RESOLUTION PASSED AT SHAREHOLDERS' MEETINGS

0321/2542 January 29, 1999 The Managing Director The Stock Exchange of Thailand REPORT ON SHAREHOLDERS' RESOLUTIONS Phatra Leasing Public Company Limited would like to report on the resolutions made at a shareholders' ordinary meeting held on January 29, 1999 . The details of the resoulations are as follows: 1. To certify the minutes of the ordinary general meeting of shareholders' 1998. 2. To approve the annual report and directors' report for the year 1998. 3. To approve the company's financial statements as at September 30,1998. 4. Not to allocate net profit for legal reserves and omits dividend payment for the operation from year 1998. 5. To re-appoint the directors whose tenure has ended, as follows : 1. Mr.Poomchai Lamsam 2. Mr.Krirkchai Siribhakdi 3. Mr.Vasant Chariyatantiwate 6. To appoint the auditors for the year 1999, as follows: Mr.Prasit Musikabhantu C.P.A. No.2675 and/or Mr.Vichien Thamtrakul C.P.A. No. 3183 from SGV - Na Thalang Co.,Ltd. and fix the auditing fee 400,000.-baht. 7. To omits the directors' remuneration for the year 1998. (Krirkchai Siribhakdi) President