Management Discussion and Analysis

Ref.No.IVL 002/11/2011

November 9, 2011

The President
The Stock Exchange of Thailand

Subject: Submission of Reviewed Financial Statements of Indorama Ventures
Public Company
Limited for the 3rd quarter of 2011 and the 9 months ended September 30, 2011
and the Management's Discussion and Analysis

We are pleased to submit:

1. A copy of the Consolidated and Company only Reviewed Financial Statements for
the 3rd quarter of 2011 and the 9 months ended September 30, 2011 (a copy in
Thai and English)

2. Management's Discussion and Analysis (MD&A) for the 3rd quarter of 2011 and
the 9 months ended September 30, 2011 (a copy in Thai and English)

3. Company's performance report, Form F45-3 for the 3rd quarter of 2011 and the
9 months ended September 30, 2011 (a copy in Thai and English)

Please be informed accordingly.

Sincerely yours,

(Mr. Aloke Lohia)
Group Chief Executive Officer

Company Secretary
Tel: +66 (0) 2661-6661
Fax: +66 (0) 2661-6664


For the first nine months of 2011, Indorama Ventures PCL (SET: "IVL") announces
a consolidated EBITDA of US$ 515 million (Baht 15,623 million) and a
consolidated net profit after tax and minority (excluding exceptional item) of
US$ 325 million (Baht 9,837 million). The consolidated financial position has
continued to remain strong and at the end of September 30, 2011 the net gearing
reduced from 48% to 39% with strong liquidity of around US$ 1,110 million which
includes cash and cash equivalents and unutilized credit lines.

Key Financial Information
US$ in Millions
3Q11 2Q11 3Q10 9M11 9M10 LTM 3Q11 LTM 3Q10
Exchange Rate Baht vs US$ 31.17 30.75 30.42 31.17 30.42 31.17 30.42
Exchange Rate Baht vs Euro 42.24 44.52 41.41 42.24 41.41 42.24 41.41
*Consolidated Sales 1,689 1,692 752 4,708 2,222 5,552 2,847
PET resins 1,214 1,199 460 3,279 1,350 3,768 1,708
Polyester & wool 230 212 104 630 309 751 406
PTA 255 285 188 810 563 1,044 733
Consolidated EBITDA 153 147 114 515 292 657 373
PET resins 103 103 63 327 168 397 207
Polyester & wool 25 25 19 93 44 119 56
PTA 22 22 34 101 84 145 111
Net profit after tax and minority 120 79 92 562 200 696 240
*Extraordinary items: Acquisition related 34 (1) 23 237 40 273 39
Operating net profit after tax and minority 86 80 68 325 160 423 201
CAPEX and investment 74 65 18 855 86 982 126
Net Debt 1,238 1,168 948 1,238 948 1,238 948
Net Debt to Equity 0.6 0.6 1.0 0.6 1.0 0.6 1.0
Interest Coverage 9.1 9.3 11.0 11.2 10.0 11.4 9.4
ROE 25% 16% 45% 50% 38% 49% 35%
ROCE 15% 14% 19% 21% 16% 20% 15%
Note:"LTM" is last twelve months
*See note 1) on page 8

Global macro environment, in particular led by Europe debt crisis, and the
increase in natural disasters (in Australia, Japan, USA and Thailand) have led
to high volatility in crude price and commodity prices. The uncertainty is in
general creating hesitancy, which is noticeable since September 2011.

Despite volatility, IVL business model of global diversity and product diversity
creates meaningful hedges and as such IVL has been able to maintain high volume
growth through completed acquisitions that have been successfully integrated
into the IVL portfolio. The production volume in 9M 2011 was 3.3 million tons a
growth of 40% over the corresponding period and production volume in 3Q 2011 was
1.2 million tons a growth of 6% QonQ and 47% YonY.

The volume growth achieved is taking into account production loss from
disruption in plant operations from tornados in AlphaPet plant, Alabama, USA,
break-down of a production line at Indorama Polyester Industries, Rayong
facility and currently at Lopburi site in Thailand from floods. The impacted
assets are all covered by comprehensive insurance policy for damage to assets,
inventories and loss from business interruption and the bulk of claim proceeds
will come in subsequent quarters upon finalization of damage assessments. The
chart below provides details of quarterly movement in production volume;

The volume growth has translated into growth in both Consolidated EBITDA and
Core EBITDA. In 9M, 2011 the reported Consolidated EBITDA was US$ 515 million a
growth of 76% over the corresponding period and the Core EBITDA (after adjusting
for inventory gain/loss) was US$ 473 million a growth of 60% over the
corresponding period.

In 3Q 2011 reported Consolidated EBITDA was US$ 153 million a growth of 4% QonQ
and 34% over 3Q 2010 and Core EBITDA (after adjusting for inventory gain/loss)
was US$ 135 million a decrease of 25% QonQ and a growth of 11% over 3Q 2010. The
QonQ impact on Core EBITDA is due to lower margins in the PTA business in Asia
in the quarter resulting also in reduced blended Core EBITDA of PTA/PET business
and PTA/Polyester business. Normalization of Cotton prices from high levels
earlier led to decrease in prices for Polyester value chain.

The table below provides details on movement of Consolidated EBITDA and Core
EBITDA in year 2011:

(in US$ million except per ton data)
3Q 2011 9M 2011
Consolidated EBITDA 153 515
Inventory (gain) loss -18 -42
Core EBITDA 135 473
Reported EBITDA/Ton $127 $156
Core EBITDA/Ton $113 $143

IVL reported net profit after tax and minority (including exceptional items) of
US$ 562 million in 9M 2011, which was 181% higher YonY of US$ 200 million. The
exceptional gain in the 9M 2011 included gain on bargain purchase net of related
transaction costs of US$ 237 million recorded on acquisitions completed this
year. The reported net profit after tax and minority (including exceptional
items) of US$ 120 million in 3Q 2011 was higher QonQ of US$ 79 million and
higher than 3Q 2010 of US$ 92 million. The exceptional gain in the quarter of
US$ 34 million is from recording of IVL's 75% equity portion of gain on bargain
purchase on the acquisition of Trevira GmbH completed on July 1, 2011.

IVL issues maiden Thai Baht Bonds

During the 3rd Quarter 2011, IVL received TRIS rating of A+ and mandated the
issue of Baht 6 billion in 5, 7 and 10-year tranches. The issue was successfully
completed in October 2011 and the company applied the green-shoe option for a
total issue size of Baht 7.5 billion.

Floods in Thailand

The flood in Thailand has directly impacted the plants located at IVL's Lopburi
site, which have stopped production from 23rd September 2011. The Lopburi site
has plants which are flooded for PET polymers, Wool yarns and Packaging
business. The subsidiaries at Lopburi site are fully insured for flood damage to
property, plant and equipment, inventories and loss from business interruption.
IVL will closely monitor the situation to restore the affected plants back to
their normal operations in due course upon assessment of extent of damage and
its rectification. Steps have been taken in consultation with insurance company
and surveyors. Further, there is ongoing discussion with contractors and
suppliers to prepare for restoration which can only take place once water level
recedes at the site. Water at the site is gradually receding but not yet at a
level to allow management and surveyors to enter and carry out a detailed review
of the damage. The sales recorded from the site for 3Q 2011 and 9M 2011 is US$
71 million and US$ 234 million respectively.

IVL for its contingency plan has back-up site for essential functions at its
plants in Rayong, Thailand. We would take this opportunity to thank our
employees for their cooperation and for making the extra effort to secure our
assets as well as run our operations in the most efficient manner to minimize
the impact on all of our stakeholders.


IVL business has been outperforming since the global recession of 2008. The
business has continued to deliver stellar results in the last 12 months that can
be summarized from its ROCE and ROE of 20% and 49% respectively.

Looking onwards to 2012 and beyond, IVL has in place significant growth projects
that will kick in incrementally over the next 36 months. Pro-forma yearly sales
from these projects at current prices will be an additional $ 2,100 million or
38% increase over last 12 months sales.

The hesitation that is evident in the marketplace today is similar to what we
experienced in end 2008 and hindsight tells us that the markets came back with a
roar starting the 2nd quarter of 2009 and this rally has lasted till recently
when the Greece led financial crisis took center-stage this time and today there
is uncertainty again.

Our business today is financially far stronger than it ever was with a Net
Debt/Equity of 0.63 times and a liquidity of over US$ 1 billion which will help
us not only operate our business most optimally but also allow us to continue to
grow our business with selective and accretive acquisitions and organic

In line with the affordable nature of Polyester and its application in daily
consumer staples (food, beverage and clothing), all the business segments of IVL
has seen resilient demand in all geographies and therefore all the
manufacturing sites of IVL achieve high utilization rates and our scale allows
for low operating cost. We expect to benefit from favorable geographical mix in
key regions where we have attained market leadership and consolidation. Our
investments in innovation or value added product lines are already contributing
to earnings and are expected to gain traction going forward.

Projects announced in 3Q 2011 and to-date in 4Q 2011

Approved projects from 3Q 2011 till date

The board of directors in its meetings in Q3, 2011 approved investments for
acquisition in recycling plants in Europe, a new recycling plant in Thailand and
high technology business in Polyester fibers and yarns in Thailand and
Indonesia. These projects are in recycling business for long term sustainability
and specialty business with higher value addition and margins to leverage on
our existing assets. The details of approved projects are given below:

In September 2011, IVL has signed definitive share purchase agreement with WIT
Beteiligungs GmbH and Wellman International Trading, affiliates of Aurelius AG
("Seller"), to acquire 100% stake in the recycle and fiber manufacturing
businesses of Wellman International in Europe. The acquisition is expected to be
completed within 2011 subject to necessary regulatory approvals. The Business
has three production facilities in Europe: a polyester fiber plant based in
Mullagh, the Republic of Ireland, with an output of more than 80,000 tons, and
recycling plants at Spijk in the Netherlands, with an output of 45,000 tons, and
Verdun in France, with an output of 28,000 tons. The plant in Ireland is
capable of converting waste polyester into 100% recycled fiber. Post consumer
recycled Bottles are flaked and processed with other waste material to produce
fibers that can be used in a variety of premium applications, such as in the
hygiene industry. The target acquisition has the know-how to blend recycled PET
(rPET) and industrial waste and will potentially contribute to make Indorama
Ventures a 'zero waste' company" with a low carbon footprint. The acquisition
will be in line with customers' sustainability drive and to meet their demands
for more recycling of post consumer products. This project acquisition will also
provide access to proven recycling technology and the potential for a
technology transfer to the Company's Asian assets with a reduced learning curve.

In August 2011, investment in production of recycled polyester fibers and yarns
with capacity of 28,500 tons per annum. Under the project, discarded, or "post
consumer," PET bottles will be collected and recycled to produce high quality
resin for making containers for consumer drinks; yarns for premium garments of
environmentally-conscious brands and colored fibers for automotive and non-woven
end applications. Indorama Ventures has launched the ECORAMA brand for its
recycled Polyester Fibres and Yarns products and has recently been awarded a
Green Label certificate by the Thailand Environment Institute. The project will
be located in Nakhon Pathom in Thailand at the site of our existing facility
Indorama Polyester Industries, Nakhon Pathom, Thailand. The total investment
will be around US$ 22.4 million. The project is targeted to commence operations
by the fourth quarter of 2012

In August 2011, investment in bi-component fibers project for Hygiene
Applications with capacity of 16,000 tons per annum. The company is highly
active in the non-woven materials market and has recently acquired bi-component
fiber capacity in Europe through Trevira, that is targeted mainly at the hygiene
sector. Hygiene products utilize high technology that requires top class
manufacturing and close ties with customers to be able to provide the exacting
specifications required for products that remain in close touch with the skin
such as baby diapers, feminine hygiene, etc. The new project will produce one of
the key components of such applications by tying up technologically with
Japan's Toyobo, well-known company in this field, to make bi-component fibers
for hygiene end-use. The project will be located in Rayong, Thailand. The total
investment will be around US$ 21.2 million. The project is targeted to commence
operations by the second quarter of 2012

In August 2011, investment in high quality bi-component yarns, FINNE, at its
recently acquired IVI plant (formerly SK Keris) in Tangerang, Indonesia, with
capacity of 16,000 tons per annum. IVI owns unique technology to make
Bi-component yarns (known as FINNE) through a single step process. The company
enjoys significant competitive advantage over companies who currently use a two
step process and has secured a leading market share in this segment. The product
is very popular for outerwear and has unique properties of drape and touch
which few competitors can offer, giving it a good potential for growth. The
total investment will be around US$ 38.0 million. The project is targeted to
commence operations by the first quarter of 2013

On-going projects under implementation

In June 2011, IVL board approved the acquisition of a 50% stake by IVL through
its subsidiary Indorama Netherlands B.V. in PT Polyprima Karyesreska ("PT
Polyprima"), a PTA producer. PT Polyprima is located in Cilegon, West Java,
Indonesia and has an installed capacity of 465,000 Mts. per annum. The
technology used is that of Invista. PT Polyprima is currently under a debt
restructuring process. After the debt restructuring with creditors and issue of
new capital by PT Polyprima, IVL shareholding will be reduced to 41% in PT
Polyprima. PT Indorama Synthetics Tbk, (PTIRS) will hold another 41% and the
balance 18% by others. The restructuring and approval process is expected to be
completed by Q4, 2011. PTIRS is a Group Company of Mr. SP Lohia and Mr. Amit
Lohia, Non-Executive directors of IVL having an annual polymer capacity of
290,000 Mts. Currently the plant is not operating and is expected to start
commercial production in Q2, 2012 on completion of required maintenance,
revamping and capacity de-bottlenecking. On de-bottlenecking the capacity will
increase to 500,000 Mts per annum. Indonesia is growing to become one of the
large polyester markets and has a shortage of PTA supply. IVL through its
equity stake in PT Polyprima will secure the PTA supplies for its Polyester
plants in Indonesia. The polymer capacity of IVL in Indonesia after the
Greenfield project in Q1 2013 will be approx 500,000 Mts. per annum.

In May 2011, IVL board approved a Brownfield expansion of PTA production at the
site of its existing plant, owned and operated by its subsidiary Indorama
Holdings Rotterdam BV. It will add a new production line with an annual capacity
of PTA of 250,000 tons per annum thus bringing the total capacity at the site
to 600,000 tons per annum. This expansion, which is expected to be completed in
2013 will be cost competitive and enhance integration with key raw material for
production of PET polymers in Europe. IVL's total capacity of PTA in Europe will
increase to 811,000 tons per annum.

In April 2011, IVL announced the location of the Brownfield expansion of PET
polymers production in Europe with a capacity 220,000 tons per annum. The
aforesaid expansion will be at the existing site of our PET polymer plant in
Poland under Indorama Polymers Poland S.p.z.o.o. The expansion will benefit from
economies of scale on our existing site for PET facility and benefit from piped
supply of PTA as co-located with an existing third party PTA supplier. This
expansion, which is expected to be completed by end of 2013 will be cost
competitive and take total capacity in Poland to 370,000 tons per year and IVL's
total capacity in Europe for PET Polymers to 1.4 million tons per annum.

In March 2011, IVL announced to set up a new 313,000 tons per annum Continuous
Polymerization resin Plant at Purwakarta, Indonesia. The output from this plant
will cater to the growing demand of the Polyester Fiber, Yarn and Chips market
in Indonesia and Asian region. PT Indorama Polychem Indonesia, a new wholly
owned subsidiary, has been incorporated in Indonesia to implement the greenfield
expansion. The plant is expected to commercially start operation in Q1, 2013

In August 2010, the IVL Board of Directors approved implementation of a PET
Recycling project or Flake to Resins with a capacity of 36,000 tpa in AlphaPet
Inc., USA. The project is in line with demand from branded beverage companies in
the fast moving consumer goods sector. The process and technology is approved
and availability of clean flakes has been tied-up from within a close proximity
of the plant. The project is expected to complete and start-up in quarter 4,
2011. It is expected to be value accretive to earnings and will not have a
material impact on net gearing. Also, the project meets CSR objectives of IVL to
protect environment and to promote recycling

In August 2010, the IVL approved implementation of a new PET plant by its
subsidiary Indorama Polymers PCL "IRP". IRP through a new wholly owned
subsidiary will be setting up a 75,000 tons per annum solid state polymerization
"SSP" plant to produce PET at Port Harcourt, Nigeria. This is the first PET
investment of IVL in Africa and thus establishing its foothold in the 450,000
tons per annum market. Currently, there is only one producer of PET in Africa.
The plant is expected to complete and start commercial operations in quarter 1,
2012. It is expected to be value accretive to earnings.

In May 2010, the IVL approved expansion of PET production at the site of its
existing plant, owned and operated by its subsidiary Indorama Polymers Rotterdam
BV. It will add a new production line with an annual capacity of PET resin of
190,000 tons thus bringing the total capacity at the site to 390,000 tons. The
expansion is expected to be completed and start operations in quarter 2, 2012.
The new plant will generate employment. The proposed expansion is being taken up
to increase market share in Europe, to integrate with the PTA capacity at
Rotterdam and utilities at the same location and benefit from economies of
scale. It is expected to be value accretive to earnings.

On completion of all the announced acquisitions and expansions, IVL will have an
increasingly advantaged portfolio of regional business with a total capacity of
7.7 million tons per annum (including joint ventures Ottana Polimeri, Trevira
and Polyprima which will be accounted on equity income basis). IVL has a leading
market position in Thailand, North America and Europe.

Capacity End 2010 Capacity End 2011 Committed Capacity by End 2013
Million tpa % Million tpa % Million tpa %
Asia 1.9 58% 2.5 47% 3.0 44%
MEA - - - - 0.1 1%
Europe 0.8 24% 1.1 21% 1.9 29%
North America 0.6 18% 1.7 32% 1.7 26%
Total 3.3 100% 5.3 100% 6.7 100%

*Equity Income
Asia - - - - 0.5 50%
Europe 0.4 100% 0.5 100% 0.5 50%
Total 0.4 100% 0.5 100% 1.0 100%

Grand Total 3.7 100% 5.8 100% 7.7 100%
Note : "tpa" is tons per annum
*Reported volumes for capacity, production, sales and utilization include only
Consolidated volumes and excludes Equity income volume

Note 1)

The consolidated financials are based upon elimination of intra-company (or
intra business segment) transactions.
For this reason the total of each segment may not tally with consolidated

Net profit after tax and minority for 9M, 2011 includes net extraordinary gain
of US$ 237 million (Baht 7,189 million) of which US$ 249 (Baht 7,556 million) is
towards income from gain on a bargain purchase or Negative goodwill on
completed acquisitions (details are provided in the Note 4 - Acquisitions of
subsidiaries in the Reviewed Financial Statements), and US$ 12 million (Baht 367
million) towards transaction expenses incurred on acquisitions completed during
the year. All extraordinary items were recorded within first six months, except
gain on a bargain purchase of Trevira of US$ 35 million (Baht 1033 million) and
additional transaction expenses of US$ 1 million (Baht 36million) which were
recorded in 3Q, 2011. Gain on bargain purchase on Trevira acquisition in
Q3'2011 is part of share of profit in Joint Venture Investments in the financial

9M, 2010 net profit after tax and minority included gain on a bargain purchase
or negative goodwill from the acquisition of UAB Ottana Polimeri Europe of US$
23 million (Baht 736 million) completed in Q3, 2010, and utility assets in
Rotterdam, Netherlands of US$ 17 million (Baht 563 million) completed in Q2,
2010. Gain on bargain purchase on Ottana Polimeri acquisition in Q3'2010 is part