ÃÒ§ҹ»ÃШӻ‚ 2554 THE SIAM COMMERCIAL SAMAGGI INSURANCE ANNUAL REPORT 2011 Index Profit on Underwriting and Net Profitิ FINANCIAL HIGHLIGHTS 276 02 201 04 (276) Financial Highlight Report of the Board of Director’ s Responsibility for Financial Statements Massage from the Board of Directors Report of the Audit Committee 08 11 07 14 Report of the Human Resource and Compensation Committee 18 Total Premium Written Earn Premium Board of Directors Management Analysis FINANCIAL HIGHLIGHTS unit : Million Bath unit : Million Bath 2011 Total Assets 17,111 Investment & Loans & Bank Deposit 3,994 Total Liabilities 15,935 Issued and Paid-Up Capital 454 Shareholders’ Equity 1,176 FINANCIAL POSITION 2011 Return on Assets (Average) (2.55%) Return on Equity (Average) (19.63%) Return on Investment (Average) 3.17% FINANCIAL RATIO Pay out Ratio * 2010 4,994 3,422 3,293 454 1,702 2009 3,969 2,952 2,282 454 1,687 2009 2010 5.05% 6.21% 16.41% 12.72% 3.56% 3.74% 135.72% 135.72% OPERATING PERFORMANCE Total Premium Written Net Premium Written Earned Premium Net Loss Profit on Underwritten Income on Investment Operating Expense Net Profit 2011 3,404 2,671 2,487 1,823 (407) 118 146 (282) 2010 2,945 2,395 2,320 1,219 159 119 170 278 2009 2,863 2,189 2,059 977 587 103 611 201 unit : Million Bath PER SHARE Basic Earnings per Share Book Value per Share Dividend per Share Note :*Awaiting Approval from The Shareholders Meeting For the year 2012 and 2011, the Company has adopted certain new and revised financial reporting standard 2011 (3.11) 12.94 * 2010 3.06 18.72 3.00 2009 2.21 18.56 3.00 55 Report of the Risk Management Committee 32 Management Structure 16 Report of the Nomination Committee Business and Industry Executives 33 Risk Factors Enterprise Risk Management 60 63 68 49 Related Party Transactions Financial Statements and Notes 72 General Information 137 The Siam Commercial Samaggi Insurance I Annual Report 2011 Message from the Chairperson Message from the Chairperson Over the course of 2011, the non-life insurance industry continued to see positive upward-trending expansion with 11.9% rise in direct premiums. The sector with marked growth was the personal insurance business, e.g. accident insurance and health insurance which grew 24.5% and 20.9% respectively. Home fire insurance and motor insurance sectors continued to constitute the core insurance products in Thailand, although showing less strong growth Khunying Jada Wattanasiritham Chairperson than the accident and health segments at 2.8% and 11.3% respectively. The commercial sector, comprising all-risks, marine and engineering insurance, expanded industry-wide by 18.9%, 6.0% and (2.2%) respectively. These do not include mega-project or specialty business underwritten by specialized firms. In 2011, the Company registered increase in premiums written of 15.6% - a higher rate than prior years. Gross premiums for the year totaled 3,404 million baht, while net earned premiums amounted to 2,486 million baht, or 7.2% rise over the previous year. Expansion continued primarily in the personal insurance business, particularly in the accident and motor insurance segments which reported 29.3% and 11.5% increases respectively. The Company also retained its share of fire business, and underwriting of home fire insurance for general customers, of which some categories also offer flood protection. Details of our business composition are given in Note 23 to the Financial Statements and the Business and Industry section of the annual report. The Company’s normal operations recorded underwriting expenses of 2,372 million baht, and after income and commissions/brokerages of 86 million baht, the underwriting profit for the year came to 201 million baht, a 26.7% increase over 2010. This, when combined with investment income of 118 million baht, resulted in a net profit before tax of 337 million baht, a year-on-year increase of 11.0%. However, it is widely known that the 2011 deluge in Thailand has caused considerable and extensive damage to lives and property. As underwriter of the risk, the non-life insurance industry naturally cannot avoid such large volume of insurance claims. In this regard, the Company has also been affected in terms of financial results, in spite of necessary preparations made to a certain extent. Following the great floods, the Company has been able to serve and support more than 15,000 retail customers who make up the majority of our clients. Claims from the incident are estimated to total 11,952 million baht, as set out in Note 3 to the Financial Statements. Net loss from the floods, after reinsurance recoverables, would be 607 million baht, as shown in the Statement of Comprehensive Income. The loss estimate, which has been certified by internationally recognized actuaries, has resulted in the Company reporting, at end of December 2011, an underwriting loss of 406 million baht and a net loss before tax of 270 million baht. After accounting for income tax of 12 million baht following adjustments of tax rates from 30% to 23% and 20% as detailed in Note 28 to the Financial Statements, the Company posted a net loss of 282 million baht for fiscal 2011. As regards financial position, the Company had total assets of 17,111 million baht, an increase of 242.6% over 2010. Total liabilities were 15,939 million baht, up by 384.0% as a consequence of the aforementioned loss incurred from 2011 floods. Despite the above impact, we are still able to maintain our financial strength and status as one of the leading domestic insurers and to pursue our policy of stable and sustainable business growth. To ensure the Company is well prepared in the business, the Extraordinary General Meeting No. 1/2555 (2012) resolved to approve a 660 million baht increase in its registered capital through a rights offering to existing shareholders. The funds received from the capital increase will be used as working capital for our future operations. 4 5 The Siam Commercial Samaggi Insurance I Annual Report 2011 Report of the Board of Directors’ Responsibilities for Financial Statements Report of the Board of Directors’ Responsibilities for Financial Statements On management approach in 2011, the Company was able to maintain stability in its motor business profitability. This was achieved through the implementation of a policy which focuses on stable growth, systematic and closely supervised underwriting procedures as well as improvement of after-sales service. We also aimed to enhance our organization-wide risk management system toward a more operational approach to enterprise risk management, hopefully to serve as the tool for promoting our internal strength against growing competition from the approaching market liberalization. Furthermore, the Company has geared itself in the area of management and specialized personnel such as actuaries, with a view to supporting its operations in the market expected to be more intensifying from 2012 onwards. On behalf of the Board, I would like to express our gratitude to all our shareholders, customers and business partners for the kind support and confidence in the Company. May I take this opportunity to offer our sincere apologies for any delay that may have occurred in our service and processing of flood claims. I am also thankful to every member of the management and the staff for their commitment and hard work, from the frontline to the back office, in ensuring efficient service to all our customers and partners. The Board of Directors of The Siam Commercial Samaggi Insurance Public Company Limited have prepared the financial statements which disclose the Company’s 2011 financial status and operation results according to the regulations of the Public Company Limited Act B.E.2535. The Board of Directors is responsible for the Company’s financial statements as well as financial information presented in the annual report. The said financial statements have been prepared in accordance with generally accepted accounting standards in Thailand. In preparing these reports, the Company has adopted appropriate accounting policies and applied them consistently. For the benefit of shareholders and investors, adequate disclosure of significant information has also been made in a transparent manner in the notes to the financial statements. The Board has ensured that risk management process is in place while proper and effective system of internal control is maintained, so as to achieve reasonable assurance that all financial information is accurate, complete and adequate in safeguarding the Company’s assets and in preventing any fraud or material mismanagement. In this connection, the Board appointed an audit committee comprising 3 independent directors to be in charge of overseeing the quality of financial reporting and internal control system. The opinions of the Board and the Audit Committee regarding the Company’s internal control system are included in the annual report under the section of Audit Committee’s Report and the Corporate Governance Report. Khunying Jada Wattanasiritham Chairperson of the Board (Khunying Jada Wattanasiritham) Chairperson of the Board 6 (Mr.Chiravuthi Bunyasiri) Managing Director 7 The Siam Commercial Samaggi Insurance I Annual Report 2011 Report of the Audit Committee Report of the Audit Committee The Audit Committee of the Siam Commercial Samaggi Insurance Public Company Limited has comprised three Independent Directors who are expert and experienced in finance and organizational management. The Committee has discharged the duties delegated to it by the Board and in accordance with the Audit Committee Charter which is in line with the requirements of the Stock Exchange of Thailand. These responsibilities include reviewing of financial reports and internal control systems, reviewing of potential conflict-of-interest transactions, and reviewing of compliance with applicable laws and regulations. As at December 31, 2011 the Company’s Audit Committee was composed of three members as follows: In the course of 2011 the Committee held a total of 8 meetings, with attendance by 1. Dr. Oranuj Soongswang 2. Mr. Chanin Roonsamrarn 3. Mr. Wirutt Ruttanaporn Committee Chairman (Independent Director) Committee Member (Independent Director) Committee Member (Independent Director) the Company’s senior management, to perform the duties assigned by the Board. One of the meetings was held in consultation with the External Auditors, without the participation of Executive Directors. In summary, the Committee has during the year conducted reviews of and given its opinion as to the following aspects: 1. Financial reporting: The Audit Committee has considered the External Auditors’ audit findings and reviews of quarterly and annual financial statements, while providing the Management with recommendations on ensuring objectivity, transparency and reliability of the Company’s financial reporting in accordance with generally accepted accounting standards; 2. Internal control and internal audit: In 2011 the Audit Committee discussed and reviewed the adequacy of the internal control system of the Siam Commercial Samaggi Insurance PCL by evaluating the adequacy of the control framework’s 8 five elements, i.e. 1) control environment; 2) risk management; 3) control activities; 4) information and communication; and 5) monitoring. The Committee also reviewed internal audit findings and audit plans of the Audit Unit as well as undertaking other tasks assigned to it. Members of the senior management participated in the Committee’s meetings to provide clarification and to ensure that recommendations were promptly implemented. 3.Regulatory compliance: The Committee has reviewed compliance by the Company’s activities with the laws governing securities and exchange, regulations of the Stock Exchange of Thailand (SET), regulations of the Office of the Insurance Commission (OIC) and other applicable laws such as the Securities and Exchange Act, regulations of the Office of the Securities and Exchange Commission, the Public Limited Companies Act, the Non-life Insurance Act, the Revenue Code, the Labor Laws and employment contracts, etc. The Committee has also considered the 2011 report on the assessment of the Company’s procedure for investment in other business in accordance with the OIC’s notification. 4. Disclosures of related-party and conflict-of-interest transactions: The Committee has reviewed and commented on related-party transactions and transactions with potential conflict of interest as well as ensuring complete and accurate disclosure of such transactions according to the SET requirements. In this regard, the Committee has provided its opinion on the report summarizing the Company’s related-party transactions and has submitted its conclusion to the Board of Directors. The report indicates that: the Company has properly disclosed in detail, in the notes to each quarterly financial statements, all related-party transactions which had been duly audited by the external auditors; that such transactions were carried out in the ordinary course of business according to regular trade terms with the Company’s best interests taken into account; and that pricing policy for the transactions was the same as those applicable to general clients. Details of related-party transactions are set out under the section ‘Related-Party Transactions’ and in Note 30 to the Financial Statements: Transactions and Balances with Related Persons/Parties. 9 The Siam Commercial Samaggi Insurance I Annual Report 2011 Report of the Risk Management Committee Report of the Risk Management Committee 5. Auditors: The Audit Committee has selected and recommended the appointment of external auditors as well as the fixing of audit fees, by submitting its opinion and proposal to the Board for further presentation to and approval by shareholders. The Company’s Risk Management Committee, which was established and appointed by the resolution of Board meeting no. 10/2552 (2009) held on October 29, 2009, consist of: The results of each Audit Committee meeting has been reported to the Board of Directors. In performing its duties, the Committee has exercised prudence and has been able to provide independent and objective opinion, without experiencing any limitation in obtaining information, resources or cooperation from the Company. • three members appointed from the Board, who are professionals wellinformed and knowledgeable about the organization’s overall risks; • senior executives at the rank of group head and above, i.e. Managing Director, and Head of Motor Insurance Group. In conclusion, the Committee is of the opinion that the Company has pursued good corporate governance as its guiding policy; that it has an adequately effective system of internal control and risk management; that there are no material weaknesses nor related-party transactions which could lead to potential conflict of interest; that all connected transactions are genuine, normal forms of business transactions justifiably conducted in the Company’s best interests as per corporate policy; that there has been full compliance with regulatory requirements; and that the financial statements for the year ended December 31, 2011 gives a true and fair view of the Company’s financial position and have been prepared in accordance with generally accepted accounting principles with adequate disclosure of information. The Committee has fulfilled its duties as delegated by the Board and in accordance with the Risk Management Committee Charter. Such responsibilities are in line with the Corporate Governance Guidelines for Insurers prescribed by the Office of Insurance Commission, which include: setting risk management policies to cover all main types of risk; formulating strategies consistent with risk management policies; reviewing the adequacy of overall risk management policy and systems; and reporting risk management performance so as to be improved and readjusted to the established policies and strategies. (Dr. Oranuj Soongswang) Chairperson of the Audit Committee 10 As at December 31, 2011 the Risk Management Committee of the Siam Commercial Samaggi Insurance PCL was composed of: Members appointed from the Board 1. Mr. Chanin Roonsamrarn Chairman of the Risk Management Committee 2. Mr. Rungruang Sukkirdkijpiboon Member of the Risk Management Committee Members appointed from the Management 3. Mr. Chiravuthi Bunyasiri Managing Director 4. Mr. Prasan Limpipatanakul Head, Motor Insurance Group 11 The Siam Commercial Samaggi Insurance I Annual Report 2011 During 2011, the Committee held a total of four meetings with the Risk Management Unit, which has direct responsibility for the organization’s overall risk management implementation. The Unit works under the supervision of Chief Risk Officer, while reporting directly to the Board of Directors. Over the past year, the Company has pursued the Enterprise Risk Management (ERM) approach by implementing, in every area and level of its activities, all the following 11 risk management policies approved by the Board. 1. Strategic Risk Management Policy 2. Underwriting Risk Management Policy 3. Credit Risk Management Policy 4. Liquidity Risk Management Policy 5. Investment Policy 6. Operational Risk Management Policy 7. Reputational Risk Management Policy 8. Business Continuity Management Policy 9. Affiliated Transactions Policy 10. Outsourcing Policy 11. Laundering Prevention and Counter Terrorist Financing Policy Report of the Risk Management Committee In 2011, therefore, the Company revised its risk management processes by developing contingency measures for possible events similar to the floods. These measures include: adjusting premium rates to match increased risks; reducing risks by setting sub-limits for natural disaster coverage; joining the membership of the Disaster Fund; and controlling and monitoring risk accumulation. We are thus confident that any future incident of this nature would have less impact than that of the previous year. In addition, there are plans to employ more quantitative techniques for risk management to ensure the assessment and control parts of the process will enable prompt monitoring of risks. At the same time, the Company is also enhancing the capacity of its risk management framework through the design of more efficient and effective methods for assessing and controlling operational risks. The new techniques will allow users at all levels to have a genuine understanding of the risk management process while facilitating timely and appropriate management of existing risks, thereby helping to create sustainable value for all stakeholders of the Company. Relevant training has also been provided to ensure that staff at all levels follow a systematic process of risk management. Furthermore, overall risk tools have been devised to serve as indicators giving early warnings of damage/losses. The Company has raised risk management awareness to become part of its corporate culture, while having in place the procedures for efficient risk management which include control, monitoring and reporting of overall risk performance to the Board. The massive floods in 2011 have produced a material impact on our operations due to lack of statistics and experience. There have also been sweeping effects on the non-life insurance and reinsurance industries. (Mr. Chanin Roonsamrarn) Chairman of the Risk Management Committee 12 13 The Siam Commercial Samaggi Insurance I Annual Report 2011 Report of the Human Resources and Compensation Committee The Human Resources and Compensation Committee of the Siam Commercial Samaggi Insurance Public Company Limited has comprised four Directors, two of whom are Independent Directors. Appointed for a three-year term, members of the Committee during the reporting year were: 1. Mr. Payungsak Chartsutipol Committee Chairman (Independent Director) * 2. Mr. Chanin Roonsamrarn Committee Member (Independent Director) 3. Miss Phanporn Kongyingyong Committee Member 4. Mr. Dechapiwat Na Songkhla Committee Member As delegated by the Board of Directors, the Human Resources and Compensation Committee has been responsible for considering and endorsing the Company’s human resource management policies and for recommending related matters to the Board, as described under the “Role, Duties and Responsibilities of the Board” section of the Corporate Governance Report. During 2011, the Committee held five meetings in total to consider and provide opinion on human resource management matters, which are summarized below. 1) Organizational structure review: The structure of internal management has been reviewed by the Committee to ensure appropriateness, clarity and flexibility in inner workings. 2) In-house and out-of-house training: The Committee has given guidance and recommendations on training courses, divided into: Out-of-house training which covers management and general training courses from operational to management levels, all set out in a road map to give an overview of ongoing development of staff at all levels. In-house training which includes courses designed by the Company in cooperation with external institutions and covers technical areas aimed at improving staff’s skills and specializations from basic, advanced to analytical levels. Report of the Human Resources and Compensation Committee 3) Salary structure: The Committee has considered all appropriateness and recommended developing a pay structure for business-integral specialized positions. Taking account of a survey by Mercer of salaries in the non-life insurance market, the recommendation for specialized salary revision is aimed at ensuring the Company’s competitiveness in the industry. 4) Leadership program consultancy: The Committee has considered the selection of consultants recommended for developing a champion of change program for the Management. In this regard, the Company has selected the APG Group to design and run this program, which will take about nine months, so that members of the Management can develop their leadership skills continuously. 5) Involvement in corporate KPIs: The Company’s key performance indicators (KPIs) are usually measured on an annual basis. For the past year, the process also had participation of the Committee which offered opinion on the KPIs and assigned weightings to ensure that the indicators be reviewed and made more clearly-defined and appropriate. 6) Directors’ remuneration: The Thai Institute of Directors’ survey results and industry data have been used as the basis for determining and recommending appropriate remuneration of Directors to the Board and the shareholders. 7) Voice of the employee (VOE) survey: All factors of the survey findings have been considered, as have the survey recommendations for improvement. During the year, the Human Resources and Compensation Committee also provided the unit(s) with human resource responsibility with direct guidance on personnel management so as to be applied within the organization as and when appropriate. Chanin Roonsamrarn Chairman of the Human Resources and Compensation Committee * Note : Mr. Payungsak Chartsutipol resigned with effect from December 1, 2011. 14 15 The Siam Commercial Samaggi Insurance Report of the Nomination Committee I Annual Report 2011 Report of the Nomination Committee The Nomination Committee of the Siam Commercial Samaggi Insurance Public Company Limited is currently composed of three Directors, one of whom being Independent Director. With a three-year term of appointment each, the members of the Committee during 2011 were: 1. Mr. Wiraj Na Songkhla Committee Chairman (Director) * 2. Mr. Chanin Roonsamrarn Committee Member (Independent Director) 3. Miss Phanporn Kongyingyong Committee Member (Director) The Nomination Committee has been delegated by the Board to determine the criteria and process for identifying and nominating, for approval of the Board or of shareholders’ meeting, suitable candidates for appointment as company directors, in ensuring objectivity and transparency. Over the course of 2011, the Committee had one meeting to consider and endorse nominations for independent and non-independent directorships and/or Board committee memberships, vacated as a result of retirement/end of appointment, resignation or other reasons. Following a transparent identification and nomination process, the Committee has ensured that the selected persons meet all applicable statutory requirements and that they have the knowledge and competences which can support the Company toward progress and promote transparency and good governance, while being able to fulfill the duty of equally protecting the interests of all shareholders. The Nomination Committee has reported the results of each of its meetings to the Board of Directors. In the performance of its duties, the Committee has always exercised prudence and independent judgment in meeting the nomination objective of serving the organization’s best interests. Nomination Committee * Note : Mr. Wiraj Na Songkhla resigned with effect from May 4, 2011. 16 17 Board of Directors Board of Directors Khunying Jada Wattanasiritham Khunying Jada Wattanasiritham Position - Chairman of the Board - Independent Director Mr. Wiraj Na Songkhla Education / Training - MA Economic Development, Williams College, Massachusetts, USA - BA and MA Natural Sciences & Economics, University of Cambridge, UK Dr. Oranuj Soongswang Mr. Chanin Roonsamrarn Mr. Payungsak Chartsutipol Mr. Dechapiwat Na Songkhla Ms. Phanporn Kongyingyong Mr. Wirutt Ruttanaporn Mr. Rungruang Sukkirdkijpiboon Other Position - Director, and Member of the Executive Committee : The Siam Commercial Bank PCL - Chairman and Independent Director : Siam Commercial New York Life Insurance PCL - Independent Director, and Member of the Audit Committee : Minor International PCL - Director: Siam Piwat Co., Ltd. - Director: Siam Piwat Holding Co., Ltd. - Chairman: Thai Asset Management Corporation - Director: Ramathibodi Foundation - Director: Siam Commercial Foundation - Director: Thanpuying Dusdimala Foundation - Director: The Kenan Institute Asia - Director: King Vajiravudh Memorial Foundation Under the Patronage of His Majesty the King - Director: Raj Pracha Samasai Foundation Under the Patronage of His Majesty the King - Director: The Council of Srinakharinwirot University - Trustee: Asian Institute of Technology Board of Trustees - Member: Advisory Council of SASIN Graduate Institute of Business Administration, Chulalongkorn University - Director: Foundation of HRH Somdejphramahitlathibesr Adulayadejvikrom the Royal Father - Chairman: Books for Thailand Foundation Mr. Chiravuthi Bunyasiri 18 19 The Siam Commercial Samaggi Insurance Mr. Wiraj Na Songkhla Dr. Oranuj Soongswang Position - Vice Chairman - Chairman of the Nomination Committee Position - Independent Director - Chairman of the Audit Committee Education / Training - L.L.B., Thammasat University - Master of Business Administration, Temple University, USA - AMP, Harvard University, USA Education / Training - Monitoring the Internal Audit Function 7/2010 - Doctor of Business Administration (Information Systems), Mississippi State University, USA - Master of Accounting (Information Systems),University of Florida, USA - Master of Accounting, The Ohio State University, USA - Bachelor of Accountancy (Honors), Chulalongkorn University - Directors Certification Program 22/2002 - Audit Committee Program 19/2007 - DCP Refresher Course 5/2007 Other Position - Honorary Chairman: Manabhan. Co.,Ltd. - Honorary Director: The Thai Chamber of Commerce - Honorary Member : The Rotary Club of Patumwan 20 Board of Directors I Annual Report 2011 Other Position - Assistant Professor,Faculty of Commerce and Accountancy : Chulalongkorn University - Member of a subcommittee on Scrutinizing CPA Qualifications : Federation of Accounting Professions Under the Royal Patronage of His Majesty the King - Director: The Transport Co.,Ltd. - Director: A.I.M.S. Co.,Ltd. 21 The Siam Commercial Samaggi Insurance Board of Directors I Annual Report 2011 Mr. Chanin Roonsamrarn Position - Independent Director - Chairman of the Risk Management Committee - Member of the Audit Committee - Member of the Human Resource and Compensation Committee - Member of the Nomination Committee Education / Training - Master of Science (Business Administration), Fort Hays State University, Kansas, USA - Directors Certification Program 15/2002 - Chairman 2000 6/2002 - Audit Committee Program 9/2005 Other Position - Independent Director, Member of the Audit Committee, Member of the Remuneration Committee, and Member of the Nomination Committee : Thai Reinsurance PCL - Independent Director, Member of the Audit Committee and Member of the Remuneration Committee : Home Product Center PCL Mr. Payungsak Chartsutipol Position - Independent Director - Chairman of the Human Resource and Compensation Committee - Member of the Risk Management Committee Education / Training - Bachelor of Engineering (Electrical Engineering), Chulalongkorn University 1975 - Certificate of Management Development Program, North Western University Other Position - Chairman: The Federation of Thai Industries - Deputy Secretary General, Secretary-General of the Secretariat. : The Federation of Thai Industries, year term 2004-2006 - Vice Chairman : The Federation of Thai Industries, year term 2006-2010 - Chairman of the steel industry : FTI year term 2006 -2010 - Chairman of the cable industry : Federation of Thai Industries and the Institute of SMI. - Chairman of the Coordinating Committee for Industrial Environmental Management. Pollution Control District, Rayong Province. - President, Asean Iron and Steel Industry Federation (AISIF) - Board of Directors, Southeast Asia Iron and Steel Institute(SEAISI) - Member of SEAISI Finance Committee Meeting - The Joint Standing Committee on Commerce, Industry and Banking - The Joint Standing Committee on public and private sectors to solve economic problems. (Office of the National Economic and Social Development). - Committee resolves to comply with Section 67 paragraph two of the Constitution of the Kingdom of Thailand. - Advisory Committee Sub-Committee on Education Policy infrastructure and fund infrastructure The Committee on Economics. The Senate Commerce and Industry. - Director: Iron and Steel Institute of Thailand. - Member of the Mold Industry Development Committee Remark : * Mr. Chanin Roonsamrarn re-appointed Directors by the 64th Annual General Meeting of the Shareholders on March 31, 2010. 22 23 The Siam Commercial Samaggi Insurance Board of Directors I Annual Report 2011 - Director: Institute for Small and Medium Enterprises Development - Director: Thailand Productivity Institute - Director: National Innovation Agency (NIA) - Director : Thai - German Institute - Steering committee : Sirindhorn International Institute of Technology Thammasat University - Executive Committee : Faculty of Engineering. Chulalongkorn University. Types of external experts. - Steering committee : Chulalongkorn University Engineering Alumni, 2008-2009 - Committee for selecting the deserving. Bai Pho Business Awards by Sasin. - Director : Trade Competition Commission - Director : Project potential workers in business establishments to prevent and mitigate the problem lay - Extraordinary Commission to coordinate the participation and the referendum. The Committee on Industry and Tourism. National Legislative Assembly - Board Sub-Committee on Water Resources, Committee on Natural Resources and Environment. - Committee imports iron and steel division of the quota. The Economic Partnership Agreement - Thailand, Japan - Sub-Committee consider the price bars and structural steel sections. (Office of the Central Committee that the price of goods and services. Department of Internal Trade). - Committee to consider the technical details of steel products. (Office of Safeguards and counter trade. Department of Foreign Trade). - Sub-committee to develop a sustainable steel industry - Sub-Committee on Safety and Risk Management nanotechnology -Consultant Industrial Standards Committee - Advisory Committee budget projects empower workers in the workplace to prevent and mitigate network stations for dismissal - Advisory Committee Sub-Committee on Education. Tracking station network for solving the basic economic structure. Energy resources and transport infrastructure and investment - Commission Working Group on Pollution Control in Rayong - Working to national library. Ministry of Industry - Working Group on Investment Promotion. Trade and Tourism Board for a Chinese businessman. From the Business Association Great Chinese around the world - Working Group on Pre Screening Criteria and framework for a review of selected borrowers credit - Working groups and policy advice relating to compliance Cement of Thailand 24 Remark : * Mr.Payungsak Chartsutipol was appointed Director, Member of the Risk Management Committee and Member of the Human Resources Committee by resolution of the Board Meeting No. 7/2010 held on July 29, 2010, to replace Mr.Rungruang Sukkirdkijpiboon who resigned with effect from July 14, 2010. 25 The Siam Commercial Samaggi Insurance Board of Directors I Annual Report 2011 Mr. Wirutt Ruttanaporn Position - Independent Director - Member of the Audit Committee Education / Training - MBA Michigan State University, USA - Bachelor of Commerce (Commercial and Accounting), Thammasat University - National Defence College, Joint Public Private Course 377 - Directors Certification Program 22/2002 Other Position - Chairman: E-Saan Sugar Industry Co.,Ltd. - Chairman: Singburi Sugar Industry Co.,Ltd. - Chairman : The Siam Industrial Credit PCL - Independent Director, and Member of the Audit Committee : Siam Commercial New York Life Insurance PCL - Independent Director: Siam Commercial Leasing PCL Mr. Dechapiwat Na Songkhla Position - Director - Member of the Human Resource and Compensation Committee Education / Training - Master of Science (National Development & Project Planning), University of Bradford, UK - Bachelor of Science (Mathematics & Economics), University of Surrey, UK - Director Accreditation Program 45/2005 Other Position - Director of National Security Budget Preparation Office, : Bureau of the Budget, Office of The Prime Minister - Chairman: Manabhan Co.,Ltd. - Member of the Executive Committee : National Metal and Materials Technology Center, Thailand Remark : * Mr. Dechapiwat Na Songkhla were appointed Member of the Human Resources and Compensation Committee by resolution of the Board Meeting No. 10/2010 held on October 28, 2010. 26 27 The Siam Commercial Samaggi Insurance Ms. Phanporn Kongyingyong Position - Director - Member of the Human Resource and Compensation Committee - Member of the Nomination Committee Education / Training - Master of Business Administration, Assumption University - Assumption Business Administration College, BA Accounting Other Position - FEVP, Branch network, The Siam Commercial Bank PCL, Personal Banking Business Group. Remark : * Miss Phanporn Kongyingyong was appointed Director, Member of the Nomination Committee and Member of the Human Resources Committee by the 64th Annual General Meeting of the Shareholders on March 31, 2010, to replace Mr. Praves Suttirat who resigned with effect from March 31, 2010. 28 Board of Directors I Annual Report 2011 Mr. Rungruang Sukkirdkijpiboon Position - Director - Member of the Risk Management Committee - Consultant, Investment Committee Education / Training - MBA, University of Arkansas, at Little Rock, Arkansas, USA 1996 - BA (Economics), Thammasat University Other Position - FEVP, Division Head, Wealth The Siam Commercial Bank PCL Remark : * - Mr.Rungruang Sukkirdkijpiboon was appointed Director, Member of the Risk Management Committee and Member of the Human Resources Committee and Authorized Director by resolution of the Board Meeting No. 4/2010 held on April 29, 2010, to replace Mr. Adisorn Sermchaiwong who resigned with effect from April 29, 2010. - Mr.Rungruang Sukkirdkijpiboon was appointed Director, Member of the Risk Committee and Authorized Director by resolution of the Board Meeting No.10/2010 held on October 28, 2010, to replace Mr. Sivaporn Dardarananda who resigned with effect from October 27, 2010. 29 The Siam Commercial Samaggi Insurance Mr. Chiravuthi Bunyasiri Position - Managing Director Education / Training - Master of Business Administration, University of Dallas, USA - Bachelor of Commerce (Management), Chulalongkorn University - Chairman 2000 8/2003 - Directors Accreditation Program 29/2004 Other Position - None - 30 Board of Directors I Annual Report 2011 Mr. Prachitr Yossundara Position - Honorary Chairman Mr.Prachitr Yossundara was a Honorary Chairman by the 651st Board of Directors’ Meeting on April 29, 2003. Education / Training - B.Com, Birmingham University Other Position - Chairman of The Samaggi Insurance PCL. Since 1984-2003 Remark : * Mr.Chiravuthi Bunyasiri re-appointed Directors by the 64th Annual General Meeting of the Shareholders on March 31, 2010. 31 The Siam Commercial Samaggi Insurance I Annual Report 2011 Management Structure Mr. Chiravuthi Bunyasiri Board of Director Human Resource and Compensation Committee Audit Committee Mr. Sunchai Viraseranee Risk Committee Nomination Committee Executives Audit Managing Director Ms. Worraya Jaruwongpak Ms. Eamorn Xuto Risk Management Office of the Company Secretary Office of the Managing Director Business Group Non-motor Insurance Group Motor Insurance Group Bancassurance Business Commercial Line Motor Claims Business Relation Personal Line (Non-motor) Corporate & SMEs Legal Center of Excellence Support Group Management Information System & Analytics Finance Motor Underwriting Product Development Operations Branch Business Pricing & Actuarial Human Resource Ms. Nittaya Piriyathamwong Mr. Monson Marukatat Brokers & Agents Mr. Wachira Chuaychoo Ms. Wanna Phalajivin Ms. Orawan Vorapanya Mr. Prasan Limpipatanakul Mr. Surachai Lertsittichai Mr. Alongkorn Plangkull Andrew ChunWai Leung Project Management Office Alternative Distribution Mr. Kriengkrai Tangjarukij 32 Ms. Waraporn Pancharoen 33 The Siam Commercial Samaggi Insurance Mr. Chiravuthi Bunyasiri Position Managing Director Education - Master of Business Administration, University of Dallas, USA - Bachelor of Commerce (Management), Chulalongkorn University - Chairman 2000 Class 8/2003 - Directors Accreditation Program Class 29/2004 Working Experience October 2004 – Present : Managing Director The Siam Commercial Samaggi Insurance PCL 2004 – September 2004: Executive Vice President, Special Assets Corporate Sector The Siam Commercial Bank PCL 1999 - 2004 : Senior Vice President, Special Assets Corporate Sector The Siam Commercial Bank PCL 1996 - 1999 : Senior Vice President, International Banking Facilities & Financial Institution The Siam Commercial Bank PCL 34 Executives I Annual Report 2011 Mr. Prasan Limpipatanakul Position Senior Executive Vice President, Head, Motor Insurance Group Education - Master of Business Administration, Kasetsart University - Bachelor of Accounting, Chulalongkorn University Working Experience June 2009 - Present : 2007 - 2009 : 2002 - 2006 : 2001 - 2002 : 1999 - 2000 : Head, Motor Insurance Group The Siam Commercial Samaggi Insurance PCL Executive Advisor Siam Ball Sport Factory Co.,Ltd. Executive Director & Executive Adviser Siam Unisole Co.,Ltd. Executive Director & Executive Adviser Wongpaitoon Group PCL Managing Director K.M. Foam Co.,Ltd. 35 The Siam Commercial Samaggi Insurance Executives I Annual Report 2011 Mr. Wachira Chuaychoo Ms. Nittaya Piriyathamwong Position Senior Executive Vice President Position Senior Executive Vice President, Head, Business Group Education - Master of Public and Private Management, - The National Institute of Development Administration - Bachelor of Accountancy, Chulalongkorn University Working Experience July 2011 - Present : 2007 – June 2011: 1996 - 2006 : 1992 - 1996 : Head , Business Sector Head , Business Development Sector The Siam Commercial Samaggi Insurance PCL Fire Insurance Department Manager/ SVP, Marketing Department 4 The Deves Insurance PCL Branch Manager The Siam Commercial Bank PCL Education - Master of Science in Financial Mathematics, University of Exeter, United Kingdom - Master Degree in Population and Social Research granted by the William and Flora Hewlett Foundation, Mahidol University Working Experience December 2011 -Present : Senior Executive Vice President The Siam Commercial Samaggi Insurance PCL October 2004 – September 2011 : Secretary – General The Insurance Premium Rating Bureau March 2002 – May 2004 : Head of Network Management The Knowledge Management Institute, The Thailand Research Fund October 1995 – February 2002 : Vice President – Research, Planning and Special Affairs Thai Reinsurance Public Co., Ltd. July 1990 – June 1995 : Researcher, Level 6 Institute for Population and Social Research, Mahidol University Remark: Ms.Nittaya Piriyathamwong joined the Company on December 1, 2011. 36 37 The Siam Commercial Samaggi Insurance Mr. Sunchai Viraseranee Position Executive Vice President, Head, Corporate and SMEs Sector Education - Master of Business Administration, Tarleton State University, USA - Bachelor of Science (B.S), Kasetsart University Working Experience 2005 – Present : 2004 – 2005 : 1999 – 2004 : 38 Executives I Annual Report 2011 Head, Corporate and SMEs Sector Assistant Managing Director (Business Development 2) The Siam Commercial Samaggi Insurance PCL Vice President, Branch Business Department UOB Radanasin Bank PCL Ms. Worraya Jaruwongpak Position Executive Vice President, Head, Bancassurance Business Sector Education - Master of Business Administration, Kasetsart University - Bachelor of Economics, Chiangmai University Working Experience 2006 – Present : 2005 : 2001 – 2004 : 1998 – 2000 : 1997 : Head, Bancassurance Business Sector Senior Vice President, Bancassurance & Retail Business Department Vice President, Business Support Department Manager, Financial Division Manager, Motor Underwriting Division The Siam Commercial Samaggi Insurance PCL 39 The Siam Commercial Samaggi Insurance Ms. Eamorn Xuto Position Senior Vice President, Head, Broker & Agent Sector Education - Bachelor of Art (Political Science) 2nd Hons., Ramkhamhaeng University Working Experience 2007 – Present : 2004 – 2007 : 1995 - 2004 : 1985 - 1995 : 40 Executives I Annual Report 2011 Head,Broker & Agent Sector The Siam Commercial Samaggi Insurance PCL Senior Manager Commercial Line Generali Insurance (Thailand) Co.,Ltd. Deputy Manager Bancassurance AXA Insurance PCL Assistant Manager Marine Underwriting Division Thai Commercial Insurance PCL Ms. Orawan Vorapanya Position Executive Vice President, Head, Commercial Line Sector Education - Master of Business Administration, Campbell University, 1987, North Carolina, USA - B.A. Marketing, Assumption University, 1985, Bangkok, Thailand Working Experience May 2010 – Present : 1999 – 2010 : 1998 – 1999 : 1992 – 1998 : 1988 – 1992 : Head, Commercial line Sector The Siam Commercial Samaggi Insurance PCL EVP, Head of International & Corporate SBU ThaiSri Insurance Co Ltd Underwriting Manager Guardian Insurance (Thailand) Co Ltd Underwriter (P&C) Chubb Insurance (Thailand) Co Ltd Property Underwriter Casualty Underwriter Engineering Underwriter New Hampshire Insurance (Thailand Branch) 41 The Siam Commercial Samaggi Insurance Mr. Surachai Lertsittichai Position Executive Vice President, Head, Personal Line Sector Education - Master of Business Administration (Finance), Suffolk University, Boston, USA - Bachelor of Economics (Cum Lauded Honor), University of Massachusetts, Boston, USA - Associate Degree of Business, Yeronga College, Brisbane, Australia Working Experience October 2010 – Present : 1998 – 2010 : 1996 – 1997 : 42 Executives I Annual Report 2011 Head, Personal Line Sector The Siam Commercial Samaggi Insurnace PLC AVP II Accidental & Health American international Assurance Company Limited Project Manager Grand Village Mr. Alongkorn Plangkull Position Senior Vice President, Head, Motor Claim Sector Education - Ramkhamhaeng University, Bachelor of Law Working Experience October 2010 – Present : 2008 – 2010 : 2006 – 2008 : 2005 – 2006 : 2003 – 2005 : 2000 – 2003 : 1992 – 2000 : Head, Motor Claim Sector Manager, Claim Consideration Head Office/Branch Manager, Motor Claim Director, Motor Claim Deputy Director, Motor Claim Manager, Motor Claim Deputy Manager, Motor Claim The Siam Commercial Samaggi Insurance PCL 43 The Siam Commercial Samaggi Insurance Mr. Monson Marukatat Position Executive Vice President, Head, Risk Management Sector Acting Head, Audit Sector Education - Master of Business Administration, Indiana University, USA - Master of Professional Accounting, University of Southern Queensland, Australia - Bachelor of Arts (Economics), Thammasat University - Certified Internal Auditor - Associate in Professional Risk Management Working Experience August 2010 – Present : 2005 – July 2010 : 2003 – 2004 : 2002 – 2003 : 2000 – 2001 : 44 Executives I Annual Report 2011 Head, Risk management Sector Acting Head, Audit Sector Head, Non-Motor Insurance Sector Assistant Managing Director (Business Administration) Senior Manager, Audit Department Manager, Planning and System Development Department The Siam Commercial Samaggi Insurance PCL Ms. Wanna Phalajivin Position Executive Vice President, Head, Finance Sector Education - Master of Business Administration, Thammasat University - Bachelor of Accounting, Thammasat University Working Experience 2005 – Present : 2002 – 2004 : 1985 – 2002 : Head, Finance Sector Manager, Financial Department The Siam Commercial Samaggi Insurance PCL Manager, Financial and Accounting Department Bangkok Union Insurance PCL 45 The Siam Commercial Samaggi Insurance Executives I Annual Report 2011 Mr. Kriengkrai Tangjarukij Mr. Andrew Chun-Wai Leung Position Executive Vice President, Head, Operations Sector Position Executive Vice President Education - Master of Science in Computer Science (Computer & Engineering Management), Assumption University - Bachelor of Arts (Economics), Thammasat University Education - Bachelor of Economics (Actuarial Studies), Macquarie University - Diploma in applied Finance and Investment, Securities Institute of Australia’ Graduate - Fellow of the Institute of Actuaries Australia - Master of Applied Statistics, Macquarie University Working Experience 2005 – Present : 2002 – 2004 : 1997 – 2001 : 1997 : Head, Operations Sector Manager, Planning and System Development Department Deputy Manager, Planning and System Development Department Deputy Manager, Claim Department The Siam Commercial Samaggi Insurance PCL Working Experience 19 December 2011 -Present : June 2009 – September 2011 : October 2007 – June 2009 : April 2006 – September 2007 : March 2005 – March 2006 : Executive Vice President The Siam Commercial Samaggi Insurance PCL Chief Actuary The Insurance Premium Rating Bureau, Thailand National Manager, Actuarial Services Calliden Group, Australia Pricing and Porfolio Manager Calliden Group, Australia Product Actuary, Workers’ Compensation QBE Insurance, Australia Remark: Mr. Andrew Chun-Wai Leung joined the Company on December 19, 2011. 46 47 The Siam Commercial Samaggi Insurance Business And Industry I Annual Report 2011 Ms. Waraporn Pancharoen Business And Industry Position Executive Vice President, Company Secretary Education - Master of Business Administration, The National Institute of Development Administration - Bachelor of Science, Mahidol University Working Experience March 2008 – Present : 2005 – February 2008 : 1997 – 2004 : 1992 – 1997 : 48 Company Secretary Secretary to Board of Directors Assistant Managing Director (Operations) Senior Manager, Information System Center The Siam Commercial Samaggi Insurance PCL Business Profile The Siam Commercial Samaggi Insurance Public Company Limited, a subsidiary of the Siam Commercial Bank (SCB) Group, was founded in 1947 and has successfully established as a non-life insurance operator for over 64 years. The Company provides a wide range of non-life insurance services, categorized broadly into two groups: (1) personal insurance products which include fire insurance, motor insurance, personal accident insurance and health insurance; (2) corporate insurance products which consist of marine insurance and other miscellaneous insurance, including all-risks insurance, engineering insurance, trade credit insurance, directors and officers insurance, products liability insurance, etc. All products and services are offered through a nationwide network of branch offices, agents, brokers and financial institutions, as well as the main channel of SCB branches. 49 The Siam Commercial Samaggi Insurance Business And Industry I Annual Report 2011 • Business Mix Domestic Premiums Growth Under the retail market expansion policy targeted at private clients, the Company was, in 2011, able to increase its business in all lines of insurance products. Our proportion of personal business to corporate business for the year was 85 : 15, compared with the industry’s 80 : 20. Instrumental to disaster mitigation, the non-life insurance market continued to see domestic premiums trending upwards with 11.9% growth in 2011. A total of 139,835 million baht direct premiums were written by 68 non-life insurance operators, consisting of 58 domestic companies, Company’s and Industry’s Business mix in 2011 and 2010 2011 2011 5 branches of foreign insurers and 5 health insurers. For 2011, the Company ranked 12th for direct premiums, reporting total gross premiumsof 3,404.0 million baht or a 15.6% increase from 2,945.0 million baht in the previous year. Premiums Growth Rates in 2011 28.1% 2010 15.6% 2010 23.6% 6.0% Industry's Company's PA & Health 6.8% 11.3% 11.9% Fire 11.5% Motor Marine All-risks, Engineering & Others 2.8% Fire PA & Health Motor 9.1% 11.9% 5.3% Total All-risks, Engineering & Others Marine Industry's Company's Source: Statistics of the Office of the Insurance Commission (OIC) and the Company’s financial statements Source: Statistics of the Office of the Insurance Commission (OIC) and the Company’s financial statements 50 51 The Siam Commercial Samaggi Insurance Business And Industry I Annual Report 2011 • Personal Insurance Products In 2011, the overall industry continued to register strong expansion in the personal products sector, as shown in the 23.6% growth in personal accident and health premiums, and increases of 11.3% and 2.8% in motor and fire premiums, respectively. During the year, the Company’s personal line business also expanded, with growth rates remarkably higher than those of the industry for certain categories, i.e. 28.1% increase in personal accident and health premiums, followed by 11.5% and 11.9% growth in motor and fire premiums. Details of all financial performance are given in Note 23 to the Financial Statements. We have retained our position as one of the leading providers of retail insurance services by offering better coverage and solutions that cater to all client types. Continuing to expand its personal line business through SCB’s countrywide network of branches, the Company has also been one of the major domestic insurers to offer fire insurance with flood protection to the Bank’s home loan customers, thereby helping to alleviate the damage suffered by more than 15,000 clients from the recent floods. In addition, we have improved our internal processes of motor underwriting and motor claims management to achieve efficiency and stable profitability. • Corporate Insurance Products The industry’s corporate line business, however, reported relatively less strong growth compared to the personal sector, with 6.0% increase in marine premiums, and an aggregate increase of 9.1% in premiums from all-risks, engineering and other miscellaneous insurance including aviation and mega-project underwriting. The Company recorded 6.8% growth in marine premiums, and a combined 5.3% increase in all-risks, engineering and other miscellaneous In 2011, the Company’s processes of underwriting and risk assessment underwent improvement by engineering experts. There was also streamlining of our claims management/procedures, while staff were given specialized training to develop their competences in better supporting the provision of Other Management Enhancements The Company has developed approaches to driving each area of its operations to ensure consistency with corporate business expansion. Such across-the-board improvements are aimed at achieving stable and sustainable growth in overall performance. Our work on different aspects of management and organizational development during 2011 can be summarized as follows. • Organizational reinforcement through specialized development: Our staff have been provided with specialist training to enhance their actuarial and risk management skills and expertise. • Continuous strengthening of enterprise risk management: The Company 52 premiums. has implemented the enterprise risk management guidelines by applying them to all areas of practices. The implementation is in line with the Bank’s consolidated supervision policy and requirements, which cover risk management policy guides for credit risk, liquidity risk, operational risk and reputational risk. • Recruitment and development of management personnel for longterm strategic planning towards stable growth: The Company has recruited new management-level members, who are skilled and experienced in actuarial pricing and practices – a profession rarely found in Thailand. 53 The Siam Commercial Samaggi Insurance Management Analysis I Annual Report 2011 Management Analysis Future Plans We have formulated long-term strategies to support future development, as summarized below: • Realigning organizational structure to bolster the Company’s position and its strength in the areas of underwriting, claims management, product development, as well as actuarial and risk management, while raising the standards of claims services; • Enhancing business intelligence capability and boosting internal process efficiency in preparation for future market liberalization; • Maintaining collaboration with the Bank to 54 create value added benefits by developing insurance products that cater to each client type; • Enhancing cooperation with major partners for each product area, and exploring non-bank channels of business; • Increasing capital for financial strength and introducing risk-based capital allocation to efficiently monitor performance and shareholder returns from major product segments. 55 The Siam Commercial Samaggi Insurance Management Analysis I Annual Report 2011 Financial position and capital adequacy ratio • Assets As of December 31, 2011, the total assets of the company was 17,111 million baht, an increase of 242.6 % from that of the preceding year. There was an impact of severe flooding shown in Reinsurance receivables and assets of 11,947 million baht as detailed in Note 3 of Notes to financial statements. The total investment has increased by 16.7% to 3,995 million baht. The investment structure of the company is consisting of low-risk assets such as bonds, investment units, treasury bills, lottery savings, and fixed deposits and bank deposits with investment return of 3.2%. 3,995 3,422 2,952 2011 2010 The net accrued insurance premium income of the company has declined by 4%, compared with that of 2010. As of December 31, 2011, the net accrued insurance premium income was 136 million baht as detailed in Note 7 of Notes to financial statements since the company has arranged the regulation on collection of insurance premium with strict enforcement in accordance with the guidelines and criteria of the Office of 56 2009 Cash and deposits at financial institutions Loans Unit trusts Bill of exchange and Promissory notes Premium savings certificates Debentures Equity Treasury bills Bonds Insurance Commission (OIC). • Liabilities and Stockholders’ equity As of December 31, 2011, the total liabilities have registered at 15,935 million baht, an increase of 384.0% from that of the preceding year, including insurance premium reserve not recognized as revenue for 1,579 million baht, an increase of 10.9%, and revenue received in advance for long-term insurance policy of 885 million baht, an increase of 43.9%. While the loss reserves and outstanding claims increased by 1538.6% which impacted from the flood crisis. There was no significant change in other items. January 1, 2013. Nevertheless, the flood crisis last year has caused significantly more losses than those incurred from normal insurance underwriting. The OIC has therefore issued a notification dated March 8, 2012 re: Types and Categories of Capital including Capital Calculation Criteria and Procedures for Non-life Insurance Companies (No. 2), B.E. 2555 (2012). The announcement exempts non-life operators from incorporating flood claims reserves in their calculation of insurance-risk-based capital, while also easing some other criteria which may concern non-life insurers’ capital calculation. The total stockholders’ equity was 1,176 million baht, a decrease of 30.9% from that of the preceding year, due to an impact of the severe flooding. As of December 31, 2011, the Companyhas shown the net loss of 282 million baht. According to the capital adequacy calculation prescribed by OIC’s latest requirement, the risk-based capital ratio of the Company was 392.7% (unaudited, as of December 31, 2011). • Capital Adequacy The company was able to maintain its capital adequacy position in accordance with the OIC’s requirement. Since September 1, 2011 the OIC has imposed, on all insurance companies, a risk-based capital ratio of not less than 125% which will be adjusted up to 140% effective To ensure the Company’s business preparedness, the Extraordinary General Meeting No. 1/2555 (2012) resolved to approve the Company to increase its registered capital by 660.0 million baht through a rights offering to existing shareholders. The funds from the capital increase will be used as working capital for our future operations. In addition, the company has deferred tax assets of 275 million baht, an increase of 36 million baht from that of 2010. Such transaction is the difference of income tax between accounting standards and actual tax paid under the criteria provided by the Revenue Department as detailed in Note 12 of Notes to financial statements. 57 The Siam Commercial Samaggi Insurance Management Analysis I Annual Report 2011 Operating results With regard to 2011 operating results, the Company recorded premiums written totaling 3,404.0 million baht, or a year-on-year rise of 15.6% as set out in Note 23 to the Financial Statements. Net earned premiums for the year went up by 7.2% to 2,486.0 million baht. Our normal operations reported underwriting expenses of 2,372.0 million baht, thus making an underwriting profit of 201.0 million baht, or 26.7% increase over 2010. After taking investment income of 118.0 million baht into account, the Company had a net profit before tax of 337.0 million baht, an 11.0% increase on the previous year. However, the Company has suffered the effects of the great floods occurring toward end of 2011. We have estimated claims from the disaster to be 11,952.0 million baht in total, of which 607.0 million baht would be net claims. These loss estimates, certified by internationally recognized actuaries, has resulted in the Company reporting an underwriting loss of 406.0 million baht and a net before-tax loss of 270.0 million baht. After taking account of 12.0 million baht income tax following adjustments of deferred taxation rates from 30% to 23% and 20% as detailed in Note 28 to the Financial Statements, the Company posted a net loss of 282.0 million baht, or loss per share of 3.11 baht. Dividend policy and return on stockholders’ equity The dividend policy of the company is to pay back the stockholders once a year at least 50% of the net profit; and such policy has been followed consistently every year. However, the company is required to set aside the net profit as a reserve for at least 5% of the net profit deducted by retained losses (if any) until such reserve has reached 10% of its registered capital in accordance with Article 115 of the Limited Public Company Act and Clause 60 of the regulations of the company. In 2011, the return on equity was (19.6%) resulting from the net loss of 282 million baht; while in 2010 the return on equity was 16.4% generated from the net profit of 278 million baht. Liquidity Under the OIC’s requirements, liquidity ratio is computed by comparing all liquid assets to claims reserves and outstanding claims gross of reinsurance recoverables. As at December 31, 2011 the Company had a liquidity ratio, gross of reinsurance receivables, of 25.6% by comparison with the 2010 ratio of 455.9%. However, after taking into account reinsurance recoverables, the ratio would be 360.8%. This is because over 90% of the loss estimate is cushioned by reinsurance arrangements, either 58 in the form of facultative reinsurance or treaty reinsurance. More than 80% of the claims estimate represent risks ceded to international reinsurers with –A and above credit ratings by Standard & Poor’s or A.M. Best. Therefore, the Management is of the opinion that: the above ratio remains at a level manageable through scrutiny of reinsurance conditions as well as recovery of flood losses from reinsurers; and that the liquidity of the Company is sufficient for its business. 59 The Siam Commercial Samaggi Insurance Management Analysis I Annual Report 2011 Risk Factors • Preventive and mitigation measures The following are potential risk factors which could materially affect our operations and invested capital. 1. Catastrophe Risk The occurrences of large-scale natural disasters nowadays are considered a critical factor that can impact upon the Company’s business. Type of underwriting Fire insurance Each line of our insurance underwriting provides differing types of coverage, with respective protection against natural catastrophes as follows. Type of catastrophe eventตภัยธรรมชาติ ประเภทของมหั Earthquake Tsunami Flood - Motor insurance covered only under 1stclass policy covered only under 1stclass policy covered only under 1stclass policy Miscellaneous insurance • Personal accident insurance covered covered covered • Property insurance covered covered covered • Engineering insurance covered covered covered - - - 2. Reinsurance Risk As part of our business, we seek reinsurance coverage from both domestic and foreign reinsurers to support the expansion of our underwriting lines. The practice is necessary because our retention capacity is limited while we have to ensure appropriate sharing/spreading of the risks assumed. As of December 31, 2011, the Company had a reinsurance-to-gross premiums ratio of 21.6%, with cessions during the year obtained through the arrangements of treaty reinsurance and facultative reinsurance. Note: Each type of coverage shall be based essentially on the insurance policy schedule. Possible exposures in this area include 1) insufficiency of reinsurance scheme against the catastrophe riks; 2) the events of reinsurers defaulting on claims payments; or 3) reinsurers’ lack of financial stability. Procedures for 60 managed the catastrophe risk by providing suitable reinsurance cessions of catastrophe risks in the amount of 1,500 million baht for the year 2011 and up to 2,000 million baht for the year 2012 through annual excess-of-lossreinsurance contracts. Moreover, the Company has considered adjusting the coverage and the insurance premium rates to be appropriate for the factors and risk of the catastrophes that may happen, as reviewed by the actuary. covered where included as covered where included as covered where included as additional peril additional peril additional peril Marine insurance •Others including liability insurance The Company has set maximum sum insured allowable for each type of exposure and has monitored, on a monthly basis, the actual sums insured for all risks assumed. Also in place is a process for monitoring and keeping updated on disaster probability data and analyses through reinsurers and reinsurance brokers. Furthermore, we have applied actuarial principles to implementing accumulation control in collaboration with reinsurance market specialists. We selecting reinsurers and securing reinsurance coverage are therefore very important • Preventive and mitigation measures We have established criteria for screening local and overseas reinsurers, giving prime consideration to their financial security and operational transparency. Another determining factor to select foreign reinsurers is their credit ratings by international agencies like Standard and Poor’s and A.M. Best (credit ratings at least A-). As for local reinsurers, analyses of reinsurers’ financial standing, stability of their capitals, and claims settlement capacity are also conducted by our responsible units and foreign reinsurance brokers, with a view to selecting financially stable reinsurance companies. 61 The Siam Commercial Samaggi Insurance Enterprise Risk Management I Annual Report 2011 Enterprise Risk Management In addition to setting reinsurers’ selection standards, the Company ensures that its reinsurance structure is realigned annually to the nature of each line of underwriting. We seek reinsurers through highly professional brokers 3. Default/Credit Risk The Company’s distribution channels include agents and brokers, whereby insurance policies are issued to the insured first before premiums can be collected from these agents/brokers within the agreed credit terms. We are thus posed with the risk of non-payment of outstanding premiums, which could lead to bad debts or affect our income recognition and liquidity. Such default or credit risk is conditional on three major factors: 1) the Company’s process for collecting premiums due; 2) the intermediaries’ (agents/brokers) ability to deliver collected premiums; as well as 3) their financial stability and professional honesty. As at December 31, 2011, the Company had premiums due and uncollected of 148 million baht or 4.4% of total premiums. The aging summary of the overdue amount, considered a manageable level, is and entered into agreements with them either in the form of facultative reinsurance or treaty reinsurance as well as catastrophe reinsurance. The annual reinsurance structure and the panels of reinsurers are to be accepted by the Risk Management Committee. shown under Note 7 to the Financial Statements. • Preventive and mitigation measures We manage the collection of premiums due by: setting specific and rigorous collection guidelines; maintaining and reviewing receivables aging on a monthly basis; and regularly tracking payments. To further reduce the risk of default, the Company has established the criteria for screening brokers and agents based on their financial solidity, while laying down the requirement for provision of bank guarantee or guarantor. Time limit for premiums collection has also been set as per legal requirements. Any overdue payments which cannot be collected will be handled by the Premiums Collection Unit in accordance with the Company’s premiums collection procedure. The devastating floods toward the end of 2011 are regarded, in risk management terms, as a tail risk. Looking back over the past 33 years since the non-life insurance business started to collect statistics officially, we find that a flood event causing damage on a similar scale to the recent disaster has never happened in Thailand before. Even the tsunami in 2004 is also considered an “unusual” event, but the difference is that technically the occurrence likelihood of this kind of tsunami is very low. Thai non-life insurers and overseas reinsurers have never hitherto viewed Thailand as a high-risk country – not even after the tsunami incident. However, the deluge last year has completely changed the picture of Thailand, from a country outside the catastrophe map to one of the world’s top-ten countries with catastrophe insurance losses. Risk management is a concept which seeks to find a balance between loss probability and loss value of a given event. In fact, each of us already exercises risk management in our daily life, from deciding to leave home, commuting/ traveling to crossing streets and playing sport/ games. We decide to do something, because we think there is very little likelihood of a loss event despite its possible severe impact such as an accident; or on the other hand, we believe it is likely to happen but the impact would be very low. Non-life insurance business is the same thing. But instead of assessing the likelihood and effects of an event subjectively, it uses historical 62 statistics available as the basis for risk management decision-making. However, the lesson learned from the great floods is that tail risk is nearer to home than we thought. Unpreparedness for extreme events due to perceived improbability can make the business fail to take measures to respond to losses. This may range from failing to factor value at risk into pricing of premiums; lack of accumulation control to allow for widespread losses, to keeping an appropriate level of risks written. The floods have thus affected the financial position of non-life operators across the board. Risk management is still considered a new area of knowledge or science in the world. The theories and concepts, on which most risk management processes are based, were all developed after 2000. The tail events over the last five years, e.g. hurricane Katrina in 2005, US economic crisis in 2007, Japan’s earthquake and tsunami in 2011, and Thailand’s floods in 2011 will lead to major reforms in risk management processes and perspectives as well as regulatory supervision, all aimed at ensuring strengthened capacity of the business to cope with future uncertainties. Changes have also been reflected in risk management efforts of the insurance business in Thailand, with companies having only adopted enterprise risk management (ERM) for no more than five years. They started by formulating a 63 The Siam Commercial Samaggi Insurance comprehensive risk management policy that covers every area of risk; developing an operational risk management process with relevant key risk indicators (KRI); and devising risk management processes for other areas, e.g. strategic risk, liquidity risk and insurance risk. Yet, insurers are still a long way from employing quantitative risk management tools to assess their preparedness for tail risks. Regarding the state’s role, the Office of Insurance Commission (OIC) has played a part in supporting Thai non-life insurers to adjust to market competition by requiring each company to maintain robust risk management processes. The OIC is currently imposing the risk-based capital (RBC) requirements on all insurance operators. It will next push for conformity to international standards by requiring all insurers to assess their preparedness for extreme risks through stress test or scenario test as well as setting minimum criteria for passing the tests. It is expected the insurance industry will take another five years or so to achieve the standards. Having appropriate risk management processes has enabled the Company to be well prepared for the deluge last year. After assessing that our head office’s location would be affected by floods, we followed the contingency plan procedures which had been regularly practiced throughout the previous three years. A group of staff were relocated to operate from our backup center equipped with IT systems and up-to-date databases. Another group went to work in an unaffected off-site location. The data and telephone systems of both sites were connected with the head office, where a number of staff continued their duties amid 64 Enterprise Risk Management I Annual Report 2011 inundated surroundings. Those members of staff not required by the contingency plan to report for work were allowed to telecommute by connecting to the office’s systems. We were able to keep all staff informed or make appointments via the “Call Tree” – a procedure practiced annually, thus allowing us to deliver steady service to our customers and partners throughout the three weeks of contingency plan implementation. On future preparations, the Company has made plans for risk management implementation as follows: • Review and revise the risk management framework/processes to allow for events similar to the recent deluge by: adjusting premium rates; lowering risks through setting of sublimits; and maintaining accumulation control. We are well aware that there remain other risks of rare and extreme events. • Modernize operational risk management process by applying quantitative tools for risk assessment and control; • Adopt full implementation of the “three lines of defence” approach by promoting inclusive participation in systematic risk management by all units concerned, ranging from the riskowner units, the risk management unit, to the internal audit unit; • Introduce the risk management framework in other areas of risk, in addition to those already implemented; • Develop a quantitative risk management database system; • Ensure readiness of personnel to accept modern risk management tools; • Revise contingency plans based on lessons learned from the floods. Floods-related non-life insurance statistics 1. Catastrophes with over 100 fatalities in 2011 It can be said that 2011 is truly a year of catastrophes, as the world has faced the highest economic and insured losses since records were first kept. Economic losses totaled US$ 380.0 billion, while insured losses came to US$ 105.0 billion. The losses, arising from a total of 820 catastrophe events, were higher than those of 2005 (US$ 262.0 billion) when hurricanes Rita, Wilma and Katrina struck the United States’ coastline. If 2005 is a year of storms, then 2011 is a year of earthquakes, especially in New Zealand and Japan, causing US$ 228.0 billion economic losses and US$ 50.0 billion insured losses. Nearly 90% of the 2011 catastrophes were caused by the weather (310 floods, 300 storms). Last year’s overall climate-causing insured losses were the second largest. After inflation adjustment, one may say that 2011 should be recorded as a year of catastrophes triggered by extreme weather. Divided by continent, the catastrophes occurred during 2011 consist of: 240 events in Asia; 290 in America, 150 in Europe; 80 in Africa; and 60 in Australia. 65 The Siam Commercial Samaggi Insurance Enterprise Risk Management I Annual Report 2011 4. Number of factories and sums insured of flooded industrial estates 2011 2. Loss estimates Total loss estimate 486 billion baht Number of insured 84,300 divided into: • Industrial sector 90% • Household sector 10% Source: The Office of Insurance Commission (OIC) 3. Industrial loss estimates A. Unit: million baht B. C. Number of factories Total sum insured (million baht) Navanakorn 235 118,867 Rojana 241 108,014 Bang Pa-In 156 90,078 Bang Kradi 106 80,318 Hitech 73 43,173 Saharatana Nakorn 57 15,828 Factory Land 58 505 Total 926 456,783 By industrial estate Value of constructions and machinery Machinery (B=Ax0.56) Stocks D. Loss estimate (B+C) Saharatana Nakorn 9,106 5,099 2,973 8,072 Rojana 86,986 48,712 25,913 74,625 Hitech 33,294 18,645 13,434 32,079 Name of reinsurer Bang Pa-In 30,215 16,920 10,612 27,532 Thai Reinsurance $325-$455 (10-14 พันล้านบาท) Factory Land 2,160 1,210 686 1,896 Navanakorn 92,614 51,864 34,647 86,511 Lloyd’s NKSJ Holdings Munich Re $2,200 $1,300 $642 Bang Kradi 6,525 3,654 3,042 6,696 Total 260,900 146,104 91,307 237,411 Swiss Re Zurich Financial XL Group $600 $250-$300 $135-$185 SCORE Everest Re Partner Re Endurance Transatlantic $180 $145 $120 $76.5 $72 Arch Capital Validus Aspen Flagstone Re $65 $55.5 $54 $50-$55 Allied World Axis Capital $40-$50 $48 RenaissanceRe Argo Group Alterra $45 $25-$35 $30 Platinum Underwriters $27.9 Unit: million baht Value of constructions and machinery Machinery (B=Ax0.56) Stocks D. Loss estimate (B+C) Chainat 3,246 1,793 2,645 4,438 Nakorn Sawan 7,338 4,083 4,262 8,345 Nonthaburi 30,536 16,920 14,291 31,211 Pathumthani 62,834 35,187 27,738 62,925 Ayutthaya 105,315 58,820 32,501 91,321 Lopburi 52,139 29,180 8,303 37,483 Angthong 1,732 931 448 1,379 Uthai Thani 239 134 105 239 Total 263,379 147,048 90,293 237,341 By province A. B. C. Source : Ministry of Industry 66 Industrial park/estate Source: The Office of Insurance Commission (OIC) and Post Today (October 19, 2011) 5. Losses for reinsurers Loss estimates Source: Insurance Journal / Dow Jones Newswires / Business Insurance 67 The Siam Commercial Samaggi Insurance I Annual Report 2011 Related Party Transactions Summary of related party transactions and type of business and relationship of related companies ( showing material transactions only) Related Party Transactions The Audit Committee has reviewed the report summarizing the Company’s related party transactions and has reported its opinion on such transactions to the Board of Directors. All related party transactions, duly audited by the external auditors, have been properly disclosed in detail in the notes to the quarterly and annual financial statements. • Nature of Transactions The Company has set out, in Note 30 to the Financial Statements, details of the transactions and balances with related parties as at December 31, 2011 including type of business and relationship of the related parties. During the year, a portion of the Company’s assets, liabilities, income and expenditure represented transactions undertaken with parties related to it through cross-shareholdings or 68 cross-directorships, as well as transactions with controlled entities of its major shareholder. The Management believed the major shareholder had no material influence over any of these related parties. Such transactions ranged from bills of exchange, bank deposits, insurance premiums, interest and dividend income, insurance claims, commissions and brokerages, to other underwriting expenses. All transactions were carried out in the ordinary course of business according to normal trade terms in ensuring maximum benefit to the Company. Neither the major shareholder nor any controlled entities of the major shareholder operated business of related or competing nature. The Company therefore had no policy or practices of conducting business transactions with parties that might pose a conflict of interest. 69 The Siam Commercial Samaggi Insurance • Justification for Transactions The transactions entered into between the Company and related parties were those transactions that supported the Company in maintaining and expanding its client base while enabling its operations to achieve stable growth. In terms of justification, all of them represented normal business transactions made in compliance with the rules and requirements of the Office of the Insurance Commission (OIC). They were carried out on standard trade terms with the Company’s best interest taken into account. Pricing policy for such transactions were the same as those applicable to general clients. The various forms of investment maintained by the Company, i.e. bank deposits, investments in mutual funds and promissory notes and • Approval Procedure Decisions concerning transactions with related persons or companies, either relating to underwriting, deposit or investment, have to be made with the approval of the Board of Directors and/or the Investment Committee within the delegated limits and in accordance with regular business practices and general 70 Related Party Transactions I Annual Report 2011 shareholdings in related companies, represented the Company’s approach to investment management in ensuring a diversified portfolio and maximum investment returns. Insurance business transactions during the year such as premiums written, claims payments, commissions/brokerages and underwriting expenses, were all conducted as part of the Company’s normal business practices. The aim was to expand the underwriting business, reflecting a common goal for all other insurers who also seek to achieve business expansion through alliance partners. Transactions of insurance claims were also made through a claims management process which was the standard service for all customers of the Company. • Future Policy and Trends Future transactions between the Company and its major shareholder, associated companies or any party/person with potential conflict of interest will be governed by a policy stipulating standard business practices. The Company will conduct all transactions with fairness, transparency and accountability to ensure its best interests. Related party transactions are likely to remain in the future, since the Company would still aim to broaden its retail and corporate customer base and to focus on those investments that deliver highest possible returns with appropriate level of risk. In this regard, the major shareholder and affiliates of the Company all represent separate entities which would enable the Company to reach its established goals. In addition to the existing reinsurance treaty between the Company and the Thai Reinsurance Public Company Limited, the Company will have to follow the policy of the Office of the Insurance Commission which requires all insurance operators to make cession to and retrocession from the Thai Reinsurance PCL. Such transactions are regarded as related party transactions arising as a result of compliance with state policy. commercial terms. All transactions have to comply with the laws governing securities and exchange, as well as the rules, notifications, orders and requirements of the Stock Exchange of Thailand. They should also conform to the accounting principles on disclosures of related party transactions and acquisition or disposal of significant asset prescribed by the Federation of Accounting Professions. 71 The Siam Commercial Samaggi Insurance Financial Statement I Annual Report 2011 Audit Report of Certified Public Accountant To the Shareholders of The Siam Commercial Samaggi Insurance Public Company Limited I have audited the accompanying statements of financial position of The Siam Commercial Samaggi Insurance Public Company Limited as at 31 December 2011 and 2010; and the related statements of comprehensive income, changes in equity and cash flows for the years then ended. The Company’s management is responsible for the correctness and completeness of information presented in these financial statements. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards requirethat I plan and perform the audit to obtain reasonable assurance about whether the financial statements arefree of material misstatement. An audit includes examining, on a test basis, evidence supporting theamounts and disclosures in the financial statements. An audit also includes assessing the accountingprinciples used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of The Siam Commercial Samaggi Insurance Public Company Limited as at 31 December 2011 and 2010 and the results of its operations and its cash flows for the years then ended in accordance with Financial Reporting Standards. As explained in notes 2, 4, 17 and 27 to the accompanying financial statements, with effect from 1 January 2011 the Company has adopted certain new and revised financial reporting standards and the Notification of the Office of Insurance Commission, regarding “Rules Procedures Condition and Timing Period for Preparation and Submission of the Financial Statements and Reporting the Operation of Non-life Insurance” No. 2 B.E. 2553, dated 27 May 2010. The Company’s financial statements for the year ended 31 December 2010 have been restated accordingly. (Pantip Gulsantithamrong) Certified Public Accountant Registration No. 4208 KPMG Phoomchai Audit Ltd. Bangkok 20 January 2012 72 73 The Siam Commercial Samaggi Insurance 74 I Annual Report 2011 Financial Statement 75 The Siam Commercial Samaggi Insurance 76 I Annual Report 2011 Financial Statement 77 The Siam Commercial Samaggi Insurance 78 I Annual Report 2011 Financial Statement 79 The Siam Commercial Samaggi Insurance 80 I Annual Report 2011 Financial Statement 81 The Siam Commercial Samaggi Insurance 82 I Annual Report 2011 Financial Statement 83 The Siam Commercial Samaggi Insurance 84 I Annual Report 2011 Financial Statement 85 The Siam Commercial Samaggi Insurance 86 I Annual Report 2011 Financial Statement 87 The Siam Commercial Samaggi Insurance 88 I Annual Report 2011 Financial Statement 89 The Siam Commercial Samaggi Insurance 90 I Annual Report 2011 Financial Statement 91 The Siam Commercial Samaggi Insurance 92 I Annual Report 2011 Financial Statement 93 The Siam Commercial Samaggi Insurance 94 I Annual Report 2011 Financial Statement 95 The Siam Commercial Samaggi Insurance 96 I Annual Report 2011 Financial Statement 97 The Siam Commercial Samaggi Insurance 98 I Annual Report 2011 Financial Statement 99 The Siam Commercial Samaggi Insurance 100 I Annual Report 2011 Financial Statement 101 The Siam Commercial Samaggi Insurance 102 I Annual Report 2011 Financial Statement 103 The Siam Commercial Samaggi Insurance 104 I Annual Report 2011 Financial Statement 105 The Siam Commercial Samaggi Insurance 106 I Annual Report 2011 Financial Statement 107 The Siam Commercial Samaggi Insurance 108 I Annual Report 2011 Financial Statement 109 The Siam Commercial Samaggi Insurance 110 I Annual Report 2011 Financial Statement 111 The Siam Commercial Samaggi Insurance 112 I Annual Report 2011 Financial Statement 113 The Siam Commercial Samaggi Insurance 114 I Annual Report 2011 Financial Statement 115 The Siam Commercial Samaggi Insurance 116 I Annual Report 2011 Financial Statement 117 The Siam Commercial Samaggi Insurance 118 I Annual Report 2011 Financial Statement 119 The Siam Commercial Samaggi Insurance 120 I Annual Report 2011 Financial Statement 121 The Siam Commercial Samaggi Insurance 122 I Annual Report 2011 Financial Statement 123 The Siam Commercial Samaggi Insurance 124 I Annual Report 2011 Financial Statement 125 The Siam Commercial Samaggi Insurance 126 I Annual Report 2011 Financial Statement 127 The Siam Commercial Samaggi Insurance 128 I Annual Report 2011 Financial Statement 129 The Siam Commercial Samaggi Insurance 130 I Annual Report 2011 Financial Statement 131 The Siam Commercial Samaggi Insurance 132 I Annual Report 2011 Financial Statement 133 The Siam Commercial Samaggi Insurance 134 I Annual Report 2011 Financial Statement 135 The Siam Commercial Samaggi Insurance General Information I Annual Report 2011 General Information Type of Business Non-Life Insurance Authorized Share Capital 462,000,000 Baht Paid-up Share Capital 454,452,155 Baht Head Office : Bangkok The Siam Commercial Samaggi Insurance Public Company Limited 2/4 Siam Commercial Samaggi Insurance Tower, 12th Floor, Northpark Project, Vibhabadi Rangsit Road, Thung Song Hong, Laksi, Bangkok 10210 Tel : 0-2555-9100 Fax No. 0-2955-0205 E-mail Address : scsmg@scsmg.co.th Website : http://www.scsmg.co.th Northern Chiangmai Branch Manager Branch : MR. SOMCHAI THAIEIAD (Acting) 264/6 Mahidol Road, Tambol Padad, Ampur Muang, Chiangmai 50100 Tel : 0-5328-1213-4, 0-5320-1434-6 Fax No. 0-5328-1215 Covered Areas : Chiangmai, Chiangrai, Lamphun, Lampang, Phrae, Nan, Phayao, Mae Hong Son E-mail : chiangmai@scsmg.co.th Phisanulok Branch Manager Branch : MISS. BOONYARAT WUTHISRISATHIENKUL 5/12-13 Moo 5 Singhawat Road, Tumbol Banklong, Ampur Muang, Phisanulok 65000 Tel : 0-5524-2522-4 Fax No.0-5524-2521 Covered Areas : Phisanulok, Sukhothai, Nakhonsawan, Chainat, Kamphaengphet, Tak, Phichit, Uttaradit, Uthai Thani E-mail : pitsanuloke@scsmg.co.th 136 137 The Siam Commercial Samaggi Insurance General Information I Annual Report 2011 Central Nakhonpathom Branch Manager Branch : MISS. SUREE BUNLUEDEJ 77/7-8 Malaiman Road, Tambol Lumphaya, Ampur Muang, Nakhonpathom 73000 Tel : 0-3427-3038-9 Fax No. 0-3421-8741 Covered Areas : Nakhonpathom, Sumutsakron, Sumutsongkram,Suphanburi, Ratchaburi, Pecthchaburi, PrachuapkhiriKhan, Kanchanaburi E-mail : nakhonpathom@scsmg.co.th Lopburi Branch Manager Branch : MR. ASAVIN JINDAANUNYOTH 256/10-11 Moo 2 Phaholyothim Road, Tumbol Tha-Sala, Ampere Muang, Lobburi 15000 Tel : 0-3661-3473-4 Fax No.0-3662-6341 Covered Areas : Lobburi, Saraburi, Ayuhthaya, Sing Buri, Angthong, Pecthchabul, Nakhon Nayok E-mail : lopburi@scsmg.co.th Northeastern Ubonratchathani Branch Manager Branch : MISS NATTAKARN SRIPINIT 157 Upparat Road, Tambol Naimuang, Ampur Muang, Ubonratchathani 34000 Tel : 0-4526-2846, 0-4526-2849 Fax No.0-426-2565 Covered Areas : Ubonratchathani, Yasothon, Amnatcharoen, Sisaket E-mail : ubon@scsmg.co.th Eastern Pattaya Branch Manager Branch : MR. SANGSOON PATTHANAKUL 206/108 Kiangtale Plaza, Pattayaklang Road, Tambol Nongplue, Ampur Banglamung, Chonburi 20260 Tel : 0-3842-6801-3 Fax No.0-3842-7220 Covered Areas : Pattaya, Chachoengsao, Chonburi, Rayong, Chantaburi, Trat, Sa Kaeo, Phrachin Buri E-mail : pattaya@scsmg.co.th Khonkaen Branch Manager Branch : MR. SOMCHAI THAIEIAD (Acting) 381/50 Moo 17 Mittraphap Road, Tambol Ni Muang, Ampur Muang, Khonkaen 40000 Tel : 0-4327-1681-3 Fax No.0-4327-1684 Covered Areas : Khonkaen, Kalasin, Mahasarakram, Roiet E-mail : khonkaen@scsmg.co.th Nakonratchasima Branch Manager Branch : MR. CHUTCHAWAL KMOLSIRIPASRIT 751/17 Mittraphap Road, Tambol Ni Muang, Ampere Muang, Nakonratchasima 30000 Tel : 0-4434-2634-5 Fax No.0-4434-2633 Covered Areas : Nakonratchasima, Chaiyaphum, Buriram, Surin E-mail : korat@scsmg.co.th Udonthani Branch Manager Branch : MISS POONSUB CHARDSUNGNEON 220/2-3 Moo 8, Udon-Nongkhai Road, Tambol Moomon, Ampur Muang, Udonthani 41000 Tel : 0-4232-5641-3 Fax No.0-4232-5640 Covered Areas : Udonthani, Sakonnakhon, Nongbualamphu, Nongkhai, Loei, Nakhon Phanom, Mukdahan E-mail : udon@scsmg.co.th 138 Southern Surathani Branch Manager Branch : MR. CHAIYUT PORMPHET 244/15 Moo 1, Surat-Nasarn Road, Tambol Makhamtia, Ampur Muang, Surathani Branch 84000 Tel : 0-7721-8970, 0-7721-9031, 0-7721-9070 Fax No.0-7721-8361, 0-7721-9044 Covered Areas : Surathani, Nakhonsithammarat, Chumporn, Trang, Krabi E-mail : surat@scsmg.co.th Hadyai Branch Manager Branch : MR. PAIBOON SIRIKULTHANASUP 591 Supasarnrangsun Road, Tambol Hadyai, Ampur Hadyai, Songkhla 90110 Tel : 0-7436-4782-3 Fax No.0-7436-4784 Covered Areas : Hadyai, Songkhla, Phatthalung, Yala, Pattani, Narathiwat E-mail : hatyai@scsmg.co.th Phuket Branch Manager Branch : MR. CHAIYUT PORMPHET 17 Soi 3, Pattana Road, Tambol Tlard Nua, Ampur Muang, Phuket 83000 Tel : 0-7625-6841-3 Fax No. 0-7625-6844 Covered Areas : Phuket, Ranong, Phang-Nga E-mail : phuket@scsmg.co.th 139 The Siam Commercial Samaggi Insurance General Information I Annual Report 2011 Shareholding Structure Major Shareholders as at December 30, 2011 Dividend Payment Policy The Company has a policy to pay an annual dividend to its shareholders at a rate of not less than 50% of the net profit. Reference Parties Thailand Securities Depositories Co.,Ltd. 62 The Stock Exchange of Thailand Building, Ratchadapisek Road, Khet Klongtoey, Bangkok 10110 Tel : 0-2229-2000, 0-2229-2800 Fax No.0-2654-5427 Share Registrar Auditor As at December 30, 2011, total registered paid-up share capital of the company was Baht 454,452,155 divided into 90,890,431 shares of Baht 5 each. Remuneration for auditor KPMG Phoomchai Holdings Co., Ltd. 48th - 51st Floor, Empire Tower 195 South Sathorn Road, Bangkok 10120 Tel : 0-2677-2000 Fax No.0-2677-2222 Commercial Bank The Siam Commercial Bank PCL. : Ngamwongwan Branch 66/7 Moo 2 Ngamwongwan Road, Bangkhen Tambol, Ampur Muang, Nonthaburi 11000 Tel : 0-2589-2375-8 Fax No.0-2591-5190 The company paid for remuneration for auditor in 2011 as follows : The Siam Commercial Bank PCL. : Bang Khen Branch 1436/10-13 Pahonyothin Road, Ladyao, District Chatuchak, Province Bangkok 10900 Tel : 0-2513-2758-9, 0-2513-5383 Fax No. 0-2513-0258 Government Housing Bank : Head Office 63 Rama 9 Road, Huaykwang, Bangkok 10320 Tel : 0-2645-9000 Fax No. 0-2645-9001 140 141 VISION To be a leading insurer operating under good governance Principles with maximum confidence and satisfaction from customers, shareholders and employees. MISSION • To be committed to providing excellent insurance services; • To develop and maintain a loyal, long-term customer base; • To reach a wider valued clientele; • To fairly protect the interests of all customers, business partners, shareholders and employees; • To cater to need of customers through comprenhensive product innovation. 142 The Siam Commercial Samaggi Insurance I Annual Report 2011