18 April 2003
REPORT ON SHAREHOLDERS' RESOLUTIONS
Report on Central Pattana Public Company Limited Shareholders' Resolutions
April 17, 2003
To : The President
The Stock Exchange of Thailand
Subject : To report on shareholders' resolutions
Central Pattana Public Company Limited would like to report on the resolutions passed at
an annual ordinary shareholders' meeting #1/2003 held on April 17, 2003 as follows:
1. Certify the minutes of an extraordinary shareholders' meeting #1/2002 held on November 15, 2002
2. Acknowledge the directors' report for the year 2002
3. Approve the audited financial statement for the year ended December 31,2002
4. Approve to pay dividend for the year 2002 at Baht 1.00 per share on May 16, 2003 to the
shareholders whose name appeared in the share register as at May 2,2003
5. Appoint the directors whose tenure have ended, as follows:
5.1 The directors whose tenure have ended are
1. Mr. Vanchai Chirathivat
2. Mr. Anek Sithiprasasana
3. Mr. Suthichai Chirathivat
4. Mr. Sudhitham Chirathivat
5. Mr. Prin Chirathivat
5.2 The directors who were appointed are
1. Mr. Vanchai Chirathivat
2. Mr. Anek Sithiprasasana
3. Mr. Suthichai Chirathivat
4. Mr. Sudhitham Chirathivat
5. Mr. Prin Chirathivat
5.3 Approve the directors remuneration for the year 2003 at the amount not exceed Baht 3,000,000
6. Appoint the following persons from PricewaterhouseCoopers ABAS Limited as auditors of the
Company for the year 2003
Name CPA No.
1. Mr. Boonmee Ngotnngamwong 3673
2. Mr. Kajornkiet Aroonpirodkul 3445
3. Mr. Prasit Yuengsrikul 4174
and approve the audit fee for the year 2003 of Baht 1,260,000
7. Approve to increase limit of foreign shareholders from 20% to be 30% of paid-up capital and to
amend the Articles of Association accordingly.
8. Approve to grant authority to the Board of Directors to buy back the Company' s shares
(Treasury stock) that not exceed 10% of paid-up capital including the amendment to the
Articles of Association accordingly.
9. Approve the change of authorization of the 3 directors who are authorized directors in the
companies that has related transactions with the Company namely,
1. Mr. Suthikiati Chirathivat
2. Mr. Sudhisak Chirathivat
3. Mr. Suthichart Chirathivat
to be unauthorized directors to avoid the conflict of interest.
10. Acknowledge the change of business policy between the Company and Department Store.
The Company will solely invest in the land and construction costs for the whole project and
Department Store will be treated as an anchor tenant and pay rental fee on a fair market rate.
11. Grant authority to the Board of Directors to select and appoint new director to replace
Khun Viroj Phutrakul, who has passed away.
Please be informed accordingly
Your Faithfully,
Naris Cheyklin
Secretary to the Board of Directors