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 1262-3

Auditor:

Ernst & Young Office Limited

By

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

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

Mr. Ruth Chaowanagawi, C.P.A. No. 3247

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

ATTACHMENT 4

LAND AND BUILDING VALUATION

BY

SIMON LIM & PARTNERS COMPANY LIMITED

ATTACHMENT 5

AUDIT COMMITTEE REPORT

REPORT OF THE AUDIT COMMITTEE

The Audit 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; and

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

During 2004 the Audit Committee independently performed its duties and
formally convened four meetings 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.

The Audit Committee also met quarterly with the 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 2004 thereby ensuring that this work was both
sufficient and effective on an ongoing basis.

The Audit 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 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
Committee is satisfied that all related party transactions that were
reviewed by it and arose in 2004 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 Committee. The Company’s operating results and financial reports
are therefore reviewed for transparency and completeness. In this regard
the Audit 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 Committee is pleased to note that management and the Board
recognize the importance of good corporate governance and corporate
social responsibility and have throughout 2004 applied the principles of
best practice as outlined by the Stock Exchange of Thailand and the
Institute of Directors.

The Audit Committee has recommended the Board to re-appoint Mr. Sophon
Permsirivallop, Certified Public Accountant No. 3182 and/or Ms. Rungnapa
Lertsuwankul, Certified Public Accountant No. 3516 and/or Mr. Ruth
Chaowanagawi, Certified Public Accountant No. 3247 of Ernst & Young
Office Limited to be the Company’s auditors for the fiscal year 2005
with a recommended audit fee of Baht 574,000.

(Mr. Steven M. Small)

Audit Committee Chairman

February 4, 2005