SET Releases

(Translation) No. Tor.Hor. 035/2005 November 10, 2005 Subject : To approve the category for an assets or services transaction Attention : Director and Manager of The Stock Exchange of Thailand The board of directors of Thanulux Public Company Limited at a meeting No. 4/2005 held on Thursday, November 10, 2005. To approve the category for an assets or services transaction to detail as follows : 1. The date on which the transaction occurred : Start on January 1, 2006 2. The parties involved : 14 companies No. Connecting persons Relationship 1. Total Way Image Co., Ltd. Co- Major shareholder - Saha Pathana Inter-Holding Plc. - I.C.C. International Plc. Co-Management - Mrs. Varindr Leelanuwatana - Ms. Dusadee Soontrontumrong - Mr. Wichai Suthitivanich 2. Thai Monster Co., Ltd. Co- Major shareholder - Saha Pathana Inter-Holding Plc. Co-Management - Mr. Manu Leelanuwatana - Mrs. Varindr Leelanuwatana - Ms. Dusadee Soontrontumrong 3. International Leather Fashion Co- Major shareholder Corp., Ltd. - Saha Pathana Inter-Holding Plc. - I.C.C. International Plc. Co-Management - Mrs. Varindr Leelanuwatana - Ms. Dusadee Soontrontumrong 4. Thai Takaya Co., Ltd. Co- Major shareholder - Saha Pathana Inter-Holding Plc. - I.C.C. International Plc. Co-Management - Mr. Manu Leelanuwatana - Mr. Somchai Songsakdecha - Mrs. Varindr Leelanuwatana - Mr. Supotch Pakaworawuth 5. S. Apparel Co., Ltd. Co- Major shareholder - Saha Pathana Inter-Holding Plc. Co-Management - Mr. Somchai Songsakdecha - Mrs. Varindr Leelanuwatana - Ms. Dusadee Soontrontumrong - Mr. Supotch Pakaworawuth 6. I.C.C. International Plc. Co- Major shareholder - Saha Pathana Inter-Holding Plc. Co-Management - Mr. Boonsithi Chokwatana - Mr. Manu Leelanuwatana - Mr. Somphol Chaisiriroj 7. Deluxe Bijou Societe Co- Major shareholder Anonyme - Ramasorn Thaveekarn Co., Ltd. Co-Management - Mrs. Varindr Leelanuwatana - Ms. Dusadee Soontrontumrong 8. Morgan De Toi (Thailand) Co- Major shareholder Ltd. - Saha Pathana Inter-Holding Plc. - I.C.C. International Plc. Co-Management - Mrs. Varindr Leelanuwatana - Mr. Wichai Suthitivanich 9. PTK Multi Services Co., Ltd. Co- Major shareholder - Saha Pathana Inter-Holding Plc. 10. Thai Wacoal Plc. Co- Major shareholder - Saha Pathana Inter-Holding Plc. Co-Management - Mr. Boonsithi Chokwatana - Mr. Manu Leelanuwatana 11. STGC Co., Ltd. Co-Management - Mr. Wichai Suthitivanich 12. Celebrate Wealth Co., Ltd. Co- Major shareholder - Ramasorn Thaveekarn Co., Ltd. Co-Management - Ms. Dusadee Soontrontumrong - Mr. Wichai Suthitivanich 13. Watsadoramai Co., Ltd. Co-Management - Mr. Boonsithi Chokwatana 14. Ramasorn Thaveekarn Co-Management Co., Ltd. - Mr. Manee Pungtam - Ms. Wilailux Kornsiriwilai 3. The general characteristics of the transaction : 3.1 Transaction regarding rental of immovable property of not exceeding 3 years which does not have general trading condition. The total amount is not more than Baht 10.0 million. 3.2 The details of assets or service in the part of income such as Processing Data Service and Consultancy Fee Income. The total amount is not more than Baht 10.0 million. 3.3 Supporting normal business transaction in the part of expenditure which does not have general trading condition, such as consultancy expense. The total amount is not more than Baht 5.0 million. 3.4 The details of assets or service in the part of expenditure, such as Rental Expense (movable assets) and Security Expense. The total amount is not more than Baht 5.0 million. 4. Policy for setting the price : Rental Income (immovable assets), the price should be the market price which will depend on the location and the use of assets. Processing data service, the price should be settled for cost plus the reasonable profit and quantity of assets use. Consultancy Fee Income / Expense, the price should be settled for cost plus the reasonable profit which depend on the difficulty and scope of service. Rental Expense (movable assets), the price is depend on the market price Security Expense, the price will depend on the amount of security guard. 5. Interested directors not attend the meeting and not vote. 6. Opinions by the company Board of Directors and The Audit Committee : Agree to approve the transaction as article 3.1 - 3.4. They are the normal business transaction. It will support and develop in the term of business for each other. It will create the competitiveness of the company, for the benefit of the company. All the price and connected conditions are reasonable. 7. The volume of the transaction : This transaction is considered to be a transaction prescribed in the notification of the Stock Exchange of Thailand about disclosure the information and operation of the listed company in categories of connected transactions B.E. 2546 as the category for rental of immovable assets not exceeding 3 years which does not have general trading condition, category for supporting normal business transaction which does not have general trading condition, category for an assets or services transaction. The transaction is more than Baht 1 million but less than Baht 20 million, or the transaction is more than 0.03% but less than 3% of Net Tangible Asset (NTA) whichever is higher. The company is NTA ending 30 September 2005, was Baht 65.13 million which must be approved from the Board of Directors and to disclose the information to The Stock Exchange of Thailand by it did not approve from the shareholders. Please kindly acknowledge the above matters. Faithfully Yours, Dusadee Soontrontumrong (Miss Dusadee Soontrontumrong) Deputy managing director