SUSPENSION OF DIVIDEND PAYMENT

(Translation) H.T. 016/2000 March 21, 2000 To: Managing Director The Stock Exchange of Thailand Subject : Calling of Shareholders' Meeting The resolution of the Board of Directors adopted at 134th Board of Directors Meeting on March 21, 2000 are as follows: 1. Approved the power of Director of the Company shall be changed to be as follows:- " Mr. James Patrick Kelly signs jointly with Mr. Yongyut Boonpektrakul with the Company's seal affixed or any one of these two directors signs jointly with Mr. Sophon Pholvilai, for a total of two persons with the Company's seal affixed." 2. Consideration of the Issuance of Debenture by the company in the amount of not exceed Baht 1,000 million for the period of not more than 5 years. In the even that the company already issued the debenture within such amount, the company shall be entitled to issue additional debenture in the same matter within such amount. The offering shall be public and/or private placement. The insurance shall be in one lump sum or instalments.In this connection, The Board of Directors or relevant authorized directors or their attorney(s) should be empowered to determine terms and conditions of the issuance and offering of the debentures, such as price per unit, par value, interest rate, issuing currencies, offering period, method of allotment and other details which shall be in accordance with the relevant laws and regulations, including the modification of provisions or conditions relation to the said offering so as to negotiate and enter into an agreement relating there to at the time of offering of the debentures. 3. Resolved to call the Annual General Meeting of Shareholders No 33rd to be held on Wednesday April 26, 2000 at The Regent Hotel, Regent 3 Room, No. 155 Rajadamri Road, Khet Pathumwan, Bangkok, Thailand, at 11.00 a.m. with the following agenda:- 1st Agenda Certify the minutes of the Annual General Meeting of Shareholders No 32nd 2nd Agenda Acknowledge the Board of Directors' report on the Company's operations during the year 1999. 3rd Agenda Approval of balance sheet and the profit and loss statement for the year ended December 31, 1999. 4th Agenda Consideration of omission of final dividend payment. 5th Agenda Consideration of election of directors to replace the directors who retired by rotation. 6th Agenda Consideration of the remuneration of the company directors. 7th Agenda Appoint auditors and fix the auditors' fee for the year 2000. 8th Agenda Consideration of issuing the Debenture. 4. Resolved that the date for closing the company share register for the right to attend the meeting will be on April 7, 2000 at 12.00 p.m. until the adjournment of the Annual General Meeting of Shareholders. Your sincerely,