The resolution on general shareholders' meeting

Ref. THIP-SET 025/2548 25th April, 2005 Subject: Summary Minutes of General Shareholders' Meeting, No. 1/2005 Attention: Managing Director, SET According to Thantawan Industry Public Co.,Ltd. (THIP) had held a general shareholders' meeting, no.1/2005 on Monday, April 25, 2005 at 10.00 am. at Thantawan B1 Room, 11th floor of Suntowers B Bldg., 123 Viphavadee-rangsit Road, Chomphon, Jatujak, Bangkok, there were 33 attendants having 4,737,200 shares, accounted for 59.22% of total 8,000,000 shares. The meeting had summary minutes as followings : 1. Approved the general shareholders' minutes of meeting, no.1/2004 which held on April 26, 2004 . 2. Approved business performance for the year ended 2004 . 3. Approved balance sheet and profit and loss statement of THIP for the year ended December 31, 2004 which passed auditing by CPA. 4. Approved the appropriation of profit as dividend for the year 2004 at the rate of 1.0 (one) Baht per share, having total amount Baht 8 millions (eight millions Baht), and the dividend shall be paid on Tuesday, May 24, 2005. 5. Approved election of 4 directors, whose terms were expired, to hold the same positions as follows: 1. Associate Prof. Banleng Sornil Independent Director 2. Pol.Col. Taweepun Sangprasert Independent Director 3. Mr.Singhchai Aroonvutthiphong Independent Director 4. Mr.Viroon Powlingong Managing Director Acknowledged the declining number of directors therefore the remaining directors are 11 persons. 6. Approved the remuneration in terms of salary and monthly payment to 11 persons who take the title as director of company in 2005 at the total amount of 9,520,000 baht (nine million, five hundred and twenty thous and baht) 7. Approved the appointment of Mr.Pichai Dachanapirom, CPA no.2421 and/or Mr. Pojit Asawasantichai, CPA no.4891 of Dharmniti Auditing Co.,Ltd. as the company's certified public accountant for the year 2005, and fixed the remuneration for auditing financial statements for the year ended December 31, 2005 for the amount Baht 420,000.- (four hundred and twenty thousands Baht). 8. Approved the proposal of debt repayment by Sunflower Company Limited. Under this agenda of cross-related transaction therefore there were 3 persons as shareholders attending the meeting, they were not eligible for voting. Their names were Sunflower Company Limited having 3,711,500 shares, Mr. Phietoon Trivijitkasem having 100 shares and Mr. Kriengsak Kajornamsong having 100 shares, total 3,711,700 shares, accounted for 78.35% of shareholders attending the meeting. The remaining 30 persons having 1,025,500 shares attending the meeting eligible for voting. There were 27 persons having 999,000 shares accounted for 97.42% of shareholders attending the meeting with eligible for voting approved for the resolution to proposal of debt repayment by Sunflower Company Limited. There was 1 person having 25,300 shares accounted for 2.47% of shareholders attending the meeting with eligible for voting disapproved for the resolution. There were 2 persons accounted for 1,200 shares had left the meeting before the consideration on this agenda. Therefore the majority of shareholders attending the meeting and eligible for voting approved the proposal of debt repayment by Sunflower Company Limited. 9. No any other matter. Please be informed accordingly. Very truly yours, (Mr.Viroon Powlinjong) (Mr. Phietoon Trivijitkasem) Authorized Director