8 Capital and Shareholding

  8.1 Securities of the Company

-   The company has a registered and fully paid-up capital of Baht
    846,701,430 divided into 84,670,143 ordinary shares.

-   The Company has no shares of which the rights and conditions are
    different from the ordinary shares.

-   The Company is participating in the Thai Trust Fund Scheme and has
    consented to the Thai Trust Fund’s investment in and holding of the
    Company’s shares in the amount not exceeding 20% of the total issued
    and paid-up shares of the Company.

  As of the latest share register book closing on April 9, 2003, the
  total shares held by Thai Trust Funds and Thai NVDR Company Limited in
  the Company’s shares are 6,987,866 shares or 8.25% and 29,008 shares
  or 0.03% of the total issued and paid-up shares of the Company
  respectively. Pursuant to the provisions of the prospectus of Thai
  Trust Fund and Thai NVDR Company Limited (“NVDR” = Non-Voting
  Depository Receipt), they will not attend nor vote in any meeting of
  shareholders meeting of LRH other than delisting. Then the shares held
  by Thai Trust Fund and Thai NVDR Company Limited will not be
  considered for quorum and voting in shareholders’ meeting except when
  LRH wishes to delist its shares from the Stock Exchange of Thailand.

-   The Company has not issued any debentures, notes, convertible
    securities, debt instruments, etc.

-   There are no shareholding agreements among the major shareholders,
    to which the Company is a party, which has an effect on the issue
    and offer for sale of securities or business operations of the
    Company.

  8.2 Shareholders

  Major shareholders as at the last share register book-closing on April
  9, 2003

  ----- ----------------------------------------- --------------- -------------- --------
  No.   Shareholders                              No.             Total          %
                                                  Shareholdings   Shareholding   

  1     Banyan Tree Holdings Pte Ltd Group of                     38,852,865     45.89
        Companies                                                                

        (1) Banyan Tree Holdings Pte Ltd          37,165,289                      

        (2) DBS Vickers Securities (Singapore)    1,064,860                       
        Pte Ltd *                                                                

        (3) Kim Eng Ong Asia Securities (Pte) Ltd 421,105                         
        *                                                                        

        (4) Banyan Tree Spa Company Limited **    201,611                         

  2     Thai Wah Public Company Limited                           29,447,324     34.78

  3     Thai Trust Funds ***                                      6,987,866      8.25

  4     Mr. Suvit Laohapholwattana                                1,203,500      1.42

  5     Goldman Sachs & Co                                        1,001,300      1.18

  6     Gerlach & Co-Dimensional Emerging Markets                 545,800        0.64
        Value Fund, Inc.                                                         

  7     Dusit Thani Public Company Limited                        500,000        0.59

  8     Mr. Phitak Boonpojanasoontorn                             345,008        0.41

  9     Adam & Co Nominees Ltd                                    335,100        0.40

  10    Viriya Insurance Company Limited                          319,450        0.38

        Other Minority Shareholders                               5,131,930      6.06

        Total                                                     84,670,143     100.00
  ----- ----------------------------------------- --------------- -------------- --------

  Note

  * = Brokers of Banyan Tree Holdings Pte Ltd Group of Companies

  ** = A company which is under the control of Banyan Tree Holdings Pte
  Ltd

  *** = Banyan Tree Holdings Pte Ltd holds 4,870,106 units in Thai Trust
  Fund

  8.3 Dividend policy of the Company

  The dividend policy of the company is structured into 2 components as
  follows:

-   a fixed component amounting to one third of net earnings for the
    year attributable to its shareholders; and

-   a variable component subject to the board of directors' discretion
    on the availability of cash after taking into account major capital
    expenditure and debt repayment obligations in the following year.

    4.  Dividend policy of the subsidiaries

-   There is no dividend policy.