TCAP.MDO. No. /2007
July 24, 2007
Subject : The Change of Companys' Directors and the resolution to tender offer the ordinary shares of Thanachart Bank Public Company Limited for delisting from the Stock Exchange of Thailand
To : President The Stock Exchange of Thailand
Reference: The letter of TCAP.MDO. 181/2007 subject to inform regarding selling the investment in subsidiary companies as the shareholding re-organization of the companies of Thanachart Group
Subject to the shareholding re-organization of Thanachart Group, Thanachart Capital Public Company Limited "the Company" completely sold whole shares of its 8 subsidiary companies to Thanachart Bank Public Company Limited "the Bank". The details appear as the information which already informed you on July 12, 2007 as mentioned.
In this regards, we would inform you that the three directors of the Company has changed, which are in the executive position of the Bank and subsidiaries. The particular names are resigned as follows:
| 1. Ms. Suchada Pavananunt | Director / Executive Director |
| 2. Mr. Piyapong Artmangkorn | Director / Executive Director |
| 3. Mrs. Noossara Roonsamrarn | Director / Executive Director |
This matter shall be effective since July 24, 2007.
Then, the Meeting has a resolution to appoint the 2 new directors as following
1. Mr. Taweesak Saksirilarp
2. Mr. Anuwat Luengtawekul
Both of them are as the directors of the Company and the Executive Board. This regard shall effective on July 24, 2007.
Thus the list and position of the Board of Directors and the Executive Board shall be as follows:
Board of Directors and Executive Board
| 1. Mr. Banterng Tantivit | Chairman |
| 2. Mr. Suphadej Poonpipat | President/Chairman of Executive Board |
| 3. Mr. Sommart Poonpakdee | Director |
| 4. Ms. Siripen Sitasuwan | Director |
| 5. Ms. Chantima Chaturaphat | Director |
| 6. Mr. Pimol Rattapat | Director |
| 7. Rear Admiral Vitura Sangsingkeo | Director |
| 8. Mr. Somkiat Sukdheva | Director |
| 9. Miss Suvarnapha Suvarnaprathip | Director/Executive Director |
| 10. Mr. Taweesak Saksirilarp | Director/Executive Director |
| 11. Mr. Anuwat Luengtawekul | Director/Executive Director |
The Board of Directors moreover approve to amend the authority of the directors which bind the Company as following:
"Numbers and names of the directors who are authorized to sign and bind the company are Mr. Banterng Tantivit Mr. Suphadej Poonpipat Ms. Suvarnapha Suvarnaprathip Mr. Taweesak Saksirilarp Mr. Anuwat Luengtawekul any two of these five directors can sign jointly together with the company's seal affixed"
Furthermore, The Board of Directors' meeting no. 8/2550, held on July 24, 2007 has a resolution with unanimous. Principally, the Company offer to purchase the whole of the Bank's shares from all minority shareholders. Its aim is to delist the Bank's securities form the Stock Exchange of Thailand. The offer price is Baht 16.37 per share. Then the Company shall begin to purchase the shares afterward the Bank gains the permission to delist from the Stock Exchange of Thailand. Additionally, This matter shall proceed under the related law and regulation of the bureaucratic agencies.
For your acknowledgement
Thanachart Capital Public Company Limited
Suphadej Poonpipat
(Mr. Suphadej Poonpipat)
President & CEO
Contact person : Mr. Anuwat Leugtaweekul
Strategy and Planning Group.
Tel. 0-2217-8215