9. Administration

9.1 Administrative Structure

The authority of the corporate directors

The Board of Directors is comprised of the chairman, the managing
director, the deputy managing director and the rest of the directors.
Their job is to give counsel and to set the business policy strategy and
vision in running the business.

The Audit Committee The Company’s Board Meeting No.6/1999 on December
22, 1999 appointed the Audit Committee of 3 persons whose qualification
strictly conforms to SET specifications. Their duty is to promote
operating efficiency and to increase the corporate value conducive to
the followings:

1. Increased confidence and credibility in the company’s financial
statements

2. Increased cautiousness in performing the Board’s duty in which the
Board shall consider themselves accountable for:

-   Financial information reporting

-   Adopting an appropriate accounting policy

-   Financial management

-   Internal control and audit

-   Strategic planning and business policy-making

-   Conformity to law and regulations

-   Control and management of risk

3.  Improvement work on both function and process of internal and
    external audit, and on the communication among the Board, the
    Internal Audit division and auditors.

    2.  Determination of the maximum number of directors in the Board
        and the proportion of those directors representing the
        shareholders in the Board

-None- Generally to be determined by the resolution of the annual
general meeting of the shareholders.

The Board of Directors : Their duty and responsibility, structure, and
their appointment

The details are as follows: {with reference to the Listed Company’s
regulations revised on May 27, 1998 (formerly registered on June 14,
1993, section 4 on Board of Directors, from Item 15, 28 to Item 30)}

(Item 15) In voting for the company's director, each shareholder will
have one vote per one share held. Each shareholder is to employ his
voting right in full to choose a person or many persons to be director,
but cannot divide his voting right among the nominees.

The nominee who receives the highest votes and those who receive fewer
votes in descending order will be elected directors to fill the
vacancies needed at the time. In case of a tie of votes among the
nominees, and the number of those tied exceeds the vacancies allowed,
the needed number of elected director will be decided by a lucky draw.
(in accordance with Article 70 section (1), (2) and (3) of the Public
Company Act BE 2535 )

(Item 28) The director is not allowed to do business, to be partner or
to hold share in other juristic person of similar setup to the company,
or even competing with the company except he notified the shareholders'
meeting prior to his appointment as director.

(Item 29) The director is to notify the company without delay if he has
interest in any contract issued with the company, or increases/
decreases his holding of ordinary shares/ debenture stock in the company
or in the associated company.

(Item 30) Two directors co-signed any document stamped with the
company's seal. This will legally bind the company with such document.
The board can designate a director as the authorized person to represent
the company in signing documents and using the company's seal.

9.3 Remuneration for the Management

1.  Cash remuneration for 2000

  Remuneration for Directors Director allowance plus annual gratuity for
  the Directors amount to THB 0.588 million. The remuneration for the
  management (6 persons) plus salary and bonus for the whole year
  amounts to THB 9.05 million.

2.  Other forms of remuneration

  -None-

The annual general meeting No.1/2000 on April 28, 2000 resolved
unanimously to pay remuneration of THB 30,000 each to board directors
incumbent on December 31, 1999 and THB 40,000 to the chairman for their
1999 service.

9.4 Supervising and Monitoring the Company

All along the company has observed and tried its best to comply with the
Code of Best Practice for the Director of the Listed Company, being part
of the SET regulations.

5.  Monitoring the Use of Inside Information

The company has a policy and a measure to ensure that the management do
not use the company’s inside information to their own advantage or to
trade securities particularly in the month prior to the circulation of
the company’s financial statements among the public.

  9.6 Personnel

The average number of employees for 2000 is 700. The total employee
remuneration (salary, bonus and provident fund) totals THB 100.82
million. (For 1999, the total number of employees was 586, with expenses
totaling THB 80.29 million.)

Worker Development Policy

The company has a policy in enhancing the potential and efficiency of
the workers on a regular basis with a view to better preparing them for
global change in both competitiveness and new technology. In-house
training courses are designed and catered for different ranks,
professional standards, goals and objectives of each business unit. The
company also provides opportunities for external training either locally
or abroad.