Names of Members&Scope of Performance of the Audit Committee

F 24-3 Form for Report on Names of Members and Scope of Performance of the Audit Committee The Board of Directors meeting of Electricity Generating Public company Limited. (EGCO) Company No.11/2003 held on December 15, 2003 passed resolutions appointing as follows: 1. Mr. Chaipat Sahasakul - Chairman of the Audit Committee. 2. Mr. Worawit Khamkanist - Member of the Audit Committee. therefore, at January 1, 2004 1. Names of members of the Audit Committee are as follows : Remaining terms of holding office Chairman of the Audit Committee Mr. Chaipat Sahasakul 6 months Member of the Audit Committee Mr. Charu-Udom Ruangsuvan 6 months Member of the Audit Committee Mr. Worawit Khamkanist 6 months Secretary to the Audit Committee Ms. Jutatip Mahavera 2. The Audit Committee of the Company has the scope of duties and responsibilities, and shall report to the board of directors on: Duties 1. Review the accuracy and adequacy of EGCO's financial reporting. 2. Review the appropriateness and effectiveness of internal control systems and internal audit functions. 3. Monitor EGCO's compliance with Securities and Exchange Acts and Regulations of the SET, and any other laws relevant to EGCO's business. 4. Recommend the Board of Directors the external auditing firm as well as the audit fees for appointment by the shareholders to audit EGCO's financial statements. 5. Consider the accuracy and adequacy of EGCO's disclosure on related-party transactions or any transactions that may cause conflict of interest. 6. Review the Internal Audit Charter prior to submit to the Board of Directors for approval. 7. Approve the interval audit plan as well as budget and personnel. 8. Review the internal audit function, including: - The independence of internal audit division. - The reporting obligation. 9. Review the appointment, transfer and termination of the chief of internal audit division 10.Evaluate with Management the rewarding and penalty of the chief of internal audit division. 11.Review with Management the EGCO's policy on risk management and its adequacy. 12.Review or modify code of conduct prior to submit to the Board of Directors for consideration. 13.Review with Management the methodology to encourage compliance with EGCO's code of conduct. 14.Review with Management the preparation of Management's Discussion and Analysis or MD&A and its disclosure on Annual Report. 15.Review the EGCO's policy on financial management. 16.Prepare a report that describes the Audit Committee's activities and responsibilities. This report shall be signed by the Chairman of the Audit Committee and published in the annual report to the shareholders. 17.Review the Audit Committee Charter at least annually. 18.Report Audit Committee's activities to the Board of Directors. 19.Perform any other act as assigned by the Board of Directors with approval of the Audit Committee. Responsibilities In performing duties under this Charter, the Audit Committee is directly responsible to the Board of Directors, whereas the full Board of Directors remains responsible to third persons for the operations of EGCO. Authority 1. Invite EGCO's Directors, management, or staffs to consider certain matters related to the business of EGCO, its subsidiaries and its joint venture companies and projects within the scope of the Audit Committee's duties and responsibilities. 2. Seek any information from independent professional advisors as deem necessary at EGCO's expense. 3. Direct and supervise an investigation into any matter as deemed necessary to accomplish the Audit Committee responsibilities. The Company hereby certifies that the aforementioned members meet all the qualifications prescribed by the Stock Exchange of Thailand. (Seal) Signature _______________________ Director and (Mr.Worawit Khamkanist) Acting President