SHAREHOLDERS' RESOLUTIONS

Phatra Leasing Plc, at the ordinary shareholders meeting held on Jan 30, 1998, was resolved as follows: 1. To approve not to pay dividend 2. To reinstated directors -- Mr Bantun Lamsam, Mr Visan Khongkah and Mr Vinai Bunyarataphan 3. To appoint SGV Na Talang Co Ltd as auditor with Bt355,000 auditing fee 4. To ratify directors' annual bonus at Bt400,000.