To report the resolution of the shareholders' AGM 2007

BackApr 30, 2007

27th April 2007

Subject To report the resolution of the shareholders' annual general meeting 2007

Attention The President, the Stock Exchange of Thailand

The shareholders' annual general meeting 2007 of Asian Property Development PLC., held on 27th April 2007 between 10.45-12.00 a.m. at Nai Lert Park Bangkok A Raffles International Hotel, 2 Wireless Road, Bangkok 10330, has resolved as following.

1. certified the minutes of the shareholders' annual general Meeting 2006 held on 21st April, 2006 approval of 1,584,145,130 votes, disapproval of zero votes, and abstain 30,719,500 votes, from total attended shareholders of 1,614,864,630 votes;

2. acknowledged the Company's 2006 operating results and approved the Company's Audited Balance Sheet, and Profit and Loss Statement as at 31st December 2006. Shareholders approved 1,584,145,130 votes, and no one voted against with abstain 30,719,500 votes, from total attended shareholders of 1,614,864,630 votes;

3. approved the dividend payment for the year 2006's operating result, at 0.23 Baht/share. This will be paid on 24th May 2007. The Company's shareregistration book will be closed for the right to receive the dividend on 10th May 2007, at 12.00 AM. In addition, the allocation of Net profit, totaling 40.06 Million Baht, for Legal Reserve approval of 1,584,145,130 votes, disapproval of votes, and abstain 30,719,500 votes, from total attended shareholders of 1,614,864,630 votes;

4. reappointed the directors who retired by rotation,

Mr. Chatchaval Bhanalaph approval of 1,584,145,130 votes, disapproval of zero votes, and abstain 30,719,500 votes, from total attended shareholders of 1,614,864,630 votes;

Dr. Naris Chaiyasoot approval of 1,584,145,130 votes, disapproval of zero votes, and abstain 30,719,500 votes, from total attended shareholders of 1,614,864,630 votes;

Mr. Payont Sakdejayount approval of 1,584,145,130 votes, disapproval of zero votes, and abstain 30,719,500 votes, from total attended shareholders of 1,614,864,630 votes;

Mr. Pong Sarasin approval of 1,569,550,330 votes, disapproval of 11,804,000 votes, and abstain 33,510,300 votes, from total attended shareholders of 1,614,864,630 votes;

5. appointed Miss Thipawan Nananuwati, CPA (Thailand) License No. 3459, and/or Miss Ratana Jala, CPA (Thailand) License No. 3734, and/or Mrs. Saifon Inkaew, CPA (Thailand) License No. 4434, of Ernst & Young Office Limited to be the company's auditor for the year 2007 with the auditor's fees of 1,290,000 Baht, approval of 1,584,140,130 votes, disapproval of 5,000 votes, and abstain 30,719,500 votes, from total attended shareholders of 1,614,864,630 votes;

6. approved Director's monthly remuneration for the year 2007 as following.

1.Chairman 30,000 Baht/month
2.Chairman of Audit Committee 25,000 Baht/month
3.Director or Member of Audit Committee 20,000 Baht/month/person.

Each Director can be remunerated only one highest rate (in case of holding more than one position)

The Directors who are also the management of the Company or Subsidiaries, are not be remunerated, approval of 1,584,145,130 votes, disapproval of zero votes, and abstain 30,719,500 votes, from total attended shareholders of 1,614,864,630 votes;

7. approved to pay Directors' Bonus at 200,000 Baht/Director approval of 760,767,820 votes, disapproval of 1,841,000 votes, and abstain 30,749,500 votes, from total attended shareholders who had rights to vote for this agenda of 793,358,320 votes;

8. approved the change of the allotment of 157,341 unpaid ordinary shares reserved for the exercise of Warrants (One hundred fifty-seven thousand three hundred forty-one shares) at par value of Baht 1 (One) in accordance with the Warrants issued to the existing shareholders of the Company (AP-W1) had expired. The changes are as following.

Old: To additionally reserve for the exercise of Warrants issued to the existing shareholders of the Company (AP-W1) which may be effected from adjustments of an exercise price and exercise ratio according to terms and conditions specified in the prospectus. Any unsubscribed shares remaining from Warrants being not issued or not exercised may be offered in one or several trances via the private placement in accordance with the Notification of the Securities and Exchange Commission No. Kor.Jor.12/2543. The Board of Directors shall be authorized to determine an offering price, subscription period, conditions and other details of the allocation including a "market price" as required by the relevant SEC notifications. (The resolution of the shareholders' Annual General Meeting for the year 2005)

New: To additionally reserve for the exercise of Warrants issued to the directors and employees of the Company and subsidiaries (ESOP-W1), which may be effected from adjustments of an exercise price and exercise ratio according to the terms and conditions specified in the prospectus. Any unsubscribed shares remaining from Warrants being not issued or not exercised may be offered in one or several trances via the private placement in accordance with the Notification of the Securities and Exchange Commission No. Kor.Jor.12/2543. The Board of Directors shall be authorized to determine an offering price, subscription period, conditions and other details of the allocation including a "market price" as required by the relevant SEC notifications.

approval of 1,277,242,130 votes, disapproval of 10,035,700 votes, and abstain 59,904,400 votes, from total attended shareholders of 1,347,182,230 votes.

For your acknowledgement.

 

Yours Faithfully,
Asian Property Development Plc.

 

(Mr.Pumipat Sinacharoen)
Senior Vice President