Board of directors of Berli Jucker Plc. (BJC) resolved to appoint a new independent director appointment and establish a new company in China. BJC reported on resolutions its board of directors made at 16th meeting, held on November 15, 1996, as follows: 1. Mr. Anant Asawapokin was appointed as an independent director of the company. 2. BJC was resolved to invest in a new company to be set up to produce and distribute candies and snacks in China, with the details summarized as below: Registered Capital: US$4 million, split into 4 million shares with the par value of US$1 per share. Shareholders: Berli Jucker 1,360,000 shares C.G. Petrochemical Co., Ltd. 1,360,000 shares Kim Pai Ltd., Part. 1,280,000 shares Shareholding Proportion: 34% amounting to US$1,360,000 Source of Fund: Company's working capital Benefit: Dividend Net Asset Criteria = Investment in New Co = 34,680,000 = 1.00% Net Assets 3,479,621,000 (Exchange rate used: US$1 = Bt25.50) Connected Transaction: Considering the size, the transaction is not required to seek approval from shareholders, according to Stock Exchange of Thailand' (SET) announcement concerning criteria, methods, and disclosures of connected transaction of listed companies.