ONSOLIDATED AND COMPANY FINANCIAL STATEMENTS 1999

Impairment charge - - Depreciation charge (189,240,108) (430,101,667) Closing net book amount 4,421,941,322 1,074,494,853 At 31 December 1999 Cost or appraised value 5,210,365,008 3,187,494,333 Less : Accumulated depreciation (788,423,686) (2,082,903,652) Provision for the disposal of obsolete and lost equipments - (30,095,828) Provision for impairment relating to property - - Net book amount 4,421,941,322 1,074,494,853 Company Construction in progress Total Baht Baht At 31 December 1998 Cost or appraised value 489,391,840 7,878,626,512 Less : Accumulated depreciation - (2,274,193,612) Provision for the disposal of obsolete and lost equipments - (34,705,002) Provision for impairment relating to property - - Net book amount 489,391,840 5,569,727,898 Year ended 31 December 1999 Opening net book amount 489,391,840 5,569,727,898 Additions (Transfer) (203,605,528) 838,978,194 Disposal - (11,751,004) Provision for the disposal of obsolete and lost equipments - 4,609,174 Impairment charge - - Depreciation charge - (619,341,775) Closing net book amount 285,786,312 5,782,222,487 At 31 December 1999 Cost or appraised value 285,786,312 8,683,645,653 Less : Accumulated depreciation - (2,871,327,338) Provision for the disposal of obsolete and lost equipments - (30,095,828) Provision for impairment relating to property - - Net book amount 285,786,312 5,782,222,487 9 Share capital Number of Ordinary shares shares Baht At 31 December 1997 240,000,000 2,400,000,000 Issue of shares - - At 31 December 1998 240,000,000 2,400,000,000 Issue of shares - - At 31 December 1999 240,000,000 2,400,000,000 Share premium Total Baht Baht At 31 December 1997 3,290,152,068 5,690,152,068 Issue of shares - - At 31 December 1998 3,290,152,068 5,690,152,068 Issue of shares - - At 31 December 1999 3,290,152,068 5,690,152,068 Share capital represents wholly authorised ordinary shares with a par value of Baht 10 per share (1998 : 10 per share). All issued shares are fully paid up. 10 Legal reserve Consolidated 1999 1998 Baht Baht Beginning balance 163,947,221 138,909,918 Appropriation during the year 28,553,144 25,037,303 Ending balance 192,500,365 163,947,221 Company 1999 1998 Baht Baht Beginning balance 163,947,221 138,909,918 Appropriation during the year 28,553,144 25,037,303 Ending balance 192,500,365 163,947,221 Under the Public Companies Act, the Company is required to set aside as a statutory reserve at least 5% of its net profit after accumulated deficit brought forward (if any) until the reserve is not less than 10% of the registered capital. The reserve is non-distributable. 11 Basic earnings per share Basic earnings per share is calculated by dividing the net profit attributable to shareholders by weighted average number of ordinary shares in issue during the year. Earnings per share after the impairment loss is calculated as follows:- Consolidated and Company 1999 1998 Baht Baht Net Profit attribute to shareholders before impairment charge 735,971,747 546,995,133 Less : Impairment charge attributed to the statement of income (164,908,861) - Net profit 571,062,886 546,995,133 Weighted average number of shares 240,000,000 240,000,000 Consolidated and Company 1999 1998 Baht Baht Earnings per share before impairment charge 3.07 2.28 Less : Impairment charge attributed to the statement of income 0.69 - Earnings per share 2.38 2.28 12 Dividends Dividends payable are not accounted for until they have been ratified at the Annual General Meeting. At the annual shareholders' meeting dated 30 April 1999, it was unanimously resolved that dividends in respect of 1998 be paid at Baht 0.85 per share totaling Baht 204 million in the second quarter of 1999. 13 Contingent liabilities and commitment As at 31 December 1999 and 1998 the Group have contingent liabilities in respect of bank and other guarantees and other matters arising in the ordinary course of business from which it is anticipated that no material liabilities will arise. In the ordinary course of business, the Group and the Company has given guarantees to third parties as follows : Bank guarantees As at 31 December 1999 and 1998, the banks have given guarantees on behalf of the Company and its subsidiaries as follows: Consolidated 1999 1998 Baht Baht Electricity 39,334,700 37,521,000 Sales of liquor and cigarettes 2,132,000 2,131,000 Others 950,000 2,180,000 42,416,700 41,832,000 Company 1999 1998 Baht Baht Electricity 37,321,700 35,932,500 Sales of liquor and cigarettes 2,097,000 2,101,000 Others 450,000 480,000 39,868,700 38,513,500 Letter of awareness As at 31 December 1999 and 1998, the Company has issued letters of awareness to a bank for a bank overdraft facility of subsidiaries amounting to Baht 70 million. ( 1998 : Baht 70 million) Operating lease agreements - where a group company is the lessee The future minimum lease payments under operating lease are as follows: Consolidated 1999 1998 Baht Baht Not later than 1 year 82,616,500 50,366,870 Later than 1 year and not later than 5 years 291,990,339 172,930,442 Later than 5 years 867,094,950 632,959,379 1,241,701,789 856,256,691 Company 1999 1998 Baht Baht Not later than 1 year 299,047,366 298,784,990 Later than 1 year and not later than 5 years 486,659,510 295,323,075 Later than 5 years 692,627,701 506,606,833 1,478,334,577 1,100,714,898 Capital expenditure commitment Capital expenditure contracted for at the balance sheet date but not recognised in the financial statements is as follows : Consolidated 1999 1998 Baht Baht Property, plant and equipment 388,268,120 239,528,500 Company 1999 1998 Baht Baht Property, plant and equipment 370,024,436 238,020,562 14 Related parties transactions The following transactions were carried out with related parties : Consolidated 1999 1998 Million Baht Million Baht Transactions during the year : With an affiliated company Royalty fee 123.9 118.7 Company 1999 1998 Million Baht Million Baht Transaction during the year : With subsidiaries Revenues : - Sales of inventory 1.9 0.5 - Disposal of fixed assets - 1.0 - Interest income 75.3 100.4 - Rental income 63.3 74.6 - Management fee 1.8 1.8 - Vehicle rental 0.2 - Expenses : - Land rental 261.6 261.6 - Royalty and service fee 14.0 13.4 - Purchase of office supplies 0.5 0.7 - Purchase of fixed assets - 0.2 - Motor vehicle expenses 1.9 1.5 With an affiliated company - Royalty fee 114.9 110.9 Purchases or sales of inventory with subsidiaries are presented at market price. The rental charges in respect of land and building as specified in the agreements between the Company and subsidiaries are based on the cost of land and fixed assets plus the related expenses. General services provided by Company are charged at cost to a subsidiary on the basis of an agreed annual fee. The Company and its subsidiaries have entered into the agreements with an overseas affiliated company and a subsidiary to use their trade marks. The royalty fee for the use of the trade marks represents a percentage of their net sales. Consolidated Notes 1999 1998 Million Million Baht Baht Balance as at 31 December 1999 and 1998 Amounts due from subsidiaries - - Amounts due from affiliated companies 0.1 0.8 0.1 0.8 Short-term loans to subsidiaries 14.1 (interest at 3.5% per annum) - Makro Properties Ltd. - - - Makro Auto Care Co.,Ltd. - - - - Amount due to a subsidiary - - Amounts due to affiliated companies 77.9 59.8 77.9 59.8 Long-term loans to a subsidiary (interest at 6% per annum) 14.2 - - Deposits for land lease paid to a subsidiary - - Company Notes 1999 1998 Million Million Baht Baht Balance as at 31 December 1999 and 1998 Amounts due from subsidiaries 161.2 166.4 Amounts due from affiliated companies - 0.7 161.2 167.1 Short-term loans to subsidiaries 14.1 (interest at 3.5% per annum) - Makro Properties Ltd. - 90.8 - Makro Auto Care Co.,Ltd. 86.2 72.3 86.2 163.1 Amount due to a subsidiary 0.5 - Amounts due to affiliated companies 72.4 55.9 72.9 55.9 Long-term loans to a subsidiary (interest at 6% per annum) 14.2 1,126.4 1,178.4 Deposits for land lease paid to a subsidiary 261.6 261.6 14.1 Short-term loans to subsidiaries, being in the form of promissory notes, are due at call. 14.2 Long-term loans to a subsidiary are due for repayment as follows: Contract Date 1999 1998 Due date Million Million Baht Baht 1 January 1993 - 40.5 31 December 2002 1 March 1993 125.5 137.0 28 February 2003 1 November 1995 720.9 720.9 31 October 2005 23 November 1995 280.0 280.0 22 November 2005 1,126.4 1,178.4 15 Financial information by business segments For the year ended 31 December 1999 Wholesale Land and Retail Service Rental Business Business Business Million Million Million Baht Baht Baht Sales and service income - Unaffiliated customers 33,438 1,055 - - Intercompany 4 1 262 33,442 1,056 262 Gross profit 2,672 242 - Other income Selling and administrative expenses Impairment charge relating to property Interest expenses Directors' remuneration Income tax Property, plant and equipment Net book value as at 31 December 1999 5,914 440 2,625 Other assets Total assets as at 31 December 1999 Elimi- nation Total Million Million Baht Baht Sales and service income - Unaffiliated customers - 34,493 - Intercompany (267) - (267) 34,493 Gross profit - 2,914 Other income 874 Selling and administrative expenses (2,720) Impairment charge relating to property (165) Interest expenses (5) Directors' remuneration (1) Income tax (326) 571 Property, plant and equipment Net book value as at 31 December 1999 - 8,979 Other assets 7,022 Total assets as at 31 December 1999 16,001 For the year ended 31 December 1998 Wholesale Land and Retail Service Rental Business Business Business Million Million Million Baht Baht Baht Sales and service income - Unaffiliated customers 29,964 812 - - Intercompany 2 1 262 29,966 813 262 Gross profit 2,463 150 - Other income Selling and administrative expenses Impairment charge relating to property Interest expenses Directors' remuneration Income tax Property, plant and equipment Net book value as at 31 December 1998 5,685 387 2,790 Other assets Total assets as at 31 December 1998 Elimi - nation Total Million Million Baht Baht Sales and service income - Unaffiliated customers - 30,776 - Intercompany (265) - (265) 30,776 Gross profit - 2,613 Other income 796 Selling and administrative expenses (2,562) Impairment charge relating to property - Interest expenses (38) Directors' remuneration (1) Income tax (261) 547 Property, plant and equipment Net book value as at 31 December 1998 - 8,862 Other assets 6,114 Total assets as at 31 December 1998 14,976 The Company and its subsidiaries operate 3 major businesses as follows : - Cash and carry wholesale business of merchandise and retail business of office supplies. - Automotive service centers and gas stations. - Land investment and property leasing. Sales to unaffiliated customers, subsidiaries and affiliated companies are presented at market price. Property, plant and equipment of each business are for its own operations. Other assets mainly comprise cash in hand and at banks, inventories, amounts due from and loans to affiliated companies. 16 Bank facilities As at 31 December 1999 and 1998, the Company and its subsidiaries have the following unutilised credit facilities available with local banks and foreign banks : Consolidated 1999 1998 Unit : Unit : Million Million Currencies Local banks - Bank overdrafts facilities Baht 110 135 - Loan facilities Baht 185 150 - Letter of credit facilities Baht 298 230 - Letter of guarantee facilities Baht 43 15 Foreign banks - Loan facilities USD 35 35 Company 1999 1998 Unit : Unit : Million Million Currencies Local banks - Bank overdrafts facilities Baht 70 95 - Loan facilities Baht 175 150 - Letter of credit facilities Baht 263 195 - Letter of guarantee facilities Baht 30 13 Foreign banks - Loan facilities USD 35 35 The loan facilities from foreign banks are available through 25 January 2001. 17 Financial instruments The company's policy on risk management of liabilities in foreign currencies is to use financial instruments purchased in the financial markets. For hedging purposes, the company has entered into forward exchange contracts to cover loan and purchase commitment in foreign currencies. 18 Year 2000 issues (Unaudited) Siam Makro Public Company Limited and its subsidiaries commenced their plan to replace and upgrade all major computer systems at the end of 1997. This aims to increase the efficiency and ability to cope with business growth. The Company and its subsidiaries expect that such upgrades should comply with the Year 2000 as the new equipment and applications are Year 2000 compliant, as certified by the vendors under certain conditions. As at 31 December 1999, the Company and its subsidiaries completed the replacement, upgrades and Year 2000 compliance test of all major computer systems. In respect of other companies, with which the Company and its subsidiaries are doing business, in order to ensure Year 2000 compliance. The Company and its subsidiaries have been examining their readiness for Year 2000 compliance and have completed the contingency plan to protect and prepare for any problems which may occur. The Company and its subsidiaries have passed the transition period from 1999 to 2000 without significant impact from the Year 2000 problem. As at 31 December 1999, the Company and its subsidiaries expenditure related to the Year 2000 problem resolution have been recorded and as a result of resolving this issue the Company incurred expense of Baht 10 million. In recognition of the Year 2000 problem, the Company and its subsidiaries have made a substantial effort to protect and minimize any potential risk. However, the Company and its subsidiaries do not certify or guarantee that they will not be impacted directly and indirectly by any problems or errors related to Year 2000 problem.