Approval of Connected Transactions

20 ธันวาคม 2549
our core customer group, HoReCa. Own brand products quality is as same as those of leader brands while their prices are significantly lower than those of leader brands. The percentage of gross profit to sales of own brand is much higher than those of other products. The hire of service from MAM is due to that company has qualified experienced staff in own brand development and the service payment paid to that company can make us to have more own brand sales. 8.6 Interested Directors and/or : (1) Mr. Dennis Casey Directors being connected (2) Mr. Ruurd Jacobus Faber persons not attending the meeting nor having the right to vote. Estimated expenses for the year : Baht 14,200,000 2007 As at 30 September 2006, the net tangible assets according to the Company's consolidated financial statement is Baht 8,180 Million. Consequently, the size of above transaction is over 0.03% equivalent to Baht 2.45 Million but less than 3% equivalent to Baht 245 Million. The value of transaction is not required the shareholders' meeting approval. 9. Symantec Software License (Anti Virus Software): 9.1 Date of transaction : 1 October 2006 Term of agreement : 2 years ending on 30 September 2008 Licensor : SHV Holding NV (SHV) Licensee : Siam Makro Plc. (SML) 9.2 Type of transaction : SML is granted the right to use Anti Virus Software (Symantec License). 9.3 Total Value of Consideration : SML pays EUR 14,830.44 and has to absorb all taxes incurred in relations to payment. 9.4 Nature and scope of interest : SHV is a company of SHV group, a of connected persons major shareholder of SML holding directly and indirectly SML shares over 10%. 9.5 Company's justification : The software is used for preventing Computer Virus. The expenses paid are cheaper than buying directly from the owner. 9.6 Interested Directors and/or : (1) Mr. Dennis Casey Directors being connected (2) Mr. Ruurd Jacobus Faber persons not attending the meeting nor having the right to vote. Estimated expenses for the year : Baht 765,000 2007 (Including tax) As at 30 September 2006, the net tangible assets according to the Company's consolidated financial statement is Baht 8,180 Million. Consequently, the size of above transaction is less than 0.03% equivalent to Baht 2.45 Million. The value of transaction is not required the shareholders' meeting approval. Please be informed accordingly. Yours faithfully, Siam Makro Public Company Limited Signature (Mr. Charoen Assawajarukasem) SET Coordinator Manager