REPORT ON SHAREHOLDERS' RESOLUTIONS

0042/2543 January 23, 2001 The Managing Director The Stock Exchange of Thailand REPORT ON SHAREHOLDERS' RESOLUTIONS Phatra Leasing Public Company Limited would like to report on the resolution made at a shareholders' ordinary meeting held on January 23, 2001 from 10.30 a.m. at Charenkrung Room, Muangthai Life Assurance Assembly Hall, Rachadaphisek Road, Huaykwang Bangkok. The details of the resolutions are as following: 1. To certify the minutes of the ordinary meeting of shareholders 2000 2. To consider and certify the directors' report concerning the operating business for the year 2000. 3. To approve the company's financial statements as at September 30,2000. 4. To allocation of net profit for legal reserves for 2000's 3,283,823.- Bath. 5. To pay dividends for 2000's at Bt.1.00 per shares.On February 2, 2001. 6. To reappoint the directors whose tenure has ended are as follow. The directors whose tenure has ended are as follows. Mr.Kaorop Nutchanart , Mr.Visal Khongkha , Mr.Vinai Punyaratabandhu The directors being re-appointed are as follows Mr. Kaorop Nutchanart , Mr.Vinai Punyaratabandhu To appoint new directors as follows Mr.Anek Pupitthayasataporn The members of the new board of directors are Mr. Kaorop Nutchanart , Mr.Vinai Punyaratabandhu , Mr.Anek Pupitthayasataporn 7. To approved the cancellation of unsold bond at the amount of Baht 250 million from the total amount not exceeding Baht 1,000 million as issued by the resolution of the Ordinary Meeting of Shareholders in 1996 dated January 21,1996. The shareholders' also approved he issuance and offer for sale of Unsecured Bond at the amount not exceeding Baht 1,500 million as company appropriate working capital consistent with business plan and expansion in the future. Such terms and conditions of the bond as type, tenor and the other feathers shall be determined by The Board of Directors of the company and/or the person assigned by the Board of Directors of the company. 8. To appoint the directors' remuneration for the year 2000 as 1,100,000.-Bath. 9. To appoint the auditors for the year 2001,as follows: Mr.Vichien Thamtrakul , Registration No. 3183 and/or Mrs.Sudchit Boonprakob , Regisration No. 2991 and/or Ms.Wipa Jindanuwat , Registration No. 3296 of SGV NA Thalang & Co.,Ltd. And fix the auditing fee 470,000.-Bath. 10. Consider other issues (if any) Thipsuda Kuenkhong Vice President general Administrative Office