THE RESOLUTIONS OF SHAREHOLDERS' ANNUAL GENERAL MEETING 1/03

No. EGCO 350/161 Date : April 30, 2003 Attn : President of the Stock Exchange of Thailand Subject:The resolutions of Shareholders' Annual General Meeting No.1/2003 Electricity Generating Public Company Limited (EGCOMP) would like to inform the Stock Exchange of Thailand (SET) that the Shareholders' Annual General Meeting No. 1/2003 held on April 30, 2003 passed the following resolutions: 1. To adopt the Minutes of the Shareholders' Annual General Meeting No.1/2002 held on April 22, 2002. 2. To approve the Board of Directors' Annual Report for the year 2002 and to acknowledge the previous payment of interim dividend for the first half-year operation of the year 2002 at Baht 1.25 per share on September 24, 2002. 3. To approve the Balance Sheet and Profit and Loss Statement as at December 31, 2002, which was reviewed by the Audit Committee and audited by the Auditor. 4. To approve the appropriation of net profit for the year 2002 amounting to Baht 2,958,478,577 for legal reserve amounting to Baht 87,167,900 and approve the dividend payment for the second half-year operation of the year 2002 at Baht 1.25 per share on May 19, 2003. Thus, including the interim dividend for the first half-year operation of the year 2002, the total dividend for the operation of the year 2002 is equal to Baht 2.50 per share. 5. To appoint the following persons as the auditors for year 2003: 1. Mr. Prasarn Chuaphanich CPA#3051 2. Mr. Suchart Luengsuraswat CPA#2807 3. Mr. Prasit Yuengsrikul CPA#4174 of PricewaterhouseCoopers ABAS, Ltd. with the remuneration of not exceeding Baht 1,563,549. 6. To approve the amendment to article 12 of the company's Articles of Association regarding Treasury Stock in order to be in line with the notification of the SET Re: Disclosure of information and any act of a listed company in the case that a listed company repurchases their own shares and dispose of such repurchase shares (2nd amendment) BE 2545 and the amendment to article 13 of the Company's articles of association in order to increase the number of the Directors from the maximum of 13 persons to be the maximum of 15 persons. 7. To approve the cessation of the allocation of 3,535,000 shares remaining from unexercised warrants previously issued for EGCOMP Group's employees since the company's cash status is still sufficient to fund the investment under the business plan. 8. To elect the new Directors and Directors to replace retiring and resigning directors and to determine the directors' remuneration as follows : 8.1 The four Directors who retired by rotation were Mr.Somchai Wongsawat, Mr.Richard McIndoe, Mr.Aswin Kongsiri, and Mr.Boonshai Jiwalai. 8.2 The two Directors who tendered their resignation effective on the Annual General Meeting No.1/2003 were Mrs.Angoon Kamolyabutr and Mr. Sommai Phasee. 8.3 To re-elect Mr.Somchai Wongsawat, Mr. Richard McIndoe, Mr.Aswin Kongsiri, and Mr.Sommai Phasee as EGCOMP's Directors for another term. 8.4 To elect Mr.Sitthiporn Ratanopas, Mrs.Pannee Sathavarodom, Mr.Charu-Udom Ruangsuvan, and Mr.Seri Chintanaseri as EGCOMP's directors. 8.5 To approve the Board of Directors' remuneration as proposed with the following details: - To approve the remuneration of Baht 30,000 monthly retainer with Baht 10,000 for each Board meeting attended. The Chairman of the Board shall receive 25% additional remuneration both in retainer and meeting allowance. Any absent directors shall not receive the meeting allowance. - To approve the bonus amount equaling 0.5% of the consolidated net profit after tax but not exceeding Baht 11 million to be appropriated at the Board's discretion. - To authorize the Board of Directors to determine the remuneration of the Board's Committees namely the Audit Committee, the Nominating and Remuneration Committee and the Executive Committee to correspond with the liabilities of each committee. The Minutes of Shareholders' Annual General Meeting No. 1/2003 held on April 30, 2003, which will be submitted for adoption at the next shareholder meeting, will be reported to the SET by May 14, 2003. Yours sincerely, Kraisi Karnasuta President