VIEWED QUARTER-3 AND CONSOLIDATED F/S (F45-3)

subsidiaries are prepared in accordance with generally accepted accounting principles practiced in Thailand, the regulations of the Office of the Securities and Exchange Commission and the Stock Exchange of Thailand. The consolidated financial statements for the three-month period and nine-month period ended September 30, 1999 consist of the financial statements of Sino-Thai Engineering and Construction Public Company Limited and the financial statements of subsidiaries, Sino-Thai Construction Services Company Limited and Sino-Thai Resources Development Public Company Limited. The consolidated financial statements for the three-month period and nine-month period ended September 30, 1998 consist of the financial statements of Sino-Thai Engineering and Construction Public Company Limited and the financial statements of subsidiaries and subsidiaries of subsidiaries, Sino-Thai Construction Services Company Limited, Sino-Thai Resources Development Public Company Limited and Siam Dimension Stone Company Limited, are as follows: Percentage of Assets which included Revenue which included in consolidated in consolidated Shares holding total assets total revenue 1999 1998 1999 1998 1999 1998 Subsidiaries held by the Company Sino-Thai Construction Services Company Limited 99.99 99.99 6.09 7.44 3.67 7.58 Sino-Thai Resources Development Public Company Limited 51.16 51.16 7.01 6.08 3.15 1.22 Subsidiaries of subsidiaries held indirectly Siam Dimension Stone Company Limited - 35.81 In 1998 can exercise influence over such company's operating. On March 30, 1999, the Company has sold Siam Dimension Stone's shares to external shareholders which caused the Company has reduced portion in investment in Siam Dimension Stone from 70 % to 19 %, so it has not be included in consolidated financial statements. All significant intercompany transactions and accounts are eliminated in preparing the consolidated financial statements. 2.2 Excess of Cost Over Book Value of Investment As at September 30, 1999 and 1998, the excess of cost over book value of investment in its subsidiary and associated companies at acquisition are amortized by the straight-line method over a period of 10 years. NOTE 3 - THE SUBSIDIARY'S OPERATION A subsidiary's Company has been informed by a letter from the Stock Exchange of Thailand reference No. Bor Jor/Mor 1921/2540 dated December 17, 1997, of its suspension from trading because of the decline in value of its assets and because it has ceased its main operations. The Company is presently working on its rehabilitation plan. On April 8, 1998, a subsidiary's Company has entered into agreement with a financial institute to be a financial consultant and work on the rehabilitation plan due to its suspension from trading. In the period of 1999, the significance of the uncertainty of the above subsidiary company to continue as a going concern and cannot comply with the convenants and has overdue in due from related parties. NOTE 4 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICY Income Recognition Income from construction of the company are recognized on the basis of the percentage-of-completion method as estimated by the Company's engineers. Differences between income recognized on the basis of the percentage-of- completion method and billing income are recorded as accounts receivable. Subsidiary's income from sales are recognized when the goods are delivered. Service income are recognized on the basis of the percentage-of-completion method and invoices are collected. Rental income on equipments is recognized when invoices are collected. Expenses Recognition Costs of construction of the company are recognized on the basis of the percentage of work completed to the total estimated costs or the actual costs. Differences between the estimated costs and the actual cost are recognized on the basis of the percentage of work completed which are recorded as construction contracts in progress. Subsidiary's service costs are recognized on the basis of actual cost. Expenses are recognized on the accrual basis. Cash and Cash equivalents Cash and cash equivalents represent cash in hand, cash at banks and notes receivable financial institutes with maturity of 3 months or less, net of cash at bank pledged as collaterals. Allowance for Doubtful Accounts The Company provides allowance for doubtful accounts on the basis of those amounts which may prove to be uncollectible. Inventories Inventories of its subsidiaries are stated at cost, using first-in, first-out method, net of provision for obsolete stock. Investments Investment in securities for the period ended September 30, 1999 are classified and stated in conformity with Accounting Standards No.40 " Accounting for Investments in Debt and Equity Instruments" as follows: Short-term investments in marketable equity securities which held for trading are stated at fair value. Unrealized gains or losses arising on the revaluation of trading securities are reflected in the statement of income. Short-term investments in non-marketable equity securities, which is general investment, are stated at cost. Long-term investments in marketable equity securities available for sale are stated at fair value. Unrealized gains or losses arising on the revaluation of available for sale securities are shown as a separate from shareholders' equity and reflected in the statement of income upon sale. Long-term investments in non-marketable equity securities, which is general investment, are stated at cost. The moving average method is used to determine the cost short-term investments and long-term investments at the time of sales. Investment in securities for the period ended September 30, 1998 are stated as follows: Investments in listed securities are valued at the lower of aggregate cost or aggregate market value. The declining in value of non-current marketable securities is shown under shareholders' equity. Investments in its subsidiary and associated companies are stated at the equity method. Investments in other securities which the Company holds less than 20 percent is stated at cost net of allowance for devaluation of investment. Investments in joint ventures in which percentage of Company's portion of profit exceeds 20 percent are stated at equity method to proportionate method for all joint venture that the Company had a joint control. Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation is computed by the straight-line method, based on the estimated useful lives of assets 5-20 years. Deferred Charges Deferred charges of company, which included under other asset, represent the underwriting fee which is amortized over a period of 5 years and 10 years, respectively. Foreign Currency Accounts Foreign currency transactions during the period are translated into Baht at the rates prevailing at the dates of transactions. Liabilities in foreign currencies outstanding at the balance sheet date are translated into Baht at the rates prevailing at that date and at forward exchange rates where the Company has entered into forward exchange contracts. Basic Earnings (Loss) per Share Basic earnings (loss) per share is computed by dividing net income (loss) for the periods by the number of ordinary shares outstanding at the end of the period. NOTE 5 - RELATED PARTIES TRANSACTIONS The Company has significant transactions with its related parties. The financial statements reflect the effects of these transactions on the normal business operations. At September30, the balances with its related parties are as follows: 5.1 Due from related parties are summarized as follows: Consolidated Company's separate 1999 1998 1999 1998 Baht'000 Baht'000 Baht'000 Baht'000 Joint ventures Philipp Holzmann (Thai) /U.T.M. Engineering / Sino-Thai Joint Venture 36,525 39,956 36,525 39,956 Zueblin W&F Stecon joint venture 4,907 4,796 4,127 4,796 The Joint Venture of Tomen Enterprise (Bangkok) Limited/Sino-Thai Engineering and Construction Public Company Limited/ Totems Company Limited 23,333 586 23,333 586 Total 64,765 45,338 63,985 45,338 Consolidated Company's separate 1999 1998 1999 1998 Baht'000 Baht'000 Baht'000 Baht'000 Subsidiaries Sino-Thai Construction Services Company Limited - - 16,797 4,644 Sino-Thai Resources Development Public Company Limited - - 1 18 Total - - 16,798 4,662 Associated companies ACS Asia Limited 12 12 12 12 ACS Asia (1996) Company Limited - 1,811 - 1,811 MMR Asia Company Limited - 6,962 - 6,474 Thai Maintenance Contracting Company Limited 272 716 272 716 Total 284 9,501 284 9,013 Other related parties 43,025 18,949 20,683 18,949 Total 108,074 73,788 101,750 77,962 Less Allowance for doubtful accounts (28,984) (16,402) (18,978) (16,402) Total 79,090 57,386 82,772 61,560 5.2 Due from related parties are analyzed by aging as follows: Consolidated Company's separate 1999 1998 1999 1998 Baht'000 Baht'000 Baht'000 Baht'000 Current 36,363 43,733 43,270 47,638 Overdue 1 month to 4 months 22,134 24,583 22,062 25,339 Over 4 months to 12 months 14,066 3,034 13,455 2,546 Over 12 months 35,511 2,438 22,963 2,439 Total 108,074 73,788 101,750 77,962 5.3 Due to related parties are summarized as follows: Consolidated Company's separate 1999 1998 1999 1998 Baht'000 Baht'000 Baht'000 Baht'000 Subsidiaries Sino-Thai Construction Services Company Limited - - 177 1,301 Sino-Thai Resources Development Public Company Limited - - - 8 Total - - 177 1,309 Associated companies HTR Corporation Limited 175 217 175 217 ACS Asia Limited 76 96 76 96 MMR Asia Company Limited - 409 - 409 Total 251 722 251 722 Other related parties 11,313 3,790 2,647 3,790 Total 11,564 4,512 3,075 5,821 5.4 Short-term loans to related parties are summarized as follows : Consolidated Company's separate 1999 1998 1999 1998 Baht'000 Baht'000 Baht'000 Baht'000 Policy of interest on loans charging Joint ventures Philipp Holzmann (Thai)/ U.T.M. Engineering/ Sino-Thai Joint Venture 15,346 89,454 15,346 89,454 15% The Joint Venture of Tomen Enterprise (Bangkok) Limited / Sino-Thai Engineering and Construction Public Company Limited / Totems Company Limited 6,611 - 6,611 - 11% 21,957 89,454 21,957 89,454 Subsidiary Sino-Thai Construction Service Company Limited - - 172,608 205,402 5.48 - 7.28% Associated Company ACS Asia (1996) Company Limited - 5,094 - 5,094 14.75% MMR Asia Company Limited 17,050 20,363 11,612 14,863 17% Thai Maintenance Contracting Company Limited 7,000 13,000 7,000 13,000 12% 24,050 38,457 18,612 32,957 Other Related Parties 77,497 - - - 123,504 127,911 213,177 327,813 Less Allowance for doubtful accounts (17,050) - (11,612) - Total Short-term loans to related parties - net 106,454 127,911 201,565 327,813 5.5 Investments and loans 5.5.1 Investments in related parties COMPANY'S SEPARATE AS AT SEPTEMBER 30, Company's nameType of Business Country Relation shares capital Percentage of Cost method Equity method Accounting record Dividend 1999 1998 share holding 1999 1998 1999 1998 1999 1998 1999 1998 Baht'000 Baht'000 1999 1998 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Joint ventures Philipp Holzmann (Thai)/ U.T.M. Engineering/ Sino-Thai Joint Venture Thailand Joint venture - - 100 - - - 11,407 - 11,407 - - - Zueblin-W&F-Stecon Joint Venture Thailand Joint venture - - 33 - - - - - - - - - The Joint Venture of Tomen Enterprise (Bangkok) Limited/Sino-Thai Engineering and Construction Public Company Limited/ Totems Company Limited Thailand Joint venture - - 33 - - - 16 - 16 - - - Total Investment in Joint Ventures - - 11,423 - 11,423 - - - - COMPANY'S SEPARATE Company's nameType of Business Country Relation shares capital Percentage of Cost method Equity method Accounting record Dividend 1999 1998 share holding 1999 1998 1999 1998 1999 1998 1999 1998 Baht'000 Baht'000 1999 1998 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Related Parties Subsidiaries Sino-Thai Construction Rental, dealer Services Company in construction Limited equipment and Shareholders and heavy machinery Thailand Co-management 30,000 30,000 99.99 99.99 29,999 29,999 - 64,220 - 64,220 - - Sino-Thai Resources Development Public Shareholders and Company Limited Mining Thailand Co-management 130,000 130,000 51.16 51.16 201,442 201,442 60,074 60,935 60,074 60,935 - - Total Investments in Subsidiaries 231,441 231,441 60,074 125,155 60,074 125,155 - - Associated Companies HTR Corporation Limited Real estate Thailand Shareholders 500,000 500,000 47.6 47.6 329,990 329,990 246,111 276,363 246,111 276,363 - - DKK Sino-Thai Telecommunications Engineering and transmission Company Limitedlines Thailand Shareholders 8,000 8,000 35 35 2,800 2,800 32,313 29,080 32,313 29,080 700 2,800 ACS Asia Limited Light steels fabrication Thailand Shareholders 10,000 10,000 50 50 5,000 5,000 8,986 8,986 8,986 8,986 - - ACS Asia (1996) Manufacture and sale Company Limited cable support system Thailand Shareholders - 15,000 - 50 - 7,500 - 15,966 - 15,966 - - COMPANY'S SEPARATE Company's nameType of Business Country Relation shares capital Percentage of Cost method Equity method Accounting record Dividend 1999 1998 share holding 1999 1998 1999 1998 1999 1998 1999 1998 Baht'000 Baht'000 1999 1998 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Associated Companies MMR Asia Electrical and Company Limited Factory instruments contractor Thailand Shareholders - 30,000 - 45.12 - 8,999 - - - - - - Thai Maintenance Maintenance Contracting service for Company Limited industrial plants Thailand Shareholders 12,315 12,315 25.14 25.14 2,340 2,340 6,684 5,049 6,684 5,049 - - 340,130 356,629 294,094 335,444 294,094 335,444 700 2,800 Less Allowance for devaluation of investment (8,986) (8,986) Total Investments in Associated Companies 285,108 326,458 Total Investments in Related Parties 345,182 451,613 Others related parties Available for sale securities STP & I Public Steel fabrication, Company Limited steel construction, industrial boilers and pressure vessels manufacturing Thailand Shareholders 250,000 250,000 10 10 75,750 75,750 - - 75,750 75,750 - - Nakornthai Stripmill Public Company Limited Thailand Shareholders 8,600,000 5,600,000 1.85 3.01 110,000 254,000 - - 110,000 254,000 - - Thanayong Public Company Limited Thailand Shareholders 3,064,557 3,064,557 0.02 0.02 10,033 10,033 - - 10,033 10,033 - - 195,783 339,783 - - 195,783 339,783 - - Less Allowance for devaluation available for sale securities (153,046)(243,937) - - (153,046)(243,937) - - Total investments in available for sales securities 42,737 95,846 - - 42,737 95,846 - - COMPANY'S SEPARATE Company's nameType of Business Country Relation shares capital Percentage of Cost method Equity method Accounting record Dividend 1999 1998 share holding 1999 1998 1999 1998 1999 1998 1999 1998 Baht'000 Baht'000 1999 1998 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 General Securities Abico Land Company Limited Thailand Shareholders 200,000 200,000 15 15 30,000 30,000 - - 30,000 30,000 - - Nithipat Leasing Company Limited Thailand Shareholders 800,000 800,000 11.25 11.25 97,168 97,168 - - 97,168 97,168 - - Peroxy Thai Company Limited Thailand Shareholders 793,000 793,000 2.73 2.73 21,650 21,650 - - 21,650 21,650 - - The Preferred Shares mutual fund - subordinated debentures of Thai Farmer Bank Public Company Limited Fund Thailand 40,000,000 - 0.25 - 100,000 - - - 100,000 - - - Government Bond - - - - - 23,888 - - - 23,888 - - - Other 32,231 32,231 - - 32,231 32,231 - - Total 304,937 181,049 - - 304,937 181,049 - - Less Allowance for devaluation of General securities - - (32,082) (32,082) - - Total investments in General securities - - 272,855 148,967 - - Total investments in Other related parties - - 315,592 244,813 - - Total investments 672,197 696,426 CONSOLIDATED AS AT SEPTEMBER 30, COMPANY'S SEPARATE Company's nameType ofBusiness Country Relation shares capital Percentage of Cost method Equity method Accounting record Dividend 1999 1998 share holding 1999 1998 1999 1998 1999 1998 1999 1998 Baht'000 Baht'000 1999 1998 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Joint ventures Philipp Holzmann (Thai)/ U.T.M. Engineering/ Sino-Thai Joint Venture Thailand Joint Venture - - 100 - - - 11,407 - 11,407 - - - Zueblin-W&F-Stecon Joint Venture Thailand Joint Venture - - 33 - - - - - - - - - The Joint Venture of Tomen Enterprise (Bangkok) Limited/ Sino-Thai Engineering and Construction Public Company Limited/ Totems Company Limited Thailand Joint Venture - - 33 - - - 16 - 16 - - - Total Investment in Joint Ventures - - 11,423 - 11,423 - - - CONSOLIDATED COMPANY'S SEPARATE Company's nameType of Business Country Relation shares capital Percentage of Cost method Equity method Accounting record Dividend 1999 1998 share holding 1999 1998 1999 1998 1999 1998 1999 1998 Baht'000 Baht'000 1999 1998 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Baht'000 Associated Companies HTR Corporation Limited Real estate Thailand Shareholders 500,000 500,000 47.6 47.6 329,990 329,990 246,111 276,363 246,111 276,363 - - (more)