February 21, 2007 Subject: Board of Director's resolution regarding the 2007 Annual General Meeting of Shareholders To: President, The Stock Exchange of Thailand At the Board of Director's meeting of Central Pattana Public Company Limited ("the Company") No.1/2007 held on February 21, 2007, the meeting has passed the following resolutions which will be presented to the 2007 Annual General Meeting ("AGM") of Shareholders for approval: 1.Approved the audited financial statements for the year ended December 31, 2006. 2.Approved the dividend payment from the Company's business operation for the year 2006 as follows; 2.1 Dividend payment from the business operation of the Company for the year 2006 to its shareholders of Bt 0.31 per share. The dividend will be paid on May 25, 2007. 2.2 The Share Register Book for the right to receive the dividend will be closed on May 9, 2007 at 12.00 A.M. 3.Approved the Directors' remuneration and meeting allowances for 2007 as proposed by the Nomination and Remuneration Committee. The details are as follows: 3.1 Directors' Remuneration - Independent Director who serves as the Chairman of the Audit Committee will receive remuneration of Bt 70,000 each quarter. - Independent Director who serves as a member of the Audit Committee will receive remuneration of Bt 60,000 each quarter. - Honorary Director will receive remuneration of Bt 40,000 each quarter. - Executive Director or Directors who are Shareholders' representative will receive remuneration of Bt 20,000 each quarter. 3.2 Meeting Allowances for the Board of Directors - Independent Director will receive meeting allowances of Bt 30,000 for each meeting. - Honorary Director and Executive Director or Director who are Shareholders' representative will receive meeting allowances of Bt 20,000 for each meeting. 3.3 Meeting Allowances for the Audit Committee - The Chairman of the Audit Committee will receive Bt 25,000 for each meeting. - A member of the Audit Committee will receive Bt 22,500 for each meeting. 3.4 Meeting Allowances for each member of the Nomination and Remuneration Committee will be Bt 20,000 for each meeting. 4.Appointment of KPMG Phoomchai Audit Ltd. as the auditor of the Company and its subsidiaries and the determination of year 2007 audit fee amounted to Bt 4,140,000 per year as proposed by the Audit Committee. 5.Appointment of 5 members of the Board of Directors of the Company whose tenure have ended. The Nomination and Remuneration Committee proposed the re-election of those 5 directors as follow: 1. Mr.Anek Sithiprasasana 2. Mr.Suthikiat Chirathivat 3. Mr.Suthichart Chirathivat 4. Mr.Sudhisak Chirathivat 5. Mr.Kobchai Chirathivat 6.Approved the issuance of long-term unsubordinated debentures (secured or unsecured) up to the total amount of Bt 8,000 million, with a tenor up to 10 years.The propose of the fund raising is to support the Company's investment plan and repay loan due in 2007.The Company will propose for the Shareholders' approval to authorize the Board of Director to consider details on amount of each issuing, type of bond and period when the issuance will take place. 7.Approved to fix the date and time of the 2007 Annual General Meeting of Shareholders with its agenda as follows: 7.1 Closing the date of the Company Share Register for the right to attend the AGM on April 9,2007. 7.2 The AGM No.1/2007 will be held on April 27,2007 at 14.00 P.M., Chidlom room, on 30th floor, The Offices at CentralWorld, Bangkok. 7.3 The agendas of the AGM 2007 are as follows: Agenda 1 To certify the Minutes of the AGM No.1/2006 Agenda 2 To acknowledge the Company's operating performance for the year 2006 Agenda 3 To approve the audited financial statements for year end December 31, 2006 Agenda 4 To approve appropriate profit allocation and the dividend payment for the year 2006 business performance Agenda 5 To approve the appointment of five re-election directors whose tenure have ended. Agenda 6 To approve the directors' remunerations Agenda 7 To appoint the Auditor and to approve the audit fees for year 2007 Agenda 8 To approve the long-term debenture issuance up to the total amount of Bt 8,000 million Agenda 9 Other agendas (If any) Please be informed accordingly, Yours faithfully, Naris Cheyklin Secretary to the Board of Directors