03 November 2006

XD,Connected Transaction,Meeting date
and management of all tenants of the Fund upon entering into new lease agreements with new tenants or renewal of all kinds of lease agreements, both short term and long term, with the following details: 2.1 Tenants in the shopping complex project Leasing Commission (based on rental rate of particular tenant) 1. For renewal of lease with existing tenants 0.5 month 2. For entering into new lease agreements, 4 rates depending on the terms of lease agreements - Less than 1 year 0.5 month - 1 year but less than 3 years 1.0 month - 3 years or more 1.5 months - For entering into lease agreements for more than 3 years with advance payment of remuneration for leasehold right by tenant 3% of the remuneration paid in advance for leasehold right received from the tenant. Clause 22. (7) (7.4) 2. 2.2 shall be added as follow: (7) (7.4) 2. 2.2 Tenants in the office building project Leasing Commission (based on rental rate of particular tenant) 1. For renewal of lease with existing tenants 0.5 month 2. For entering into new lease agreements, 3 rates depending on the terms of lease agreements - Not exceeding 3 years 0.5 month - 3 years or more 1.0 months - For entering into lease agreements for more than 3 years with advance payment of remuneration for leasehold right by tenant 3% of the remuneration for leasehold right received from the tenant. If a lease agreement between the Fund and a tenant will be made in a form otherwise than as specified above, the Management Company by a resolution of the Investment Committee is empowered to prescribe the conditions for the payment of commission as deemed appropriate. Clause 22. (7) (7.4) 6. shall be added as follow: 6. Fee for overseeing the improvement and/or development of real properties of the Fund, which the Fund will pay to the Property Manager as remuneration for its service of overseeing the development of real properties of the Fund, including its recommendation on the improvement and/or development of real properties of the Fund to enhance their potentiality and increase the returns of the Fund (Value Enhancement), at the rate of 2.00 percent of the total construction value (hard cost) for improvement and/or development of the real properties of the Fund, provided that such hard cost for improvement and/or development includes the cost to repurchase the space to be improved and/or developed from the existing lessees, but shall not include the expense of design, consultation fees and other professional fees and related expenses. In this regard, the property manager shall present the project for the improvement and/or development of real properties of the Fund, including the remuneration for overseeing the work and related details to the Investment Committee of the Fund for consideration from time to time. The Investment Committee entrusted the Fund Manager to have power to take any action necessary and relevant to the amendments of wording or statements in the Investment Project of the Fund relating to the fees collected from the Fund in all respects, including to determine the terms and details, and to negotiate, agree, execute, deliver and/or amend any other relevant documents or evidence, to appoint any substitute and to do other acts for proposing the matter to the unitholders meeting for consideration. 6. The Investment Committee resolved that the Investment Project of the Fund be amended in the following matters: (1) To be in line with the capital increase of the Fund and the investment in additional real properties, e.g. the amendment to the Investment Project in various sections affected by the capital increase of the Fund, such as Investment Policy, Method of Allotment of additional Investment United offered for sale, etc. (2) To amend certain information to be in line with current situation, e.g. the amendment to the Investment Project in various sections which have been changed from the period when the establishment of the Fund was approved until now, such as effects from the change in investment in real properties of the Fund and related actions, the dividend payment and various fees. The Investment Committee entrusted the Fund Manager to have power to take any action necessary and relevant to the amendments of wording or statements in the Investment Project of the Fund in all respects, including to determine the terms and details, and to negotiate, agree, execute, deliver and/or amend any other relevant documents or evidence, to appoint any substitute and to do other acts for proposing the matter to the unitholders meeting for consideration. 7. The Investment Committee approved the payment of dividend to the unitholders, and would like to notify the closure of the register book to suspend the transfer of investment units for determining the right of unitholders to receive dividend No. 4 (for the period from 1 July 2006 to 30 September 2006) at 12.00 noon of 20 November 2006 at the amount of 0.1988 per unit payable on 6 December 2006. 8. The Investment Committee resolved that the Fund shall convene a unitholders' meeting on 8 December 2006 at 9.00 a.m. onwards at the Auditorium, TMB Bank Public Company Limited, Head Office, 3000 Phahonyothin Road, Chatuchak, Bangkok 10900, and the following matters will be proposed to unitholders for consideration: 1. To consider and approve the investment in certain parts of the shopping complex and office buildings located in Central Plaza Pinklao Project 2. To consider and approve the increase of the Fund's capital by not exceeding Baht 7,265,000,000 through the issuance and offer for sale of not exceeding 691,000,000 additional Investment Units and the pricing method for determining the price of the Investment Units to be offered for sale 3. To consider and approve the allotment of the additional Investment Units and listing of the new Investment Units on the Stock Exchange of Thailand 4. To consider and approve the increase of the fee collected from the Fund, relating to the property management fees 5. To consider and approve the amendments to the Investment Project of the Fund to adjust the fee rates to be conformed to the increase of the property management fees 6. To consider and approve the amendments to the Investment Project of the Fund in the following matters: (1) To be in line with the capital increase of the Fund and investment in additional real properties (2) To amend certain information to be in line with current situation. 7. Others (if any) The matter in Agenda 1 is considered a transaction that requires disclosure of information and compliance to the Notification of the Board of Governors of the Stock Exchange of Thailand Re: Disclosure of Information and Other Acts of Listed Companies Concerning the Acquisition and Disposition of Assets, 2004, as amended and connected transaction under the Notification of the Board of Governors of the Stock Exchange of Thailand Re: Disclosure of Information and Act of Listed Companies Concerning Connected Transactions, 2003 , as amended. The matters in 3 and 4 are considered connected transaction under the Notification of the Board of Governors of the Stock Exchange of Thailand Re: Disclosure of Information and Act of Listed Companies Concerning Connected Transactions, 2003, as amended. Therefore, the Management Company would like to inform that the entering into such transactions in Agenda 1, 3 and 4 must be approved with affirmative votes of not less than three-fourths of the total votes of unitholders attending the meeting and having the rights to vote, by excluding the votes of unitholders who have interest in the transaction. In addition, the Management Company need to procure an opinion of an independent financial advisor to support the decision making of the unitholders. Thus, the Management Company has appointed Kim Eng Securities (Thailand) Public Company Limited as the independent financial advisor to opine on the entering into the foregoing transactions. The matter in Agenda 2 must be approved with affirmative votes of not less than three-fourths of unitholders attending the Meeting, and the matters in Agenda 5 and 6 must be approved with affirmative votes of not less than half of the total issued investment units of the Fund. The Management Company will arrange to send the invitation letter together with relevant attachments, to the unitholders at least 14 days prior to the date of unitholders' meeting. The Management Company will send the invitation letter to the Stock Exchange of Thailand for consideration at least 5 business days prior to sending the invitation to the unitholders. The Management hereby notifies the date of the closing of the unitholders' register book of the Fund for determine the rights of unitholders to receive dividend (for the period between 1 July 2006 and 30 September 2006) and the right of unitholders to attend the unitholders' meeting on 20 November 2006 at 12.00 noon onwards until the meeting is adjourned. Please be informed accordingly. Yours faithfully, Phiphat Phisunuwongrak Authorized Signatory
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