06 August 2007
To Clarify about the Lease Agreement of Central Lardprao Pro
August 6, 2007
Subject: To Clarify about the Lease Agreement of Central
Lardprao Project
To: President, The Stock Exchange of Thailand
Whereas on August 2, 2007 the share prices of Central Patana
Public Company Limited ("The Company") dipped erratically,
causing investors to enquire about the lease agreement of Central
Lardprao Project, the company therefore would like to give
explanation as follows.
The news as reported by the various media that the Transport
Committee of the National Legislative Assembly has passed a
resolution to stop the State Railway of Thailand from negotiating
with Central on the rent of property at the Phahon Yothin Triangle,
and invite new bids instead.
The company wishes to clarify that consideration of the
said project is still ongoing, and has not been cancelled
as reported. It is true the company sent a letter dated
November 10, 2000 requesting the State Railway to
negotiate an extension of the contract, to which
the Railway replied by letter dated February 5, 2001
stating that it "cannot consider proceeding with
this (request) yet". The Railway's reply cannot by
any stretch of imagination be construed as firm and
final refusal to consider renewing a contract with Central,
though there is an effort from some quarters to make it appear so.
Besides, the Railway subsequently requested for legal
opinions from both the Office of Attorney General
and the Office of the Council of State regarding the legal
aspects pertaining to Central Inter Development Co.,
Ltd's proposal to rent property under the Central
Plaza Project, Ladprao, Phahon Yothin Triangle to
continue its business operation. The legal opinions
given to the State Railway by both Offices, in essence,
were identical. In brief, because there is an agreement
in the land rent contract of 1978 that after 30 years,
ownership of all buildings, equipment and systems on
the rented land will be transferred to the State Railway
and the Railway will lease all these to the company
to continue its business at rental rates and other benefits
to be mutually agreed. If the contracting parties fail to
reach an agreement, the lessee shall transfer ownership of
all buildings and constructions to the lesser.Therefore,
the next step is to act in accordance with the Royal Act
on Private Participation in State Affairs (B.E. 2535), namely,
the Railway has to appoint a Committee as stipulated by
Section 13 of the Act to negotiate returns and benefits to
the State, without issuing a new invitation for private sector
participation. The Council of State added, for the
benefit of the State, the Railway should expedite
the proceeding,bearing in mind also the expiry date
of the present contract as well as problems and
hindrances encountered in the business of the private sector,
The company believes the State Agency will follow the
given by the Council of State because there is a Cabinet
resolution requiring all State Agencies that have requested
the Council for a legal opinion, to act accordingly upon
the legal opinion once it has been given by the Council.
This is because the Council of State together with
the Office of the Council of State is the advisory
institute of the State, founded by Statute,
with the responsibility of giving legal opinions that are
carefully considered, thorough, and free from prejudice.
It is an important mechanism of the administration under
the "rule of law" to ensure that administrative powers
are exercised in accordance with the intents of laws and
are exercised legally for the benefits of the public as a whole,
not belonging to any particular person or group of people.
Thus, negotiation on returns and benefits to the state
from this project, according to the legal opinions of both
the Office of the Council of State and the Office of
Attorney General, is the jurisdiction of the Committee that
the State Railway has appointed in accordance with Section 13
of the the Royal Act on Private Participation in State Affairs
(B.E. 2535). Section 13 specifies that the Committee shall consist
of 12 persons comprising representatives from various Ministries
and Government Agencies plus individual experts in the subject
concerned, to ensure non intervention and that consideration of
the matter does not fall into the hand of a single person
or a single Agency whereupon it might go astray without
adhering to any firm principle.
To our knowledge, the Committee is in the process of hiring
the first independent appraisal firm and is also selecting
a second one to carry out a study and appraise the values
of land and buildings.The information thus obtained will
form the basis for price negotiation.
The company is therefore confident that the ensuing
negotiation will be conducted in accordance within
the realm of relevant laws,with transparency,
and based on firm and fair ground. We wish to
assure all concerned that we are ready to abide by
all terms and look forward to the negotiation of the
new contract.
Yours faithfully,
(Mr.Naris Cheyklin)
Secretary to the Board of Directors