8. Capital Structure

1.  Securities issued by the Company

+-----------------------------------------+----------------------------+
| -   Debt Securities:                    | None                       |
+-----------------------------------------+----------------------------+
| -   Equity Securities:                  |                            |
+-----------------------------------------+----------------------------+
|   Authorized Shares:                    | 287.5 million ordinary     |
|                                         | shares with the par value  |
|                                         | of Baht 10 per share.      |
+-----------------------------------------+----------------------------+
|   Issued Shares:                        | 237.5 million ordinary     |
|                                         | shares.                    |
+-----------------------------------------+----------------------------+
|   Shares repurchased and held in        | 7.5 million ordinary       |
|   treasury:                             | shares.                    |
+-----------------------------------------+----------------------------+
|   Issued and Outstanding Shares:        | 230 million ordinary       |
|                                         | shares.                    |
+-----------------------------------------+----------------------------+
| -   Derivatives:                        | None.                      |
+-----------------------------------------+----------------------------+

  8.2 Shareholders of the Company

The top 10 major shareholders¹ as of August 24, 2007 were as follows:

  -------------------------------------------------------------------------
  No.   Shareholders                         Number of       Percentage
                                             Shares Held     (%)²
  ----- ------------------------------------ --------------- --------------
  1.    Sunrise Equity Co., Ltd.             80,065,840      33.71

  2.    Thai Roc-Cem Company Limited         77,628,433      32.69

  3.    Clear Stream Nominees LTD.           8,350,200       3.52

  4.    Parkmix Limited-JPMSAPL client A/C   7,051,100       2.97

  5.    Nortrust Nominees LTD.               5,230,200       2.20

  6.    Sriayuthhaya Insurance Public        4,047,800       1.70
        Company Limited                                      

  7.    HSBC (Singapore) Nominees PTE LTD.   4,015,577       1.69

  8.    Vayupak Mutual Fund I by MFC Asset   2,254,000       0.95
        Management Public Company Limited                    

  9.    Vayupak Mutual Fund I by Krungthai   2,254,000       0.95
        Asset Management Public Company                      
        Limited                                              

  10.   Mrs. Sasithorn Ratanarak             2,085,040       0.88
  -------------------------------------------------------------------------

  Remarks: 1) The top 10 major shareholders are not included 7.5 million
  shares repurchased and held in treasury.

  2) Percentage calculated from 237.5 million ordinary issued shares.

  8.3 Dividend Payment Policy

  The Board of Directors aims at optimizing wealth of its shareholders,
  both through dividend payment and share value, without compromising on
  internal growth and commitment to sustainable development.

    The Company has announced a dividend payment of Baht 14 per share
    for each of the years 2005 to 2007. The Company’s reserve has
    reached 10 per-cent of its registered capital. The Board of
    Directors always ensures that there are enough profits to make
    interim payments and final dividend allocations.

During 2005-2007, Siam City Cement allocated dividends as follows:

  For fiscal year 2007, total dividend is 14 baht per share

  (Subject to shareholders approval at the 15^(th) Annual General
  Meeting of Shareholders on April 10, 2008)

-   The Board of Directors approved payment of interim dividend on
    August 9, 2007 of Baht 6.50 per share.

-   The Shareholders are proposed to approve payment of dividend for the
    second half of 2007 on April 10, 2008 of Baht 7.5 per share.

  For fiscal year 2006, total dividend was 14 baht per share

-   The Board of Directors approved payment of interim dividend on
    August 10, 2006 of Baht 6.5 per share.

-   The Shareholders approved payment of dividend for the second half of
    2006 on March 14, 2007 of Baht 7.5 per share.

  For fiscal year 2005, total dividend was 14 baht per share

-   The Board of Directors approved payment of interim dividend on
    September 1, 2005 of Baht 6.5 per share.

-   The Shareholders approved payment of dividend for the second half of
    2005 on March 30, 2006 of Baht 7.5 per share.