REVIEW REPORT OF THE INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS TO THE BOARD OF DIRECTORS DUSIT THANI PUBLIC COMPANY LIMITED We have reviewed the consolidated balance sheet of Dusit Thani Public Company Limited and its subsidiaries and the balance sheet of Dusit Thani Public Company Limited as at March 31, 2001, and the related consolidated and the Company's statements of income, changes in shareholders' equity, retained earnings and cash flows for the quarters ended March 31, 2001 and 2000. These financial statements are the responsibility of the Company's management as to their correctness and completeness of the presentation. Our responsibility is to report on these financial statements based on our reviews. We conducted our reviews in accordance with the Standard on Auditing applicable to review engagements. This Standard requires that we plan and perform the reviews to obtain moderate assurance as to whether the financial statements are free of material misstatement. A review is limited primarily to inquiries of company personnel and analytical procedures applied to financial data and thus provides less assurance than an audit in accordance with generally accepted auditing standards, and accordingly, we do not express an opinion. Based on our reviews, nothing has come to our attention that causes us to believe that the consolidated and the Company's financial statements are not presented fairly, in all material respects, in accordance with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated financial statements of Dusit Thani Public Company Limited and its subsidiaries and the Company's financial statements of Dusit Thani Public Company Limited for the year ended December 31, 2000, and expressed an unqualified opinion, per our report dated February 26, 2001, with the explanatory paragraph regarding the financial statements of two subsidiaries which were audited by another auditor of the same firm. For the financial statements of one subsidiary, the audit report disclaimed an opinion due to the material uncertainty regarding the company's ability to continue as a going concern. For the another subsidiary, the audit report expressed an unqualified opinion with the explanatory paragraph regarding the uncertainty of the company's ability to continue as a going concern. The consolidated and the Company's balance sheet as at December 31, 2000, presented herein for comparison, have been derived from such financial statements which we have audited and reported. We have not performed any other audit procedures subsequent to such report date. - 2 - As described in Note 2.2 to the financial statements, for the quarter ended March 31, 2001, the financial statements of Korat Thani Corporation Limited, a subsidiary, were reviewed by another auditor of the same firm whose review report thereon dated May 4, 2001 stated that she cannot provide any assurance on the financial statements due to the material uncertainty on the company's ability to continue as a going concern as a result of the significant liabilities and legal proceeding has been undertaken against it by one of its lenders since December 1999. Currently, the case is under the consideration of the Court. As at March 31, 2001, the Company had an indirect equity interest of 54.16% in Korat Thani Corporation Limited and this company had total assets of Baht 197.77 million and total revenues for the quarter ended March 31, 2001 of Baht 18.06 million or 4.62 % and 2.54 % of the related consolidated totals. In addition, the financial statements of Supsinthanee Company Limited, another subsidiary, were reviewed by such auditor of the same firm whose review report thereon dated May 4, 2001 stated that nothing has come to her attention that causes her to believe that the financial statements are not presented fairly, in all material respects, in accordance with generally accepted accounting principles, with an explanatory paragraph regarding the uncertainty on the ability of the company to continue as a going concern. As at March 31, 2001, the Company had an indirect equity interest of 88.53% in Supsinthanee Company Limited and this subsidiary had total assets of Baht 256.76 million and total revenues for the quarter ended March 31, 2001 of Baht 7.07 million or 6.00 % and 1.00 % of the related consolidated totals. Management's plans to resolve these matters have been disclosed in Note 2.2 to the financial statements. Chongchitt Leekbhai Certified Public Accountant (Thailand) BANGKOK Registration No. 2649 May 10, 2001 DELOITTE TOUCHE TOHMATSU JAIYOS 1 DTC00Q2 14/5/01 / 22:47 1 Deloitte Touche Tohmatsu Jaiyos ดีลอยท์ ทู้ช โธมัทสุ ไชยยศ