Central Pattana Plc (CPN) resolved in its 1/1997 shareholders' meeting held in Monday, April 28, 1997 as follows: Agenda 1: Approved the 2/1996 extraordinary shareholders' meeting report. Resolution: Resolved unanimously to approve the 2/1996 extraordinary shareholders' meeting report. Agenda 2: Acknowledging the 1996 operating performance. Resolution: Resolved unanimously in approving and acknowledging the 1996 operating performance. Agenda 3: Approve the balance sheet and profit and loss statement for the period ending December 31, 1996. Resolution: Resolved unanimously in approving the balance sheet and profit and loss statement for the period ending December 31, 1996. Agenda 4: Considering allocation of profit and approving dividend payment for 1996. Resolution: Resolved unanimously in allocating a legal reserve for 5% of net profit or Bt27,634,482 and approved the dividend payment for the period 1996 in May 28, 1997 at Bt1.50 per share. Agenda 5: Considering appointment of directors to replace the expired. Resolution: According to company's regulation, those directors are: 1. Mr.Wanchai Jirathiwat 2. Mr.Anek Sithiprasart 3. Mr.Amorn Jansomboon 4. Mr.Tawee Noonpakdi The meeting considered and resolved unanimously for those people to take the position for another term. Agenda 6: Considered appointing an auditor and determine compensation. Resolution: Resolved unanimously in appointing Mr.Paitoon Taweephol or Mr.Theeraphong Kaewrattanapattama of SGV na Thalang Office as the company's auditor for the period 1997 by receiving compensation of Bt920,000. Agenda 7: Considering directors' compensation. Resolution: Resolved unanimously in paying compensation to directors at Bt1 million per year by appointing managing director to allocate the money and to hold meetings not less than 4 per year. Agenda 8: Consider other issues. (None)