TO INFORM MINUTES OF ANNUAL GENERAL MEETING NO. 8

Translation April 5, 2001 Subject : To inform Minutes of Annual General Meeting No.8 (after conversion into a public company limited) To : Director and Manager Stock Exchange of Thailand Pursuant to Annual General Meeting No.8 (after conversion into a public company limited) of Siam Makro Public Company Limited held on April 5, 2001 during 3.00 - 4.00 p.m., at Monthathip Room of The Radisson Hotel Bangkok, No. 92 Rama 9 Road, Bangkapi Subdistrict, Huay Kwang District, Bangkok Metropolis, Thailand and has resolved the following matters: - 1. The meeting unanimously confirmed the Minutes of Annual General Meeting No. 7 (after conversion into a public company limited) held on April 12, 2000. 2. The meeting unanimously approved the audited balance sheets, statements of income, and retained earnings and statements of cash flows and the report of the auditors of Siam Makro Public Company Limited and its subsidiaries as of December 31, 2000. 3. The meeting unanimously approved the report of the Company's Management regarding the Company's activities, the Annual Report of 2000 and the opinion of the Board of Directors concerning internal control system of the Company and its subsidiaries. 4. The meeting unanimously approved to increase the number of directors in the Board of Directors from 9 directors to not more than 11 directors. 5. The meeting unanimously approved to appoint Mr. Hessel Franssen and Mrs. Boonsin Srilertchaipanij as the new directors of the Company. 6. The meeting unanimously re-elected Mr. Athaporn Khaimarn, Mr. James Stent and Mr. Arnold Maria Leo Tobac to be the directors of the Company for another term and Mr. Athaporn Khaimarn and Mr. James Stent remain in the position of the Audit Committee in the appointment term and fixed the remuneration of the Company's directors except Mr. Jacob Cornelio Adriano de Jonge, Mr. Arnold Maria Leo Tobac, Mrs. Suchada Ithijarukul, Mr. Hessel Franssen and Mrs. Boonsin Srilertchaipanij to be not exceeding Baht 5,000,000 per year. 7. The meeting unanimously approved the declaration of the dividend payment at the rate of 40.9% of the net profit for the year, being Baht 1.75 per share, totalling 240,000,000 shares in the amount of Baht 420,000,000 and appropriation of part of the net profit as the reserve fund at the amount of Baht 47,499,635 being 4.6% of net profit for the year making total balance of the reserve fund as at 31 December 2000 up to Baht 240,000,000 being equal to 10% of share capital. 8. The meeting unanimously resolved that Mr. Prasan Chuaphanich, Certified Public Accountant (Thailand) No. 3051, Ms. Nangnoi Charoenthaveesub, Certified Public Accountant (Thailand) No. 3044, and Mr. Somchai Jinnovart, Certified Public Accountant (Thailand) No. 3271 of PricewaterhouseCoopers ABAS Limited be appointed as the Company's auditors, any one being authorized to conduct the audit and express an opinion on the annual financial statements of the Company, for the fiscal year ended on December 31, 2001. In the absence of the above-named auditors, PricewaterhouseCoopers ABAS Limited is authorized to identify one other Certified Public Accountant with PricewaterhouseCoopers ABAS Limited to carry out the work and the auditing fee shall be fixed by the Audit Committee. There is no further business. Please be informed accordingly. Very truly yours, Signature (Charoen Assawajarukasem)