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BKI Annual 08-Eng-6Color_John_.indd

VIEWS: 97 PAGES: 124

									ANNUAL REPORT 2008
BANGKOK INSURANCE PUBLIC COMPANY LIMITED




                              ª°Àπâ“
Vision
Bangkok Insurance aims to be the most preferred
non-life insurer in Thailand
We will sustainably grow our business through:
  - Financial Soundness
  - Diversified Product Ranges
  - Client Centricity
With due emphasis on:
  - Enterprise-Wide Risk Management
  - People and Technology Capabilities
  - High Standard of Corporate Governance and Social Responsibility
                                                                                  CONTENTS
VISION                                                                        2

FINANCIAL HIGHLIGHTS                                                          5

MESSAGE FROM THE CHAIRMAN OF THE ADVISORY BOARD                               6

MESSAGE FROM THE CHAIRMAN                                                     8

THE THAI NON-LIFE INSURANCE INDUSTRY IN 2008 AND OUTLOOK FOR 2009            11

RISK FACTORS                                                                 15

MAJOR PROGRESS IN 2008                                                       18

REPORT OF THE COMPANY’S OPERATIONS                                           22

INVESTMENT INCOME                                                            27

INVESTMENTS IN SECURITIES                                                    29

SUMMARY OF QUARTERLY FINANCIAL RESULTS                                       30

THREE YEARS REVIEW                                                           31

ADVISORY BOARD                                                               33

BOARD OF DIRECTORS AND BOARD OF DIRECTORS PROFILE                            34

MANAGEMENT COMMITTEE AND MANAGEMENT COMMITTEE PROFILE                        38

SOCIAL ACTIVITIES IN 2008                                                    50

REPORT OF THE AUDIT COMMITTEE                                                54

REPORT ON THE BOARD OF DIRECTOR’S RESPONSIBILITY FOR FINANCIAL STATEMENTS    56

REPORT OF INDEPENDENT AUDITOR                                                57

BALANCE SHEETS                                                               58

INCOME STATEMENTS                                                            60

STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY                                64

STATEMENTS OF CASH FLOWS                                                     68

NOTES TO FINANCIAL STATEMENTS                                                69

THE COMPANY’S FINANCIAL STATUS                                               86

FINANCIAL RATIO                                                              89

RELATED PARTIES TRANSACTIONS                                                 90

SHAREHOLDING IN OTHER COMPANIES                                              91

ORGANIZATION STRUCTURE                                                       92

THE MANAGEMENT                                                               93

SHAREHOLDINGS STRUCTURE                                                     104

PRINCIPLES OF GOOD CORPORATE GOVERNANCE                                     108

GENERAL INFORMATION                                                         119

LINES OF BUSINESS                                                           122




                                                                                    3
            Worry Free
 with diversified product ranges
that will truly satisfy your needs
                                                                                                      FINANCIAL HIGHLIGHTS
                                                        2008           2007     Change        2008

   For The Year                                    (Baht’000)     (Baht’000)         %    (USD’000)

   Premium Written                                 7,778,619      7,656,311        1.6     222,898

   Income on Underwriting                          1,046,336        646,157       61.9       29,983

   Operating Expenses                                612,886        564,172        8.6       17,562

   Net Underwriting Profit                            433,450         81,985      428.7       12,421

   Net Investment Income                             674,779        589,155       14.5       19,336

   Gain (Loss) on Sale of Securities and Assets      (21,635)       186,791     (111.6)       (620)

   Share of Income from Associated

   Accounted for under the Equity Method                2,926        20,120      (85.5)         84

   Income before Income Tax                        1,089,520        878,051       24.1       31,220

   Income Tax                                        208,196        170,302       22.3        5,966

   Net Income                                        881,324        707,749       24.5       25,255


   At Year - end

   Unearned Premium Reserve                        2,508,589      2,453,829        2.2       70,315

   Shareholders’ Equity                            9,202,580     13,673,817      (32.7)    391,826



   Per Share                                                                                 (Baht)

   Basic Earnings Per Share                             17.38          13.96      24.5            -

   Ordinary Share (Shares)                        50.7 Million   50.7 Million         -           -

   Dividends                                            12.00          12.00          -           -

   Book Value                                         181.51         269.70      (32.7)           -

   Market Price (High-Low)                           286-173        292-216           -           -

   Market Price at Year-end                               176            274     (35.8)           -

USD 1     = Baht 34.8977
GBP 1     = Baht 50.6519
EUR 1     = Baht 49.2015
YEN 100   = Baht 38.5868




                                                                                                               5
MESSAGE FROM THE CHAIRMAN OF THE ADVISORY BOARD




                                                            A   t the end of 2008, the world economic situation was in a state of serious recession due to the financial

                                                  problems of America, which are still spreading to other countries throughout the world. As a result, there was a sudden

                                                  lack of financial liquidity and financial stringency. Stock prices plunged down more than 50 percent in markets around the

                                                  world and a large number of big and famous financial institutions suffered losses or eventually went bankrupt. Businesses

                                                  were in a mess with no sufficient cost of investment, which finally led to employees being laid-off in order to reduce costs.

                                                  Consumers then had no confidence and suddenly slowed their spending, hence the profits of the investment kept

                                                  declining. The aforementioned problems are now getting more and more serious in the year 2009, with no sign of ending.

                                                  The stock markets are still fluctuating and sensitive to daily news. The IMF expected that the world economic growth would

                                                  reduce from 3.4 percent in 2008 to -0.5 or -1.0 in 2009, whereby the economies of developed countries such as America,

                                                  Europe and Japan are worsening, all with a negative growth rate.

                                                            Although the finance markets and the financial institutions in Thailand suffered no direct and severe impact

                                                  from this crisis, the income from exports decreased significantly due to lower global demand, and Thailand is one of the

                                                  world’s biggest exporters. Consequently, the growth rate of Thailand was reduced to 2.6 percent in 2008, compared with

                                                  4.9 percent in 2007. Even if the government has already spent a great deal of its budget to sustain and stimulate the

                                                  economy in various aspects, it would take quite a long time to see the concrete results of these policies.




   6
         In spite of the economic recession, Bangkok Insurance Public Company Limited is still intent on going ahead and

providing its customers with more quality of services by means of more stringent operating policies and adhering to the

rules and regulations of the Office of Insurance Commission. This is in order to create confidence among customers and to

place an emphasis on the maintenance of monetary fund to cover the feasible risks.

         On behalf of the Advisory Board of Bangkok Insurance Public Company Limited, I would like to take this

opportunity to express my utmost gratitude to our shareholders, customers, business partners, business allies and all

parties for their confidence in the Company. The Company also promises to strictly maintain the principle on good

corporate governance and responsibility for society. Finally, I would also like to thank the Company’s management team

and all our employees, who have performed their work eagerly, resulting in the Company’s steady financial growth and

success. May all of you be blessed with strength, patience and the capability to overcome any obstacle.




(Mr. Chatri Sophonpanich)




                                                                                                                            7
MESSAGE FROM THE CHAIRMAN




                                      T   he year 2008 was another year in which Thailand was confronted with troubles from both the political

                            situation and the economic recession, which lead to downward economic growth for the second successive year and

                            inevitably affected the expansion of non-life insurance industry, which can be clearly seen in the continual decrease of the

                            growth rate of non-life insurance industry over the past three years. According to the statistical report of the Office of

                            Insurance Commission, the growth rate of overall non-life insurance industry in 2008 increased only by 5.4 percent,

                            compared with 5.8 percent in of the previous year.

                                      For the year 2009, should the government fail to rapidly implement a policy on economic recovery stimulation via

                            any mega project, confidence in the investment recovery of the private sector, as well as people’s spending, will be badly

                            affected. Moreover, it will result in the decrease of economic growth as expected by most parties. If so, the growth rate of

                            the non-life insurance industry may not be over 1.2 to 2 percent, which would be the lowest in 9 years.

                                      For the non-life insurance companies with neither big projects nor new investment, the market of general

                            customers is the main one from which all companies try their best to take market share. Also, it is noted that several

                            insurance companies have concentrated more and more on the control of compensation rate by means of increasing the

                            premium among high-risk groups in order to meet with the higher costs. This is especially so for motor insurance, which

                            makes up 60 percent of the premium and had the lower rate of damage in 2008. Furthermore, new products of low-cost

                            policies have been launched as alternatives for the customers during the period of a high cost of living, and the feedback

                            thereof is very satisfactory.

                                      For investment, which was the most significant income of insurance companies in 2008, the revenue of

                            companies fell dramatically due to the economic downturn, the fluctuation of the stock market, and the falling rate of

                            interest. Moreover, it is expected that this situation will continue in 2009, and, therefore, insurance companies will have to

                            well adjust their strategic plans and also be more careful about the investment.

                                      Bangkok Insurance Public Company Limited has carefully employed the policy of insurance by establishing

                            conditions and premium rates appropriate with the risks, conducting Risk Survey and Risk Management to assess more

                            possible risks and emphasizing the analysis of customer information so as to enhance the efficiency of insurance. For

                            market expansion, the Company is able to vastly expand the market of general customers via Telemarketing and




8
Bancassurance, thanks to the brand development that enables the Company to be more recognized and accepted.

Regarding customer convenience, the Company has set up more premium payment channels and more service points by

opening more branches, and offered a premium installment plan without interest. For social services, the Company has

continued such established projects as its public health program, scholarships, vocational promotion for community, arts

and cultural programs, etc. In addition, the Company launched its “Unplug” project to encourage employees and other

interested parties to help save energy and reduce global warming.

          The Company’s total written premium for 2008 stood at Baht 7,779 million, an increase of 1.6 percent with

earnings before tax of Baht 1,089 million, consisting of 39.8 percent from underwriting and 60.2 percent from investment.

Our underwriting net profit amounted to Baht 881 million, representing a 24.5 percent rise compared to the previous year.

In sum, the Company’s earnings per share were Baht 17.38. Moreover, the Company was still ranked for its financial

reliability by the Standard and Poor’s (S&P) Institution with a score of A-, which is considered a good level and indicative

of stable credit ratings despite many negative factors.

          Finally, on behalf of the Board of Directors, I would like to take this opportunity to thank all of our customers,

partners, shareholders, business allies and all parties concerned for their support. I would also like to thank the

Company’s management and employees who performed their work eagerly, resulting in the Company’s steady financial

growth and success. Also, as the first and the only insurance company in Thailand to receive the Corporate Social

Responsibility Award from the 12th Asia Insurance Industry Award in Hong Kong, the management and all our employees
promise to strictly maintain the Company’s principle on good corporate governance and responsibility for society.




(Mr. Chai Sophonpanich)




                                                                                                                               9
        Worry Free
with simple steps to claiming
                                                                                                                                          THE THAI NON-LIFE INSURANCE INDUSTRY IN 2008 AND OUTLOOK FOR 2009
        I  n 2008, the Thai non-life insurance industry experienced certain growth, with a total direct premium for the entire industry

of Baht 106,254 million, an increase of 5.4 percent, approximate to that in 2007, which had 5.8 percent growth rate (preliminary

data as at February 10, 2009). Marine insurance achieved the highest growth rate of 9.7 percent, due to certain growth of exports

and imports, followed by miscellaneous insurance, having a growth rate of 6.7 percent, due mainly to increasing premium rates of

35.0 and 14.6 percent for health insurance and personal accident insurance, respectively, as a consequence of such new

distribution channels as Bancassurance and Telemarketing. Fire insurance had a rising growth rate of 5.7 percent, compared to

2007, which had a negative growth rate of 1.0 percent. Meanwhile, motor insurance experienced only a 4.5 percent growth rate,

compared to 5.8 percent in 2007, due to a negative growth rate, for the second year in a row, of 2.5 percent of motor sales,

resulting from the economic crisis and increasing oil prices, which reduced consumers’ purchasing power, coupled with financial

institutions’ greater strictness in providing credit.



Marketing and Competition in 2008

        In 2008, an obvious trend of business transactions of non-life insurance companies was an attempt to control claims rates,

particularly of motor insurance, having a market share of 60.0 percent, through increasing the premium rates while decreasing port

underwriting which had experienced a loss. This, of course, reflected the fact that competition via premium rate reduction, which

has been carried out by non-life insurance companies over the past several years, had reached a point where it could no longer

be done. Hence, many companies gradually augmented their Comprehensive motor premium rate for cars of no more than 2,000 c.c.

by 10-15 percent on average so that it was in accordance with the rising business costs, both for those of spare parts and labour.

        Furthermore, a number of companies sold their motor insurance policies at an economical price, such as the “3 Plus” and

“2 Plus” policies, after only a few companies had done so. This stemmed from the fact that during an economic slow down their

spending on unnecessary goods through a change from the Comprehensive motor policy, with a high premium rate, to a policy

with a cheaper premium rate. This was coupled with the fact that the loss ratio of the “2 Plus” and “3 Plus” policies was still low,

partly due to the conditions of the policy coverage, the strictness of traffic discipline of the police, and a campaign of public

awareness on safety measures, causing vehicle drivers to be more careful in their driving so as to avoid and decrease car

accidents. In addition, insurance companies had been more cautious in their claims payment. Similarly, based on the OIC data, it

was found that the loss ratio of voluntary motor insurance witnessed a diminishing trend, from 63.1 percent in 2007 to 59.7 percent

in 2008.




                                                                                                                                          11
             In 2008, Bangkok Insurance Public Company Limited was no different from other non-life insurance companies affected by

     the economic crisis. Nevertheless, it had earlier seen awareness of personal consumers who began to give importance to having

     insurance. The Company thus adjusted its operational strategies and formulated proactive ones for personal line business,

     including implementing these strategies continuously. Meanwhile, it made advertisements and public relations campaigns via a

     myriad of media, enabling consumers to know and remember more about the Company’s name, while being able to extend its

     personal line business more and more.

             In 2008, the Company could expand over 14 percent of its personal customer bases via the Bancassurance channel, in

     cooperation with Bangkok Bank, and the Telemarketing channel, jointly with broker companies, including the direct sale through its

     BKI Care Stations in leading department stores both in Bangkok and provincial regions. The product which achieved a high
     growth rate was personal accident and health insurance, of which the policy was issued on a package basis for the sake of

     distribution convenience, with different levels of the sum insured for customers’ option.

             For motor insurance, the Company put an emphasis on expansion of its “2 Plus” policy called, “1st Care & Save” package,

     which had been introduced in late 2007, as an option for customers wanting to be economical on their expenses while still having

     comprehensive coverage. Simultaneously, the Company increased the number of garages participating in the “BKI’s

     Recommended Garage” project in order to cover more comprehensive service areas and provide convenience to its customers

     and the general public. Certainly, the garages joining the project were ones fixing cars on contract and were of standard quality.

     Besides, the Company modified a procedure and method of consideration of motor claims to facilitate its services and efficiently

     manage its operational costs on the basis of an appropriate and fair payment of claims.



     Industry Outlook and Future Competition

             Owing to the economic slowdown, inevitably resulting in a reduction in their purchasing power, consumers have to be

     more cautious in their spending and may view insurance as a subordinate necessity that can be slowed down, or purchase only

     basic insurance policies as stipulated by law. As a consequence, non-life insurance companies tend to concentrate more on

     issuing economical-price policies, especially “2 Plus” and “3 Plus” motor insurance policies which a number of companies had

     sold between 2007 and 2008 and is expected to have a higher market share in 2009. Those companies that never had these

     categories of policies before began issuing them for sale. Likewise, there is also a trend that non-life insurance companies will

     develop other economical-price policies for sale in the market, as an option for consumers.




12
        With respect to the trend of the non-motor insurance market, it is anticipated that liability insurance and trade credit

insurance will achieve certain growth since consumers who can afford an insurance policy are likely to be aware of their risks

incurred by an economic slowdown. In addition, the Office at the Consumer Protection Board (OCP) has issued an act on the

responsibility for damage stemming from insecure commodities, effective as at February 20, 2009. The act clearly specifies that for

entrepreneurs concerned, whether manufacturers, importers, production employers, or manufacturers of raw materials in newly

produced commodities, etc, when a commodity proved that damage is incurred by entrepreneurs, via normal use of commodities,

all the entrepreneurs will have to be held collectively responsible. Based on the above fact, the Non-Life Insurance Association has

issued the product liability insurance policy in compliance with the above mentioned act. Hence, it is expected that, typically,

insurance companies will be able to expand this kind of work because many entrepreneurs will have to comply with such an act.

        Nonetheless, the economic slowdown is projected to go on for another one or two years before recovery. Therefore, there

is a higher trend of moral hazard of the insured, among business groups impacted by the economic recession, through damaging

their own products or assets in order to get indemnity from insurance. Apart from this, there are also risks of robbery of such

properties, and they will have to be more cautious and stringent in their scrutiny for underwriting and claims payment.

        Moreover, based on CPA declarations on criteria, approach and condition for the premium collection for motor insurance

of 2008, called “Cash before Cover”, the insured will have to pay a premium first before deriving coverage corresponding with the

policy conditions. The declaration became effective on January 1, 2009. If all non-life insurance companies strictly abide by the

declarations, their financial status is likely to improve, particularly those with a high ratio of motor insurance work. Similarly, a

quicker reception of premiums helps make the companies’ financial status more flexible and stable. Above all, CPA declarations

signify preparedness before CPA enforces its risk-based capital fund in the near future.




                                                                                                                                        13
              Worry Free
     with stability and credibility
in both services and financial strength
                                                                                                                                           RISK FACTORS
        U    nder tremendously fluctuating circumstances, the prices of oil and consumer goods in the global market have beaten

their records. The global economy, slipping into recession, has been both directly and indirectly impacted by the collapse of the

US sub-prime mortgage market.

        The Company has been fully aware of risks related to its business transactions and implemented a risk management policy

to reduce the chance of risks, or diminish their severity and impact if those risks are inevitable. The following are risk factors which

can have an impact on the Company’s performance.



        1. Strategic Risks

            Strategies are significant for any organization’s success. They range from direction determination to strategy

implementation and transformation, from the organizational level to departmental level. In addition, the Company has also

established a mechanism for all departments to comply with the strategies formulated, while there is a strict audit and follow-up of

the Company’s performance based on its strategies. Nevertheless, risks incurred by thinking and analysis are usually found to be

in an old framework and lack sufficient supporting data, causing the implemented strategies to be incongruous and inappropriate

to business transaction environments. Similarly, when there are such situational changes as politics and government economic

policy, they may make the strategies mapped out unsuitable to the situations. To manage such risks, the Company gives

importance to its strategies and has the Corporate Strategy Department directly responsible for auditing. The Department follows

up and assesses all departments’ plans, resulting from turning strategies into action plans, compared to the target objectives,

including summarizing the status of the Company’s performance based on its strategic plans. Additionally, the department will, at

an appropriate time, display the status of the plans and give a warning signal for those plans that have to be adjusted so that a risk

that may be rapidly incurred can be revealed and preventive measures can be established, so turning the risk into a business

opportunity instead.



        2. Underwriting Risks

            Over 2008, Thailand has encountered a number of economic fluctuations such as the rises of oil and commodities

prices in the global market, and the financial crisis in the US. These risk factors have had a tremendous impact on all types of

industries. The Company itself also confronts economic risks, for instance, a decrease in the export sector, resulting in a reduction

in industrial and business productivity and a higher rate of unemployment. The risk that may occur is the insured’s moral hazard.

            To minimize these risks, The Company has adopted the standard underwriting measures and defined its premiums in

line with the underwriting risks. Furthermore, the Company has supported its employees’ self-development and education to

ensure that they have a good understanding and sound knowledge of insurance principles. Similarly, the Company has

established a Risk Assessment Center responsible for surveying risk factors and providing data for underwriting consideration,

including giving consultancy services and suggestions to its customers to help minimize their risks.




                                                                                                                                             15
             3. Reinsurance Risks

                 For the non-life insurance industry, there are inwards reinsurance and outwards reinsurance with insurance companies

     both inside and outside the country. In regard to this fact, the Company is exposed to risk incurred by reinsurance companies’

     financial status, or the underwriting of high risks. To minimize such risks, the Company has analyzed the financial status and

     considered the credit rating of all reinsurance companies. In addition, the Company also purchases excess of loss cover in order

     to manage its risk in the event of a tremendous calamity.



             4. Difficulties in Premium Collection

                 The Company’s outstanding premium at 2008 year-end amounted to Baht 1,472.23 million. Of that amount, a premium

     outstanding for three months or less totaled Baht 1,238.32 million.

                 To minimize the risk of being unable to collect premiums, the Company requires the agent and broker to make a

     contractual guarantee within the specified credit limit allowed by the Company, and closely follows up in order to avoid their tardy

     submission of premiums as well as secures strict implementation based on the Office of Insurance Commission regulations.



             5. Operational Risks

                 These refer to risks that may arise from human error, failure of a work system or an information technology system, or

     an insufficient internal control system that may result in corruption. Such risks can usually be estimated in terms of money, although

     they cannot be monetarily measured in certain cases, such as damage caused to the Company’s good image and reputation.

                 To minimize this risk, the Company has assigned the Internal Audit Department to identify, assess, follow up and

     control the risk and continuously report to the Audit Committee in order to find out the level of risk and minimize operational risks at

     an acceptable level.

                 Apart from this, all levels of the Company’s sections regard it as a significant mission to follow up, control and assess

     operational consequences so that operational risks are controllable.



             6. Investment Risks

                 Incomes derived from investments may be regarded as a major income of the non-life insurance industry. Accordingly,

     one of the significant policies that the Company has always adhered to is a secure investment and diversification of investment

     capital. Nevertheless, investments still face the following risks.

                 6.1 Price Volatility Risk

                      Over 2008, the world has witnessed the collapse of the US financial institutions, which has escalated into the

     global financial crisis, resulting in volatile stock exchanges worldwide and a decreasing value of securities corresponding with

     market prices.

                      As at December 31, 2008, the Company’s investments in marketable securities totalled Baht 3,352.86 million, with

     the fair value of Baht 6,273.52 million, while its investments in non-listed securities equaled Baht 491.92 million, the amount of

     which the Company recorded the allowance for loss on impairment of Baht 86.65 million. The Company also had risks with respect

     to securities’ fair value that might diminish corresponding with the market condition.




16
                 To avoid risks stemming from price volatility, the Company has diversified its investments in various categories of

industries, apart from focusing on long-term investment, with a hope that the growth of the firms in which the Company has made

an investment will be reflected at the fair value. To achieve this, the Company has analyzed and selected securities for investment

by scrutinizing the fundamental factors of these securities. In addition, the Company closely follows up the securities issuers’

financial status and performance to minimize the risk.

            6.2 Interest Rate Risk

                 The Company has invested in financial instruments that yield a return in the form of interest such as fixed deposits

at commercial banks, promissory notes, government bonds and public enterprise bonds. Typically, the interest income derived

from the Company’s investments directly correlates with a return for government bonds. Over 2008, there were fluctuations in the

interest rates, resulting in a reinvestment risk and instrument price volatility corresponding with a change in the interest rates.

                 To minimize the risks, the Company has closely followed up and reviewed an alteration to the return rates in the

market in order to define the investment strategies in accordance with the fluctuation of the interest rates. Additionally, the

Company has a policy of occupying debt instruments until they are due, which will help make a change in interest rates having

only a trivial impact on the instruments’ fair value.

            6.3 Risk Associated with Providing Loans

                 The risks stemming from providing mortgaged loans to outsiders might occur when there are violations of loan

contracts on the part of debtors. This may be due to debtors’ financial crisis incurred by their economic situation. For instance,

debtors engaged in a real estate development project cannot sell their homes, or if they have a flat for rent, the number of tenants

decreases. Or personal debtors’ salary is reduced or there is redundancy. All the aforesaid reasons affect the debtors’ cash flow

to be paid for their debts during the economic recession. Furthermore, there may be a reduction in property prices affecting the

Company’s collateral security.

                 To eliminate or minimize such a risk, the Company has placed stronger restrictions on its debtor analysis, both for

debtors with various projects and personal debtors taking residential loans, including making a cautious and thorough analysis

and evaluation of debtors’ collateral security.

                 With regard to debtors’ with various projects, the Company has strictly controlled the loan disbursement so that

borrowers may spend their loan according to the approved objective. Besides, the Company has also followed up the progress of

project construction, sales as well as marketing plans in order to investigate the possibility of home sales and debt payment.

                 Concerning personal debtors taking residential loans, the Company’s analyst has examined the completeness,

accuracy and conformity of each debtor’s income and expenses data, based on the Company’s data sources or evidence

presented by the debtors, including their credit data derived from the National Credit Bureau.

                 Above all, each debtor’s collateral security must be sufficient for debt payment, while the Company consistently

follows up and audits debtors’ status, and possesses a sound system of debtor management which can efficiently support the

Company’s debtor management.




                                                                                                                                        17
MAJOR PROGRESS IN 2008




                         I ncrease Convenience for Premium Payment

                                 Bangkok Insurance Public Company Limited, having given importance to development of its quality services to provide

                         convenience and swiftness to customers for their utmost satisfaction, has increased two more channels for premium payment so

                         that the Company’s customers can have more payment options, which include the following:

                                 - Payment made through a mobile phone of the GSM Advance system and One-2-Call, or an mPay (Mobile Payment)

                         service, whereby customers can pay their premium via a mobile phone anywhere and anytime round the clock, without having

                         incurring a service fee.

                                 - Payment points for TESCO Lotus’s goods and services across the country, without having to pay a service fee.




                           mPay (Mobile Payment)                                                                                              Pay Motor Premium
                                                                                                                                   in Installment with 0% Interest




                                                                                                                    Quick Repair Project



                         Pay Motor Premium in Installment with 0% Interest

                                 Amidst a steady slowdown in the Thai economy, the Company has realized the significance of a relief of its customers’

                         expenses burden and the need to meet the demand of customers who have bought a motor insurance policy of the Company.

                         With this in mind, the Company has augmented one more service option through its project on payment of the comprehensive

                         motor insurance premium installments at a zero-percent interest rate, within a maximum of 6 months. This privilege is intended for

                         the Company’s customers holding a Bangkok Bank “Be Smart” credit card ,or a credit card of City Bank.


                         Quick Repair: A New Dimension of Instant Car Painted Repair Within 5 Hours

                                 The Company, in cooperation with Du Pont (Thailand), a provider of services of leading car paints, has given a service to

                         its motor insurance customers through the “Quick Repair” project, an instant car painted repair service of good quality and

                         standard, with Du Pont’s 2k paint product, which is of high quality and low V.O.C. and ideal for a quick painted repair in particular.

                         The product has been manufactured in response to the Company’s customers’ demand for convenience, rapidity and time saving.

                         The car paint repair can be finished in only 5 hours by one of the 14 garages taking part in the project, which will be increased in

                         number in the future to meet the customers’ demand all over.




18
Check the Car’s Condition Free of Charge

        The Company, along with Bridgestone Sales Company (Thailand), by the name “Cockpit” Car Tyre Service Center, an

expert in car tyres, has granted a special privilege to the Company’s customers, buying its motor insurance policy, by giving a free

check on their car’s condition for 10 items, at a Cockpit service center, including 1. examine a tyre’s condition/ tyre’s pressure,

2. lubrication oil, 3. oil for a power steering-wheel and brake, 4. gear oil, 5. spurt water on a car’s windscreen / water in a radiator,

6. air filter, 7. battery, 8. brake fabric/choke up, 9. a rain-wiping blade/ headlight and taillight, and 10. engine belt/ air-conditioner.

Apart from the above services, a discount of 10-15 percent is also given to make customers feel comfortable throughout their

journey, besides helping reduce a possible accident that may be incurred by the imperfection of their cars.




 Check the Car’s Condition Free of Charge                                                      Launch a New Policy for an Event Organizer




                                                                                               Launch a New Policy for an Event Organizer



Launch a New Policy for an Event Organizer, as the First Company

        Despite one’s being careful, an unexpected event may occur any time, causing great damage to him/her. The Company

has therefore issued a new policy to correspond with such a situation, under the title “Event Cancellation Insurance”, in order to

guarantee an organization of such events as a concert performance, commodity exposition or exhibition, in response to its

customers’ increasing demand for an insurance policy on the event organization. In case of an unexpected incident causing an

insured event to terminate, the Company will provide indemnity for such damage or loss. Bangkok Insurance is the first non-life

insurance company that has issued this kind of policy in order to offer protection against the following

        - An abandonment of an event.

        - A cancellation of an event, causing its non-materialization.

        - A postponement of an event from a defined schedule.

        - A relocation of an event due to an unexpected incident, resulting in an alteration to the venue for the event organization.

        Apparently, apart from better ensuring customers’ confidence in the event or performance organization, event cancellation

insurance also helps reduce their expenses that may arise from the damage incurred by an organization of an event that does not

take place in due time.




                                                                                                                                              19
     Personnel Development

             The Company is determined to develop itself to become a learning organization through the encouragement of self-

     development among staff, including potential development with “On-the-Job Training”, “Consulting”, “Job Rotation” and

     scholarship granting, all of which aim to develop multi-skills among staff and give them an opportunity to transfer their knowledge

     to other colleagues. Additionally, there is a plan to develop individual staff based on his/her competency in order that he/she may

     gain potential appropriate for his/her position and so advance in his/her career in the future.




       Personnel Development                                                                                       Personnel Development




                                                                                                 Personnel Development


             With respect to the management of knowledge body within the organization so as to enhance its efficiency, the Company

     has encouraged knowledge sharing among its employees to open their vision and enable them to learn across their line of duty.

     This is carried out through the potential development of a group of the Company’s employees, under the “New DNA Trainer”

     program, so that they will subsequently become professional trainers and play a role in an effective transfer of their knowledge to

     other employees, including the Company’s customers and business partners, with an aim for their knowledge and understanding

     of an insurance affair, duty performance and other matters. Besides having its personnel development in compliance with each

     employee’s difference, the Company also has a plan to develop each individual employee based on his competency, which is

     capacity building in accordance with an employee’s work position for his career advancement in the future. Through these

     partners of its personnel development, the Company is determined and proud to draw the confidence and trust from its customers

     and business partners via its professionalism in the non-life insurance industry.

             Concerning the development of its employee’s knowledge and skill, the Company had a target for 2008 for such

     development for a minimum of 5 day/employee/year, to ensure their continuous and adequate development corresponding with

     the current change and competition. In 2008, the budget spent on the Company’s employee’s training and development totaled

     Baht 3.5 million




20
                                                                                                   REPORT OF THE COMPANYûS OPERATIONS
                                                                                (Baht : million)

                                          2008          2007        Change                2008

Premium Written                                                            %    Distribution %

Types of Insurance

Fire                                    1,344.7      1,314.3             2.3             17.29

Hull                                      94.8           78.4           20.9               1.22

Cargo                                    347.7         316.7             9.8               4.47

Motor                                   2,986.7      3,295.0            (9.4)            38.39

Miscellaneous                           3,004.7      2,651.9            13.3             38.63

Total                                   7,778.6      7,656.3             1.6            100.00



Income on Underwriting

Types of Insurance

Fire                                     400.7         121.6           229.5             38.29

Hull                                        4.3          (0.1)       4,400.0               0.41

Cargo                                    110.8           85.4           29.7             10.59

Motor                                    373.3         291.8            27.9             35.68

Miscellaneous                            157.2         147.5             6.5             15.03

Total                                   1,046.3        646.2            61.9            100.00

Operating Expenses                       612.9         564.2             8.5             58.57

Net Underwriting Profit                  433.4           82.0          428.5             41.43


                                                                                (Baht : million)

                                                        2008           2007            Change

Net Investment Income                                                                        %

Interest                                                178.5          181.0              (1.4)

Dividends                                               453.1          380.5               19.1

Gain (Loss) on Sale of Securities and Assets           (21.6)          186.8            (111.6)

Rental and Other Income                                 109.1          102.8                6.1

Share of Income from Associated

Accounted for under the Equity Method                     2.9           20.1             (85.6)

                                                        722.0          871.2             (17.1)

Investment Expenses                                      65.9           75.2             (12.4)

Net Investment Income                                   656.1          796.0             (17.6)



Operating Results

Net Underwriting Profit                                 433.4           82.0             428.5

Net Investment Income                                   656.1          796.0             (17.6)

Income before Income Tax                              1,089.5          878.0               24.1

Income Tax                                              208.2          170.3               22.3

Net Income                                              881.3          707.7               24.5

Basic Earnings Per Share (Baht)                         17.38          13.96               24.5

Ordinary Share (Shares)                           50.7 Million   50.7 Million                  -

Par (Baht)                                              10.00          10.00                   -     21
REPORT OF THE COMPANYûS OPERATIONS




                                     T  ype of Business
                                             Bangkok Insurance Public Company Limited has been engaged in the non-life insurance business since 1947. The
                                     Company was listed on the Stock Exchange of Thailand in 1978, and was transformed into a public company under the Public
                                     Company Act on July 1, 1993, with a paid-up capital of Baht 200 million. Subsequently, the Company increased its paid-up capital
                                     three times in 2002, 2004 and 2006, to total Baht 507 million, consisting of stocks of 50.7 million shares valued at Baht 10 per share.


                                     Summary of Operating Performance for the Year 2008:
                                     Operation and Financial Status of the Company
                                             Based on the financial statements as at December 31, 2008, the total assets of the Company amounted to Baht 15,297.0
                                     million, a decrease of 21.4 percent from Baht 19,466.7 million of the previous year. This was accompanied by a significant
                                     reduction in assets, particularly investment capital in securities, of Baht 4,614.4 million in stock investment. Nevertheless,
                                     government bonds and mortgaged loans rose by Baht 224.5 million and 193.4 million, respectively.
                                             Liabilities at 2008 year-end totaled Baht 6,094.4 million, a rise of Baht 301.5 million or 5.2 percent, over 2007. A significant
                                     increase was premiums received in advance of Baht 143.7 million, or 20.1 percent, due to the higher fire premium written in 2008,
                                     compared to 2007. Similarly, loss reserves and outstanding claims rose by Baht 89.3 million or 8.1 percent, owing to increased
                                     miscellaneous claims, compared to 2007.
                                             Shareholders’ equity on December 31, 2008, equaled Baht 9,202.6 million, a decrease from Baht 13,673.8 million, or
                                     32.7 percent, in 2007. The reduction was due mainly to the surplus on revaluation of investments of Baht 4,744.2 million, or 62.0 percent.
                                             For 2008, the premium written income for all classes of insurance increased by 1.6 percent to Baht 7,778.6 million.
                                     Miscellaneous insurance achieved the highest growth rate of 13.3 percent, compared to 2007.
                                             In 2008, the net underwriting, after deducting operating expenses, amounted to Baht 433.4 million, an increase of
                                     Baht 351.4 million or 428.5, due to diminution in fire claims and motor claims, compared to 2007.
                                             The net investment income in 2008 was Baht 656.1 million, a decrease of 17.6 percent compared to 2007. The Company’s
                                     total income before income tax deduction was Baht 1,089.5 million, a rise of 24.1 percent. After income tax deduction, the net
                                     income totaled Baht 881.3 million, an increase of 24.5 percent compared to 2007, or Baht 17.38 per share, compared to
                                     Baht 13.96 per share in 2006.
                                             The Board of Directors has approved a final dividend payment of Baht 3.75 per share for the year 2008. Nevertheless,
                                     during the past three quarters, the company has already made three interim dividend payments of Baht 2.75 per share. Therefore,
                                     the total dividend payment for the year 2008 was Baht 12 per share, as compared to Baht 12 per share in 2007.




22
Operating Performance by Classes of Business for the Year 2008
Fire Insurance
        In 2008, the Company registered Baht 1,344.7 million in written fire insurance premiums, an increase of 2.3 percent as
compared to 2.8 percent in the previous year. The negative factor impacting the slow rise in fire insurance was a highly
competitive market, a replacement by customers of fire insurance policies with all-risks policies, and a decrease in premiums
written from the Inward Treaty as the reinsurance companies had increased their capacity for risks themselves. On the other hand,
the positive factor that enabled written fire insurance premiums to grow was a rise in premiums written from an increase in housing
credits as well as medium business and personal credits of financial institutions, which assigned the insurance affair to the Company.
        The net premium written amounted to Baht 999.7 million, an increase of 1.5 percent, since the Company took more
retention, compared to 2007. The loss ratio in 2008 was 21.2 percent, compared to 46.4 percent in 2007. As a consequence, the
Company’s underwriting profit in 2008 rose by 229.5 percent to Baht 400.7 million, compared to the year before.


Marine Insurance
        -   Hull    In 2008, the Company registered a total of Baht 94.8 million in written marine hull insurance premium, an
increase of 20.9 percent over 2007. This was partly due to credit customers of financial institutions assigning the insurance affair to
the Company, and customers dealing through a broker, totaling Baht 7.6 million.
            The net premium written amounted to Baht 12.7 million, an increase of 12.0 percent over 2007. This was due to the
Company’s retention of 13.4 percent in 2008, compared to 14.5 percent in the previous year. The loss incurred in 2008 decreased
by Baht 4.4 million to Baht 12.1 million, compared to the year before. As a consequence of the Company’s underwriting in 2008,
the loss ratio was 95.0 percent, resulting in a profit of Baht 4.3 million and a rise in underwriting profit of Baht 4.3 million, compared
to 2007.
        -   Cargo In 2008, the Company registered Baht 347.7 million in written marine cargo insurance premium, a rise of
9.8 percent over 2007. This was partly due to reinsurance and support for work expansion in cooperation with the agents.
            The net premium written totaled Baht 234.7 million, an increase of 12.1 percent, due to the Company’s retention
augmentation from 66.1 percent in 2007 to 67.5 percent in 2008. The loss ratio in 2008 diminished by 30.5 percent to 21.5 percent,
compared to 2007. In 2008, the Company gained an underwriting profit of Baht 110.8 million, a rise of 29.8 percent from the
previous year.




                                                                                                                                             23
     Motor Insurance
             In 2008, the Company registered Baht 2,986.7 million in written motor insurance premium, a diminished increase of
     9.4 percent, compared to 2007. This was due mainly to the fact that large broker companies greatly reduced insurance work for
     the Company as a consequence of the Company’s adjustment of its premium rates in line with the damage incurred, which was in
     accordance with the Company’s underwriting policies based on risks rather than pricing strategies. Nevertheless, the underwriting
     through a personal business channel via Telemarketing still attained a high growth rate.
             The net premium written amounted to Baht 2,864.0 million, a decrease of 9.4 percent over the previous year. In 2008, the
     Company’s retention was 95.9 percent, the same level as that in 2007, which was also 95.9 percent. The loss ratio diminished from
     63.1 percent in 2007 to 59.0 percent in 2008 owing to the Company’s restructuring and adjustment of its motor claims
     management approach in order to enhance the efficiency of costs management, including the decreasing number of losses. The
     Company therefore derived an underwriting profit of Baht 373.3 million, a rise of 28.0 percent, compared to 2007.


     Miscellaneous Insurance
             Miscellaneous insurance consists of five major categories: General Accident, Engineering, Personal Insurance, Aviation,
     and Industrial All Risks. In 2008, the Company registered a total of Baht 3,004.7 million in written miscellaneous insurance
     premiums, an increase of 13.3 percent over 2007.This was attributed to a rise in the direct premium of personal accident
     insurance and health insurance, which recorded rapid growth due to the expansion of the personal line business through both
     Telemarketing and Bancassurance projects.
             The net premium written for all categories totaled Baht 1,029.4 million, a rise of 44.4 percent over 2007. The Company’s
     retention rose to 34.3 percent in 2008, compared to 26.9 percent in 2007. The loss ratio dropped from 51.5 percent in 2007 to
     45.7 percent in 2008. Most losses stemmed from customers of personal accident insurance and group health insurance.
     Consequently, the Company’s underwriting profit increased by 6.6 percent to Baht 157.3 million, compared to 2007.


     Underwriting Expenses The Company’s underwriting expenses totaled Baht 4,039.4 million, representing a decrease of
     5.1 percent over 2007. The claims incurred during 2008 diminished by 13.2 percent over the year before, while other expenses
     increased by 31.2 percent from the previous year.


     Operating Expenses In 2008, the Company’s operating expenses amounted to Baht 612.9 million, a rise of 8.6 percent over
     2007. Basically, the expenses on personnel, plant and equipment had a higher proportion, compared to 2007.


             In 2008, the Company’s all classes of direct premium written equaled Baht 6,856.3 million, a rise of 1.9 percent from 2007.
     The Company’s market share diminished to 6.5 percent in 2008, compared to 6.7 percent in 2007, but it could retain the third rank
     in market share as before. The ratio of over 40.0 percent from motor insurance premium had a decreasing growth rate of 9.4 percent,
     resulting in diminution of motor insurance premium market share to 4.6 percent in 2008, compared to 5.4 percent in 2007.
     Nevertheless, other classes of insurance had witnessed a rise in market share except for cargo insurance, which had a slight
     decrease in its market share.


     Future Projects
             The Company has continuously developed its Information Technology (IT) and network system that will enhance the efficiency
     and quality of its services, as well as internal operational management. In 2008, the Company had developed its communication
     network through the technology of the internet protocol telephone system both at the headquarters and branches, including its service
     units, resulting in a more efficient communication both inside and outside the Company, with diminishing operational costs.
             Similarly, in 2008, the Company had declared its policy on use of the IT system in compliance with and response to the
     government policy under the Computer Crime Act of 2007 in order to enhance security of programs use and create the safety
24
     standards for data access, both from within and without the Company, so that they meet international standards.
        In addition, Bangkok Insurance had introduced the contact center system to enhance the quality of its underwriting and
claims services. In 2009, the system potential will be developed to generate a two-way communication between the Company and
its customers via different forms of technologies so as to engender and strengthen the relationship between both sides, and
appropriately meet the customers’ demands.


Goals of Business Transactions
        For its operational consequences in 2008, the Company’s total direct premium written increased by only 1.9 percent,
significantly lower than the defined target of 11.0 percent. Motor insurance, in particular, having the premium ration of over 40.0 percent
of total direct premium written, witnessed a minus growth rate of 9.4 percent due to a number of such negative factors as the
continuous oil prices rise and lower sales of cars. Meanwhile, other classes of insurances achieved a certain growth rate.
        In 2008, though the Thai economy was not so favorable, the Company still moved on with its development and constantly
expanded its customers and business partners. Furthermore, in 2008, the Company upgraded three of its micro branches, located
in Ratchaburi, Nakhon Sawan and Udon Thani, into full-scale branches, causing the Company to have a total of 14 full-scale
branches currently. Additionally, in 2008, three more BKI Care Stations were opened in department stores.
        To ensure that its products and services fully meet the demands of customers, the Company has established centers for
customers’ complaint reception, apart from regularly conducting a survey of customers’ satisfaction, in order to improve its
products and services based on the survey consequences. From the 2008 survey outcome, it was found that the Company’s
customers’ satisfaction on its services was 89.2 percent, higher than the defined target of 85.0 percent.
        For 2009, the Company has targeted a growth rate of 5.0 percent for direct premium written, with an emphasis on quality
growth, through a control of the appropriate ratio of motor and non-motor work so as to create balance between the company’s
business growth and returns, with an aim to maintaining its market share of no less than the previous year’s.
        With respect to its underwriting, the Company will not concentrate on a pricing competition but a hazard survey of
customers with high risks, continued from the previous year, in order to make suggestions on avoiding the risks that may occur.
Basically, the premium rate determination will take into account operational costs and a trend of damages to be incurred.
        With regard to product development, the Company will introduce new products, at cheap prices for various insurance
classes, for an option of its customers who want to be economical with their expenses. Besides, the Company also steadily
focuses on enhancing its operational efficiency and upgrading its service standard in accordance with the slogan “Your Caring
Partner”, including applying more technology to the operation for the sake of accuracy and swiftness in its service delivery.
        Concerning the generation and development of its agents, the Company will nominate new agents with high potential, as
well as provide knowledge on its products and services to agents, brokers, and staff of commercial banks and non-bank
organizations so that they become professionals and can correctly and completely explain and provide data on insurance policies
to customers. Additionally, the Company, together with the above-mentioned persons, will jointly develop their working system and
technology to link themselves as an online Internet network which can deliver rapid and accurate services.
        For its distribution channel expansion, the Company will mainly emphasize its business expansion via a Bancassurance
channel, with personal customers who use Bangkok Bank’s financial services since it is a potential channel for a business
expansion, via the Company’s branch network scattered across the country. Moreover, a sales extension will also be made
through the Internet and Telemarketing channels. Similarly, the Company has set a target to open at least three more BKI Care
Stations and two micro branches in areas with a potential for the service expansion, including seeking at least four more business
partners so as to facilitate and increase the coverage of the Company’s customer service network.
        Likewise, the Company will continuously retain its activities that are responsible for society, for instance, the global
warming reduction project, “Clean up the World”, and the project on turning off the power to give the world a rest, etc. Other
projects include a campaign to raise the Company’s staff’s awareness to use energy worthily and use alternative energy, including
their public-minded awareness to look after the environment and society at large.


                                                                                                                                              25
                     Worry Free
with the 1st Class Outstanding Management Award
               for 3 consecutive years
                                                                                                                                           INVESTMENT INCOME
         T   he Company’s investment portfolio at 2008 year-end had increased by Baht 640.0 million, or 7.5 percent, to

Baht 9,123.9 million. The Baht 4,114.4 million fixed income investment accounted for 45.1 percent of the total investment portfolio,

while the remaining Baht 5,009.5 million, or 54.9 percent, was invested in both listed and unlisted common stocks.

         Fixed income investments consisted of deposits at commercial banks, call money, promissory notes, government bonds

and monetary notes. Deposits with commercial banks had increased by 28.5 percent from the previous year to Baht 689.7 million,

or 7.6 percent of the total investment portfolio. Call money was Baht 65.2 million, or 0.7 percent of the total investment portfolio.

Promissory notes of Baht 243.2 million, representing 2.6 percent of the total investment portfolio, decreased by 49.1 percent.

Government bonds and monetary notes rose by 73.1 percent from the previous year to Baht 472.1 million, or 5.2 percent of the

total investment portfolio. Since the Company had considered a diminishing trend of the interest rate, it augmented its investment

in government bonds, which will be due within 2 to 5 years.

         Mortgaged loans increased by 7.9 percent to Baht 2,628.8 million, representing 28.8 percent of the total investment

portfolio.

         During 2008, the Company’s investments in listed securities rose by Baht 92.5 million, or 2.8 percent, to Baht 3,352.9 million,

or 36.7 percent of the total investment portfolio, compared to 2007. The Company chose to invest in fundamentally sound stocks

and focused on long-term investments, as well as considered the growth of companies to invest in, which reflects the prices of

those stocks, to avoid price fluctuation.

         Investments in non-listed securities decreased by 12.7 percent to Baht 491.9 million, or 5.4 percent of the total investment

portfolio. It was regarded as strategic investment in order to generate business relationships with others and support the

Company’s business transactions.

         The investment capital in joint companies rose by 0.5 percent to Baht 118.7 million, or 1.3 percent of the total investment

portfolio, which stemmed from the acknowledgement of income in those joint companies. It was shareholding that ranged from

20.0 percent and over, and comprised overseas investments. This was aimed at enhancing an opportunity of making business

transactions with foreign companies that had a high rate of turnover and were able to pay a dividend.

         In addition, investments in listed real estate funds amounted to Baht 506.7 million, or 5.6 percent of the total investment

portfolio. Similarly, investments in funds investing in debt securities and non-marketable equity securities totalled Baht 340.2 million

and 199.1 million, representing 3.7 percent and 2.2 percent of the total investment portfolio, respectively.

         Net investment incomes in 2008 decreased by Baht 139.9 million, or 17.6 percent, to Baht 656.1 million. They comprised

Baht 178.5 million from the interest (a decrease of 1.4 percent), Baht 453.1 million from dividends (an increase of 19.1 percent),

Baht 21.6 million loss from stocks and assets sale (a decrease of 111.6 percent), Baht 109.1 million from rents and services (a rise

of 6.1 percent), and Baht 2.9 million of profit share from investments in joint companies (a decrease of 85.6 percent). In 2008,

the Company’s investment expenses diminished by 12.4 percent to Baht 65.9 million.

         In the final quarter of 2008, the US financial crisis had escalated to a global financial crisis, resulting in the SET index

closed at 449.96, a decrease of 408.14, or 47.6 percent, from 2007, which closed at 858.1. Nevertheless, the Company still had a

surplus on revaluation of investments in the SET totalling Baht 2,920.7 million, a decrease of Baht 4,651.6 million, or 61.4 percent,

over 2007.




                                                                                                                                           27
INVESTMENT




                                                                                                (Baht : million)

                                                                Year end   Year end   Change    Distribution %

                                                                   2008       2007        %               2008

                 Composition of Investment Portfolio

                 Fixed Interest Bearing Securities

                 Deposits at Banks                                 754.9      536.7     40.7                8.3

                 Notes                                             243.2      478.2    (49.1)               2.6

                 Collaterised Loans                              2,628.8    2,435.4      7.9               28.8

                 Bonds*                                            472.1      272.7     73.1                5.2

                 Investment and Other Loans                         15.4       34.2    (55.0)               0.2

                 Total Fixed Interest Bearing Securities         4,114.4    3,757.2      9.5               45.1

                 Shares Listed on the SET*                       3,352.9    3,260.4      2.8               36.7

                 Unlisted Shares                                   491.9      563.7    (12.7)               5.4

                 Investment in Associated                          118.7      118.1      0.5                1.3

                 Unit of Closed - end Fund Listed on the SET*      337.0      253.3     33.0                3.7

                 Unit of Closed - end Fund                         709.0      531.2     33.5                7.8

                 Total Investment Portfolio                      9,123.9    8,483.9      7.5             100.0
             * At Cost




28
                                                                                                                                        INVESTMENTS IN SECURITIES
Investments in Listed Securities as at December 31, 2008, consist of following:

    Name of Company                  Line of Business             Percentage      No. of Shares    Book Value        Market Value

                                                                   of Hoding                      (Baht : Million)   (Baht : Million)

    Bangkok Bank                     Banking                            1.86      35,462,030         1,421.60           2,446.88

    Bumrungrad Hospital              Health Care Services             13.16       96,099,702            370.03          2,018.09

    Charoong Thai Wire & Cable       Electrical Products                5.97      23,768,924            159.80               88.90

    Furukawa Metal (Thailand)        Copper Tube                        8.67        4,159,600             98.63              57.40

    Thai Reinsurance                 Reinsurance                        4.10      48,698,540              93.23            237.65

    PTT                              Energy                             0.02          450,000             79.63              78.30

    Amata Corporation                Industrial Estate                  1.34      14,257,800              53.82              58.17

    Electricity Generating           Energy                             0.14          742,300             35.64              50.85

    Bangkok Aviation Fuel Services Energy                               1.23        6,255,000             35.49              32.84

    Ratchaburi Electricity           Energy                             0.06          900,000             35.37              38.48

    Minor International              Food and Beverage                  0.40      14,356,202              35.02            112.70

    Union Plastic                    Plastics                           8.32        2,079,060             27.63              34.51

    A.J. Plast                       Packaging                          1.23        4,414,400             26.76              12.80

    Ramkhamhaeng Hospital            Health Care Services               0.53           63,900             25.21              33.48

    Advanced Info Service            Information &                      0.01          300,000             24.35              23.70

                                     Communication Technology

    ACL Bank                         Banking                            0.35        5,543,600             23.47              11.64

    Thai Theparos Food               Sauce                              1.36          489,600             22.57              60.22

    Bangkok Expressway               Transportation & Logistics         0.20        1,513,600             20.92              26.19

    I.C.C. International             Fashion                            0.63        1,844,370             20.20              79.31

    Thai Tap Water Supply            Utilities                          0.11        4,300,000             19.87              17.97

    MCOT                             Media & Publishing                 0.11          788,600             19.79              10.09

    The Siam Cement                  Construction Materials             0.01          165,000             19.30              16.99

    Chumporn Palm Oil Industry       Palm Oil                           5.18      14,508,910              18.78              46.72

    Nonthavej Hospital               Health Care Services               4.12          659,800             18.41              59.38

    Rojana Industrial Park           Industrial Estate                  0.18        1,525,300             18.32               5.92



    Total 25 Listed Companies                                                                        2,723.84           5,659.18

    Other 71 Listed Companies                                                                           629.02             614.34

    Unit trust                                                                                       1,046.08              962.53

    Total                                                                                            4,398.94           7,236.05




                                                                                                                                            29
SUMMARY OF QUARTERLY FINANCIAL RESULTS




                                                                                                                                                                                           (Baht’000)

                                                                                                              2008                                                       2007

                                         Quarterly Results of Operations                    Q1            Q2             Q3             Q4             Q1             Q2             Q3           Q4

                                         Premium Written                            2,138,330 1,849,464 1,765,601 2,025,224                     2,194,953 1,813,177 1,741,119 1,907,062

                                         Income on Underwriting                          293,724    305,641        249,309        197,662        120,207          49,089       173,288       303,573

                                         Operating Expenses                              159,229    167,951        144,642        141,064        136,402        135,461        146,088       146,221

                                         Net Underwriting Profit                         134,495    137,690        104,667          56,598       (16,195)       (86,372)         27,200      157,352

                                         Net Investment Income                           152,826    244,365        188,761          88,827       152,806        193,029        175,523        67,797

                                         Gain (Loss) on Sale of Securities and Assets 74,420          (5,597)      (12,724)       (77,734)       107,378          25,156         44,809         9,448

                                         Share of Income from Associated Accounted for

                                         under the Equity Method                            607           701          1,183            435          6,118          2,271         2,456         9,275

                                         Income before Income Tax                        362,348    377,159        281,887          68,126       250,107        134,084        249,988       243,872

                                         Income Tax                                      109,528      51,137         21,997         25,534         91,059         27,045         17,037       35,161

                                         Net Income                                      252,820    326,022        259,890          42,592       159,048        107,039        232,951       208,711



                                         Per Share                                                                                                                                             (Baht)

                                         Basic Earnings Per Share                           4.99         6.43           5.12           0.84           3.14           2.11           4.59         4.12

                                         Ordinary Share (Shares)                    50.7 Million   50.7 Million   50.7 Million   50.7 Million   50.7 Million   50.7 Million   50.7 Million 50.7 Million

                                         Dividends                                          2.75         2.75           2.75           3.75           2.75           2.75           2.75         3.75

                                         Market Price

                                         High                                               286           286            276            230            230            250            290          292

                                         Low                                                272           274            224            173            216            224            250          272

                                         Par Value                                         10.00        10.00          10.00          10.00          10.00          10.00         10.00         10.00




30
                                                                                             THREE YEARS REVIEW
                                                                               (Baht’000)

                                                      2008           2007           2006

For the Year

Premium Written                                  7,778,619      7,656,311      7,427,527

Income on Underwriting                           1,046,336        646,157        660,267

Operating Expenses                                 612,886        564,172        474,308

Net Underwriting Profit                            433,450         81,985        185,959

Net Investment Income                              674,779        589,155        499,256

Gain (Loss) on Sale of Securities and Assets       (21,635)       186,791        119,997

Share of Income from Associated Accounted for

under the Equity Method                               2,926        20,120           5,101

Income before Income Tax                         1,089,520        878,051        810,313

Income Tax                                         208,196        170,302        217,025

Net Income                                         881,324        707,749        593,288


At Year - end

Unearned Premium Reserve                         2,508,589      2,453,829      2,275,965

Shareholders’ Equity                             9,202,580     13,673,817     12,796,775



Per Share                                                                          (Baht)

Basic Earnings Per Share                              17.38          13.96          11.70

Ordinary Share (Shares)                         50.7 Million   50.7 Million   50.7 Million

Dividends                                             12.00          12.00          12.00

Stock Dividends                                            -              -              -

Book Value                                          181.51         269.70         252.40

Market Price
High                                                286.00         292.00         304.00

Low                                                 173.00         216.00         206.00

Market Price at Year-end                            176.00         274.00         224.00

Par Value                                             10.00          10.00          10.00

Number of Employees                                   1,098          1,079          1,057




                                                                                               31
32
                                                                                                            ADVISORY BOARD
                                                      Mr. Chatri Sophonpanich
                                                      Chairman




                          Mrs. Boonsri Sophonpanich                               Mr. Damrong Krishnamara
                          Adviser                                                 Adviser




Mr. Piti Sithi – amnuai                                     Mr. Vira Ramyarupa
                Adviser                                                 Adviser




                                                                                                            33
BOARD OF DIRECTORS AND BOARD OF DIRECTORS PROFILE


                                                     Mr. Chai Sophonpanich                           Mr. Plengsakdi Prakaspesat                      Mr. Singh Tangtaswas
                                                     Chairman                                        Independent Director and Chairman               Director and Chairman of Remuneration &
                                                                                                     of the Audit Committee                          Nomination Committee




                                                    Education                                      Education                                       Education
                                                    - B.Sc., University of Colorado, U.S.A.        - Graduate in Commerce from Ross                - B.A. (Economics), Thammasat University
                                                    - Advanced Management Program,                   College (Dublin), Ireland                     - M.B.A. (Finance), Wharton School of
                                                      the Wharton School, 1984                     - Ph.D. (Honoraris Causa)                         Finance and Commerce, University of
                                                    - The Joint State - Private Sectors Class 6,     on Mass Communication,                          Pennsylvania
                                                      The National Defence College of Thailand       Ramkhamhaeng University                       - Certificate of Management Development
                                                    - Directors Certification Program (DCP)        - Ph.D. (Honoraris Causa) on Arts,                Program, Wharton School
                                                      Class 16/2002, Thai Institute of Directors     Rajabhat Institute Lampang                    - Certificate of Executive Development
                                                      Association                                  - Certificate of the Course for Top               Program, Harvard Business School
                                                    - Chairman 2000 Class 10/2004,                   Executives, The Association for Overseas      - Directors Certification Program (DCP)
                                                      Thai Institute of Directors Association        Technical Scholarship (AOTS), Japan             Class 0/2000, Thai Institute of Directors
                                                                                                   - The Joint State - Private Sectors Class 1,      Association
                                                    Work Experiences                                 The National Defence College of Thailand
                                                    - Chairman and President,                      - Directors Accreditation Program (DAP)         Work Experiences
                                                      Bangkok Insurance Public Co., Ltd.             Class 27/2003, Thai Institute of Directors    - Director and Chairman of Remuneration &
                                                      (1978 - present)                               Association                                     Nomination Committee,
                                                    - President, Bangkok Insurance Public          - The Characteristics of Effective Directors      Bangkok Insurance Public Co., Ltd.
                                                      Co., Ltd. (1976 - 1978)                        Class 1/2006, Thai Institute of Directors       (2004 - present)
                                                    - Chairman, The Federation of Thai Insurance     Association                                   - Managing Director, Bangkok Bank
                                                      Organization (2006 - present)                - Certificate of Attendance Audit                 Public Co., Ltd. (2006 - present)
                                                    - Chairman, Furukawa Metal (Thailand)            Committee Program (ACP) Class 17/2007,        - Chairman of Risk Management Committee,
                                                      Public Co., Ltd. (1988 - present)              Thai Institute of Directors Association         Bangkok Bank Public Co., Ltd.
                                                    - Chairman, Charoong Thai Wire & Cable                                                           (2005 - present)
                                                      Public Co., Ltd. (1986 - present)            Work Experiences                                - Executive Director, Bangkok Bank
                                                    - Chairman, Bumrungrad Hospital Public         - Chairman of the Audit Committee,                Public Co., Ltd. (2005 - present)
                                                      Co., Ltd. (1979 - present)                     Bangkok Insurance Public Co., Ltd.            - Independent Director, TWZ Corporation
                                                    - Vice Chairman, Thai Reinsurance Public         (2005 - present)                                Public Co., Ltd. (2005 - present)
                                                      Co., Ltd. (1978 - present)                   - Independent Director, Bangkok Insurance       - Independent Director and Chairman of
                                                    - Director, Bangkok Life Assurance Public        Public Co., Ltd. (1999 - present)               the Audit Committee, Thai Optical Group
                                                      Co., Ltd. (1968 - present)                   - Director of Remuneration & Nomination           Public Co., Ltd. (2004 - present)
                                                    - President, The General Insurance               Committee, Bangkok Insurance Public           - Adviser, Corporate Governance Center,
                                                      Association (1984, 1985, 1989, 1990,           Co., Ltd. (2004 - 2005)                         The Stock Exchange of Thailand
                                                      1997 - 2000, 2005 - 2006)                    - Audit Committee, Bangkok Insurance              (2002 - present)
                                                    - President, The East Asian Insurance            Public Co., Ltd. (1999 - 2005)                - President and Chief Executive Director,
                                                      Congress (1985, 1986, 2005, 2006)            - Member of the Compensation and                  Krung Thai Bank Public Co., Ltd.
                                                    - Chairman, Asean Reinsurance                    Corporate Governance Committee,                 (1999 - 2001)
                                                      Corp., Ltd., Singapore (1988 - 1992)           ACL Bank Public Co., Ltd. (2008 - present)
                                                    - Chairman, Asean Insurance Council,           - Independent Director and Member of the
                                                      Jakarta (1987, 1988)                           Audit Committee, ACL Bank Public
                                                                                                     Co., Ltd. (2005 - present)
                                                                                                   - Adviser, United Flour Mill Public Co., Ltd.
                                                                                                     (2001 - present)
                                                                                                   - Senior Adviser, Thai Central Chemical
                                                                                                     Public Co., Ltd. (1997 - present)
                                                                                                   - Corporate Chairman, MC. Industrial
                                                                                                     Chemical Co., Ltd. (1997 - 2005)
                                                                                                   - Honorary Chairman, Asia Pacific Potash
                                                                                                     Corporation Ltd. (1984 - 2006)
34                                                                                                 - Vice Chairman, United Flour Mill Public
                                                                                                     Co., Ltd. (1980 - 2001)
  Miss Potjanee Thanavaranit                      Dr. Areepong Bhoocha-oom                                     Mr. Thira Wongjirachai
  Independent Director and                        Independent Director and Director of the Audit Committee     Independent Director and Director
  Director of the Audit Committee                 (resigned as from February 22, 2009)                         of Remuneration & Nomination Committee




Education                                        Education                                                   Education
- B.B.A. (Accounting),                           - Ph.D. Finance, University of Mississippi,                 - B.Eng., Linnan University
  Chulalongkorn University                         U.S.A.                                                    - Directors Accreditation Program (DAP)
- M.B.A., Syracuse University, U.S.A.            - M.B.A. Finance, Marshall University,                        Class 51/2006, Thai Institute of Directors
- Advanced Course in General Insurance,            U.S.A.                                                      Association
  Swiss Insurance Training Center, Switzerland   - B.S. International Management,
- Advanced Management Program,                     Boston University, U.S.A.                                 Work Experiences
  Australian Management College, Australia       - Directors Certification Program (DCP)                     - Director of Remuneration & Nomination
- Executive Development Program,                   Class 3/2000, Thai Institute of Directors                   Committee, Bangkok Insurance Public
  Office of the Civil Service Commission           Association                                                 Co., Ltd. (2004 - present)
- National Defence College, Class 42             - Government Debt Monitoring System,                        - Independent Director,
- Directors Certification Program (DCP)            World Bank                                                  Bangkok Insurance Public Co., Ltd.
  Class 17/2002, Role of the Chairman Program    - Global Trend and Public Enterprise                          (1993 - present)
  (RCP) Class 13/2006, Role of the                 Reform, Harvard University, U.S.A.                        - Director, Micro Fiber Industry Co., Ltd.
  Compensation Committee Program (RCC)           - Awareness, Vision, Imagination,                             (present)
  Class 4/2007, Thai Institute of Directors        Responsibility, Action (AVIRA), INSEAD
  Association
                                                 Work Experiences
Work Experiences                                 - Independent Director and Director of the
- Independent Director and Director of the         Audit Committee, Bangkok Insurance
  Audit Committee, Bangkok Insurance               Public Co., Ltd. (2007 - 2009)
  Public Co., Ltd. (2007 - present)              - Director - General, State Enterprise Policy
- Chairperson of the Public Sector Audit and       Office, Ministry of Finance (2007 - present)
  Evaluation Committee for the Ministry of       - Deputy Director - General, State
  Commerce (present)                               Enterprise Policy Office, Ministry of Finance
- Chairperson (Independent Director),              (2002 - 2007)
  Audit Committee and Chairperson                - Director, Bureau of State Enterprise and
  Compensation & Nominating Committee,             Government Securities, Ministry of Finance
  Univentures Public Co., Ltd. (present)           (2001 - 2002)
- Council of State (Group 3 - Monetary Laws)     - Director, Siam City Bank Public Co., Ltd.
  (present)                                        (2008)
- Qualified Committee, The Federation of         - Director, PTTAR Public Co., Ltd.
  Thai Insurance Organization (present)            (2007 - 2008)
- Director, Thai Reinsurance Public Co., Ltd.    - Director, Airport of Thailand Public Co., Ltd.
  (present)                                        (2002 - 2007)
- Sub - Commissioner, the Sub - Commission       - Director, Ratchaburi Electricity Generating
  on the Development and Promotion of              Holding Public Co., Ltd. (2000 - 2008)
  Public Organization and other Organizations    - Director, Ratchaburi Electricity Generating
  under Governmental Supervision, the Public       Co., Ltd. (2000 - 2007)
  Sector Development Commission (present)
- Second Vice - President of the National
  Legislative Assembly (Oct 2006 - Mar 2008)
- Adviser, Ministry of Commerce
  (Oct 2006 - Jan 2008)
- Economic Adviser, Council for
  National Security (Sep 2006 - Jan 2008)
- Chairperson, Thailand Insurance Institute
  (2002 - 2007)
- Member of the Monetary Policy Board,
  the Bank of Thailand (2001 - Aug 2008)
- Director - General, Department of Insurance,
  Ministry of Commerce (2001 - 2006)
- Inspector - General, Ministry of Commerce
  (1999 - 2001)
- Deputy Director General, Department of
                                                                                                                                                            35
  Insurance, Ministry of Commerce
  (1994 - 1999)
      Mr. Suvarn Thansathit                          Mr. Chor.nun Petpaisit                                              Mr. Virasak Sutanthavibul
      Director and Director of Remuneration &        Independent Director and Director of the Audit Committee            Independent Director
      Nomination Committee                           (Director of the Audit Committee appointed on February 27, 2009)




     Education                                      Education                                                           Education
     - M.Sc. in Commerce, University of             - B.B.A. (Accounting),                                              - B. Eng., Chulalongkorn University
       Santo Tomas, Philippines                       Thammasat University                                              - M. Eng. (Industrial Management), Texas
     - Directors Certification Program (DCP)        - Directors Accreditation Program (DAP)                               A&M University, Texas, U.S.A.
       Class 63/2005, Thai Institute of Directors     Class 28/2004, Thai Institute of Directors                        - The Joint State - Private Sectors
       Association                                    Association                                                         Class 18, The National Defence College
     - The Joint State - Private Sectors            - Directors Certification Program (DCP)                               of Thailand
       Class 355, The National Defence College        Class 76/2006, Thai Institute of Directors                        - Directors Accreditation Program (DAP)
       of Thailand                                    Association                                                         Class 21/2003, Thai Institute of Directors
                                                                                                                          Association
     Work Experiences                               Work Experiences                                                    - Certificate, Harvard University,
     - Director and Director of Remuneration &      - Independent Director,                                               Advanced Management Program, U.S.A.
       Nomination Committee, Bangkok                  Bangkok Insurance Public Co., Ltd.                                - Certificate, Harvard University, Financial
       Insurance Public Co., Ltd.                     (2002 - 2004 and 2006 - present)                                    Institution for Private Enterprise
       (2005 - present)                             - Acting Principal Adviser on Performance                             Development, U.S.A.
     - Senior Executive Vice President & Chief,       Improvement, The Revenue Department,
       Bangkok Bank Public Co., Ltd.                  Ministry of Finance (2008 - present)                              Work Experiences
       (2006 - present)                             - Policy and Plan Expert, The Revenue                               - Independent Director,
     - Senior Executive Vice President & Head -       Department, Ministry of Finance                                     Bangkok Insurance Public Co., Ltd.
       Chief Credit Officer, Bangkok Bank             (2001 - 2008)                                                       (2005 - present)
       Public Co., Ltd. (2005 - 2006)               - Director, Bureau of Tax Audit Operation,                          - Director, The Grand - UB
     - Senior Executive Vice President & Head -       The Revenue Department, Ministry of                                 Co., Ltd. (2008 - present)
       Special Asset Management, Bangkok              Finance (2000 - 2001)                                             - Independent Director and Audit
       Bank Public Co., Ltd. (1998 - 2005)          - Director, Government Housing Bank                                   Committee, T.Krungthai Industries
     - Senior Executive Vice President &              (2005 - 2008)                                                       Public Co., Ltd. (2004 - present)
       Director - Metropolitan Banking Group,       - Director, National Science Museum                                 - Executive Vice President, Head of
       Bangkok Bank Public Co., Ltd.                  (2005 - 2007)                                                       Metropolitan Commercial Banking,
       (1996 - 1998)                                - Director, Tourism Authority of Thailand                             Bangkok Bank Public Co., Ltd.
     - Chairman, Sinnsuptawee Asset                   (2005 - 2006)                                                       (2002 - present)
       Management Co., Ltd. (2006 - present)                                                                            - Director, Toyota Leasing (Thailand)
     - Independent Director and Chairman of                                                                               Co., Ltd. (2001 - present)
       the Audit Committee, Lalin Property                                                                              - Director, Thai Nusa Development
       Public Co., Ltd. (2002 - present)                                                                                  Co., Ltd. (2001 - present)
                                                                                                                        - Director, Thai Indo Cordsa Co., Ltd.
                                                                                                                          (2001 - present)
                                                                                                                        - Director, Asia Lamp Industry Co., Ltd
                                                                                                                          (2001 - present)




36
  Mr. Yoshihiko Fukasawa                         Mr. Witcha Damrongsinsak                       Mr. Voravit Rojrapitada
  Independent Director                           Director                                       Director and Company Secretary
  (appointed on August 14, 2008)




Education                                       Education                                     Education
- Graduated from Department of Business        - High School, Wat Bovornnives School          - Certificate, Assumption Commercial
  Administration of HOSEI University,          - Directors Certification Program (DCP)          College
  Japan                                          Class 45/2004, Thai Institute of Directors   - Mini M.B.A., Thammasat University
                                                 Association                                  - Directors Certification Program (DCP)
Work Experiences                                                                                Class 27/2003, Thai Institute of Directors
- Independent Director, Bangkok                Work Experiences                                 Association
  Insurance Public Co., Ltd.                   - Insurance Adviser, Bangkok Insurance         - Advanced Course in General (Non-Life)
  (Aug 2008 - present)                           Public Co., Ltd. (2007 - present)              Insurance, Swiss Insurance Training
- Deputy CEO, Aioi Motor and General           - Director, Bangkok Insurance Public             Center, Switzerland
  Insurance Company of Europa Limited,           Co., Ltd. (1998 - present)                   - Skandia Insurance Management,
  London, U.K. (present)                       - Executive Vice President,                      Philippines
- General Manager of Overseas                    Bangkok Insurance Public Co., Ltd.
  Administration Departrment,                    (2000 - 2006)                                Work Experiences
  Aioi Insurance Co., Ltd., Japan (Apr 2008)   - General Manager, Miscellaneous               - Senior Executive Vice President,
- General Manager of International               Insurance Department, Bangkok                  Bangkok Insurance Public Co., Ltd.
  Department, Aioi Insurance Co., Ltd.,          Insurance Public Co., Ltd. (1983 - 2000)       (2000 - present)
  Japan (Apr 2005)                             - Vice Chairman, Miscellaneous Insurance       - Director, Bangkok Insurance Public
- Director and Chief Executive Officer,          Sub-committee, The General Insurance           Co., Ltd. (1981 - present)
  Aioi Bangkok Insurance Co., Ltd.               Association (1984 - 2000)                    - Company Secretary, Bangkok Insurance
  (Jan 2005)                                                                                    Public co., Ltd. (Aug 2008 - present)
- Deputy General Manager of International                                                     - Secretary to the Board of Directors,
  Department, Aioi Insurance Co., Ltd.,                                                         Bangkok Insurance Public Co., Ltd.
  Japan (Apr 2002)                                                                              (1992 - Aug 2008)
                                                                                              - Assistant Managing Director,
                                                                                                Bangkok Insurance Public Co., Ltd.
                                                                                                (1982 - 1999)
                                                                                              - Director and Audit Committee,
                                                                                                Chumporn Palm Oil Industry Public
                                                                                                Co., Ltd. (1999 - present)
                                                                                              - Chairman of the Audit Committee,
                                                                                                Chumporn Palm Oil Industry Public
                                                                                                Co., Ltd. (2003 - 2005)




                                                                                              Mr. Tori Ueno
                                                                                              Independent Director
                                                                                              (resigned as from May 14, 2008)




                                                                                                                                             37
MANAGEMENT COMMITTEE AND MANAGEMENT COMMITTEE PROFILE




                                                                                7
                                                                                    1. Mr. Chai Sophonpanich
                                                            4       5   6

                                                                1
                                                                                    2. Mr. Voravit Rojrapitada
                                                        3                   2

                                                                                    3. Miss Pagamas Charusathien
                                                                                    4. Mr. Satit Liptasiri

                                                                                    5. Mr. Panus Thiravanitkul

                                                                                    6. Miss Poonsuk Tevidhaya

                                                                                    7. Mr. Anon Vangvasu




38
    4
        5                       1. Mrs. Srichittra Pramojaney
                6   7       8

                                2. Mr. Boonkird Chirapathama
1           2           3
                                3. Mr. Apisit Anantanatarat
                                4. Mr. Suphat Yookongbandhu

                                5. Mr. Sumnao Thienpramuk

                                6. Mr. Sontaya Chaichomlert

                                7. Mr. Aree Vanairlor

                                8. Mr. Jakkrit Chewanuntapornchai




                                                                    39
     Mr. Chai Sophonpanich                          Mr. Voravit Rojrapitada                        Mr. Panus Thiravanitkul
     Chairman and President                         Director and Senior Executive Vice President   Executive Vice President




     Commence                                       Commence                                       Commence
     - February 1968                                - October 1971                                 - May 1973


     Education                                      Education                                      Education
     - B.Sc., University of Colorado, U.S.A.        - Certificate, Assumption Commercial           - B.Sc. (Economics), Thammasat University
     - Advanced Management Program,                   College                                      - M.B.A., Chulalongkorn University
       the Wharton School, 1984                     - Mini M.B.A., Thammasat University
     - The Joint State - Private Sectors Class 6,   - Directors Certification Program (DCP)        Training
       The National Defence College of Thailand       Class 27/2003, Thai Institute of Directors   - Advanced Course in General (Non-Life)
     - Director Certification Program (DCP)           Association                                    Insurance, Swiss Insurance Training
       Class 16/2002, Thai Institute of Directors                                                    Centre, Switzerland
       Association                                  Training                                       - Marine Consequential Loss Insurance,
     - Chairman 2000 Class 10/2004,                 - Advanced Course in General (Non-Life)          Germany
       Thai Institute of Directors Association        Insurance, Swiss Insurance Training          - Insurance School of Japan
                                                      Centre, Switzerland
     Work Experiences                               - Skandia Insurance Management,                Work Experiences
     - Chairman and President,                        Philippines                                  - Executive Vice President,
       Bangkok Insurance Public Co., Ltd.                                                            Bangkok Insurance Public Co., Ltd.
       (1978 - present)                             Work Experiences                                 (2007 - present)
     - President, Bangkok Insurance Public          - Senior Executive Vice President,             - Senior Vice President, Operations
       Co., Ltd. (1976 - 1978)                        Bangkok Insurance Public Co., Ltd.             Department, Bangkok Insurance Public
     - Chairman, The Federation of Thai Insurance     (2000 - present)                               Co., Ltd. (2001 - 2007)
       Organization (2006 - present)                - Director, Bangkok Insurance Public           - General Manager, Marine Insurance
     - Chairman, Furakawa Metal (Thailand)            Co., Ltd. (1981 - present)                     Department, Bangkok Insurance Public
       Public Co., Ltd. (1988 - present)            - Company Secretary, Bangkok Insurance           Co., Ltd. (2000 - 2001)
     - Chairman, Charoong Thai Wire & Cable           Public Co., Ltd. (Aug 2008 - present)        - Assistant General Manager, Marine
       Public Co., Ltd. (1986 - present)            - Secretary to the Board of Directors,           Insurance Department, Bangkok Insurance
     - Chairman, Bumrungrad Hospital Public           Bangkok Insurance Public Co., Ltd.             Public Co., Ltd. (1993 - 2000)
       Co., Ltd. (1979 - present)                     (1992 - Aug 2008)                            - Vice Chairman, Marine and Transport
     - Vice Chairman, Thai Reinsurance Public       - Assistant Managing Director,                   Insurance Sub - committee,
       Co., Ltd. (1978 - present)                     Bangkok Insurance Public Co., Ltd.             The General Insurance Association
     - Director, Bangkok Life Assurance Public        (1982 - 1999)                                  (1994 - 1996, 1999 - 2000)
       Co., Ltd. (1968 - present)                   - Director and Audit Committee,
     - President, The General Insurance               Chumporn Palm Oil Industry Public
       Association (1984, 1985, 1989, 1990,           Co., Ltd. (1999 - present)
       1997 - 2000, 2005 - 2006)                    - Chairman of the Audit Committee,
     - President, The East Asian Insurance            Chumporn Palm Oil Industry Public
       Congress (1985, 1986, 2005, 2006)              Co., Ltd. (2003 - 2005)
     - Chairman, Asean Reinsurance Corp., Ltd.
       Singapore (1988 - 1992)
     - Chairman, Asean Insurance Council,
       Jakarta (1987, 1988)




40
Miss Pagamas Charusathien                    Miss Poonsuk Tevidhaya                     Mrs. Srichittra Pramojaney
Senior Vice President                        Senior Vice President                      Senior Vice President




Commence                                     Commence                                   Commence
- December 1967                              - August 1969                              - January 2006


Education                                    Education                                  Education
- Certificate of Vocational Education        - B.B.A., Bangkok University               - B.B.A. (Accounting),
  in Business Administration (Secretary),                                                 Thammasat University
  Saint John’s Vocational College, Bangkok   Training                                   - M.B.A., University of North Texas, U.S.A
- Mini M.B.A., Chulalongkorn University      - Advanced Course in General (Non-Life)
                                               Insurance, Swiss Insurance Training      Work Experiences
Training                                       Centre, Switzerland                      - Senior Vice President, Accounting
- Advanced Course in General (Non-Life)      - Insurance Management Development           Department and Treasury Department,
  Insurance, Swiss Insurance Training          Program (IMDP)                             Bangkok Insurance Public Co., Ltd.
  Centre, Switzerland                                                                     (2006 - present)
- Air Carriage - Law & Claims Handling,      Work Experiences                           - Chief Financial Officer,
  England                                    - Senior Vice President, Human Resources     Henkel Thai (1999) Ltd. (2004 - 2005)
- Agricultural Insurance, France               Department, Bangkok Insurance Public     - Corporate Financial and Accounting
                                               Co., Ltd. (2000 - present)                 Controller, Motorola (Thailand) Ltd.
Work Experiences                             - Assistant General Manager,                 (2002 - 2004)
- Senior Vice President, Special Risks         Human Resources Department,              - Corporate General Manager,
  Business Unit, Bangkok Insurance Public      Bangkok Insurance Public Co., Ltd.         Office of Financial Management,
  Co., Ltd. (2007 - present)                   (1994 - 2000)                              Mitsubishi Motors (Thailand) Ltd.
- Senior Vice President, Production                                                       (1997 - 2002)
  Department, Bangkok Insurance Public
  Co., Ltd. (2001 - 2007)
- General Manager, Personal Insurance
  and Aviation Department, Bangkok
  Insurance Public Co., Ltd. (2000 - 2001)
- Assistant General Manager, Personal
  Insurance and Aviation Department,
  Bangkok Insurance Public Co., Ltd.
  (1999 - 2000)
- Assistant General Manager,
  Miscellaneous Insurance Department,
  Bangkok Insurance Public Co., Ltd.
  (1994 - 1999)




                                                                                                                                     41
     Mr. Satit Liptasiri                          Mr. Anon Vangvasu                            Mr. Jakkrit Chewanuntapornchai
     Senior Vice President                        Senior Vice President                        Senior Vice President




     Commence                                     Commence                                     Commence
     - October 1977                               - December 1976                              - August 1982


     Education                                    Education                                    Education
     - Diploma (Accounting), Perth Technical      - LL.B., Ramkhamhaeng University             - B.Sc. (Statistics),
       College, Australia                                                                        Chulalongkorn University
                                                  Training                                     - M.B.A., Chulalongkorn University
     Training                                     - Advanced Course in General (Non-Life)
     - Advanced Course in General (Non-Life)        Insurance, Swiss Insurance Training        Training
       Insurance, Swiss Insurance Training          Centre, Switzerland                        - General Insurance & Insurance
       Centre, Switzerland                        - Insurance Management Development             Management, IIAP, Philippines
     - Risk Assessment Workshop for Asian Fire      Program (IMDP)                             - Alois - Alzheimer Scholarship, Munich Re,
       Underwriters, Switzerland                                                                 Germany
     - Insurance Management Development           Work Experiences                             - MARSH Overseas Clients’ Course 2001,
       Program (IMDP)                             - Senior Vice President, Motor Claims          England
                                                    Department, Bangkok Insurance Public
     Work Experiences                               Co., Ltd. (2006 - present)                 Work Experiences
     - Senior Vice President, Non-Motor Claims    - Senior Vice President, Legal Department,   - Senior Vice President, Commercial Lines
       Department, Bangkok Insurance Public         Bangkok Insurance Public Co., Ltd.           Business Unit, Bangkok Insurance Public
       Co., Ltd. (2006 - present)                   (2000 - present)                             Co., Ltd. (2007 - present)
     - Senior Vice President, Branch Operations   - Senior Vice President, Non-Motor Claims    - Vice President, Direct Customer Division,
       Department, Bangkok Insurance Public         Department, Bangkok Insurance Public         Bangkok Insurance Public Co., Ltd.
       Co., Ltd. (2001 - 2005)                      Co., Ltd. (2003 - 2005)                      (2001 - 2007)
     - General Manager, Fire Insurance            - Assistant General Manager,                 - Manager, Non-Motor Claims Department,
       Department, Bangkok Insurance Public         Legal Department, Bangkok Insurance          Bangkok Insurance Public Co., Ltd.
       Co., Ltd. (2000 - 2001)                      Public Co., Ltd. (1998 - 2000)               (1998 - 2001)
     - Assistant General Manager,                 - Vice Chairman, Motor Insurance
       Fire Insurance Department,                   Sub - committee, The General Insurance
       Bangkok Insurance Public Co., Ltd.           Association (2001 - present)
       (1995 - 2000)                              - Vice Chairman of The Board,
     - Vice Chairman, The Property Insurance        Road Accident Victims Protection
       Sub - committee, The General Insurance       Co., Ltd. (1998 - present)
       Association (1998 - 2002)                  - Director, The General Insurance
                                                    Association (present)




42
Mr. Boonkird Chirapathama                      Mr. Sontaya Chaichomlert                         Mr. Suphat Yookongbandhu
Senior Vice President                          Senior Vice President                            Senior Vice President




Commence                                       Commence                                         Commence
- July 1984                                    - February 1996                                  - August 1980


Education                                      Education                                        Education
- LL.B., Thammasat University                  - B.B.A. (Accounting),                           - B.B.A. (Marketing),
- B.B.A. (General Management),                   Thammasat University                             Assumption University
  Sukhothai Thammathirat University            - Mini M.B.A., Chulalongkorn University          - Associate of the Insurance Institute of
- M.A. (Social Development),                                                                      New Zealand (NZII), New Zealand
  National Institution of Development          Training
  Administration                               - Chiyoda Insurance Seminar, Japan               Training
                                               - Insurance Management Development               - Miscellaneous Casualty Insurance, ISJ,
Training                                         Program (IMDP)                                   Japan
- General Insurance Session (International),   - Modern Management Program (MMP)                - Advanced Course in General (Non-Life)
  College of Insurance, India                  - Developing CG Policy Statement,                  Insurance, Swiss Insurance Training
- Insurance Professional Program                 Thai Institute of Directors Association          Centre, Switzerland
  (Fit for Management), Swiss Insurance        - Board and Director Performance                 - Insurance Management Development
  Training Centre, Switzerland                   Evaluation, Thai Institute of Directors          Program (IMDP)
                                                 Association
Work Experiences                                                                                Work Experiences
- Senior Vice President, Branch Operations     Work Experiences                                 - Senior Vice President, Broker Business
  Department, Bangkok Insurance Public         - Senior Vice President, Internal Audit            Unit, Bangkok Insurance Public Co., Ltd.
  Co., Ltd. (2007 - present)                     Department, Bangkok Insurance Public             (2007 - present)
- First Vice President, Branch Operations        Co., Ltd. (2007- present)                      - First Vice President, Broker Division,
  Department, Bangkok Insurance Public         - First Vice President, Internal Audit Office,     Bangkok Insurance Public Co., Ltd.
  Co., Ltd. (2006 - 2007)                        Bangkok Insurance Public Co., Ltd.               (2005 - 2007)
- First Vice President, Agent Division           (2005 - 2006)                                  - Vice President, Broker Division,
  Bangkok Insurance Public Co., Ltd.           - Vice President, Internal Audit Office,           Bangkok Insurance Public Co., Ltd.
  (2005)                                         Bangkok Insurance Public Co., Ltd.               (2001 - 2005)
- Vice President, Agent Division                 (2004 - 2005)                                  - Manager, Miscellaneous Insurance
  Bangkok Insurance Public Co., Ltd.           - Vice President, Internal Audit Division,         Department, Bangkok Insurance
  (2002 - 2005)                                  Bangkok Insurance Public Co., Ltd.               Public Co., Ltd. (1994 - 2001)
                                                 (1996 - 2004)




                                                                                                                                             43
     Mr. Apisit Anantanatarat                      Mr. Aree Vanairlor                              Mr. Sumnao Thienpramuk
     Senior Vice President                         Senior Vice President                           First Vice President




     Commence                                      Commence                                        Commence
     - April 1985                                  - August 1989                                   - June 1989

     Education                                     Education                                       Education
     - M.A. (Industrial and Organization           - B.A. (Political Science),                     - M.Sc. (Applied Statistics),
       Psychology), Thammasat University             Ramkhamheng University                          National Institute of Development
     - M.S. (Insurance), University of Hartford,   - Associate of the Insurance Institute of         Administration
       U.S.A.                                        New Zealand (NZII), New Zealand
     - Diploma of Financial Service                                                                Training
       (General Insurance), ANZIIF                 Training                                        - Chiyoda Insurance Seminar, Japan
       (Senior Associate), Australia               - Advanced Engineering Insurance                - Sumitomo Systems Seminar, Japan
                                                     Seminar, Cologne Re, Germany
     Training                                      - Advanced Non-Life Insurance Course,           Work Experiences
     - General Insurance Foundation Course,          Swiss Insurance Training Centre,              - First Vice President, Information
       National Insurance Academy, India             Switzerland                                     Technology Department,
     - Management Development Program                                                                Bangkok Insurance Public Co., Ltd.
       (Fit for Expert Underwriting), Swiss        Work Experiences                                  (1996 - present)
       Insurance Training Centre, Switzerland      - Senior Vice President, Financial
     - Management Development Program                Institution Business Unit,
       (Fit for Management), Swiss Insurance         Bangkok Insurance Public Co., Ltd.
       Training Centre, Switzerland                  (2007 - present)
     - New Forms of Risk Sharing and Risk          - First Vice President, Agent Division,
       Engineer, SCOR, France                        Bangkok Insurance Public Co., Ltd.
     - Genesys G-Force Event 2008 and                (2006 - 2007)
       Contact Center Site Visit, Australia        - First Vice President, Financial Institution
                                                     Division, Bangkok Insurance Public
     Work Experiences                                Co., Ltd. (2005 - 2006)
     - Senior Vice President, Personal Lines       - Vice President, Financial Institution
       Business Unit, Bangkok Insurance Public       Division, Bangkok Insurance Public
       Co., Ltd. (2007 - present)                    Co., Ltd. (2001 - 2005)
     - First Vice President, Information           - Manager, Marketing Department,
       Technology Department, Bangkok                Bangkok Insurance Public Co., Ltd.
       Insurance Public Co., Ltd.                    (1995 - 2001)
       (2005 - present)
     - First Vice President, Personal Lines
       Division, Bangkok Insurance Public
       Co., Ltd. (2006 - 2007)
     - Vice President, Human Resources
       Development Division, Bangkok
       Insurance Public Co., Ltd. (2002 - 2005)
     - Assistant Vice President,
       Human Resources Development Division,
       Bangkok Insurance Public Co., Ltd.
       (2000 - 2002)




44
45
FIRST VICE PRESIDENT AND VICE PRESIDENT
                                                                                          1. Mr. Perasak Nakasriarun        6. Miss Sutida Malila
                                          6                                   9
                                                      7               8                   2. Mr. Lert Vongchai              7. Mr. Werawut Ratananate
                                              1       2       3                   4       3. Miss Pimjai Luemrung           8. Mrs. Vachana Boonritthipong
                                                                                      5

                                                                                          4. Mr. Supamongkol Sukakanya      9. Mr. Virat Akaraboonlertyot
                                                                                          5. Mr. Charun Jongudomporn




                                                  6       7                   8
                                                                                           1. Mrs. Jariya Pattamachaiyant    5. Mr. Vichien Moleewon
                                                      2           3       4           5    2. Mr. Stephen Crabb              6. Mr. Athapol Anansajakul
                                          1
                                                                                           3. Mrs. Supranee Piriyawiboon     7. Mr. Preecha Sornmanee
                                                                                           4. Miss Yupin Thongsaengbunya     8. Mr. Suthi Chathanakul

46
                        7               8
                                                        1. Mrs. Vanthana Yoovithaya               5. Miss Umaporn Hualbuttar
                                4           5       6
1           2       3
                                                        2. Mr. Somchai Chiaranaiphaisan           6. Miss Anchana Lohchanacharoenporn
                                                        3. Mrs. Ratiporn Wasskul                  7. Mr. Ekamol Aungkavattana
                                                        4. Mr. Trirak Krutvecho                   8. Mr. Prasit Wanichodom




                    7               8
    6                                                   1. Mrs. Sumana Trongtranon                 5. Mr. Sorat Vonganankit
                                                5
        1       2
                            3           4               2. Mr. Suchai Limpodom                     6. Miss Sujinda Teplertboon
                                                        3. Miss Saranya Luenglertvorakul           7. Mr. Anant Pongpoon
                                                        4. Mr. Paitoon Chanpanorrak                8. Mr. Wichai Pongsetpisal

                                                                                                                                                           47
                                                                             Remark : Mr. Boonthep Wattanarojjananikorn (resigned as from April 1, 2008)

                                                                                       Mr. Prakarn Anantachote (resigned as from September 1, 2008)
ASSISTANT VICE PRESIDENT




                           The Power...to Success




48
 1. Mr. Alonggorn Gradtip                                   32. Miss Pisamai Wiphatkrut
 2. Mr. Anawaj Saibang                                      33. Mr. Pisit Kidcharoensuk
 3. Mr. Anek Keereesathien                                  34. Miss Pranee Komonkawin
 4. Mrs. Anutra Chanprasartsuk                              35. Mr. Prayudh Jatarupamaya
 5. Mr. Attapol Rangsiwongs                                 36. Miss Rangsimarath Thongdeekam
 6. Miss Chanpimol Suthisopaarphon                          37. Mrs. Rataya Singh
 7. Mrs. Charasporn Vipakornvit                             38. Mr. Sarayuth Apaipim
 8. Mr. Chatchai Chitpaiboolrak                             39. Mrs. Sermsuk Kidcharoensuk
 9. Mr. Danai Rojjintaves                                   40. Miss Siriraht Ojarutip

10. Mrs. Duangta Sanpha-asa                                 41. Mrs. Sirithorn Pongsiripat

11. Mr. Jeravat Payakarasamit                               42. Mr. Somkiat Veeratanaporn

12. Mr. Jeravong Thantachote                                43. Mr. Songkiat Nualon

13. Mrs. Jurairuch Pipatpongsopon                           44. Mr. Songyos Intaladchoom

14. Mr. Kannasootr Homjan                                   45. Mr. Suchai Srirongraungjit

15. Mr. Kiettisak Sirilikitchai                             46. Miss Sunee Luangpongrat

16. Mr. Kittipong Arunrungsawadi                            47. Mr. Surasak Xuto

17. Mr. Kitisak Suriyaratanapimol                           48. Mr. Suthira Patrapanupat

18. Mr. Kriengsak Wongsantimeth                             49. Mrs. Suwannee Kuptitumkul

19. Mr. Mannarong Thititanakul                              50. Mrs. Suwannee Sithisukh

20. Mr. Mongkol Tongto                                      51. Mr. Tawee Kvanthong

21. Miss Naranuch Wontanawaikoon                            52. Mr. Taweechai Wootianusorn

22. Mr. Narongrit Udomlapsakul                              53. Mr. Teerawat Jaturavit

23. Miss Natsaran Woraratpanya                              54. Mr. Thitipong Kittiprapas

24. Mr. Natthajak Santatilokkul                             55. Mr. Varit Unprasertporn

25. Mrs. Netnaphit Poolsupya                                56. Mrs. Waraporn Dhanisornkul

26. Mr. Pairin Chaibenjapol                                 57. Mr. Wera Virojsirasak

27. Mr. Paisan Vohakiat                                     58. Mr. Werachat Tulapong

28. Mrs. Pannee Vongchai                                    59. Miss Wilai Lertritpuwadol

29. Miss Pantita Panyamee                                   60. Mr. Winai Kunpraserd

30. Miss Paveena Juchuan                                    61. Mr. Wiwat Panyakiattikun

31. Mr. Peerapat Thawornniti                                62. Mr. Yongyudh Tangtrongpiros


Remark : Natdanai Pornchaisiriarun (resigned as from August 1, 2008)




                                                                                                49
SOCIAL ACTIVITIES IN 2008




                                                                    R   eceive the Corporate Social Responsibility Award

                                                                            Bangkok Insurance Public Company Limited is determined to manage its business

                                                                    based on the principle of good corporate governance, with a responsibility for society. It

                                                                    has resolved to lend support to every type of social activity continuously for over 60 years,

                                                                    including giving importance to sustainable social development that is measurable, with an

                                                                    aim to revive communities so that they can help themselves in the long run. This makes

                                                                    Bangkok Insurance the first non-life insurance company to receive “The Corporate Social

                                                                    Responsibility” award from the 12th Asia Insurance Industry Awards 2008 by Asia

                                                                    Insurance Review, a world-prominent magazine, on November 23, 2008, in Hong Kong.




                                                                                                                              12th Asia Insurance Industry Awards

                                                                      Receive the Corporate Social
                                                                      Responsibility Award




                            Corporate Social Responsibility Award



                                                                            The “Corporate Social Responsibility” award is an award that has the highest

                                                                    number of both life and non-life insurance companies, totaling over 50 companies from

                                                                    15 Asian countries, namely, China, Japan, Korea, Taiwan, Australia, India, Pakistan,

                                                                    Philippines, Indonesia, Malaysia, Singapore, Brunei, Vietnam, Laos and Thailand,

                                                                    submitting their works to run in the contest. There were only 10 companies that were

                                                                    nominated for the second round of the contest. In this regard, Bangkok Insurance had

                                                                    won the award, which was an accomplishment for the Company’s management and

                                                                    employees to be proud of, and became their moral support to realize the significance

                                                                    of conducting themselves in a way that would benefit society, which was regarded as

                                                                    a duty to share their responsibilities for society and the environment in all aspects. In 2008,

                                                                    the Company participated in such virtuous activities as the following:




50
  Contributions to Foundations                                                                            Contributions to Foundations
  under Royal Patronage                                                                                         under Royal Patronage




                                                                                           Scholarships for students



Contributions to Foundations under Royal Patronage

        - A contribution of Baht 1.7 million to the Ananda Mahidol Foundation, as scholarships for students capable of furthering

their studies to the highest level.

        - A contribution of Baht 1.7 million to the Chai Pattana Foundation, to implement royal projects and help people in, for

example, education, the environment, social development, etc.

        - A contribution of Baht 0.8 million to the “Graduates Go Home” project, as scholarships for students under royal patronage.



Education

        - The Company has granted scholarships to worthy but poor students for their university education. In 2008, 24 scholarships

were granted to the 15th class totaling about Baht 4.0 million. The grants included tuition fees, as well as expenses for food,

accommodation and others. Since 1994, 295 scholarships, totaling over Baht 38 million have been granted.

        - In support of students’ reading habit, the Company helped develop school libraries and donated worthy books for

children, for example, those written by Her Royal Highness Crown Princess Sirindhorn, encyclopedias and dictionaries, to schools

in Mukdahan, Nakhon Phanom and Sakon Nakhon. The Company has lent its support to such activities since 1997 in order to

inculcate a reading habit for school students.




                                                                                                                                         51
     Occupational Promotion

             The Company has promoted appropriate occupational development for northeastern people through basket weaving,

     starting from 1995 till now, by providing experts in teaching a production method and raw materials, as well as finding product

     outlets. Currently, people in those areas earn additional incomes, have a better standard of living and are able to help themselves.

     Typically, it is the creation of a community network, beginning from 1 village and expanding to 5 villages now, consisting of over

     30 households.




       Occupational Promotion                                                                                         Relief of Public Disasters




                                                                                                  Public Health


     Public Health

             The Company, in cooperation with Bumrungrad Hospital, continuously provides a mobile medical service for the treatment

     of people in remote and poverty-stricken areas. These activities are carried out free of charge and are aimed at promoting a good

     health to people. For every one of the activities, the Company’s management and volunteer employees participate in it. The activity

     has been conducted since 1988 and there are a minimum of 3,000 people receiving medical treatment each time.



     Relief of Public Disasters

             Due to the fact that the Company’s management and employees have constantly made a site visit and assisted people

     afflicted by various disasters since 1988, the Company thus continues the activity by formally establishing the BKI Care Club. The

     club membership comprises the Company’s employees with voluntary mind, who are really determined to help society. Each of

     them is prepared to devote his/her time and energy at weekends performing social activities by providing supplies and basic

     necessities to underprivileged people, as well as making a site visit to assist victims of such catastrophes as fire, flood, etc.




52
Art and Culture Preservation

        - The Company has offered a contribution of Baht 5.25 million in support of the large shadow puppet preservation project

to the Fine Arts Department between 2006 and 2008. This aims for large shadow puppets, which are a classic royal entertainment

of the central region, to be further preserved as part of Thailand’s cultural heritage.

        - The Company had lent its support, from 2006 to 2008, to the project of development of the archaeological site and the

local community of Wiang Bua, Phayao province, the art of Lanna period, by offering a contribution of about Baht 4 million The site

is the location of a museum and a learning center that can benefit the community.

        - The Company has supported the “Development of Archaeological Learning Sites of Ban Promthintai” project in

Koksumrong district, Lop Buri province, as significant of Thai Cultural heritage and archaeological research study.




 The “Unplug” Bangkok Insurance                                                                        The “Unplug” Bangkok Insurance
 Help Stop Global Warming Project                                                                     Help Stop Global Warming Project




                                                                                          Art and Culture Preservation



Environment

        The Company has initiated the “Unplug” Bangkok Insurance Help Stop Global Warming project since 2008 in

collaboration with agencies having an identical idea. This is tantamount to generating a network for a campaign to encourage

people in all sectors to adopt an energy-saving practice so as to help diminish global warming, which is a major problem of the

current world, via a practical and intimate approach, for instance, unplugging a piece of electrical equipment when it is not used.

A contribution offered to this project totaled over Baht 10 million.

        The Company, having realized its responsibilities to society, is strongly determined to benefit society by enhancing its

development and prosperity in parallel with its business transactions. In this regard, it has made great effort to upgrade the Thai

population’s standard of living in a sustainable way. Certainly, this is a goal which the Company has always pursued and will

continue to do through doing good and conducting any activities that benefit society at large.




                                                                                                                                         53
REPORT OF THE AUDIT COMMITTEE




                                        T   he Bangkok Insurance Public Company Limited Board of Directors passed a solution at its meeting (no.4/

                                2008) on November 14, 2008, to appoint the Company’s former Audit Committee, who are independent and non-executive

                                directors, to sit on a new Audit Committee, for a three-year term, (starting on November 16, 2008 until November 15, 2011).

                                The Committee consists of Mr. Plengsakdi Prakaspesat (Chairman), Miss Potjanee Thanavaranit (Member), and

                                Dr. Areepong Bhoocha-oom (Member).

                                        In 2008, the Audit Committee convened 4 meetings, attended by the Director and Senior Executive Vice President,

                                Senior Vice President of Accounting Department and Senior Vice President of Internal Audit Department, as well as

                                convened another 2 meetings without the attendance of the Company’s management, to implement duties assigned by

                                the Board of Directors as summarized below:
                                        1. Checking of the Financial Statements. The Audit Committee, along with the Company’s management

                                and independent auditors, has examined the Company’s quarterly and annual financial statements to ensure that they are

                                accurately and properly established in accordance with generally accepted accounting standards. Simultaneously, data is

                                sufficiently and reliably disclosed. In addition, the Committee has made suggestions for an improvement and done follow-up

                                checking for the Company’s benefit.

                                        2. Supervising the Company’s Internal Control System and Performance Corresponding to

                                the Provisions of Law. The Audit Committee has examined and approved the audit plan of the Internal Audit

                                Department for 2007, examined the report on audit consequences based on the plan, as well as made suggestions for the

                                efficiency and effectiveness of the Internal Audit Department’s performance, in addition to exchanging opinions and

                                providing advice to the Company’s management in order to follow up with improvement on significant issues according to

                                an audit report. This is to ensure that the Company has a good internal control system and practices that comply with the

                                relevant laws and regulations.




54
        3. Checking to Prevent a Conflict of Interest. The Audit Committee has examined interrelated parties

transactions of companies and persons concerned that may generate a conflict of interest with the Company. This is to

ensure business transparency and actual transactions for normal business practices, which does not significantly affect the

Company.

        4. Selecting and Proposing an Appointment of Auditor. The Audit Committee has considered and

proposed to the Company’s Board of Directors, for an approval from the shareholders’ meeting, for the appointment of

Mr. Sophon Permsiriwallop and/or Miss Rungnapha Lertsuwannakul and/or Miss Vissuta Jariyathanakorn of Ernst and

Young Office Limited as auditors for the year 2008, with the remuneration of Baht 1.36 million.

        5. Performing Other Duties. The Audit Committee has supervised and provided recommendations to the

Company’s management in terms of managerial issues to engender an appropriate inspection and a checks-and-balance

mechanism. It also adheres to the principles of a good corporate governance policy so as to create confidence among

shareholders, investors and all parties concerned.

        The Audit Committee has considered and found that the Company implemented a good corporate governance

policy and established a proper and effective internal control system. Similarly, the Company has efficient risk management

and interrelated items that are commercially true ones, as well as normal and reasonable businesses. In addition, the

Company has performed its operations in compliance with the relevant laws and regulations, and established accurate and

proper financial statements while disclosing complete and correct information on par with accounting measures, and

having a reliable system of good corporate governance.




(Mr. Plengsakdi Prakaspesat)

Chairman of the Audit Committee




                                                                                                                              55
REPORT ON THE BOARD OF DIRECTORûS RESPONSIBILITY FOR FINANCIAL STATEMENTS




                                                                                      T   he Bangkok Insurance Public Company Limited Board of Directors is responsible for the Company’s financial

                                                                            statements, as well as financial information technology appearing in the annual financial statements. Such statements have

                                                                            been prepared in accordance with accounting principles and practices generally accepted in Thailand. In this regard, the

                                                                            Board of Directors has selected an appropriate accounting policy and constantly implemented it with cautious discretion.

                                                                            Furthermore, significant data is sufficiently disclosed in notes of the financial statements.

                                                                                      The Board of Directors also provides and maintains an efficient internal control system to ensure that the recording

                                                                            of accounting data is accurate, complete and adequate for the protection of the Company’s assets and the prevention of

                                                                            fraud and malpractices, while disclosing interrelated items to avoid any conflict of interests, as well as complying with the

                                                                            laws and regulations concerned. In this connection, the Audit Committee is assigned by the Board of Directors to oversee,

                                                                            take responsibility for and continuously report the consequences to the Board. The Audit Committee’s opinions on these

                                                                            issues have already appeared in its report, which is displayed in the Company’s annual report.

                                                                                      The Company’s Board of Directors is of the opinion that an overall internal control system of the Company is

                                                                            satisfactory and generates justified confidence in the reliability of the Company’s financial statements as at December 31,

                                                                            2008. The Company’s independent auditor has also audited in accordance with generally accepted auditing standards

                                                                            and is of the opinion that the Company’s financial statements referred to above present fairly, in all material respects,

                                                                            its financial position and operational consequences in accordance with generally accepted accounting principles.




                                                                            (Mr. Chai Sophonpanich)

                                                                            Chairman and President




56
                                                                                                                                    REPORT OF INDEPENDENT AUDITOR
To the Shareholders of Bangkok Insurance Public Company Limited



       I   have audited the accompanying balance sheets, in which the equity method is applied, of Bangkok Insurance

Public Company Limited as at December 31, 2008 and 2007, and the related statements of income, changes in

shareholders’ equity and cash flows for the years then ended, and the separate financial statements, in which the cost

method is applied, of Bangkok Insurance Public Company Limited for the same years. These financial statements are

the responsibility of the Company’s management as to their correctness and the completeness of the presentation.

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 require that

I plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material

misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the

financial statements. An audit also includes assessing the accounting principles used and significant estimates made by

management, as well as evaluating the overall financial statements presentation. 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 Bangkok Insurance Public Company Limited as at December 31, 2008 and 2007, and the results of its operations and its

cash flows for the years then ended in accordance with generally accepted accounting principles.




(Mr. Sophon Permsirivallop)

Certified Public Accountant (Thailand)

No. 3182



Ernst & Young Office Limited

Bangkok

February 18, 2009




                                                                                                                                       57
BALANCE SHEETS




                 As at December 31, 2008 and 2007                                                                                                   (Baht’000)

                                                                                            Financial Statements              Separate Financial Statements

                                                                                  in which the equity method is applied     in which the cost method is applied

                     Assets                                                                      2008               2007               2008               2007

                          Investments in Securities

                     Bonds                                                                    494,350         269,893               494,350            269,893

                     Notes (Note 10)                                                          240,968         478,225               240,968            478,225

                     Stocks                                                                  6,678,794     11,293,186             6,678,794        11,293,186

                     Debentures                                                                       -            21,154                   -           21,154

                     Unit Trusts                                                              962,533         826,897               962,533            826,897

                          Total Investments in Securities (Note 6, 9)                        8,376,645     12,889,355             8,376,645        12,889,355

                          Loans

                     Collaterised Loans                                                      2,628,811      2,435,422             2,628,811         2,435,422

                     Other Loans                                                                 5,438              2,875              5,438             2,875

                          Total Loans (Note 7)                                               2,634,249      2,438,297             2,634,249         2,438,297

                     Investments in Associates (Note 8)                                       118,729         118,173               102,256            102,256

                     Cash and Deposits at Financial Institutions (Note 9, 10)                 799,873         607,686               799,873            607,686

                     Property, Premises and Equipment - Net (Note 11)                        1,145,835      1,177,394             1,145,835         1,177,394

                     Amounts Deposit on Reinsurance Treaties                                  186,700         175,051               186,700            175,051

                     Due from Reinsurers (Note 9)                                              31,583              85,222            31,583             85,222

                     Premium Due and Uncollected - Net (Note 9, 12)                          1,472,234      1,468,814             1,472,234         1,468,814

                     Accrued Investment Income                                                 77,284              62,650            77,284             62,650

                     Other Assets

                     Intangible Asset - Net (Note 13)                                         115,798         110,997               115,798            110,997

                     Leasehold Right - Land                                                    88,881              94,531            88,881             94,531

                     Others (Note 9)                                                          249,176         238,527               249,176            238,527




                     Total Assets                                                           15,296,987     19,466,697           15,280,514         19,450,780
                 The accompanying notes are an integral part of the financial statements.




58
                                                                                                                 (Baht’000)

                                                         Financial Statements              Separate Financial Statements

                                                 in which the equity method is applied   in which the cost method is applied

Liabilities and Shareholders’ Equity                           2008              2007                2008              2007

Unearned Premium Reserve (Note 14)                       2,508,589        2,453,829            2,508,589          2,453,829

Loss Reserve and Outstanding Claims                      1,187,815        1,098,480            1,187,815          1,098,480

Amounts Withheld on Reinsurance Treaties                   391,100          355,350              391,100            355,350

Due to Reinsurers (Note 9)                                 378,639          464,159              378,639            464,159

Commission Payable                                         289,157          300,431              289,157            300,431

Other Liabilities

Corporate Income Tax Payable                                 41,141             31,605             41,141            31,605

Premium Received in Advance                                857,666          713,924              857,666            713,924

Accrued Expenses                                           287,670          199,483              287,670            199,483

Others                                                     152,630          175,619              152,630            175,619

    Total Liabilities                                    6,094,407        5,792,880            6,094,407          5,792,880

    Shareholders’ Equity

Share Capital

Registered

50,700,000 Ordinary Shares of Baht 10 each                 507,000          507,000              507,000            507,000

Issued and Fully Paid

50,700,000 Ordinary Shares of Baht 10 each                 507,000          507,000              507,000            507,000

Premium on Share Capital                                 1,442,500        1,442,500            1,442,500          1,442,500

Unrealised Gains

Surplus on Revaluation of Investments (Note 6)           2,867,955        7,612,116            2,867,955          7,612,116

Retained Earnings
Appropriated

    Legal Reserve (Note 16)                                  50,700             50,700             50,700            50,700

    General Reserve                                      3,100,000        3,100,000            3,100,000          3,100,000

Unappropriated (Note 14)                                 1,234,425          961,501            1,217,952            945,584

    Total Shareholders’ Equity                           9,202,580      13,673,817             9,186,107        13,657,900

Total Liabilities and Shareholders’ Equity              15,296,987      19,466,697            15,280,514        19,450,780



Off-Balance Sheet Items - Commitments

    Commitments (Note 20, 21)                              341,416          375,817              341,416            375,817




                                                                                                                               59
INCOME STATEMENTS




                    Financial Statements in which the equity method is applied

                    For the years ended December 31, 2008 and 2007                                         (Baht’000)

                                                                                                    Fire      Marine



                                 Underwriting lncome

                        Premium Written (Note 9)                                               1,344,693     442,523

                        Less     Premium Ceded (Note 9)                                         344,981      195,159

                        Net Premium Written                                                     999,712      247,364

                        Less     Increase (Decrease) in Unearned Premium

                                 Reserve from Previous Year                                      10,190       12,322

                                 Total Underwriting Income                                      989,522      235,042

                                 Underwriting Expenses

                        Losses Incurred During the Year                                         210,147       59,879

                        Commissions and Brokerages                                              249,432       16,347

                        Other Underwriting Expenses                                             129,246       43,729

                                 Total Underwriting Expenses                                    588,825      119,955

                                 Income on Underwriting                                         400,697      115,087

                                 Investment Income

                        Interest and Dividends Income (Note 9)

                        Gains (Losses) on Sales of Securities

                        Less     Investment Expenses

                                 Gain from Reversal Impairment of Investments

                        Income on Investment

                        Share of Income from Associates (Note 8)

                        Other Income

                        Gains on Sales of Assets

                        Others

                        Total Income on Underwriting and Investment

                                 Operating Expenses

                        Personnel Expenses

                        Premise and Equipment Expenses

                        Taxes and Duties

                        Bad Debt and Doubtful Accounts (Reversal)

                        Directors’ Remuneration (Note 18)

                        Other Operating Expenses

                                 Total Operating Expenses

                        Income Before Income Tax

                        Less     Corporate Income Tax

                        Net Income for the Year

                        Basic Earnings Per Share (Note 19)

                        Net Income
                    The accompanying notes are an integral part of the financial statements.


60
                                        (Baht’000)

   Motor    Miscellaneous       2008         2007

                                Total        Total



2,986,706      3,004,697    7,778,619   7,656,311

 122,671       1,975,330    2,638,141   2,577,208

2,864,035      1,029,367    5,140,478   5,079,103



(123,706)        155,953      54,759      177,864

2,987,741        873,414    5,085,719   4,901,239



1,762,816        399,764    2,432,606   2,802,114

 440,136           2,108     708,023      768,123

 411,484         314,295     898,754      684,845

2,614,436        716,167    4,039,383   4,255,082

 373,305         157,247    1,046,336     646,157



                             631,544      561,486

                             (23,494)     184,638

                             (74,186)    (78,611)

                               8,317        3,432

                             542,181      670,945

                               2,926       20,120



                               1,859        2,153

                             109,104      102,848

                            1,702,406   1,442,223



                             243,698      233,910

                             141,124      118,014

                               1,071        1,120

                               1,539       (1,504)

                               6,680        6,305

                             218,774      206,327

                             612,886      564,172

                            1,089,520     878,051

                             208,196      170,302

                             881,324      707,749



                               17.38        13.96



                                                     61
INCOME STATEMENTS




                    Separate Financial Statements in which the cost method is applied

                    For the years ended December 31, 2008 and 2007                                         (Baht’000)

                                                                                                    Fire      Marine



                                 Underwriting Income

                        Premium Written (Note 9)                                               1,344,693     442,523

                        Less     Premium Ceded (Note 9)                                         344,981      195,159

                        Net Premium Written                                                     999,712      247,364

                        Less     Increase (Decrease) in Unearned Premium

                                 Reserve from Previous Year                                      10,190       12,322

                                 Total Underwriting Income                                      989,522      235,042

                                 Underwriting Expenses

                        Losses Incurred During the Year                                         210,147       59,879

                        Commissions and Brokerages                                              249,432       16,347

                        Other Underwriting Expenses                                             129,246       43,729

                                 Total Underwriting Expenses                                    588,825      119,955

                                 Income on Underwriting                                         400,697      115,087

                                 Investment Income

                        Interest and Dividends Income (Note 9)

                        Gains (Losses) on Sales of Securities

                        Less     Investment Expenses

                                 Gain from Reversal Impairment of Investments

                        Income on Investment

                        Other Income

                        Gains on Sales of Assets

                        Others

                        Total Income on Underwriting and Investment

                                 Operating Expenses

                        Personnel Expenses

                        Premise and Equipment Expenses

                        Taxes and Duties

                        Bad Debt and Doubtful Accounts (Reversal)

                        Directors’ Remuneration (Note 18)

                        Other Operating Expenses

                                 Total Operating Expenses

                        Income Before Income Tax

                        Less     Corporate Income Tax

                        Net Income for the Year

                        Basic Earnings Per Share (Note 19)

                        Net Income

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




62
                                        (Baht’000)

   Motor    Miscellaneous       2008         2007

                                Total        Total



2,986,706      3,004,697    7,778,619   7,656,311

 122,671       1,975,330    2,638,141   2,577,208

2,864,035      1,029,367    5,140,478   5,079,103



(123,706)        155,953      54,759      177,864

2,987,741        873,414    5,085,719   4,901,239



1,762,816        399,764    2,432,606   2,802,114

 440,136           2,108     708,023      768,123

 411,484         314,295     898,754      684,845

2,614,436        716,167    4,039,383   4,255,082

 373,305         157,247    1,046,336     646,157



                             633,914      566,001

                             (23,494)     189,510

                             (74,186)    (78,611)

                               8,317        3,432

                             544,551      680,332



                               1,859        2,153

                             109,104      102,848

                            1,701,850   1,431,490



                             243,698      233,910

                             141,124      118,014

                               1,071        1,120

                               1,539       (1,504)

                               6,680        6,305

                             218,774      206,327

                             612,886      564,172

                            1,088,964     867,318

                             208,196      170,302

                             880,768      697,016



                               17.37        13.75




                                                     63
STATEMENTS OF CHANGES IN SHAREHOLDERSû EQUITY




                                                Financial Statements in which the equity method is applied

                                                For the years ended December 31, 2008 and 2007

                                                                                                                             Issued and     Premium on

                                                                                                                                Paid-up    Share Capital

                                                                                                                           Share Capital

                                                     Balance as at January 1, 2007                                              507,000       1,442,500

                                                     Income Recognised Directly in Equity

                                                     Investments in Available-for-Sale Securities

                                                         Gains Recognised in Shareholders’ Equity                                      -               -

                                                         Transferred to Income Statements on Disposals                                 -               -

                                                     Net Income Recognised Directly in Equity                                          -               -

                                                     Net Income for the Year                                                           -               -

                                                     Total Income for the Year                                                         -               -

                                                     Dividend Paid (Note 15)                                                           -               -

                                                     Balance as at December 31, 2007                                            507,000       1,442,500

                                                     Balance as at January 1, 2008                                              507,000       1,442,500

                                                     Income (Expenses) Recognised Directly in Equity

                                                     Investments in Available-for-Sale Securities

                                                         Losses Recognised in Shareholders’ Equity                                     -               -

                                                         Transferred to Income Statements on Disposals                                 -               -

                                                     Net Income Recognised Directly in Equity                                          -               -

                                                     Net Income for the Year                                                           -               -

                                                     Total Income (Expenses) for the Year                                              -               -

                                                     Dividend Paid (Note 15)                                                           -               -

                                                     Balance as at December 31, 2008                                            507,000       1,442,500

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




64
                                                                                 (Baht’000)

Surplus (Deficit) on                   Retained Earnings                              Total

     Revaluation of    Legal Reserve      General Reserve      Unappropriated

       Investments

         6,834,423           50,700             3,100,000            862,152    12,796,775




           959,988                 -                       -                -      959,988

          (182,295)                -                       -                -    (182,295)

           777,693                 -                       -                -      777,693

                   -               -                       -         707,749       707,749

           777,693                 -                       -         707,749     1,485,442

                   -               -                       -        (608,400)    (608,400)

         7,612,116           50,700             3,100,000            961,501    13,673,817

         7,612,116           50,700             3,100,000            961,501    13,673,817




        (4,666,123)                -                       -                -   (4,666,123)

           (78,038)                -                       -                -     (78,038)

        (4,744,161)                -                       -                -   (4,744,161)

                   -               -                       -         881,324       881,324

        (4,744,161)                -                       -         881,324    (3,862,837)

                   -               -                       -        (608,400)    (608,400)

         2,867,955           50,700             3,100,000           1,234,425    9,202,580




                                                                                              65
STATEMENTS OF CHANGES IN SHAREHOLDERSû EQUITY




                                                Separate Financial Statements in which the cost method is applied

                                                For the years ended December 31, 2008 and 2007

                                                                                                                             Issued and     Premium on

                                                                                                                                Paid-up    Share Capital

                                                                                                                           Share Capital

                                                     Balance as at January 1, 2007                                              507,000       1,442,500

                                                     Income Recognised Directly in Equity

                                                     Investments in Available-for-Sale Securities

                                                         Gains Recognised in Shareholders’ Equity                                      -               -

                                                         Transferred to Income Statements on Disposals                                 -               -

                                                     Net Income Recognised Directly in Equity                                          -               -

                                                     Net Income for the Year                                                           -               -

                                                     Total Income for the Year                                                         -               -

                                                     Dividend Paid (Note 15)                                                           -               -

                                                     Balance as at December 31, 2007                                            507,000       1,442,500

                                                     Balance as at January 1, 2008                                              507,000       1,442,500

                                                     Income (Expenses) Recognised Directly in Equity

                                                     Investments in Available-for-Sale Securities

                                                         Losses Recognised in Shareholders’ Equity                                     -               -

                                                         Transferred to Income Statements on Disposals                                 -               -

                                                     Net Income Recognised Directly in Equity                                          -               -

                                                     Net Income for the Year                                                           -               -

                                                     Total Income (Expenses) for the Year                                              -               -

                                                     Dividend Paid (Note 15)                                                           -               -

                                                     Balance as at December 31, 2008                                            507,000       1,442,500

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




66
                                                                             (Baht’000)

Surplus (Deficit) on                   Retained Earnings                          Total

     Revaluation of    Legal Reserve    General Reserve    Unappropriated

       Investments

         6,834,423           50,700           3,100,000          856,968    12,791,591




           959,988                 -                   -                -      959,988

         (182,295)                 -                   -                -    (182,295)

           777,693                 -                   -                -      777,693

                   -               -                   -         697,016       697,016

           777,693                 -                   -         697,016     1,474,709

                   -               -                   -        (608,400)    (608,400)

         7,612,116           50,700           3,100,000          945,584    13,657,900

         7,612,116           50,700           3,100,000          945,584    13,657,900




        (4,666,123)                -                   -                -   (4,666,123)

           (78,038)                -                   -                -     (78,038)

        (4,744,161)                -                   -                -   (4,744,161)

                   -               -                   -         808,768       808,768

        (4,744,161)                -                   -         808,768    (3,863,393)

                   -               -                   -        (608,400)    (608,400)

         2,867,955           50,700           3,100,000         1,217,952    9,186,107




                                                                                          67
STATEMENTS OF CASH FLOWS




                           For the years ended December 31, 2008 and 2007                                                                                     (Baht’000)

                                                                                                      Financial Statements               Separate Financial Statements

                                                                                             in which the equity method is applied     in which the cost method is applied

                                                                                                         2008                  2007              2008                2007

                               Cash Flows from (used in) Operating Activities

                               Direct Premium Written                                             6,997,575            6,837,916          6,997,575           6,837,916

                               Cash Paid for Reinsurance                                        (1,675,886)           (1,703,218)        (1,675,886)         (1,703,218)

                               Losses Incurred on Direct Insurance                              (2,115,246)           (2,375,948)        (2,115,246)         (2,375,948)

                               Commissions and Brokerages on Direct Insurance                     (992,440)             (902,840)          (992,440)           (902,840)

                               Other Underwriting Expenses                                        (858,534)             (643,438)          (858,534)           (643,438)

                               Net Investment Income                                                  574,404            504,792            574,404             504,792

                               Other Income                                                           109,104            102,848            109,104             102,848

                               Operating Expenses                                                 (514,483)             (626,344)          (514,483)           (626,344)

                               Corporate Income Tax                                               (198,660)             (203,014)          (198,660)           (203,014)

                               Net Cash from Operating Activities                                 1,325,834              990,754          1,325,834             990,754


                               Cash Flows from (used in) Investing Activities

                               Cash Flows from

                               Investments in Securities                                          4,907,958            1,489,175          4,907,958           1,489,175

                               Loans                                                                  665,186            729,591            665,186             729,591

                               Investments in Associates                                                2,370                19,107            2,370              19,107

                               Deposits at Financial Institutions                                      45,962            252,301              45,962            252,301

                               Property, Premises and Equipment                                         1,818                 2,549            1,818               2,549

                               Net Cash from Investing Activities                                 5,623,294            2,492,723          5,623,294           2,492,723

                               Cash Flows used in

                               Investments in Securities                                        (5,076,842)           (2,104,749)        (5,076,842)         (2,104,749)

                               Loans                                                              (861,138)             (463,679)          (861,138)           (463,679)

                               Investments in Associates                                                     -               (3,220)                 -           (3,220)

                               Deposits at Financial Institutions                                 (157,285)             (148,117)          (157,285)           (148,117)

                               Property, Premises and Equipment                                       (84,600)           (77,332)           (84,600)            (77,332)

                               Net Cash used in Investing Activities                            (6,179,865)           (2,797,097)        (6,179,865)         (2,797,097)

                               Net Cash used in Investing Activities                              (556,571)             (304,374)          (556,571)           (304,374)



                               Cash Flows used in Financing Activities

                               Dividend Paid to Shareholders                                      (608,400)             (608,400)          (608,400)           (608,400)

                               Net Cash used in Financing Activities                              (608,400)             (608,400)          (608,400)           (608,400)

                               Net Increase in Cash and Cash Equivalents                              160,863                77,980         160,863               77,980

                               Cash and Cash Equivalents at Beginning of Year                         122,262                44,282         122,262               44,282

                               Cash and Cash Equivalents at End of Year (Note 10)                     283,125            122,262            283,125             122,262

                               Supplemental Cash Flows Information:

                               Non-Cash Item

                               Surplus on Revaluation of Investments                              2,867,955            7,612,116          2,867,955           7,612,116

                           The accompanying notes are an integral part of the financial statements.
68
                                                                                                                                        For the years ended December 31, 2008 and 2007


                                                                                                                                                                                         NOTES TO FINANCIAL STATEMENTS
1.      General Information

        1.1 Corporate information

            Bangkok Insurance Public Company Limited (“The Company”) is a public company incorporated and domiciled in Thailand.

The Company is principally engaged in the provision of non-life insurance. The Company’s registered office is located at 25

Bangkok Insurance Building, Sathon Tai Road, Bangkok.

        1.2 Economic crisis

            The financial crisis experienced by the United States of America over the past year has had a far reaching adverse

effect on the global economy as evidenced by sharp falls in share prices worldwide, a tight squeeze on credit including interbank

lending, failures of large financial institutions and reduced consumer confidence. The crisis has substantially affected the business

and financial plans of Thailand enterprises and asset value. Despite efforts made by governments of many countries to contain the

crisis, it remains uncertain as to when the global economy will return to normalcy. These financial statements have been prepared

on the bases of facts currently known to the Company, and on estimates and assumptions currently considered appropriate.

However, they could be adversely affected by an array of future events.



2.   Basis of Preparation

        The financial statements have been prepared in accordance with accounting standards enunciated under the Accounting

Profession Act B.E. 2547 and in accordance with Thai accounting practices related to insurance, and the accounting and

reporting guidelines prescribed by the Office of Insurance Commission. The presentation of the financial statements has been

made in compliance with the order of the Registrar dated March 6, 2002, issued under the Accounting Act B.E. 2543.

        The financial statements in Thai language are the official statutory financial statements of the Company. The financial

statements in English language have been translated from such financial statements in Thai language.

        The financial statements have been prepared on a historical cost basis except where otherwise disclosed in the

accounting policies.



3.   Adoption of New Accounting Standards

        3.1 Accounting standards which are effective for the current year

            The Federation of Accounting Professions has issued Notifications No. 9/2550, 38/2550 and 62/2550 regarding

accounting standards. The notifications mandate the use of the following new accounting standards.

            TAS 25 (revised 2007)                                  Cash Flow Statements

            TAS 29 (revised 2007)                                  Leases

            TAS 31 (revised 2007)                                  Inventories

            TAS 33 (revised 2007)                                  Borrowing Costs

            TAS 35 (revised 2007)                                  Presentation of Financial Statements

            TAS 39 (revised 2007)                                  Accounting Policies, Changes in Accounting Estimates and Errors

            TAS 41 (revised 2007)                                  Interim Financial Reporting

            TAS 43 (revised 2007)                                  Business Combinations

            TAS 49 (revised 2007)                                  Construction Contracts

            TAS 51                                                 Intangible Assets

            These accounting standards become effective for the financial statements for fiscal years beginning on or after

January 1, 2008. The management has assessed the effect of these accounting standards and believes that TAS 31 (revised 2007),

TAS 33 (revised 2007) and TAS 49 (revised 2007) are not relevant to the business of the Company, while TAS 25 (revised 2007),

TAS 29 (revised 2007), TAS 35 (revised 2007), TAS 39 (revised 2007), TAS 41 (revised 2007) and TAS 51 do not have any

significant impact on the financial statements for the current year.
                                                                                                                                                                                            69
             However, the following accounting standard affects to the financial statements for the current year.

             TAS 43 (revised 2007) “Business Combinations”

             TAS 43 (revised 2007) does not require the Company to amortise goodwill acquired in a business combination. Such

     goodwill is instead to be tested for impairment, and measured at cost less accumulated impairment losses. This accounting

     standard applies to goodwill arising from business combinations for which the agreement date is on or after January 1, 2008.

     Previously recognised goodwill can be accounted for prospectively, with the Company discontinuing the amotisation of the

     goodwill and instead testing for impairment, as from the beginning of the first fiscal year starting on or after January 1, 2008.

             3.2 Accounting standards which are not effective for the current year

                   The Federation of Accounting Professions has also issued Notification No. 86/2551 mandating the use of the following

     new accounting standards.

                   TAS 36 (revised 2007)                                 Impairment of Assets

                   TAS 54 (revised 2007)                                 Non-current Assets Held for Sale and Discontinued Operations

                   These accounting standards will become effective for the financial statements for fiscal years beginning on or after

     January 1, 2009. The management has assessed the effect of these standards and believes that they will not have any significant

     impact on the financial statements for the year in which they are initially applied.



     4.   Significant Accounting Policies

             4.1      Revenue recognition

                      (a)     Premium

                              For insurance policies with coverage periods of up to 1 year, premium income is recognised on the date the

                      insurance policy comes into effect, after deducting a premium ceded and cancelled. For long-term insurance

                      policies with coverage periods of longer than 1 year, related revenues are recorded as unearned items and amortised

                      to income over the coverage period.

                      (b)     Reinsurance premium

                              Reinsurance premium income is recognised when the reinsurer places the reinsurance application or

                      statement of accounts with the Company.

                      (c)     Interest and dividends

                              Interest is recognised on an accrual basis based on the effective interest rate. Dividends are recognised

                      when the right to receive the dividends is established.

             4.2      Investments in securities

                      (a)     Investments in available-for-sale securities are determined at fair value. The change in value of securities is

                      recorded as a separate item in shareholders’ equity until securities are sold, the change shall be included in the

                      income statement.

                      (b)     Bonds which are pledged as a security with the Office of Insurance Commission, are government bonds

                      which are determined at fair value.

                      (c)     Investments in non-marketable equity securities, which the Company holds as other investment, are valued

                      at cost net of allowance for loss on impairment value (if any).

                      (d)     Investments in associates are accounted for under the equity method (investments in associates are valued

                      at cost in separate financial statements).

                      The fair value of equity securities is based on the latest bid price of the working day of the year as quoted on the

     Stock Exchange of Thailand. The fair value of debt securities is based on the price quoted by the Thai Bond Market Association or

     discounted cash flow with appropriated risk. Fair value of unit trust is valued at net assets value.


70
                 The weighted average method is used for computation of the cost of investments.

                 Losses on impairment (if any) of investments in available-for-sale securities and other investments are included in

the income statement.

        4.3      Premium due and uncollected

                 Premium due and uncollected is carried at its net realisable value. The Company set up an allowance for doubtful

accounts based on the estimated loss that may incur in collection of the premium due, on the basis of collection experiences,

analysis of debtor aging and a review of current status of the premium due as at the balance sheet date.

        4.4      Related party transactions

                 Related parties comprise enterprises and individuals that control, or are controlled by, the Company, whether

directly or indirectly, or which are under common control with the Company.

                 They also include associates and individuals which directly or indirectly own a voting interest in the Company that

gives them significant influence over the Company, key management personnel, directors and officers with authority in the planning

and direction of the Company’s operations.

        4.5      Property, premises and equipment and depreciation

                 Land is stated at cost. Building and equipment are stated at cost less accumulated depreciation and allowance for

loss on impairment of assets (if any).

                 Depreciation of building and equipment are calculated by reference to their costs on a straight-line basis over the

following estimated useful lives of assets:

                 - Building                                                  - 20 years, 30 years (over the period of lease)

                 - Office furniture, fixture and equipment                   - 3, 5 years

                 - Motor vehicles                                            - 5 years

                 Depreciation is included in determining income.

                 No depreciation is provided for land and construction in progress. The Company recognizes loss on impairment of

land, premises and equipment (if any) in the income statements.

        4.6      Intangible asset and amortisation

                 Acquired intangible asset is measured at cost. Following initial recognition, intangible asset is carried at cost less

any accumulated amortisation and any accumulated impairment losses (if any).

                 Intangible asset with finite life is amortised on a systematic basis over the economic useful life and tested for impairment

whenever there is an indication that the intangible asset may be impaired. The amortisation period and the amortisation method of such

intangible asset is reviewed at least at each financial year end. The amortisation expense is charged to the income statement.

                 The useful life of intangible asset with finite useful life is computer software which is expected to generate economic

benefit within 5 years and 10 years.

        4.7      Impairment of assets

                 The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any

indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s recoverable

amount. An asset’s recoverable amount is the higher of an asset’s fair value less costs to sell and its value in use. Where the

carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its

recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a

pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

In determining fair value less costs to sell, an appropriate valuation model is used. These calculations are corroborated by a

valuation model that based on information available, reflects the amount that the Company could obtain at the balance sheet date,

from the disposal of the asset in an arm’s length transaction between knowledgeable, willing parties, after deducting the costs of disposal.


                                                                                                                                                71
                     An impairment loss is recognised in the income statement

                     For assets other than goodwill, an assessment is made at each reporting date as to whether there is any indication that

     previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the Company estimates

     the asset’s recoverable amount. An impairment loss recognized in prior periods for an asset other than goodwill shall be reversed.

             4.8     Foreign currencies

                     Foreign currency transactions are translated into Baht at the exchange rates ruling on the transaction dates.

     Assets and liabilities denominated in foreign currencies outstanding at the balance sheet date are translated into Baht at the

     exchange rates ruling on the balance sheet date.

                     Gains and losses on exchange are included in determining income.

             4.9     Unearned premium reserve

                     Unearned premium reserve is set aside in compliance with the Notification of the Ministry of Commerce governing

     the appropriation of unearned premium reserves of non-life insurance companies as follows:

                     Fire, marine and transportation (Hull),                 - Monthly average basis (the one-twenty fourth basis)

                     Motor and Miscellaneous

                     Marine and transportation (Cargo)                       - Net premium written for the last ninety days

                     Traveling accident                                      - Net premium written for the last thirty days

             4.10    Loss reserve and outstanding claims

                     Outstanding claims have been provided upon receipt of claim advices from the insured. Loss reserve has been

     provided based on estimates made by the Company’s management.

                     In addition, the Company has set up a provision for losses incurred but not yet reported (IBNR) at 2.5% of net

     premiums written for the last 12 months in compliance with the Notification of the Ministry of Commerce governing the allocation of

     the unearned premium reserve and loss reserve by the non-life insurance company. However, since January 1, 2009, the

     Company shall allocate according to the past experience by chain ladder approach or other international approaches but not less

     than 2.5% of the total net written premium on all types of risk twelve months backwards from the allocate date. The reserve

     calculation report has to be endorsed by an actuary of the Company.

             4.11    Commissions and brokerages

                     Commissions and brokerages are expended when incurred.

             4.12    Employee benefits

                     Salaries, wages, bonuses and contributions to the social security fund and provident fund are recognised as

     expenses when incurred.

             4.13    Cash and cash equivalents

                     Cash and cash equivalents consist of cash in hand and cash at financial institutions and highly liquid investment

     with an original maturity of three months or less and not subject to withdrawal restrictions.

             4.14    Provisions

                     Provisions are recognised when the Company has a present obligation as a result of a past event, it is probable

     that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be

     made of the amount of the obligation.

             4.15    Income tax

                     Income tax is provided for in the accounts based on the taxable profits determined in accordance with tax legislation.




72
5.   Significant Accounting Judgments and Estimates

        The preparation of financial statements in conformity with generally accepted accounting principles at times requires

management to make subjective judgments and estimates regarding matters that are inherently uncertain. These judgments and

estimates affect reported amounts and disclosures and actual results could differ. Significant judgments and estimates are as follows:

        Leases

        In determining whether a lease is to be classified as an operating lease or finance lease, the management is required to

use judgment regarding whether significant risk and rewards of ownership of the leased asset has been transferred, taking into

consideration terms and conditions of the arrangement.

        Allowance for doubtful accounts

        In determining an allowance for doubtful accounts, the management needs to make judgment and estimates based upon,

among other things, past collection history, aging profile of outstanding debts and the prevailing economic condition.

        Fair value of financial instruments

        In determining the fair value of financial instruments that are not actively traded and for which quoted market prices are not

readily available, the management exercise judgment, using a variety of valuation techniques and models. The input to these models

is taken from observable markets, and includes consideration of liquidity, correlation and longer-term volatility of financial instruments.

        Impairment of investments in securities

        The Company treats available-for-sale equity investments and other investments as impaired when the management

judgment that there has been a significant or prolonged decline in the fair value below their cost or where other objective evidence

of impairment exists. The determination of what is “significant” or “prolonged” requires judgment.

        Property, premise and squipment/Depreciation

        In determining depreciation of premise and equipment, the management is required to make estimates of the useful lives

and salvage values of the Company’s premise and equipment and to review estimate useful lives and salvage values when there

are any changes.

        Intangible assets

        Intangible assets are systematically amortised over their estimated useful lives, and are subject to impairment if there is an

indication they may be impaired. The initial recognition and measurement intangible assets, and subsequent impairment analysis,

requires management to make subjective judgments concerning estimates of how the acquired asset will perform in the future using

a discounted cash flow analysis. Events and factors that may significantly affect the estimates include, among others, competitive forces,

changes in revenue growth trends, cost structures, changes in discount rates and specific industry or market sector conditions.
        Litigation

        The Company has contingent liabilities as a result of litigation. The Company’s management used judgment to assess of

the results of the litigation and believes that loss incurred are within the recorded amounts as at the balance sheet date. However,

actual results could differ from the estimates.




                                                                                                                                              73
     6.   Investments in Securities

                                                                                                                           (Baht’000)

                                                                            2008                               2007

                                                                   Cost /          Fair Value               Cost /          Fair Value

                                                           Amortised cost                           Amortised cost

          Available - For - Sale Securities

          Debt Securities

                  Notes - Net                                    243,225            240,967               478,225            478,225

                  Bonds - Net                                    472,091            494,350               272,693            269,894

                  Debentures - Net                                10,000                    -              31,325              21,154

                  Surplus (Deficit) from Revaluation

                  of Investments                                  22,258                    -              (2,583)                   -

          Less    Allowance for Impairment                       (12,257)                   -             (10,387)                   -

                                                                 735,317            735,317               769,273            769,273

          Equity Securities

                  Ordinary Shares                              3,352,858           6,273,525            3,260,373          10,832,672

                  Unit Trusts                                  1,046,078            962,533               784,497            826,897

                  Surplus from Revaluation of Investments      2,845,697                    -           7,614,699                    -

          Less    Allowance for Impairment                        (8,575)                   -                    -                   -

                                                               7,236,058           7,236,058           11,659,569          11,659,569

          Other Securities

                  Ordinary Shares                                491,923                                  563,673

          Less    Allowance for Impairment                       (86,654)                                (103,159)

                                                                 405,269                                  460,514

          Total Investments in Securities                      8,376,644                               12,889,356



     Investments in debt securities as at December 31, 2008 will be due as follows:

                                                                                                                           (Baht’000)

                                                                  Due Within                              Allowance for

                                               1 year           2 - 5 years          6 - 10 years           Impairment           Total

          Notes                              243,225                        -                   -                (2,258)     240,967

          Bonds                                        -           414,859                79,491                       -     494,350

          Debentures                          10,000                        -                   -              (10,000)              -

          Total                              253,225               414,859                79,491               (12,258)      735,317



              As at December 31, 2008, government bond and state enterprise bond totaling Baht 20.8 million (2007: Baht 13.3 million)

     have been placed as a security in the normal course of business and government bond of Baht 14 million (2007: Baht 14 million)

     have been pledged as a security with the Office of Insurance Commission under the Non-life Insurance Act.




74
7.   Loans and Accrued Interest

         As at December 31, 2008 the balances of loans and accrued interest are aged by principal and accrued interest as follows:

                                                                                                                                                 (Baht’000)

     Outstanding Period                       Collaterised Loans                  Other Loans                                   Total

                                        Principal Accrued Interest         Principal   Accrued Interest      Principal      Accrued Interest             Total

     Current                           2,394,242             7,147            5,439                     -   2,399,681                    7,147     2,406,828

     Overdue:

         Less than 6 months                2,163                   46              -                    -          2,163                   46            2,209

         6 - 12 months                     4,725                  196              -                    -          4,725                  196            4,921

         Over 12 months                  277,680            51,165                 -                    -     227,680                   51,165         278,845

     Loans and Accrued Interest        2,628,810            58,554            5,439                     -   2,634,249                   58,554     2,692,803



         As at December 31, 2007 the balances of loans and accrued interest are aged by principal and accrued interest as follows:

                                                                                                                                                 (Baht’000)

     Outstanding Period                      Collaterised Loans                    Other Loans                                  Total

                                        Principal Accrued Interest         Principal   Accrued Interest      Principal      Accrued Interest             Total

     Current                           2,198,553             5,895            2,875                     -   2,201,428                    5,895     2,207,323

     Overdue:

         Less than 6 months                7,479                  103              -                    -          7,479                  103            7,582

         6 - 12 months                     1,710                    -              -                    -          1,710                     -           1,710

         Over 12 months                  227,680            35,162                 -                    -     227,680                   35,162         262,842

     Loans and Accrued Interest        2,435,422            41,160            2,875                     -   2,438,297                   41,160     2,479,457



8.   Investments in Associates

         8.1 These represent investments in ordinary shares in the following associates.



     Company’s Name                       Nature of         Country of                           Paid-up Capital                         Percentage Holding

                                           Business      Incorporation                                                                           (%)

                                                                                                 2008                       2007            2008         2007

     Asia Insurance               Non-life Insurance        Cambodia                   USD 4,200,000                USD 4,200,000          22.92         22.92

     (Cambodia) Plc.

     Asian Insurance              Holding Company                  China               USD 5,740,000                USD 5,740,000          41.70         41.44

     International (Holding)

     Limited




                                                                                                                                                                 75
                                                                                                                                                    (Baht’000)

         Company’s Name                                                     Financial Statements                            Separate Financial Statements

                                                                    in which the equity method is applied             in which the cost method is applied

                                                                                2008                    2007                         2008                   2007

         Asia Insurance (Cambodia) Plc.                                     33,738                    32,044                       32,202                30,202

         Asian Insurance International (Holding) Limited                    84,991                    86,129                       72,054                72,054

         Total                                                             118,729                   118,173                      102,256               102,256



                                                                                                                                                    (Baht’000)

         Company’s Name                                                     Financial Statements                            Separate Financial Statements

                                                                    in which the equity method is applied             in which the cost method is applied

                                                                            Share of Income from

                                                                  Investments in Associates During the Years          Dividend Received During the Years

                                                                                2008                    2007                         2008                   2007

         Asia Insurance (Cambodia) Plc.                                         4,064                   6,357                       2,370                   4,515

         Asian Insurance International (Holding) Limited                    (1,138)                   11,337                             -                      -

         Asia Insurance (Investments) Limited                                       -                   2,426                            -                      -

         Total                                                                  2,926                 20,120                        2,370                   4,515



             8.2 Summarised Financial Information of Associates

                                                                                                                                                (Baht : Million)

         Company’s Name                                    Total Assets as at       Total Liabilities as at       Total Revenues                Net Income

                                                             December 31                December 31             for the Years Ended          for the Years Ended

                                                                                                                  December 31                  December 31

                                                             2008       2007             2008        2007           2008        2007            2008        2007

         Asia Insurance (Cambodia) Plc.                    291.05      310.71           109.69    142.70           61.69        21.53          18.46        21.03

         Asian Insurance International (Holding) Limited   232.98      227.97                -           -         (3.90)       17.04          (4.36)       16.62

         Total                                             524.03      538.68           109.69    142.70           57.79        38.57          14.10        37.65



             During the third quarter of 2007, the Company sold an investment in Asia Insurance (Investments) Limited, and as a result such

     company is no longer an associate. The Company has reclassified the investment in that company as other investment.

             As at December 31, 2008, the values of the Company’s investments in associates were determined under the equity method (in the

     financial statements in which the equity method is applied), based on the financial information provided by the associates’ management.

     The information had not been audited by external auditors.

             The Company received the 2007 financial statements of Asia Insurance (Cambodia) Plc. and Asian Insurance International

     (Holding) Limited, which was audited by that associates’ auditors per their reports dated March 31, 2008 and April 1, 2008, respectively.




76
9.   Related Party Transactions

        Related parties means parties that directly or indirectly control, are controlled by, or are under common control with the Company.

This includes associates and enterprises which have individuals who hold, directly or indirectly, an interest in the voting rights which gives

them significant influence over the Company, as well as key management personnel, directors and members of the immediate family of any

such individual.

        In considering each possible related party relationship, attention is directed to the substance of the relationship, and not merely the

legal form.

        The relationship between the Company and its related parties are summarized below:



     Name of Related Parties                               Type of Business                                  Relationship with the Company

     Bangkok Bank Pcl.                                              Banking         Related by way of common directors and shareholding

     Charoong Thai Wire and Cable Pcl.                    Electrical Products       Related by way of common directors and shareholding

     Furukawa Metal (Thailand) Pcl.                       Electrical Products       Related by way of common directors and shareholding

     Thai Reinsurance Pcl.                                        Insurance         Related by way of common directors and shareholding

     Bumrungrad Hospital Pcl.                           Health Care Services        Related by way of common directors and shareholding

     Bangkok Life Assurance Pcl.                              Life Insurance        Related by way of common directors and shareholding

     Bangkok Glass Co., Ltd.                                      Packaging         Related by way of common directors and shareholding

     Sorachai Vivatn Co., Ltd.                         Property Development         Related by way of common directors and shareholding

     EMCS Thai Co., Ltd.                               Professional Services        Related by way of common directors and shareholding

     Bang Pa-In Golf Co., Ltd.                  Entertainment & Recreation          Related by way of common directors and shareholding

     Thai Orix Leasing Co., Ltd.                                    Finance         Related by way of common directors and shareholding

     AIOI Bangkok Insurance Co., Ltd.                     Non-life Insurance                                Related by way of shareholding

     Asia Insurance (Investments) Limited                 Holding Company                                   Related by way of shareholding

     Asia Insurance (Cambodia) Plc.                       Non-life Insurance                                                      Associate

     Asian Insurance International (Holding) Limited      Holding Company                                                         Associate



During the years, the Company had significant business transactions with its related parties. Such transactions, which have been concluded

on commercial terms and bases agreed upon in the ordinary course business between the Company and those parties are as follows:

                                                                                                                                  (Baht’000)

                                            2008                2007                                                           Pricing Policy

     Premium Written                    115,934              102,356                             Normal commercial terms for underwriting



     Interest Income                     15,568               19,782                   Same as financial institutions and related companies

                                                                                                                    offer to other customers

     Dividend Income                    282,556              234,924                                                   The declared amount



     Premium Ceded                      216,775              232,220                  Normal commercial terms for reinsurance depending

                                                                                             on type of insurance and reinsurance contract

     Interest Expenses                       102                   77                  Same as financial institutions and related companies

                                                                                                                    offer to other customers




                                                                                                                                                  77
        The Company had the following significant balances of assets and liabilities with its related companies.

                                                                                                                       (Baht’000)

                                                                          2008                                  2007

                                                                  Cost            Fair Value             Cost          Fair Value

     Investments in Securities - Stock

     Bangkok Bank Pcl.                                       1,421,595            2,446,880        1,418,040           4,178,619

     Charoong Thai Wire and Cable Pcl.                         159,799               88,896          158,707             175,456

     Furukawa Metal (Thailand) Pcl.                             98,626               57,402           83,935              75,829

     Thai Reinsurance Pcl.                                      93,226              237,649           85,226             284,861

     Bumrungrad Hospital Pcl.                                  370,028            2,018,093          358,405           3,856,614

     Bangkok Life Assurance Pcl.                                49,575               49,575           49,575              49,575

     Bangkok Glass Co., Ltd.                                    68,096               68,096           39,726              39,726

     Sorachai Vivatn Co., Ltd.                                  40,500               14,654           40,500              11,867

     EMCS Thai Co., Ltd.                                         7,733                7,733             7,733              7,733

     Bang Pa-In Golf Co., Ltd.                                  20,000               19,286           20,000              19,286

     Thai Orix Leasing Co., Ltd.                                15,000               15,000                 -                   -

     AIOI Bangkok Insurance Co., Ltd.                            3,336                3,336             3,336              3,336

     Asia Insurance (Investments) Limited                       47,058               47,058           47,058              47,058

                                                             2,394,572            5,073,658        2,312,241           8,749,960



                                                                                                                       (Baht’000)

                                                                                       2008                                 2007

     Investments in Notes

     Bangkok Bank Pcl.                                                              100,000                               30,000

     Deposits at Financial Institution
     Bangkok Bank Pcl.                                                              633,289                              542,582

     Premium Due and Uncollected

     Bangkok Bank Pcl.                                                                 8,012                               3,209

     Charoong Thai Wire and Cable Pcl.                                                    18                                    -

     Furukawa Metal (Thailand) Pcl.                                                       18                                  24

     Bumrungrad Hospital Pcl.                                                             94                                 283

     Thai Orix Leasing Co., Ltd.                                                        487                                     -

     Bangkok Glass Co., Ltd.                                                            724                                  449

     Sorachai Vivatn Co., Ltd.                                                              -                                  1

                                                                                       9,353                               3,966




78
                                                                                                                   (Baht’000)

                                                                                    2008                                2007

    Due to (from) Reinsurer

    Thai Reinsurance Pcl.                                                         56,077                              52,826

    AIOI Bangkok Insurance Co., Ltd.                                              17,463                              10,382

    Asia Insurance (Cambodia) Plc.                                               (11,418)                            (11,357)

                                                                                  62,122                              51,851

    Deposit and Golf Club Membership (Including in Other Assets)

    Bang Pa-In Golf Co., Ltd.                                                     95,620                              39,440



        Directors and Management’s Remuneration

        In 2008 the Company paid meeting allowances, bonuses, contributions to the provident fund and others to their directors

and management totaling Baht 28.4 million (2007: Baht 27.7 million).



10. Cash and Cash Equivalents

                                                                                                                   (Baht’000)

                                                                                    2008                                2007

    Cash                                                                           1,892                                1,891

    Deposits at financial institutions                                           797,981                             605,795

    Total cash and deposits at financial institutions                            799,873                             607,686

    Notes                                                                        240,967                             478,225

    Less    Deposits at financial institutions and notes

            with maturity of more than 3 months and

            cash subject to restriction                                         (757,715)                           (963,649)

    Cash and cash equivalents                                                    283,125                             122,262



        As at December 31, 2008 fixed deposits of Baht 30 million (2007: Baht 30 million) have been pledged with a bank to

secure bank overdraft facilities.




                                                                                                                                  79
     11. Property, Premises and Equipment

                                                                                                                                  (Baht’000)

                                                     Land        Buildings    Office Furniture,   Motor Vehicles   Construction        Total

                                                                                   Fixture and                      in Progress

                                                                                   Equipment

         Cost
         December 31, 2007                         156,744       1,310,930            401,361            66,580          2,026     1,937,641

         Purchases                                   1,606            884              72,981             7,027          2,102        84,600

         Disposals                                       -               -             (4,389)           (4,474)          (180)      (9,043)

         Adjust                                          -               -                    -                -           294          294

         Transfer in (out)                               -               -                 191                 -          (191)            -

         December 31, 2008                         158,350       1,311,814            470,144            69,133          4,051     2,013,492

         Accumulated Depreciation
         December 31, 2007                               -        410,162             304,762            45,323               -      760,247

         Depreciation for disposals                      -               -             (4,057)           (4,279)              -      (8,336)

         Depreciation for the year                       -         56,557              49,287             9,902               -      115,746

         December 31, 2008                               -        466,719             349,992            50,946               -      867,657

         Net Book Value
         December 31, 2007                         156,744        900,768              96,599            21,257          2,026     1,177,394

         December 31, 2008                         158,350        845,095             120,152            18,187          4,051     1,145,835

         Depreciation Charge in Income Statements
         2007                                                                                                                        109,578

         2008                                                                                                                        115,746



             As at December 31, 2008, certain equipment items have been fully depreciated but are still in use. The cost before deducting
     accumulated depreciation of those assets amounted to Baht 284.96 million (2007: Baht 246.80 million).



     12. Premium Due and Uncollected
             The balance as at December 31, 2008 and 2007 of premium due and uncollected were classified by aging as follows:

                                                                                                                                  (Baht’000)

         Overdue                                                                                       2008                            2007

         Not over 3 months                                                                        1,238,323                       1,200,653

         Over 3 months to 6 months                                                                 125,906                          138,523

         Over 6 months to 12 months                                                                  91,592                          99,897

         Over 12 months                                                                              49,916                          69,090

         Total                                                                                    1,505,737                       1,508,163

         Less Allowance for doubtful accounts                                                      (33,502)                        (39,349)

         Premium due and uncollected - net                                                        1,472,235                       1,468,814




80
13. Intangible Assets

                                                                                                                     (Baht’000)

                                                                     Computer        Computer Software                    Total

                                                                      Software       under Development

    Balance - beginning of year                                          79,758                  31,239                110,997

    Addition                                                             20,409                          -              20,409

    Transfer in (out)                                                    31,239                (31,239)                       -

    Amortisation                                                      (15,608)                           -             (15,608)

    Balance - end of year                                             115,798                            -             115,798

    Amortisation expense included in

    the income statement for the year                                    15,608                          -              15,608



14. Additional Unearned Premium Reserves

       As at December 31, 2008, the retained earnings of the Company excluded Baht 366.73 million on of additional unearned

premium reserve (2007: Baht 284.12 million) which the Company set aside for the premium ceded to a foreign reinsurer, in

compliance with the regulations of the Office of Insurance Commission.



15. Dividend Paid

    Dividend declared in 2008 and 2007 consist of the following:



                                                                      Approved by      Total Dividend        Dividend Per Share

                                                                                        (Million Baht)                   (Baht)

    The Third Interim Dividend                  Meeting of Board of Directors 4/08

    for 2008                                               on November 14, 2008               139.43                      2.75

    The Second Interim Dividend                 Meeting of Board of Directors 3/08

    for 2008                                                   on August 14, 2008             139.42                      2.75

    The First Interim Dividend                  Meeting of Board of Directors 2/08

    for 2008                                                       on May 14, 2008            139.42                      2.75

    Final Dividend                                  Annual General Meeting of the

    for 2007                                 Shareholders No.15 on April 25, 2008             190.13                      3.75


    Total Dividend for 2008                                                                  608.40                     12.00

    The Third Interim Dividend                  Meeting of Board of Directors 4/07

    for 2007                                               on November 14, 2007               139.43                      2.75

    The Second Interim Dividend                 Meeting of Board of Directors 3/07

    for 2007                                                   on August 14, 2007             139.42                      2.75

    The First Interim Dividend                  Meeting of Board of Directors 2/07

    for 2007                                                       on May 22, 2007            139.42                      2.75

    Final Dividend                                  Annual General Meeting of the

    for 2006                                 Shareholders No.14 on April 25, 2007             190.13                      3.75



    Total Dividend for 2007                                                                  608.40                     12.00

                                                                                                                                  81
     16. Statutory Reserve

             Pursuant to Section 116 of the Public Limited Companies Act B.E. 2535, the Company is required to set aside to a

     statutory reserve at least 5% of its net income after deducting accumulated deficit brought forward (if any), until the reserve

     reaches 10% of the registered capital. The statutory reserve is not available for dividend distribution.



     17. Provident Fund

             The Company and its employees jointly established a provident fund under the Provident Fund Act B.E. 2530. The fund is

     contributed to by both the employees and the Company on a monthly basis, at rates ranging from 5% to 10% of the employees’

     basic salaries, based on the length of employment. The fund is managed by a fund manager which has been approved by the

     Ministry of Finance. During the year 2008, the Company contributed approximately Baht 32.4 million (2007: Baht 30.2 million) to

     the Fund.



     18. Directors’ Remuneration

             Directors’ remuneration represents the benefits paid to the Company’s directors in accordance with Section 90 of the

     Public Limited Companies Act, exclusive of salaries and related benefits payable to executive directors.



     19. Basic Earnings Per Share

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

     shares held by outside shareholders in issue during the year.



     20. Commitments

             The Company has entered into several lease agreements in respect of the lease of land and office building space. The

     terms of the agreements are 30 years and 1 year for land and office building space, respectively.

             As at December 31, 2008 and 2007, future minimum lease payments required under those non-cancellable operating

     lease contracts were as follows.

                                                                                                                        (Baht : Million)

                                                                                                          2008                    2007

         Within 1 year                                                                                          19                   18

         Over 1 year and not over 5 years                                                                       77                   74

         Over 5 years                                                                                       238                    259



     21. Bank Guarantee

             As at December 31, 2008, there were outstanding bank guarantees of Baht 7.8 million (2007: Baht 15.4 million) issued by

     banks on behalf of the Company in respect of certain performance bonds as required in the normal course of business.



     22. Contingent Liabilities

             As at December 31, 2008, the Company has been sued for damaged totaling approximately Baht 2,410.8 million (2007: Baht

     941.7 million) as insurer. The total maximum sum insured per the relevant policies is Baht 742.2 million (2007: Baht 233.8 million).

     The outcomes of these causes have not yet been finalised but the Company has set aside reserves for its contingent losses

     amounting to approximately Baht 252.2 million (2007: Baht 143.5 million).




82
23. Financial Information by Segment

        The Company’s operations involve a single industry segment in non-life insurance and are carried on in the single

geographic area in Thailand. As a result, all of the revenues, operating profits and assets as reflected in these financial statements

pertain to the aforementioned industry segment and geographic area.



24. Financial Instruments

        24.1    Financial risk management

                The Company’s financial instruments, as defined under Thai Accounting Standard No. 48 “Financial Instruments:

Disclosure and Presentations”, principally comprise deposits at financial institutions, investments in securities, loans, and amounts due

from (to) reinsurers. The financial risks associated with these financial instruments and how they are managed is described below.

                Credit Risk

                Concentrations of the credit risk with respect to premiums due and uncollected are insignificant due to the large number

of customers comprising the customer base and their dispersion across different industries and geographic regions in Thailand.

                Concentrations of the credit risk with respect to secured loans are insignificant due to the large number of customers

comprising the customer base and their dispersion across different industries and geographic regions in Thailand. In addition the

values of the securities placed as collateral are adequate for the Company to receive complete payment of debt and the ratio of

loans to collateral values is in accordance with the notification of the Registrar relating to the other business investments of

insurance companies.

                The maximum exposure to credit risk is limited to the book value of assets after deduction of allowance for doubtful

debts as stated in the balance sheet.
                Interest Rate Risk

                The Company’s exposure to interest rate risk relates primarily to its deposits at financial institutions and investments

in securities. However, since most of the Company’s financial assets bear fixed interest rates which are close to the market rate,

the Company does not use derivatives to manage its interest rate risk.

                Significant financial assets as at December 31, 2008 classified by type of interest rates are summarized in the table below.
                                                                                                                               (Baht’000)

                                                                                           Balance as at December 31, 2008

                                                                                     Floating Interest Rate           Fixed Interest Rate

    Deposits at Financial Institutions                                                             108,233                       689,747

    Investments in Securities

       Bonds - Net                                                                                         -                     494,350

       Debentures - Net                                                                                    -                             -

       Notes - Net                                                                                         -                     240,968

    Total                                                                                          108,233                     1,425,065




                                                                                                                                               83
                     The financial assets that carry fixed interest rates further classified based on the maturity date, or the repricing

     date if this occurs before the maturity date.

                                                                                                                               (Baht’000)

                                         Within 1 year         1 to 5 years       Over 5 years                Total              Average

                                                                                                                             Interest Rate

                                                                                                                          (% per annum)

         Deposits at Financial Institutions    689,747                     -                    -        689,747         1.7500 - 3.0000

         Investments in Securities

         Bonds - Net                           111,210            324,281                58,858          494,349         3.4063 - 6.5600

         Debentures - Net                             -                    -                    -                 -                      -

         Notes - Net                           240,968                     -                    -        240,968         2.6250 - 3.5000

         Total                                1,041,925           324,281                58,858         1,425,064



                     Foreign Currency Risk

                     The Company’s exposure to foreign currency risk arises mainly from foreign currency denominated underwriting,

     reinsurance with foreign reinsurers and investments in foreign associates that are denominated in foreign currencies. The Company

     does not utilise forward foreign currency contracts to mitigate its exposure to foreign currency risk.

                     As at December 31, 2008, the balances of financial assets and liabilities denominated in foreign currencies are

     summarised below.



         Foreign Currency                                     Financial           Financial                       Average Exchange Rate

                                                                Assets            Liabilities                    as at December 31, 2008

                                                               (Million)           (Million)            (Baht per 1 foreign currency unit)

         US Dollar                                                  2.7                  2.2                                      34.897

         Philippines Pesos                                          2.1                  0.6                                        0.737

         Japanese Yen                                               0.7                  0.7                                        0.385

         HK Dollar                                                  2.3                     -                                       4.543

         Indonesia Rupiahs                                     1,832.2                      -                                       0.003

         Pound Sterling                                             0.2                  0.2                                      50.652




84
        24.2    Fair value

                A fair value is the amount for which an asset can be exchanged or a liability settled between knowledgeable,

willing parties in an arm’s length transaction. The fair value is determined by depending on the nature of the instrument.

                The fair value is determined by reference to the market price of the financial instrument or by using an appropriate

valuation technique if the appropriate market price cannot be determined, depending on the nature of the instrument.

                The following methods and assumptions were used by the Company in estimating the fair values of financial instruments.

                -   Investment in securities

                    The fair value of equity securities and debt securities are based on their quoted market prices.

                    The fair value of other securities and investments in associates cannot be properly calculated, and therefore

                    no disclosure is made.

                    The fair value of deposits at financial institutions, and notes with maturity periods of less than 90 days is based

                on their carrying value. For those with maturity periods longer than 90 days, fair value is estimated using a discounted

                cash flow analysis based on the current interest rate and the remaining period to maturity.

                -   Secured loans

                    For floating interest rate loans with no significant credit risk, fair value is based on carrying value. The fair value

                of fixed interest rate loans is estimated using a discounted cash flow analysis based on the current interest rate.



25. Capital Management

        The primary objectives of the Company’s capital management are to maintain the Company’s ability to continue as a going

concern and to maintain net capital rule in accordance with Notifications of the Office of Insurance Commission.



26. Approval of Financial Statements

        These financial statements were authorised for issue by the Company’s Executive Directors on February 18, 2009.




                                                                                                                                              85
THE COMPANYûS FINANCIAL STATUS




                                 A   ssets

                                         As at December 31, 2008, the Company’s total assets amounted to Baht 15,297.0 million, a decrease of Baht 4,169.7 million,

                                 or 21.4 percent, over the previous year. Significant components of the assets are described below.

                                         -    Investments in securities totaled Baht 8,376.6 million, representing a decrease of Baht 4,512.7 million, or 35.0 percent,

                                 over 2007.

                                         -    Loans increased by Baht 195.9 million, or 8.0 percent, to Baht 2,634.2 million, compared to 2007.

                                         -    Cash and deposits at commercial banks rose by Baht 192.2 million, or 31.6 percent, to Baht 799.9 million, compared to 2007.

                                         -    Property and plant equipment diminished by Baht 31.6 million to Baht 1,145.8 million, a decrease of 2.7 percent over 2007.



                                 Liabilities

                                         The Company’s total liabilities at 2008 year-end rose by Baht 301.5 million, or 5.2 percent, to Baht 6,094.4 million.

                                 Important elements of liabilities include the following:

                                         -    Unearned premium reserve increased by Baht 54.8 million, or 2.2 percent, to Baht 2,508.6 million.

                                         -    Loss reserve and outstanding claims rose by Baht 89.3 million, or 8.1 percent, to Baht 1,187.8 million.

                                         -    Accounts withheld on reinsurance treaties increased by Baht 35.7 million, or 10.1 percent, to Baht 391.1 million.

                                         -    Due to reinsurer decreasing by Baht 85.5 million, or 18.4 percent, to Baht 378.6 million.

                                         -    Premium received in advance amounted to Baht 857.7 million, an increase of Baht 143.7 million, or 20.1 percent.



                                 Shareholders’ Equity

                                         The Company’s shareholders’ equity at 2008 year-end diminished by Baht 4,471.2 million, or 32.7 percent, to Baht 9,202.6 million.

                                 Significant components of the shareholders’ equity are listed below.

                                         -    Net income for 2008 rose by Baht 173.6 million, or 24.5 percent, to Baht 881.3 million.

                                         -    Dividend paid for 2008 amounted to Baht 608.4 million (Baht 12 per share).

                                         -    Retained earnings not allocated totaled Baht 1,234.4 million, an increase of Baht 272.9 million, or 28.4 percent, over 2007.

                                         -    A surplus on revaluation of investments decreased by Baht 4,744.1 million, or 62.3 percent, to Baht 2,868.0 million.



                                 Assets Quality

                                         Debtors (Premiums due and uncollected)

                                         As at December 31, 2008, premiums due and uncollected had risen by Baht 3.4 million, or 0.2 percent, to Baht 1,472.2 million,

                                 compared with 2007. They can be classified by aging as follows:

                                                                                                                                                          (Baht : Million)

                                     Overdue                                                                                    2008                                2007
                                     Under 3 months                                                                          1,238.3                             1,200.6

                                     3 months to 6 months                                                                      125.9                               138.5

                                     6 months to 12 months                                                                       91.6                                99.9

                                     Over 12 months                                                                              49.9                                69.1

                                     Total                                                                                   1,505.7                             1,508.1

                                     Less     allowance for doubtful accounts                                                  (33.5)                              (39.3)

                                     Premiums due and uncollected - Net                                                      1,472.2                             1,468.8




86
            Debtors, overdue under 3 months, for premiums due and uncollected represented Baht 1,238.3 million, or 84.1 percent of

the uncollected net premium. Most of them, however, were within a grace period offered by the Company. For the portion expected to

be a bad debt, the Company had provided an allowance for doubtful accounts, which was deemed adequate for the risk of being

unable to collect these debts. Simultaneously, the Company also has developed a debt management procedure to enhance its

efficiency in the premiums collections and debt follow-up, along with increasing channels for debt payment to provide convenience to

its customers, agents and brokers in their payment to the Company in due time.



        Loans

        As at December 31, 2008, the Company’s total mortgage loans amounted to Baht 2,628.8 million. Out of this amount,

Baht 166.7 million, or 6.3 percent, was housing loans, while the remaining Baht 2,462.1 million, or 93.7 percent, was loans extended

to real estate developers and other industrial entrepreneurs. With regard to these mortgaged loans, the collateral security evaluation,

loan amount limit, contract period, conditions for interest payment on an installment basis, and the principal return were in compliance

with the requirements of the laws and regulations concerned. In addition, the value of collateral security for mortgaged loans must

be absolutely sufficient for debt payment.

        Debtors of mortgage loans can be classified by aging as follows:

                                                                                                                                 (Baht : Million)

    Outstanding Period                                                           2008                                         2007

                                                                   Principal              Interest             Principal                 Interest

    Current                                                         2,394.2                    7.1              2,198.5                       5.9

    Overdue

        Less than 6 months                                               2.2                   0.1                   7.5                      0.1

        6-12 months                                                      4.7                   0.2                   1.7                        -

        Over 12 months                                                227.7                   51.2                227.7                     35.1

    Total                                                           2,628.8                   58.6              2,435.4                     41.1



        Investments in Securities

        Over 2008, the Thai economy had encountered a number of risks, for instance, the US financial crisis that escalated into the

global financial crisis, the internal political situation affecting the investment in Thailand by foreign investors, and the Thai money market

influenced by fluctuations of the global money market. The above-mentioned situations resulted in a reduction in the fair value of most securities.

        Nevertheless, the Company has managed and allocated investment ports in securities corresponding with surrounding

social, economic and political fluctuations. Furthermore, the Company has focused on long-term investments and management of

securities investment capital in order to obtain appropriate returns on investments within an acceptable risk level. Typically, such

investments are in accordance with the Company’s investment policies and other concerned agencies’ rules and regulations.

Similarly, the Company has closely followed up and reviewed the securities’ fair value, while its classification of the investment

capital, display of the investment capital’s fair value, and consideration of the allowance for loss on impairment all meet the

requirements of accounting standards concerned.

        As at December 31, 2008, the Company’s investment capital for significant securities was as follow: Bonds amounted to

Baht 472.1 million, with a fair value of Baht 494.3 million, while listed securities totaled Baht 3,352.9 million, with a fair value of

Baht 6,273.5 million. The investment capital in investment units amounted to Baht 1,046.0 million, with a fair value of Baht 962.5 million,

while that in unlisted securities totaled Baht 491.9 million. In 2008, the Company recorded the allowance for impairment of unlisted

securities at Baht 86.7 million. Though the fair value of investment capital for most securities had diminished, the Company’s fair

value of all types of securities was Baht 2,867.9 million higher than its costs, which was displayed as a surplus on revaluation of

investments in shareholders’ equity.
                                                                                                                                                      87
     Liquidity

             Cash Flows

             As at December 31, 2008, the Company’s cash and cash equivalents rose by Baht 160.8 million to Baht 283.1 million. The

     Company’s cash flows on its activities were as follows:

                                                                                                                                (Baht : Million)

                                                                                                              2008                        2007

         Cash Flows from (used in) Operating Activities                                                     1,325.8                       990.8

         Cash Flows from (used in) Investing Activities                                                     (556.6)                     (304.4)

         Cash Flows from (used in) Financing Activities                                                     (608.4)                     (608.4)

         Decrease/Increase in Net Cash and Cash Equivalents                                                   160.8                        78.0



             -   Cash Flows from Operating Activities amounted to Baht 1,325.8 million, which came mainly from net direct premiums

     written and net investment incomes.

             -   Cash Flows used in Investing Activities amounted to Baht 556.6 million, which was mainly used in investment in

     securities, loans and deposits at financial institutions, as well as in property, plant and equipment.

             -   Cash Flows used in Financing Activities amounted to Baht 608.4 million, which was mainly used in dividend payment.



             Current Liquidity Ratio (Company’s Financial Status)

             As at December 31, 2008, the Company’s liquidity ratio was 0.54 times. The liquidity assets consisted of cash and deposits at

     financial institutions, due in one year, amounting to Baht 799.9 million, and promissory notes, due in one year, totaling Baht 240.9 million.

     Other significant liquidity assets included securities required by the market, government bonds, premiums due and uncollected,

     due from reinsurers, accrued investment incomes, etc.



     Investment Expenses

             In 2008, the Company’s major investment expenses were on an information technology system, building rehabilitation,

     office equipment and decoration, as well as the establishment of branch offices. In addition, investment expenses were also on an

     improvement of the Company’s modern branch offices and enhanced efficiency of customer service.



     Sources of Funds

             As at December 31, 2008, the Company’s liabilities were Baht 6,094.4 million, while shareholders’ equity was Baht 9,202.6 million.

     Thus, the debt to equity ratio was 0.66 times. The structure of shareholders’ equity consisted of paid-up capital, premium on share

     capital, a surplus on revaluation of investments, and retained earnings. A significant decrease in shareholders’ equity stemmed

     from diminution of Baht 4,744.1 million, or 62.3 percent, of a surplus on revaluation of investments.




88
                                                                                        FINANCIAL RATIO
Financial Ratio                                             2008      2007      2006

Liquidity Ratio

    Current Ratio                               (Times)     0.54      0.54      0.51

    Receivable Turnover                         (Days)    102.98    103.84    112.19

Profitability Ratio

    Retention Rate                                 (%)    101.08    103.63    104.29

    Loss Ratio                                     (%)     47.83     57.17     55.63

    Profit Margin                                  (%)     20.35     12.72     13.92

    Underwriting and Operation Expenses Ratio      (%)     43.65     41.16     40.28

    Return on Investment                           (%)      6.11      5.47      4.99

    Net Premium Ratio                           (Times)     0.45      0.38      0.39

    Net Profit Margin                              (%)     15.18     12.26     11.25

    Return on Equity                               (%)      7.71      5.35      4.83

Efficiency Ratio

    Return on Assets                               (%)      5.07      3.76      3.40

    Assets Turnover                             (Times)     0.33      0.31      0.30

Financial Ratio

    Debt to Equity Ratio                        (Times)     0.66      0.42      0.42

    Policy Liability to Capital Fund            (Times)     0.40      0.26      0.25

    Equity/Net Premium Income                   (Times)     1.79      2.69      2.70

    Equity/Net Outstanding Claims               (Times)     7.75     12.45     13.03

    Equity/Assets                               (Times)     0.60      0.70      0.70

    Unearned Premium Reserve to Equity          (Times)     0.27      0.18      0.18

    Unearned Premium Reserve/Total Assets          (%)     16.40     12.61     12.51

    Payout Ratio                                   (%)     69.04     85.96    102.56

Per Share

    Par Value                                    (Baht)    10.00     10.00     10.00

    Book Value                                   (Baht)   181.51    269.70    252.40

    Basic Earnings                               (Baht)    17.38     13.96     11.70

    Dividends                                    (Baht)    12.00     12.00     12.00

    Stock Dividends                              (Baht)         -         -         -

Growth Rate

    Premium Written                                (%)      1.60      3.08      7.04

    Income on Underwriting                         (%)     61.93     (2.14)    (8.56)

    Net Investment Income                          (%)    (17.59)    27.50     10.35

    Income Before Income Tax                       (%)     24.08      8.36     (1.25)

    Income Tax                                     (%)     22.25    (21.53)   (15.85)

    Net Income                                     (%)     24.52     19.29      5.44

    Total Assets                                   (%)    (21.42)     7.00      8.93




                                                                                         89
RELATED PARTIES TRANSACTIONS




                               T    ypes of Related Parties Transactions

                                        A portion of the Company’s business deals with related parties, where the relationship may be by shareholding or by

                               companies having the same group of shareholders or directors. In considering the relationship between individuals or enterprises,

                               attention is directed to the substance of the relationship, and not merely to the legal form or the basis of commitments.

                               Transactions are determined on the basis of conditions in the normal course of business and according to market value. In

                               addition to the related-transaction disclosure in Note 8 and 9 of the financial statements for the year 2008, the Company would like

                               to reveal additional information for cross-over transaction as follows:

                                                                                                                                                                      (Baht : Million)

                                   Transaction with Related Party                                   Related Party                            Relationship           2008           2007

                                   Investment in Related Companies                  Disclosure in Note 9 and 8 of                                        -              -              -

                                    & Associated Companies                 the Financial Statements, respectively

                                   Premiums Written                                           Bangkok Bank PCL.                       Major Shareholders             73.7           69.1

                                   Interest Income *                                          Bangkok Bank PCL.                       Major Shareholders             15.6           19.8

                                   Interest Expenses *                                        Bangkok Bank PCL.                       Major Shareholders              0.1            0.1

                                   Bank Deposits                                              Bangkok Bank PCL.                       Major Shareholders           633.2           542.6

                                   Notes                                                      Bangkok Bank PCL.                       Major Shareholders           100.0            30.0

                                   Premium Due and Uncollected                                Bangkok Bank PCL.                       Major Shareholders              8.0            3.2

                               * Interest is charged at the same rates as those that financial institutions and related parties offer to other customers, based on market value.



                               Necessity and Justification of the Items

                                        The Company has the above interrelated items, together with those disclosed in the remarks supplementary to the financial

                               statements, in order to support its operation, expand its customer base and develop its business. They are generated according to

                               the general regular business in which the Company has complied with the rules and regulations of the Office of Insurance Commission

                               and standard trading conditions, with fair value based on market value. Nevertheless, the Company expects to generate maximum benefit.



                               Procedures for Approval of Interrelated Items

                                        The Company has internal control systems at various levels based on the type of interrelated items, which are implemented in

                               accordance with the law, regulations and policy of the Company that comply with other courses of business. In order to avoid any

                               conflict of interest in making interrelated items, the Company complies with the regulations of the SET. However, when the

                               transaction of an interrelated item occurs, it will comply with the regular trade in the market, and the audit committee shall review

                               the item’s suitability and justification.


                               Policy of Making Interrelated Items in the Future

                                        The Company has in force a policy of making interrelated items in the future, which will be in accordance with those

                               principles explained above. The Company will comply with the rules and notices of the SET.

                                        It is the intention of the Company, however, to continue its business in a clear and transparent manner, which is fair to its

                               business partners, customers and shareholders, and is in keeping with the highest standards of benefit to the Company.




90
                                                                                                                                                SHAREHOLDING IN OTHER COMPANIES
Investment in Companies at 10% or more of Paid-up capital as at December 31, 2008

 No.   Company / Address                                             Line of Business   Type of Shares   No. of Shares Held   % of Company’s

                                                                                                                              Paid-up Capital

  1    Asian Insurance International (Holding) Ltd.                      Insurance          Ordinary               23,936             41.70

       Clarendon House, 2 Church Street,

       Hamilton, HM 11, Bermuda

  2    Asia Insurance (Cambodia) Plc.                                    Insurance          Ordinary              962,683             22.92

       No. 5, Street 13, Sangkat Wat Phnom,

       Khan Daun Penh, Phnom Penh, Cambodia

  3    Asia Insurance (Investments) Ltd.                                 Insurance          Ordinary          10,335,000              19.50

       16/F Worldwide House,

       19 Des Voeux Road Central, HongKong

  4    EMCS Thai Co., Ltd.                                             Professional         Ordinary            1,546,600             19.33
                         th
       Regent House 10 Fl, 183 Rajdamri Road,                               Service

       Lumpini, Pathumwan, Bangkok 10330

  5    PT. Asian International Investindo Ltd.                           Insurance          Ordinary            6,080,000             19.00

       Wisma Asia Lt. 12A, Jl. Letjen S.

       Parman Kav. 79, Slipi - Jakarta Barat

  6    Bangkok Chayoratn Co., Ltd.                                       Insurance          Ordinary                3,000             15.00

       25 Bangkok Insurance/Y.W.C.A. Building,                               Broker
         th
       10 Fl, Sathon Tai Road, Tungmahamek,

       Sathon, Bangkok 10120

  7    Sorachai Vivatn Co., Ltd.                                           Property         Ordinary              405,000             15.00

       23 Soi Sukhumvit 63, Sukhumvit Road,                           Development

       North Klongtan, Wattana, Bangkok 10110

  8    Union Sime Darby (Thailand) Co., Ltd.                             Insurance          Ordinary                6,000             15.00
                                th
       Vanissa Building, 20 Fl, 29 Soi Chidlom,                              Broker

       Lumpini, Pathumwan, Bangkok 10330

  9    Bangkok Mitsubishi UFJ Lease Co., Ltd.                              Leasing          Ordinary               60,000             10.00
                           th
       Sethiwan Tower, 8 Fl, 139 Pan Road,

       Silom, Bangrak, Bangkok 10500




                                                                                                                                                   91
92
     ORGANIZATION STRUCTURE
                                                                                                                                          THE MANAGEMENT
M    anagement Structure

       The Company’s management structure consists of 2 major groups, namely:

       1. The Board of Directors, together with 2 ad hoc sub-committees comprising the Audit Committee and the Remuneration

& Nomination Committee, and

       2. The Company’s Management.

1. Board of Directors and Sub-Committees

       1.1      Board of Directors

                The structure of the Company’s Board of Directors is determined by the Company’s shareholders’ meeting resolutions,

but the Board shall comprise at least 5 directors and no less than three-fourths of the total number of directors must be of Thai

nationality. Similarly, no less than half of the Company’s Board shall be non-executive directors, 3 of whom are independent so that

the Board’s authority is counterbalanced by non-executive directors, and hence the Board itself can efficiently oversee the Company’s

performance in accordance with the Company’s policy on good corporate governance.

                The Scope of Duties and Authority of the Company’s Board of Directors

                The Company’s Board of Directors plays a role in overseeing the Company’s administration to ensure that its

management has implemented all the Company’s policies and fulfilled its performance goals as proposed to the Board, including

having a strong determination to achieve an excellent work performance for the benefit of the Company’s shareholders and all

groups of stakeholders. The Company’s Board’s scope of duties and authority also includes the following.

                1. To consider and define the policy on good corporate governance for the management’s implementation. This

includes a review and evaluation of such implementation consequences so that the management can make improvements and

make a report in the Company’s annual report.

                2. To consider the appropriateness of, as well as making suggestions on and approving the vision of, strategies and

performance goals of the Company, as proposed by the management, including following up and assessing performance achievement.

                3. To oversee the Company’s performance so that it has appropriate systems of risk management, internal control

and audit.

                4. To generate effective selection procedures and succession plans for the Company’s Board of Directors and

executive management. The Board will appoint the Chairman and President as head of the executive management team to take

responsibility for the Company’s business performance under the Board’s supervision.

                5. To ensure that the Company has a practical guideline concerning the morality of its business performance, as

well as the Board’s and employees’ good practices, including an effective communication mechanism for the acknowledgement of

the parties concerned.

                6. To consider the appropriateness of an appointment to and define the scope of duties and responsibilities of

sub-committees.

                7. To consider an appropriate authorization to the Chairman and President for a swift performance of normal

business transactions.

                8. To make a report explaining the Company’s Board’s responsibility for financial statements preparation, which

shall be disclosed in the Company’s annual report.

                9. To consider a performance evaluation of the Company’s Board of Directors and the Chairman and President,

including overseeing an arrangement of an effective procedure for an assessment of the Company’s executives’ duty performance.

                10. To conduct any duties so that they are in accordance with laws, orders and the Company’s shareholders’ resolutions.




                                                                                                                                           93
                      The Board of Directors’ Meeting

                      The Company’s Board of Directors has determined in advance its meeting a minimum of 4 times a year so that

     each Board member will be informed of and set aside time for the Board’s meeting. Nevertheless, there may be an additional

     extraordinary meeting as the Board thinks necessary. The meeting invitation letters, including an agenda and other relevant

     documents, will be delivered, no less than 7 days prior to the date of the meeting, to all the Board members.

                      Directors Authorized to Bind the Company to Any Decision

                      Two directors must sign together and affix the Company’s seal.



             1.2      Sub-Committees

                      Some of the Board of Directors, excluding the Chairman and President, are appointed as members of the Audit

     Committee and the Remuneration and Nomination Committee. Each sub-committee has a three-year term, including the following details.

                      1.2.1 The Audit Committee

                             The Audit Committe comprises of 3 independent directors who has the scope of duties and authority as follow:

                             The Scope of Duties and Authority of the Audit Committee

                             The Audit Committee has the following scope of duties and authority.

                             1. To verify the Company’s financial statements to ensure their accuracy and sufficiency.

                             2. To verify the Company’s systems of internal control and internal audit to ensure their appropriateness

     and effectiveness, including a consideration of the Audit Department’s independence, and an approval for the appointment,

     reshuffle and employment termination of the Senior Vice President of the Audit Department.

                             3. To verify the Company’s practices to ensure that they are in compliance with the Security Act and

     Security Exchange Act, the SET requirements, and other laws related to the Company’s business.

                             4. To consider a selection and proposal for an appointment of an auditor and fix his/her remuneration,

     including attending a meeting, at least once a year, with the auditor but without the Management in attendance.

                             5. To oversee crossover transactions and those with conflicts of interest so that they are in compliance

     with laws and the SET requirements, and bring about maximum benefits to the Company.

                             6. To prepare an audit committee report, which shall be included in the Company’s annual report. The

     report must be signed by the Chairman of the Audit Committee and consist of a minimum of the following data:

                                 a. An opinion on the Company’s financial statements’ accuracy, completeness and reliability.

                                 b. To ensure that the Company has adequate and effective internal control systems.

                                 c. An opinion on the practices in accordance with the Security Act, the SET requirements or other

     laws related to the Company’s business.

                                 d. An opinion on the Company’s auditor’s appropriateness.

                                 e. An opinion on transactions with conflicts of interest.

                                 f.   The number of the Audit Committee’s meetings and each committee member’s meeting attendance.

                                 g. An overall opinion or note that the Audit Committee has received due to its duty performance based

                                      on the Charter.

                                 h. Other items which the Audit Committee thinks that the Company’s shareholders and general investors

                                      should know, within the scope of duties and responsibilities assigned to it by the Board of Directors.

                             7. Any other implementations assigned to the Audit Committee by the Board of Directors, with an approval

     of the former.

                             The Audit Committee’s meeting

                             A minimum of 4 meetings a year is defined.


94
                1.2.2 The Remuneration and Nomination Committee
                         The Remuneration and Nomination Committee comprises 3 members, with the Committee chairman and at

least one of its members being independent directors. Every time there is an appointment of a new Board director, the Remuneration

and Nomination Committee is responsible for a review of the Board of Directors’ qualifications in order to define appropriate qualifications

of a new Board director, who will strengthen the Board of Directors. The scope of Duties and authority of the Remuneration and

Nomination Committee includes the following:

                         The Scope of Duties and Authority of the Remuneration and Nomination Committee

                         The scope of duties and authority of the Remuneration and Nomination Committee is described below:

                         1. To ensure that the number and proportion, as well as the components of the Board of Directors are

appropriate to the organization.

                         2. To select a suitable and qualified person to replace a Board member in case of his completing his term,

resignation or other reasons, apart from nominating a new Board member to shareholders or the Board for consideration and

appointment, based on the case and in accordance with the Company’s regulations.

                         3. To select a suitable and qualified person to supersede the President and Senior Executive Vice President

in case of an expiry of their term, resignation or other reasons, besides nominating a new person for the Board’s scrutiny and appointment.

                         4. To oversee and define policies on remuneration and other benefits of the Board of Directors, President

and Senior Executive Vice President, which are appropriate to their duties and responsibilities.

                         5. To ensure that there is a plan for a succession of the position of President and Senior Executive Vice President.

                         The Remuneration and Nomination Committee’s Meeting

                         It is an ad hoc meeting which is convened when necessary but shall be no less than once a year.



        1.3     The Company’s Secretary

                The Company’s Board of Directors has appointed and assigned the Company’s secretary to oversee, coordinate

and facilitate the Board’s meeting and shareholders’ meeting so that they are in compliance with the laws, rules and regulations

concerned. The Company has defined its secretary’s qualifications and scope of duties and authority as the following:

                The Company’s Secretary’s Qualifications

                1. Have comprehensive knowledge and understanding of the Company’s business, including roles and duties related

to the work of the Company’s secretary, for instance, duties of the Board and the Company, having sound knowledge of related laws

and regulations, including the continuous pursuit of knowledge and follow-up of data and information for the development of its

work implementation.

                2. Perform its duties in accordance with laws, rules and the Company’s regulations, with a responsibility, caution,

integrity and determination, including lending support for the Company’s operation, based on the Company’s principles of good

corporate governance and code of ethics, so that the Company may fulfill its goal.

                3. Strictly attach to virtue and morality, as well as take into account all groups of stakeholders while not acting in a

way that will cause damage to the Company’s reputation and good image.

                4. Not aim at self-interest out of the Company’s business opportunities, and well maintain the Company’s secrecy.

                5. Have good human relations and an ability to coordinate with other work units or agencies both inside and outside

the Company.




                                                                                                                                                95
                     The Scope of Duties and Authority of the Company’s Secretary

                     The Company’s secretary’s duties are to oversee, coordinate and facilitate the Board’s meeting and shareholders’

     meeting. Other duties and authority include the following.

                     1. Prepare and maintain the following documents.

                         a. The Board of Directors’ registration.

                         b. The Board’s meeting invitation letters and meeting report, and the Company’s annual report.

                         c. Shareholders’ meeting invitation letters and meeting report.

                     2. Keep a report in stakeholding as reported by the Company’s Board or management, including making a copy

     and submitting it, within 7 working days starting from the day the report is received, to the chairman of the Board and the chairman

     of the Audit Committee for acknowledgement.

                     3. Carry out other activities defined by the Capital Market Commission.

                     The Appointment of the Company’s Secretary

                     The Company’s Board of Directors will select a qualified person and appoint him/her as the Company’s secretary.

     The Board’s meeting (No.3/2008) held on August 14, 2008, passed a resolution appointing Mr. Voravit Rojrapitada as the Company’s

     secretary, effective from August 14, 2008 onwards.


            1.4      Names of the Board of Directors and Sub-Committees

                     The Board of Directors (as at December 31, 2008) comprises 12 members as the following:

                     1. Executive directors consist of 2 members while another director is the Company’s underwriting adviser.

                     2. Non-executive directors consist of 9 members, 7 of whom are independent directors.




96
The names of the Board of Directors and sub-committees, including meeting attendances, and their remuneration in 2008 are

given below.

    Name                                                              Position   No. Of Attendance/              Annual

                                                                                          Invitation       Remuneration

                                                                                  1         2          3        (Baht)

       1) Executive Directors and Insurance Adviser




   1. Mr. Chai Sophonpanich                             Chairman & President     4/4        -          -       500,000




   2. Mr. Witcha Damrongsinsak                                        Director   4/4        -          -       500,000

                                                            Insurance Adviser



   3. Mr. Voravit Rojrapitada                                         Director   4/4        -          -       500,000

       (Appointed the Company’s                         Company’s Secretary

       Secretary on August 14, 2008)

       2) Non-Executive Directors




   4. Mr. Chor.nun Petpaisit                             Independent Director    3/4        -          -       500,000




   5. Mr. Virasak Sutanthavibul                          Independent Director    4/4        -          -       500,000




   6. Mr. Yohihiko Fukasawa                              Independent Director    0/1        -          -       125,000
       (Appointed a director on August 14, 2008,

       to replace Mr. Tori Ueno for remaining term)

       2.1) The Audit Committee*




   7. Mr. Plengsakdi Prakaspesat                         Independent Director    4/4      6/6          -       750,000

                                              Chairman of the Audit Committee



   8. Miss Potjanee Thanavaranit                         Independent Director    4/4      6/6          -       750,000

                                               Director of the Audit Committee



   9. Dr. Areepong Bhoocha-oom                           Independent Director    4/4      6/6          -       750,000
       (Resigned as from February 22, 2009)    Director of the Audit Committee




                                                                                                                            97
            Name                                                                        Position            No. Of Attendance/                               Annual

                                                                                                                        Invitation                  Remuneration

                                                                                                             1            2            3                     (Baht)

               2.2) The Remuneration & Nomination Committee**




        10. Mr. Singh Tangtaswas                                                        Director           4/4             -         2/2                  560,000

                                                              Chairman of Remuneration &

                                                                      Nomination Committee

        11. Mr. Thira Wongjirachai                                      Independent Director               3/4             -         2/2                  560,000

                                                                 Director of Remuneration &

                                                                      Nomination Committee

        12. Mr. Suvarn Thansathit                                                       Director           4/4             -         2/2                  560,000

                                                                 Director of Remuneration &

                                                                      Nomination Committee

               The Person who was the Board Director during 2008




               Mr. Tori Ueno                                                                               0/2             -            -                 125,000

               (Resigned as from May 14, 2008)



        Total number of meetings in 2008                                                             4 Times      6 Times      2 Times               6,680,000***

     Note     : Meeting Attendance / Number of Meeting Invitations
             1. The Board of Directors’ meeting
             2. The Audit Committee’s meeting
             3. The Remuneration & Nomination Committee’s meeting
              * The Audit committee, consisting of the three aforementioned independent members who are non-executive directors, was appointed by
                the Board of Directors’ resolution on November 14, 2008, and effective from November 16, 2008, for a three-year term. The Committee
                will become due on November 15, 2011. All of the three Audit Committee member posses comprehensive knowledge and vast experience
                in the verification of the Company’s financial statements. Details of their educational background and work experience, particularly in the verification
                of financial statements, are revealed in the history of the Board directors.
                Dr. Areepong Bhoocha-oom, an independent director and Director of Audit Committee, had resigned from the two positions, effective
                on February 22, 2009. The Board of Directors’ meeting (No.1/2009) held on February 27, 2009 passed a resolution appointing Mr. Chor.nun Petpaisit,
                an independent & non-executive director, an Director of Audit Committee, replacing Dr. Areepong. Mr. Chor.nun’s appointment was effective
                from February 27, 2009 and his term will be due on November 15, 2011. Mr. Chor.nun Petpaisit has sound knowledge and vast experience
                in verifying the Company’s financial statements. Details of his educational background and work experience, especially in the verification of
                financial statements, are revealed in the history of the Board directors.
             ** The Remuneration & Nomination Committee was appointed by the Board’s resolution on August 14, 2007, and effective from August 18, 2007,
                for a three-year term. The Committee’s term will be due on August 18, 2010.
                                                                                                          th
            *** The Board Directors’ Remuneration for 2008 was approved by shareholders’ 15 general meeting on April 25, 2008, in the amount not
                exceeding Baht 7.0 million.




98
        1.5     Data on Transaction Related to Business Relations or Provision of Occupational Services between

Independent Directors and Companies, Corporations, Affiliated Companies, Associated Companies or any Party

that May Have Conflicts
                Through the effective procedure of the Board directors’ nomination, the Company’s independent directors are

appropriately qualified and truly independent. Furthermore, they do not occupy the position of independent directors or members

of corporations, affiliated companies or affiliated companies in the same order.

                In addition, the Company has no commercial agreements or transactions related to business relations or provision

of occupational services between the Company and its Board directors, independent directors, management, including

corporations, affiliated companies, associated companies or any party that may have conflicts, which has a value exceeding that

defined by the Securities and Exchange Commission (SEC).

                Nonetheless, the Board of Directors’ meeting (No.3/2008) held on August 14, 2008 had approved in principle, the

permission for companies, associated companies and affiliated companies to do business which may have a related transaction

with the Company’s Board directors, management or any party concerned, both the transaction that was made earlier and/or one

that will be made in the future. This is based on the condition that such a business transaction has commercial agreements in the

same way as a reasonable man will treat a general party to a contract in the same situation, through the commercial bargaining

power without the influence of his/her status as the Company’s Board director, management or any party concerned. Please see

more detail in the section “Related Parties Transactions”.



2. Management Committee

        The Management Committee consists of executive directors and management appointed by the Company’s Chairman and

President. The scope of duties and authority of the Management Committee includes the following.

        The Scope of Duties and Authority of Management Committee

        1. To verify, before presenting to the Board of Directors for consideration, the Company’s vision, strategies, business

goals, and annual budget, as well as policy on risk management.

        2. To verify, before presenting to the Board of Directors for consideration, the procurement or disposal of the Company’s

major assets.

        3. To ensure that the Company has an implementation based on its policy of corporate governance, as well as an evaluation

of its consequences, including suggestions for the Board of Directors’ consideration.

        4. To conduct any duties assigned to them by the Board of Directors.

        5. To periodically follow up and report on the Company’s performance to the Board of Directors.




                                                                                                                                    99
              Name of the Management Committee

              The Management Committee is made up of the first four executive members following the Chairman and President.

      The Management Committee (as at December 31, 2008) comprised 14 executive members whose names are listed below:

          Name                                                           Position

         1.   Mr. Chai Sophonpanich                                      Chairman & President

         2.   Mr. Voravit Rojrapitada                                    Director & Senior Executive Vice President

         3.   Mr. Panus Thiravanitkul                                    Executive Vice President

         4.   Miss Pagamas Charusathien                                  Senior Vice President

         5.   Miss Poonsuk Tevidhaya                                     Senior Vice President

         6.   Mrs. Srichittra Pramojaney                                 Senior Vice President

         7.   Mr. Satit Liptasiri                                        Senior Vice President

         8.   Mr. Anon Vangvasu                                          Senior Vice President

         9.   Mr. Jakkrit Chewanuntapornchai                             Senior Vice President

        10.   Mr. Boonkird Chirapathama                                  Senior Vice President

        11.   Mr. Sontaya Chaichomlert                                   Senior Vice President

        12.   Mr. Suphat Yookongbandhu                                   Senior Vice President

        13.   Mr. Apisit Anantanatarat                                   Senior Vice President

        14.   Mr. Aree Vanairlor                                         Senior Vice President



              Qualifications and Procedure for Nominations of the Board Directors and Management

              1. Qualifications and Procedure for Nomination of the Board Directors

                  1.1      Qualifications of Directors

                           The Company’s Board director posses comprehensive knowledge to perform its duties.

                           1.1.1 Qualifications of Independent Directors

                                    Apart from having sound qualifications of the Company’s Board directors, independent directors must posses

      the following additional qualifications.

                                    1. Have no more than 0.5 percent of all the eligible votes in the Company, corporations, affiliated

      companies, associated companies or juristic persons that may have a conflict. This includes shares held by any party concerned.

                                    2. Have nothing to do with the Company’s administration, nor its employees and advisers with a regular

      salary. Neither do they have authority to control nor are they the auditor of the Company, corporations, affiliated companies,

      associated companies, affiliated companies in the same order, or juristic persons that may have a conflict, all for no less than two

      years prior to an appointment.

                                    3. Are not or did not to be providers of any professional services, for example, legal advisers, financial

      advisers, asset evaluators, etc who derived service fee of over Baht 2 million per year from the Company, corporations, affiliated

      companies, associated companies or juristic persons that may have a conflict. In case professional service providers are juristic

      person, they will also include major shareholders, directors who are not independent, executives, or partners or managers of those

      professional service providers, except that they have extricated themselves from those responsibilities for no less than two years

      prior to an appointment.




100
                             4. Have no or did not use to have business relationship, through which the value ranges from 3 percent

of all net assets or from Baht 20 million and over, depending on which is a less amount, with the Company, corporations, affiliated

companies, associated companies or juristic persons that may have a conflict. Neither are they nor used to be major shareholders,

directors who are not independent, or executives of any party that has business relationship, except that they have extricated

themselves from those responsibilities for no less than two years prior to an appointment.

                             5. Have no blood line relationship or through a registration in the manner of father, mother, spouse,

brother, sister and offspring, including spouse of offspring’s, executives, major shareholders, any party having authority to control,

or persons who will be nominated the management or party having authority to control the Company or affiliated companies.

                             6. Are not directors appointed to become representatives of the boards of major shareholding companies

or shareholders related to the Company’s major shareholders.

                             7. Possess no other property that prevents them from independently expressing their opinions.

                     1.1.2 Qualifications of the Audit Committee Members

                             The Audit Committee members shall have the following qualifications.

                             a. Have all the qualifications of independent directors.

                             b. Are not directors assigned by the Company’s Board of Directors to make a decision on the operation

of the Company, corporations, affiliated companies, associated companies, affiliated companies in the same order, or juristic persons

that may have a conflict.

                             c. Are not directors of corporations, affiliated companies, or affiliated companies in the same order,

particularly those listed in the SET.

                             d. A minimum of one Audit Committee member has knowledge and experience sufficient to verify the

Company’s financial statements’ reliability.

            1.2      Procedure for Directors Nomination

                     The Company’s Board of directors assigned the Remuneration and Nomination Committee to take care of the

issue of the proportion, number and components of the Board of Directors, as well as to nominate a qualified person, with sound

knowledge and proficiency, to supersede a director, the President or the Senior Executive Vice President in case of the expiry of

his term, resignation or other reasons, apart from nominating a new Board member to shareholders or the Board for consideration

and appointment, based on the case and in accordance with the Remuneration and Nomination Committee’s duties and authority

specified in “The Remuneration and Nomination Committee” section.

                     To appoint a new director of the Board superseding a director whose term is due, the Remuneration and

Nomination Committee will nominate the qualified person to the Company’s Board for consideration before proposing to the

shareholders’ meeting for appointment approval. However, this has to be endorsed by the majority of shareholders at the meeting.

The following are the criteria for the appointment of directors, as defined in the Company’s rules and regulations.

                     1. The Board of Directors shall comprise at least 5 directors, and no less than half shall reside within the Kingdom.

                     2. No less than three-fourths of the directors must be of Thai nationality.

                     3. The directors shall be elected at the shareholders’ meeting. Each shareholder shall have a number of

votes equal to the number of shares held. Decisions shall be made by a majority vote. In the event of a tied vote, the chairman of

the meeting shall have the casting vote.




                                                                                                                                             101
                           4. At every annual general meeting, one-third of the directors shall retire. Directors who vacate office may be re-elected.

                           5. The shareholders’ meeting may pass a resolution removing any director from office, prior to retirement, by

      reason of the expiration of the director’s term of office, by a vote of not less than three-fourths of the number of shareholders attending

      the meeting, who have the right to vote and who hold shares totaling not less than half the number of shares held by shareholders

      attending the meeting and having the right to vote.

                           For an appointment of a new director of the Board superseding a director who quits the job for a reason other

      than his/her term is due, it has to be approved by the Board’s meeting, with the votes of no less than three-fourths of the remaining

      Board directors. A new Board director appointed has a term equal to the remaining term of the director leaving his/her position.

                           Minor Shareholders’ Rights to Appoint Directors

                           To protect minor Shareholders’ rights, with an aim to have all shareholders treated equally, the Company provides

      an opportunity for all of them to nominate a new Board director who is of high proficiency and appropriate for an appointment as a

      Board member. This is carried out in advance from October 1 to December 30 of each year. In this regard, the Company has

      notified its shareholders through the SET’s information report channel and the Company’s website at www.bangkokinsurance.com.

      Similarly, the criteria for nomination of a new Board director are defined in advance, along with the nomination form, and also displayed

      on the website.

              2. Qualifications and Procedure for the Management Nomination

                  The Chairman of the Board of Directors as well as the Chairman and President are authorized by the Board to make a

      consideration and appointment of a person of high proficiency, knowledge and experience in the non-life insurance industry as the

      Company’s management in order to perform his/her duties and operate the Company’s business to fulfil the goals and objectives

      defined. The nomination procedure is based on the Company’s regulations on its human resources management, and subsequently

      reported to the Board for acknowledgement.



      Remuneration for the Auditor

              In 2008, the Company paid remuneration to its auditor as follows:                                                             (Baht)

              1. Remuneration for audit of annual financial statements and review of quarterly financial statements                     1,205,000

              2. Cost for an evaluation of the internal control as well as regulations                                                    155,000

                  and procedures of non-life insurance companies’ other business investments

                                                                                                                        Total           1,360,000



      Control Over the Use of Insider Information

              In order to have control over the use of insider information, access to the Company’s information is limited to executives

      and employees, and all computerized data is available only to those entitled to be entrusted with a password. The Board of Directors

      and the Management will not, as fundamental to their management principles, disclose the Company’s performance data to outsiders,

      or exploit their authority or opportunities at work to seek any advantage for themselves, before the data are revealed to the general public.

      In the case of violations of disciplinary rules and regulations, the Company will rule on their penalties in accordance with its policy.




102
        In 2007, the Company had formulated in writing regulations on security arrangements and security transference in

accordance with those of the Security Act and Security Exchange Act of 1992, Section 59. In this regard, the scope of report,

reporters, reporting methodology, and reporting time, including the report to the Company’s Board, were defined so that the Board,

management and the people concerned would strictly comply with them. This was intended not only to create a correct understanding

for those taking charge of reporting, but also to be a measure for effectively overseeing the use of insider information.

        For 2008, the Company had strictly abided by the regulations defined.



Internal Control

        The meeting of the Board of Directors (no.4/2008) held on November 14, 2008, with all three members of the Audit

Committee in attendance, reviewed the efficiency of the internal control system using the SET’s assessment questionnaire as a

guideline, which covered the following issues:

        1. Controlling environment: such as determination of business goals, formulation of organizational structure, defining of

ethics and prohibitions including penalties forbidding the management and employees to engage in any activities that may lead to

a possible conflict of interest, mapping out policies and work procedures in writing, as well as encouragement of all employees to

value the importance of customers.

        2. Risk assessment: includes an assessment of both internal and external risk factors influencing the Company’s

business transactions, an analysis and determination of risk management measures, a communication with concerned staff for

their acknowledgement, as well as following up the consequences of implementation based on the defined measures.

        3. Control activities: such as division of duties and responsibilities, determination of authority and duties of each level of

executives, including the amount of money they can approve, as well as a supervision of the Company’s operational performance

in accordance with related laws. The Audit Committee had raised significant issues found during an audit, and both the internal and

external Audit Committee members brought the issues for discussion with the Company’s management, as well as giving recommendations

for improvement, including following up closely the consequences of correction. This aimed for higher operational efficiency.

        4. Information technology and communications: includes a convention of the Board of Directors’ meeting, documentation

work for the meeting, writing the minutes of the meeting, and formulation of a policy on the management’s accounting, including

storage of documents for account recording on a par with the standards specified.

        5. Following up and evaluation: such as following up and evaluating an implementation consequence compared to its

target. The Company stipulates that all sections (departments) must make a report on their operational consequences based on

the work plan every month, while the executives of a section concerned have to make a correction in case of deriving an unsatisfactory

outcome, of which the result will be reported to the Company’s management, who will subsequently make a conclusion and report

to the Board of Directors for consideration. Similarly, the Audit Committee’s performance consequences are reported to the Board

for acknowledgement every quarter.

            The Company’s Board of Directors has already made a consideration and unanimously agreed that the Company’s

internal control system is sufficient and appropriate.




                                                                                                                                         103
SHAREHOLDINGS STRUCTURE




                          B   reakdown of Shareholdings
                          As at November 28, 2008 (The Record Date)

                          Issued and Fully Paid-up Share Capital : Baht 507 million

                          Class of Share : Ordinary Shares at Baht 10 per share

                              Size of Shareholding          Number of Shareholders                             %         Number of Shares                             %

                                       1 - 10,000                               1,263                      77.58                  2,394,177                        4.72

                              10,001 - 50,000                                     217                      13.33                  4,665,145                        9.20

                              50,001 - 150,000                                    103                        6.33                 8,440,245                       16.65

                             150,001       UP                                       45                       2.76                35,200,433                       69.43

                                                                                1,628                     100.00                 50,700,000                     100.00

                          Thai Shareholders 77.58% Non-Thai Shareholders 22.42%



                          Major Shareholders and Numbers of Shareholdings, as at November 28, 2008 (The Record Date) for the right to attend

                          the meeting and to receive the dividend payment.

                              Name                                                                                       Number of Shares                             %
                                                                                                                        As at Nov. 28, 2008

                             1.   Bangkok Bank Public Co., Ltd.                                                                   5,053,902                        9.97

                             2.   HWIC ASIA FUND                                                                                  2,937,713                        5.79

                             3.   ASIA COMMERCIAL BANK (NOMINEES) LTD.*                                                           2,509,650                        4.95

                             4.   Mrs. Boonsri Sophonpanich                                                                       1,830,005                        3.61

                             5.   Chin Sophonpanich Foundation                                                                    1,605,207                        3.17

                             6.   C.R. Holding Co., Ltd.                                                                          1,605,207                        3.17

                             7.   Mr. Chai Sophonpanich**                                                                         1,584,975                        3.13

                             8.   Aioi Insurance Co., Ltd.                                                                        1,423,619                        2.81

                             9.   Mr. Chatri Sophonpanich                                                                         1,197,159                        2.36

                            10.   Mr. Niti Osathanugrah                                                                           1,059,220                        2.09

                            11.   Thai Reinsurance Public Co., Ltd.                                                               1,027,401                        2.03

                            12.   Somers (U.K.) Limited                                                                             960,800                        1.90

                            13.   Glory Hope Limited                                                                                789,770                        1.56

                            14.   VAYUPAK FUND 1 Krung Thai Asset Management Public Co., Ltd.                                       756,765                        1.49

                            15.   VAYUPAK FUND 1 MFC Asset Management Public Co., Ltd.                                              756,762                        1.49

                            16.   HWIC ASIA FUND A/C CLASS C2 SHARES                                                                738,290                        1.46

                            17.   Rabil Holding Co., Ltd.                                                                           669,558                        1.32

                            18.   ABERDEEN GROWTH FUND                                                                              643,021                        1.27

                            19.   Bangkok Rinvest Co., Ltd.                                                                         610,524                        1.20

                            20.   Mr. Chan Sophonpanich                                                                             592,250                        1.17
                                                           rd
                          Remark : *    Shareholder in the 3 order is Nominee Account (The Company has audited with Thailand Securities Depository Company Limited) so the
                                        Company cannot disclose the Ultimate Shareholder.
                                  **    Inclusive of Relatives’ stock under Section 258 of the S.E.C. Act. B.E. 2535, as follows:
                                  1.    Spouse - Mrs. Nuchanart Sophonpanich 119,784 Shares




104
Shareholding of The Board of Directors, as at November 28, 2008 (The Record Date) for the right to attend the meeting

and to receive the dividend payment.

    Name                                                                               Number of Shares      Number of Shares     Change

                                                                                      As at Nov. 28, 2008   As at Nov. 28, 2007

    1.   Mr. Chai Sophonpanich*                                                                1,584,975             1,584,975         -



    2.   Mr. Witcha Damrongsinsak                                                                  5,003                 5,003         -



    3.   Mr. Voravit Rojrapitada                                                                  32,448                32,448         -

         (Appointed as the Company’s Secretary on August 14, 2008)

    4.   Mr. Chor.nun Petpaisit                                                                         -                     -        -



    5.   Mr. Virasak Sutanthavibul                                                                      -                     -        -



    6.   Mr. Yoshihiko Fukasawa                                                                         -                     -        -

         (Appointed on August 14, 2008 to replace Mr. Tori Ueno for remaining term)

    7.   Mr. Plengsakdi Prakaspesat                                                                     -                     -        -



    8.   Miss Potjanee Thanavaranit                                                                     -                     -        -



    9.   Dr. Areepong Bhoocha-oom                                                                       -                     -        -



   10.   Mr. Singh Tangtaswas                                                                           -                     -        -



   11.   Mr. Thira Wongjirachai                                                                  251,942               251,942         -



   12.   Mr. Suvarn Thansathit                                                                          -                     -        -



         Mr. Tori Ueno

         (Resign as from May 14, 2008)                                                                  -                     -        -

Remark : * Inclusive of Relatives’ stock under Section 258 of the S.E.C. Act. B.E. 2535, as follows:
        1. Spouse - Mrs. Nuchanart Sophonpanich 119,784 Shares




                                                                                                                                           105
      Shareholding of Management Committee, as at November 28, 2008 (The Record Date) for the right to attend the meeting and to

      receive the dividend payment.

          Name                                                                                        Number of Shares       Number of Shares     Change

                                                                                                    As at Nov. 28, 2008     As at Nov. 28, 2007
                                            1
         1.   Mr. Chai Sophonpanich*                                                                            1,584,975            1,584,975          -

         2.   Mr. Voravit Rojrapitada                                                                             32,448                32,448          -

         3.   Mr. Panus Thiravanitkul                                                                              2,661                 2,661          -

         4.   Miss Pagamas Charusathien                                                                           12,693                12,693          -

         5.   Miss Poonsuk Tevidhaya                                                                              44,214                44,214          -

         6.   Mrs. Srichittra Pramojaney                                                                                -                     -         -

         7.   Mr. Satit Liptasiri                                                                                  5,348                 5,348          -
                                        2
         8.   Mr. Anon Vangvasu*                                                                                  19,103                22,103    (3,000)

         9.   Mr. Jakkrit Chewanuntapornchai                                                                            -                     -         -

        10.   Mr. Boonkird Chirapathama                                                                            1,014                 1,014          -

        11.   Mr. Sontaya Chaichomlert                                                                                  -                     -         -
                                                3
        12.   Mr. Supat Yookongbandhu*                                                                            19,008                22,791    (3,783)

        13.   Mr. Apisit Anantanatarat                                                                             2,197                 2,197          -

        14.   Mr. Aree Vanairlor                                                                                   1,617                 1,617          -

      Remark : *    Inclusive of Relatives’ stock under Section 258 of the S.E.C. Act. B.E. 2535, as follows:
               1.   Spouse - Mrs. Nuchanart Sophonpanich 119,784            Shares
               2.   Spouse - Mrs. Thunyaporn Vangvasu            7,150      Shares
               3.   Spouse - Mrs. Warunee Yookongbandhu 16,884              Shares




106
Dividend Payment Policy

         Since it is anticipated that business will expand consistently, the Company will try to maintain the level of dividend to be paid

to shareholders at about 50 percent of its net income after income tax deduction, and pay the dividend four times a year. In this

regard, the Company will consider paying the dividend based on its performance consequence and in accordance with the country’s

economic situation.

         The Company’s data on dividend payment over the past five years.

                                                                                                                                      (Baht/Share)

     Shareholders’ meeting        Year of Payment                             Dividend and Stock Dividend                                      Total

     Time/Year                                           Quarter 1      Quarter 2       Quarter 3     Quarter 4      Stock Dividend

     11/2004                      2003                        2.75            2.75            2.75           3.75                   3*           15

     12/2005                      2004                        2.75            2.75            2.75           3.75                     -          12

     13/2006                      2005                        2.75            2.75            2.75           3.75                  3**           15

     14/2007                      2006                        2.75            2.75            2.75           3.75                     -          12

     15/2008                      2007                        2.75            2.75            2.75           3.75                     -          12
               th
*    For the 11 general meeting of shareholders on April 26, 2004, the Company was approved by the meeting to increase its paid-up capital             of
     Baht 300 million to Baht 390 million, by issuing shares to pay as stock dividend to shareholders at the rate of 10 existing shares per 3 share    of
     stock dividend.
                th
**   For the 13 general meeting of shareholders on April 26, 2006, the Company was approved by the meeting to increase its paid-up capital             of
     Baht 390 million to Baht 507 million, by issuing shares to pay as stock dividend to shareholders at the rate of 10 existing shares per 3 shares   of
     stock dividend.




                                                                                                                                                            107
PRINCIPLES OF GOOD CORPORATE GOVERNANCE




                                                  T    he Bangkok Insurance Public Company Limited Board of Directors fully realizes the significance of good corporate

                                          governance and views it as a preliminary factor in enhancing the Company’s performance efficiency and sustainable business

                                          growth, while gaining greater acceptance both inside and outside the country. This will, of course, lead to the significant goal of

                                          generating the greatest benefit for all parties concerned, shareholders, investors, staff and other stakeholders including society at large.

                                                  The Company’s Board is strongly determined to perform in accordance with the principles of good corporate governance

                                          and has, therefore, formulated the Company’s policy on good corporate governance based on the guidelines defined by the SET

                                          and the Office of Insurance Commission. In addition, the Board has assigned the Company’s management team to oversee and

                                          strictly comply with good corporate governance principles, and report on the recommendations in order to improve the Company’s

                                          policy on good corporate governance, and to ensure the ethics manual is in accordance with the guidelines of the SET and the

                                          Office of Insurance Commission, while allowing for future modification. The aim is to be up-to-date and appropriate to the current

                                          situation, and with higher international standard practices.

                                                  In 2008, the Company’s Board approved, for the third time, an improvement of the Company’s policy on good corporate

                                          governance to bring it in line with the SET’s newly improved laws and declarations with respect to the qualifications of independent

                                          directors and the Audit Committee members, including the scope of duties and responsibilities of the Audit Committee and the

                                          Company’s Secretary. In sum, the Company has performed based on the principle of good corporate governance as the following:


                                                  The Section on Shareholders’ Rights The Company has performed completely in accordance with the principle of

                                          good corporate governance, for instance, a proposal for a Board director’s remuneration at shareholders’ annual meeting for their

                                          approval; a proposal, for shareholders’ acknowledgement, of clear policies and principles concerning the determination of a Board

                                          director’s remuneration, including giving an opportunity to shareholders to vote for a Board director individually; propose the

                                          meeting agenda in advance, as well as submit questions in advance to the Company prior to the meeting day. Additionally, the

                                          Company also presents to the shareholders a meeting invitation letter and the history and detail of a person nominated for a Board

                                          member, the details of the Company’s auditor appointment in the invitation letter, including facts and the Board’s recommendations

                                          and arguments on each agenda of shareholders’ meeting. Similarly, the Company informs shareholders, before a meeting, of the

                                          law to vote and the method of vote counting; gives them an opportunity to ask questions during the meeting and has the questions

                                          and answers recorded in the meeting’s minutes; records voting results for each agenda of shareholders’ meeting, whether agreed,

                                          or disagreed or abstention, as well as having the names of Board directors attending shareholders’ meeting recorded. Likewise,

                                          any agenda that is not defined in the shareholders’ meeting invitation letter will not be considered.




108
        The Section on Equal Treatment of Shareholders The Company’s practices of equal treatment of shareholders
based on the principle of good corporate governance are, for instance, provision of the minority of shareholders’ rights to propose

the meeting’s agenda and nominate the Board’s director, through the criteria and procedures propagated on the Company’s

website; display 30 days prior to the meeting day of shareholders’ invitation letter, both in Thai and English, on the Company’s

website; submission of mandate-giving documents including an explanation of detail of documents to be used for mandate-giving,

as well as promoting an equal exercise of every shareholder’s right based on the number of shares he or she holds, including

formulation of a policy of strict control over the use of inside information, and notification of the issue to the Company’s Board and

management for acknowledgement.



        The Section on Consideration of Stakeholders’ Role The Company’s policy for each group of stakeholders has

been defined. Furthermore, the Company has provided a channel to receive complaints from each group of stakeholders through

an instant menu, “Contact Us”, on its website, and assigned its Quality Control Center as the work unit responsible for summarizing

stakeholders’ suggestions or comments on the Company and presenting them to the Company’s management every 6 months in

order to make a report for the Company’s Board of Directors later.



        The Section on Data Disclosure and Transparency The Company discloses such significant data as its policy

on corporate governance and its implementation consequences, shareholders structure and the Company’s business transactions

and returns. The disclosure has been made accurately and steadily through the channels of the SET, as well as the Company’s

annual report and website, including a press conference, given each quarter, concerning the Company’s financial statements.

Additionally, the Company has assigned Miss Sasamon Suntisuk to act as an investment relations officer, providing the Company’s

information and data to investors in particular via the phone numbers and e-mail address displayed on the Company’s website.



        The Section on the Board of Directors’ Responsibilities The Company has strictly complied with its Board of

Directors’ principles of good corporate governance covering the Board’s roles and duties, qualifications, meetings, self-evaluation,

and remuneration, including the development of the Company’s Board and management.
        In 2008, the Company’s Board had made a self-evaluation on its work performance for the first time. The evaluation was

divided into 6 sections including those on the Board’s policy, duty performance, structure, performance guideline, meeting and

arrangement, and qualifications. With regard to the methodology of the Board’s self-evaluation, each Board director gave a score

to himself or herself independently in each section. Then all directors’ scores in each section were added up and divided by the

number of directors. It was found that the average score, derived from the sum in all sections, was 4.73, representing 94.6 percent

of the total 5 scores. The section that gained the highest score was on the Board’s policy, which received 4.83 scores, or 96.6 Percent.

The section obtaining the lowest score was on the Board structure, which derived 4.55 scores, or 91.0 percent. Though the overall

evaluation consequence was good, the Company’s Board had considered, in particular, the item getting a score lower than the

average score so as to improve its performance subsequently.

        Details of the Company’s policy on good corporate governance may be viewed on its website at www.bangkokinsurance.com




                                                                                                                                           109
      Practices Based on the Principles of Good Corporate Governance

      1. The Section on Shareholders’ Rights
              1.1 Awareness of Significance of Shareholders’ Rights

                  The Company gives priority to and respects the rights of all shareholders, who are regarded as the business’s owner.

      Thus, all shareholders, either major or minor, are encouraged to exercise their rights equally based on the criteria defined by law,

      for instance, the right to purchase, sell or transfer shares; right to receive the Company’s profit share; right to attend shareholders’

      meeting; right to give a mandate to any person to attend the meeting instead and vote on his behalf; right to nominate a Board

      director; right to vote for a Board director and determine his remuneration; right to appoint an auditor and determine audit

      remuneration, and right to obtain sufficient data and information. In addition, shareholders will be equally and transparently provided

      with accurate, complete and updated information at every meeting. Details of shareholders’ rights are given in the Company’s policy on

      good corporate governance, and rules and regulations.

              1.2 Promotion of Shareholders’ Rights

                  Shareholders’ meeting is regarded as a good opportunity for them to exercise their rights in making a decision regarding

      the Company’s performance on various issues. The Company will, 14 days in advance of every meeting, which is normally held

      once a year at an appropriate date, time and place, send out invitation letters to all shareholders, informing them of the meeting’s

      agenda and the Board’s recommendations, together with the necessary documents and information to guide their decisions on

      voting on significant issues. Generally, the meeting is held within 4 months of the Company’s accounting year-end, or when there is

      an urgent need on special issues affecting or involving shareholders’ interests, or relating to conditions or regulations and laws that

      have to be approved by shareholders. Based on the above cases, the extraordinary shareholders’ meeting will be convened. In

      this regard, the Company will disseminate the news in an invitation letter for the meeting through the SET and the company’s

      website. Nevertheless, if a shareholder cannot attend the meeting, he/she can still exercise his/her right by giving a mandate to

      any person or the Board’s independent director, who also sits on the Audit Committee and whose name is identified in the

      mandate, to attend the meeting and vote on his/her behalf. The Company has also notified the independent director of its

      nomination of him to receive a shareholder’s mandate so that the latter (director) can attend the meeting.

                  For every shareholder’s meeting, the Company’s Board has a policy of having all of its members, particularly the

      chairman of a committee and the Company’s senior management attend the meeting in order to answer shareholders’ questions.

      The Company also facilitates registration in advance. Before a meeting, the chairman will inform the shareholders of all rules and

      regulations, including the method of vote counting. An item that is not informed in advance will not be added to the agenda,

      especially a significant one for which shareholders need time to study before making a decision. Similarly, during the meeting, all

      shareholders can fully exercise their rights through debate, interrogation and expression of opinion for all items on the agenda.

      Details of the meeting will be recorded and open to shareholders’ examination.




110
        In 2008, the Company held a general meeting of shareholders on April 25, 2008, at room 1001, on the 10th floor of the

Bangkok Insurance Building, at 25 Sathorn Tai Road, Sathorn, Bangkok. The Board directors 9 out of 12 members attended the

meeting while the meeting proceeded absolutely in accordance with the policy defined. Through the procedure of holding

shareholders’ meeting in a manner that promotes an equal exercise of every shareholder’s rights, the Securities and Exchange

Commission (SEC) and the SET gave a score of over 100, equivalent to an excellent level, in a quality evaluation of the Company’s

shareholders’ general meeting for 2008.



2. The Section on Equality of Shareholders

        2.1 Equal Treatment of Shareholders

            The Company realizes the significance of every shareholder’s rights and expects all of them to be treated equally.

Details are explained in the section on shareholders’ rights under the item “Promotion of Shareholders’ Rights”

        2.2 Rights of Minor Shareholders

            In 2006, the Company modified its policy on good corporate governance by allowing all shareholders to propose any

important issues that should be put on the agenda of the Company’s shareholders’ annual meeting, including nominating a new

director who was of high proficiency and appropriate for an appointment as a Board member. This was done prior to the meeting

so that the Company’s Board could later verify and was well prepared to define the issues proposed by shareholders as the items

on the agenda of the Company’s shareholders’ annual meeting. The criteria and practice on this matter were clearly defined on the

Company’s website, and became effective from the shareholders’ annual general meeting for 2007 onwards.

            As for the consequence of an implementation on this issue over the past two years (2007-2008), though the Company

had campaigned to have shareholders know their rights in the matter, it appeared that no shareholders had ever nominated a new

director for an appointment as a Board member or proposed any significant issues that should be put on the agenda of the

Company’s shareholders’ annual meeting.

        2.3 The Use of Insider Information

            This has been reported in the section on “Control Over the Use of Insider Information” in “The Management”.



3. The Section on Stakeholders’ Rights

        The Company is fully cognizant of its stakeholders’ rights and believes that the stakeholders’ support benefits the Company’s

good reputation and ability to compete in the market, as well as helping to build up the Company’s profit in the long term. Hence the

Company realizes its responsibilities for each stakeholder group that has a different perspective, and has therefore adopted the

following practices with the principles of morality and integrity to insure that their rights are always respected:




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      Shareholders        The Company is determined to be a good representative of shareholders by taking

                          good care of their benefits and providing them with the greatest satisfaction through

                          high and continuous remuneration. Likewise, all reliable insurance-related business

                          information will be disseminated to them accurately, completely and transparently

                          in conformity with generally accepted standards.

      Employees           The Company will treat its employees at all levels equally on the basis of moral and

                          fairness principles in order to encourage them to work efficiently. All employees are

                          also consistently urged and trained to develop their skills and knowledge necessary

                          to the successful implementation of their work, as well as the generation of the utmost

                          satisfaction for customers. In this respect, various training programs are offered in

                          conformity with the Company’s business transaction strategies in order to upgrade

                          the employees’ ability to carry out their jobs professionally. The programs organized are,

                          for instance, insurance training, development of working efficiency, etc. Besides, all

                          levels of employees are encouraged to study or seek new branches of knowledge

                          via the Company’s scholarships and support on conferences with leading domestic

                          and foreign institutions. Similarly, different patterns of learning are created to enable

                          all employees to learn by themselves, which will finally lead to the Company’s

                          knowledge-based culture. The policy on development of the Company’s employees,

                          including a budget spent in 2008, is revealed in the annual report presentation form

                          (Form 56-1) under the item “Policy on Employees’ Development”. Apart from fair

                          remuneration, all other welfare schemes are, of course, higher than the requirements

                          of the Ministry of Labour, i.e. providence fund scheme, life and health insurance

                          coverage, 5s and relaxation programs, as well as the maintenance of a good working

                          atmosphere and the protection of employees’ health and safety.

      Customers           The Company offers various quality insurance products according to international

                          standards, providing suitable coverage at a reasonable price, and indemnification

                          made on a fair basis. In addition, customers will be fully advised about the nature

                          of these products, while the Company has specifically established a work unit to receive

                          their complaints and comments.

      Business Partners   The Company treats its business partners fairly in evaluating their performance.

                          These business partners will be given opportunities to comment and propose

                          suggestions concerning any and all joint business issues. To ensure that the rights

                          of business partners are protected, the Company will treat business partners’ secrets

                          as strictly confidential.

      Competitors         While maintaining its accepted professional business standards based on rules and

                          code of corporate conduct, the Company intends to maintain its position in the market

                          and compete effectively, while refraining from damaging the reputation of any business

                          competitor for its own benefit. The Company emphasizes the quality and efficiency

                          of its services, stressing “the greatest benefit to our customers and the standing of

                          the insurance industry” as a whole.




112
            Creditors                            The Company is strongly committed to an honest practice and will therefore follow

                                                 all agreed conditions with its creditors, or find suitable solutions to their mutual benefit.

            Society and                          The Company realizes its responsibilities to society and the preservation of environment.

            Environment                          As a consequence, it has supported many activities that benefit the community,

                                                 such as the development of society through employing disabled labor. It also provides

                                                 support and assistance to communities jointly with other agencies both in the

                                                 government and the private sector. For instance, the Company’s management has

                                                 offered a mobile medical service to treat people in poverty-stricken areas, granted

                                                 scholarships to poor students, as well as established a fund for the rehabilitation of

                                                 historical sites, and the preservation of natural resources and development of the

                                                 environment under the “Unplug” project. All activities and projects have been

                                                 continuously implemented and effectively carried out. Details of activities carried

                                                 out in 2008 can be viewed in the section “Social Activities in 2008”.



4. Data Disclosure and Transparency

        The Company’s Board has a policy for the Company to disclose both its financial and non-financial data, as defined by the

SEC and SET. Of course, data disclosure focuses on transparency, accuracy, completeness and timelessness, through the channels

of the SET, as well as the Company’s annual report and the annual report presentation form (Form 56-1). Additionally, the data is

disclosed both in Thai and English via the Company’s website, and always updated for reliability and easy and equal access by

shareholders and other related persons. The following is a summary of the significant disclosed data.

        4.1 Policy on Corporate Governance and Its Implementation Consequences

            Through 2008, the Company had performed in accordance with its policy on good corporate governance, except for

the following issues.

            (1) The Company’s Chairman is also its President, who is not an independent director since the non-life insurance

industry strongly needs a knowledgeable and capable person with long business experience to lead the Company to its

established goals. Nonetheless, the Company and its Board of Directors is based on the principles of good corporate governance

and in line with those of the SET. Therefore, though the Chairman and President is the same person, in practice, the Chairman of

the Board will not exercise his authority on behalf of the Board of Directors, all under the Company’s rules and regulations.

Similarly, the President’s performance must be approved by the Company’s management and the Board of Directors, comprising

independent members, who make up more than half of the Board, giving rise to a concise and transparent checks-and-balance

mechanism of the performance. Furthermore, any authorization given to the President will not allow him to approve any transaction

in which he is involved as a stakeholder, or which may engender a conflict of interest with the Company, subsidiary companies or

associated companies.

            (2) The Company does not limit the number of companies where its Board and senior management may hold office

because it is afraid that it will lose an opportunity of getting quality people to sit on the Board. However, it constantly reviews the

number of companies where each Board member holds office.




                                                                                                                                                 113
              4.2 Remuneration for Directors and Management

                   1. Remuneration for Directors

                       The Company paid the regular remuneration and the Board’s meeting allowance to the amount paid to directors of

      other similar business, as well as sufficient to attract quality directors as required by the Company. The payment procedure has to

      go through a consideration of the Remuneration and Nomination Committee, while the annual remuneration amount, which does

      not exceed Baht 7 million, has been approved by shareholders. The remuneration detail is shown below.



                                                              Remuneration / Person / Year (Baht)          Payment made each quarter (Baht)

          The Board directors                                                               500,000                                     125,000

          The Audit Committee members                                                       250,000                                      62,500

          The Remuneration and Nomination Committee members                                   60,000                                            -



                       In 2008, remuneration in the form of money amounting to Baht 6.7 million was paid to the Board as reported in the

      section on “Management Structure” in “The Management”.

                   2. Other remuneration

                       Apart from remuneration in the form of money, no other remuneration was paid to the Board.

                   3. Remuneration for Directors and Executive

                       In 2008, the Company paid the Board’s meeting allowance, salary, bonus, providence fund and other remuneration

      to the Board directors and executive directors totaling Baht 34.3 million.

                   4. Remuneration for Management

                       To determine the amount of remuneration for its senior management based on the principles defined by its Board,

      the Company takes into account their annual performance evaluation along with such other factor as the Company’s operation

      consequence and potential of payment including the trend of the economic condition of the year of payment.

                       In 2008, the Company had 14 members of its senior management while the remuneration in the form of salary,

      bonus, providence fund and others amounting to Baht 61.1 million was paid to them.

              4.3 The Board of Directors’ Responsibilities for Financial Statements

                   The Company’s Board of Directors is responsible for the accuracy of the Company’s financial statements preparation

      which can display details of its financial data sufficiently, transparently and correctly, while significant data is adequately and

      steadily disclosed in notes of the financial statements in accordance with appropriate accounting standards. The Company’s

      financial statements are audited by a public accountant, certified by the Securities and Exchange Commission (SEC) and/or

      related agencies, as well as verified by the Audit Committee. The Company’s Board has also prepared the report on its

      responsibilities for financial statements in the Company’s annual report and the annual report presentation form (Form 56-1).

              4.4 Role and Duty Performance of the Board of Directors

                   The Company reveals the names and history of each Board director, including the roles and duties of the Board of

      Directors, the Audit Committee and the Remuneration and Nomination Committee, along with details of their duty performance of

      the previous year in the section “The Management” so that the shareholders and the people concerned may know about the knowledge,

      capabilities, experience and other significant data of the directors, who contribute to the Company’s success in its business transactions.




114
        4.5 Investment Relations

            Apart from communicating its information through various channels, the Company has assigned Miss Sasamon Suntisuk

to act as an investment relations officer communicating the Company’s information and data with investors and outsiders, besides

treating them equally and fairly, as well as in a well-arranged manner.

            In this regard, investors can ask for more investment data at the phone number and email address displayed on the

Company’s website.

        4.6 Policy on Responsibilities to Society and Environment and Implementation Consequence

            This has been reported in the section on stakeholders’ rights.



5. The Section on the Board of Directors’ Responsibilities

        The Company’s Board fully realizes its roles and responsibilities as the shareholders’ representative, principally responsible

for making decisions on the Company’s significant policies and strategies. In addition, the Board will see to it that the Company’s

management has implemented the policies and strategies defined for the Company’s utmost benefit. To fulfill this goal, the Board

has implemented the principles of good corporate governance as the following:

        5.1 The Board of Directors’ Structure

            (1) Components of the Board

                It has been reported in “The Management”.

            (2) The Board of Directors’ Term of Office

                The Company has clearly defined the Board of Directors’ term of office in its rules and regulations, no.23 which is

proclaimed on the Company’s website in the section “Investors”.

            (3) Qualifications of Independent Directors

                The Company has defined the qualifications of independent directors as the following: independent directors refer

to those having no business or activities related to the Company, which may affect their own independent decision. In 2006, the

Company’s Board of Directors had defined independent directors’ qualifications which are revealed in the Company’s annual

report under “Qualifications and Nomination Procedure of the Board Directors”.

        5.2 The Sub-Committee

            The Board of Directors has appointed two sub-committees to oversee the Company’s business performance to ensure

that it has good corporate governance. They consist of the following:

            -   The Audit Committee consists of three independent members who are non-executive directors. It regularly convenes

a meeting. In 2008, there were 6 meetings, four of which with the attendance of director and Senior Executive Vice President,

Senior Vice President of Accounting and Treasury Department, and Senior Vice President of the Audit Department, and two of which

with the auditors but without the Company’s management in attendance. Reports on performance consequence were presented to

the Board of Directors. The names as well as the scope of duties and authority of the Audit Committee have been identified in the

section “Management Structure” with respect to the Audit Committee.

            -   The Remuneration and Nomination Committee is composed of three independent members who are non-executive

directors. The Committee will convene an ad hoc meeting when necessary, at least once a year. In 2008, the Committee had only

2 meeting to perform the mission assigned, and reported to the Board of Directors. The names, as well as the scope of duties and

authority of the Committee, have been identified in the section “Management Structure” concerning the Remuneration and

Nomination Committee.




                                                                                                                                         115
              5.3 The Board of Directors’ Roles, Duties and Responsibilities

                   (1) Leadership and Vision of the Board of Directors

                        The Company’s Board of Directors consists of knowledgeable and experienced persons from various fields who

      are supportive of the Company’s administration. In 2008, all directors took part in cautiously defining and giving approval to all

      important vision and policy statements, missions, strategies and business goals of the Company. They also ensure that the

      Management’s performance will, as a matter of principle, be presented to the Board of Directors every three months. In addition,

      the Board also occasionally plays a role in giving approval to the performance guidelines of the various sub-committees, such as

      the Audit Committee, and the Remuneration and Nomination Committee.

                        Exercise of authority in the performance of the Company’s Board will strictly and honestly comply with laws,

      regulations and shareholders’ meeting resolutions based on sound morality and rule of conduct. This is to ensure that the

      Management’s performance will ultimately fulfill the Company’s goals and generate the utmost benefits for shareholders.

                   (2) Approval of Policy on Corporate Governance

                        In 2005, the Board of Directors approved for the first time, in writing, the formulation of the Company’s policy on

      corporate governance, as well as approved the policy modification twice, in 2006 and 2008, so that it was accordance with the

      laws and principles of good corporate governance that had altered. In this regard, the Board has assigned the Company’s

      management to take charge of a follow-up of the policy implementation in order to report recommendations to the Board for an

      improvement of the policy so that it is updated and appropriate for the changing situations, and increasingly has a practice

      guideline of international standard.

                        Details of the Company’s policy on corporate governance may be viewed on the Company’s website at

      www.bangkokinsurance.com

                   (3) Business Code of Ethics

                        The Company’s Board of Directors has approved the publication of the Company’s code of ethics to be presented to

      the Board and staff, including propagating the code of ethics on the Company’s Intranet. This aims at communicating good practices to

      the Company’s Board and staff so that they will use them as a principle for their work performance. In this connection, it is the duty of all

      levels of management to make sure that their subordinates know, understand and actually perform according to the Company’s

      code of ethics.

                        In 2007, an evaluation was made to investigate the effectiveness of the Company’s communication of its code of

      ethics and practices of staff based on the code defined. From the evaluation consequence, it was found that over 95 percent of

      the Company’s staff was well informed of its code of ethics while over 83 percent of them had strictly complied and abided by the

      code of ethics defined. Therefore, in 2008, the Company had its staff’s practices in accordance with the code of ethics evaluated

      for the second year with an aim to find out how well the staff had practiced accordingly. The assessment outcome revealed that over

      89 percent of them had stringently and satisfactorily abided by the code of ethics defined, indicating that the communication and

      promotion of the staff’s behavior on the practice of the Company’s code of ethics throughout the organization were very effective.

                        Details of the Company’s code of ethics can be viewed on the Company’s website at www.bangkokinsurance.com




116
            (4) Conflict of Interest

                The Company’s Board of Directors has taken measures to impede conflicts of interest and the seeking of one’s

self-interest by defining this as a principle in the rule of conduct for both directors and staff. Additionally, the Board has assigned

the Audit Committee to oversee and report to it on crossover transactions and those with conflicts of interest. These have been

cautiously considered for appropriateness, with honesty, justification and independence based on the defined code of ethics, for

the Company’s best interest, all of which is performed in the same manner as transactions made with outsiders. Furthermore, the

Audit Committee has also performed in accordance with the SET’s criteria in reporting on and disclosing such information each

quarter in the Company’s annual report and the annual report presentation form (Form 56-1).

                -   The control over the use of insider information is reported in the section “The Management under the item “The

Use of Insider Information”.

            (5) Controlling System, Internal Audit and Risk management

                Observing the important internal controls at both the managerial and operational levels, the Company’s Board of

Directors sets out the responsibilities of executives and employees in writing, and also requires that the executives assess the

adequacy of internal controls at least once a year. Moreover, the Audit committeet, under the control of the President, must oversee

the Audit Department’s operation so that it steadily goes in accordance with the Audit Committee’s policy. The Audit Department is

encouraged to work independently, void of any intervention, which will effectively promote internal control systems, leading to

transparent administration, which will in turn benefit every stakeholder in the Company.

                For risk management, the Company’s Board of Directors has assigned its management to be responsible for

assessing both internal and external risk factors, analyzing and determining risk management measures, communicating with

concerned staff for their acknowledgement, as well as following up the consequence of implementation based on the defined

measures. The report on risk management consequence to the Board of Directors has to be made at least once a year.

        5.4 The Board of Directors’ Meeting

            (1) The Meeting Schedule

                The Company’s Board of Directors will meet a minimum of once every three months. Nonetheless, there may be an

additional extraordinary meeting as the Board thinks appropriate. Each Board member will be informed of the Board’s meeting
agenda in advance so that he/she may set aside time for the meeting. In 2008, the Board of Directors’ meeting went on according

to the schedule planned, resulting in the Board members’ meeting attendance of over 90 percent of all the Board’s plenary meetings.

            (2) The Consideration of Meeting Agenda Determination

                To define the meeting agenda, the Company’s secretary will compile significant issues to be put on the agenda

and propose to the Company’s President for approval, and then arrange them as the meeting agenda including other relevant

documents to be scrutinized for each agenda. Each Board member is allowed to propose an issue to be inserted on the agenda

through the Company’s Secretary.

            (3) The Delivery of Meeting Documents

                For the delivery of the Board’s meeting documents, the Company’s secretary will send out meeting invitation letters,

including an agenda and other relevant documents, no less than 7 days prior to the date of the meeting, to all the Board members

to ensure that they have sufficient time to scrutinize the data before the meeting. In 2008, meeting invitation letters and other relevant

documents could be submitted to each Board member in time for all meetings.




                                                                                                                                             117
                  (4) The Meeting Procedure

                      For each meeting, the Chairman of the Board of Directors allows each director to comment and ask questions

      about business performance, risk management, internal control systems, and all other matters without prescribed time limit. In

      consideration of agenda, directors who are stakeholders in any item on the agenda have no right to vote and are not allowed to be

      at the meeting for that agenda. The Board’s secretary will report on the minutes of the meeting and the meeting’s resolution for the

      Board’s approval at the next meeting. In addition for each meeting, a meeting report will also be systematically kept by the secretary

      as a convenient reference or for examination by the Board and other related people.

                  (5) The Invitation of Executives for Meeting Attendance

                      In 2008, for each of the Board of Directors’ meetings, at least the Company’s 4 senior executives, namely, the Chairman

      and President, Director and Senior Executive Vice President, Director and Underwriting Adviser, and Senior Vice President of Accounting

      and Finance would attend the meeting in order to answer the Board directors’ questions and doubts.

                  (6) Information Access

                      For access to it, since the Board of Directors’ meeting is not convened every month, the report on the Company’s

      performance is presented to each Board director each month, starting from April 2007 onwards. This is aimed at allowing the

      Board to continuously oversee and control the Company’s management’s performance. Besides, the Board may ask the Chairman

      and President or the Company’s secretary for additional explanations and examination of relevant documents.

                  (7) The Meeting of Non-Executive Directors

                      For the meeting of non-executive directors, in 2006, the Board approved a policy encouraging its non-executive

      directors to convene a meeting among themselves, and assigned the Company’s secretary to facilitate such a meeting. Nonetheless,

      through 2008, apart from the meetings of the Audit Committee for an implementation of the missions assigned to them, the non-

      executive directors had never convened a meeting among themselves.

                      A summary of each Board director’s meeting attendance in 2008 is given in the section “The Management” with

      respect to the Board of Directors.

              5.5 Procedure on the Determination and Appropriateness of Remuneration

                  The Company’s Board of Directors has a policy to determine the Board directors’ remuneration to the amount paid to

      other listed companies’ directors of similar business or companies with approximate returns. The Board thus assigns the Remuneration

      and Nomination Committee to determine the Board directors’ remuneration based on the scope of their roles and responsibilities,

      including the benefits to be derived from them, before proposing it to the shareholders’ meeting for approval.

              5.6 Development of the Board of Directors and Executives

                  The Company’s Board of Directors has a policy of promoting and supporting directors, executives and other staff,

      related to the Company’s corporate governance system, to receive a regular training with an aim to constantly improve their

      performance every time there is a change in the Board. In addition, the Company has assigned its secretary to arrange for a new

      Board director orientation and submitted documents and data beneficial to a new director’s duty performance.




118
                                                                                              GENERAL INFORMATION
Name of Company                               Bangkok Insurance Public Co., Ltd.
Registration No.                              0107536000625
Established                                   1947
Principal Lines of Business                   Non - Life Insurance
Accounting Period Ended                       December 31, 2008
Location : Head Office                         Bangkok Insurance Building
                                              25 Sathon Tai Road, Bangkok 10120
                                              Tel. 0 2285 8888
                                              Fax: 0 2610 2100
                                              Accident Notification Tel. 1620 or 0 2285 8000
                                              www.bangkokinsurance.com


Branches

Central Region:
Kanchanaphisek                                Phitsanulok
9/30 Moo 8, Kanchanaphisek Road,              362/19 Moo 3, Mittraphab Road, Arunyeek,
Bangpai, Bangkhae, Bangkok 10160              Muang, Phitsanulok 65000
Tel. 0 2865 3300, 0 2865 3445                 Tel. 0 5522 1760
Fax: 0 2865 3311                              Fax: 0 5522 1764


Pattanakarn                                   Southern Region:
148 Soi Pattanakarn 20, Pattanakarn Road,     Phuket
Suanluang, Bangkok 10250                      101/9 Moo 1,
Tel. 0 2717 8600, 0 2717 8654-7               Kathu, Phuket 83120
Fax: 0 2717 8660                              Tel. 0 7630 4055
                                              Fax: 0 7630 4059
Rangsit
52/18 Moo 2, Rangsit - Pathum Thani Road,     Surat Thani
Bangpoon, Muang, Pathum Thani 12000           84/25 Moo 2, Surat - Punpin Road,
Tel. 0 2567 1121, 0 2567 2146                 Makhamtia, Muang, Surat Thani 84000
Fax: 0 2567 2180                              Tel. 0 7726 4337
                                              Fax: 0 7726 4336
Nakhon Sawan
282/12 Moo 10, Phaholyotin Road,              Hat Yai
Nakhon Sawan Tok, Muang, Nakhon Sawan 60000   830 Phetkasem Road,
Tel. 0 5622 8459                              Hat Yai, Songkhla 90110
Fax: 0 5622 8460                              Tel. 0 7422 0961-2
                                              Fax: 0 7423 2576
Ratchaburi
159/35 Phetkasem Road, Namuang,               Eastern Region:
Muang, Ratchaburi 70000                       Pattaya
Tel. 0 3232 8016-7                            131/27-28 Moo 9, Sukhumvit Road, Nongprue,
Fax: 0 3232 8017                              Banglamung, Chonburi 20260
                                              Tel. 0 3837 6303, 0 3837 6168-9
Northern Region:                              Fax: 0 3837 6462
Chiang Mai
102 Chiang Mai - Lampang Road, Changpuak,
Muang, Chiang Mai 50300
Tel. 0 5341 0334-8
Fax: 0 5322 3644



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      North Eastern Region:

      Khon Kaen                                   Saraburi
      345 Moo 4, Prachasamosorn Road, Naimuang,   625/5 Pichaironarongsongkham Road, Pakprew
      Muang, Khon Kaen 40000                      Muang, Saraburi 18000
      Tel. 0 4333 8900-4                          Tel. 0 3631 9097-8
      Fax: 0 4333 8905                            Fax: 0 3631 9098


      Nakhon Ratchasima                           Northern Region:
      22/6 Mittraphab Road, Naimuang,             Chiang Rai
      Muang, Nakhon Ratchasima 30000              53/16 Phaholyothin Road, Robvieng
      Tel. 0 4426 9224-8                          Muang, Chiang Rai 57000
      Fax: 0 4426 9223                            Tel. 0 5375 6952
                                                  Fax: 0 5375 6953
      Udon Thani
      572/4 Udon - Khon Kaen Road, Banjun         Southern Region:
      Muang, Udon Thani 41000                     Nakhon Si Thammarat
      Tel. 0 4234 1040                            8/17 Pattanakarn Khukhwang, Naimuang
      Fax: 0 4234 1041                            Muang, Nakhon Si Thammarat 80000
                                                  Tel. 0 7532 4899
      Micro Branches                              Fax: 0 7532 4897

      Central Region:
      Kanchanaburi                                Eastern Region:

      591 Saengchuto Tai Road, Pakpraek,          Chonburi

      Muang, Kanchanaburi 71000                   80/51 Moo 3, Bansuan,

      Tel. 0 3462 3390-1                          Muang, Chonburi 20000

      Fax: 0 3462 3391                            Tel. 0 3828 8929
                                                  Fax: 0 3827 4609

      Chachoengsao
      92/5 Maha Chakkraphat Road,                 Rayong

      Namuang, Muang, Chachoengsao 24000          4/18 Moo 3, Tubma Road, Noenphra,

      Tel. 0 3853 6102, 0 3853 6103               Muang, Rayong 21000

      Fax: 0 3853 6104                            Tel. 0 3880 8699
                                                  Fax: 0 3861 8811

      La Salle
      1043 La Salle Road,                         North Eastern Region:

      Bangna, Bangkok 10260                       Ubon Ratchathani

      Tel. 0 2745 8805-6                          217/1 Phadaeng Road, Naimuang

      Fax: 0 2745 8807                            Muang, Ubon Ratchathani 34000
                                                  Tel. 0 4524 3221
                                                  Fax: 0 4524 5291




120
Motor Claims Service Centers

Central Region:                                    Southern Region:
Pranburi                                           Krabi
Bangkok Insurance Public Co., Ltd., Agent Office   Bangkok Insurance Public Co., Ltd., Agent Office
267 Moo 12, Phetkasem Road, Nongtatam,             54/75 Sripangnga Road, Krabi Yai,
Pranburi, Prachuabkirikhan 77120                   Muang, Krabi 81000
Accident Notification: 1620, 08 1983 2207          Accident Notification: 1620, 08 1928 8079


Suphan Buri                                        Chumphon
Panalert Mansion Building                          Bangkok Insurance Public Co., Ltd., Agent Office
285/3 Moo 5, Tharahad,                             188/90 Saladaeng Road, Ta Tapao,
Muang, Suphan Buri 72000                           Muang, Chomphon 86000
Accident Notification: 1620, 08 1983 2237          Accident Notification: 1620, 08 1928 8092


Northern Region:                                   Eastern Region:
Lampang                                            Chanthaburi
Bangkok Insurance Public Co., Ltd., Agent Office   Taptimchan Tower
79/3-1 Phaholyothin Road, Sobtui,                  24/1116 Yanwirote Road, Chantanimit,
Muang, Lampang 52100                               Muang, Chanthaburi 22000
Accident Notification: 1620, 08 1983 0214          Accident Notification: 1620, 08 1928 8071


Uttaradit                                          North Eastern Region:
Bangkok Insurance Public Co., Ltd., Agent Office   Burirum
2/85 Padwaree Road, Tha - It,                      Rungnatee Place Building
Muang, Uttaradit 53000                             296 Robmuang Road, Isan,
Accident Notification: 1620, 08 1928 7952          Muang, Burirum 31000
                                                   Accident Notification: 1620, 08 1928 7980
BKI Care Station

Central Rattanathibet 2nd Floor                    The Mall Bangkapi 2nd Floor
Tel. 0 2525 4566, 08 1875 0203                     Tel. 0 2363 3157, 08 4874 3926


Central Pinklao 2nd Floor                          The Mall Ngamwongwan 2nd Floor
Tel. 0 2884 8282, 08 4751 7179                     Tel. 0 2550 1327

                    nd
Central Rama II 2        Floor                     Fortune Town 1st Floor
Tel. 0 2872 4060, 08 1373 8400                     Tel. 0 0641 1130, 08 1838 1005


Central Rama III GF                                Future Park Rangsit BF
Tel. 0 2673 5512, 08 9967 7455                     Tel. 0 2958 0787, 08 1832 7767

                   nd
Central Phuket 2        Floor                      Fashion Island 1st Floor
Tel. 0 7624 8084, 08 1737 0053                     Tel. 0 2947 5670, 08 1373 7951


Silom Complex 3rd Floor
Tel. 0 2632 0194, 08 9204 9798




                                                                                                      121
LINES OF BUSINESS




                    Fire & Allied Lines
                    Marine
                       - Marine Hull Insurance                                     - Carriers’ Liability Insurance
                       - Marine Cargo Insurance
                    Motor Vehicle
                       - Compulsory Insurance                                      - Voluntary Insurance
                    Miscellaneous
                       - Money Insurance                                           - Medical Malpractice Liability Insurance (Institution)
                       - Burglary Insurance                                        - Professional Liability Insurance Architects and Engineers
                       - All Risks Insurance                                       - Trade Credit Insurance
                       - Plate Glass Insurance                                     - Terrorism Insurance
                       - Golfer’s Indemnity Insurance                              - Personal Accident Insurance
                       - Neon Sign Insurance                                       - Travel Accident Insurance
                       - Home Multicover Insurance                                 - Personal Accident and Health Insurance
                       - Shop Multicover Insurance                                 - Cancer Insurance
                       - Fidelity Guarantee Insurance                              - Hospital Cash Benefit Insurance
                       - Bail Bond Insurance                                       - Avian Infuenza Insurance
                       - Gold Shop Insurance                                       - Group Accident and Health Insurance
                       - Jewelry Block Insurance                                   - Group Personal Accident Insurance
                       - Contractors’ All Risks Insurance                          - Comprehensive Travel Accident Insurance
                       - Erection All Risks Insurance                              - Critical Illness Insurance
                       - Machinery Breakdown Insurance                             - Loan Protection Insurance
                       - Boiler & Pressure Vessel Insurance                        - Building Inspector Insurance
                       - Contractors’ Plant and Equipment Insurance                - Oil Service Station Insurance
                       - Electronic Equipment Insurance                            -Transportation Of Hazard Material Liability Insurance
                       - Public Liability Insurance                                - Weather Index Insurance
                       - Workmen’s Compensation Insurance                          - Unemployment Insurance
                       - Employer’s Liability Insurance                            - Event Cancellation Insurance
                       - Directors’ and Officers’ Liability Insurance               - Legal Liability Insurance from Unsafe Product
                       - Medical Malpractice Liability Insurance (Practitioners)


                    Aviation
                       - Aircraft Hull, Spares & Liability Insurance               - Loss of License Insurance
                       - Airport Owners and Operators Liability Insurance          - Aviation Hull Deductible Insurance
                       - Aviation Personal Accident Insurance                      - Aviation Hull War Risks & Allied Perils Insurance
                    Reinsurance
                       - Facultative Reinsurance                                   - Treaty Reinsurance




                    OTHER REFERENCE PERSONS
                    Securities Registra                                            Legal Adviser
                    Thailand Securities Depository Co., Ltd.                       Manukit Low Office
                        th                                                         59/6 Suapa Road, Bangkok 10100
                    4, 7 Fl. The Stock Exchange of Thailand Building,
                    62 Rachadapisek Road, Klongtoey, Bangkok 10110                 Tel. 0 2221 6226
                    Tel. 0 2229 2800, 0 2654 5599                                  Fax: 0 2221 3191
                    Fax: 0 2359 1259                                               Financial Adviser
                    email: contact.tsd@set.or.th                                   -None-
                    www.tsd.co.th                                                  Adviser or Management Team Under Agreement
                    Trustee                                                        -None-
                    -None-                                                         Principal Financial Institution
                    Auditor                                                        Bangkok Bank Public Co., Ltd.
                    Mr. Sophon Permsirivallop
                    Ernst & Young Office Limited
                      rd
                    33     Floor, Lake Rajada Office Complex
                    193/136-137 Rajadapisek Road
                    Klongtoey, Bangkok 10110
                    Tel. 0 2264 0777, 0 2661 9190
                    Fax: 0 2264 0789-90, 0 2661 9192
122
                    email: ernstyoung.thailand@th.ey.com
                    C.P.A (Thailand) Registration No. 3182
Bangkok Insurance Building 25 Sathon Tai Road, Bangkok 10120
             Tel. 0 2285 8888 Fax: 0 2610 2100
                www.bangkokinsurance.com

								
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