue in an amount of Baht 4,460 million. According to the Board of Directors Meeting No.10/ 2007 dated March 22, 2007, the committee considered the projects in conjunction with the opinion and recommendation from the Council of State (special committee) and information of the project value calculation method and found that AOT did not conduct the projects in accordance with the Act on Private Participation in State Undertaking, B.E. 2535 (1992), therefore, contracts between AOT and private companies were invalid and nonbinding. AOT issued letters to both private companies to inform them about the Board of Directors’ resolutions.

The private companies prosecuted AOT on June 4, 2007, with the cases No. 2440/2550 and 2441/2550. The plaintiffs filed lawsuits against AOT to act in compliance with the contracts. If AOT fails to do so, AOT must pay compensation to the plaintiffs in an amount of Baht 20,878.51 million and Baht 48,074.15 million, respectively, with the interest rate at 7.5 % p/a since the filing date until the last date of payment. In addition, AOT proposed to the Office of the Attorney General to defend AOT against the private companies according to the Board of Directors resolution No. 17/2007 dated May 17, 2007. The attorney-at-law submitted the defense statement for AOT.

The Civil Court considered the case No. 2441/2550 on January 31, 2008, and issued the temporary injunction. AOT must allow private companies to continue their operations in the space they have occupied before the issue of the temporary injunction. The privates companies have to pay AOT as stipulated in the contracts. If the court rules that the contracts are not binding, those payments would count as compensation for damages.

On April 25, 2008, the Civil Court issued the temporary injunction of the case No. 2440/2550. AOT and the private company agreed that AOT will allow the private company and minor operators to use the space of 25,827.67 square meters. The private company has to pay compensation to AOT as stated in the conctract or on the date informed by AOT. The compensation will be considered as minimum compensation for damages if the court rules that the contract is not binding.

Therefore, AOT could not estimate any liabilities incurred from the lawsuits filed by both private companies. (if any).

6.32 Approval of Financial Statement The Audit committee, who was delegated authority by the AOT’s Board of Directors, has approved these financial

statements on November 21, 2008.

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Created & Designed by Post-Card Co., Ltd. Tel. 0 2511 1190 www.greezcards.com

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210 mm

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11 mm 210 mmInsideCover_new20_3C_W.pdf 12/20/08 3:56:48 PM

210 mm

297 mm

11 mm 210 mmCOVER_new20_3C_Eng_W.pdf 12/20/08 3:53:46 PM

Thirty years of demonstrable commitment toward becoming a world-class airport. For over 30 years, Airports of Thailand

has served as a gateway to Thailand,

welcoming and connecting passengers

from across the world to their destinations

with smiles and a heartfelt service

backed by international safety standards.

Today, we continue

to make great strides toward ongoing development

to bring Thai airports to the ranks of world-class airports

in the years to come.

The Path to Achievement

1980 AAT began the development of Bangkok International Airport so it would be able to accommodate future increases in air traffic.

1979 The Airports Authority of Thailand (AAT) was established and assumed the responsibility transferred from the Directorate of Civil Aviation, the Royal Thai Air Force.

1997 The National Visitors’ Lounge Project was launched to promote the Amazing Thailand Year and to demonstrate AAT’s excellent service.

1985 The air cargo warehouse was established to accommodate the growth in air cargo volume.

1992 Common use X-Ray systems were used to check passenger baggage for enhancing passengers safety and convenience.

1988 Three regional airports including Chiang Mai International Airport, Hat Yai International Airport, and Phuket International Airport were transferred to be under the responsibility of AAT.

1999 AAT provided financial support for the construction of the first AAT Border Patrol Police School at Aijadar Village, Rue Soh District, Narathiwat Province in line with its commitment to social responsibility.

1998 Chiang Rai International Airport was transferred to be under the responsibility of AAT.

2002 AAT Registered to be a public company limited to develop its capabilities.

2008 Suvarnabhumi Airport received numerous awards such as the 4th Best Airport Worldwide by Smarttravelasia and the World’s 3rd Best Airport by Wanderlust magazine.

2006 Suvarnabhumi Airport, the pride of the Thai people and the nation, officially opened.

Future Striding toward one of the world’s best airports.

The Path to Achievement Striding toward

the 30 th year of operating

SAFETY SECURITY AND

EFFICIENCY The international standard security system

ensures peace of mind

PLANING AND GROWTH

Connecting business to ensure a sustainable growth

OPERATION AND SERVICE

Experience a heartfelt service in every step

CUSTOMERS AND

RETAIL Enjoy shopping for scores of

world-famous brand-name merchandise

SOCIAL AND ENVIRONMENTAL CONTRIBUTION

Providing world-class services with concern for society and the environment

ADHERING TO THE PRINCIPLES OF GOOD CORPORATE GOVERNANCE

Quality and morality are the hallmarks of our business philosophy

Safety and service are our prime priorities.

General InformationCompany Name : Airports of Thailand Public Company Limited

Acronym : AOT

Registration Number : PLC 0107545000292

Business : Airport operator and other services related to aviation and transport

Accounting Period : October 1 - September 30

Head Office : 333 Cherdwutagard Road, Srikan, Don Mueang, Bangkok 10210

Tel : 0 2535 1111

Fax : 0 2535 4061

Website : http://www.airportthai.co.th

Investor Relations Center : Tel: 0 2535 5900, Fax: 0 2535 5909, E-mail : [email protected]

Registered Capital : 14,285,700,000 Baht

No. of Common Stock : 1,428,570,000 shares, par value at 10 Baht per share

Shareholders : The Ministry of Finance is the major shareholder with 70% stake,

with the other 30% held by institutes and retail investors

Listed Date : March 11, 2004

Registrar : Thailand Security Depository Company Limited

Office : 2/7 Moo 4 (North Park Housing Project) Vibhavadi-Rangsit Road,

Thungsonghong, Laksi, Bangkok 10210

Tel : 0 2596 9307

Fax : 0 2832 4994-6

Auditor : Office of the Auditor General of Thailand

Office : Rama 6 Road, Samsen Nai, Bangkok 10400

Tel : 0 2273 9674-91

Fax : 0 2618 5883

Message from the Chairman

28 September 2008 marked the second anniversary of the opening of Suvarnabhumi Airport. Over the years, Airports of Thailand Public Company Limited (AOT) has been committed to the continual development of quality in airport service delivery and airport management to reach the highest international standards of safety and facilities. Thanks to this demonstrable commitment, Suvarnabhumi, for the fiscal year 2008 (October 2007 - September 2008), efficiently handled more than 41,180,456 million passengers with a total of 256,118 flights. In addition, over 1,259,685 tons of cargo and postal parcels (excluding through cargo) passed through the airport. With confidence and readiness in delivering quality airport service, AOT entered Suvarnabhumi Airport into the Airport Service Quality Program (ASQ) rankings organized by Airports Council International (ACI). The objective was to enhance AOT’s competitiveness in providing improved services in passenger check-in and check-out service as well as security, facilities, and services provided within the terminal and the airport area. The efforts underpinned AOT’s determination to pursue a world - class service objective to ensure that Suvarnabhumi can rise to the ranks of world - class or best in class airports.

Moreover, five other airports operated by Airports of Thailand Public Company including Don Mueang International Airport, Phuket International Airport, Chiang Mai International Airport, Hat Yai International Airport, and Chiang Rai International Airport have witnessed a steady growth in air traffic volume as a result of the rapidly - growing low cost carriers. To address the anticipated rising passenger volume, AOT has devised development plans for Suvarnabhumi and the provincial airports especially Phuket International Airport, which will reach its full capacity in the near future. This is to ensure that AOT can retain its high levels of service quality and standards as well as excellent operational prowess, enabling AOT to materialize its vision of becoming the aviation hub in Southeast Asia.

For 2008, total air traffic volume of AOT (including Suvarnabhumi Airport, Don Mueang International Airport, Phuket International Airport, Chiang Mai International Airport, Hat Yai International Airport, and Chiang Rai International Airport) amounted to 58,304,267 passengers, an increase of 4.08% over the previous year. The volume of cargo and postal parcels passed through the airport (excluding through cargo) totaled 1,345,845 million tons, a rise of 6.65%, whereas the traffic volume grew 0.96% year-on-year to 394,057 flights.

As a result of the growth in air traffic volume and an increase in passenger service charge encompassing landing and parking charges and aircraft storage fees, the operating revenues of AOT for the fiscal year 2008 (October 2007 - September 2008) totaled 22,010.87 million Baht. The operating expenses amounted to 18,515.89 million Baht. Despite higher expenses under depreciation, the implementation of the policy to enhance operating efficiency and to strictly control the operating expenses resulted in AOT achieving operating profit of 3,494.98 million Baht, an increase of 133.51%, and net profit of 7,321.05 million Baht, a rise of 571.80% from the previous year. The growth could be partly attributed to the realization of revenues from the sales of duty-free goods and other commercial activities totaling 8,331.54 million Baht following the Civil Court’s temporary protection orders on 31 January 2008 and 25 April 2008.

This enormous achievement is the culmination of collaboration and total commitment of AOT’s Board of Directors, the Management, and employees at all levels to the development of Suvarnabhumi and the five airports under the responsibility of AOT into world-class airports. AOT attaches significance to conducting business in line with the principles of good corporate governance and pledges to create confidence among all stakeholders. The Company continues to develop the efficiency and effectiveness of its operations while increasing competitiveness in world-class service. AOT’s unwavering commitment also extends to developing information technology and enhancing the potential of its employees so they can rise to any challenge that may affect the aviation industry and air transport in the years to come.

(Vudhibhandhu Vichairatana) Chairman


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05 Mr. Utid Tamwatin Director




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04 Mr. Chaisak Angkasuwan Director 07 Mr. Pongsak Semson

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10 Mr. Arkhom Termpittayapaisith Director

13 Flight Lieutenant Usar Borisuth Director 05

Mr. Utid Tamwatin Director



08 Police General Sombat Amornvivat Director

11 Mr. Chulasing Wasansing Director

14 Mr. Apichart Sayasit Director

15 Mr. Serirat Prasutanond Director and Secretary to the Board of Director

06 Mr. Vinai Vithawaskarnwej Director

09 Air Chief Marshal Sumet Pohmanee Director

12 Mr. Thaworn Phanichpan Director


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07 Flying Officer Narongchai Tanadchangsaeng Executive Vice President (Administration)

04 Mr. Nirandra Theeranartsin Senior Executive Vice President (Business Development)

10 Mr. Pornbanchob Sombatpium Executive Vice President (Engineering and Information Technology)

01 Mr. Serirat Prasutanond Senior Executive Vice President, General Manager of Suvarnabhumi Airports (Acting President)

03 Mrs. Kulya Pakakrong Senior Executive Vice President (Planning and Finance)




08 Mrs. Supaporn Burapakusolsri Executive Vice President (Planning and Finance)

05 Mr. Surajit Surapolchai Senior Executive Vice President (Engineering and Information Technology)

11 Mr. Jayakorn Aksharamat Executive Vice President (Regional Airports)




06 Flight Lieutenant Viwat Smarnrug Senior Executive Vice President (Regional Airports)


18 Miss Suwannee Sumrongwatana Executive Vice President, Duputy General Manager of Suvarnabhumi Airport (Administration)



13 Mr. Somchai Sawasdeepon Senior Specialist 11

12 Flying Officer Pearl Rugsamruad Corporate Secretary

AOT Senior Executives

02 Mr. Saneh Chausurin Senior Executive Vice President (Administration)

14 Mr. Permsak Pattanapong Senior Specialist 10

15 Mr. Adeethep Nakavisute Senior Specialist 10 17 Flying Officer Passakorn Surapipith

Senior Specialist 10

16 Mrs. Sombat Khoonprasert Senior Specialist 10

09 Mr. Suratas Suthammanas Executive Vice President (Business Development)


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annual report 2008 annual report 2008

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Corporate GovernanceCommittee




Corporate Secretary


Audit Office








(AOT)

Administration• Administration Department• Legal Department• Human Resources Department• Human Resources Development Department• Occupational Health and Safety Department• Supply Department• Medical Department





SuvarnabhumiAirport Business Unit Don Mueang International Airport

Business Unit• Don Mueang International Airport Administration Department• Airport Operations Department• Airport Security Department• Maintenance Department • Medical Division • Commercial and Finance Division • Airport Safety and Standards Division

Business Characters

Airports of Thailand Public Company Limited, or “AOT” operates main airports of Thailand. AOT’s main activities comprise management, operations and development of 6 airports under its responsibility, namely Suvarnabhumi Airport, Don Mueang International Airport, Phuket International Airport, Chiang Mai International Airport, Hat Yai International Airport and Chiang Rai International Airport providing services for both domestic and international flights. Suvarnabhumi Airport is the country’s main airport opened for service on September 28th, 2006 to handle the successive increases in the number of passengers. The airport is capable of serving 45 million passengers per annum, handling 3 million tons of cargo freight per annum and providing service for 76 flights per hour. AOT also operates an airport hotel at Suvarnabhumi Airport under the name of Novotel Suvarnabhumi Airport Hotel containing 600 rooms. The airport hotel is a joint venture project among 3 parties: Airports of Thailand Public Company Limited (AOT), Thai Airways International Public Company Limited and Krung Thai Bank Public Company Limited which aims at serving and facilitating Suvarnabhumi Airport passengers.

The increasing volume of air traffic and passengers resulted from a few reasons. The first one was the government’s policy to emphasize development of airports, particularly Suvarnabhumi Airport, to become an aerotropolis, a hub for the cargo freight and tourism of Asia and the world. The second one was the Tourism Authority of Thailand’s proactive tourism policy which aimed at expanding new tourist markets. The last is when the ASEAN countries mutually agreed upon freedom of the air policy, along with increasing more and more flexibility of rules and regulations concerning air transportation.


The freedom of the air policy and expansion of economy as well as international trade allowed low cost carriers to have access to the domestic and international markets. Thus, low cost carriers grew rapidly both in terms of airline quantity and flight frequency. It was estimated that the increase of Chinese and Indian populations with moderate incomes would enable the low cost carriers of Asia - Pacific to expand greatly in the future. In addition, technical innovation of new aircraft, such as the A380, will help the overall air transport system to increase its efficiency, to reduce its capital and to decrease flight time because an aircraft can fly directly to destination without stopping. This in turn leads to new flight routes and more competition to increase volume of flights and passengers for regional hubs, instead of giving a chance to other destinations. As ticket price is reduced, people can gain more access to air transport service. Furthermore, communication technology has developed at a fast pace, allowing passengers to easily search information on tourist attractions and business resource just as they need. Especially air passengers can also make a quick reservations by themselves at cheaper prices.

Nonetheless, domestic factors such as insurgency in the Southern part of Thailand, the protest to close down AOT airports, political turmoil and the declaration of a state of emergency had all affected foreign tourists traveling to Thailand. Moreover, the continuous increase of oil price, credit market crisis, insecurity of financial institutes in the United States of America and worldwide economic going downhill problem were very much related to growth of air traffic volume and caused psychological influence resulting in global consumption and investment slowdown, which had both direct and indirect impact on airport and aviation industries.


As regards the future progress of AOT, Airports Council International (ACI) predicts growth in the number of worldwide passengers by the year 2010 would be over 5 billion, and would increase to 9 billion by the year 2020. The latter number can be divided as approximately 5.1 billion domestic passengers and 4 billion international passengers. However, the growth rate of worldwide passengers in the next 20 years (2006-2025) will be 4% per annum on average. The growth rate of the number of Asia-Pacific passengers at around 5.8% per annum will be higher than that in every region in the world. This is because many countries in this region started to develop their air transportation and also because of rapid growth of the Chinese and Indian economies.

Summary of AOT’sFinancial Information


2008 2007 2006

Operating Results (Million Baht)

Operating revenues 22,010.87 19,501.41 16,240.86

Operating expenses 18,515.89 18,004.68 9,420.07

Operating profit 3,494.98 1,496.73 6,820.79

Net profit 7,321.05 1,089.76 10,473.99

Financial Status (Million Baht)

Total assets 146,455.97 143,466.98 150,505.06

Total liabilities 70,147.58 73,789.75 79,341.54

Shareholders’ equity 76,308.39 69,677.23 71,163.52

Financial Ratio

Liquidity ratio (X) 2.38 1.74 1.68

Net profit to operating revenue ratio (%) 33.26 5.59 64.49

Return on equity (%) 10.03 1.55 15.44

Return on assets (%) 5.05 0.74 7.35

Debt / equity ratio (X) 0.92 1.06 1.11

Book value per share 53.24 48.57 49.81

Net profit per share (Baht) 5.12 0.76 7.33

Summary of the Company’s Financial Information

Breakdown by Sources of Revenue Unit : Million Baht %

Landing and Parking Charge 4,216.35 19

Passenger Service Charge 10,417.01 47

Facilities Service Charge 431.75 2

Office and Property Rents 1,480.64 7

Service Revenue 3,164.29 14

Concession Revenue 2,300.81 11

22,010.87 100


Head office - 0

Don Mueang International Airport 900.52 4




22,010.87 100

Breakdown by Sources of Expenses Unit : Million Baht %

Staff costs 3,909.00 21

Operating expenses 5,100.31 28

Repairs 683.96 4

State property use 955.73 5

Depreciation 7,866.89 42

18,515.89 100


Head office 1,342.77 7

Don Mueang International Airport 1,818.24 10



New Bangkok International Airport Co.,Ltd. 0.09 0


18,515.89 100

Classification of Operating Revenues for Fiscal Year 2008

Classification of Operating Expenses for Fiscal Year 2008


Comparative Financial Overview 2008/2007 AOT and its subsidiaries recorded operating revenues of 22,010.87 million Baht for the fiscal year 2008

(October 1st, 2007 - September 30th, 2008), an increase of 2,509.46 million Baht, or 12.87% over the previous year (October 1st, 2006-September 30th, 2007). Operating expenses totaled 18,515.89 million Baht, a rise of 511.21 million Baht, or 2.84% compared to the previous year while operating profit rose to 3,494.98 million Baht, a growth of 1,998.24 million Baht, or 133.51%. Net profit amounted to 7,321.05 million Baht, an increase of 6,231.29 million Baht, or 571.80%. Details are as follows:

Operating Revenues Aeronautical Revenues AOT’s aeronautical revenues totaled 15,065.12 million Baht, accounting for 68.44% of

total operating revenues. They increased 1,919.14 million Baht, or 14.60% over the previous year as a result of the rising air traffic volume with an increase in air traffic volume, passengers, and cargo of 1.0, 4.1, and 5.7%, respectively. The aeronautical revenues included:

- landing & parking charge of 4,216.35 million Baht, an increase of 278.95%, or 7.08% over the previous year. - passenger service charge of 10,417.01 million Baht, an increase of 1,635.54 million Baht, or 18.62% over

the previous year. - facilities service charge of 431.75 million Baht, an increase of 4.65 million Baht, or 1.09% from the previous year. Non - Aeronautical Revenues AOT’s non-aeronautical revenues amounted to 6,945.75 million Baht, accounting

for 31.56% of the total operating revenues. They increased 590.32 million Baht, or 9.29% compared to the preceding year. The rise could be attributed to the growth in service-related revenues from limousine service, electricity, apron parking service as well as revenues from Suvarnabhumi Airport Hotel. Other contributing factors included increased sharing revenues from sales of food and beverages, telecommunications, and other services.

Operating Expenses Operating expenses grew 511.21 million Baht, or 2.84% from 18,004.68 million Baht in the 2007 fiscal year to

18,515.89 million Baht in 2008. The growth could be attributed to the following factors: - Personnel expenses totaled 3,909.00 million Baht, a rise of 981.16 million Baht, or 33.51%, a result of

the recruitment of new employees, the adjustment of salary and bonus, and compensation for the employees joining the early retirement program.

- Operating expenses amounted to 5,100.31 million Baht, a drop of 629.82 million Baht, or 10.99%. The decrease could be partly attributed to the efficient collection of outstanding accounts, resulting in a decrease in suspected bad debt. Another contributing factor was a fall in outsourcing and advertising expenditures.

- Maintenance expenses amounted to 683.96 million Baht, a decrease of 48.42 million Baht, or 6.61% due to a drop in the repair expenses for luggage conveyor belts as well as runways and taxiways.

Analysis of Operating Results (Consolidated Financial Statements)


- Payment for the use of state property totaled 955.73 million Baht, a rise of 109.41 million Baht, or 12.93%, which was proportional to AOT’s increased operating revenues.

- Depreciation and assets amortization amounted to 7,866.89 million Baht, an increase of 98.88 million Baht, or 1.27% due to an increase of investment in assets.

Other Revenues Other revenues grew 8,180.81 million Baht, chiefly attributable to the realized gain on compensation of 8,331.54 million Baht following the Civil Court’s orders despite a decrease of 150.73 million Baht in interest receivable.

Other Expenses Other expenses were up 4,091.40 million Baht due to a loss on foreign exchange of 928.72 million Baht in 2008 compared to a gain of 2,804.54 million Baht in the year-ago period. Other expenses also included the realization of possible expenses on compensation pursuant to the Civil Court’s orders.

Interest Payment Interest payment amounted to 2,569.80 million Baht, an increase of 172.63 million Baht, or 7.20% from the previous year, as a result of the additional foreign exchange contracts entered into with the financial institute on July 12th, 2007.

Analysis of Financial Status in 2007 and 2008 As at September 30th, 2008, the total assets of AOT and its subsidiaries amounted to 146,455.97 million Baht,

an increase of 2,988.99 million Baht, or 2.08% from the previous year. This could be attributed mainly to the receipt of the compensation pursuant to the Civil Court’s orders.

Liabilities as at September 30th, 2008 totaled 70,147.58 million Baht, a decrease of 3,642.17 million Baht, or 4.94% due mainly to the transfer of advance concession revenues of 4,460.00 million Baht into compensation revenues following the Civil Court’s orders.

Shareholders’ equity as at September 30th, 2008 totaled 76,308.39 million Baht, a rise of 6,631.16 million Baht, or 9.52% due to the improved operating results.

Liquidity As at September 30th, 2008, AOT and its subsidiaries’ cash and cash equivalents amounted to 8,437.37 million

Baht, a decrease of 1,794.02 million Baht, or 17.53% from the start of the fiscal year 2008 (October 1st, 2007). Net cash from operating activities totaled 11,837.95 million while net cash used in investment activities amounted to 13,740.96 million Baht. Of which included investment in land, buildings, and equipment accounted for 5,666.37 million Baht and short-term and long-term investment accounted for 7,746.52 million Baht. Net cash from financing activities totaled 108.99 million Baht. 2,256.30 million of which was proceeds from long-term debts deducted debt repayment of 1,565.88 million Baht and dividend payment of 571.43 million Baht.


Operating Results Regarding Service

AOT operates 6 airports in Thailand, namely Suvarnabhumi Airport, Don Mueang International Airport, Phuket International Airport, Chiang Mai International Airport, Hat Yai International Airport and Chiang Rai International Airport. In the fiscal year 2008, AOT’s airports provided service for 108 scheduled airlines including 98 mixed passenger-cargo carriers and 10 cargo carriers.

Air traffic volume at six AOT airports totals 394,057 flights, or a 0.96% increase. This was comprised of 220,673 international flights, or a 2.52% increase and 173,384 domestic flights, or a 0.96% decrease. AOT airports handled 58,304,267 passengers, or an increase of 4.08%, 36,836,936 of which were international passengers and 21,467,331 of which were domestic passengers, an increase of 4.65% and 3.11% respectively. The total volume of cargo and postal parcels was 1,345,845 tons, or an increase of 6.65%. This consisted of 1,243,762 tons of international freight, or an increase of 7.54% and 102,083 tons of domestic freight, or a decrease of 3.18%.

AOT’s overall volume of air traffic in the fiscal year 2008 has increased from that in the fiscal year 2007. The reason was the increase in the number of inbound and outbound tourists, together with Thai people who traveled within the country. In addition, the air traffic volume of low cost carriers was rising. Nonetheless, there was still the presence of negative factors from the global financial situation affecting businesses and industries on a grand scale, as well as the unresolved political crisis in the country resulting in the volume of air traffic not achieving its fullest potential.


Fiscal Year

Aircraft Movements (No. of Flights) Passenger Volume (No. of Persons)

2007 2008 % 2007 2008 %

Suvarnabhumi + Don Mueang 307,244 311,435 1.36 45,123,945 46,932,118 4.01

- Suvarnabhumi 267,555 256,118 -4.27 41,934,995 41,180,456 -1.80

- Don Mueang 39,689 55,317 39.38 3,188,950 5,751,662 80.36

Phuket 38,368 40,218 4.82 5,478,137 5,943,468 8.49

Chiang Mai 26,708 25,400 -4.90 3,370,690 3,276,309 -2.80

Hat Yai 11,748 10,270 -12.58 1,335,679 1,380,086 3.32

Chiang Rai 6,232 6,734 8.06 711,662 772,286 8.52

Total 390,300 394,057 0.96 56,020,113 58,304,267 4.08

Cargo and Postal Parcels Volume (Tons)

2007 2008 %

Suvarnabhumi + Don Mueang 1,207,970 1,291,931 6.95

- Suvarnabhumi 1,191,858 1,259,685 5.69

- Don Mueang 16,112 32,246 100.14

Phuket 17,498 18,542 5.97

Chiang Mai 23,429 22,438 -4.23

Hat Yai 10,141 10,407 2.62

Chiang Rai 2,909 2,527 -13.13

Total 1,261,947 1,345,845 6.65


Suvarnabhumi Airport and Don Mueang International Airport In the fiscal year 2008, Suvarnabhumi Airport and Don Mueang International Airport provided service for a total

number of 311,435 flights, or an increase of 1.36% from that in the fiscal year 2007. The airports handled 46,932,118 passengers, an increase of 4.01%. The total volume of cargo and postal parcels was 1,291,931 tons, an increase of 6.95%.

Suvarnabhumi Airport served 101 scheduled airlines including 91 mixed passenger-cargo carriers and 10 all-cargo carriers. The total number was 256,118 flights, 196,979 of which were international flights and 59,139 of which were domestic flights. The airport also handled 41,180,456 passengers, 34,025,340 of which were international passengers and 7,155,116 of which were domestic passengers. The total volume of cargo and postal parcels was 1,259,685 tons. This consisted of 1,234,413 tons of international freight and 25,272 tons of domestic freight.

Don Mueang International Airport provided service for 4 domestic scheduled airlines. The total volume of flights was 55,317, consisting of 2,526 international flights and 52,791 domestic flights. The airport handled 5,751,662 passengers, 28,661 of which were international passengers and 5,723,001 of which were domestic passengers. The total volume of cargo and postal parcels was 32,246 tons comprising 4,040 tons of international freight and 28,206 tons of domestic freight.


Phuket International Airport In the fiscal year 2008, Phuket International Airport served 28 scheduled airlines. The total volume of flights was

40,218, or an increase of 4.82%. This included 17,317 international flights, both scheduled and chartered, or an increase of 6.64%. There were 22,901 domestic flights, or a 3.49% increase. The airport handled the total number of 5,943,468 passengers, or an increase of 8.49%. This was comprised of 2,411,625 international passengers and 3,531,843 domestic passengers or an increase of 17.36% and 3.18% respectively, both Thai and foreigners. The total volume of cargo and postal parcels was 18,542 tons, or an increase of 5.99%. This consisted of 4,932 tons of international freight, or an increase of 18.67% and 13,610 tons of domestic freight, or a slight increase of 2.04%.

Chiang Mai International Airport In the fiscal year 2008, Chiang Mai International Airport provided service for 15 scheduled airlines. The total

volume of flights was 25,400, or a 4.90% decrease. This was comprised of 3,621 international flights, or a 28.41% decrease and 21,779 domestic flights, or a 0.60% increase. The airport served 3,276,309 passengers, or a 2.80% decrease, 347,419 of which were international passengers and 2,928,890 of which were domestic passengers, or a decrease of 0.99% and 3.01% respectively. The considerable drop in the volume of international air traffic was resulted from the reduction of scheduled flights operated by Bangkok Airways and China Airlines, together with the cancellation of all flights operated by Tiger Airways. The total volume of cargo freight including goods and postal parcels was 22,438 tons, or a decrease of 4.23%. This was consisted of 337 tons of international freight, or an increase of 22.80% and 22,061 tons of domestic freight, or a decrease of 4.59%.


Hat Yai International Airport In the fiscal year 2008, Hat Yai International Airport handled 10,270 flights, or a 12.58% decrease and served 4

scheduled airlines. There were 215 international flights and 10,055 domestic flights, or a decrease of 78.39% and 6.49% respectively. The airport served 1,380,086 passengers, or a 3.32% increase, 23,667 of which were international passengers, a decrease of 74.99%. The decline in the number of tourists was attributed to the southern insurgency in Thailand. As regards domestic passengers, the number was 1,356,419, or a 9.29% increase. The total volume of cargo and postal parcels was 10,407 tons, or an increase of 2.62%, all of which were domestic freight.


In the fiscal year 2008, Chiang Rai International Airport provided service for 5 domestic scheduled airlines. There were 6,734 flights, or an 8.06% increase, 15 non-scheduled international flights and 6,719 domestic flights, an increase of 8.20%. The airport handled a total number of 772,286 passengers, an increase of 8.52%. This was comprised of 224 international passengers and 772,062 domestic passengers, or an increase of 8.50%. The majority of passengers traveled with low cost carriers between Bangkok and Chiang Rai. The total volume of cargo and postal parcels was 2,527 tons, or a decrease of 13.13%, all of which were domestic freight.


Movements

Fiscal Year

280,000

240,000

200,000

160,000

120,000

80,000

40,000

0

20001999 2001 2002 2003 2004 2005 2006 2007 2008

122,

497

116,

839

131,

874

135,

309

135,

808

159,

160

175,

540

182,

157

192,

929

199,

505

54,3

98

49,1

90

55,2

59

58,0

05

59,7

22

73,6

00

89,5

82

98,5

47

114,

315

111,

930

360,000

320,000

176,

895

166,

029

187,

133

193,

314

195,

530

280,

704

307,

244

311,

435

1,200,000

1,000,000

800,000

600,000

400,000

200,000

0 44,8

11

737,

114

41,5

31

801,

076

48,7

39

881,

858

48,9

12

894,

315

47,3

61

978,

336

51,2

32

1,06

1,74

4

57,6

89

1,13

7,60

5

60,5

15

1,15

2,04

4

55,9

26

1,23

8,45

3

53,4

78

1,400,000

Tonnes

Fiscal Year

856,

200

778,

645

849,

815

930,

770

941,

676

1,02

9,56

8

1,11

9,43

3

1,19

8,12

0

1,20

7,97

0

1,29

1,93

1

60,000,000

50,000,000

40,000,000

30,000,000

20,000,000

10,000,000

0

Passengers

Fiscal Year

Direct Transit

232,

760

265,

122

811,

389

30,999

,402

12,422

,370

32,472

,599

12,874

,283

45,123

,945

46,932

,118

1,70

2,17

3

1,58

5,23

6

20,101

,314

7,18

2,76

1

18,446

,838

6,81

0,90

9 21,067

,561

7,49

2,26

4 22,284

,375

7,24

4,64

8 20,999

,349

7,15

7,45

1

25,086

,445

9,51

3,76

7

26,622

,474

10,500

,564

29,276

,672

11,259

,800

29,054

,259

26,847

,924

30,985

,938

31,205

,692

29,674

,852

36,364

,006

38,889

,229

42,360

,678

1,59

0,17

7

1,77

0,18

4

1,88

6,11

3

1,67

6,66

9

1,51

8,05

2

1,76

3,79

4

1,76

6,19

1

1,82

4,20

6

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008

International Domestic Total Passengers




Aircraft Movements

Cargo Volumes

Suvarnabhumi Airport and Don Mueang International Airport



Movements

Fiscal Year

35,000

30,000

25,000

20,000

15,000

10,000

5,000

0

11,5

15

11,3

09

11,7

09

8,91

0 12,5

28

12,8

42

12,0

28

10,8

83

11,8

45 14,8

22

12,4

56

14,9

95

11,4

68 15,3

35

12,6

87 16,3

04

16,2

39

22,1

29

17,3

17 22,9

01

45,000

40,000

22,8

24

20,6

19 25,3

70

22,9

11

24,3

01 29,8

17

26,8

03 28,9

91

38,3

68

40,2

18

5,37

1

5,21

8

5,07

7

5,25

1

4,90

0

7,06

6

4,68

7

4,16

0

4,93

2

2,69

0

9,77

1

11,2

15

8,66

9

10,3

41

11,0

42

12,8

41

12,1

35

13,3

38

13,6

10

13,5

84

30,000

25,000

20,000

15,000

10,000

5,000

0

35,000

Tonnes

Fiscal Year

16,4

33

15,1

42

13,7

46

15,5

92

15,9

42 19,9

07

16,8

22

16,2

74

17,4

98

18,5

42

6,000,000

5,000,000

4,000,000

3,000,000

2,000,000

1,000,000

0

1,08

0,78

7

1,24

2,35

9

1,37

1,11

5

1,31

1,59

4

1,35

9,38

0

1,83

2,50

5

1,06

5,60

7

1,51

9,95

9

2,03

8,96

5

2,40

0,84

3

2,03

6,94

4

2,12

5,28

2

2,24

5,10

0

2,20

8,42

0

2,05

0,92

2

2,35

7,65

8

2,61

2,39

2

2,92

2,13

3

3,52

9,16

5

3,42

2,43

9

8,000,000

7,000,000

Passengers

Fiscal Year

3,45

5,23

3

3,20

0,53

4

3,67

9,31

0

3,55

8,90

8

3,46

1,71

0

4,52

2,09

8

3,47

2,65

2

4,46

7,98

2

5,47

8,13

7

5,94

3,46

8

82,8

03

87,5

92

63,0

95

38,8

94

51,4

08

77,2

01

49,3

87

25,8

90

16,7

33

13,4

60

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008





Aircraft Movements

Cargo Volumes

Phuket International Airport

Movements

Fiscal Year

35,000

30,000

25,000

20,000

15,000

10,000

5,000

0

1,86

8

13,9

96

1,53

8

14,6

58

1,76

8

13,5

89

2,48

9

13,6

94

3,99

5

5,48

711,7

79 14,7

27

4,88

4

17,4

78

5,69

0

18,7

79

5,05

8

21,6

50

3,62

1

21,7

79

15,8

64

16,1

96

15,3

57

16,1

83

15,7

74 20,2

14

22,3

62 24,4

69

26,7

08

25,4

00

122

347

378

376

681

707

669

307

377

295

17,3

18 21,5

98

23,7

51

23,9

60

24,2

36

24,0

51

23,7

07

23,1

22

22,0

61

25,7

1430,000

25,000

20,000

15,000

10,000

5,000

0

35,000

Tonnes

Fiscal Year

21,9

45

17,4

40

24,1

29

24,3

36

24,9

17

24,7

58

24,3

76

26,0

09

23,4

29

22,4

38

3,000,000

2,500,000

2,000,000

1,500,000

1,000,000

500,000

0

23,4

00

32,5

36

22,8

37

32,4

36

43,6

66

68,2

58

59,0

49

34,4

07

27,5

65

18,3

76

68,6

85

91,0

69

102,

751

107,

539

149,

025

186,

980

195,

613

295,

672

323,

438

329,

149

4,000,000

3,500,000

Passengers

Fiscal Year

2,20

8,12

9

2,11

1,59

5

2,24

8,78

6

2,07

8,92

3

2,00

1,54

1

2,66

3,99

0

3,01

1,91

7

3,07

8,15

6

3,37

0,69

0

3,27

6,30

9

2,01

9,51

0

2,08

4,52

4

2,12

3,19

8

1,93

8,94

8

1,80

8,85

0 2,75

7,25

5

2,40

8,75

2

2,74

8,07

7

3,01

9,68

7

2,92

8,78

4

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008






Aircraft Movements

Cargo Volumes

Chiang Mai International Airport


Movements

Fiscal Year

14,000

12,000

10,000

8,000

6,000

4,000

2,000

0

5,18

4

4,79

8

4,31

6

4,17

6 6,06

7

4,74

8

4,51

3

4,41

3

1,61

4

1,25

2

3,97

6

6,53

2

1,78

2

9,35

0

1,26

0

995

9,27

2

215

18,000

16,000

9,98

2

8,49

2 10,8

15

8,92

6

5,59

0 7,78

4

11,1

32

10,5

32

11,7

48

10,2

70

448

322

263

221

181

145

26 0 0

12,000

10,000

8,000

6,000

4,000

2,000

0

14,000

16,000

Tonnes

Fiscal Year

11,8

6512,6

53 14,4

35

11,9

73

9,35

1

9,38

5

10,9

57

10,3

38

10,1

41

10,4

07

1,200,000

1,000,000

800,000

600,000

400,000

200,000

0

215,

262

200,

729

147,

853

128,

387

97,1

62

93,7

23

147,

046

134,

180

94,4

54

22,1

62

1,600,000

1,400,000

1,800,000

Passengers

Fiscal Year

873,

649

820,

151

824,

186

761,

499

718,

621 1,

009,

640

1,28

7,47

7

1,29

3,26

8

1,33

5,67

9

1,38

0,08

6

6,26

2

7,82

6

7,69

8

5,50

7

5,72

0

8,09

7

2,88

7

1,84

1

656

1,85

6

1,24

0,56

9

1,35

6,06

8

598,

627

665,

094

668,

635

627,

605

615,

739 90

7,82

0 1,13

7,54

4

1,15

7,24

7

10,7

53

3

14,1

72

11,7

52

10,4

07

10,1

41

10,3

35

10,9

31

9,24

0

9,17

011,5

43

12,2

05

10,0

55

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008





Aircraft Movements

Cargo Volumes

Hat Yai International Airport


Movements

Fiscal Year

7,000

6,000

5,000

4,000

3,000

2,000

1,000

0 00 2 8 15 24 14 13 22 15

9,000

8,000

5,34

3

4,31

1

4,80

0

4,85

2

3,71

0

4,86

9

4,92

7 5,65

9 6,23

2

6,73

4

0 0 0 0 0 0 0 0 00

2,91

3

4,23

1

4,09

7 5,07

5

4,23

8 4,87

9

5,07

0

4,69

8

6,000

5,000

4,000

3,000

2,000

1,000

0

7,000

8,000

Tonnes

Fiscal Year

4,26

4

2,92

0 4,09

7 5,07

5

4,23

8

4,87

9

5,07

0

4,69

8

2,90

9

2,52

7

600,000

500,000

400,000

300,000

200,000

100,000

0 0 0 6 209

2,11

8

1,74

8

431

22 31 224

800,000

700,000

900,000

Passengers

Fiscal Year

575,

565

540,

389

556,

677

476,

524

417,

345 55

4,36

4 677,

407

696,

492

711,

662

772,

286

19,1

86

13,2

50

0 0 0 0 444

75 163

115

5,00

8

3,88

5 4,79

8

4,84

4

3,69

5 4,84

5

4,91

3

6,21

0

5,64

6 6,71

9

519,

423

560,

152

556,

671

476,

315

414,

966 55

2,33

0

771,

947

711,

468

676,

532

696,

395

2,90

9

2,52

7

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008

20001999 2001 2002 2003 2004 2005 2006 2007 2008




Aircraft Movements


Cargo Volumes



Total Number of Passengers

Suvarnabhumi 256,118

Don Mueang 55,317

Phuket 40,218

Chiang Mai 25,400

Hat Yai 10,270

Chiang Rai 6,734

394,057

Total Aircraft Movements (No. of Movements)


Don Mueang 5,751,662

Phuket 5,943,468

Chiang Mai 3,276,309

Hat Yai 1,380,086

Chiang Rai 772,286

58,304,267

Cargo Volumes (Freight & Mail) Excluding Transit (Tonnes)


Don Mueang 32,246

Phuket 18,542

Chiang Mai 22,438

Hat Yai 10,407

Chiang Rai 2,527

1,345,845

(No. of Passengers)

AOT’s Air Traffic Statistics


Risk ManagementAOT Risk Management

AOT implemented a risk management system in the fiscal year 2003 and set up the AOT Risk Management Committee to specify AOT risk management policy and framework, analyze possible risks and their influence on AOT in order to manage risks properly, minimize damage to the organization as well as to follow changes in new risks likely to happen in the future in the changing environment.

As for the fiscal year 2008, AOT’s risk factors can be briefly outlined as follows:

1. Risk from Impact of Noise Exposure Compensation for those affected by noise exposure from airport operations through the purchasing of properties

or the renovation of affected buildings was a new matter for the related parties since there were sensitive issues regarding techniques, finance and society. However, AOT has handled this matter with the utmost fairness to those involved according to the law and regulations. AOT realized that operations at Suvarnabhumi Airport may have set a compensation standard regarding impact of noise exposure caused by the operations of other AOT airports.

AOT’s measures in the prevention and reduction of risk arising from the impact of noise exposure included rapid compensation by purchasing properties or renovating affected buildings, the establishment of understanding among the communities in the vicinity of the airports, the alteration of flight routes, etc. AOT would sell the purchased properties at a reasonable price within an appropriate time.


2. Risk from Air Navigation Act, B.E. 2497, amended and added by Air Navigation Act (No.11) B.E. 2551

At present, it is required that the rate of airport maintenance costs be approved or specified by the Civil Aviation Board. Such rate comprises take-off and landing charges, parking charges and passenger service charge.

The Air Navigation Act, B.E. 2497, amended and added by the Air Navigation Act (No.11) B.E. 2551, states that charges, compensation and other service charges (not only take-off and landing charges, parking charge and passenger service charge) be approved by the Civil Aviation Board. This Act may affect the flexibility in operation of AOT.

AOT has closely followed and coordinated with the Department of Civil Aviation, which acts as the secretary of the Civil Aviation Board, to ensure that AOT operation is in compliance with the Act in order to reduce any possible impacts.

3. Risk from adjustment of compensation rate caused by the use of Don Mueang International Airport and regional airports on state property

The Treasury Department requires payment from AOT arising from the use of state property to operate Don Mueang International Airport and Suvarnabhumi Airport at the rate of 5% of operating revenues including all expenses, and regional airports at the rate of 2% of operating revenues including all expenses. The Regulations of the Ministry of Finance and the Royal Thai Air Force on the subject of the use of Crown Lands under the supervision of the Royal Thai Air Force and the Department of Aviation, B.E. 2545 states that the rate of compensation for the use of Don Mueang International Airport and regional airports be adjusted according to the results of a study to be conducted by an advisor assigned by the Treasury Department after the opening of Suvarnabhumi Airport.

The specification of the compensation rate is currently under negotiation with the Treasury Department for reasons of fairness towards AOT as regards its business operations, financial status and operating results.

4. Income and Income Structure Risk Over half of AOT’s income derives from airport charges and passenger service charge, both of which depend

heavily on the growth of airline and tourism business. If tourism is affected by any notable incidents, airport operations will be adversely affected. Moreover, considering the competitive environment, an increase in future income through adjustment of maintenance cost is far from possible.


AOT reduced the impact caused by depending on aeronautical revenues by increasing income from non-aeronautical revenues. Thus, AOT created money from the land occupied by the organization, such as the approximately 1,000 Rai in Suvarnabhumi Airport which is reserved for commercial activities as well as any other new services to be added for the airport.

5. Risk from the Continuous Impact of Oil Prices The consecutive rises in the price of aircraft fuel affected airline business greatly, especially low cost carriers.

The soaring price of oil affected business as a whole, resulting in a decrease of passenger volume.

6. Risk from the Combined use of Don Mueang International Airport and Suvarnabhumi Airport At present, Don Mueang International Airport serves low cost carriers operating point - to - point domestic flights.

Nonetheless, with a rapid increase in the volume of both international and domestic air traffic, it is necessary to use Don Mueang International Airport to provide services for more airlines in a long term. This can be considered as making greater use of existing property.

The combined use of Don Mueang International Airport and Suvarnabhumi Airport should be developed and operated in a collaborative manner, otherwise it may affect AOT’s ability to be a regional hub. AOT, hence, assigned the International Civil Aviation Organization (ICAO) to conduct a study of using both airports in terms of Bangkok Airport System and the development and management to be conducted should be concerned of all related parties interest. This can be explained in details as these: the nation’s interest to maintain Thailand as a leading regional hub; passengers convenience in using airport facilities, in traveling by domestic flights and in connecting to all destinations in the world; airlines interest; including benefits to AOT and its shareholders. The result of the study is scheduled to be completed around February 2009.

7. Risk from the Dispute with Bangkok Metropolitan Administration regarding the Calculation of House and Land Tax

The Bangkok Metropolitan Administration (BMA) has estimated the house and land tax by including the service providers interest as the base of the annual house and land calculation. However, AOT did not agreed and appealed to Office of the Attorney General every year since 1995.

Office of the Attorney General sent a document stating the final ruling of the Ruling Committee to End Civil Cases against the Government Sections and Related Sectors regarding the estimation of tax from 1995 to 2004. If the BMA accepts this final decision, AOT will receive a tax refund worth 570 million baht from the BMA.


The BMA, however, did not approve the criteria used in estimating the tax as specified by the Ruling Committee appropriate. On October 2nd, 2006, the Treasury Department, as the landowner, sent a letter notifying AOT that a letter had been sent to Office of the Attorney General to be passed on to the Cabinet to instruct the BMA to act accordingly.

On May 28th, 2008, the BMA issued a letter requesting the Office of the Council of State to reconsider the matter. The Office of the Council of State considered the facts. However, Office of the Attorney General had already sent the Ruling Committee’s final decision as well as the Cabinet resolution concerning the guidelines of the proceeding of criminal, civil and administrative cases. The matter is considered settled. The Office of the Council of State, therefore, cannot take the matter into consideration. Nonetheless, if the BMA does not accept the decision, the issue can be taken to court.

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Shareholding and Management Structure

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Shareholding Structure

AOT has registered capital of 14,285,700,000 Baht, or a total of 1,428,570,000 ordinary shares, fully paid up and with a par value of 10 Baht each.

Major Shareholders as of 27/02/2008

Airports of Thailand Public Company Limited (AOT)

No. Name/Last Name Number of Shares Percentage of Total

Shares

1 MINISTRY OF FINANCE 1,000,000,000 70.000

2 CHASE NOMINEES LIMITED 1 65,534,500 4.587

3 NORTRUST NOMINEES LTD. 60,272,590 4.219

4 STATE STREET BANK AND TRUST COMPANY FOR AUSTRALIA, 37,015,076 2.591

5 STATE STREET BANK AND TRUST COMPANY 33,062,686 2.314

6 HSBC (SINGAPORE) NOMINEES PTE LTD. 32,976,615 2.308

7 GOLDMAN SACHS INTERNATIONAL 18,557,800 1.299

8 THAI NVDR COMPANY LIMITED 13,497,677 0.945

9 DEUTSCHE BANK AG, LONDON PRIME BROKERAGE 10,706,100 0.749

10 THE BANK OF NY NOMINEES LTD SUB A/C MACQUARIE GBL INFRASTRUCTURE FD

9,525,612 0.667

1,281,148,656 89.679

Number of Shareholders % Number of

Shares %

Thai shareholders 10,717 99.07 1,085,691,544 76.00

Foreign shareholders 101 0.93 342,878,456 24.00

Total 10,818 100.00 1,428,570,000 100.00

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1. Mr. Vudhibhandhu Vichairatana (Age 60) Chairman and Independent Director Position Director-General, Bureau of the Budget Education

•MasterofEconomics,UniversityofArkansas,U.S.A.•BachelorofEconomics,StephenF.AustinState University, Texas, U.S.A.

Training •NationalDefenceCollegeClass38•DirectorAccreditationProgramClass49/2005, Thai Institute of Directors (IOD) •TheRoleofChairmanProgramClass3/2001, Thai Institute of Directors (IOD)

Work Experience 2004-2007 Director,TMBBankPublicCompany Limited 2004 - 2006 Director, Thai Airways International Public Company Limited 2002 - Present Director-General, Bureau of the Budget 2001 - 2002 Deputy Director-General, Bureau of the Budget (Executive 10) 1999 - Present Director, PTT Exploration and Production Public Company Limited

Experience Relevant to AOT Business •Expertiseineconomics,finance,andmonetary•Expertiseindevelopmentplanningandstrategies

2. Mr. Surachai Tansitpong (Age 59) Director Position Deputy Permanent Secretary, Ministry of Transport Education

•MasterofPublicAdministrationinPublicand Private Management, National Institute of Development Administration (NIDA) •BachelorofBusinessAdministration(Construction Management),SukhothaiThammathiratOpen University •BachelorofEngineering(CivilEngineering), ChulalongkornUniversity


National Defence College Class 15 •DirectorAccreditationProgramClass73/2008, Thai Institute of Directors (IOD)

Work Experience 2006 - Present Deputy Permanent Secretary, Ministry of Transport 2006 - 2007 Chairman, the Transport Co.,Ltd 2002 - 2006 Director-General, Department of Rural Roads, Ministry of Transport (Executive 10) 2001 - 2002 Deputy Director-General, Department ofPublicWorks,MinistryofInterior (Executive 9)

The AOT Board of Directors as of September 30th, 2008

Consist of 14 directors as follow :

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Experience Relevant to AOT Business •Expertiseintransport•Expertiseindevelopmentplanningandstrategies•Expertiseinengineering

3. Air Chief Marshal Raden Puengpak (Age 61) Independent Director Position Retired civil servant Education

•MasterofManagementBusinessAdministration (Ex-MBA) Class 7, Kasetsart University


Training •NationalDefenceCollegeClass39•RoyalThaiAirForceAirWarCollegeClass26•DirectorAccreditationProgramClass73/2008, Thai Institute of Directors (IOD) •DirectorCertificationProgramClass107/2008, Thai Institute of Directors (IOD)

Work Experience 2005 - 2007 Deputy Supreme Commander 2002 - 2005 Assistant Commander-in-Chief 2000 - 2001 Commander, Air Combat Command

Experience Relevant to AOT Business •Expertiseinaviation•Expertiseinmanagementandbusiness administration

4. Mr. Chaisak Angkasuwan (Age 58) Director Position Director-General, Department of Civil Aviation Education

•MasterofPublicAdministrationinPublicand Private Management, National Institute of Development Administration (NIDA) •BachelorofLaw,ThammasatUniversity


National Defence College Class 4414 •DirectorAccreditationProgramClass51/2006, Thai Institute of Directors (IOD) •TheRoleofChairmanProgramClass13/2006, Thai Institute of Directors (IOD)

Work Experience 2005 - Present Chairman, the Board of Directors, Aeronautical Radio of Thailand Ltd. 2004 - Present Director-General, Department of

Civil Aviation 2003 - 2004 Deputy Director (for Economics), Department of Civil Aviation 2002 - 2003 Deputy Director (for Academics), Department of Civil Aviation

Experience Relevant to AOT Business •Expertiseinairtransportandaviation-related legislation •Expertiseinairportmanagement

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5. Mr. Utid Tamwatin (Age 58) Director Position Deputy Permanent Secretary, Ministry of Finance Education

•LL.M,UniversityofCalifornia,Berkeley,U.S.A.•BarristeratLaw,TheThaiBarAssociation•Bachelor’sofLaw(Hons),ThammasatUniversity

Training •NationalDefenceCourse, National Defence College Class 399 •DirectorCertificationProgramClass3/2000, Thai Institute of Directors (IOD)

Work Experience 2008 - Present Chairman, Eastern Water Resources Management and Development Public Company Limited 2006 - Present Deputy Permanent Secretary for Expenditure and Liability, Office of the Permanent Secretary, Ministry of Finance 2004 - 2006 Director-General, the Excise Department, Ministry of Finance 2003 - Present Director,SukhumvitAsset Management Co.,Ltd 2002 - 2006 Deputy Permanent Secretary for Revenue, Office of the Permanent Secretary, Ministry of Finance

Experience Relevant to AOT Business •Expertiseinlaw•Expertiseinmonetaryandfinance

6. Mr. Vinai Vittavasgarnvej (Age 58) Director Position Inspector-General, Ministry of Finance Education

•MasterofPoliticalScience(PublicAdministration), Thammasat University •BachelorofAccounting(Accounting), Thammasat University

Training •National Defence College Class 47 •DirectorCertificationProgramClass77/2006, Thai Institute of Directors (IOD)

Work Experience 2008 - Present Inspector-General, Ministry of finance 2005 - Present Director, Erawan Hotel Public Company Limited 2005 - 2008 Principal Advisor on Tax Base Management, The Revenue Department 2003 - 2005 Deputy Director-General, The Revenue Department

Experience Relevant to AOT Business •Expertiseinexcise

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7. Mr. Pongsak Semson (Age 57) Independent Director Position PermanentSecretaryforBangkok Metropolitan Administration Education

•Ph.D.inPoliticalScience(MajoringinPolitical Theory and Thai Government, International Relations, Administrative Laws, Public Policy, and Public Administration),ChulalongkornUniversity•MasterofManagementBusinessAdministration, Nation Institute of Development Administration (NIDA) •MasterofPoliticalScience,ThammasatUniversity•Bachelor of Political Science, Chiang Mai University

Training •National Defence Course, National Defence College Class 4212 •AuditcommitteeProgramClass22/2008, Thai Institute of Directors (IOD)

Work Experience 2006 - Present PermanentSecretary,theBangkok Metropolitan Administration 2002 - 2006 Director-General, Department of

Civil Aviation 2000 - 2002 Director, Department of Policy and Planning,BangkokMetropolitan Administration 1998 - 2000 Chief Inspector-General, Office of the Permanent Secretary for the BangkokMetropolitanAdministration

Experience Relevant to AOT Business •Expertise in management and business administration

8. Police General Sombat Amornvivat (Age 62) Independent Director Position Advisor to Minister of Justice Education

•MasterofPublicAdministration,NationalInstitute of Development Administration (NIDA)

Training •NationalDefenceCollegeClass34•FederalBureauofInvestigation(FBI),U.S.A.•DirectorAccreditationProgramClass73/2008, Thai Institute of Directors (IOD) •DirectorCertificationProgramClass107/2008, Thai Institute of Directors (IOD)

Work Experience 2008 - Present Advisor to Minister of Justice 2007 - 2008 Deputy Director-General (Security), the National Police Bureau 2004 - 2006 Director-General, Department of Special Investigation, Ministry of Justice 2001 - 2004 Deputy Director-General,

the National Police Bureau

Experience Relevant to AOT Business •Expertiseinsecurity

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9. Air Chief Marshal Sumet Photimanee (Age 59) Independent Director Position Chief, Executive Staff Officers to Minister of Defence Education


Training •National Defence Course,

National Defence College Class 48 •Air Command and General Staff College (Class 30) •TrainingonRADAREquipment,U.K.

Work Experience 2008 - Present Chief, Executive Staff Officers to Minister of Defence 2006 - 2007 Director, RTAF Education 2005 - 2006 Commander, RTAF Security Forces Command 2002 - 2005 Commander, Don Mueang RTAF Base

Experience Relevant to AOT Business •Expertiseinaviation•Expertiseinmanagement

10. Mr. Arkhom Termpittayapaisith (Age 52) Director Position Deputy Secretary-General, National Economic and Social Development Board Education

•MasterofEconomics,WilliamsCollege,U.S.A.•BachelorofEconomics,ThammasatUniversity

Training •National Defence College Class 46

•SeniorExecutiveProgramClass35,Officeof the Civil Service Commission •DirectorAccreditationProgramClass51/2005, Thai Institute of Directors (IOD) •DirectorCertificationProgramClass97/2007, Thai Institute of Directors (IOD) •AuditCommitteeProgramClass22/2008, Thai Institute of Directors (IOD)

Work Experience 2008 - Present Director, CAT Telecom Public Company Limited 2005- 2006 Director, TOT Public Company Limited 2004 - Present Deputy Secretary-General, National Economic and Social Development Board 2003 - 2004 Advisor in Policy and Plan

Experience Relevant to AOT Business •Expertiseineconomics,monetary,andfinance•Expertiseintransportandcommunications•Expertiseindevelopmentplanningandstrategies

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11. Mr. Chulasingh Vasantasingh (Age 58) Independent Director Position Deputy Attorney General, Office of the Attorney General Education

•MasterofComparativeLaw(MCL), University of Illinois, U.S.A.

•BarristeratLaw,theInstitutionofLegalEducation of Thai Bar Association •BachelorofLaw(Hons),ChulalongkornUniversity

Training •NationalDefenceCollegeClass388•DirectorCertificationProgramClass35/2003,

Thai Institute of Directors (IOD) •AuditCommitteeProgramClass17/2007,

Thai Institute of Directors (IOD)

Work Experience 2005 - Present Deputy Attorney General,

Office of the Attorney General 2005 Inspector-General,

Office of the Attorney General 2004 - Present Director, Ratchaburi Electricity Generating Holding Public Company Limited 2004 - 2005 Director-General, Department of the Legal Counsel, Office of the Attorney General 1998 - Present Director, Petroleum Exploration and Production Public Company Limited

Experience Relevant to AOT Business •Expertiseinlaw•Expertiseintransportandcommunications•Expertiseinmanagementandbusiness administration

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12. Mr. Thaworn Phanichaphan (Age 58) Independent Director Position Deputy Attorney General, Office of the Attorney General Education

•MasterofLaw,ChulalongkornUniversity•BarristeratLaw,theInstitutionofLegalEducation ofThaiBarAssociation•BachelorofLaw(Hons),ChulalongkornUniversity


NationalDefenceCollegeClass4313 •DirectorAccreditationProgramClass73/2008, ThaiInstituteofDirectors(IOD)•AuditCommitteeProgramClass22/2008,


Work Experience 2007-PresentDeputy Attorney General,

Office of the Attorney General 2006-2008 Director,ThailandPostCo.,Ltd2005-2006 Director-General,DepartmentofLegal Counsel,OfficeoftheAttorneyGeneral 2003-2005 Director-General,Departmentof NarcoticsLitigation,Officeof

the Attorney General

Experience Relevant to AOT Business •ExpertiseinLaw•Expertiseinmanagementandbusinessadministration

13. Flight Lieutenant Usar Borisuth (Age 63) Independent Director Position President,TubusaResort&DragonFruit Garden Education

•MasterofPoliticalScience(PublicAdministration), ThammasatUniversity•BachelorofScience,RoyalThaiAirForceAcademy

Training •DirectorAccreditationProgramClass59/2006, ThaiInstituteofDirectors(IOD)

Work Experience 2005-2006 Director,AirportsofThailandPublic CompanyLimited2004-2005 Director,MassRapidTransitAuthority ofThailand1999-2001 DeputyManagingDirector (Administration)

AirportsAuthorityofThailand

Experience Relevant to AOT Business •Expertiseinairportmanagement

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14. Mr. Apichart Sayasit (Age 42) Independent Director Position ManagingDirector,BakerTillyAuditand AdvisoryServices(Thailand)Ltd. Education

•MasterofBusinessAdministration(Finance), ThammasatUniversity•BachelorofAccounting,ThammasatUniversity

Training •DirectorAccreditationProgramClass72/2008, ThaiInstituteofDirectors(IOD)•AuditCommitteeProgramClass22/2008,


Work Experience 2007-PresentManagingDirector,BakerTillyAudit andAdvisoryServices(Thailand)Ltd.2006-2007 ExecutiveDirector,M.R.&Associate CompanyLimited2004-2005 VicePresident,Horwath(Thailand) Limited

Experience Relevant to AOT Business •Expertiseinaccountingandfinance•Expertiseinmanagementandbusiness administration

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1. Mr. Serirat Prasutanond (Age 57) Position General manager of Suvarnabhumi Airport and Acting President

Education •MasterofBusinessAdministration,

Kasetsart University •MasterofScience,MahidolUniversity•MasterofDevelopmentAdministration,National InstituteofDevelopmentAdministration(NIDA)•BachelorofEconomics,ThammasatUniversity

Training •InformationSystemforSeniorExecutives•DevelopmentofGoodCorporateGovernance •ITforManagementofaModernAirport•PublicAdministrationandLaw•PoliticsandGovernmentintheDemocraticSystem forSeniorExecutives

Work Experience 2008 - Present GeneralManagerofSuvarnabhumi Airport and Acting President 2007 - 2008 GeneralManagerofSuvarnabhumi Airport 2005 - 2007 SeniorExecutiveVicePresident, (RegionalOperations)2002 - 2005 ExecutiveVicePresident

(SpecialAffairs)

2. Mrs. Kulya Pakakrong (Age 58) Position SeniorExecutiveVicePresident (PlanningandFinance)

Education •MasterofDevelopmentAdministration,National InstituteofDevelopmentAdministration(NIDA)•BachelorofAccouunting,ThammasatUniversity

Training •InvestorRelationsProgram,theStockExchange

ofThailand•ChiefFinancialOfficerCertificationProgram•Competitiveness:ChallengesandOpportunitiesfor AsianCountries•ForeignExchange,Derivatives,andEquityMarket•DirectorAccreditationProgramClass64/2007, ThaiInstituteofDirectors(IOD)

Work Experience 2006-PresentSeniorExecutiveVicePresident, PlanningandFinance and Acting President (2February-7October2008)2002 - 2006 ExecutiveVicePresident,Planning andFinance2001 - 2002 AssistantManagingDirector (PlanningandFinance)1996 - 2001 Vicepresident,PlanningandFinance Department

AOT Management Team asof30September,2008

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3. Mr. Saneh Chausurin (Age 55) Position SeniorExecutiveVicePresident (Administration)

Education •MasterofBusinessAdministration,National InstituteofDevelopmentAdministration(NIDA)•BachelorofPoliticalScience,

ChulalongkornUniversity

Training •ITforManagementofaModernAirport•PoliticsandGovernmentintheDemocraticSystem forSeniorExecutives,KingPrajadhipok’sInstitute•InformationSystemforSeniorExecutives•DevelopmentofGoodCorporateGovernance

Work Experience 2006-PresentSeniorExecutiveVicePresident (Administration)2005-2006 SeniorExecutiveVicePresident andActingDeputyGeneralManager ofSuvarnabhumiAirport (BusinessDevelopment)2002-2005 SeniorSpecialist11andActing DeputyGeneralManagerof SuvarnabhumiAirport (BusinessDevelopment)2002-2005 ExecutiveVicePresident (Administration)

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4. Mr. Niranda Theeranartsin (Age 57) Position SeniorExecutiveVicePresident (BusinessDevelopment)

Education •DiplomainHumanResourceManagement,Sasin GraduateInstituteofBusinessAdministrationof ChulalongkornUniversity•BachelorofPoliticalScience(Personnel Management),ChulalongkornUniversity

Training •CorporatePlanforAOTSeniorExecutives•Leadership/TeamDevelopmentSeminar•MaintenanceandTroubleshootingofAirfield LightingSystemTrainingprogram,Belgium

Work Experience 2008-PresentSeniorExecutiveVicePresident (BusinessDevelopment)2004-2008 ExecutiveVicePresident (Administration)1998-2004 VicePresident,Administration Department

5. Mr. Surajit Surapolchai (Age 60) Position SeniorExecutiveVicePresident (EngineeringandInformationTechnology)

Education •BachelorofBusinessAdministration,Sukhothai ThammathiratOpenUniversity•BachelorofEngineering,ChulalongkornUniversity

Training •KnowledgeDevelopmentonBusiness AdministrationandBusinessLaw•TheZuyderZeeProject•AerialPhotography•DesignandCoustonSoftClay

Work Experience 2008-PresentSeniorExecutiveVicePresident (EngineeringandInformation Technology)2007-2008 SeniorSpecialist112004-2007 DeputyProjectDirectorforProject Director,NewBangkokInternational AirportCo.,Ltd

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6. Flight Lieutenant Viwat Smarnrug (Age 60) Position SeniorExecutiveVicePresident (RegionalAirports)

Education •BachelorofScience,RoyalThaiAirForceAcademy

Training •DevelopmentofGoodCorporateGovernance•MediaTrainingProgram•ITforManagementofaModernAirport•KnowledgeDevelopmentonBusiness AdministrationandBusinessLaw

Work Experience 2007-PresentSeniorExecutiveVicePresident (RegionalAirports)2004-2007 DeputyGeneralManagerof DonMueangInternationalAirport (Administration)2001-2004 VicePresident,Electricaland MechanicalDepartment1997-2001 GeneralManagerofChiangMai InternationalAirport

7. Mrs. Supaporn Burapakusolsri (Age 55) Position ExecutiveVicePresident (PlanningandFinance)

Education •MasterofAccounting,ThammasatUniversity•BachelorofAccounting(Hons.),

ThammasatUniversity

Training •FinancialandBudgetManagement•MiniMBAClass1•AirportManagementCommercial,Singapore•StrategicAirportDevelopment,Germany

Work Experience 2006-Present ExecutiveVicePresident (PlanningandFinance)2005-2006 SeniorSpecialist101994-2005 VicePresident,FinanceDepartment

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Management

The Structure of the AOT Board of Directors TheAOTBoardofDirectorscomprises15directorswhichisofanappropriatenumbertothecompany’sbusiness.

TheBoardestablishedsub-committees,namelytheAuditCommittee,theNominationCommittee,theRemunerationCommittee,theGoodGovernanceCommittee,andtheRiskManagementCommitteetoberesponsibleforspecificareasinaccordancewithAOT’sRegulations.withthePresidentbeingthecompany’stopexecutive.

The AOT Board of Directors Forthefiscalyear2008,theAOTBoardofDirectorscomprises15directorswhichincludetheChairman,whois

anindependentdirector,andtheother9independentdirectorswhichexceedstheminimumnumberof3requiredbyAOTregulations.TheBoard’smembersmustbeexperiencedindiversefieldssuitableforAOTbusinessandatleastoneofthisnumbermustbeexpertinaccountingandfinance.Theyareasfollows:


1 Mr.VudhibhandhuVichairatana Chairman(IndependentDirector) March14th,2008

2 Mr.SurachaiTansitpong Director March14th,2008(replacingGeneralSaprangKalayanamitra)

3 AirChiefMarshalRadenPuengpak IndependentDirector March14th,2008(replacingAirChiefMarshalIttapornSubhawong)

4 Mr.ChaisakAngkasuwan Director March14th,2008 (replacingMr.MaitreeSrinarawat)

5 Mr.UtidTamwatin Director March14th,2008 (replacingMrs.DanuchaYindeepit)

6 Mr.VinaiVittavasgarnvej Director March14th,2008

7 Mr.PongsakSemson IndependentDirector March14th,2008 (replacingMr.ChirmsakPinthong)

8 PoliceGeneralSombatAmornvivat IndependentDirector March14th,2008 (replacingMr.SupotSublom)

9 AirChiefMarshalSumetPhotimanee IndependentDirector March14th,2008 (replacingAirChiefMarshalNarongsakSangapong)

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10 Mr.ArkhomTermpittayapaisith Director March14th,2008

11 Mr.ChulasinghVasantasingh IndependentDirectorMarch14th,2008(replacingMr.KampreeKaocharern)

12 Mr.ThawornPhanichphan IndependentDirector January25th,2008

13 FlightLieutenantUsarBorisuth IndependentDirectorMarch14th,2008(replacingMr.YodyiamTeptaranon)

14 Mr.ApichartSayasit IndependentDirectorMarch14th,2008(replacingMr.NonthaphonNimsomboon

15 AirMarshalChanaU-Sathaporn DirectorandSecretary(President)

CommenceddirectorshiponNovember5th,2007 andresignedonAugust5th,2008

Remarks - No.1-11 were elected by the resolution of the Annual Extraordinary Meeting of Shareholders 1/2008 on March 14th, 2008. - No.11 resigned the AOT directorship on September 19th, 2008. - No.12 was elected by the Annual Ordinary Meeting of Shareholders 2007 on January 25th, 2008. - No.14 was appointed to the Audit Committee as an accounting and financial expert.

Allnewdirectorswillbeprovidedwithimportantinformationessentialforthedirectors’performanceofdutyaswellasbriefingontheoverviewofAOTbusinesscharacter.

TheAOTBoardperformstheirdutiesresponsiblyandindependently.Thereisacleardivisionoftherolesand ahealthybalanceofauthoritybetweentheChairmanofAOTBoardandthePresidentofAOTasfollows:

1. Authority of the AOT Board TheAOTBoardhastheauthorityanddutytoconductAOTbusinessincompliancewiththelaw,objectives,

regulations,andtheshareholders’resolutionsinanhonest,moralandethicalmanneraswellastosafeguardthebestinterestsofAOTanditsshareholders.

2. Authority of the AOT President ThePresidentshallmanageAOTasassignedbytheBoardandinaccordancewiththecorporateplanandbudget

approvedbytheBoard.ThePresidentshallperformwithhonestyandintegrityalongwithensuringthebestinterestsofAOTandshareholders.ThePresident’sauthorityshallincludethemattersasfollows:

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(1)Operateand/ormanageday-to-daybusiness.(2)Employ,appoint,remove,transfer,promote,demote,dockpayorwages,imposedisciplinaryaction,and

dismissemployeesaccordingtoAOTregulationsexceptforemployeesatexecutivelevelorequivalentwhichrequiresapriorapprovalfromtheBoardofDirectors.

(3)WorkoutandsubmitAOT’sbusinesspolicy,plan,andbudgetfortheBoard’sapprovalaswellaskeepingtheBoardinformedoftheprogressinimplementingtheapprovedplanandbudgetonaregularbasis.

3. The Board of Directors has appointed sub-committees in accordance with AOT’s Regulations to assist in their work as follows:

3.1 The Audit Committee TheAuditCommitteeconsistsofaminimumof3directorswithatleast1directorwhopossessesfinancialand

accountingknowledgeandheld10meetingsduringtheyear.Themembersareasfollows:

Name Position

(1)Mr.ThawornPhanichaphan Chairman(IndependentDirector)



(4)Mr.ApichartSayasit Member(IndependentDirector)

Remarks: - No.3 has been re-elected to AOT Board for another term and previously served as a member of the Audit Committee. He was re - appointed

for an additional term to continue the work of good auditing and monitoring. - No.4 possesses financial and accounting knowledge with experience in auditing financial statements of many leading companies such as Unique Real Estate and Development Co.,Ltd, United Flour Mill Public Company Limited, Thai Setakij Insurance Public Company

Limited, etc.

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Scope of Duties and Responsibilities (1) Ensurethatthefinancialreportcontainsaccurateandsufficientinformation. (2) EnsurethatAOThasanappropriateandefficientinternalcontrolsystem,riskmanagementsystem,

andinternalauditsystem. (3) ReviewandensurethatAOTisinfullcompliancewiththeSecuritiesandExchangeActB.E.2535and theamendmenttotheRegulationsoftheStockExchangeofThailandandotherlawsrelatingto

thecompany’sbusiness. (4) Consider,select,andproposetheappointmentandremunerationofanAOTauditorifnecessary apartfromtheauditorfromtheAuditorGeneralOffice. (5) ConsiderthedisclosureofAOTinformationincasethereisaconnectedtransactionoritemthatmay leadtoconflictsofinteresttoensureaccuracyandcompleteness. (6) PreparereportsontheAuditCommittee’ssupervisionanddisclosethemintheAOTannualreport whichshallbedulysignedbytheChairmanoftheAuditCommittee. (7) PerformanyotherdutiesasassignedbytheBoardofDirectorswithconsentfromtheAuditCommittee. Tothateffect,theAuditCommitteeChartershallbedrawnupandsubmittedtotheBoardofDirectors forapproval.

3.2 The Nomination Committee TheNominationCommitteeconsistsofaminimumof3directorswithatleast1beinganindependentdirector


Name Position

(1)AirChiefMarshalRadenPuengpak Chairman(IndependentDirector)


(3)Mr.UtidTamwatin Member

(4)FlightLieutenantUsarBorisuth Member(IndependentDirector)

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Scope of Duties and Responsibilities TheNominationCommitteeisresponsibleforselectingandproposingsuitablepersonstobenominatedasnewdirectorstotheBoardofDirectorsandattheshareholder’smeetingforultimateapproval.SelectionmethodofCommittee’smembersmustbeperformedunder transparentcriteriaas stipulatedby therelevantlawandtheAnnouncementoftheMinistryofFinance.

3.3 The Remuneration Committee TheRemunerationCommitteeconsistsofaminimumof3directorswithatleast1beinganindependentdirector


Name Position

(1)Mr.UtidTamwatin Chairman




Scope of Duties and Responsibilities (1) ConsidertheguidelinesfordeterminingtheappropriateremunerationfortheBoardofDirectorsand thePresidentofAOT. (2) Considerthecriteriaorproceduresfordeterminingthefairandreasonableremunerationandbenefits for theBoardof DirectorsandthePresidentofAOTandsubmittotheBoardforproposingat

theshareholdermeetingsforapproval. (3) Considercriteriaorproceduresfordeterminingtheremunerationfortheoutsiderswhoareappointed tobemembersofcommittees,sub-committees,andworkinggroupsandproposethemtotheBoard forapproval.

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3.4 The Good Governance Committee TheCorporateGovernanceCommitteeconsistsofaminimumof3directorswithatleast1beinganindependent

directorandheld6meetingsduringtheyear.Themembersareasfollows:

Name Position

(1)PoliceGeneralSombatAmornvivat Chairman(IndependentDirector)




Scope of Duties and Responsibilities (1) SetoutguidelinesanddirectiononAOT’scorporategovernanceaffairsandensurethatalldepartments implementandpracticethemaccordingly. (2) ImproveAOT’sCodeofConducttoencompasstheStockExchangeofThailand’sBestPracticesin CorporateGovernance. (3) OverseetheBoardandtheManagementtoensuretheyperformtheirdutiesinaccordancewith

thebestpracticesincorporategovernance. (4) RecommendapproachestogoodgovernancetotheBoardofDirectors.

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3.5 The Risk Management Committee TheRiskManagementCommitteeconsistsofaminimumof3directors,with1meetingheldduringtheyear.

Themembersareasfollows:

Name Position

(1)Mr.SurachaiTansitpong Chairman


(3)Mr.VinaiVittavasgarnvej Member


Scope of Duties and Responsibilities (1) SetoutAOT’sriskmanagementpolicyandframework.(2) Overseeandsupporttoensurethesuccessoftheriskmanagementatthecorporatelevel.(3) Proposemeasurestoeffectivelypreventandlimitrisksatanacceptablelevel.(4) Followup,evaluate,andimprovetheoperationplanstomitigateriskscontinuouslyandappropriately tothebusinesscircumstances.

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4. Selection Criteria for Independent Directors and Nomination Procedures 4.1 Selection Criteria for Independent Directors AOTprescribesthatthecompany’sBoardofDirectorsshallconsistofatleastonethirdofindependentdirectors.

Thecompany imposesastricterqualificationrequirement for independentdirectors thanthosestipulatedby theSecuritiesandExchangeCommission(SEC)andtheStockExchangeofThailand(SET)asfollows:

(1)Independentdirectorsmustnotholdmorethan1%ofthetotalvotingsharesofAOT,affiliatedorassociatedcompaniesorlegalentitieswhichmayhaveconflictsofinterest.

(2)Independentdirectorsmustnotbeinvolvedinanymanagementandnotbeanemployeeoranadvisorwithamonthlysalary,auditingconsultant, legalconsultantorothertypeofadvisor.NoraretheythepersonswithcontrollingauthorityoverAOT,affiliatedandassociatedcompaniesorlegalentitieswithconflictsofinterest.Theymustnothavebenefitsorstakesinsuchmannerforatleast2years.

(3)Independentdirectorsmustnothaveanybusinessrelationshipswiththecompanyascustomers,tradingpartners,tradecreditors/debtors,andfinancialcreditors/debtors.Theymustnothavedirectorindirectbenefitsin thefinanceandmanagementofAOT,affiliatedandassociatedcompanies,orlegalentitieswithconflictsofinterestthatmayimpairtheirindependenceinperformanceoftheirduties.

4)Independentdirectorsshouldnotberelativesorhavearelationship,whichmayimpedetheindependencyofthemanagementandmajorshareholdersofAOT,affiliatedandassociatedcompaniesorlegalentities,whichmayhaveconflictsofinterest.Norshouldtheybeappointedtorepresentorprotectthebenefitsofanydirectorormajorshareholder.

4.2 Nomination Procedures for Independent Directors Innominatinganewdirector,AOTgivesfirstprioritytoselectingaqualifiedcandidatetofillthepositionof

anindependentdirectorsothatthestructureoftheBoardisintunewiththegoodgovernanceprinciples.ThiswillfacilitatetheperformanceoftheBoard,ensuringtheeffectivenessofthemanagementandbalancingthepowerinsafeguardingthebenefitsofshareholdersandstakeholders.AOTensuresthattheBoardshallconsistat least 3independentdirectorsasstipulatedinAOT’sRegulations.Thequalificationofeachdirectorwillbecheckedduring theyear.Ifhis/herqualificationmatchestherequirementforanindependentdirector,he/shewillbeconsidered anindependentdirector.

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4.3 Self-assessment of the Board of Directors TheBoardshallconductself-assessment,whichallowsthedirectorstoreviewtheirperformanceandproblems.

Theresultsofthereviewshallbeanalyzedforfurtherimprovement.

4.4 Enhancement of Committee Members and Managements TheBoardofDirectorsencouragesand facilitates thedevelopment forcommitteemembers.TheAudit

CommitteemembersandtopexecutiveswereencouragedtoattendthecoursefordirectorsoflistedcompaniesandthecourseforauditorsorganizedbytheThaiInstituteofDirectorsAssociation.AOTalsoencouragedthecorporatesecretarytoattendthetrainingcourseforcorporatesecretariessohe/sheisfullyawareofhis/herrolesanddutiesasstipulatedbythelaw.Moreover,AOTinvitedalegalexpertfromBaker&MckenzieCo.,Ltd.tobrieftheBoardand theManagementson thenewSecuritiesandExchangeAct(No.4)B.E.2551,whichdefines the rolesandresponsibilitiesofdirectorsandmanagementsoflistedcompanies.

4.5 Corporate Secretary TheSecuritiesandExchangeAct(No.4)B.E.2551,Section89/15stipulatesthattheBoardofDirectorsshall

appointacorporatesecretarytocoordinatetasksonbehalfofthecompanyortheBoard.Forthefiscalyear2008fromAugust1st,2007toAugust7th,2008,theBoardofDirectorsappointedMissSuwanneeSumrongwatana theCorporateSecretary.FromAugust8th,2008onwards,FlyingOfficerPearlRugsamruadwasappointed theCorporateSecretaryinplaceofMissSuwanneeSumrongwatana,whowaspromotedtoDeputyGeneralManagerofSuvarnabhumiAirport(Administration).

5. The Number of AOT Shares Held by the Board of Directors and the Board Meeting Attendance Record 2008

TheBoardofDirectorsholdsascheduledmeetingonceamonthoneverythirdThursdayexceptwhenthereareurgentmatters.Priortoeachmeeting,AOTwillsendsupportingdocumentstothedirectorswellinadvancetoallowsufficienttimeforproperreview.TheminutesofeachmeetingwillberecordedinwritingandtheapprovedminutessignedbytheBoardwillbefiledforreference.AsofSeptember30th,2008,thenumberofAOTsharesheldby theBoardofDirectorsandtheBoardmeetingattendancerecordareasfollows:

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No. Name Position

Number of Shares Held As of September 30th,

2008

Meeting Attendance Record

Total 14 Times

1 Mr.VudhibhandhuVichairatana Chairman(IndependentDirector) - 14/14

2 Mr.SurachaiTansitpong Director - 8/14

3 AirChiefMarshalRadenPuengpak IndependentDirector - 13/14

4 Mr.ChaisakAngkasuwan Director - 10/14

5 Mr.UtidTamwatin Director - 9/14

6 Mr.VinaiVittavasgarnvej Director - 11/14

7 Mr.PongsakSemson IndependentDirector - 8/14

8 PoliceGeneralSombatAmornvivat IndependentDirector - 9/14

9 AirChiefMarshalSumetPhotimanee IndependentDirector - 13/14

10 Mr.ArkhomTermpittayapaisith Director - 12/14

11 Mr.ChulasinghVasantasingh IndependentDirector - 12/14

12 Mr.ThawornPhanichaphan IndependentDirector - 11/14

13 FlightLieutenantUsarBorisuth IndependentDirector - 14/14

14 Mr.ApichartSayasit IndependentDirector - 10/14

15 AirMarshalChanaU-Sathaporn DirectorandSecretary(President) - 9/9

Remarks - Number 11 resigned his directorship on September 19th, 2008. - Number 15 resigned his directorship and the position of secretary as well as President on August 5th, 2008.

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6. Remuneration for Directors and AOT Executives TheRemunerationCommitteeisresponsibleforreviewingAOT’spolicyforthedirectorsandspecialcommittee

memberstoensureitisbothappropriateandcomparabletoothercompaniesinthesameindustries.TheOrdinaryGeneralShareholders’Meetingof2007onJanuary25th

,2008approvedoftheremunerationforthedirectorsandspecialcommitteemembersforthefiscalyear2008asfollows:

6.1 Remuneration for the Directors (1) Amonthlyremunerationof20,000Bahtperperson.Wherethedirectorwasappointedduringthemonth,

theremunerationshallbepaidinproportiontothenumberofdaysworkedinthatmonth.(2) Anattendancefeeof15,000Bahtpermeeting.Shouldtherebemorethanonemeetinginacertainmonth,

theattendancefeeshallbepaidonlyonce.(3) EachAuditCommitteememberreceives20,000Bahtpermonthdespitenomeetinginthatmonth.TheAudit

Committeememberwhowasappointedduringthemonthshallreceivethepayinproportiontothenumberofdaysworked.

(4) ThedirectorsappointedbytheBoardtobeamemberofcommittee,sub-committee,orworkinggroupshallreceive10,000Bahtpermeeting.However,thetotalpayreceivedbyeachmembershallnotexceed20,000BahtpermonthexcludingtheremunerationfortheAuditCommitteemembers.

(5) ChairmanandDeputyChairmanofeachcommitteeshallreceiveanadditionalremunerationof25%and12.5%,respectively.

(6) TheremunerationandattendancefeesforAOTBoardofDirectorsforthefiscalyear2008weresetatnomorethan15,000,000Baht.

AccordingtoAOT’sRegulations,onlythedetailsofremunerationforthedirectorsandspecialcommitteemembersoftheAuditCommittee,theNominationCommittee,theRemunerationCommittee,theGoodGovernanceCommittee,andtheRiskManagementCommitteeshallbereported.

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6.2 Remuneration for the Board of Directors and Special Committees in 2008

Unit : Baht


Audit Committee





Total

1 Mr.VudhibhandhuVichairatana 293,669.36 293,669.36

2 Mr.SurachaiTansitpong 221,612.90 12,500.00 234,112.90

3 AirChiefMarshalRadenPuengpak 236,612.90 236,612.90


5 Mr.UtidTamwatin 221,612.90 221,612.90

6 Mr.VinaiVittavasgarnvej 250,094.55 10,000.00 260,094.55

7 Mr.PongsakSemson 221,612.90 113,333.33 10,000.00 344,946.23

8 PoliceGeneralSombatAmornvivat 236,612.90 12,500.00 249,112.90

9 AirChiefMarshalSumetPhotimanee 236,612.90 236,612.90

10 Mr.ArkhomTermpittayapaisith 236,612.90 202,298.85 438,911.75

11 Mr.ChulasinghVasantasingh 213,612.90 213,612.90

12 Mr.ThawornPhanichaphan 269,516.13 141,666.67 10,000.00 421,182.80

13 FlightLieutenantUsarBorisuth 236,612.90 236,612.90

14 Mr.ApichartSayasit 221,612.90 113,333.33 334,946.23

15 AirMarshalChanaU-Sathaporn 329,913.98 329,913.98

Remarks: - No.11 resigned his directorship on September 19th, 2008. - No.15 resigned his directorship and the positions of Secretary and President on August 5th, 2008.

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