8.  REGISTERED CAPITAL

2.8.1 Registered Capital

(a) Registered capital as at 31 December 2003:

  - Common shares 599,920,010 shares, par @ Baht 1 Total Baht
  599,920,010

- Paid-up shares 483,648,570 shares par @ Baht 1 Total Baht 483,648,570

Capital Increase Exercise

Rights Issue: In June 2001, the Company’s authorized capital was
increased pursuant to shareholder approval from Baht 300,000,000 to Baht
599,920,010 by issuing 29,992,010 new common shares (at Baht 10 par
value) of which 15,000,000 shares were allocated to existing
shareholders at the ratio of 2 old shares to 1 new share at Baht 6.80
per share (prior to the par value change).

Private Placements: At the last Annual General Meeting No. 8/2002,
shareholders voted to approve the allocation of 7,527,516 shares (or
75,275,160 shares after the par value change) to be offered for sale on
a private placement basis. Six private placement exercises have thus
been completed. On 9 April 2002 (prior to the change in par value), the
company registered an increase with the Ministry of Commerce of its
paid-up share capital to Baht 397,176,410. On 29 August 2002, subsequent
to the par value change, the Company registered an increase of its
paid-up share capital to Baht 423,573,481. On 21 February 2003, the
Company’s paid-up capital was increased by registration to Baht
446,340,317. On 28 February 2003, upon completion of the fourth private
placement and the implementation of the Employee Stock Option Plan
detailed below, the Company registered the increase of its paid-up
capital to Baht 478,437,317. In the Fourth quarter of year 2003 the
Company completed two private placement exercises. Upon completion, the
Company’s paid-up capital was increased to Baht 483,648,570 on 25
December 2003.

The above private placement exercises were commenced and completed in
order to provide working capital for the Company‘s business needs and to
meet immediate financial obligations. Funds realized from said private
placement exercises were, or will be, utilized exclusively by the
Company and its controlled entities.

ESOP Implementation: Pursuant to Annual General Meeting No. 8/2002,
whereupon shareholders approved the Company’s implementation of an
Employee Stock Option Plan, the Company submitted an application for
approval of said plan to the Securities and Exchange Commission (“SEC“)
in July 2002. The ESOP allocated 39,000,000 shares to be offered to
directors and staff over a two year term at 0.68 Baht per share in year
1 and Baht 0.734 per share in year 2. Upon receiving approval from the
SEC in February 2003, 50 staff subscribed for a total of 17,097,000
shares (registered with the Ministry of Commerce on 28 February 2003).
The subscribed shares are subject to a one year silent period. The
remaining 21,903,000 shares shall be offered to the directorate and
staff next year in accordance with the ESOP guidelines approved by the
shareholders.

(B) Thai Trust Fund (TTF): The Annual General Meeting of Shareholders
held 18 April 1997 resolved that the Company would participate in the
TTF and authorized the fund to invest in the Company up to a maximum of
20% of the Company’s total issued shares.

Participation in the TTF is for the benefit of the Company’s
shareholders and to enable market liquidity. By participating in the
TTF, foreign investors will be allowed to invest in the Company beyond
the 30.0% limit currently placed on foreign investment in the Company.
Investors utilizing TTF will receive all the financial benefits of an
ordinary investor but will have no vote rights at shareholder meetings.
The SET confirmed the Company’s registration on 15 July 1997 and trading
under the TTF was enabled during the same month.

(c) The Company listing status : In November 1997, the SET notified
Management that the Company had not generated enough income from tin
mining activities to warrant listing on the stock exchange.
Consequently, the Company’s shares were suspended from trading on 23
December 1997. The SET also stipulated that a financial advisor be
appointed to the Company and that an Operational Plan be developed and
submitted to the SET. The Company complied with the SET requirements,
and in cooperation with the Company’s appointed financial advisor,
submitted an Operational Plan to the SET after approval by the Board of
Directors and shareholders at its AGM in April 1998.

As required, the Company reports its project activities and progress to
the SET quarterly. Within these reports, the Company compares actual
results with the financial projections presented in the Operational
Plan.

The SET approved resumption of share trading on 25 March 2003 under the
REHABCO sector pursuant to the company’s request to do so on 24 February
2003

2.  First Top Ten of Shareholder Group as at 31 December 2003.

+-------------------------------------------+---------------+----------+
| Shareholder                               | # of shares   | %        |
+-------------------------------------------+---------------+----------+
| Thailand Securities Depository Co.,Ltd    | 240,865,686   | 49.81    |
+-------------------------------------------+---------------+----------+
| Sintana Holdings Limited **               | 50,409,880    | 10.42    |
+-------------------------------------------+---------------+----------+
| Paron Resources Inc.*                     | 40,500,000    | 8.37     |
+-------------------------------------------+---------------+----------+
| Sino Pac Investments (L) Ltd*             | 20,988,070    | 4.34     |
+-------------------------------------------+---------------+----------+
| Paron Holdings Limited*                   | 20,250,000    | 4.19     |
+-------------------------------------------+---------------+----------+
| Dr. Tan Lang Huah                         | 35,644,850    | 7.37     |
+-------------------------------------------+---------------+----------+
| The Ministry of Finance                   | 15,000,000    | 3.10     |
+-------------------------------------------+---------------+----------+
| Mr. Krieng Kietfuengfoo                   | 12,000,000    | 2.48     |
+-------------------------------------------+---------------+----------+
| Bestlead Trading Co.,Ltd.                 | 5,342,000     | 1.10     |
+-------------------------------------------+---------------+----------+
| Mr. Chalermpol Timaporn                   | 5,211,253     | 1.08     |
+-------------------------------------------+---------------+----------+
| Mr. Tan Chai Wah                          | 5,129,100     | 1.06     |
+-------------------------------------------+---------------+----------+
| Mr. John Peter Mills                      | 2,000,000     | 0.41     |
+-------------------------------------------+---------------+----------+
| Other shareholders (433)                  | 30,307,731    | 6.28     |
+-------------------------------------------+---------------+----------+
| Total as at 31 December 2003              | 483,648,570   | 100%     |
+-------------------------------------------+---------------+----------+
| Total Thai Shareholding                   | 352,655,290   | 72.92%   |
+-------------------------------------------+---------------+----------+
| Total Foreign Shareholding                | 130,993,280   | 27.08%   |
+-------------------------------------------+---------------+----------+

  * Related Companies

  ** 1. Another 4.58% are held under Thailand Securities Depository Co.,
  LTd.

  2. Shareholders are Authong Enterprise Limited, Sintana Resource
  Limited, Aspac Construction Limited

2.8.3 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.