Page 327 - BTSGroup ONE REPORT 2021/22_EN

BTS Group Holdings Public Company Limited
Annual Report 2021/22
as a property manager under a property management agreement
and right to be appointed as a real estate agent under a real estate
agency agreement based on terms and conditions in the normal
course of business.
b) The Company had commitments amounting to Baht 61 million (2021:
Baht 3,871 million) for payments of subsidiaries’ registered share
capital.
49.7 Litigations
a) Creditors under the business rehabilitation plan of a subsidiary (BTSC)
have filed petitions with the Central Bankruptcy Court with respect
to their claims totaling approximately Baht 307 million, of which the
official receiver ordered BTSC to pay approximately Baht 21 million.
Subsequently, on 3 May 2018, the Central Bankruptcy Court read the
Supreme Court’s order regarding the debt settlement entitlement of
the creditors, and the case was deemed to be finalised, with BTSC
required to pay debt totaling Baht 118 million together with interest at
a rate of 7.5% per annum (a subsidiary (VGI) is responsible for paying
approximately Baht 63 million). However, the business rehabilitation
plan stipulates that the creditor will receive settlement without interest.
BTSC and VGI recorded the liability (excluding interest) in their
accounts. Currently, BTSC is in negotiations regarding the remaining
debt, which is the use of state owned land and building rental fee,
and the same debt as that in the arbitration case as mentioned in b).
b) A subsidiary (BTSC) was sued in an arb itration case by Bangkok
Metropolitan Administration for payment of Baht 132 million for the
use of state owned land and building rental together with penalties
and surcharges on the outstanding amount at a rate of 18% per
annum and fees for a letter of guarantee (for the year 2006-2015)
totaling approximately Baht 12 million, together with interest at a rate
of 7.5% per annum. BTSC argued that it had no obligation to pay
these expenses because, under its concession agreement, BTSC
6.4 Notes to Consolidated Financial Statements 325
has the right to use the land of the Bangkok Mass Transit System
without liability to pay any rental, fees or other expenses incurred.
The Arbitration Institute issued an order to temporarily dispose of the
case to await the Supreme Court’s order described in a) because
it involved the same debt. However, BTSC recorded the liability
(excluding interest) in their accounts. Subsequently, on 3 May 2018,
the Supreme Court decided the case. and the creditor withdrew the
claim regarding the letter of guarantee from the arbitration process,
with claim regarding the consideration for the use of state owned land
and building rental remaining. On 13 November 2020, all witnesses
from both parties were cross-examined by The Arbitration Institute.
On 13 January 2021, the arbitral tribunal rendered an award to order
BTSC to make payment for the use of state owned land and building
rental of Baht 34 million, together with interest at 7.5% per annum
on principal, from 21 February 2001 until BTSC makes payment in
full to Bangkok Metropolitan Administration. Currently, BTSC is in
the process of payment to the creditor.
c) On 25 June 2018, Midas, a former joint venture company between
VGI and Deelight Multimedia Co., Ltd. (“Deelight”), submitted a
dispute to the Thai Arbitration, Black Dispute No. 37/2561, claiming
that VGI was in breach of Midas’ Shareholders Agreement dated 5
February 2014 (the “Shareholders Agreement”) made between VGI
and Deelight, and requiring for damages in the amount of Baht 1,004
million with an interest at the rate of 7.5% per annum.
On 7 February 2020, VGI was notified of the arbitration award dated
5 February 2020, rendered by a majority vote of the Tribunal (2:1),
decided that VGI was in breach of contract and that VGI must pay
damages to Midas in the amount of Baht 579 million with an interest
at the rate of 7.5% per annum from the date of the dispute submission
(i.e. 25 June 2018) until completion of payment. On 2 April 2020, Midas
filed a motion to the Civil Court to render the judgment enforcing
VGI to abide by the arbitration award.