Attachment III 

Others 

References

Registrars:

The Stock Exchange of Thailand

The Stock Exchange of Thailand Building 

62 Radchadaphisek Road, Klongtoey, 

Bangkok 10110, Thailand

Tel. 66 (0) 2229 2000 Fax. 66 (0) 2654 5649

Thailand Securities Depository Company Limited

The Stock Exchange of Thailand Building,

62 Ratchadapisek Road, Klongtoey,

Bangkok 10110, Thailand

Tel. 66 (0) 2229 2800 Fax. 66 (0) 2359 1259

Auditor:

Ernst & Young Office Limited

By

Ms. Rungnapa Lertsuwankul, C.P.A. No. 3516 and/or

Mr. Sophon Permsirivallop, C.P.A. No. 3182 and/or

Ms. Sumalee Reewarabandith, C.P.A. No. 3970

P.O. Box 1047, Bangkok 10501,

33^(rd) floor, Lake Rajada Office Complex,

193/136-137, Rajadapisek Road, Klongtoey,

Bangkok 10110, Thailand

Tel. 66 (0) 2264 0777 Fax. 66 (0) 2264 0789-90

Legal Counselors:

Allen & Overy (Thailand) Company Limited

22^(nd) floor, Sindhorn Building III,

130 Wireless Road, Lumpini,

Pathumwan, Bangkok 10330, Thailand

Tel. 66 (0) 2263 7600 Fax. 66 (0) 2263 7699

Linklaters (Thailand) Limited

20^(th) floor, Capital Tower All Seasons Place,

87/1 Wireless Road,

Bangkok 10330, Thailand

Tel. 66 (0) 2305 8000, 66 (0) 2654 3130

Fax 66 (0) 2305 8010, 66 (0) 2654 3131

Amphon, Kittiporn, Anuporn & Associates Law Office

80/2 Trok Sathien, Tanao Road, Bangkok 10200, Thailand

Tel. 66 (0) 2622 0200 Fax 66 (0) 2622 0198-9

Financial Advisor:

-None-

Financial Institutions:

Siam Commercial Bank Public Company Limited, Head Office

Siam Commercial Bank Public Company Limited, Sathorn Branch

Siam Commercial Bank Public Company Limited, Phuket Branch

Kasikorn Bank Public Company Limted, Head Office

Kasikorn Bank Public Company Limted, Silom Branch

Bangkok Bank Public Company Limited, Head Office

Bangkok Bank Public Company Limited, Silom Branch

ATTACHMENT 4

LAND AND BUILDING VALUATION

BY

SIMON LIM & PARTNERS COMPANY LIMITED

AND

Knight Frank Chartered (Thailand) Co., Ltd.

ATTACHMENT 5

AUDIT AND RISK COMMITTEE REPORT

REPORT OF THE AUDIT AND RISK COMMITTEE

The Audit and Risk Committee of Laguna Resorts & Hotels Public Company
Limited comprises three Independent Directors. It is empowered to:-

-   review the Company’s financial reports, internal controls,
    disclosure of related party transactions and compliance with all
    relevant regulations and laws;

-   recommend special audit plans to the internal auditor;

-   advise management on matters related to the principles of good
    corporate governance;

-   recommend the appointment of the Company’s external auditors and
    their remuneration;

-   review or discuss policies regarding risk assessment and risk
    management and the steps management has taken to monitor and control
    such exposures; and

-   seek to oversee and ensure a continuous process for managing risk.

During 2006 the Audit and Risk Committee convened six meetings four of
which were with the Company’s external auditors to review compliance
with accounting and internal controls prior to approving the quarterly
reports and the annual financial statements. These meetings also
included discussions with the Company’s internal auditor to review and
advise on its findings and to follow up on matters arising from the
schedule of work it had approved the internal auditor to undertake
during 2006 thereby ensuring that this work was both sufficient and
effective. In regards to risk management, the Audit and Risk Committee
reviewed the risk registers of the Company’s major business units with
the Company’s Group Risk Committee. During the review, the Audit and
Risk Committee advised on mitigation measures for identified risks and
checked that the risk management policies and work undertaken by the
Company’s Group Risk Committee continues to be adequate and effective.

In addition to the quarterly meetings, an additional meeting was
convened to specifically consider the risk management process and its
reporting structure to ensure that risk management remains an ongoing
process. The ARC also sought assurance that the action plans for each
completed risk is embedded in the culture of the group.

Each of the Audit and Risk Committee members attended all the six
meetings convened in 2006.

The Audit and Risk Committee is satisfied that the Group’s internal
controls are sufficient both to support its operations and to enable the
external auditors to express an opinion on the financial statements that
they present fairly in all material respects the financial position and
results of its operations. Where internal control weaknesses have been
detected during the course of the Audit and Risk Committee’s reviews
these have not been considered material and in all cases management has
been alerted and has taken appropriate corrective action.

Despite the complexity of the Group’s structure which primarily arises
from the integration of several resorts at Laguna Phuket, the Audit and
Risk Committee is satisfied that all related party transactions that
were reviewed by it and arose in 2006 were fair and reasonable and had
been entered into on an arms length basis applying the principles of an
open market between willing parties.

The interests of all shareholders remain the principal objective of the
Audit and Risk Committee. The Company’s operating results and financial
reports are therefore reviewed for transparency and completeness. In
this regard the Audit and Risk Committee has been able to satisfactorily
resolve all matters arising within the terms of its Charter with both
the management and the external and internal auditors.

The Audit and Risk Committee has recommended the Board to re-appoint
Ms. Rungnapa Lertsuwankul, Certified Public Accountant No. 3516 and/or
Mr. Sophon Permsirivallop, Certified Public Accountant No. 3182 and/or
Ms. Sumalee Reewarabandith, Certified Public Accountant No. 3970 of
Ernst & Young Office Limited to be the Company’s auditors for the fiscal
year 2007 with a recommended audit fee of Baht 690,000.

(Mr. Steven M. Small)

Audit and Risk Committee Chairman

February 9, 2007