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Singha Estate
Public Company
Limited

was formerly known as Rasa Property Development Plc. The Company was founded on August 14, 1995, under the former name of “Panichpoom Pattana Company Limited” with an initial paid-up capital of Baht 10 million.

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The main objective was to engage in property development for housing estates and condominiums. The Company later underwent a name change to Rasa Property Development Plc, with listing on SET (Stock Exchange of Thailand) since April 30, 2004, under the RASA ticker symbol.

On September 12, 2014, the Company completed its business integration by entire business transfer (“EBT”) whereby the Company accepted a transfer of ordinary shares in Santiburi Co., Ltd. (“STB”) and ordinary shares in S Bright Future Co., Ltd. (“SBF”) from Mr. Santi Bhirombhakdi and Singha Property Management Co., Ltd.1 (“SPM”), respectively. At the same time, as payment in kind for such EBT, the Company issued its new ordinary shares to Mr. Santi Bhirombhakdi and SPM in exchange for the STB’s share SBF’s shares, respectively. On the same day, the Company underwent a name change to Singha Estate Public Company Limited and a change of Company’s seal. The above mentioned transactions were in accordance with the Company’s business integration plan approved by the Extraordinary shareholders’ Meeting No.1/2557 on June 9, 2014.

1Singha Property Management (Singapore) Pte. Ltd. is a wholly owned subsidiary of Singha Property Management Co., Ltd., which owns all its paid-up shares

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2021

2021
2020
2019
2018
2016
2015
2014
2011-2013
2004-2007
1995-2003

August 14, 1995

Formed a company with Baht 10 million in registered capital.

March 31, 2002

Increased the registered capital from Baht 10 million to Baht 20 million, with all shares fully paid up at par value of Baht 100 per share.

October 27, 2003

Further raised the registered capital from Baht 20 million to Baht 30 million, with all shares fully paid up.

April 30, 2004

Changed the Company name from Panichpoom Pattana Co., Ltd., to Rasa Property Development Co., Ltd., and then transformed into a public company. The registered capital was increased further to Baht 375 million from Baht 30 million, poised for public offering of 15 million shares. Listed on The Stock Exchange of Thailand (“SET”) and split par value from Baht 100 to Baht 5.

March 12, 2006

Decreased the registered capital from Baht 375 million to Baht 300 million, and then increased them to Baht 400 million.

April 12, 2007

Trading began on SET under the “RASA” security symbol.

March 16, 2011

Split par value from Baht 5 to Baht 1 per share.

April 27, 2012

Increased the registered capital from Baht 400 million to Baht 500 million.

May 3, 2013

Decreased the registered capital from Baht 500 million to Baht 499,999,986.

May 7, 2013

Increased the registered capital from Baht 499,999,986 to Baht 599,999,986.

June 9, 2014

The shareholders’ meeting approved a business integration plan with Santiburi Co., Ltd., and S Bright Future Co., Ltd., by entire business transfer.

September 12, 2014

Issued 4,162,352,331 capital-increase common shares, allocating 2,932,405,804 shares to SPM and SPM SG as payment in kind for the shares of S Bright Future Co., Ltd., in lieu of cash, and allocated 1,229,946,524 shares to Mr. Santi Bhirombhakdi as payment in kind for the shares of Santiburi Co., Ltd., in lieu of cash. Such transactions resulted in the SPM Group, 99.99% owned by Boon Rawd Brewery Co., Ltd., and Mr. Santi Bhirombhakdi became new major shareholders of the Company.
Underwent a name change to Singha Estate Plc.

September 18, 2014

Underwent an SET security symbol change from “RASA” to “S”.

April 4, 2015

The 2015 Annual General Meeting of Shareholders, held on April 22, 2015, approved the following transactions:
1. A 51% investment in Nirvana Development Company Limited (“Nirvana”), a well-established landed residential developer under the brand “Nirvana”
2. An increase of regi s tered capi tal of Baht 2,635,940,054 to the total registered capital of Baht 7,348,290,786, to support the investment in Nirvana and the rights offering, and to be reserved for the exercise of warrants “S-W1”
Invested in 51% stake in Nirvana for a total investment of 2,091 million baht, by 1) acquiring ordinary shares of Nirvana from the existing shareholders, for which the Company paid in kind with newly issued ordinary shares of the Company (Share Swap), and 2) subscribing newly issued ordinary shares of Nirvana and paying in cash.

June 6, 2015

Completed the rights offering and the allocation of S-W1 warrants, in accordance with the 2015 AGM resolution.

August 8, 2015

Invested in Suntowers Office Complex (“Suntowers”) – a Grade-B twin-towered offices on Vibhavadi-Rangsit Road, with a total investment of 4,500 million baht. (see details under “Our Projects”.)

September 8, 2015

The Extraordinary General Meeting of Shareholders No. 1/2015, held on September 30, 2015, approved the following transactions:
1. The investment in Singha Complex Project – a mixed-use commercial complex – located at the corner of Asoke Montri Road and New Phetchaburi Road, with a total investment cost of not exceeding 4,255 million baht (see details under “Future Projects”)
2.The lease of certain office building areas in Singha Complex Project to Boon Rawd Brewery Co., Ltd. and/or its subsidiaries (“Boonrawd Group”) for a total lease period of 50 years, with an approximate total rental fee of 1,900 million baht.

October 10, 2015

Launched “The Esse Asoke” – a 4,500-million baht project-value luxury condominium located on Asoke Montri Road which is the first residential project developed by the Company after the business integration. (see details under “Future Projects”.)
Invested in 26 hotels under “Mercure” brand in the United Kingdom through a 50%-stake joint-venture company. Total investment is approximately 155 million GBP or 8,600 million baht. (see details under “Our Projects”)

November 11, 2015

Phi Phi Island Village Beach Resort launched 45 new villas with a new swimming pool (the second swimming pool of the hotel) to enhance its competitiveness and support the continuous growth of tourists.

April, 2016

The 2016 Annual General Meeting of Shareholders, held on April 26, 2016, approved an increase in registered capital of Baht 1,624,715,129 by issuing 1,624,715,129 new ordinary shares (with a par value of Baht 1 per share) for a total registered capital of Baht 8,973,005,905.

June, 2016

Completed the rights offering of 738,382,027 ordinary shares at Baht 5.00 per newly issued ordinary share.
Registered the Baht 738,382,027 increase in paid-up capital to the total issued and paid-up capital of Baht 6,453,719,295.

September, 2016

Invested in a 3-hotel portfolio in the United Kingdom (UK) through a 50%-stake joint-venture company with a total investment of approximately 12 million pounds.
S Hotels and Resorts Inter Co., Ltd. (a 99.99%-owned subsidiary), as service provider, entered into a Master Service Agreement with Singha Property Management (Singapore) Pte. Ltd. (the Company’s major shareholder), as service receiver, to provide project management service to the tourist facilities development project on the Republic of Maldives’s Emboodhoo Lagoon. Under the agreement, beside receiving service fee of about 276 million baht, the Company is allowed to invest in assets in the project by means of acquiring partial rights of head lease and/or subleasing assets in the project under the option to purchase and/or the rights of first refusal.

November, 2016

Purchased a 2.5 rai of land located at the entrance of Sukhumvit Soi 36, Sukhumvit Road (adjoining BTS Thonglor station) for the development of a super-luxury condominium project.

December, 2016

After completing its value-enhancement project, Phi Phi Island Village Beach Resort launched 100 new-look villas (which had been closed for refurbishment in stages from June to November 2016) to support continuous growth in tourists and enhance its competitiveness.
Extraordinary General Meeting of Shareholders No. 1/2016, held on December 16, 2016, approved the investment in Daii Group Public Company Limited.

Based on Singha Estate’s vision aiming for sustainable growth, our 2018 highlights included the following:

FEBRUARY

Launch of The ESSE Sukhumvit 36
Singha Estate launched the super-luxury condominium project, the first project under a joint investment with HKL (Thai Developments) Limited, a subsidiary of Hongkong Land Holdings Limited, with the investment ratio of 51:49 and a project value of over 6,400 million Baht. The project lies at the entrance to Sukhumvit Soi 36, next to BTS Thong Lor Station. With its proximity to a central business district, the project commands high business potential and is surrounded by amenities. Construction is set for completion and unit ownership transfer can begin in the fourth quarter of 2020.

MARCH

Permission of land purchase around Rang Nam Road
The Board of Directors passed a resolution to permit the purchase of land around Rang Nam Road in Bangkok, with an approximate area of 2 rai to develop an affordable luxury condominium project. The project is located in a high potential area near a BTS Station via numerous and easily accessible routes. This is a condominium-type residential area with rapid growth and surrounded by amenities. It also draws considerable interest from the investors. Its location is figured in Singha Estate’s five-year development plan of condominium-type residential projects. Income is expected to start coming in 2022, resulting in the Company’s income growth that will reach the planned investment ratio.

APRIL

Issuance and offering of ESOP-Warrant-3
The 2018 AGM of April 25, 2018, approved issuance and offering of warrants of Singha Estate to be issued and offered for sale to the directors and employees and/or subsidiaries No. 3 (ESOP-Warrant-3) in order to boost their morale and sense of ownership.
Santiburi Koh Samui’s additional villas
Singha Estate built 19 additional villas in Santiburi Koh Samui to accommodate consumer increased demand for villas. It is also the Company’s policy to increase value and upgrade assets.

MAY

Resolution to reduce registered capital
The 2018 AGM of April 25, 2018, passed an important resolution to permit the reduction of the registered capital of 100 million Baht from the previously registered capital of 10,228,502,526 Baht to 10,128,502,526 Baht by omitting 100 million shares of the yet unsold registered ordinary shares at one Baht per share. These were the shares issued to accommodate the allocation of newly issued ordinary shares to limited persons (general mandate).
Launch of Marine Discovery Center and Toh Wai Wai activity
In order to foster sustainability development in Phi Phi Island, where Phi Phi Island Village Beach Resort is located, Singha Estate hosted the Toh Wai Wai activity to restore balance to nature from the sky to the ocean, fostering balanced co-existence in communities and the environment. It also enhances the “Phi Phi Model”, which is the model of the national coral plan. Moreover, the Company launched the Marine Discovery Center, which is a knowledge center of marine animals for surrounding communities in line with Singha Estate’s sustainable development strategies and with the United Nations’ SDGs.

JUNE

Investment in six Outrigger hotels and resorts
Singha Estate invested in six hotels and resorts in four countries from Outrigger Hotels Hawaii, according to a resolution of the meeting of the Board of Directors No. 3/2018 of February 26, 2018, with a total investment value of USD 235.39 million (Details of the assets under “Our Projects in 2018”. The six hotels and resorts are assets with huge potential located in the countries that have enjoyed continuous growth of the tourism industry and will create long-term recurring income for the Company. They also serve to diversify risks in hotel and resort businesses in line with the strategies of Singha Estate’s hotel business operation, which focus on investment in hotels and resorts located in tourist destinations.
Singha Estate and partners in Suntowers launched #SeaYouTomorrow
With Singha Estate’s philosophy of sustainable development to maintain balance and enhance sustainability in all communities surrounding its operation, the Company and its partners in Suntowers jointly held a #SeaYouTomorrow campaign for reduction of plastic waste and proper selection of waste to reduce waste from cities to the ocean on World Oceans Day. It also held activities to inspire employees, trading partners, and people living around Suntowers to change their behavior toward sustainable use of plastics, livable communities, and recommended a model of office society.

AUGUST

Singha Estate set up two subsidiaries: S KLAS Management Co., Ltd. and S Park Property Co., Ltd.
With a focus on its strategic move and branding, the Company made investment by setting up a subsidiary to accommodate business expansion in property management, namely S KLAS Management Co., Ltd., and the other subsidiary to accommodate the development of a new condominium project, namely S Park Property Co., Ltd. The establishment of the two companies would increase Singha Estate’s expectation of organizational efficiency, especially potential for project development and services toward its targets.
Singha Estate’s joint venture with Daiwa House
S Residential Development Co., Ltd. (“SRD”) (99.99% - owned subsidiary), signed an investment agreement to develop a luxury condominium project on Sukhumvit 43 Road with DH Asia Investment Orchid PTE. LTD. under Daiwa House Group. The joint investment provided the opportunity for Singha Estate to acquire knowledge on Daiwa Group’s business operation with its expertise in the construction of prefabricated houses that would strengthen Singha Estate’s product development. This was in line with the corporate strategies to seek potential partners and in line with Singha Estate’s business operation (Smart M&A) to enhance the project’s efficiency and meet the demand of consumers.
Singha Estate entered into a Master Service Agreement to provide services for the development of the CROSSROADS Project Phase 2
Singha Estate signed a Master Service Agreement and a Business Development Advisory Service Agreement with Singha Property Management (Singapore) Pte. Ltd. to provide services for the project development and counseling on the business development of the CROSSROADS Project Phase 2. As Singha Estate Group had expertise in the development of the property business, as well as management of property projects, the compensation based on the contracts would increase liquidity and provide positive impacts on the Company’s performance due to the ability to use existing resources as well as the expertise and experience of the executives and employees providing the services.

SEPTEMBER

Singha Estate launched its first low-rise condominium project: “EYSE Sukhumvit 43”
Singha Estate launched the grand opening of EYSE Sukhumvit 43, which was its first luxury low-rise condominium project located on Sukhumvit Soi 43. Despite its prime location right in Phrom Phong area and next to Asoke and Thong Lor areas, there is little traffic and thus provides high level of privacy. Singha Estate viewed the project as compatible with its strategic plan of “Best in Class” delivery to consumers. It expected that unit ownership transfer and booking of income could begin by the end of 2020.
Singha Estate launched an ultra-luxury single-detached house project: SANTIBURI THE RESIDENCES
As part of the strategic move to develop Singha Estate as a leading and best brand, the Company launched the ultra-luxury Santiburi The Residences with made-to-order houses on land of one rai or more with an average gross floor area of 1,250 square metres. The project value was over 5,500 million baht. Design and material quality were outstanding, with world-class services for residents. The project is also located in a high-end residential area surrounded by amenities and with easy access to Pradit Manutham Road.
Singha Estate notified the Standby Letter of Credit Backed Convertible Bonds
Singha Estate publicized the “USD 180,000,000 2.00% Standby Letter of Credit Backed Convertible Bonds due 2022” from the previous 4.99 baht to 4.60 baht in accordance with the key terms and conditions of the convertible bonds, based on reference prices.

OCTOBER

Authorization of investment in the office building and retail space
The Board of Directors approved an investment to develop office space and retail space (“OASIS Project”) with a net leasable area of 53,000 square metres with a total investment of 3,695 million baht. It is located on an area of approximately 7 rai on Vibhavadi Rangsit Road. The project commands high business potential with the growing demand for office buildings and is surrounded by amenities, including convenient access to transportation, next to expressways, the MRT, and BTS Stations. The project would enhance our income security and contribute to the strong growth of our investment.
Singha Estate entered into a Marketing Support Service Agreement for the development of the CROSSROADS Project Phase 2
Singha Estate entered into a Marketing Support Service Agreement with a subsidiary of Singha Property Management (Singapore) Pte. Ltd. to provide marketing services for the CROSSROADS Project Phase 2. The project would benefit the formulation of marketing strategies of the CROSSROADS Project Phase 1 and Phase 2 toward the same direction in view of promoting the general image of the project and Singha Estate Group for maximum effectiveness.
Singha Estate approved the establishment of a trust via S Reit Management Co., Ltd.
The Board of Directors approved S Reit Management Co., Ltd.’s establishment of a trust to invest in the right of property lease S Prime Growth (“SPRIME”) and submitted a permission form to sell the SPRIME to SEC. If permitted, it would result in the reduction of some of the Company’s assets and that of the right of management of Suntowers. But the operation would increase the working capital and aligned with our strategies of strong growth.

NOVEMBER

Singha Estate was honored by the 2018 ASEAN CG Scorecard Project
Singha Estate was nominated to receive an award under the ASEAN CG Scorecard Project for being a Thai listed company with assessment at the level of TOP2 Most Improved PLCs (Thailand). In other words, it was recognized as a listed company with outstanding CG development.

DECEMBER

Launched of “Singha Complex”
On December 12, 2018, Singha Estate launched the grand opening of Singha Complex, which was the Company’s first luxury mixed-use project.
Singha Estate transferred the ownership of The ESSE Asoke
Singha Estate began ownership transfer of The ESSE Asoke, which would allow Singha Estate to book income from this project of approximately 1,155 million baht this year.

January

Establishment of SPRIME and its 2019 performance
Aligning with the Company's policy and strategy to expand the business continuously through the most effective capital management, the Company established a trust in January 2019 under the name of S Prime Growth Leasehold Real Estate Investment Trust ("SPRIME") with an objective to invest in the leasehold right of commercial building. First investment of SPRIME was the investment in the 30-year leasehold right over areas in the Suntowers office buildings, accounted for a value of 5,717 million baht. Subsidiaries of the Company still took the helm at the assets management and had been appointed as a trust manager pursuant to guidelines and requirements of the Securities and Exchange Commission and the Company held a 20% shareholding in SPRIME, totaling 893.5 million baht.

SPRIME's performance in 2019 was met with the target and the REIT’s asset value also increased based on the evaluation of an independent appraiser contributing to the payment of total return of 0.666 baht per unit trust or representing a yield of 7 percent of the initial offering price in accordance with the payment of dividend policy which was in the form of both dividends and capital reductions in line with general practice of REITs according to the accounting standards.

April

Dividend payment from 2018 performance
On 22 April 2019, the Annual General Meeting of the Shareholders passed a resolution to approve the payment of dividends from the 2018 net profit at the rate of 0.04 baht per share, totaling 274,148,771 baht, which was the first dividend disbursement since its operations have been performed by the new group of major shareholders.
Listing of S Hotels and Resorts on the Stock Exchange of Thailand for continual growth
On 26 April 2019, the 2019 Annual General Meeting of the Shareholders of S Hotels and Resorts ("SHR") approved an increase in SHR’s registered capital in order to support an IPO of not exceeding 1,437,456,000 shares and the exercise of the warrants issued to the public (PO warrant) not exceeding 70,000,000 shares. In this regard, the 5% of the issued and offered shares of not more than 68,537,192 shares was allocated to the shareholders of the Company under the Pre-emptive Right

October

Awards and Recognition
Singha Estate was named by the Stock Exchange of Thailand one of the companies on the Thailand Sustainability Investment (THSI) list for 2019. The list is used as a basis for calculating the SETTHSI index to promote investment in companies that prioritizes environmental, social and corporate governance responsibility.

The Stock Exchange of Thailand, in collaboration with the Thai Institute of Directors (IOD), conducted a survey for the Corporate Governance Report (CGR) of Thai Listed Companies 2019, which was announced on 28 October 2019. Singha Estate Public Company Limited earned a 2019 CGR rating of 93% (excellent, 5 stars).

November

Listing of S Hotels and Resorts on the Stock Exchange of Thailand for continual growth
On 8 November 2019, S Hotels and Resorts ("SHR") received proceeds from an IPO offering of 1,437,456,000 shares at a par value of 5 baht per share while the IPO price is 5.20 baht per share, totaling 7,351.6 million baht (net of deduction of related fees). Out of the total IPO proceeds, SHR used 5,357.8 million baht to repay loans obtained to acquire hotels under Outrigger brand in 2018 and reserved remaining for business expansion and development of other projects. As a result of the fundraising, the debt to equity ratio and the financial costs of the Company and SHR decreased significantly. However, Singha Estate maintains a shareholding of 60% in SHR; therefore, SHR remains a subsidiary of the Company. SHR ordinary shares had their first day of trading on the Stock Exchange of Thailand on 12 November 2019 under the Tourism and Leisure sector.

January

The Company acquired Metropolis Office Building, with a total floor space of approximately 26,157 square meters, along with the leasehold rights of the land of the building for a total of THB 1,725 million. The office building is located in the heart of Phrom Phong near a BTS station. the Company plans to grant a long-term lease to S Prime Growth Leasehold Real Estate Investment Trust (SPRIME) in the future.

February

Launched The Extro Condominium Project
The EXTRO, an affordable luxury condominium, was officially launched in February 2020 with THB 4,066 million project value, 411 unit and THB 235,000 average selling price per sqm.

April

The distribution of dividend of 2018 performance
The COVID-19 pandemic began spreading in worldwide including Thailand since late March, resulting in lockdown measures, travel restriction and social distancing practice announced by local government.
- Residential business: the Company assists our condominium buyers unable to perform an inspection process by offering alternatives – buyer’s representative or 360-degree technology and allows clients to postpone processing their ownership transfer period to be within the end of this year
- Hospitality business: SHR, the Company’s subsidiary, has announced a temporary suspension since April 2020 of its hotel operations in Thailand, Maldives, Fiji and Mauritius and some hotels in United Kingdom. After the ease of measures implemented by local government to contain the spread of Covid-19 situation, the hotels gradually reopened their doors to welcome guests again since July 2020.
- Commercial business: the Company granted a special reduction in monthly rental and services fee during 2Q20-3Q20 to tenants in both retail and office space who were affected by COVID-19. Free advertisement media space to promote tenants’ product, services and businesses is also provided.

July

Holders of the Company's convertible bonds
The bond holders of the Company’s convertible bond of USD 180 million (“the Bond”) exercised the right to early redeem 100% of the Bond and the Bond was delisted from the Singapore Exchange already. Regarding the redemption, the Company received financial supports from leading financial institutes in Baht currency with financial cost similar to cost of convertible bond.

August

The Board of Directors resolved to authorize the Company to sign a memorandum of understanding with the majority shareholders of Nirvana Daii Public Company Limited (NVD) to trade NVD’s shares on 23 November 2020. The counterparty and the Company agreed that the Company would sell 711,855,320 shares of NVD, equivalent to 51.56% of NVD’s total paid-up capital or THB 1,793,875,406.40, to NVD’s majority shareholders. The transaction was completed on 6 January 2021, after which NVD was no longer the Company’s subsidiary and the Company was able to develop housing projects under its own management without the previous anti-competitive conditions between the Company and NVD.

September

S.IF., the Company’s subsidiary, invested in shares in SIE in the proportion of 100% of SIE’s total issued shares (formerly known as Park Industry Co., Ltd.) from Boonrawd Brewery Co., Ltd.. SIE was a company with its core business in industrial estate development, who is the owner of the land located in S Industrial Estate Angthong. The said investment in SIE will play an important role in the diversification of risks relating to the Company’s sources of income by expanding the business to industrial estates and infrastructure which is in line with the Company’s long-term strategy in order for the Company to become a fully integrated real estate developer.
S.IF., the Company’s subsidiary, invested in the electric power business by purchasing shares in BPAT1 in the proportion of 30% of BPAT1’s total issued shares from Whitefords United Pte. Ltd. and the purchase of the option to subscribe for ordinary shares, with the subscription price at the par value, in the proportion of not less than 30% of BPAT2’s and BPAT 3’s total issued shares from Prime Harvestment Ltd. In this connection, BPAT1, BPAT2 and BPAT3 were companies which operated power plant development business, including production and distribution of electricity generated by combined-cycle power and steam. At present, the power plant developed by BPAT1 has started its operation since May 2016. Furthermore, the power plants developed by BPAT2 and BPAT3 are currently in progress, utilizing land in S Industrial Estate Angthong, which are expected to be completed by 2023. Not only such electric power business will increase the Company’s sources of income, but it is also considered a support to the operation of S Industrial Estat Angthong by way of generating and selling electric power to the tenants in S Industrial Estate Angthong.

October

The ESSE Sukhumvit 36 is a joint venture with Holland
A super-luxury condominium project, The ESSE Sukhumvit 36, the first project under a joint investment with Hong Kong Land Group, with the investment ratio of 51:49 and a project value of over THB 6,400 million started ownership transfer. Performance of The ESSE Sukhumvit 36 would be recorded under share of gain/loss in joint venture (Equity method).

January

The Company sold and transferred ordinary shares in NVD totally held by the Company in the number of 711,855,320 shares, with a par value of THB1 per share, equivalent to 51.56% of NVD’s total issued shares with a total selling price of THB1,793,875,406.40 to the group of NVD’s major shareholders through a big lot board. Post-disposition of the total investment in NVD, NVD ceased its status as the Company’s subsidiary, and the Company was enabled to develop low-rise residential real estate projects under the Company’s own management without conditions preventing conflicts of interests between the Company and NVD.

February

SHR, the Company’s subsidiary, successfully acquired additional 50% of the total issued ordinary shares in FS JV in addition to the ordinary shares which the Company was holding. FS JV is a company which operates 26 hotels in the United Kingdom. After the additional investment in FS JV, the Company has a total shareholding percentage in FS JV totaling 100% of FS JV’s total issued shares of, resulting in FS JV becoming the Company’s subsidiary. The Company recognizes the FS JV’s performance in the Company’s consolidated financial statements as from March 2021. Such investment will enable SHR Group to oversee the operations of the hotels in the United Kingdom, in line with the vision and business plans of SHR Group, which is an important commitment towards optimizing and yielding the investment portfolios in the United Kingdom.
SHR rearranged 3 of the 6 hotels which were operated by Outrigger Group under the hotel management agreement back to be self-managed in order to increase their efficiency and profitability in the future.

April

SHR successfully completed disposition of Mercure Newbury Elcot Park Hotel in the United Kingdom, which was a 73-room sized hotel, with a total value of GBP 4.25 million (or equivalent to THB182 million), as part of a plan to sell some hotels in the United Kingdom, which the Company considered to have limited potential for profitability. The proceeds derived from such disposition are planned to be further invested in the improvement and development of the core assets of SHR Group.

July

SHR and Wai Eco World Developer Pte. Ltd., a co-investor, signed a hotel management agreement with SO/ Hotels & Resorts, a leading lifestyle resort brand of Accor, to develop and operate the 3rd resort under the CROSSROADS Maldives (CROSSROADS) project, with a goal to turn such project into the first one-stop vacation and lifestyle destination in the Republic of Maldives and to expand the luxury market with Accor’s robust sales channels and membership network. The said resort will consist of 80 units of beachfront over-water villas, with an expectation to begin service in 2023.

1995-2003

August 14, 1995

Formed a company with Baht 10 million in registered capital.

March 31, 2002

Increased the registered capital from Baht 10 million to Baht 20 million, with all shares fully paid up at par value of Baht 100 per share.

October 27, 2003

Further raised the registered capital from Baht 20 million to Baht 30 million, with all shares fully paid up.

2004-2007

April 30, 2004

Changed the Company name from Panichpoom Pattana Co., Ltd., to Rasa Property Development Co., Ltd., and then transformed into a public company. The registered capital was increased further to Baht 375 million from Baht 30 million, poised for public offering of 15 million shares. Listed on The Stock Exchange of Thailand (“SET”) and split par value from Baht 100 to Baht 5.

March 12, 2006

Decreased the registered capital from Baht 375 million to Baht 300 million, and then increased them to Baht 400 million.

April 12, 2007

Trading began on SET under the “RASA” security symbol.

2011-2013

March 16, 2011

Split par value from Baht 5 to Baht 1 per share.

April 27, 2012

Increased the registered capital from Baht 400 million to Baht 500 million.

May 3, 2013

Decreased the registered capital from Baht 500 million to Baht 499,999,986.

May 7, 2013

Increased the registered capital from Baht 499,999,986 to Baht 599,999,986.

2014

June 9, 2014

The shareholders’ meeting approved a business integration plan with Santiburi Co., Ltd., and S Bright Future Co., Ltd., by entire business transfer.

September 12, 2014

Issued 4,162,352,331 capital-increase common shares, allocating 2,932,405,804 shares to SPM and SPM SG as payment in kind for the shares of S Bright Future Co., Ltd., in lieu of cash, and allocated 1,229,946,524 shares to Mr. Santi Bhirombhakdi as payment in kind for the shares of Santiburi Co., Ltd., in lieu of cash. Such transactions resulted in the SPM Group, 99.99% owned by Boon Rawd Brewery Co., Ltd., and Mr. Santi Bhirombhakdi became new major shareholders of the Company.
Underwent a name change to Singha Estate Plc.

September 18, 2014

Underwent an SET security symbol change from “RASA” to “S”.

2015

April 4, 2015

The 2015 Annual General Meeting of Shareholders, held on April 22, 2015, approved the following transactions:
1. A 51% investment in Nirvana Development Company Limited (“Nirvana”), a well-established landed residential developer under the brand “Nirvana”
2. An increase of regi s tered capi tal of Baht 2,635,940,054 to the total registered capital of Baht 7,348,290,786, to support the investment in Nirvana and the rights offering, and to be reserved for the exercise of warrants “S-W1”
Invested in 51% stake in Nirvana for a total investment of 2,091 million baht, by 1) acquiring ordinary shares of Nirvana from the existing shareholders, for which the Company paid in kind with newly issued ordinary shares of the Company (Share Swap), and 2) subscribing newly issued ordinary shares of Nirvana and paying in cash.

June 6, 2015

Completed the rights offering and the allocation of S-W1 warrants, in accordance with the 2015 AGM resolution.

August 8, 2015

Invested in Suntowers Office Complex (“Suntowers”) – a Grade-B twin-towered offices on Vibhavadi-Rangsit Road, with a total investment of 4,500 million baht. (see details under “Our Projects”.)

September 8, 2015

The Extraordinary General Meeting of Shareholders No. 1/2015, held on September 30, 2015, approved the following transactions:
1. The investment in Singha Complex Project – a mixed-use commercial complex – located at the corner of Asoke Montri Road and New Phetchaburi Road, with a total investment cost of not exceeding 4,255 million baht (see details under “Future Projects”)
2.The lease of certain office building areas in Singha Complex Project to Boon Rawd Brewery Co., Ltd. and/or its subsidiaries (“Boonrawd Group”) for a total lease period of 50 years, with an approximate total rental fee of 1,900 million baht.

October 10, 2015

Launched “The Esse Asoke” – a 4,500-million baht project-value luxury condominium located on Asoke Montri Road which is the first residential project developed by the Company after the business integration. (see details under “Future Projects”.)
Invested in 26 hotels under “Mercure” brand in the United Kingdom through a 50%-stake joint-venture company. Total investment is approximately 155 million GBP or 8,600 million baht. (see details under “Our Projects”)

November 11, 2015

Phi Phi Island Village Beach Resort launched 45 new villas with a new swimming pool (the second swimming pool of the hotel) to enhance its competitiveness and support the continuous growth of tourists.

2016

April, 2016

The 2016 Annual General Meeting of Shareholders, held on April 26, 2016, approved an increase in registered capital of Baht 1,624,715,129 by issuing 1,624,715,129 new ordinary shares (with a par value of Baht 1 per share) for a total registered capital of Baht 8,973,005,905.

June, 2016

Completed the rights offering of 738,382,027 ordinary shares at Baht 5.00 per newly issued ordinary share.
Registered the Baht 738,382,027 increase in paid-up capital to the total issued and paid-up capital of Baht 6,453,719,295.

September, 2016

Invested in a 3-hotel portfolio in the United Kingdom (UK) through a 50%-stake joint-venture company with a total investment of approximately 12 million pounds.
S Hotels and Resorts Inter Co., Ltd. (a 99.99%-owned subsidiary), as service provider, entered into a Master Service Agreement with Singha Property Management (Singapore) Pte. Ltd. (the Company’s major shareholder), as service receiver, to provide project management service to the tourist facilities development project on the Republic of Maldives’s Emboodhoo Lagoon. Under the agreement, beside receiving service fee of about 276 million baht, the Company is allowed to invest in assets in the project by means of acquiring partial rights of head lease and/or subleasing assets in the project under the option to purchase and/or the rights of first refusal.

November, 2016

Purchased a 2.5 rai of land located at the entrance of Sukhumvit Soi 36, Sukhumvit Road (adjoining BTS Thonglor station) for the development of a super-luxury condominium project.

December, 2016

After completing its value-enhancement project, Phi Phi Island Village Beach Resort launched 100 new-look villas (which had been closed for refurbishment in stages from June to November 2016) to support continuous growth in tourists and enhance its competitiveness.
Extraordinary General Meeting of Shareholders No. 1/2016, held on December 16, 2016, approved the investment in Daii Group Public Company Limited.

2018

Based on Singha Estate’s vision aiming for sustainable growth, our 2018 highlights included the following:

FEBRUARY

Launch of The ESSE Sukhumvit 36
Singha Estate launched the super-luxury condominium project, the first project under a joint investment with HKL (Thai Developments) Limited, a subsidiary of Hongkong Land Holdings Limited, with the investment ratio of 51:49 and a project value of over 6,400 million Baht. The project lies at the entrance to Sukhumvit Soi 36, next to BTS Thong Lor Station. With its proximity to a central business district, the project commands high business potential and is surrounded by amenities. Construction is set for completion and unit ownership transfer can begin in the fourth quarter of 2020.

MARCH

Permission of land purchase around Rang Nam Road
The Board of Directors passed a resolution to permit the purchase of land around Rang Nam Road in Bangkok, with an approximate area of 2 rai to develop an affordable luxury condominium project. The project is located in a high potential area near a BTS Station via numerous and easily accessible routes. This is a condominium-type residential area with rapid growth and surrounded by amenities. It also draws considerable interest from the investors. Its location is figured in Singha Estate’s five-year development plan of condominium-type residential projects. Income is expected to start coming in 2022, resulting in the Company’s income growth that will reach the planned investment ratio.

APRIL

Issuance and offering of ESOP-Warrant-3
The 2018 AGM of April 25, 2018, approved issuance and offering of warrants of Singha Estate to be issued and offered for sale to the directors and employees and/or subsidiaries No. 3 (ESOP-Warrant-3) in order to boost their morale and sense of ownership.
Santiburi Koh Samui’s additional villas
Singha Estate built 19 additional villas in Santiburi Koh Samui to accommodate consumer increased demand for villas. It is also the Company’s policy to increase value and upgrade assets.

MAY

Resolution to reduce registered capital
The 2018 AGM of April 25, 2018, passed an important resolution to permit the reduction of the registered capital of 100 million Baht from the previously registered capital of 10,228,502,526 Baht to 10,128,502,526 Baht by omitting 100 million shares of the yet unsold registered ordinary shares at one Baht per share. These were the shares issued to accommodate the allocation of newly issued ordinary shares to limited persons (general mandate).
Launch of Marine Discovery Center and Toh Wai Wai activity
In order to foster sustainability development in Phi Phi Island, where Phi Phi Island Village Beach Resort is located, Singha Estate hosted the Toh Wai Wai activity to restore balance to nature from the sky to the ocean, fostering balanced co-existence in communities and the environment. It also enhances the “Phi Phi Model”, which is the model of the national coral plan. Moreover, the Company launched the Marine Discovery Center, which is a knowledge center of marine animals for surrounding communities in line with Singha Estate’s sustainable development strategies and with the United Nations’ SDGs.

JUNE

Investment in six Outrigger hotels and resorts
Singha Estate invested in six hotels and resorts in four countries from Outrigger Hotels Hawaii, according to a resolution of the meeting of the Board of Directors No. 3/2018 of February 26, 2018, with a total investment value of USD 235.39 million (Details of the assets under “Our Projects in 2018”. The six hotels and resorts are assets with huge potential located in the countries that have enjoyed continuous growth of the tourism industry and will create long-term recurring income for the Company. They also serve to diversify risks in hotel and resort businesses in line with the strategies of Singha Estate’s hotel business operation, which focus on investment in hotels and resorts located in tourist destinations.
Singha Estate and partners in Suntowers launched #SeaYouTomorrow
With Singha Estate’s philosophy of sustainable development to maintain balance and enhance sustainability in all communities surrounding its operation, the Company and its partners in Suntowers jointly held a #SeaYouTomorrow campaign for reduction of plastic waste and proper selection of waste to reduce waste from cities to the ocean on World Oceans Day. It also held activities to inspire employees, trading partners, and people living around Suntowers to change their behavior toward sustainable use of plastics, livable communities, and recommended a model of office society.

AUGUST

Singha Estate set up two subsidiaries: S KLAS Management Co., Ltd. and S Park Property Co., Ltd.
With a focus on its strategic move and branding, the Company made investment by setting up a subsidiary to accommodate business expansion in property management, namely S KLAS Management Co., Ltd., and the other subsidiary to accommodate the development of a new condominium project, namely S Park Property Co., Ltd. The establishment of the two companies would increase Singha Estate’s expectation of organizational efficiency, especially potential for project development and services toward its targets.
Singha Estate’s joint venture with Daiwa House
S Residential Development Co., Ltd. (“SRD”) (99.99% - owned subsidiary), signed an investment agreement to develop a luxury condominium project on Sukhumvit 43 Road with DH Asia Investment Orchid PTE. LTD. under Daiwa House Group. The joint investment provided the opportunity for Singha Estate to acquire knowledge on Daiwa Group’s business operation with its expertise in the construction of prefabricated houses that would strengthen Singha Estate’s product development. This was in line with the corporate strategies to seek potential partners and in line with Singha Estate’s business operation (Smart M&A) to enhance the project’s efficiency and meet the demand of consumers.
Singha Estate entered into a Master Service Agreement to provide services for the development of the CROSSROADS Project Phase 2
Singha Estate signed a Master Service Agreement and a Business Development Advisory Service Agreement with Singha Property Management (Singapore) Pte. Ltd. to provide services for the project development and counseling on the business development of the CROSSROADS Project Phase 2. As Singha Estate Group had expertise in the development of the property business, as well as management of property projects, the compensation based on the contracts would increase liquidity and provide positive impacts on the Company’s performance due to the ability to use existing resources as well as the expertise and experience of the executives and employees providing the services.

SEPTEMBER

Singha Estate launched its first low-rise condominium project: “EYSE Sukhumvit 43”
Singha Estate launched the grand opening of EYSE Sukhumvit 43, which was its first luxury low-rise condominium project located on Sukhumvit Soi 43. Despite its prime location right in Phrom Phong area and next to Asoke and Thong Lor areas, there is little traffic and thus provides high level of privacy. Singha Estate viewed the project as compatible with its strategic plan of “Best in Class” delivery to consumers. It expected that unit ownership transfer and booking of income could begin by the end of 2020.
Singha Estate launched an ultra-luxury single-detached house project: SANTIBURI THE RESIDENCES
As part of the strategic move to develop Singha Estate as a leading and best brand, the Company launched the ultra-luxury Santiburi The Residences with made-to-order houses on land of one rai or more with an average gross floor area of 1,250 square metres. The project value was over 5,500 million baht. Design and material quality were outstanding, with world-class services for residents. The project is also located in a high-end residential area surrounded by amenities and with easy access to Pradit Manutham Road.
Singha Estate notified the Standby Letter of Credit Backed Convertible Bonds
Singha Estate publicized the “USD 180,000,000 2.00% Standby Letter of Credit Backed Convertible Bonds due 2022” from the previous 4.99 baht to 4.60 baht in accordance with the key terms and conditions of the convertible bonds, based on reference prices.

OCTOBER

Authorization of investment in the office building and retail space
The Board of Directors approved an investment to develop office space and retail space (“OASIS Project”) with a net leasable area of 53,000 square metres with a total investment of 3,695 million baht. It is located on an area of approximately 7 rai on Vibhavadi Rangsit Road. The project commands high business potential with the growing demand for office buildings and is surrounded by amenities, including convenient access to transportation, next to expressways, the MRT, and BTS Stations. The project would enhance our income security and contribute to the strong growth of our investment.
Singha Estate entered into a Marketing Support Service Agreement for the development of the CROSSROADS Project Phase 2
Singha Estate entered into a Marketing Support Service Agreement with a subsidiary of Singha Property Management (Singapore) Pte. Ltd. to provide marketing services for the CROSSROADS Project Phase 2. The project would benefit the formulation of marketing strategies of the CROSSROADS Project Phase 1 and Phase 2 toward the same direction in view of promoting the general image of the project and Singha Estate Group for maximum effectiveness.
Singha Estate approved the establishment of a trust via S Reit Management Co., Ltd.
The Board of Directors approved S Reit Management Co., Ltd.’s establishment of a trust to invest in the right of property lease S Prime Growth (“SPRIME”) and submitted a permission form to sell the SPRIME to SEC. If permitted, it would result in the reduction of some of the Company’s assets and that of the right of management of Suntowers. But the operation would increase the working capital and aligned with our strategies of strong growth.

NOVEMBER

Singha Estate was honored by the 2018 ASEAN CG Scorecard Project
Singha Estate was nominated to receive an award under the ASEAN CG Scorecard Project for being a Thai listed company with assessment at the level of TOP2 Most Improved PLCs (Thailand). In other words, it was recognized as a listed company with outstanding CG development.

DECEMBER

Launched of “Singha Complex”
On December 12, 2018, Singha Estate launched the grand opening of Singha Complex, which was the Company’s first luxury mixed-use project.
Singha Estate transferred the ownership of The ESSE Asoke
Singha Estate began ownership transfer of The ESSE Asoke, which would allow Singha Estate to book income from this project of approximately 1,155 million baht this year.