April 29, 2002 The President The Stock Exchange of Thailand 62 The Stock Exchange of Thailand Building Rachadapisek Road, Klongtoey, Bangkok 10110 Dear Sir, Resolutions Passed at Shareholders' Meeting for the Year 2002 Resolutions were made on a Shareholders' Ordinary Meeting on April 29, 2002 at the Sai Thip Room on the 3rd floor of the Imperial Queen's Park Hotel,Bangkok. The resolutions are as follows : 1. To certify the minutes made at an Ordinary Shareholders' Meeting for the Year 2001 which was held on the April 24, 2001. 2. Report on the Company's business results for the Year 2001. 3. To approve the Balance Sheet and Profit and Loss Account for the period ended December 31, 2001 after they have been audited. 4. To approve the allocation of net profit and dividends of the Year 2001 as follows : 4.1 To allocate 5 per cent of net profit for Legal Reserves which comes to an amount of 3,781,295.00 Baht (three million,seven hundred eighty one thousand,two hundred and ninety five Baht) 4.2 To allocate 5,000,000.00 Baht (five million Baht) for General Reserve. 4.3 To pay dividends of Baht 2.75 (two Baht and seventy five Satangs) pershare, of which an interim payment had been made on December 20, 2001 at Baht 1.25 (one Baht and twenty five Satangs) per share. The remaining dividends of Baht 1.50 (one Baht and fifty Satangs) per share is to be paid on May 15, 2002. 5. To re-appoint the directors whose tenure have ended 5.1 The directors whose tenure have ended are as follows 1. Gen. Charan Kullavanijaya 2. Pol.Lt.Gen. Kosol Limpichart 3. Pol.Maj.Gen. Chamtoon Savasdi-Xuto 4. Ms. Smornluk Mahasmiti 5. M.L.Anuporn Kasemsantii 5.2 The directors being re-appointed are as follows 1. Gen. Charan Kullavanijaya 2. Pol.Lt.Gen. Kosol Limpichart 3. Pol.Maj.Gen. Chamtoon Savasdi-Xuto 4. Ms. Smornluk Mahasmit M.L.Anuporn Kasemsant does not wish to resume his directorship, due to his other busy and important responsibilities which deny him time to carry out his Board obligations property. ...2/ - 2 - 5.3 The members of the new Board of Directors are : 1. Gen.Charan Kullavanijaya Chairman 2. Sec.Lt.Phairoch Rattakul Managing Director 3. Mr.Prakit Pradipasen Chairman of Audit Committee 4. Mr.Sang Wongprecha Auditing Director 5. Mr.Yanyong Maethapanich Auditing Director 6. Pol.Lt.Gen.Kosol Limpichart Director 7. Pol.Maj.Gen.Chamtoon Savasdi-Xuto Director 8. Mrs.Yupares Thiengtham Director 9. Ms.Smornluk Mahasmiti Director 10. Mr.Chalit Limchitti Director 11. Ms.Osarit Amartayakul Director 12. Mrs.Pariya Chirabandhu Director 13. Mr.Manate Rattakul Director 6. To appoint auditors and fix audit fees for the period ending December 31, 2002 as follows : 6.1 Mr.Vichien Thamtrakul,Registration No.3183 and/or Mr.Vairoj Jindamaneepitak, Registration No.3565 and/or Ms.Tipsuda Chumnanvanichkul,Registration No.3377 of SGV-Na Thalang & Co.,Ltd. 6.2 To approve the regular audit fee for the Year 2002 an amount of 614,000.00 Baht (six hundred and fourteen thousand Baht) 7. To approve the company to amend the par value from Baht 10 (ten Baht) per share to Baht 1 (one Baht) per share 8. To approve the amendment to Clause 4 of the Company's Memorandum of Association to conform to the new par value of the shares as follows "Clause 4 The registered capital is Baht 250,000,000 (two hundred and fifty million Baht) Divided into 250,000,000 shares (two hundred and fifty million shares) With a par value of Baht 1 (one Baht) each Consisting of Ordinary shares 250,000,000 shares (two hundred and fifty million shares) Preference shares - None - shares ( - None - )" 9. To approve the amendment to the first paragraph of Article 4 of the Company's Articles of Association, regarding the par value of the shares, as follows; "Article 4 The shares of the Company are ordinary shares, with a par value of Baht 1 (one Baht) each." In this regard, the other paragraphs under Article 4 shall remain unchanged. 10. Other issues - None - Yours faithfully, for Haad Thip Plc. Sec.Lt. (Phairoch Rattakul) Managing Director Office of the Managing Director Tel.392 - 9984 - 5 Ext.108