Invitation to the Annual General Meeting of Shareholders No. 74

Ref. L-FA/AGM/07/033

9^th April 2007

To: Shareholders

Subject: Invitation to the Annual General Meeting of Shareholders No. 74

Attachments: 1. Copy of the Minutes of Annual General Meeting of Shareholders No. 73

2. Annual Report 2006 including financial statements and auditor’s report

3. Attachment to Agenda 5.1

4. Proxy and procedures and conditions for the registration of attendance at the Annual General Meeting of Shareholders No. 74

5. Location Map

6. Articles of Association Re: Shareholders Meeting

The Board of Directors of Christiani & Nielsen (Thai) Public Company Limited has resolved and hereby given notice that the Annual General Meeting of Shareholders No. 74 will be held on 23 April 2007 at 9.30 a.m. at No. 451 La Salle Road (Sukhumvit 105) Bangna, Bangna, Bangkok 10260. The Agenda is as follows:

Agenda 1 To certify the Minutes of the Annual General Meeting of Shareholders No. 73

Fact and Reason: The attachment no. 1 is a copy of the Minutes of the Annual General Meeting No. 73 held on 21 April 2006, which was submitted to the Stock Exchange of Thailand within 14 days and was disclosed on the Company's Website. (Attachment no. 1)

Board’s Opinion: The Minutes of the Annual General Meeting No. 73 held on 21 April 2006 should be approved.

Agenda 2 To acknowledge the Annual Report of the Board of Directors for the year 2006

Fact and Reason: The Board of Director’s report and the operating results for the year 2006 are presented in the Annual Report for the year 2006, which is made in compliance with the Rules and Regulations of the Securities and Exchange Commission Thailand and of the Stock Exchange of Thailand. (Attachment no. 2)

Board’s Opinion: The Annual Report of the Board of Directors for the year 2006 should be presented to the shareholders for acknowledgement.

Agenda 3 To consider and approve the Balance Sheet, Profit and Loss Statements and Auditor's Report for the fiscal period ended 31 December 2006.

Fact and Reason: The Company's financial statements were made in conformity with generally accepted accounting principles and have been audited by the certified public accountant Thailand.

Board’s Opinion: The Balance Sheet, Profit and Loss Statements and Auditor's Report for the fiscal period ended 31 December 2006 should be approved.

Agenda 4 To consider and approve the appropriation of dividend payment and legal reserve for the year 2006.

Fact and Reason: According to the Company's financial statements as of 31 December 2006, the Company's net profit for the year 2006 was 51,547,371 Baht, and the Unappropriated Retained Earnings was 476,593,501 Baht. With the Company's operating results and cash flow and in accordance with the Company's dividend-payment policy, the Board of Directors has resolved that the Company pays the dividend payment at the rate of 38.41 percent of the net profit per share, equal to 0.05 Baht (5 Satang) per share, totaling 20,058,084 Baht. The Board of Directors also resolved to allocate 2,577,369 Baht to legal reserve fully as indicated in the Company's Articles of Association.

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Board’s Opinion: The Shareholders should approve the dividend payment of 0.05 Baht (5 Satang) per share and the closing of Company’s shareholders book for the right to receive dividend payment on 8 May 2007. The dividend payment is scheduled to be paid on 21 May 2007. To approve the allocation of 2,577,369 Baht to legal reserve, thereby the cumulative legal reserve shall be Baht 24,812,190 Baht.

Agenda 5 To consider and approve the appointment of directors to replace the directors who retired by rotation and approve their remuneration.

5.1 To consider and approve the appointment of Directors to replace the Directors who retired by rotation.

Fact and Reason: According to the Company's Articles of Association Article 16, at every annual general meeting, one-third of the directors shall be retired. The director who has held office longest shall be retired. If the number of directors cannot be divided into three parts, the number of directors closest to one-third shall retire. The retiring director may be re-elected. The Directors who will retire by rotation are (1) Mr. Michael David Selby (2) Mr. Amnart Intrasuksri (3) Mr. Vinai Vamvanij and (4) Mrs. Jurairat Suksawatdi Na Ayudhaya. (Attachment No. 3)

Board’s Opinion: The Board of Directors recommend that the Directors who will retire by rotation (1) Mr. Michael David Selby (2) Mr. Amnart Intrasuksri (3) Mr. Vinai Vamvanij and (4) Mrs. Jurairat Suksawatdi Na Ayudhaya be re-elected as they are competent and are a benefit to the Company. Their resumes are enclosed for consideration.

5.2 To consider and approve the remuneration for Directors and Audit Committee

Fact and Reason: According to the Public Limited Companies Act B.E. 2535 Section 90, no money or other kinds of asset shall be paid to the directors except the remuneration stated in the Company's Articles of Association. If the Company's Articles of Association did not specify, the remuneration shall be approved by no less than two-third of the votes of the shareholders presented at the shareholders meeting.

Last year the shareholders meeting approved the remuneration for Directors and Audit Committee as follows.

Last year Remuneration

Position Baht per month Payment for

Chairman of the Board 40,000.- Director Fee

Chairman of Audit Committee 60,000.- Director Fee

Audit Committee 50,000.- Director Fee

Director 20,000.- Director Fee

Board’s Opinion: The Board of Directors recommends that the remuneration for Directors and Audit Committee be the same rate as last year.

Agenda 6 To consider and approve the appointment of auditor for the year 2007 and determine the remuneration of the auditor

Fact and Reason: According to the Public Limited Companies Act B.E. 2535 Section 120 a Company's auditor and their remuneration shall be approved by the shareholders meeting.

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Board’s Opinion: In conformity with the Public Limited Companies Act B.E. 2535, the Board of Audit Committee recommend and the Board of Directors has considered the appointment of Mr. Narong Puntawong, Certified Public Accountant No. 3315 and/or Mrs. Saifon Inkaew, Certified Public Account No. 4434 and/or Ms. Siraporn Ouaanunkun, Certified Public Accountant No. 3844 of Ernst and Young Office Limited, who have been appointed as the Company’s auditors since 1998, as the Company’s auditor for the year 2007 at an annual fee of Baht 1,900,000.00 excluding any other expenses which are due to be paid.

The following is the summary of the auditor's remuneration in previous years.

	Year 2006	Year 2005
Audit Fee	1,770,000	1,770,000
Non Audit Fee	180,000	178,030
Total	1,950,000	1,948,030

The three proposed auditors for the year 2007 are not directors, employees or staff, do not hold any position in the Company and also have no relationship or any related matter with the Company, subsidiaries, management or major shareholders including their relatives.

Agenda 7 Other business (if any)

All shareholders are cordially invited to attend the Meeting on the date and at the time and place as mentioned above. The closing date of the share register for the right to attend the Meeting will be 12.00 hours on 2 April 2007 until the completion of the Meeting.

If you wish to appoint a person to attend and vote at the Meeting on your behalf, please complete and duly execute the enclosed proxy (affixed with the 20 Baht duty stamp). The duly completed and executed proxy must be deposited with the Chairman of the Meeting or the person designated by him before the Meeting commences.

Yours sincerely,

Christiani & Nielsen (Thai) Public Company Limited

(Mr. Danuch Yontararak)

Director and Company Secretary