REPORTING RESOLUTION OF EXTRAORDINARY MEETING, #2/2543

31 มีนาคม 2543
Ref. TP-MT/058/43(FC054/43) March 30, 2000 Subject : Reporting Resolutions of Extraordinary Meeting of Shareholders, no.2/2543 Attention : Managing Director, SET According to Thantawan Industry Public Co.,Ltd. (THIP) had held an extraordinary meeting of shareholders, session no.2/2543 on Thursday, 30 March 2000 at 10.50 a.m. at Meeting Room B1 at Suntowers B Bldg., 11th Fl., 123 Vibhavadi-rangsit Road, Lardyao, Jatujak, Bangkok 10900 having total 32 attendants holding total shares of 5,900,500 or accounted for 73.76 % which comprised of total shareholders having involved interest equaled 4,536,000 shares or accounted for 76.87 % and total shareholders having no involved interest equaled 1,364,500 shares or accounted for 23.13% which met the quorum requirement, the meeting had considered and voted for the following resolutions : Agenda 1: Considering for approval of the report on minutes of the extraordinary shareholders' meeting, session no. 1/2000 held on 28 February 2000. Resolution: The meeting considered and unanimously approved the report of the extraordinary meeting, session no.1/2000 as proposed by Chairman of the meeting. Agenda 2: Considering for relocation of THIP's factory to Prachinburi province Resolution : The meeting considered and voted with the below resolution: Number of Shares as 5,900,500 shares = 100.00 % Total Yes 87,300 shares = 1.48 % Total No 5,813,200 shares = 98.52 % Consequently, the meeting had disapproved on relocating of THIP's factory to Prachinburi province. Agenda 3: Considering on the entering into cross-related transaction with Sunflower Enterprise Co.,Ltd. (SE) Sub-agenda 3.1 Considering payment of compensation and leasing of land plot with building and land plots. Resolution: The meeting considered and voted with the below resolution: Number of Shares as 5,900,500 shares = 100.00 % Total Yes 5,713,700 shares = 96.83 % Total No 186,800 shares = 3.17 % Total shareholders having no involved interest in the transaction 1,364,500 shares = 100% Total Yes 1,177,700 shares = 86.31% Total No 186,800 shares = 13.69% Consequently, the meeting had approved on entering into the cross-related transaction. Sub-agenda 3.2: Considering for approval of entering into two memorandum of agreements dated 25 November 1999 with SE on allowing for keeping the advance payment of land plot purchasing. Resolution: The meeting considered and voted with the below resolution: Number of Shares as 5,900,500 shares = 100.00 % Total Yes 5,706,200 shares = 96.71 % Total No 194,300 shares = 3.29 % Total shareholders having no involved interest in the transaction 1,364,500 shares = 100% Total Yes 1,170,200 shares = 85.76% Total No 194,300 shares = 14.24% Consequently, the meeting had approved on entering into the cross-related transaction. Sub-agenda 3.3: Considering for approval on purchasing of land plot with building and vacant land plots. Resolution: The meeting considered and voted with the below resolution: Number of Shares as 5,900,500 shares = 100.00 % Total Yes 5,706,200 shares = 96.71 % Total No 194,300 shares = 3.29 % Total shareholders having no involved interest in the transaction 1,364,500 shares = 100% Total Yes 1,170,200 shares = 85.76% Total No 194,300 shares = 14.24% Consequently, the meeting had approved on entering into the cross-related transaction. Please be informed accordingly, Sincerely yours, (Mr.Phietoon Trivijitkasem) (Mr.Pichai Tangvithetjit) Director Director