[Translation] Ref. PDI.B.02.58/99 25 May 1999 To : President The Stock Exchange of Thailand Re. : Notification of resolutions of the board of directors' meeting, No. 2/1999 This is to notify to the SET that PDI board of directors' meeting, No.2/1999 on 25 May 1999 has resolved the following : 1. Appointed Mr.Aswin Kongsiri as new director and audit committee member replacing the post left vacant by Mr. J. Grahame Young for the remaining of Mr.Young's term in accordance with Article 23 of the company's Articles of Association, effective forthwith. 2. Approved that Mr. Brett T. Lambert were to resign from his directorship and presidentship from 1 June 1999 and appointed Mr. Pinit Vongmasa as new director and president and CEO for Mr. Lambert's remaining term pursuant to Articles 23 and 13 of the company's Articles of Association. The power of directors was also amended to be as follows : The Directors having the power to sign on behalf of and bind the company are as follow : "Mr. Arsa Sarasin, Chairman of the Board of Directors or Mr. Pinit Vongmasa, President signs and affixes the Company's seal or any two directors jointly sign and affix the Company's seal."' 3. Approved three agreements i.e. (1) Termination Agreement to jointly sign with Western Metals group (WML) and 9 creditors after WML having rescinded the share subscription agreement on 24 February 1999 as detailed in our previous letter, ref.PDI.B.02.31/99 of 12 March 1999; (2) Amendment Override Agreement to jointly sign with Chase Manhattan Bank in its capacity as the facility agent, and The Industrial Finance Corporation of Thailand (IFCT) in its capacity as the security agent; and (3) New Escrow Agreement to jointly sign with WML, Chase Manhattan Bank and The Siam Commercial Bank in its capacity as the escrow agent. . . . / 2 2 4. Ratified appointment of American Appraisal (Thailand) Limited as independent appraiser of the company's assets at two plants -i.e. Tak refinery and calcine plant in Rayong province for the purpose of assets mortgage according to a condition precedent of the override agreement with the creditors. Yours truly, - Signature - (Arsa Sarasin) Chairman Board Secretary Division Tel. 661 9900 Ext. 230