February 20, 2009 Subject Board of Director's significant resolution and the Extraordinary and the Annual General Meeting of Shareholders To The President, The Stock Exchange of Thailand At the Board of Director's meeting of Central Pattana Public Company Limited ("the Company") No.1/2009 held on February 20, 2009 at 13.30 P.M., the meeting has passed the following significant resolutions as follows: 1. Approved the entering into agreement to sub-lease assets on which the CentralPlaza Lardprao project is located with Central International Development Company Limited (see attachment 1) 2. Approved to authorize the non-interested directors to approve the guarantee for the lease of land and construction of Central Department Store Company Limited in the meeting which will be held on March 16, 2009. 3. Approved the audited financial statements for the year ended December 31, 2008. 4. Approved the dividend payment from the Company's business operation for the year 2008 of 0.33 baht per share. The share register book for the right to receive dividend shall be recorded on May 14, 2009. Also, May 15, 2009 shall be the book closing date on which the shareholder list as specified in section 225 of the Securities and Exchange Act shall be compiled and dividend payment will be made on May 29, 2009. 5. Approved the Directors' retainers and meeting fees for 2009 as proposed by the Nomination and Remuneration Committee not more than baht 9,000,000 per year. 6. Approved the appointment of KPMG Phoomchai Audit Ltd. as the auditor of the Company and its subsidiaries and the determination of year 2009 audit fees amounted to baht 5,220,000 per year as proposed by the Audit Committee. 7. Approved the appointment of 4 directors whose tenures have ended in 2009. The Nomination and Remuneration Committee proposed the re-election of those 4 directors as follow: 1) Mr. Chackchai Panichapat Independent Director (Audit Committee) 2) Mr. Sudhitham Chirathivat Non-Executive Director 3) Mr. Prin Chirathivat Non-Executive Director 4) Mr. Kanchit Bunajinda Non-Executive Director And also, approved the appointment of Mr.Karun Kittisataporn as an Independent Director of the Company as proposed by the Nomination and Remuneration Committee to substitute Mr.Anek Sithiprasasana whose tenure has ended and wish not to hold a director position in next term. 8. Approved the issuance of unsubordinated debentures (secured and/or unsecured) of the amount not exceeding baht 5,000 million, with a tenure not exceeding 10 years, offering to public and/or institutional investors and/or high networths as specified in the Notification of the Securities and Exchange Commission No. KorYor. 40/2549 or the amendment of the Notification of the Securities and Exchange. The propose of the fund raising is to support the Company's investment plan. 9. Approved to convene the Extraordinary General Meeting of Shareholders ("EGM") No.1/2009. The closing date of the share register book for the right to attend the EGM on March 9, 2009 until the end of the meeting. The EGM will be held on March 25, 2009 at 14.00 P.M., at Chidlom Room, on 30th floor, The Offices at CentralWorld, Rama I Road, Patumwan, Bangkok. The agendas of the EGM are as followings: Agenda 1 To certify the Minutes of the Annual General Meeting of Shareholders No.1/2008 Agenda 2 To approve the entering into sub-lease assets agreement of Lardprao project with Central International Development Company Limited Agenda 3 Other agendas (if any) 10. Approved to convene the Annual General Meeting of Shareholders ("AGM") No.1/2009.The share register book for the right to attend the AGM shall be recorded on April 2, 2009. Also, April 3, 2009 shall be the book closing date on which the shareholder list as specified in section 225 of the Securities and Exchange Act shall be compiled and the AGM No.1/2009 will be held on April 30, 2009 at 10.00 A.M., at Chidlom Room, on 30th floor, The Offices at CentralWorld, Rama I Road, Patumwan, Bangkok. The agendas of the AGM are as followings: Agenda 1 To certify the Minutes of the Extraordinary General Meeting of Shareholders No.1/2009 Agenda 2 To acknowledge the Company's operating performance for the year 2008 Agenda 3 To approve the audited financial statements for year ended December 31, 2008 Agenda 4 To approve the dividend payment from business performance for the year 2008 Agenda 5 To approve the appointment of re-election directors whose tenures have ended for year 2009 Agenda 6 To approve the directors' remunerations for year 2009 Agenda 7 To approve the appointment of the Auditor and to approve the audit fees for year 2009 Agenda 8 To approve the change in the names and number of authorized directors Agenda 9 To approve the issuance of debentures of the amount not exceeding bath 5,000 million Agenda 10 To approve the guarantee for the lease of land and construction of Central Department Store Company Limited Agenda 11 Other agendas (if any) Please be informed accordingly. Yours faithfully, (Ms.Naparat Sriwanvit) Company Secretary