RESOLUTION OF THE ORDINARY MEETING OF THE SHAREHOLDERS NO.29

22 April 2003
(Translation) No. Tor.Hor. 016/2003 April 21, 2003 Subject : Resolution of the ordinary meeting of the shareholders No. 29 Attention : Director and Manager of The Stock Exchange of Thailand Thanulux Public Company Limited would like to announce the resolutions of the ordinary meeting of the shareholders No.29 on Monday, April 21, 2003, at 11.00 a.m., at the Chao Praya Room 1 at the Montien Riverside Hotel, 372, Rama 3 Road, Bangklo, Bangkolaem, Bangkok. The details of the resolutions are as follows : 1. Unanimously approve the minutes of the 28th Ordinary Shareholder's Meeting. 2. Acknowledge the report of the board of directors of the preceding year. 3. Unanimously approve the Balance Sheet and Income Statement ending at December 31, 2002. 4. Unanimously approve the proposal of the board of directors for appropriation of profit and dividend as follows. - to appropriate general reserve Baht 8.0 million. - to pay dividend for 2002 at the rate of Baht 7.00 per share from BOI-Lamphun 2 project, promotional certificate No. 1396/2543 Baht 3.50 per share, 12 million shares amount Baht 42.0 million on May 16, 2003 and to pay the interim dividends on September 10, 2002 Baht 3.50 per share, 12 million shares amount Baht 42.0 million from the BOI business operation, there was the resolution of the board of directors' meeting No. 6/2002 on August 13, 2002. 5. Unanimously approve the elected directors to replace those who retire 1. Mr. Boonsithi Chokwatana 2. Mrs. Varindr Leelanuwatana 3. Miss Dusadee Soontrontumrong 4. Mr. Somchai Songsakdecha 5. Mr. Manu Leelanuwatana The board of dir ctors for 2003 are 14 persons as follows : 1. Mr. Boonsithi Chokwatana 2. Mr. Manu Leelanuwatana 3. Mr. Somchai Songsakdecha 4. Mrs. Varindr Leelanuwatana 5. Mr. Vinai Panusuwan 6. Miss Dusadee Soontrontumrong 7. Mr. Wichai Suthitivanich 8. Mr. Somphol Chaisiriroj 9. Mr. Supotch Pakaworawuth 10. Mr. Sopon Narongkananukul 11. Mr. Kriangsak Sripaisarn (Advisory Director) 12. Mr. Padoong Techasarintr (Audit Committee) 13. Mr. Boonyarith Mahamontri (Audit Committee) 14. Mr. Porntep Ongsaranakom (Audit Committee) - To fix Directors' remuneration not more than Baht 8.4 million and assign board to provide the remuneration. It will be effective on the approved date until the further change. 6. Unanimously approve Mr. Virach Aphimeteetamrong, Certified Public Account auditor No.1378 and/or Mr. Chaiyakorn Aunpitipongsa, Certified Public Account auditor No.3196, Dr. Virach & Associates Certified Public Account 518/3 Panunee Building, Floor 7th, Ploenchit Road, Lumpini District, Khet Patumwan, Bangkok, to be the company's auditor for the year 2003, as following fee chart. Review fee Qtr 1 - 3, Qtr @ Baht 80,000 = Baht 240,000 Annual audit fee = Baht 320,000 Total = Baht 560,000 7. Unanimously approve the change of the value of the company share from old Each share has par value Baht ten to new Each share has par value Baht one. 8. Unanimously approve the additional amendment of the memorandum of association No. 4, to read as follow: Registered capital Baht 120,000,000 ( Baht one hundred and twenty million ) Allocated into 120,000,000 shares ( One hundred and twenty million shares ) Par value per share Baht 1 ( Baht one ) Being classified into : Ordinary share 120,000,000 shares ( One hundred and twenty million shares ) Preferred share - ( - ) 9. Unanimously approve the amount of granting loan and guarantee to the business- related companies, either as the shareholder or as the business partner. In order to attain the highest benefit from financial management of the company and to facilitate financial management of the said companies, the company considered to allocate loan credits and guarantee in the amount of Baht 120.0 million in the normal or better business conditions. A shareholder, who has extent of interest and holds 1,336,726 shares, does not vote. Please kindly acknowledge the above matters. Faithfully Yours, Dusadee Soontrontumrong (Miss Dusadee Soontrontumrong) Director