ABOUT BAAN ROCK GARDEN
Capital-increase Records
Organization Structure
Overview of Company’s Business
Codes of Conduct and Ethics
Corporate Governance

Before Baan Rock Garden

Baan Rock Garden Public Company Limited, (“Company” or “BROCK”), was formerly known as Chucheep South Group, Co., Ltd. The Company was established on February 5, 1990, by the Silaprarat family, who had extensive experiences in land trading in Bangkok and other major cities of Thailand, such as Chiang Mai, as well as coastal provinces like Rayong and Phuket. They also conducted business on trading of allocated vacant land in Soi Vatcharapol, Bangkok, known as the “Agricultural Garden” project.

Since the Silaprarat family has spot the increasing opportunity of the property development, they have decided to enter the real estate development business by using the same executive team from the Rock Garden Group, Co., Ltd.. This has demonstrated the capabilities and the extensive experiences in real estate and resort business.

Following the corporate restructuring and the transfer of executives from Rock Garden Group Company Limited, the Company has since concentrated on operating in the real estate business. BROCK’s primary objective is to efficiently utilize all the land in its possession in Bangkok and Phuket. The Company also continuously seeks to acquire allocated land with high potential for profitable development projects.

The Company fully outsources its project design, project construction and project marketing in order to effectively control its expenses, and to promote the performance of the executive and management team.

The following information illustrated key developments of the Company during the past 5 years:

January 2009 The Company launched the Baan Rock Garden Bypass 6 Phase 1 Project of 49 units. The project encompassed 2-storey detached houses and the project area was around 23 – 2 – 42.2 rai.

February 2009 The Company started the construction of the Baan Rock Airport Phase 2 Project of 137 units. The project encompassed 102 units of duplex houses and 35 units of 2-storey detached houses. The project area was 17 – 3 – 14 rai.

March 2009 The Company started the development project of Baan Rock Garden Bypass 6 Phase 2 by readjusting the land. The project area was 27 – 3 – 11.2 rai.

May 2009 The Company developed the utilities of Baan Rock Garden Bypass 6 Phase 2 Project.

June 2009 The Company completely developed the utilities of the Baan Rock Airport Phase 3 Project.

January 2010 The company already set drainage water systems and constructed roads in Baan Rock Garden By-pass 6 phase 10.

October 2010 The company improved the surrounding landscapes of Baan Rock Garden By-pass 6 phase 2 in order to keep the construction on a project plan.

January 2011 The Company supported the establishment of Baan Rock Garden Airport Juristic Person by residents of Baan Rock Garden Airport Phase 1 Project.

October 2011 The Company employed The Coach Sales And Marketing Co., Ltd., as a project sales agent of Baan Rock Garden Airport Project; and also terminated the sale agreement with S M Properties Management Co., Ltd., on the same month.

November 2011 The Company transferred ownership rights on facilities and public parks in Baan Rock Garden Airport Phase 1 Project to Baan Rock Garden Airport Juristic Person.

January 2012 The Company rebranded Ban Rock Airport Project. Advertising teams were employed to design advertising media i.e. billboard, cutout, brochure, etc. The company therefore was able to compete with competitors.

March 2012 The Company renovated landscape of road to Ban Rock Airport Project.

May 2012 The Company hired Agency For Real Estate Affaris Co., Ltd., to conduct a feasibility Study of Baan Rock Airport Phase 3 Project.

October 2012 The Company relocated the sale office to the entrance to the side street of the Project.

May 2013 The company has increased its capital stocks from 1,000,000,000 Baht (one billion baht) to 1,025,000,000 (one thousand and twenty-five million baht) with paid capital of 1,024,999,930 (one thousand and twenty-four million, nine hundred and ninety-nine thousand, nine hundred and ninety-three baht).

October 2014 The Company employed Nuzen Co., Ltd., design planning, architecture and landscape architecture of Baan Rock Garden Bypass 6 Phase 2 up to modern. The company therefore was able to compete with competitors.

March 2015 The Company sold shares Yamoo Property Development Co., Ltd. to Mrs.Naowanart Jamornmarn because the business has no actions and the cost unnecessarily high.

April 2015 The company has increased its capital stocks from 1,025,000,000 Baht (one thousand and twenty-five million baht) to 1,229,999,916 (One thousand two hundred twenty-nine million nine hundred ninety-nine thousand nine hundred and sixteen Baht) with paid capital of 1,024,999,930 (one thousand and twenty-four million, nine hundred and ninety-nine thousand, nine hundred and ninety-three baht).

June 2015 The Company issued and allocated the Warrants to the existing shareholders of the Company pro rata to their respective shareholdings (Rights Offering), at no cost, at the allocation ratio of every 5 existing shares for 1 unit of Warrants, pursuant to the resolutions of the Annual General Meeting of Shareholders No. 1/2015, held on 2 April 2015, details of which are set out as follows:

Name of securities : Warrants to Purchase the Newly Issued Ordinary Shares.

Securities Issuer : Baan Rock Garden Public Company Limited.

Warrant trading symbol : BROCK-W1

Secondary market : The Stock Exchange of Thailand “SET”

Trading date : 16 June 2015

Number of listed warrant (unit : warrant) : 204,969,911

Exercise ratio : 1 unit of Warrants shall be entitled to purchase 1 newly issued ordinary share

Exercise price : Baht 3.50 per share

Term of Warrants : 3 years from the issuance date. The Company shall not extend the term of the Warrants after the issuance.

Issuance date : 2 June 2015

Expiration date : 1 June 2018

Price per unit : Baht 0 (at no cost)

The first Exercise Date : 30 September 2015

The last Exercise Date : 1 June 2018