08 March 2007

AGM Schedule and Non-issuance dividend payment

ST.010/2007/0009 7th March, 2007 Subject : Report on Resolutions of the Board of Directors Meeting No. 1/2007 To : Directors and Manager of the Stock Exchange of Thailand Whereas the Board of Directors of Sino-Thai Engineering & Construction Public Company Limited (the "Company") convened the Board of Directors Meeting No. 1/2007 during 10.30 hours -12.00 hours on March 7, 2007. The Company would like to report the resolutions adopted at the said meeting as follows: 1. Approval of the Board of Directors' report on the Company's Operating Results for the year ending December 31, 2006 and to propose the same to the Annual General Meeting of Shareholders for its approval. 2. Approval of the Balance Sheet and Profit and Loss Statement for the fiscal period ending December 31, 2006, which were audited by the Company's auditor and to propose the same to the Annual General Meeting of Shareholders for its approval. 3. As the Company has deficit for the business operation of 2006, the Company is unable to declare any dividend payment to the shareholders. The Board of Directors has resolved to approve the non-issuance of the dividend for the year 2006 and to propose the same to the Annual General Meeting of Shareholders for its approval 4. Acknowledgment that (1) Mrs. Tassanee Charnvirakul (2) Dr. Chumpol Phornprapa (3) Mr. Chamni Janchai (4) Pol. Maj. Gen. Jate Mongkolhutthi and (5) Dr. Chaiyaphon Horrungruang will retire from serving as the Company's directors by rotation at the Annual General Meeting of Shareholders. The Board of Directors has resolved to propose the Annual General Meeting of Shareholders to consider the appointment of new directors in place of those retiring by rotation as follows: 4.1 To reappoint the said five retiring directors as the Company's directors for an additional term; 4.2 To reappoint (1) Mr. Chamni Janchai (2) Pol.Maj.Gen. Jate Mongkolhutthi and (3) Dr. Chaiyaphon Horrungruang as the member of the Company's Audit Committee for an additional term. 5. Approval of the appointment of Mr. Narong Puntawong C.P.A. License No. 3315 and/or Mr. Ruth Chaowanagawi C.P.A. License No. 3247 and/or Mr. Suphachai Panyawattano C.P.A. License No. 3930, all of Ernst & Young Office Limited as auditors of the Company for the year 2007 with the auditor's remuneration of Baht 1,344,000 (One Million Three Hundred Forty-four Thousand Baht Only) per annum. This matter shall be proposed to the Annual General Meeting of Shareholders for its approval. 6. Approval of the fixing of the remuneration of the Board of Directors and the Audit Committee for the year 2007 and to propose the same to the Annual General Meeting of Shareholders for its approval as follows: Directors' meeting fee 1) The Board of Directors - For the Chairman of the Board of directors amounting to 40,000 Baht/meeting - For each Director amounting to 20,000 Baht/meeting 2) The Audit Committee - For the Chairman of the Audit Committee amounting to 40,000 Baht/meeting - For each Audit Committee amounting to 20,000 Baht/meeting Board of Directors' Annual Remuneration 1) For the Chairman of the Board of Directors amounting to 400,000 Baht/year 2) For the Chairman of the Audit Committee amounting to 400,000 Baht/year 3) For each Director amounting to 200,000 Baht/year 7. Convening the Annual General Meeting of Shareholders No. 13/2007 and to close the Company's share register book in order to determine which shareholders are eligible to attend the shareholders meeting as follows: 7.1 The Annual General Meeting of Shareholders No. 13/2007 will be convened at 10.30 hours on Tuesday, April 24th, 2007, at the Company's conference room No. 32/60 Sino-Thai Tower, 30th Floor, Sukhumvit 21 Road (Soi Asoke), Kwaeng Klongtoey Nua, Khet Wattana, Bangkok. The matters to be transacted at the meeting are:- (1) To consider and approve the Minutes of the Annual General Meeting of Shareholders No. 12/2006 and the Extraordinary Meeting of Shareholders No. 1/2006; (2) To consider and approve the Board of Directors' report on the Company's Operating Results for the year ending as of December 31, 2006 and the Annual Report for the year 2006; (3) To consider and approve the Balance Sheet and Profit and Loss Statements for the fiscal period ending December 31st, 2006; (4) To consider and approve the non-issuance of the declaration of dividends payment for the year 2006; (5) To consider and approve the appointment of new directors in place of those retiring by rotation; (6) To consider and approve the fixing of the remuneration of directors and Audit Committee for the year 2007; (7) To consider and approve the appointment of the Company's Auditor for the fiscal year 2007 and fixing of the auditor's remuneration; and (8) Other business (if any). 7.2 To determine which shareholders are eligible to attend the shareholders meeting, the Company will close the Share Register Book on April 4, 2007 at 12.00 hours until the meeting is adjourned. The Company provides this information for your acknowledgment and dissemination to the public and other investors. Sincerely yours, Sino-Thai Engineering & Construction Plc. (Mr. Vallop Rungkijvorasathien) President