The Resolution of the Extraordinary Meeting No1/1997

September 30, 1997 Subject : The Reslution of the Extraordimary Meeting of Shareholders No1/1997 To : Direcrtors and Manager of The Stock Exchange of Thailand Sino-Thai Engineering & Constrution Public Company Limited convened the Extraordinary Meeting of Shareholders No. 1/1997 during 10.15-10.45 hours, on the 3th day of September, 1997 at Tarn Tawan Room,Radison Hotel Bangkok at No. 92 Soi Saengjam Rama IX Road, Kwaeng Bangkapi, Khet Huaykwang, Bangkok Metropolis. The Shareholders have unanimously resolved on the following matters: 1. Approving the acquisition of 7,938,995 ordinary shares in HTR Co., Ltd. at the purchse price of 16.31 Baht (Sixteen point thirty one Baht) per share with the total investment of 129,485,008.45 Baht (One Hundred Twenty-Nine Million Four Hundred Eighty Five Thousand Eigth Baht point Forty-Five Baht Only) from the following HTR's shareholders; Seller Relation with the Listed Company Number of Shares to be Sold a) Mr. Chavarat Charnvirakul Shareholders/ Mrs.Tassanee 634,999 Ordinary Shares Charnvirakul'a Husband b) Mrs. Tassanee Charnvirakul Shareholders/ Chairman of the company 26,999 Ordinary Shares C) Mr.Chavaporn Charnvirakul Shareholders 26,999 Ordinary Shares d) C.T. Venture Co., Ltd. connected person with 6,999,999 Ordinary Shares Charnvirakul Family e) Sino-Thai Development Co., Ltd Connected person with 249,999 Ordinary Shares Charnvirakul Family The said investment will result in the increase in sharesholding in HTR Co.,Ltd. from 15,861,000 shares or 31.72 percent to 23,799,995 shares or 47.60 percent of the total paid up capital of the said company. This will enable STECON to control and operate the said company to derive highest possible profit return per shareholder equity and to support the expansion of the business of STECON in the near future. 2. Approving Mr.Udomsak Chakreyavanich the Company's director to hold a position of a director in PAE (Thailand) Public Company Limited, a related company since the business of PAE is similar to that of STECON in order to comply with Section 86 of The Public Limited, a related company since the business of PAE is similar to that of STECON in order to comply with Section 86 of the Public Company Limited Act B.E.2535. Please be advised advised accordingly Very Truly Yours Sino-Thai Enginneering & Construction Public Company Limited (Mr. Anutin Charnvirakul) Managing Director