Page 375 - CRC_One Report 2021_EN
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Business Overview and Performance     Corporate Governance      Financial Statements   Enclosure




          Persons or Companies    Transaction value (Baht : Million)                                  Audit
                                                                      Necessity and rationale of
             which may have                                                                        Committee’s
            conflict of interest  Transaction  2019  2020    2021           transactions            Opinion
                               3.1 Management fee expenses (Cont.)
          HCDS Group:          Management    90.59   80.99   80.87  The Company and its business   Transactions are
          − Harng Central      fee expenses                         units received legal services from   normal course of
            Department Store                                        HCDS. HCDS is responsible for both   business transactions
            Limited            − Legal                              general legal tasks such as business   which are favorable
          − CGE Investment     − Tax                                establishment and documentation   to the Group. Service
            Limited                                                 revision, and special projects such   rate is calculated from
                                                                    as merger and acquisition. However,   cost plus margin and
                                                                    managements considered that the   can be comparable
                                                                    Company would take advantages from   to market rates.
                                                                    services provided by HCDS because   Therefore, transactions
                                                                    of its expertise and specialization   are reasonable and
                                                                    of employees in legal. Service fees   beneficial to the
                                                                    are comparable to market rates and   Group.
                                                                    conditions are agreed to condition of
                                                                    general trading.


                                                                    Moreover, the Group received other
                                                                    services which are tax consulting, tax
                                                                    audit service, and tax refund service
                                                                    from HCDS. Tax consulting service
                                                                    would be charged monthly with rates
                                                                    that can be compared to the market
                                                                    and conditions agreed to general
                                                                    trading conditions. For auditing and
                                                                    tax refund service, rates would be
                                                                    variable rates based on percentage of
                                                                    tax refund and detected income which
                                                                    is inconsistent with invoices. Service fees
                                                                    are comparable to other service rates in
                                                                    the market and conditions are agreed
                                                                    to the condition of general trading.

                               Management     9.98    8.88   14.50  Business units receive other services   Transactions are
                               fee expenses                         which mostly are hiring HCDS Group   normal course of
                                                                    to service retail management projects.   business transactions
                               - Other                              The Group lease land for a long time   which are favorable
                               services                             and hire HCDS to manage properties.   to the Group. Service
                                                                    In addition, properties management   rate is calculated
                                                                    business is not a core business of the   from c ost plus
                                                                    Group. Therefore, the Group decided   margin  and  can
                                                                    to hire other companies which have   be comparable to
                                                                    expertise to manage it. Then, the Group   market rates. Therefore,
                                                                    can only focus on core business of the   transactions are
                                                                    Group. Managements considered that   reasonable and
                                                                    business units would take advantages   beneficial to the
                                                                    from service provided by HCDS because   Group.
                                                                    of its expertise and specialization of
                                                                    employees. The Group and HCDS
                                                                    have entered into service agreements
                                                                    and agreed services scopes, service
                                                                    fee, and conditions annually. Service
                                                                    fees are comparable to other service
                                                                    rates in the market and the conditions
                                                                    are agreed to the condition of general
                                                                    trading.















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