8. REGISTERED CAPITAL

a) Registered capital as at 31 December 2000:

- Common shares 30,000,000 shares

par @ Baht 10 Total Baht 300,000,000

- Paid-up shares 30,000,000 shares

par @ Baht 10 Total Baht 300,000,000

b) The Company has not increased or decreased its registered capital
during the past five years.

c) The Company has no current obligations to increase its registered
capital.

d) Shareholding structure (as at 31 December 2000)

Share capital Baht 300,000,000

Share premium Baht 376,500,810

 Retained earnings 

 Legal reserve Baht 30,000,000 

Unappropriated (deficit) Baht (136,579,576)

e)  Thai Trust Fund (TTF): At the Annual General Meeting of Shareholders
    held on 18 April 1997, it was resolved that the Company participate
    in the TTF, and authorized the fund to invest in or acquire the
    Company’s shares at a limit not over 20% of the total issued shares
    of the Company.

  The purpose is to benefit the Company’s shareholders in general and to
  help create more liquidity. TTF will help to alleviate the problem
  arising from the imposition of the 30.0% (9 million shares) limit
  currently placed on foreign participation in Company shareholding.
  Foreign investors, upon the implementation of the TTF, will be allowed
  to invest in the Company with full rights and entitlement, including
  dividends, ranking pari passu with ordinary shareholders except the
  right to vote at the Shareholders’ Meetings. The SET confirmed the
  Company’s registration on 15 July 1997. Trading under the TTF came
  into effective in July 1997.

8.1 Management's Share Holding as at 31 December 2000

  No. Name No. of Shares % Held

1. Mr. Sidhi Suddhibongse 9,000 0.03

  2. Ms. Tarpthip Hansavesa 348,800 1.16

  3. Mr. Justin Chow Kim Min 439,600 1.47

8.2 Shareholders Group who held 10% of the voting shares are listed
following:

% % % % % 2000 1999 1998 1997 1996

1) Sino Pac Investments (L) Ltd (4,950,000 shares) 16.50 16.50 16.50
16.50 16.50

2) Paron Resources Inc (2,700,000 shares) 9.00 9.00 9.00 9.00 9.00

3) Paron Holdings Ltd (1,350,000 shares) 4.50 4.50 4.50 4.50 4.50

4) The Crown Property Bureau (3,103,450 shares) 10.34 10.34 10.34 10.34
10.34

5) Siam Commercial Bank PCL (2,731,650 shares) 9.11 9.11 9.11 9.11 9.11 

6) Ministry of Finance (1,500,000 shares) 5.00 5.00 5.00 5.00 5.00

7) Vimanmeknoi Co Ltd (1,400,000 shares) 4.67 - - - -

8) Borne House Co LTd (984,200 shares) 3.28 - - - -

9) Mr. Supol Hansavesa (516,300 shares) 1.72 1.72 1.67 1.00 1.00

10) Ms. Tarpthip Hansavesa (348,200 shares) 1.16 1.16 1.16 1.16 1.16

11) DCM (Thailand) Ltd (201,800 shares) 0.67 0.67 0.67 0.67 0.67

12) The Thailand Securities Depository Co., Ltd. 27.30 35.26 35.63 36.95
    35.76

  (8,190,808 shares)

8.3 Dividend Payments

Dividend payments:

Operation Period Rate Payment date

 Baht/share 

January - December 1993 1.25 18th May 1994

January - June 1994 1.25 5th October 1994

July - December 1994 0.75 26th May 1995 

January - December 1995 1.00 10th May 1996

January - December 1996 1.00 28th April 1997

January - December 1997 Nil -

January - December 1998 Nil -

January - December 1999 Nil -

January - December 2000 Subject to shareholders’ approval.

The Board of Directors makes recommendation to shareholders for
consideration regarding dividend payments. For 1997 to 1999, it was
resolved that the Company should not declare any dividend payment as all
available funds are needed to finance projects in progress, including
the upcoming gold mining operations which are expected to be of
considerable future benefit to all shareholders. Resolutions of the
Annual General Meeting of Shareholders are reported to the SET,
investors, and the public after the meeting in compliance with SET
regulations.

8.3.1 Dividend Payment Policy

The Company has not specified a fixed policy on dividend payment.
Payment will be based on profit, or the Company’s performance.