SECTION 1

Executive Summary

-   United Securities Public Company Limited (hereby called “the
    Company”) was established on 1 August, 1971 with the commencement
    Registered Capital of Baht 500,000. In 1991, the company was
    designated Broker No.38 by SET and became member of the Thai Bond
    Dealing Center No. 49 in the year 1994. In January 2000, the company
    had set up a wholly owned subsidiary company named United Advisory
    Services Company Limited by holding 99.99% of the Baht 10 million
    Registered and Paid up Capital. In 2001, the Company had offered
    Initial Public Offering shares to the public so that its registered
    capital had changed to Baht 304,373,570 and all fully paid up
    dividing into 60,874,714 common shares at Baht 5 par value and on 8
    August, 2001, the Company had listed its shares in the Stock
    Exchange of Thailand.

-   In February 2002, the Company had signed a Memorandum of
    Understanding to merge its business with Trinity Wattana Co., Ltd.
    and the shareholders had resoluted for the Company to increase its
    registered capital to Baht 860million by allocating the newly issued
    shares to the existing shareholders at the ratio of 2 existing
    shares get 1 new share at the offering price of Baht 5 per share and
    allocated another lot for Trinity Wattana. However, the merging deal
    was finally cancelled and therefore, a shareholder’s meeting was
    held to make a new resolution concerning the allocation of the newly
    issued shares. It was then resoluted that a total of 30,437,357
    shares be allocated to the existing shareholders at the ratio of 2
    existing shares get 1 new share at the price of Baht 5 per share and
    these newly subscribed shares would be eligible to get the Company’s
    newly issued warrant (US-W1) for free and in the ratio of 1 common
    share gets 2 warrants. Another lot of newly issued shares amounted
    15,313,215 shares was allocated by mean of Private Placement and the
    rest 65,374,714 shares were reserved for the conversion of the
    Company’s warrants into common shares for 60,874,714 shares and
    another 4.5million shares were also reserved for the conversion of
    the warrant from the Company’s Directors and staff under the ESOP
    scheme.

  Therefore, the Company’s registered capital at present is Baht
  860million and the paid up capital was Baht 533.12million in the month
  of June 2002. The US-W1 has been listed in the SET on 14^(th) October
  2002. Consequently, after the US-W1 had been converted for the first
  time in November 2002, the Company’s paid up capital became Baht
  537million.

-   The Company was granted full license to operate 4 types of
    Securities Businesses, i.e., Securities Brokerage, Securities
    Trading, Investment Advisory and Underwriting. At present, the
    company has 4 branches namely Rangsit, Nakornsawan, Nakornpathom and
    Haad Yai branches. The Company’s Subsidiary Company is United
    Advisory Services Company Limited which operates Financial Advisory
    as its main business.

-   The objectives of the company are divided into 3 main categories,
    i.e., Securities Broker business, Investment Banking business and
    Securities Trading business within the income ratio of 80%, 15% and
    5%, respectively. In order to achieve the set objectives, the
    Company had developed its organization concerning its operational
    systems, personnel as well as the utilization of higher technology
    to help support in its future operations.

-   Financial Statement as at 31 December 2002 showed the Company’s
    Total Assets of Baht 1,620million; Total Liabilities of Baht
    775million and Total Shareholders’ Equity of approx. Baht
    845million. The Company’s Registered Capital is Baht 860million and
    the paid up capital is Baht 537million.

-   The Company has been able to constantly raise its profit. From a net
    loss of Baht 9.13million or Baht (0.16) per share in the year 2001,
    to a net profit of Baht 88.46million or 0.87 per share (weighted
    average) in the year 2002.