11 February 2005

Notice of the change of the value and increase the registred

No. 0353/2005 10 February 2005 To: The President The Stock Exchange of Thailand Re: Notice of the change of the par value of the Company shares and the increase of the registered capital of the Company and the amendment to the Articles of Association of the Company According to the Annual General Shareholders Meeting for the year 2005 of Phatra Leasing Public Company Limited, held on 31 January 2005, the meeting has passed the resolution to change the par value of the shares of the Company from Baht 10 to Baht 1 per share and to amend Clause 4 of the Memorandum of Association of the Company with respect to the registered capital of the Company to be in line with the change of the par value of the shares to be as follows: "Clause 4. Registered capital of Baht 300,000,000 (Three Hundred Million Baht) Divided into 300,000,000 shares (Three Hundred Million shares) with a par value of Baht 1 (One Baht) each, categorized intoordinary shares in the number of 300,000,000 shares (Three Hundred Million shares), preference shares in the number of - shares (- shares)" And the Meeting has passed the resolution to increase the registered capital of the Company in the amount of Baht 150,000,000 from the existing registered capital of Baht 300,000,000 to the new registered capital of Baht 450,000,000 by issuing 150,000,000 new ordinary shares at a par value of Baht 1 each and to amend Clause 4 of the Memorandum of Association of the Company with respect to the registered capital of the Company to be in line with the increase of the registered capital of the Company to be as follows: "Clause 4. Registered capital of Baht 450,000,000 (Four Hundred and Fifty Million Baht) divided into 450,000,000 shares (Four Hundred and Fifty Million shares) with a par value of Baht 1 (One Baht) each, Categorized into ordinary shares in the number of 450,000,000 shares (Four Hundred and Fifty Million shares), preference shares in the number of - shares (- shares)" Furthermore, the Meeting has passed the resolution to amend Articles 4 and 8 of the Articles of Association of the Company and adding Article 46 to the Articles of Association of the Company as follows: (1) Articles 4 and 8 shall be repealed and replaced with the following wording: "Article 4 Shares of the Company shall be ordinary shares with a par value of Baht 1 per share." "Article 8 The Company shall not own its shares or take them in pledge except in the case where the Company repurchases its shares from the shareholders (treasury stocks) pursuant to the Public Limited Companies Act (No. 2) B.E. 2544 and the notification of the Board of Governors of the Stock Exchange of Thailand relating to disclosure of information and any act of a listed company in the case the listed company repurchases its own shares and disposes of such repurchased shares. The repurchase of shares and the disposition of shares, including the decrease of the registered shares shall be made in accordance with the rules and procedures specified in the applicable ministerial regulations." (2) Article 46 shall be added as follows: "Article 46 In case the Company or its subsidiary makes a decision to enter into a connected transactions or transactions concerning the acquisition and disposition of substantial assets of the Company or the subsidiary pursuant to the definitions and regulations prescribed under the notifications of the Stock Exchange of Thailand enforcing on the connected transactions of a listed company or the acquisition and disposition of substantial assets of a listed company, as the case maybe, the Company shall comply with the regulations and procedures as stipulated by the said notifications which require the Company to proceed in connection with such matters." In the regard, the Company has already completed the registration of the change of the par value, the increase of the registered capital of the Company and the amendment to the Articles of Association of the Company with the Department of Business Development, Ministry of Commerce on 10 February 2005, as per the attached. Please be informed accordingly. Sincerely yours, (Mr. Krirkchai Siribhakdi) President