Translation

Ref.              MGT/SET/005/2006                                                            Date     21 April 2006

Subject         Resolutions of the Annual General Meeting of Shareholders No. 73

To                 The President

                    The Stock Exchange of Thailand

The Annual General Meeting of Shareholders No. 73 of Christiani & Nielsen (Thai) Public Company Limited held on 21 April 2006 at 10.00 a.m. approved the following resolutions:

1.      Approved the Minutes of the Annual General Meeting of Shareholders No. 72 held on 26 April 2002.

2.      Acknowledged the annual report of the Board of Directors of the year 2005.

3.      Approved the Company’s audited financial statements as of 31 December 2005.

4.      Approved the transfer of legal reserve and dividend payment for the year 2005 as follows:

4.1     Approved the dividend payment of 0.10 Baht per share and the closing of the Company’s shareholders book for the right to receive dividend payment on 4 May 2006.  The total dividend payment is 40.12 Million Baht scheduled to be paid on 15 May 2006. 

4.2     Approved the allocation of 6.8 Million Baht to legal reserve in addition to the reserve of Baht 15.4 Million Baht which has been allocated by CN Advisory Co., Ltd. (Plan Administrator) as resolved in the Board of Director’s Meeting No. 1/2548 held on 24 February 2005.  The total legal reserve is 22.2 Million Baht.

5.      Approved the re-appointment of the directors, who were due to retire by rotation, to be the directors of the Company for another term as follows: (1) Mr. Santi Grachangnetara (2) Mr. Prateep Wongnirund (3) Mr. Pamornsak Suracupt. 

         Approved the directors’ monthly remuneration for the year 2006 as follows:

         Chairman of the Board of Directors             Baht     40,000.-

         Chairman of the Audit Committee                           Baht     60,000.-

         Audit Committee                                                   Baht     50,000.-

         Director                                                                Baht     20,000.-

6.      Appointed Mr. Ruth Chaowanagawi, Certified Public Account No. 3247 and/or Mr. Narong Puntawong, Certified Public Accountant No. 3315 and/or Mrs. Saifon Inkaew, Certified Public Accountant No. 4434 of Ernst & Young Office Limited as the statutory auditor of the Company for the year 2006 and fixed their remuneration at the rate of 1.77 Million Baht per annum.

7.      Approved the addition of clause No. 37 in the Company’s Articles of Association with the following text

         “In case the Company or its subsidiary make a decision to enter into any connected transaction or acquisition or disposition of the assets of the Company or its subsidiary as specified by the Notification of the Stock Exchange of Thailand regulating listed companies’ connected transaction or acquisition or disposition of assets, as the case may be, the Company shall comply with the rules and procedures stipulated by such Notifications.”

8.      Approved the appointment of Mr. Sarunthorn Chutima as a director to replace Mr. Amorn Asavanunt who resigned on 25 November 2005.

Please be informed accordingly.

Yours truly,

- Signed -

(Mr. Danuch Yontararak)

Managing Director