2.11 Related Transaction

  (1) Related Parties Transaction

In the year 2001 and 2000, United Securities Public Company Limited and
its subsidiary had significant related transactions with some related
parties as follows:

+-----------+----------+-----------+------+---------+-----------------+
| Related   | Rela     | T         | Tra  |         | Remark          |
| Parties   | tionship | ypes/Size | nsac |         |                 |
|           |          | of the    | tion |         |                 |
|           |          | Tr        | V    |         |                 |
|           |          | ansaction | alue |         |                 |
+-----------+----------+-----------+------+---------+-----------------+
|           |          |           | Year | Year    |                 |
|           |          |           | 2001 | 2000    |                 |
+-----------+----------+-----------+------+---------+-----------------+
| 1. United | M        | 1. The    | 3,48 | 1. The  | The rental rate |
| S         | r.Vitoon | company   | 8,44 | average | is the market   |
| ecurities | Wong     | had       | 3.36 | of Baht | rate which is   |
| PCL. and  | kusolkit | rented    |      | 207.65  | charged to the  |
| Makkasan  | is the   | the       | 2,42 | per     | ordinary        |
| Real      | common   | office    | 6,09 | square  | customers.      |
| Estate    | Director | space of  | 7.88 | metre   |                 |
| Co.,Ltd.  | of the 2 | 2,498     |      | /month  | Since 1         |
|           | co       | square    | 1    | from    | September 2000, |
|           | mpanies. | meter and | 7,33 | January | the company had |
|           |          | equipment | 3.33 | to      | reduce the      |
|           |          | on        |      | August  | space for747    |
|           |          | 4-5^(th)  | 7    | and the | square metre    |
|           |          | floors of | 8.00 | average | and only 1,749  |
|           |          | the Grand |      | of Baht | square metre    |
|           |          | Amarin    |      | 150 per | was rented at   |
|           |          | Tower     |      | square  | the rate of     |
|           |          | Building  |      | metre   | Baht 150/square |
|           |          | from      |      | /month  | metre/month and |
|           |          | Makkasan  |      | from    | the service fee |
|           |          | Real      |      | Se      | of Baht 100 per |
|           |          | Estate    |      | ptember | square metre.   |
|           |          | Co.,Ltd.  |      | 2000 up |                 |
|           |          | to be its |      | to the  | In 2001, the    |
|           |          | Head      |      | present | company had a   |
|           |          | Office.   |      | totaled | deposit amount  |
|           |          |           |      | Baht    | of Baht         |
|           |          | 2. The    |      | 5,199,  | 2,366,888 left  |
|           |          | company   |      | 077.60. | and expenses    |
|           |          | had       |      |         | payable of Baht |
|           |          | signed a  |      | 2. At   | 249,024.89.     |
|           |          | utilities |      | the     |                 |
|           |          | contract  |      | average |                 |
|           |          | with      |      | of Baht |                 |
|           |          | Makkasan  |      | 150.37  |                 |
|           |          | Real      |      | /square |                 |
|           |          | Estate.   |      | metr    |                 |
|           |          |           |      | e/month |                 |
|           |          | 3. Sign   |      | from    |                 |
|           |          | Board     |      | January |                 |
|           |          | Rental.   |      | to      |                 |
|           |          |           |      | August  |                 |
|           |          | 4.        |      | and the |                 |
|           |          | En        |      | average |                 |
|           |          | gineering |      | of Baht |                 |
|           |          | Service.  |      | 100     |                 |
|           |          |           |      | /square |                 |
|           |          |           |      | metr    |                 |
|           |          |           |      | e/month |                 |
|           |          |           |      | from    |                 |
|           |          |           |      | Se      |                 |
|           |          |           |      | ptember |                 |
|           |          |           |      | 2000    |                 |
|           |          |           |      | onward  |                 |
|           |          |           |      | total   |                 |
|           |          |           |      | Baht    |                 |
|           |          |           |      | 3,704,  |                 |
|           |          |           |      | 594.08. |                 |
+-----------+----------+-----------+------+---------+-----------------+

In the year 2001 and 2000, United Securities Public Company Limited and
its subsidiary had significant related transactions with some related
parties as follows:

+-----------+----------+-----------+------+---------+----------------+
| Related   | Rela     | T         | Tra  |         | Remark         |
| Parties   | tionship | ypes/Size | nsac |         |                |
|           |          | of the    | tion |         |                |
|           |          | Tr        | V    |         |                |
|           |          | ansaction | alue |         |                |
+-----------+----------+-----------+------+---------+----------------+
|           |          |           | Year | Year    |                |
|           |          |           | 2001 | 2000    |                |
+-----------+----------+-----------+------+---------+----------------+
| 2. United | United   | 1. United | 60   | 1. 100  | The rental     |
| Advisory  | Advisory | Advisory  | 6,60 | Baht /  | rate is the    |
| Service   | Service  | rented    | 0.00 | square  | market rate    |
| Co.,Ltd.  | Co.,Ltd. | the space |      | metre/  | which is       |
| and       | is the   | of 337    | -    | month   | charged to the |
| Makkasan  | c        | square    |      | totaled | ordinary       |
| Real      | ompany’s | metre on  | 42   | 221,767 | customers.     |
| Estate    | su       | the       | 8,66 | Baht.   |                |
| Co.,Ltd.  | bsidiary | 6^(th)    | 4.00 |         |                |
|           | and the  | floor of  |      | 2. 50   |                |
|           | Makkasan | Grand     | -    | Baht    |                |
|           | Real     | Amarin    |      | /square |                |
|           | Estate   | Tower     |      | metre/  |                |
|           | Co.,Ltd. | Building  |      | month   |                |
|           | is the   | from      |      | totaled |                |
|           | c        | Makkasan  |      | 110,883 |                |
|           | ompany’s | Real      |      | Baht.   |                |
|           | related  | Estate    |      |         |                |
|           | party as | Company   |      | 3. 100  |                |
|           | both     | to be its |      | Baht    |                |
|           | c        | office.   |      | /square |                |
|           | ompanies |           |      | metr    |                |
|           | have Mr. | 2. United |      | e/month |                |
|           | Vitoon   | Advisory  |      | totaled |                |
|           | Wong     | rented    |      | 221,767 |                |
|           | kusolkit | the       |      | Baht.   |                |
|           | as       | equipment |      |         |                |
|           | D        | eg.       |      | 4. The  |                |
|           | irectors | e         |      | bo      |                |
|           | in       | lectrical |      | rrowing |                |
|           | common.  | system,   |      | rate is |                |
|           |          | telephone |      | 5,000   |                |
|           |          | system,   |      | Baht/   |                |
|           |          | Fire      |      | member, |                |
|           |          | Alarm and |      | total   |                |
|           |          | Fire      |      | 12      |                |
|           |          | Fighting  |      | numbers |                |
|           |          | systems,  |      | a       |                |
|           |          | Air       |      | mounted |                |
|           |          | con       |      | to      |                |
|           |          | ditioning |      | 60,000  |                |
|           |          | system    |      | (which  |                |
|           |          | from      |      | was set |                |
|           |          | Makkasan  |      | as a    |                |
|           |          | Real      |      | payable |                |
|           |          | Estate    |      | e       |                |
|           |          | Co.,Ltd.  |      | xpenses |                |
|           |          |           |      | for 5   |                |
|           |          | 3. United |      | years   |                |
|           |          | Advisory  |      | period) |                |
|           |          | had       |      |         |                |
|           |          | signed an |      |         |                |
|           |          | office    |      |         |                |
|           |          | services  |      |         |                |
|           |          | agreement |      |         |                |
|           |          | with      |      |         |                |
|           |          | Makkasan  |      |         |                |
|           |          | Real      |      |         |                |
|           |          | Estate    |      |         |                |
|           |          | Co.,Ltd.  |      |         |                |
|           |          |           |      |         |                |
|           |          | 4. United |      |         |                |
|           |          | Advisory  |      |         |                |
|           |          | had       |      |         |                |
|           |          | signed an |      |         |                |
|           |          | agreement |      |         |                |
|           |          | on        |      |         |                |
|           |          | borrowing |      |         |                |
|           |          | internal  |      |         |                |
|           |          | telephone |      |         |                |
|           |          | system    |      |         |                |
|           |          | from the  |      |         |                |
|           |          | Makkasan  |      |         |                |
|           |          | Real      |      |         |                |
|           |          | Estate    |      |         |                |
|           |          | Co.,Ltd.  |      |         |                |
+-----------+----------+-----------+------+---------+----------------+

In the year 2001 and 2000, United Securities Public Company Limited and
its subsidiary had significant related transactions with some related
parties as follows:

+-----------+----------+-----------+-----+------+-------------------+
| Related   | Rela     | T         | Tr  |      | Remark            |
| Parties   | tionship | ypes/Size | ans |      |                   |
|           |          | of the    | act |      |                   |
|           |          | Tr        | ion |      |                   |
|           |          | ansaction | Va  |      |                   |
|           |          |           | lue |      |                   |
+-----------+----------+-----------+-----+------+-------------------+
|           |          |           | Y   | Year |                   |
|           |          |           | ear | 2000 |                   |
|           |          |           | 2   |      |                   |
|           |          |           | 001 |      |                   |
+-----------+----------+-----------+-----+------+-------------------+
| 3. United | TME      | Brokerage | 2   | 82   | The said          |
| S         | Capital  | fee on    | 82, | 5,15 | brokerage fee     |
| ecurities | Co.,Ltd. | S         | 113 | 9.37 | rate is the       |
| PCL. And  | is one   | ecurities | .40 | Baht | market rate which |
| TME       | of the   | Trading   | B   |      | is normal rate    |
| Capital   | Wong     |           | aht |      | charged to the    |
| Company   | kusolkit |           |     |      | ordinary          |
| Ltd.      | group    |           |     |      | customers.        |
|           | c        |           |     |      |                   |
|           | ompanies |           |     |      |                   |
|           | which is |           |     |      |                   |
|           | the      |           |     |      |                   |
|           | major    |           |     |      |                   |
|           | sha      |           |     |      |                   |
|           | reholder |           |     |      |                   |
|           | group of |           |     |      |                   |
|           | the      |           |     |      |                   |
|           | company  |           |     |      |                   |
|           | holding  |           |     |      |                   |
|           | approx.  |           |     |      |                   |
|           | 52.42%   |           |     |      |                   |
|           | and      |           |     |      |                   |
|           | consists |           |     |      |                   |
|           | of 2     |           |     |      |                   |
|           | D        |           |     |      |                   |
|           | irectors |           |     |      |                   |
|           | in       |           |     |      |                   |
|           | common   |           |     |      |                   |
|           | to the   |           |     |      |                   |
|           | company  |           |     |      |                   |
|           | i.e. Mr. |           |     |      |                   |
|           | Vitoon   |           |     |      |                   |
|           | Wong     |           |     |      |                   |
|           | kusolkit |           |     |      |                   |
|           | and      |           |     |      |                   |
|           | M        |           |     |      |                   |
|           | r.Chanin |           |     |      |                   |
|           | Vongk    |           |     |      |                   |
|           | usolkit. |           |     |      |                   |
+-----------+----------+-----------+-----+------+-------------------+
| 4. United | City     | Brokerage | 4,  | 3,48 | The said          |
| S         | Holding  | fee on    | 966 | 0.38 | brokerage fee     |
| ecurities | Co.,Ltd. | S         | .19 | Baht | rate is the       |
| and City  | is one   | ecurities | B   |      | market rate which |
| Holding   | of       | Trading   | aht |      | is the normal     |
| Co.,Ltd.  | Wong     |           |     |      | rate charged to   |
|           | kusolkit |           |     |      | the ordinary      |
|           | group    |           |     |      | customers.        |
|           | c        |           |     |      |                   |
|           | ompanies |           |     |      |                   |
|           | who      |           |     |      |                   |
|           | holds    |           |     |      |                   |
|           | 51.50%   |           |     |      |                   |
|           | shares   |           |     |      |                   |
|           | and has  |           |     |      |                   |
|           | 3        |           |     |      |                   |
|           | d        |           |     |      |                   |
|           | irectors |           |     |      |                   |
|           | in       |           |     |      |                   |
|           | common   |           |     |      |                   |
|           | to the   |           |     |      |                   |
|           | company  |           |     |      |                   |
|           | i.e.,    |           |     |      |                   |
|           | M        |           |     |      |                   |
|           | r.Vitoon |           |     |      |                   |
|           | Wongk    |           |     |      |                   |
|           | usolkit, |           |     |      |                   |
|           | Mr.      |           |     |      |                   |
|           | Chanin   |           |     |      |                   |
|           | Vongk    |           |     |      |                   |
|           | usolkit, |           |     |      |                   |
|           | and      |           |     |      |                   |
|           | Mr       |           |     |      |                   |
|           | .Verajet |           |     |      |                   |
|           | Vongk    |           |     |      |                   |
|           | usolkit. |           |     |      |                   |
+-----------+----------+-----------+-----+------+-------------------+
| 5. United | Banpu    | The       | 30, | 15   |                   |
| S         | PCL. Is  | company   | 000 | ,000 |                   |
| ecurities | the      | had       | .00 | Baht |                   |
| PCL. and  | company  | rendered  | B   | per  |                   |
| Banpu     | which    | a service | aht | m    |                   |
| PCL.      | the      | as an     |     | onth |                   |
|           | c        | advisor   | 2   | tot  |                   |
|           | ompany’s | of data   | 00, | aled |                   |
|           | major    | c         | 000 | 60   |                   |
|           | sha      | ollection | .00 | ,000 |                   |
|           | reholder | and on    |     | B    |                   |
|           | holds    | economic  | 5,  | aht. |                   |
|           | the      | situation | 625 |      |                   |
|           | share of | and       | .00 | -    |                   |
|           | approx.  | Energy    |     |      |                   |
|           | 31% and  | I         |     | -    |                   |
|           | which    | ndustries |     |      |                   |
|           | related  | to Banpu  |     |      |                   |
|           | to the   | PCL. from |     |      |                   |
|           | company  | September |     |      |                   |
|           | in       | 2000 to   |     |      |                   |
|           | having 2 | February  |     |      |                   |
|           | D        | 2001      |     |      |                   |
|           | irectors |           |     |      |                   |
|           | in       | The       |     |      |                   |
|           | common,  | und       |     |      |                   |
|           | i.e.,M   | erwriting |     |      |                   |
|           | r.Vitoon | fee       |     |      |                   |
|           | Wongk    |           |     |      |                   |
|           | usolkijt | The       |     |      |                   |
|           | and Mr.  | C         |     |      |                   |
|           | Chanin   | onference |     |      |                   |
|           | Vongk    | Room      |     |      |                   |
|           | usolkit. | Rental    |     |      |                   |
|           |          | fee       |     |      |                   |
+-----------+----------+-----------+-----+------+-------------------+

In the year 2001 and 2000, United Securities Public Company Limited and
its subsidiary had significant related transactions with some related
parties as follows:

+-------------+---+----------+------------+----+-------+------------------+
| Related     |   | Rela     | Types/Size | T  |       | Remark           |
| Parties     |   | tionship | of the     | ra |       |                  |
|             |   |          | T          | ns |       |                  |
|             |   |          | ransaction | ac |       |                  |
|             |   |          |            | ti |       |                  |
|             |   |          |            | on |       |                  |
|             |   |          |            | V  |       |                  |
|             |   |          |            | al |       |                  |
|             |   |          |            | ue |       |                  |
+-------------+---+----------+------------+----+-------+------------------+
|             |   |          |            | Ye | Year  |                  |
|             |   |          |            | ar | 2000  |                  |
|             |   |          |            | 20 |       |                  |
|             |   |          |            | 01 |       |                  |
+-------------+---+----------+------------+----+-------+------------------+
| 6. United   | A |          | 1. United  | -  | Mo    | The rental rate  |
| Securities  | l |          | Securities |    | nthly | is the market    |
| PCL.and     | l |          | PCL. Had   | -  | r     | rate which is    |
| Alliance    | i |          | rented an  |    | ental | normally charged |
| Co.,Ltd.    | a |          | office     | -  | exp   | to the ordinary  |
|             | n |          | space for  |    | enses | customers.       |
|             | c |          | 1,018      | 5  | of    |                  |
|             | e |          | Square     | 8, | Baht  |                  |
|             | C |          | metre on   | 26 | 10    |                  |
|             | o |          | 2^(nd)     | 1. | 5,664 |                  |
|             | . |          | Floor of   | 03 | total |                  |
|             | , |          | the Wall   |    | 63    |                  |
|             | L |          | Street     |    | 3,984 |                  |
|             | t |          | Tower      |    | Baht. |                  |
|             | d |          | office     |    |       |                  |
|             | . |          | c          |    | Mo    |                  |
|             | i |          | ondominium |    | nthly |                  |
|             | s |          | from       |    | fee   |                  |
|             | t |          | Alliance   |    | of    |                  |
|             | h |          | Co.,Ltd.   |    | 4     |                  |
|             | e |          | as the     |    | 5,000 |                  |
|             | c |          | company’s  |    | Baht  |                  |
|             | o |          | Branch     |    | to    |                  |
|             | m |          | office.    |    | taled |                  |
|             | p |          |            |    | 27    |                  |
|             | a |          | 2. United  |    | 0,000 |                  |
|             | n |          | Securities |    | Baht. |                  |
|             | y |          | PCL. Had   |    |       |                  |
|             | w |          | signed an  |    | Total |                  |
|             | h |          | agreement  |    | 4,37  |                  |
|             | i |          | on         |    | 6,815 |                  |
|             | c |          | services   |    | Baht. |                  |
|             | h |          | and        |    |       |                  |
|             | i |          | utilities  |    |       |                  |
|             | s |          | provision  |    |       |                  |
|             | r |          | from       |    |       |                  |
|             | u |          | Alliance   |    |       |                  |
|             | n |          | Co.,Ltd.   |    |       |                  |
|             | b |          |            |    |       |                  |
|             | y |          | 3. Sale of |    |       |                  |
|             | L |          | Fixed      |    |       |                  |
|             | e |          | Assets.    |    |       |                  |
|             | e |          |            |    |       |                  |
|             | l |          | 4.         |    |       |                  |
|             | a |          | Interest   |    |       |                  |
|             | s |          | Income     |    |       |                  |
|             | i |          |            |    |       |                  |
|             | t |          |            |    |       |                  |
|             | h |          |            |    |       |                  |
|             | o |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | n |          |            |    |       |                  |
|             | F |          |            |    |       |                  |
|             | a |          |            |    |       |                  |
|             | m |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | l |          |            |    |       |                  |
|             | y |          |            |    |       |                  |
|             | w |          |            |    |       |                  |
|             | h |          |            |    |       |                  |
|             | o |          |            |    |       |                  |
|             | s |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | D |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | c |          |            |    |       |                  |
|             | t |          |            |    |       |                  |
|             | o |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | s |          |            |    |       |                  |
|             | a |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | l |          |            |    |       |                  |
|             | a |          |            |    |       |                  |
|             | t |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | v |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | o |          |            |    |       |                  |
|             | f |          |            |    |       |                  |
|             | U |          |            |    |       |                  |
|             | S |          |            |    |       |                  |
|             | ’ |          |            |    |       |                  |
|             | s |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | x |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | c |          |            |    |       |                  |
|             | u |          |            |    |       |                  |
|             | t |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | v |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | . |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | . |          |            |    |       |                  |
|             | M |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | . |          |            |    |       |                  |
|             | P |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | c |          |            |    |       |                  |
|             | h |          |            |    |       |                  |
|             | a |          |            |    |       |                  |
|             | L |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | l |          |            |    |       |                  |
|             | a |          |            |    |       |                  |
|             | s |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | t |          |            |    |       |                  |
|             | h |          |            |    |       |                  |
|             | o |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | n |          |            |    |       |                  |
|             | . |          |            |    |       |                  |
+-------------+---+----------+------------+----+-------+------------------+
| 7. United   | T |          | 1. United  | 60 | Mo    | The service fee  |
| Securities  | h |          | Securities | ,6 | nthly | rate is the      |
| and Lee     | e |          | had rented | 00 | fee3  | market rate      |
| Garden      | L |          | a space of |    | 0,300 | which is         |
| Hotel       | e |          | 202 square | -  | Baht  | normally charged |
| Co.,Ltd.    | e |          | metre on   |    | to    | to the ordinary  |
|             | G |          | 6^(th)     |    | taled | customers.       |
|             | a |          | floor at   |    | 16    |                  |
|             | r |          | the Lee    |    | 6,650 |                  |
|             | d |          | Garden     |    | Baht  |                  |
|             | e |          | Plaza      |    |       |                  |
|             | n |          | Project    |    |       |                  |
|             | H |          | Had Yai,   |    |       |                  |
|             | o |          | Songkla    |    |       |                  |
|             | t |          | from the   |    |       |                  |
|             | e |          | Lee Garden |    |       |                  |
|             | l |          | Hotel      |    |       |                  |
|             | C |          | Company    |    |       |                  |
|             | o |          | Ltd. to be |    |       |                  |
|             | . |          | used as    |    |       |                  |
|             | , |          | the        |    |       |                  |
|             | L |          | company’s  |    |       |                  |
|             | t |          | Had Yai    |    |       |                  |
|             | d |          | Branch     |    |       |                  |
|             | . |          | office.    |    |       |                  |
|             | i |          |            |    |       |                  |
|             | s |          | 2. United  |    |       |                  |
|             | t |          | Securities |    |       |                  |
|             | h |          | had signed |    |       |                  |
|             | e |          | a central  |    |       |                  |
|             | c |          | utilities  |    |       |                  |
|             | o |          | service    |    |       |                  |
|             | m |          | agreement  |    |       |                  |
|             | p |          | with Lee   |    |       |                  |
|             | a |          | Garden     |    |       |                  |
|             | n |          | Hotel.     |    |       |                  |
|             | y |          |            |    |       |                  |
|             | w |          |            |    |       |                  |
|             | h |          |            |    |       |                  |
|             | o |          |            |    |       |                  |
|             | s |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | a |          |            |    |       |                  |
|             | u |          |            |    |       |                  |
|             | t |          |            |    |       |                  |
|             | h |          |            |    |       |                  |
|             | o |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | z |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | d |          |            |    |       |                  |
|             | s |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | g |          |            |    |       |                  |
|             | n |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | s |          |            |    |       |                  |
|             | L |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | l |          |            |    |       |                  |
|             | a |          |            |    |       |                  |
|             | s |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | t |          |            |    |       |                  |
|             | h |          |            |    |       |                  |
|             | o |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | n |          |            |    |       |                  |
|             | F |          |            |    |       |                  |
|             | a |          |            |    |       |                  |
|             | m |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | l |          |            |    |       |                  |
|             | y |          |            |    |       |                  |
|             | w |          |            |    |       |                  |
|             | h |          |            |    |       |                  |
|             | o |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | s |          |            |    |       |                  |
|             | a |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | l |          |            |    |       |                  |
|             | a |          |            |    |       |                  |
|             | t |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | v |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | o |          |            |    |       |                  |
|             | f |          |            |    |       |                  |
|             | U |          |            |    |       |                  |
|             | n |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | t |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | d |          |            |    |       |                  |
|             | S |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | c |          |            |    |       |                  |
|             | u |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | t |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | s |          |            |    |       |                  |
|             | ’ |          |            |    |       |                  |
|             | s |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | x |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | c |          |            |    |       |                  |
|             | u |          |            |    |       |                  |
|             | t |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | v |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | . |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | . |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | . |          |            |    |       |                  |
|             | M |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | . |          |            |    |       |                  |
|             | P |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | c |          |            |    |       |                  |
|             | h |          |            |    |       |                  |
|             | a |          |            |    |       |                  |
|             | L |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | e |          |            |    |       |                  |
|             | l |          |            |    |       |                  |
|             | a |          |            |    |       |                  |
|             | s |          |            |    |       |                  |
|             | i |          |            |    |       |                  |
|             | t |          |            |    |       |                  |
|             | h |          |            |    |       |                  |
|             | o |          |            |    |       |                  |
|             | r |          |            |    |       |                  |
|             | n |          |            |    |       |                  |
|             | . |          |            |    |       |                  |
+-------------+---+----------+------------+----+-------+------------------+

Remarks : Mr. Preecha Leelasithorn had resigned from the company
effective 3 January 2001, therefore, since 2001 all the related
transactions had not existed anymore. The above data was the remaining
commitment from the agreement.

In the year 2001 and 2000, United Securities Public Company Limited and
its subsidiary had significant related transactions with some related
parties as follows:

+-------------+----------+------------+---+----+------+------------------+
| Related     | Rela     | Types/Size |   | T  |      | Remark           |
| Parties     | tionship | of the     |   | ra |      |                  |
|             |          | T          |   | ns |      |                  |
|             |          | ransaction |   | ac |      |                  |
|             |          |            |   | ti |      |                  |
|             |          |            |   | on |      |                  |
|             |          |            |   | V  |      |                  |
|             |          |            |   | al |      |                  |
|             |          |            |   | ue |      |                  |
+-------------+----------+------------+---+----+------+------------------+
|             |          |            |   | Ye | Year |                  |
|             |          |            |   | ar | 2000 |                  |
|             |          |            |   | 20 |      |                  |
|             |          |            |   | 01 |      |                  |
+-------------+----------+------------+---+----+------+------------------+
| 8. United   | The      |            | 1 |    | 4    | The said         |
| Securities  | c        |  Brokerage | , |    | 1,68 | brokerage fee    |
| PLC. And    | ompany’s |   fee      | 9 |    | 5.18 | rate is the      |
| Mr.Chanin   | Director |   income   | 9 |    | Baht | market rate      |
| V           |          |   from     | 9 |    |      | which is         |
| ongkusolkit | The      |            | . |    | 3    | normally charged |
|             | c        | Securities | 5 |    | 1,71 | to the ordinary  |
| 9. United   | ompany’s |   Trading. | 0 |    | 7.78 | customers.       |
| Securities  | Director |            |   |    | Baht |                  |
| PLC. And    |          |            | 2 |    |      |                  |
| Mr. Kanit   | The      |  Brokerage | 6 |    | 12   |                  |
| Sarasin.    | c        |   fee      | , |    | 4,83 |                  |
|             | ompany’s |   income   | 3 |    | 9.02 |                  |
| 10. United  | Director |   from     | 8 |    | Baht |                  |
| Securities  |          |            | 0 |    |      |                  |
| PLC.and     | The      | Securities | . |    | -    |                  |
| Mr.Verajet  | c        |   Trading. | 4 |    |      |                  |
| Vo          | ompany’s |            | 5 |    | -    |                  |
| ngkusolkit. | Ex       | Brokerage  |   |    |      |                  |
|             | ecutive. | fee income | 3 |    |      |                  |
| 11. United  |          | from       | 2 |    |      |                  |
| Securities  | The      | Securities | , |    |      |                  |
| PLC.and     | c        | Trading.   | 3 |    |      |                  |
|             | ompany’s |            | 2 |    |      |                  |
| Miss        | major    | Brokerage  | 4 |    |      |                  |
| Tippranee   | Sha      | fee income | . |    |      |                  |
| Chatmanop.  | reholder | from       | 7 |    |      |                  |
|             |          | Securities | 5 |    |      |                  |
| 12. United  |          | Trading.   |   |    |      |                  |
| Securities  |          |            | 1 |    |      |                  |
| PLC. And    |          | Brokerage  | 5 |    |      |                  |
| Town        |          | fee income | 0 |    |      |                  |
| Holding     |          | from       | . |    |      |                  |
| Co.,Ltd.    |          | Securities | 4 |    |      |                  |
|             |          | Trading.   | 3 |    |      |                  |
|             |          |            |   |    |      |                  |
|             |          |            | 4 |    |      |                  |
|             |          |            | 1 |    |      |                  |
|             |          |            | , |    |      |                  |
|             |          |            | 2 |    |      |                  |
|             |          |            | 3 |    |      |                  |
|             |          |            | 3 |    |      |                  |
|             |          |            | . |    |      |                  |
|             |          |            | 7 |    |      |                  |
|             |          |            | 8 |    |      |                  |
+-------------+----------+------------+---+----+------+------------------+

In the year 2001 and 2000, United Securities Public Company Limited and
its subsidiary had significant related transactions with some related
parties as follows:

+-------------+-------------+----------+------+---+----+---+-----------------+
| Related     | R           | Ty       | Tra  |   |    | R |                 |
| Parties     | elationship | pes/Size | nsac |   |    | e |                 |
|             |             | of the   | tion |   |    | m |                 |
|             |             | Tra      | V    |   |    | a |                 |
|             |             | nsaction | alue |   |    | r |                 |
|             |             |          |      |   |    | k |                 |
+-------------+-------------+----------+------+---+----+---+-----------------+
|             |             |          | Year | Y |    |   |                 |
|             |             |          | 2001 | e |    |   |                 |
|             |             |          |      | a |    |   |                 |
|             |             |          |      | r |    |   |                 |
|             |             |          |      | 2 |    |   |                 |
|             |             |          |      | 0 |    |   |                 |
|             |             |          |      | 0 |    |   |                 |
|             |             |          |      | 0 |    |   |                 |
+-------------+-------------+----------+------+---+----+---+-----------------+
|   13.       | Banpu Power | B        | 31   |   | 1, |   | The said        |
|   United    | Co.,Ltd.    | rokerage | 2,48 |   | 03 |   | brokerage fee   |
|             | has         | fee      | 7.94 |   | 8, |   | rate is the     |
|  Securities | directors   | income   |      |   | 36 |   | market rate     |
|   PLC. and  | in common   | from     | 4    |   | 8. |   | which is        |
|   Banpu     | to the      | Se       | 1,50 |   | 65 |   | normally        |
|   Power     | company.    | curities | 3.80 |   |    |   | charged to the  |
|   Co.,Ltd.  |             | Trading. |      |   | -  |   | ordinary        |
|             | Common      |          | 4    |   |    |   | customers.      |
|   14.       | Director    | B        | 1,33 |   | -  |   |                 |
|   United    | i.e.        | rokerage | 5.07 |   |    |   |                 |
|             | Mr.Verajet  | fee      |      |   |    |   |                 |
|  Securities | Vo          | income   |      |   |    |   |                 |
|   PLC and   | ngkusolkit. | from     |      |   |    |   |                 |
|   MP        |             | Se       |      |   |    |   |                 |
|   Particle  | Common      | curities |      |   |    |   |                 |
|   Board     | Director    | Trading. |      |   |    |   |                 |
|   Co.,Ltd.  | i.e.M       |          |      |   |    |   |                 |
|             | rs.Benjawan | B        |      |   |    |   |                 |
|   15.       | Kampanar    | rokerage |      |   |    |   |                 |
|   United    | tsanyakorn. | fee      |      |   |    |   |                 |
|             |             | income   |      |   |    |   |                 |
|  Securities |             | from     |      |   |    |   |                 |
|   PLC.and   |             | Se       |      |   |    |   |                 |
|   Thai      |             | curities |      |   |    |   |                 |
|   Insurance |             | Trading. |      |   |    |   |                 |
|   PLC.      |             |          |      |   |    |   |                 |
+-------------+-------------+----------+------+---+----+---+-----------------+
| 16. United  | The minor   | B        | 2    |   | 1, |   | The transaction |
| Securities  | s           | rokerage | 1,19 |   | 60 |   | value in year   |
| PLC.and its | hareholders | fee      | 6.29 |   | 9, |   | 2000 was        |
| minor       | are the     | income   |      |   | 32 |   | calculated from |
| sh          | s           | from     |      |   | 8. |   | the total       |
| areholders. | hareholders | Se       |      |   | 46 |   | shareholders    |
|             | who hold    | curities |      |   |    |   | while in year   |
|             | less than 5 | Trading. |      |   |    |   | 2001, was       |
|             | % of the    |          |      |   |    |   | calculated from |
|             | company’s   |          |      |   |    |   | the top 10      |
|             | shares.     |          |      |   |    |   | shareholders    |
|             |             |          |      |   |    |   | only.           |
+-------------+-------------+----------+------+---+----+---+-----------------+
| 17. United  | Common      | U        | 2,02 |   | 3, |   |                 |
| Securities  | Directors.  | tilities | 2,86 |   | 34 |   |                 |
| PLC. and    |             | E        | 5.81 |   | 4, |   |                 |
| Makkasan    |             | xpenses. |      |   | 07 |   |                 |
| Real Estate |             |          |      |   | 3. |   |                 |
| and Lee     |             |          |      |   | 03 |   |                 |
| Garden      |             |          |      |   |    |   |                 |
| Co.,Ltd.    |             |          |      |   |    |   |                 |
+-------------+-------------+----------+------+---+----+---+-----------------+
| 18. United  | Quality     | F        | 4    |   | -  |   |                 |
| Advisory    | House PLC.  | inancial | ,000 |   |    |   |                 |
| Service     | has a       | Advisory | ,000 |   |    |   |                 |
| Co.,Ltd.    | common      | fee      |      |   |    |   |                 |
| and Quality | Director    | income.  |      |   |    |   |                 |
| House PLC.  | with UAS    |          |      |   |    |   |                 |
|             | the         |          |      |   |    |   |                 |
|             | company’s   |          |      |   |    |   |                 |
|             | subsidiary  |          |      |   |    |   |                 |
|             |             |          |      |   |    |   |                 |
|             | i.e.Mr.     |          |      |   |    |   |                 |
|             | Rath        |          |      |   |    |   |                 |
|             | Panichphan  |          |      |   |    |   |                 |
+-------------+-------------+----------+------+---+----+---+-----------------+
| 19. United  | Quality     | B        | 3    |   | -  |   |                 |
| Advisory    | House PLC.  | rokerage | 7,34 |   |    |   |                 |
| Service     | has a       | fee      | 0.63 |   |    |   |                 |
| Co.,Ltd.    | common      | income   |      |   |    |   |                 |
| and Quality | Director    | on       |      |   |    |   |                 |
| House PLC.  | with UAS    | Se       |      |   |    |   |                 |
|             | the         | curities |      |   |    |   |                 |
|             | company’s   | Trading. |      |   |    |   |                 |
|             | subsidiary  |          |      |   |    |   |                 |
|             |             |          |      |   |    |   |                 |
|             | i.e.Mr.     |          |      |   |    |   |                 |
|             | Rath        |          |      |   |    |   |                 |
|             | Panichphan  |          |      |   |    |   |                 |
+-------------+-------------+----------+------+---+----+---+-----------------+
| 20. United  | Home        | Unde     | 5    |   | -  |   | -               |
| Securities  | Products    | rwriting | ,265 |   |    |   |                 |
| PLC. and    | Center PLC. | fee      | ,000 |   |    |   |                 |
| Home        | is the      | income.  |      |   |    |   |                 |
| Products    | company     |          |      |   |    |   |                 |
| Center PLC. | which the   |          |      |   |    |   |                 |
|             | Quality     |          |      |   |    |   |                 |
|             | House       |          |      |   |    |   |                 |
|             | Co.,Ltd.    |          |      |   |    |   |                 |
|             | holds more  |          |      |   |    |   |                 |
|             | than 20% of |          |      |   |    |   |                 |
|             | the shares. |          |      |   |    |   |                 |
+-------------+-------------+----------+------+---+----+---+-----------------+

In the year 2001 and 2000, United Securities Public Company Limited and
its subsidiary had significant related transactions with some related
parties as follows:

  -------------- -------------- ------------- ------------- ------ ------------------
  Related        Relationship   Types/Size of Transaction          Remark
  Parties                       the           Value                
                                Transaction                        

                                              Year 2001     Year   
                                                            2000   

  21. United     Home Products  Financial     2,100,000     -      -
  Advisory       Center         Advisory fee                       
  Service        Co.,Ltd. is    income.                            
  Co.,Ltd. and   the company                                       
  Home Products  which the                                         
  Center PLC.    Quality House                                     
                 holds more                                        
                 than 20% of                                       
                 the shares.                                       

  22. United     Mrs.Sasitorn   Car rental    180,081       -      
  Advisory       Pongstorn is   expenses                           
  Service        the United                                        
  Co.,Ltd. and   Advisory                                          
  Mrs.Sasitorn   Service                                           
  Pongstorn.     Co.,Ltd.’s                                        
                 Executive.                                        
  -------------- -------------- ------------- ------------- ------ ------------------

(2) Necessity and the Justification of the Related Transactions.

The abovementioned related transactions are somewhat necessary and
justified to serve the highest benefit of the company and in which the
Independent Directors believes to be the characteristics of normal
business that the company has received or paid in fair market price and
thus proves the justification of the transaction.

(3) Methods/Process of the Approval for Related Transactions.

Some of the related transactions which are presently existing or which
will carry on in the future are the office space rental fee expenses,
office equipment and services fee and the brokerage fee from securities
trading.

Those related transactions were engaged by a pre-approval from the Board
of Executive Directors, Audit Committee and the Board of Directors. And
during the Audit Committee’s Meeting No.2/2002 held on 14 Feb 2002, the
Independent Directors or the Audit Committee had considered those
continual related transactions engaged in the past or at present to be
the transactions of normal business characteristics in which the company
has received or made payment on a justified market price.

(4) Policy on Future Related Transactions.

It is evident that the existing related transactions will continue in
the future. Those related transactions will be done under certain
conditions so that they proceed on the normal procedure and at normal
market price similarly to the ordinary customers. In order to do so, the
Independent Directors or the Audit Committee or the company’s Internal
Auditor or any other independent specialist will be assigned to examine
and analyze or comments on the justification of the price and the
transactions.

The company’s future related transactions will be decided upon the Board
of Executive Directors’ judgement with a pre-approval from the Board of
Directors. Each member of the Board, however, should not decide on any
related transactions either in relation to the company or to the
company’s subsidiary which have some personal conflict of interest. And
they should in turn declare such transactions(if any) to the Audit
Committee and to the Board of Directors for considerations. The Audit
Committee and the Board of Directors then have the duty to consider such
related transactions according to the Securities and Exchange laws and
SET Rules and regulations including the regulations concerning the
disclosure of connected transaction and the acquirement or the selling
of significant assets of the company or the company’s subsidiary.

In conclusion, if there are any transactions related to the company or
its subsidiary which may contribute to some conflict of interest in the
future, the Independent Directors or the Audit Committee will be
assigned to comment on the pricing, the remuneration as well as the
necessity or the justification of the transactions. Some transactions,
however, may need a specialist to assist in the evaluation process. In
that case, an independent specialist or the company’s auditor will be
assigned to do the comments instead in order to supply the information
to enhance the Board of Directors’ decision or in some cases the
shareholders’ decision. And the related transaction will appear in the
company’s audited Financial Statement notes.

  14 February 2002

Subject : Opinion on Related Transactions

TO : Shareholders

United Securities Public Company Limited

We, Mr.Vichien Wattanakun, Mrs. Benjawan Kumpanartsanyakorn and
Mr.Vorapol Socatiyanurak, the company’s Independent Directors, are
hereby given our comments and opinion concerning the related
transactions (details attached) as follows:

1.  The brokerage fee income earned from the company’s major
    shareholder, related companies(having shareholders and/or Directors
    in common), Directors and management for the year 2002 for the total
    value of 0.84 million Baht were charged on the normal commission
    rate as was charged to ordinary customers.

2.  The advisory fee income totaled 11.57 million Baht was earned from
    the financial advisory fee and the underwriting fee from the related
    companies which have Directors in common with the subsidiary’s and
    of which were charged at the market rate and at the same rate
    charged to the ordinary customers.

3.  Services fee income of 0.03 million Baht was the service fee on
    providing information and research paper concerning economic
    situation and the analyses report on energy industries to Banpu PLC.
    which has the shareholders and Directors in common and which rates
    were charged at the market rate and at the same rate charged to the
    ordinary customers

4.  Rental and Service Expenses of 7.21 million Baht was the rental of
    the company’s and its subsidiary’s office space on the 4^(th)-5^(th)
    and 6^(th) floors in the Grand Amarin Tower Building from the
    Makkasan Real Estate Co.,Ltd. which is the related company having
    Directors in common and the space rented for HadYai’s Branch
    Office(closed down since February 2001) from the Lee Garden Hotel
    Co.,Ltd. whose Director is the relative of one of the company’s
    Executives at that time. In addition, there was an assets rental
    expense (vehicle) from the company’s Executive by which the rental
    rate is the market rate which is normally charged to the ordinary
    customers.

5.  The Utilities expenses of 2.02 million Baht were the expenses arison
    from the utilities used in the rented office space from the Makkasan
    Real Estate Co.,Ltd. and the Lee Garden Hotel Co.,Ltd which are
    related to the rental space stated in No.4 which are in normal
    business practice of the company and which rates are the normal
    rates charged to the ordinary customers.

6.  Interest income from sale of fixed assets amounted to 0.06 million
    Baht was the interest income arison from the selling of office
    equipment to the Alliance Co.,Ltd. whose Director is a relative of
    the company’s Executive and by which the interest rate was
    calculated from the market price which is the normal rate charged to
    the ordinary customers.

The abovementioned related transactions were deemed reasonable and fair
and they were arison from the normal business operations of the company

  Please be informed accordingly.

  Best regards,

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  …………………………….        ………………………………………..              ……………………………..

  Mr.Vichien          Mrs. Benjawan                  Mr.Vorapol
  Wattanakun          Kumpanartsanyakorn             Socatiyanurak,

  Independent         Independent Director           Independent Director
  Director                                           
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