- Loans to/from subsidiary, associated and related companies Baht :000 CONSOLIDATED THE COMPANY ONLY June 30, June 30, 1999 1998 1999 1998 Loans to subsidiary Dusit Thani International Co., Ltd. - - 143 - - - 143 - Loans from subsidiary Dusit Thani Delaware, Inc. - - 113,423 124,679 - - 113,423 124,679 The costs of borrowing are as follows: June 30, 1999 - Loan to subsidiary Commercial bank saving rate - Loans from subsidiaries in foreign currencies- Commercial bank loan outside Thailand rate All inter company borrowings are not secured. June 30, 1998 - Loans from subsidiaries in foreign currencies- Commercial bank loan outside Thailand rate All inter-company borrowings are not secured. /8 - 8 - Significant business transactions with related parties The Company only For the quarter ended June 30, 1999 Baht :000 Company Management Other Selling and Interest Management Other Goodwill on the Loans Accrued Accounts service income administrative expenses receivable current acquisition of from expenses Payable income expenses assets hotel business subsidiary from the subsidiary Royal Princess Public Co., Ltd. - 7,669 11 - 13,856 16,359 - - - - Dusit Resort Cha-am Co., Ltd. - 15 - - - 5 379,250 - - - Philippine Hoteliers, Inc. 7,799 39 - - 5,064 11 - - - - Dusit Thani Delaware, Inc. - - - 1,725 - - - 113,423 7,920 - Dusit Thani International Co., Ltd - 601 - - - 1,286 - - - - Acme Printing Co., Ltd - - 1,048 - - - - - - 441 Crown Property Bureau - - 705 - - - - - - - 7,799 8,324 1,764 1,725 18,920 17,661 379,250 113,423 7,920 441 The Company only For the quarter ended June 30, 1998 Baht :000 Company Management Other Selling and Interest Other Loans Accrued service income administrative Expenses current from expenses income assets subsidiary Royal Princess Public Co., Ltd. - 773 4 268 8,723 - - Dusit Resort Cha-am Co., Ltd. 2,931 306 - - 726 - - Philippine Hoteliers, Inc. 5,886 133 - - 3,539 - - Dusit Thani Delaware, Inc. - 1 - 1,113 - 124,679 1,479 Acme Printing Co., Ltd - - 82 - - - - Crown Property Bureau - - 687 - - - - 8,817 1,213 773 1,381 12,988 124,679 1,479 The Company only For the six-month period ended June 30, 1999 Baht :000 Company Management Other Selling and Interest Management Other Goodwill on the Loans from Accrued Accounts service income administrative expenses receivable current Acquisition of subsidiary expenses Payable income expenses assets hotel business From the Subsidiary Royal Princess Public Co., Ltd. - 7,879 11 - 13,856 16,359 - - - - Dusit Resort Cha-am Co., Ltd. - 30 - - - 5 379,250 - - - Philippine Hoteliers, Inc. 14,265 39 - - 5,064 11 - - - - Dusit Thani Delaware, Inc. - - - 3,351 - - - 113,423 7,920 - Dusit Thani International Co., Ltd - 1,201 - - - 1,286 - - - - Acme Printing Co., Ltd - - 1,858 - - - - - - 441 Crown Property Bureau - - 1,410 - - - - - - - 14,265 9,149 3,279 3,351 18,920 17,661 379,250 113,423 7,920 441 /9 - 9 - The Company only For the six-month period ended June 30, 1998 Baht :000 Company Management Other Selling and Interest Other Loans from Accrued service income administrative Expenses current subsidiaries expenses income expenses assets Royal Princess Public Co., Ltd. - 1,195 30 1,095 8,723 - - Dusit Resort Cha-am Co., Ltd. 7,046 445 - 328 726 - - Philippine Hoteliers, Inc. 12,681 248 - - 3,539 - - Dusit Thani Delaware, Inc. - 1 - 1,132 - 124,679 1,479 Acme Printing Co ., Ltd. - - 514 - - - - Crown Property Bureau - - 1,410 - - - - 19,727 1,889 1,954 2,555 12,988 124,679 1,479 Prices and terms are as follows : Management fee 2.5% - 3% of total income Incentive fee 5% of gross profit Marketing fee 2.5% of room revenues License fee 1.5% of total revenues Other income is calculated based on actual expenses incurred. Goodwill on the acquisition of hotel business from the subsidiary which occurred in 1998 and included in other assets, is based on the price agreed upon by the Company and the subsidiary. 12. COMMITMENTS AND CONTINGENCIES As at June 30, 1999 and 1998, subsidiary companies have various contracts for premises construction totalling Baht 623,602 thousand and Baht 610,704 thousand, respectively. As at June 30, 1999 and 1998, the portion of uncompleted work which has to be paid by these subsidiary companies in subsequent periods amounts to Baht 32,230 thousand and Baht 39,318 thousand, respectively. As at June 30, 1999 and 1998, the Company and subsidiaries have contingent liabilities for bank guarantees totalling Baht 20,366 thousand and Baht 19,647 thousand, respectively. As at June 30, 1999 and 1998, the Company has contingent liabilities for bank guarantees totalling Baht 14,766 thousand and Baht 12,537 thousand, respectively. On April 2, 1999, the Company and subsidiary entered into an agreement to sell the 3,000,000 shares of DPMN Industries Company Limited to MBK Industry Company Limited at Baht 0.01 per share (Baht 15,000 for each company). According to such agreement, the Company and subsidiary agree at their option to buy the shares back within 3 years at the net book asset value on the repurchase date. /1 - 10 - As at June 30, 1999, the Company was a third defendant in a lawsuit claiming Baht 1,045,860 thousand from the 4 defendants. Based on consultation with legal advisors, management believes that such case will not have material effect on the operations and financial position of the Company. 13. BUSINESS SEGMENT INFORMATION Business segment information of the Company and subsidiaries by industries are as follows: Million Baht Revenues Operating Net Income Assets Profit (Loss) Employed For the quarter ended June 30, 1999 Parent Company Room 107.13 86.80 Food and beverage 101.98 31.22 Other 26.74 13.86 Total 235.85 131.88 44.77 1,075.01 Dusit Resort Cha-am Company Limited Total - - (9.04) 405.71 Royal Princess Public Company Limited and Subsidiaries Room 40.40 31.64 Food and beverage 47.62 13.83 Other 7.99 3.27 Total 96.01 48.74 (15.39) 1,409.68 Philippine Hoteliers, Inc. Room 96.20 Food and beverage 52.74 Other 8.17 Total 157.11 82.14 23.27 1,089.61 Dusit Thani Delaware, Inc. Total - - (0.06) 2.21 Dusit Thani International Co., Ltd. Total - - (0.01) 5.00 Total 488.97 262.76 43.54 3,987.22 Add Minority interest in net loss of subsidiary companies 2.52 Consolidated net income 46.06 Consolidated Assets 3,987.22 /11 - 11 - Million Baht Revenues Operating Net Income Assets Profit (Loss) Employed For the six-month period ended June 30, 1999 Parent Company Room 270.24 228.14 Food and beverage 248.56 95.23 Other 58.77 30.53 Total 577.57 353.90 168.56 1,075.01 Dusit Resort Cha-am Company Limited Total - - (16.57) 405.71 Royal Princess Public Company Limited and Subsidiaries Room 84.44 66.61 Food and beverage 102.71 33.82 Other 16.65 7.58 Total 203.80 108.01 (39.84) 1,409.68 Philippine Hoteliers, Inc. Room 185.30 Food and beverage 105.82 Other 14.87 Total 305.99 160.34 37.78 1,089.61 Dusit Thani Delaware, Inc. Total - - 5.93 2.21 Dusit Thani International Co., Ltd. Total - - (0.03) 5.00 Total 1,087.36 622.25 155.83 3,987.22 Add Minority interest in net loss of subsidiary companies 6.39 Consolidated net income 162.22 Consolidated Assets 3,987.22 14. PLAN FOR RESOLVING THE MILLENNIUM BUG (Y2K) PROBLEM (Not covered by the review report of the independent certified public accountants) The Company has been in the process of modifying its computer system and equipment to resolve the millennium bug (Y2K) problem since May 1998. As at June 30, 1999, the progress of such modifications for all systems is 100%. The Company has already tested all systems to ensure that they are Y2K compliant. The subsidiary companies have been in the process of modifying their computer systems and equipments to resolve the millennium bug (Y2K) problem since May 1998. As at June 30, 1999, the progress of such modifications for all systems is 100%. The subsidiary companies have already tested all systems to ensure that they are Y2K compliant. Although the Company and its subsidiaries believe that they can modify all systems before the coming year 2000, they still have a risk if at that time other companies with whom they will be doing business cannot modify their systems. However, the Company and each subsidiary expect that such problems can be resolved and the impact of Y2K will not materially affect their operations. /12 - 12 - 15. EVENT AFTER THE BALANCE SHEET DATE On June 21, 1999, the shareholders meeting of Supsinthanee Company Limited passed a special resolution to increase the authorized share capital in the amount of Baht 93,000,000 by issuing 930,000 preferred shares to Royal Princess Public Company Limited at Baht 100 par value from which full payment was received on July 2, 1999. The preferred shareholders have the preferential liquidation rights before the ordinary shareholders. In addition, the preferred shareholders have the same right as the ordinary shareholders to receive dividends and vote in shareholders meeting. The additional shares were registered with the Registrar of Partnerships and Companies on July 6, 1999. As a result, the percentage of shareholding of the Royal Princess Public Company Limited in Supsinthanee Company Limited increased from 60% to 77.46% of the issued and paid-up share capital.