Translation Date: September 21, 2005 Subject: 1. Joint Venture Agreement between Dusit Thani PCL & Le Cordon Bleu Helvetia Sarl and Le Cordon Bleu International B.V. 2. Cooperation with Le Cordon Bleu Helvetia Sarl at Dusit Thani College to deliver Le Cordon Bleu culinary programs 3. Cooperation between University of Hawaii and Dusit Executive Development Centre to develop training programs Attention: Managing Director Stock Exchange of Thailand 1. Joint Venture Agreement between Dusit Thani PCL & Le Cordon Bleu Helvetia Sarl and Le Cordon Bleu International B.V. In accordance with the resolution of the board of directors of Dusit Thani PCL No. 7/2005 on September 21, 2005 approving the joint venture agreement between Dusit Thani PCL and Le Cordon Bleu Helvetia Sarl which operates an internationally renown French culinary arts school under its parent company Le Cordon Bleu International B.V., and is also the owner of the trademark Le Cordon Bleu which operates a culinary arts educational 26 schools in 15 countries, including US, Europe, Asia, Australia and the Middle East. Dusit Thani PCL and Le Cordon Bleu Helvetia Sarl have agreed to set up a new joint venture company to be called "Le Cordon Bleu Dusit Co.,Ltd" ("LCB-Dusit"), owned by Dusit 50% plus one share and Le Cordon Bleu Helvetia Sarl 50% less one share. The parties agree that the initial registered capital of LCB-Dusit shall be Baht 40,000,000 and the loan from both parties Baht 80,000,000. The interest in respect of loan will be the average of the Minimum Lending Rates (MLR) which are used and declared by each of Bangkok Bank Public Company Limited, Siam Commercial Bank Public Company Limited and Kasikorn Bank Public Company Limited. The Internal Rate of Return of the project is expected to be 14% and the payback period is 3.77 years. The size of the project, counted by the acquisition or disposal of asset of the company, base on consolidated financial statement of the Company as of June 30, 2005 was The Value of consideration = Total Payment/Total Asset = 60 Million Baht/5,169 Million Baht = 1.16% The Board of Directors of LCB-Dusit will comprise of 6 persons, of which 3 will be appointed by Dusit Thani Pcl. and the other 3 by Le Cordon Bleu Helvetia Sarl. The term of appointment of the Chairman shall be 1 year and shall alternate where the first term shall be held by Le Cordon Bleu Helvetia Sarl and the next year shall be held by Dusit Thani Pcl. The meeting of the Board of Directors will be at least 2 times per year and will be held primarily in Thailand. The objective of LCB-Dusit is to operate an international culinary arts academy by delivering the curriculum of Le Cordon Bleu, an international culinary arts academy. 15% of the total revenue of LCB-Dusit will be allocated to pay to Le Cordon Bleu International B.V. as a royalty fee and 1% will be paid as the trademark licensing fee. These rates are charged by Le Cordon Bleu as normal commercial practice and not higher than others LCB-Dusit will provide both short courses and the continually course in culinary arts. The graduates will be granted certificate by Le Cordon Bleu Helvetia Sarl. The cooking school will operate on the first and second floor of The Dusit Thani Building, 946 RamaIV Rd., Silom, Bangrak, Bangkok 10500. The total area amount to approximately 2,000 square metres, and will include 5 practical kitchens, 2 demonstrate kitchens, 1 shop, 1 training restaurant and 1 cultural centre. Dusit Thani PCL will lease areas, as mentioned earlier ,to LCB-Dusit as a connected transaction. The lease will be operated as the ordinary and usual course of business Having considered the return on investment on the said venture, the Company believes that Le Cordon Bleu is world renown and well accepted for their expertise in the culinary arts. Furthermore, it is the current trend that the interest towards the study is increasing and will serve as a good place for the company to develop its workforce, whilst also benefiting Dusit Thani Hotel by attracting customers from the region. 2. Cooperation with Le Cordon Bleu Helvetia Sarl at Dusit Thani College to deliver Le Cordon Bleu culinary programs The Dusit Thani College, the subsidiary company of the Royal Princess Public Company Limited which is the affiliate of the Dusit Thani Public Company Limited, and Le Cordon Bleu Helvetia Sarl have agreed to delivering and joining the curricular of Le Cordon Bleu and Dusit Thani College for the B.B.A. International program. The graduate student will be granted degree from Dusit Thani College and the certificates from Le Cordon Bleu. Le Cordon Bleu will charge 8% tuition revenue for the delivering in curricular and services Dusit Thani PCL, Dusit Thani College, Le Cordon Bleu Helvetia Sarl and Le Cordon Bleu Internatioanl B.V. will attend the signing ceremony at September 21, 2005 3. Cooperation between University of Hawaii of Mamanua and Dusit Executive Development Centre in the training programs Dusit Executive Development Centre (DEDC), a subsidiary of Dusit Thani Pcl. have resolved to enter into a contract to jointly develop training programs capitalizing on the academic strengths and business practice to maximize productivity. The programs will be trained by renowned professors of the University of Hawaii and Dusit staff will also have the opportunity to go to Hawaii for training. Please be informed accordingly. Sincerely yours, (Mrs. Sinee Thienprasiddhi) Director