NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Q3/2000

14 November 2000
Racha Uchino Co., Ltd. Cotton Towels Co-Director 81,000 0.49 163 - - - Pattaya Manufacturing Co., Ltd. Garment Co-Director 30,000 0.33 741 - - - Total general investments 214,974 18,778 11,435 - Less allowance loss from impairment of investments 15,882 - - - Total general investments 199,132 18,778 11,435 - Total investments 274,077 18,778 16,417 74,945 Investments-Others - Securities for trading comprise : Public Limited Companies As of Sep. 30, 2000 % of Investment Investment 1. Thai Toray Textile Mill 0.50 265,320.00 Add Unrealized gain for marketable securities 754,680.00 Total securities for trading 1,020,000.00 - General investments comprise : Limited Companies % of Investment Investment 1. Thai Pleats 12.50 1,000,000.00 2. Saha Direction International 6.00 30.00 3. Builton (Thailand) 10.00 * 250,000.00 4. Miwaki SDN. BHD. 10.00 368,900.00 5. Osoth Inter Laboratories 3.13 88,125.00 6. H & B Intertex 5.00 2,000.00 7. The International Knitting Mills 3.75 1,500,000.00 8. Eastern Rubber 2.50 450,300.00 9. Khonkaen Vithes Suksa 1.67 1,000,000.00 10. Sigma Holding 0.46 120,000.00 11. Intanin Chiangmai 12.50 3,406,362.50 12. Koraj Wattana 12.50 1,527,575.00 13. Sun & San 12.50 1,498,637.50 14. Intersouth 12.50 4,285,612.50 15. Pak Numpo Wattana 14.00 1,037,442.00 16. Maharachapreuk 12.00 415,584.00 17. Eastern I.C.C. 12.50 2,938,062.50 Total investments 19,888,631.00 Less allowance for loss from impairment of investments 2,941,792.50 Total general investments 16,946,838.50 Total investments-Others 17,966,838.50 * The companies do not require fully pay for their sales share values. Investment in debt securities The company has invested Baht 20.0 million in Pan Asia Footwear Public Company Limited for 5 year period debenture with gradually matured condition which will redeem on November 15, 2004. The interest rate is, fixed at 9.5% per year for the first through third year, and "MLR" of Siam Commercial Bank Public Company Limited for the fourth and fifth year. The interest is paid every 3 months. The first receivable interest was paid on February 15, 2000. The company has invested Baht 20.0 million in The Siam Cement Public Company Limited for 2 year debenture with unsecured, unsubordinated, trustee debenture with the name of holders which will redeem on October 1, 2002. The interest rate is fixed on 5.75% per year. The term of interest is 3 months. The first receivable interest will be January 1, 2001. 6. Earnings Appropriation The company's earnings appropriation shall be recorded upon approval from the shareholders' meeting. 7. Provident Fund The company has set up a provident fund under the Provident Fund Act B.E. 2530 (1987) on February 1, 1993. Contributions are made by the company and the employees as stipulated. The company has appointed a Provident Fund Manager to manage the said fund according to the ministerial regulations. 8. Earnings per Share Earnings per share is calculated by dividing net income by the number of shares outstanding. 9. Debentures The company issued debentures as the resolution of the 25th ordinary shareholders meeting on 26 April, 1999. The issue of named certificate, unsecured and unsubordinated debenture will be 300,000 units-par value Baht 1,000 per unit, issued on 9 August 1999 3 years period debenture. The interest will be MLR + 0.25, paid every 6 months-on 9 February and 9 August of the year. The first interest payment will be on 9 February 2000. The debenture will be redeemed in full at par maturity date with last interest payment. The regulation for maintaining financial ratio during the term of debenture. 1. To maintain not more than Baht 850 million in aggregate of loans, guarantee in subsidiaries, affiliated and related companies and investment in cost method. 2. To maintain debt to equity ratio shall not exceed 0.9 times. 3. To maintain interest coverage ratio shall not under 4 times. 4. Not to create any pledge or mortgage or make any obligations over assets of the company throughout the life of debenture. 10. Commitments and Contingencies As at September 30, 2000 the company has the following commitments. - The company has entered into 11 trademark contracts with respective owners concerning the manufacturing and distribution of garments and leather products under their trademarks. Both parties have mutual obligations to fulfil under these contracts. The trademark fees are 0.3-7.5%. - The unused amount of letter of credit for importing raw materials totalled Baht 118.10 million. - There are contingent obligations guarantees issued to guarantee customs duties at Baht 10.75 million and the use of electricity at Baht 3.95 million. - The company has signed a 15-year land lease to build a warehouse for raw materials in Chong Nonthri, Yannawa, Bangkok, starting on March 30,1992 until November 29, 2007. The company paid Baht 300,000.00 for the transfer of leasehold rights plus monthly lease fees. 11. Related Party Transactions 11.1 Related transactions of the Company and its subsidiaries are as follows. (Unit : Baht 1,000) Consolidated The company only Accounts receivable 145,988 159,754 Accounts payable 9,823 13,550 Loan receivable 63,000 108,000 Accrued expenses 4,224 4,265 Accrued income 15,567 15,954 Sales income 520,201 562,305 Other income 73,805 79,103 Purchase of goods and raw materials 29,917 61,288 Profit from disposal of fixed assets 110 115 Other expenses 34,988 44,622 11.2 The company has been authorized by the 26th shareholders' ordinary general meeting on April 24, 2000 to : 11.2.1 Provide loans to related companies to the amount of Baht 250 million. As at the quarter end, total loans to 2 related companies amount to Baht 108.0 million. 11.2.2 Provide guarantees to banks and other financial institutions for related companies' liabilities is not more than Baht 250.0 million. As at the quarter end, the company has a total of Baht 112.63 million contingent liabilities from various guarantees to 9 related companies. 12. Segment Information For 9 months (Unit : Baht 1,000) 2000 1999 Bangkok Kabinburi Lamphun Total Bangkok Kabinburi Lamphun Total Revenues 895,047 140,951 165,761 1,201,759 677,199 130,321 115,957 923,777 Loss from impairment of assets 1,058 - - 1,058 25,637 - - 25,637 Operating profit 119,803 28,122 51,778 199,703 39,185 30,067 31,912 101,164 Profit before realization from profit (loss) sharing of the subsidiaries and Associated companies 88,634 28,122 51,778 168,534 25,723 30,067 31,912 87,702 Profit (loss) shareing of the Subsidiaries and Associated 7,001 - - 7,001 (10,865) - - (10,865) Net profit 96,635 28,122 51,778 175,535 14,858 30,067 31,912 76,837 Property, plant and Equipment, net 405,799 382,749 Other assets 5,923 29,633 Total assets 1,628,566 1,445,747 Note The company has changed the classification for source of revenue to be source of production since this quarter. The company re-arranged the data of the 9 months period as of September 30, 1999 for comparing the data of the 9 months period as of September 30, 2000. 13. Promotional Privileges The company was granted privileges from the BOI according to the Investment Promotion Act B.E. 2520 (1977) Type of promoted business Type 3.10 Type 3.6 Type 3.6 Type 3.10 Date of receiving promoted certificate Dec. 23, 1993 Aug. 31, 1994 Apr. 11, 1995 Jul. 24, 2000 Date of receiving revenue Nov. 10, 1994 Feb. 14, 1995 Jun. 14, 1996 Aug. 1, 2000 Promotional privilege 1. Tax exempt since the first date of receiving revenue. 8 years 8 years 8 years 8 years 2. Tax exempt for dividends as mentioned in article 1. 8 years 8 years 8 years 8 years 3. The deduction of 50% of normal corporate tax since The expiry date of promotional period. 5 years 5 years 5 years 5 years 4. The double amount of expenses for public utility. 10 years 10 years 10 years 10 years Beside the privilege, the company has to practice along the BOI regulation. 14. Business transaction with the related company The company has 60 domestic and export customers which are separated according to the age of accounts receivable. (Unit : Baht 1,000) Consolidated The company only As of Sep. 30, 2000 As of Sep. 30, 2000 Within credit term 229,939 224,002 Over due 1 3 months 9,417 9,417 Over due 3 6 months 3,361 3,361 Over due 6 12 months 156 156 Over due more than 12 months (6) (6) Total 242,867 236,930 The company recorded Baht 5.94 million of allowance for doubtful account. 15. Presentation The quarterly financial statements as of June 30, 1999 had been re-arranged the categories in accordance with the quarterly financial statement as of June 30, 2000. According to the regulation of "SET" number Kor Jor 18/1999 dated September 2, 1999 the company had changed the categories of financial statement comparison which concerning the preparation of quarterly financial statements of the listed companies in accordance with "Thai accounting standards" chapter 41st Interim Financial Reporting.