Central Pattana Public Company Limited Report on Shareholders' Resolutions November 15, 2002 Subject To report on shareholders' resolutions To President of The Stock Exchange of Thailand Central Pattana Public Company Limited would like to report the resolutions passed at an Extraordinary General Meeting of Shareholders No 1/2545 held on November 15, 2002 as follows: 1. Certify the Minutes of the Annual General Meeting of Shareholder No. 1/2545 held on March 29, 2002 2. Approve the decrease of its registered share capital reserved for an unexercised portion of its Euro Convertible Debenture of 20,987,750 shares or 209,877,500 Baht 3. Approve the amendment to Clause 4. of the Memorandum of Association in accordance with the decrease of registered share capital "Clause 4 Registered capital 1,000,122,500 Baht (One billion one hundred twenty two thousand and five hundred Baht) Divided into 100,012,250 Shares (One hundred million twelve thousand two hundred and fifty shares) Par value of 10 Baht (Ten Baht) Comprise of -Ordinary shares 100,012,250 Shares (One hundred million twelve thousand two hundred and fifty shares) - Preferred shares - Shares" 4. Approve the increase of registered capital of the Company totaling 1,000,122,500 Baht divided into 100,012,250 shares with par value of 10 Baht. The closing of the shareholders register for right to subscribe for the newly issued shares will be from 12.00 a.m. on November 20, 2002 and the subscription period shall be on December 3-11, 2002 5. Approve the amendment to Clause 4. of the Memorandum of Association in accordance with the increase of Company's capital "Clause 4 Registered capital 2,000,245,000 Baht (Two billion two hundred and forty five thousand Baht) Divided into 200,024,500 Shares (Two hundred million twenty four thousand and five hundred shares) Par value of 10 Baht (Ten Baht) Comprise of -Ordinary shares 200,024,500 Shares (Two hundred million twenty four thousand and five hundred shares) - Preferred shares - Shares" 6. Approve the allocation of newly issued ordinary shares of 100,012,250 Shares (One hundred million twelve thousand two hundred and fifty shares) to the existing shareholders (Right Offering) by 1 existing share entitle to 1 newly issued shares with the subscription price of Baht 10 (Ten Baht) per shares. Any unsubscribed newly issued shares remaining from such allotment to the existing shareholders shall be offered to the shareholders who wish to subscribe for shares in excess of their entitlement at the same price. The Company shall allocate the remaining unsubscribed newly issued shares to the shareholders who wish to subscribe for shares in excess of their entitlement as the following manner; (a) If the number of shares remaining exceed the number of shares, which the shareholders wish to subscribe for shares in excess of their entitlement, all remaining shares will be allocated to the shareholders who wish to subscribe for shares in excess of their entitlement. The Executive Committee shall be empowered to consider and allocate those remaining unsubscribe shares to specific investor and/or institutional investor and/or qualified investor in accordance with the regulation the Securities and Exchange Commission. (b) If the number of shares remaining are less than the number of shares which the shareholders wish to subscribe for shares in excess of their entitlement, remaining shares will be proportionately allocated to those shareholders at the same ratio as their entitlement. Nevertheless, if there are shares still remaining, this allocation method will be applied until there is no remaining share. The Executive Committee shall be empowered to consider and determine any condition and other details necessary for the allocation of newly issued ordinary shares; for example, details of allotment method to existing shareholders, to negotiate, conclude, and sign any related agreements or documents including to perform any other duties necessary and related to the newly issued ordinary shares as well as listing newly issued ordinary shares on the Stock Exchange of Thailand. 7. Approve the decrease of shares value by changing the par value of the Company (par split) from 10 Bath per share to 5 Bath per share after the increase of registered capital including the amendment to the articles of assosiation accordingly 8. Approve the amendment to Clause 4. of the Memorandum of Association in accordance with the change of par value of the Company "Clause 4 Registered capital 2,000,245,000 Baht (Two billion two hundred and forty five thousand Baht) Divided into 400,049,000 Shares (Four hundred million and forty nine thousand shares) Par value of 5 Baht (Five Baht) Comprise of -Ordinary shares 400,049,000 Shares (Four hundred million and forty nine thousand shares) - Preferred shares - Shares" 9. Approve the issuance and offering of debentures : Type : Unsubordinated Secured and/or Unsecured debentures Amount : 5,000,000,000 Baht (Five thousand million Baht ) Tenor : Not over 10 years Offering : Public Offering and/or Private Placement 10. Approve the cancellation of authorization of Mr.Viroj Phutrakul, a director, who also serve a director at a commercial bank. Under the Bank of Thailand' s regulation, directors of commercial banks have limitation to serve as authorized directors in any other company. Please be informed accordingly. Yours sincerely, Naris Cheyklin Secretary to the Board of Directors