Egco 07

01

Vision To be the leading, Thai integrated electric power company with comprehensive energy services in Thailand and in the

ASEAN region, with full commitment to environment protection and social development support.

Mission Provide maximum long-term shareholders value.

Offer the most reliable power supply with quality at reasonable price.

Create a work environment which promotes pride, job satisfaction, employee participation, and equal opportunity for

career advancement.

Be a good corporate citizen and be sensitive to social and environmental concerns.

Commitment We commit to promote the value and foster corporate culture in consistent with the good corporate governance

principles as follows.

Account for shareholders and other stakeholders by protecting the company assets as well as the good reputation.

Establish clear responsibilities in accordance with the entrusted mission with discipline and awareness of existing and

future risks.

Have clear and transparent decision making and working procedures.

Treat the stakeholders equitably and avoid bias or situation that may raise any conflict of interest.

Create sustainable wealth and long-term value.

Constantly adopt the best practices to continuously increase the competitiveness.

Be sensitive to community and environment concerns.

Value We will conduct our business with honesty, integrity and ethics.

We will carry out our business in compliance with all applicable business and commercial laws.

We will show respect and take into account the local traditions and cultures.

We will use natural resources in an efficient and environmentally responsible manner.

We expect our employees to carry out their responsibilities in a professional manner and with team spirit.

The Electricity Generating Public Company Limited and all the subsidiaries, intend to conduct our vision, mission, commitment and values as follows.

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EGCO Groups philosophy is to conduct the business ethically for the benefits of the stakeholders namely shareholders,

customers, suppliers, employees, communities and environment for sustainable development.

Awards and Recognition EGCO

June Being ranked 8th for best corporate governance and 4th for being most committed to a strong

dividend policy for listed companies in Thailand in a poll conducted by FinanceAsia.

August 1 Being rated the score of 104.63 from the quality assessment of 2007 Annual General Shareholders

Meeting organized by the Securities and Exchange Commission

December 11 Being awarded the Board of Directors for Distinctive Practices for 2006-2007 and the Board with

Consistent Best Practice organized by the Thai Institute of Directors, the Stock Exchange of Thailand, the

Thai Chamber of Commerce, the Federation of Thai Industries, the Thai Bankers Association, the Listed

Companies Association and the Federation of Thai Capital Market Organizations

Group Companies

May 10 KEGCO winning the National Safety Awards for Safety and Occupational Health from the Ministry of

Labor Protection and Social Welfare for the eighth consecutive year

December 21 KEGCO winning 2007 EIA Monitoring Award from the Ministry of Natural Resources and Environment for

the sixt h year

Business Activities EGCO

January 30 Signing the agreement to purchase shares in BLCP Power from CLP Power (BLCP) Limited

April 23 2007 Annual General Shareholders Meeting

May 8 2006 Final Dividend Payment at 2.00 baht per share

May 11 Change the Companys trading symbol from EGCOMP to EGCO and change the Companys logo.

February 19 Signing the MoU with PTT PCL., Wind Energy Generating Company Limited (WEGCO), and Eurus Energy

Japan Corporation (EURUS) for a joint feasibility study of wind power project along the eastern coastline

between Songkla and Nakhon Srithammarat province.

July 2 Signing the MoU with PTT UTILITY Co., Ltd. for the cooperation in three areas as follows:

Environment management between Central Utility Plant 2-Cup-2 and REGCO

Maintenance services between Central Utility Plant 2-Cup-2 and ESCO

Other cooperation between EGCO and PTT UT

September 21 2007 Interim Dividend Payment at 2.25 baht per share

October 5 Signing an MoU to conduct a feasibility for a waste to energy project with PTT Plc., and SEPCO-ASIA

Group

2007 Highlights

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Group Companies

February 1 Commercial Operation Date of BLCP Power Plant : Unit 2

February 21-22 REGCO passing re-certificate audit for the TIS 18001:1999 & OHSAS 18001:1999 (Occupational Health

and Safety Management System for the scope electricity power generation) by MASCI (Management

System Certification Institute-Thailand)

March 19-22 KEGCO passing re-certificate audit for ISO 9001:2000, TIS 18001:1999 & OHSAS 18001:1999, and ISO

14001:2004 by TUV NORD

April 25 Commercial Operation Date of the 55 MW expansion project of Amata Power Bangpakong

May 5 Commercial Operation Date of the 734 MW Kaeng Khoi 2 Power Plant:Unit 1

July 15 REGCO passing the Black Plant Restoration Test by EGAT

August 22 REGCO passing the re-certificate audit for ISO 9001:2000 by TUV NORD

November 12-15 REGCO passing the re-certificate audit for ISO 14001:2004 by MASCI

December 4 Roi-Et Green passing the re-certificate audit for ISO 9001:2000 by Moody International Certification

Group

Activities for Investors January 22 Corporate Day hosted by ABN Amro in Singapore

February 9 SETs Money Expo in Nakhorn Ratchasima province

February 22 Opportunity Day/Analyst Meeting no. 1/2007 to announce 2006 annual performance

March 22 Investor Forum hosted by JP Morgan Thailand at Sukhuthai Hotel

April 1 SETs Money Channel Roadshow in Phuket province

May 10-13 Money Expo at Queen Sirikit National Convention Center

May 18 Opportunity Day/Analyst Meeting no. 2/2007 to announce 2007s first quarter performance

May 23 Investors visit to BLCP Power Plant at Rayong province

June 13 Investors visit to BLCP Power Plant at Rayong province

June 20 Investors visit to BLCP Power Plant at Rayong province

June 30 SETs Money Channel Roadshow in Chiangmai province

July 18 Investors visit to BLCP Power Plant at Rayong province

August 4 SETs Money Channel Roadshow in Udonthani province

August 20 Opportunity Day/Analyst Meeting no. 3/2007 to announce 2007s second quarter performance

September 12 SETs Thailand Focus at Plaza Athenee Hotel

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October 19 SETs Money Expo in Chiangmai province

October 27 SETs Money Channel in Khon Kaen province

November 7 Investors visit to Khanom Power Plant at Nakhon Srithammarat province

November 20 Opportunity Day/Analyst Meeting no. 3/2007 to announce 2007s third quarter performance

December 13-14 Investors and shareholders visit to Kaeng Khoi II Power Plant at Saraburi province

Activities for Employees February 27 Communication Day no. 1

March 15-22 Annual Physical Check up for Employees

May 25 Activity We are ready to listen no. 1

June 7-9 In-house training on Executive Team Building Workshop

July 9 In-house training on Fraud Risk Management

August 8 Activity We are ready to listen no. 2

September 14 Knowledge Sharing on Nam Theun Hydropower Plant Project and Laos

October 26-28 Family Trip at Hua Hin in Prajuap Khiri Khan province

October 30-31 EGCO Group Sport Day

December 12 Communication Day no. 2

December 21 Sport Day and New Year Party

Activities for Society and Environment EGCO Groups 15 Social Contribution Projects

To celebrate the auspicious occasion of H.M. the Kings Eightieth Birthday Anniversary

19-23 March Hosting 23th and 24

th EGCO Conservation of Forest Youth Camp at Doi inthanon National Park,

26-30 March Chiengmai Province and 25t h Youth Camp at Tairumyen National Park, Suraj Thanee Province.

And 13-16 March

March - August Sponsoring 11 mobile Health Care Markets in Plauk Daeng district, Rayong Province

April Introducing Biological Agriculture: Sufficiency for Sustainability project to 4 schools in Kha Nom district,

Nakorn Srithamarat Province.

6 June Releasing containers into the sea to form an artificial reef (New Home for undersea Livings Project)

along Khanom beach, Nakorn Srithamarat Province

19 June Granting scholarships and sports equipment to students in Khanom district, Nakhon Srithammarat

province.

28 June - 1 July Planting saplings under the project Forest: The Circle of Life at Doi Indhanon National Park, Chiang

20-22 September Mai province and Umphang Wildlife Sanctuary, Tak province.

July - October Supporting 4 mobile Medical Units in Rayong province

July - December Supporting Angel Mushroom Farming. project in Rayong province

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August - September Supporting Rayong Polytechnic student to participate as volunteers in repairing electrical appliances

for communities

11 September Launching the project to breed blue swimming crabs in Nakhon Srithammarat province

September- Launching Fresh-water Fish Farming project at Khao Wang Thong school, Nakorn Srithamarat Province.

November

October - Implementing Cleaner Canal: Better Living at the Lad Tanod canal, Bangkok

December

October - Organizing workshops on How to Fight Global Warming with Sustainable lLving

December

20 November Supporting the construction of a building to be used for fostering local wisdom at Nua Mueang

Tambon Administration Office, Roi-Et Province.

November - Launching Green Learning project in Kon Kaen province

December

Other Community Activities and Public Sponsorship

10 January Donating 290,000 baht to improve the Kiew Mae Pan Walking Trail at Doi inthanon National Park,

Chiengmai Province

10 January Donating 100,000 baht to support the Princess Bajrakitiyabha Fund for legal education

24 January Donating 5 million bath to support the National Discovery Museum Institute

19 February Donating 400,000 bath to support petanque court and building improvement for the petanque

association of Thailand under the patronage of H.R.H the Princess Mother.

6 May Donating 1 million bath to support the Foundation for slum child care under the royal Patronage of

H.R.H Princess Galyanee Vadaha

20 July Planting 2,000 saplings in children welfare protection home at Rayong Province

29 August Donating 800,000 bath to Pradabos Foundation to support the demonstration wind farm project in

Samuth Prakan Province.

26 October Improving playground facilities at Nong Na Sang school, Roi-Et Province.

3 December Donating 100,000 bath to support Thai monks education.

4 December Donating 500,000 bath to Ministry of Natural Resources and Environment to support the environment

activities at Phuket Province

26 December Donating blankets to poor people in 23 communities and providing scholarship for students at Nong Na

Sang school, Roi-Et Province.

26 December Supporting the Grand Opening of Thai Forest Conservation Foundation, Chiengmai Province

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Consolidated Financial Statements

FINANCIAL PERFORMANCE (Million Baht)

Sales and service income

Other income

Cost of sales and cost of services

Administrative expenses and others

Impairment charge

Interest expenses

Share of profit (loss) from subsidiaries,

an associate and joint ventures

Profit (loss) attributable to minorities

Net Profit (loss) before Fx

Fx gain (loss)

Net Profit (loss)

FINANCIAL POSITION (Million Baht)

Total Assets

Total Liabilities

Parents shareholders equity

Minority Interest

Treasury Stock

Issued and paid-up share capital

PER SHARE DATA (Baht)

Net Profit (loss) before Fx

Net Profit (loss)

Book Value

Dividend

RATIO ANALYSIS

Liquidity ratio (Time)

Cashflows liquidity ratio (Time)

Gross profit ratio (%)

Earnings ratio (%)

Return on equity ratio (%)

Return on assets ratio (%)

Debt to equity ratio (Time)

2007* 2006* 2005 2004 2003 2002 2001 2000 1999 1998

13,839

848

5,815

2,154

-

1,166

(83)

169

5,299

716

6,016

50,459

14,661

35,289

509

-

5,265

10.07

11.43

67.03

4.00

1.65

1.58

57.98

41.19

18.14

10.77

0.41

16,022

805

8,151

2,202

-

1,859

27

264

4,378

(285)

4,093

61,250

29,136

31,041

1,073

-

5,265

8.32

7.78

58.96

3.25

2.27

1.29

49.13

24.28

13.83

7.04

0.91

15,620

852

7,593

1,894

(34)

2,220

29

232

4,595

67

4,662

55,066

25,963

28,173

982

(52)

5,265

8.75

8.88

53.55

3.00

3.25

1.33

51.39

28.25

17.28

8.36

0.89

15,378

898

6,017

1,323

170

2,631

(545)

303

5,287

707

5,994

56,437

29,736

25,895

859

(52)

5,265

10.07

11.41

49.21

2.75

2.19

1.01

60.88

38.10

26.02

10.68

1.11

11,463

669

4,926

963

342

2,807

(73)

236

2,784

174

2,958

55,824

34,876

20,276

724

(52)

5,265

5.30

5.62

38.51

2.50

2.21

1.02

57.02

24.53

15.26

5.44

1.66

10,732

880

4,033

936

-

3,299

35

203

3,175

(236)

2,939

52,965

33,780

18,544

641

-

5,259

6.04

5.60

35.26

2.25

2.80

1.01

62.42

25.23

16.55

5.44

1.76

9,697

854

3,462

1,031

-

3,325

(77)

(38)

2,694

(1,478)

1,217

55,112

37,664

16,979

469

-

5,244

5.14

2.32

32.38

2.00

2.85

0.97

64.30

11.62

7.21

2.32

2.16

8,541

910

2,776

905

-

2,984

8

(94)

2,889

(241)

2,648

49,898

33,079

16,762

56

-

5,243

5.51

5.05

31.97

2.00

6.97

1.29

67.50

27.99

16.83

5.57

1.97

8,802

1,431

3,677

383

-

3,302

73

(5)

2,950

3,232

6,181

45,113

30,351

14,712

49

-

5,227

5.65

11.83

28.15

1.27

4.08

0.68

58.22

59.98

51.53

13.63

2.06

10,939

655

5,711

1,700

-

819

5,051

135

8,281

121

8,402

53,600

11,605

41,475

521

-

5,265

15.73

15.96

78.78

4.75

4.22

1.09

47.80

50.48

21.89

16.15

0.28

Remarks:

* From January 1, 2007, EGCO Group has changed the accounting policy for interests in joint ventures in the consolidated financial

statements from Proportionate Consolidation to the Equity Method; and adopted the accounting policy regarding Employee Benefits.

The retrospective adjustments have been made on 2006 financial statements.

Financial Overview

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Unit : Million Baht

Total Revenues

Total Expenses Excluding Currency Exchange Gains or Losses

Net Profit Excluding Currency Exchange Gains or Losses

Total Assets

20,000

15,000

10,000

5,000

15,000

10,000

5,000

6,000

5,000

4,000

3,000

2,000

1,000

70,000 60,000 50,000 40,000 30,000 20,000 10,000

14,687 16,827 16,471 16,276

12,132 11,612 10,551 9,452 10,234

9,135

12,212 11,673 10,141

9,039 8,268 7,818 6,665 7,362

5,299

4,378 4,595 5,287

2,784 3,175

2,694 2,889 2,950

50,459

61,250 55,066 56,437 55,824 52,965 55,112

49,898 45,113

11,594

8,230

9,000

8,000

7,000

8,281

53,600

2006 2005 2004 2003 2002 2001 2000 1999 1998 2007

2006 2005 2004 2003 2002 2001 2000 1999 1998 2007

2006 2005 2004 2003 2002 2001 2000 1999 1998 2007

2006 2005 2004 2003 2002 2001 2000 1999 1998 2007

51-03-045_006-007-4c Eng_C.indd 7 3/20/08 10:52:25 AM

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Message from the Chairman

The year 2007 was another auspicious year for Thai

people as we celebrated the national jubilee of the 80th

birthday of His Majesty the King Bhumiphol Adulyadej, a

beloved king who devotes himself to lead his subjects

towards prosperity and well-being. HM the King has initiated

the concept of Self-sufficient Economy for Thais to live

appropriately in accordance with their status for sustained

happiness of themselves, their families, the kingdom and the

world as a whole.

On the other hand, energy crisis is still a critical issue

that all concerned parties have to work together to resolve

the problem. The rise in fuel price, climate change and the

global warming has affected countries all around the world.

For Thailand, preliminary measures implemented by the

government and private sectors include continuous efforts to

develop alternative fuel sources and renewable power

generation to ensure energy supplys stability. At the same

time, the government promotes the conservation of natural

resources and environment and fosters the awareness of

environment fr iendl iness among the publ ic to ensure

sustainable benefits to our home land.

We, the Electricity Generating Public Company Limited,

as the first independent power producer in Thailand, are

well aware of our duties and responsibilities to operate

our business which is an infrastructure for the country

development. We have conducted extensive research and

studies to identify opportunity to develop renewable and

alternative energy. In the past year, EGCO had joined hands

with PTT PCL., Wind Energy Generating Company Limited

(WEGCO), and Eurus Energy Japan Corporation (EURUS)

to conduct a feasibility study on wind farm project along the

east coast between Songkla and Nakorn Srithammarat

provinces. EGCO has also partnered with PTT PCL. and

51-03-045_009-010-4c Eng_C.indd 9 3/24/08 8:31:28 PM

010

SEPCO-ASIA Group in conducting the feasibility study to improve the landscape through waste-to-energy project. The pilot

project is implemented in Phuket before being launched in other provinces. All the above projects are carried out in adherence

to the principle of Sustainable and Environment-friendly Energy to make the best use of the natural resources while minimizing

the impact on the environment. In terms of our core business in power generation, EGCO is prepared and ready to execute

various projects, especially cross-border projects, to maintain our market share as one of the leader in power industry and to

continuously grow our businesses.

Our operating performance in 2007 is as forecasted. EGCO posted the net profit of 8,402 million baht and the earnings

per share of 15.96 baht. The interim dividend payment from the first half year operation was paid at 2.25 baht per share. We

are confident that we can maintain a good and consistent dividend yield and that we can grow our business efficiently.

We are fully aware of the importance of our staff as one of the key driving factors. We then unify our workforce in the

same direction to achieve the brand vision of Energy for Life. In this respect, EGCO has implemented the re-branding program

to create synergy among EGCO Group, a key success factor for future growth. We also join hands in implementing 15

corporate social responsibility programs under the title of 15 years: 15 projects to commemorate and celebrate His Majesty the

King Bhumiphol Adulyadejs 80t h birthday. The objectives are to conserve the environment and natural resources, to promote

learning and conservation awareness among our youth and to enhance the quality of life of communities.

All our efforts and dedications are realized by outside communities. EGCO was rated 8th for best corporate governance

and 4th for being most committed to a strong dividend policy for listed companies in Thailand in a poll conducted by

FinanceAsia Magazine. EGCOs Board of Directors also was honored as the Board of Directors for Distinctive Practices for

2006-2007 and the Board with Consistent Best Practice. Besides, Khanom Electricity Generating Company Limited, our core

subsidiary, received the 2007 EIA Monitoring Awards from the Office of Natural Resources and Environmental Policy and Planning,

Ministry of Natural Resources and Environment in the year 2007 for the 6th consecutive year.

We realize that all the success has resulted from kindest support and cooperation from stakeholders including shareholders,

customers, business partners, and the public which enables us to operate efficiently with commitment to environment

conservation and social development.

On behalf of EGCO, I would like to express my gratitude to the shareholders and all stakeholders in supporting our

business. Our achievement is the motivation for EGCO Group people to develop our business and to make a fair return to our

shareholders while treating other stakeholders fairly for the reliable and stable power supply of the country and the benefits of

the Thai people.

Sanit Rangnoi

Chairman

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011

Board of Directors and Subcommittee Members

Education

- Ph.D. in Economics, University of Rochester,

USA

- M.A. in Economics, Thammasat University

- B.A. in Economics, Thammasat University

- Certificate of Directors Certification

Program, Thai Institute of Directors

Association

Dispute -

Family Relationship between the management -

Amount of Shares 0.000% Working Experience

2001-Present Secretary-General

Agricultural Futures Trading

Commission

2005-2006 Director, Audit Committee

Member and Chairman of

Risk Management Committee

Government Housing Bank

1998-2001 Senior Executive Vice

President

MFC Asset Management

Public Company Limited

1991-1996 Senior Vice President and

Spokesman

Stock Exchange of Thailand

1989-1991 Executive Vice President

Morgan Grenfell Thai Co., Ltd.

The positions of EGCOs Board of Directors as of January 2, 2008

1. Mr. Pornchai Rujiprapa Age 55

Chairman

Chairman, Executive Committee

(Authorized Director)

Vacating the office by resignation on June 8, 2007

Education

- Ph.D. (Urban & Regional Economics.),

University of Pennsylvania, USA

- M.Sc. (Urban & Regional Economics.),

University of Pennsylvania, USA

- M.P.A.(Programming Planning Administration)

National Institute of Development

Administration (NIDA)

- B.Sc. (Agro-Industry) Kasetsart University

- Certificate of Directors Accreditation Program,

Thai Institute of Directors Association

Dispute -



Oct, 2006- Chairman

Present Electricity Generating

Authority of Thailand

Dec, 2006 Director

-Present PTT Public Company Limited

2006-Present Permanent Secretary,

Ministry of Energy

Ministry of Energy

2003-2006 Deputy Permanent

Secretary, Ministry of Energy

Ministry of Energy

1999-2003 Deputy Secretary-General,

The National Economic and

Social Development Board

(NESBD)

Office of the Prime Ministry

2. Mr. Sanit Rangnoi Age 59

Chairman of the Board of Directors

Chairman of Executive Committee


Education - M.Sc. (Industrial Engineering), Pennsylvania State University, USA - B.Eng. (Industrial Engineering), Chulalongkorn University. - B.A. (Economics), Sukhothai Thammathirat University - National Defence Course (NDC 43) , National Defence College - Certificate of Directors Accreditation Program, Thai Institute of Directors Association - Certificate of Directors Finance for Non- Finance Directors, Thai Institute of Directors Association - Certificate of Directors Certification Program, Thai Institute of Directors Association - Senoir Executive Program, Sasin Graduate Institute of Business Dispute - Family Relationship between the management - Amount of Shares 0.000% Working Experience 2007-Present Director-General, Department of Revenue Ministry of Finance 2006-Jan, 2007 Director-General, Department of Excise Ministry of Finance 2004 Deputy Permanent Secretary Ministry of Finance 2003 Director-General, Department of the Comptroller General Ministry of Finance 2002 Inspector-General, Ministry of Finance Ministry of Finance

3. Mr. Chaipat Sahasakul Age 53

Independent Director

Chairman, Audit Committee

51-03-045_011-018-4c Eng_C.indd 11 3/20/08 9:06:14 AM

012

Education

- M.Sc. (Mechanical Engineering), University

of Alabama, USA

- B.Eng. (Mechanical), Chulalongkorn

University

- Certificate of Directors Certification Program,


Dispute - Family Relationship between the management -


2005-Present Chairman

Golden Land Wood Co., Ltd.

2005-2006 Chairman

Sahakarn Wisawakorn Co., Ltd.

2005-Present Chairman

Aqua Plus Company Limited

2001-2004 Director

Aqua Plus Company Limited

1997-2000 Managing Director

Electricity Generating Public

Company Limited

1996-1997 President, Mining Business

Electricity Generating Authority

of Thailand

1990-1995 Assistant Governor, Mae Moh

Power Plant


of Thailand

Education

- National Defence College, 1998 (Class 41st)

- LL.B., Chulalongkorn University

- Thai Bar Certificate, Thai Barrister at law of

Thailand

- LL.M., Chulalongkorn University

- Certificate of Directors Certification Program

(class79th), Thai Institute of Directors

Association

Dispute - Family Relationship between the management -


16Oct, 2007- Director

Present The Marketing Organization for

Farmers,Ministry of Agriculture

and Cooperatives

Dec, 2006- Director General of Department

Present of Economic Crime Litigation

Office of Attorney-General

2006 Director General of Department

of Administrative Litigation

2004-2006 Deputy Director General of

Department of Administrative

Litigation

2003-2004 Executive Director of Office of

Economic Crime Litigation 1

4. Mr. Aswin Kongsiri Age 63


Nomination and Remuneration

Committee Member

Education - Bachelors Degree (Honours) in Philosophy, Politics and Economics, Oxford University, England - Banff School of Advanced Management, Alberta, Canada - The National Defence Course for the Joint State-Private Sectors, Class 6 National Defence College - Certificate of Chairman 2000 Program, Thai Institute of Directors Association - Certificate of Directors Certification Program, Thai Institute of Directors Association Dispute - Family Relationship between the management - Amount of Shares 0.000% Working Experience Oct, 2007- Chairman Present Ch. Karnchang Public Company Limited 2005-Present Director and Chairman of Risk Management Committee Bangkok Aviation Fuel Services Public Company Limited 2005-Present Director and Executive Director Krung Thai Bank Public Company Limited 2003-Present Director Thai-German Ceramic Industry Public Company Limited 1999-Present Director and Chairman of Audit Committee The Oriental Hotel (Thailand) Public Company Limited 1993-Present Director and Audit Committee Member Thai Reinsurance Public Company Limited 2003- Member Nov, 2008 Thai Rating and Information Services Company Limited 1992-March2006 Director and Audit Committee Member, Risk Management Committee Member and Chairman of Nomination and Remuneration Committee Muang Thai Life Assurance Company Limited 1981-Present Director and Audit Committee Member Padaeng Industry Public Company Limited 1994-Sept, 2007 Director Ch. Karnchang Public Company Limited

5. Mr. Worawit Khamkanist Age 68


Audit Committee Member

Vacating the office by resignation on

October 17, 2007

6. Mr. Thanapich Mulapruk Age 59


51-03-045_011-018-4c Eng_C.indd 12 3/22/08 6:38:27 PM

013

Education

- B.Eng. (Civil Engineering), King Mongkuts

University of Technology Thonburi,

- B.A. (Law), Sukhothai Thammatirat Open

University

- MPA, Thammasat University

- Certificate of High Level of Engineering

Management, Chulalongkorn University and

Public Works

- Certificate of High Level Administration, The

Institute of Administration Department of

Provincial Administration

- Certificate of Executive Department of The

Civil Service Commission

- Certificate of Change Management, RIPA

International, London



- Certificate of Audit Committee Program

Dispute -


Amount of Shares 0.000%

Working Experience

2006- Inspector-General, Ministry of

30Sept, 2007 Energy

Ministry of Energy

2003-2005 Deputy Director-General (level 9),

Department of Business Energy

Ministry of Energy

2002 Policy and Plan Specialist (Public

Works)

Ministry of Energy

2001 Inspector General

Ministry of Energy

1999 Director of Fuel and Gas Control

Division (Engineer level 8)

Ministry of Energy

Education

- B.Eng. (Electrical Power Engineering),

2nd Class Honors, Chulalongkorn University



Dispute -



Working Experience

2006- Deputy Governor-Transmission

Sept, 2007 System

Electricity Generating Authority of

Thailand

2005 Senior Executive Vice President-

Transmission System


Thailand

2003-2005 Deputy Governor-Transmission

System


Thailand

2001-2003 Assistant Governor-Transmission

System Operation


Thailand

7. Mrs. Wattanee Phanachet Age 70


Audit Committee Member

Education

- M.A. Degree in Accounting, University of

Alabama, USA

- Bachelor Degree in Accounting, Chulalongkorn

University

- Certified Public Accountant (CPA), Thailand

License No. 1091



Dispute -



Working Experience Oct, 2007- Director and Audit Committee

Present Member

ESSO (Thailand) Public Company

Limited

2006-2007 Committee on Curriculum Quality

Guarantee, Faculty of Commerce

and Accountancy

Chulalongkorn University

2005-Present Head, Sub-Committee on Certified

Public Accountants Qualification,

appointed by the Federation of

Accounting Professions.

Federation of Accounting Professions

1999-Present Director and Audit Committee

Member

Thai Poly Acrylic Public Company

Limited

1999-Present Independent Director and Audit

Committee

Capital Nomura Securities

1999-2007 Independent Director and Audit

Committee,

Delta Electronics (Thailand) Public

Company Limited

8. Mr. Chareon Prajumtan Age 61



Committee Member

9. Mr. Chamnong Wongsawarng Age 61

Director

Executive Committee Member

(Authorized Director) (Being the Executive Committee Member until December 17, 2007)

51-03-045_011-018-4c Eng_C.indd 13 3/22/08 6:38:35 PM

014

Education - Master of Engineering (Mechanical Engineering),

Lamar University, USA

- B.Eng. (Mechanical Engineering), Kasetsart University

- Certificate of Directors Certification Program, Thai

Institute of Directors Associatio Dispute - Family Relationship between the management - Amount of Shares 0.000% Working Experience Nov,2007- Governor Present Electricity Generating Authority of Thailand Oct, 2006- Deputy Governor-Generation Nov,2007 Electricity Generating Authority of Thailand March,2006- Deputy Governor-Operation and Sept, 2006 Maintenance Electricity Generating Authority of Thailand Aug, 2005- Senior Executive Vice President- March 2006 Operation and Maintenance Electricity Generating Authority of Thailand June,2005- Executive Vice President-Power Oct.July 2006 Plant 1 Electricity Generating Authority of Thailand Oct, 2003- Assistant Governor-Power Plant 1 June 2005 Electricity Generating Authority of Thailand Oct, 2000- Vice President-Generation Business Sept, 2003 1-Power Plant Electricity Generating Authority of Thailand

Education - Master of Hydraulic Engineering, Asian Institute of

Technology (AIT)

- Bachelor of Civil Engineering, Chulalongkorn

University

- Senior Executive Program (SEP 14), Sasin

- Advanced Management Program (AMP 163),

Harvard Business School , USA

- Certificate of Directors Certification Program, Thai

Institute of Directors Association

Dispute -



Working Experience

May,2007- Director

Present Electricity Generating Authority of

Thailand

Nov, 2006- Advisor

June2007 Electricity Generating Public

Company Limited

Oct, 2005- Advisor

Sep, 2006 Electricity Generating Authority of

Thailand

Oct, 2003- Director

Sep, 2005 Ratchaburi Electricity Generating

Holding Public Company Limited

3 Apr,-5 Acting Governor


Thailand

Jan,2004- Senior Deputy Governor-

23Jun, 2005 Development Group


Thailand

Oct.-Dec2003 Deputy Governor-Policy and Planning


Thailand

Oct, 2000- President-Fuel Business


Thailand

Education

- MA (1st Class Honours),

Cambridge University, UK

Dispute -



Working Experience

2003-Present Executive Director and Chief

Operating Officer

CLP Power Asia Limited,

Hong Kong

2001-Present Director

BLCP Power Limited

2000-2005 Director

Rayong Electricity Generating

Company Limited

2000-2005 Director

Khanom Electricity Generating

Company Limited

2000-2005 Director

EGCO Engineering & Service

Company Limited

1999-2003 Project Manager for CLPs

generating plant projects

CLP Group

1998 General Manager for CLPs

generation business group and

later for CLP strategic developm

CLP Group

10. Mr. Sombat Sarntijaree Age 58

Director


(Authorized Director) (Being the Executive Committee starting from December 17, 2007)

11. Mr. Narongsak Vichetpan Age 62

Director


Committee Member

Corporate Social Responsibility

Committee Member


12. Mr. Peter Albert Littlewood Age 58

Director


51-03-045_011-018-4c Eng_C.indd 14 3/20/08 9:06:26 AM

015

Education

- Master of Business Administration, Insead

Business School (France)

- Master of Arts, Modern History, Cambridge

University (U.K.)

Dispute -



Working Experience

2006-present Group Director and Managing

Director, TRUenergy Australia

CLP Group and TRUenergy

Australia

2005-2006 Group Director & Managing

Director-Asia Pacific


Hong Kong



Hong Kong

2002 Finance Director

CLP Power International Ltd.,

Hong Kong


InterGen, China

1998-2002 Vice President-Development and

Finance

InterGen, China

1998-2002 Director

UBS Warburg, Hong Kong

Education

- International Law, Tokyo University

Dispute -



Working Experience

2006-Present Director and Executive Vice

President

OneEnergy Limited

2003-2006 Deputy General Manager,

Head of International IPP

Mitsubishi Corporation

2001-2003 Assistant General Manager,

Power, Generation & Marketing

for Japanese Market

Mitsubishi Corporation

Education

- MBA, Wharton School, University of

Pennsylvania, USA

- BSc. (civil engineering) University of

Colorado, USA

Dispute -



Working Experience

Oct, 2006- Managing Director

Present OneEnergy Limited

July 2006 Group Director-Corporate

Development

CLP Holdings Limited

Dec, 2003- Director of Group Treasury

July 2006 CLP Holdings Limited

1995-2003 Regional Finance

VP/Corporate Treasurer

Intergen (Hong Kong) /

Intergen, Boston, USA

13. Mr. Richard McIndoe Age 43

Director

Chairman, Nomination and

Remuneration Committee


14. Mr. Hideaki Tomiku Age 50

Director


15. Mr. Mark Takahashi Age 49

Director



51-03-045_011-018-4c Eng_C.indd 15 3/22/08 6:22:57 PM

016

Education

- B.Eng. (Electrical) Chulalongkorn University

- Master of Management from SASIN,

Chulalongkorn University.

- Certificate of Management of Public

Economy at the King Prajadhipoks Institute

- Certificate of the Directors Certificate Program,


- Certificate of the Role of the Chariman

Program, Thai Institute of Directors Association

Dispute -



Working Experience

August 2005- Chairman

Present Rayong Electricity Generating

Company Limited


Company Limited

EGCO Engineering and Service

Company Limited

August 2005- Director

Present Gulf Electric Public

Company Limited

2003-July 2005 Director


Company Limited


Company Limited

EGCO Engineering and Services

Company Limited

16. Mr. Visit Akaravinak Age 59 Director and President Executive Committee Member Chairman, Risk Management Committee Chairman, Group Business Committee Chairman, Good Corporate Governance Committee Chairman, Corporate Social Responsibility Committee (Authorized Director)

Nov.2006- Director

Present BLCP Power Limited

June28,2005- Senior Executive Vice President-

August30,2005 Operation and Maintenance

EGAT Public Company Limited

2003-2005 Senior Executive Vice President-

Operation and Maintenance


of Thailand

1999-2003 Assistant Governor-Bangpakong

Power Plant


of Thailand

1997-1999 Director, Thermal Power Plant

Construction


of Thailand

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017

Board of Directors and Subcommittee Members

Education

- Bachelor of Science in Mechanical

Engineering (Honors), Columbia-University,

School of Engineering and Applied Science,

New York.

Dispute -



Working Experience


EGCO Joint Ventures &

Development Company Limited


Gulf Electric Public Company

Limited

2004-April 07 Director

Nam Theun 2 Power Company

Limited

30 Jan 07 Director

-Present BLCP Power Limited

2003-2004 Independent Consultant to the

Managing Director and the Head

of the Southeast Asia Business

China Light & Power Group

(Hong Kong)

2003-2004 Team Leader & Infrastructure

Specialist,

ADB Technical Assistance

Program

2003 Independent Consultant to Chief

Executive Officer

International Power PLC.

1995-2003 Principal and Managing Director

Delta Associates (Thailand)

Limited

Education - M.A. (Economics), Keio University, Japan - B.A. (Economics), Thammasat University Dispute - Family Relationship between the management - Amount of Shares 0.000% Working Experience 2004- Chairman Present Gulf Electric Public Company Limited 2002- Chairman Present Rayong Electricity Generating Company Limited 2002- Chairman Present Khanom Electricity Generating Company Limited 2002- Director Present EGCO Engineering & Service Company Limited 2002- Director Present EGCO International (BVI) Limited 2002- Director April 07 EGCO Joint Ventures & Development Company Limited 30Jan07- Director Present BLCP Power Limited 2005- Chairman April 06 Egcom Tara Company Limited 2002-2005 Director Egcom Tara Company Limited 2002- Director April 07 Amata-EGCO Power Company Limited 2002-2003 Director Amata Power (Bangpakong) Company Limited 2001-2002 Senior Vice President Glow Company Limited, Tractebel Group 2000-2001 Asian Development Bank Consultant to Public Debt Management Office, Ministry of Finance ADB Technical Assistance Program 1999-2000 Financial Consultant Debt management consultancy to EGAT and PEA 1997-1999 Executive Director SBC Warburg (Hong Kong, Bangkok) 1990-1997 Vice President Credit Suisse First Boston (New York, Singapore, Bangkok) 1987-1989 Analyst Nikko Securities (Tokyo)

Education

- B. Eng. (Mechanical Engineering), 2nd Class

Honors, Chulalongkorn University

Dispute -



Working Experience

2002-Present Director and Managing Director


Company Limited

2001-2002 Director and Managing Director

(Mar17, 2002) Khanom Electricity Generating

Company Limited

1997-2001 Deputy Managing Director

(Mar 25, 01) Rayong Electricity Generating

Company Limited

1994-1996 Operation Division Manager


Company Limited

3. Mr. Sinchai Nerngjumnong Age 60

Senior Executive Vice President

Risk Management Committee Member

Good Corporate Governance

Committee Member

The positions of the Management and the Control Persons as of January 7, 2008

1. Mr. John M. Palumbo Age 44

Senior Executive Vice President-

Business Development

Risk Management Committee

Member


Committee Member

2. Mr. Sakda Sreesangkom Age 46 Senior Executive Vice Presidnt-Finance Risk Management Committee Member Group Business Committee Member Good Corporate Governace Committee Member Corporate Social Responsibility Committee Member

51-03-045_011-018-4c Eng_C.indd 17 3/20/08 9:06:34 AM

018

6. Mr. Suvapan Chomchalerm Age 48

Senior Vice President-Accounting and

Budget Division Education

- M.Sc. (Accounting), Thammasat University

Dispute -



Working Experience

2000-Present Senior Vice President-

Accounting and Budget Division


Company Limited

1994-2000 Manager-Accounting and

Budget Analysis Section,

Accounting and Budget

Division


Company Limited

Education - Master of Public Administration (MPA) National Institute of Development Administration (NIDA) - B. Eng. (Electrical Engineering), Chulalongkorn University Dispute - Family Relationship between the management - Amount of Shares 0.000% Working Experience 2004-Present Director and Managing Director (Mar20,2004) Khanom Electricity Generating Company Limited April 07- Chairman Present Roi-Et Green Company Limited April 07- Chairman Present EGCO Green Energy Company Limited 2006-April 07 Director EGCO Green Energy Company Limited Roi-Et Green Company Limited 2002-Present Director Gulf Cogeneration Company Limited Nongkhae Cogeneration Company Limited Samutprakarn Cogeneration Company Limited 1998-2004 Deputy Managing Director- Operation, Khanom Electricity Generating Company Limited 1996-1998 Manager Production Control Division Khanom Electricity Generating Company Limited

5. Mr. Piya Jetasanon Age 51

First Senior Vice President-Finance D

ivision Education

- MBA, Ramkhamhaeng University

- B.A. (Economics), Thammasat University

Dispute -



Working Experience


EGCO Cogeneration Company

Limited

2007 Director

Thai LNG Power Corporation

Ltd.

2005-Present First Senior Vice President-

Finance Division


Company Limited

2003-2005 Senior Vice President-Finance

Division

Electricity Generating

Public Company Limited

1996-2003 Manager-Finance Division


Company Limited

1994-1996 Manager-Treasury Management

Section


Company Limited

4. Mr. Chankij Jearaphunt Age 53

Senior Executive Vice President

Risk Management Committee member


Committee Member

Corporate Social Responsibility

Committee Member

51-03-045_011-018-4c Eng_C.indd 18 3/22/08 6:22:32 PM

019

Company's Management

1. Mr. Voravit Potisuk Executive Vice President-

Business Development

5. Ms. Vasana Vongpromek Executive Vice President-

Corporate Service

4. Ms. Pikul Sreesastra Executive Vice President-

Finance

3. Ms. Daranee Sriwattana Executive Vice President-

Asset Management and Planning

2. Dr. Sakul Pochanart Executive Vice President-

Project Management

6. Mr. Rasda Pongpaew ESCO Managing Director

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020

11. Ms. Ngamphis Chitphromphan KEGCO Deputy MD-Finance &

Administration

10. Ms. Warunee Tantiwong REGCO Deputy MD-Finance &

Administration

12. Ms. Krisna Pinkaew ESCO Deputy MD-Finance &

Administration

8. Mr. Mana Vitavasakul KEGCO Deputy MD-Operation

9. Mr. Wajarapong Palakawong Na Ayudhya ESCO Deputy MD-Operation

7. Mr. Chumsak Desudjit REGCO Deputy MD-Operation

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027

EGCO is the first independent power producer in Thailand incorporated on May 12, 1992 by Electricity Generating

Authority of Thailand (EGAT). Such incorporation marked the commencement of the Thai governments privatization initiatives

to allow broader private sector investment in the electricity generating sector. EGCO was transformed into a public company

on March 23, 1994 and listed on the Stock Exchange of Thailand (SET) on January 16, 1995.

Since EGCO is a holding company, it has no product. It recognizes revenue in form of dividend income from subsidiaries

and joint ventures which operate in electricity generation and distribution business to EGAT and industrial users under the long

term power purchase agreements (PPA). Its portfolio also covers the investment in related energy business. EGCO focuses to

continue building upon its portfolio of power generation assets within both the domestic and ASEAN markets by develop or

buy the power plant projects upon the company investment plan which concern in shareholders return maximization under

the acceptable level of risk. In essence, the Companys corporate vision is:

To be the leading Thai integrated electric power Company with comprehensive energy services in Thailand and in the

ASEAN region, with full commitment to environment protection and social development support

In this regard, EGCO has identified its key long term objectives as follows:

Seek to grow at a rate higher than the average growth of electricity demand in our target markets,

Achieve returns on equity (ROE) above the average of industry in Thailand,

Create a healthy organization which excels in terms of good corporate governance and acceptance from the

communities.

Business Characteristics

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028

During 2008-2012, the Company would put priorities on projects in Thailand and South East Asia Region.

Business Lines

The businesses of EGCO can be divided into 3 groups which are power business, service business and water business.

1. Power Business

The power business comprises the Independent Power Producers (IPP) Group, Small Power Producers (SPP) Group and

Oversea Power Producers Group.

1.1 IPP Group

In 2007, the installed generation capacity of 3,509 MW, or 89.49 percent of total installed generation capacity was

contributed by power plants in IPP Group which are Rayong power plant, Khanom power plant, BLCP power plant, and Unit 1

of Kaeng Khoi 2 power plant.

Operating Companies:

REGCO

REGCO, EGCOs wholly owned subsidiary, owns and operates Rayong power plant known as the first Independent

Power Producer in Thailand located in Rayong province. It is a 1,232-megawatt power plant comprises of four

308-megawatt combined cycle power units using natural gas as primary fuel to generate and supply all electricity

to EGAT under a long term 20-year power purchase agreement.

During the year 2007, Rayong power plant generated and sold 3,895 million kilowatt-hours electricity to EGAT with

its average Equivalent Availability Factor (EAF) of 91.85%, which was better than the target specified in PPA and

merited a bonus payment from EGAT for the eleventh consecutive year.

KEGCO

KEGCO, another wholly owned subsidiary, owns and operates Khanom power plant known as the largest power

plant in the southern area of Thailand located in Nakhon Sri Thammarat. It is a 824-megawatt power plant

comprises of two 75-megawatt thermal power units and one 674-megawatt combined-cycle power unit all using

natural gas as primary fuel to generate and supply all electricity to EGAT under 15-year and 20-year power

purchase agreements.

During the year 2007, Khanom power plant generated and sold 6,006 million kilowatt-hours electricity to EGAT with

its average EAF of 93.67%.

51-03-045_027-028-4c,029-033-2c Eng_C.indd 28 3/22/08 6:32:52 PM

029

BLCP Power Limited (BLCP)

In January 30, 2007, EGCO bought the shares from CLP Power Limited and has directly held a 50% stake in BLCP

since then. BLCP owns and operates BLCP power plant located in Rayong province. It is a 1,434-megawatt power

plant comprises of two 717-megawatt pulverized coal-fired power units using high quality bituminous imported from

Australia as primary fuel to generate and supply all electricity to EGAT under a 25-years power purchase

agreement (IPP Award Round 1). The commercial operation dates (COD) for unit 1 and 2 was applied on

October 1, 2006, and February 1, 2007, respectively.

During the year 2007, BLCP power plant generated and sold 9,723 million kilowatt-hours electricity to EGAT with its

average EAF of 89.99%.

Assets under construction:

Gulf Power Generation Company Limited (GPG)

EGCO indirectly holds a 50% stake in this company through its 50% ownership stake in Gulf Electric Public

Company Limited (GEC). GPG is developing and operating Kaeng Khoi 2 power plant located in Saraburi

province. it is a 1,468-megawatt power plant comprisesd of two 734-megawatt combine cycle power units using

natural gas as a primary fuel to generate and supply all electricity to EGAT under a 25-year power purchase

agreement (IPP Award Round 1). The commercial operation dates (COD) for unit 1 was applied on May 5, 2007

and unit 2 was scheduled on March 1, 2008.

Since May 2007, unit 1 of Kaeng Khoi 2 power plant generated and sold 3,397 million kilowatt-hours electricity to

EGAT with its average EAF of 94.76%. By the end of 2007, the progression of unit 2 project was 99.6%.

1.2 SPP Group

A. Subsidiary with direct holding

EGCO Cogeneration Company Limited (EGCO Cogen)

EGCO directly holds an 80% stake in EGCO Cogen which owns and operates EGCO Cogen power plant located

in Rayong province (Initially, EGCO held totally 80% stake in EGCO Cogen-directly held a 40% stake and indirectly

held a 40% stake via Thai LNG Power Company Limited (TLPC), EGCOs wholly owned subsidiary. On September

26, 2007, TLPC shareholders unanimously confirmed minutes of Extraordinary Shareholders Meeting no. 1/2007 to

dissolve TLPC. The dissolution was registered on October 1, 2007 and the liquidation process was completed on

December 28, 2007. Consequently, EGCO directly holds an 80% stake in EGCO Cogen.) EGCO Cogen is a 117-

megawatt cogeneration power plant which can produce both electricity and steam (30 tons/hour) by using

natural gas as primary fuel. Under the SPPs cogeneration program, EGCO Cogen power plant generates and

51-03-045_027-028-4c,029-033-2c Eng_C.indd 29 3/22/08 6:33:11 PM

030

supplies 60-megawatt contracted capacity to EGAT under a 21-years power purchase agreement. Other net

contracted capacity of 52.76 megawatt are generated and supplied to industrial users in Rayong Industrial Park

under the long-term power purchase agreements.

During the year 2007, EGCO Cogen power plant generated and sold 744 million kilowatt-hours electricity

comprises of 428 million kilowatt-hours electricity to EGAT and another 316 million kilowatt-hours electricity to

industrial users. Its average EAF was 98.01% and the steam produced and sold to the industrial users was 50,378 tons.

B. SPP under EGCO Green Energy Company Limited (EGCO Green)

Roi-Et Green Company Limited (Roi-Et Green)

EGCO holds a 70.3% stake in Roi-Et Green via EGCO Green. Roi Et Green owns and operates Roi-Et Green power

plant located in Roi-Et province. It is a 9.9-megawatt biomass-fired power plant using rice husk as primary fuel.

Under the SPPs renewable program, it generates and supplies 8.8-megawatt contracted capacity to EGAT under a

21-year power purchase agreement.

During the year 2007, Roi-Et Green power plant generated and sold 56 million kilowatt-hours electricity to EGAT,

with its average availability factor of 87.85%.

C. SPP under GEC

EGCO indirectly holds a 50% stake in the following companies through its 50% ownership stake in GEC.

Gulf Cogeneration Company Limited (GCC)

GCC owns and operates Gulf Cogen power plant located in Saraburi province. It is a 110-megawatt

cogeneration power plant which can produce both electricity and steam (16 tons/hour) by using natural gas as

primary fuel. It generates and supplies 90-megawatt contracted capacity to EGAT under a 21-year power

purchase agreement. Other net contracted capacity of 20 megawatt are generated and supplied to industrial

users under the long-term power purchase agreements.

During the year 2007, Gulf Cogen power plant generated and sold 747 million kilowatt-hours to its customers, with

its average EAF of 98.40%. The total steam produced and sold to industrial users was amounted 148,593 tons.

Nong Khae Cogeneration Company Limited (NKCC)

NKCC owns and operates Nong Khae Cogen power plant located in Saraburi province. It is a 126-megawatt

cogeneration power plant which can produce both electricity and steam (24 tons/hour) by using natural gas as

primary fuel. It generates and supplies 90-megawatt contracted capacity to EGAT under a 21-year power

purchase agreement. Other net contracted capacity of 36 megawatt are generated and supplied to industrial

users under the long-term power purchase agreements.

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031

During the year 2007, Nong Khae Cogen power plant generated and sold 839 million kilowatt-hours to its customers,

with its average EAF of 98.05%. The total steam produced and sold to industrial users was amounted 212,423 tons.

Samutprakarn Cogeneration Company Limited (SCC)

SCC owns and operates Samutprakarn Cogen power plant located in Samutprakarn province. It is a 126-

megawatt cogeneration power plant which can produce both electricity and steam (35 tons/hour) by using

natural gas as primary fuel. It generates and supplies 90-megawatt contracted capacity to EGAT under a 21-year

power purchase agreement. Other net contracted capacity of 36 megawatt are generated and supplied to

industrial users under the long-term power purchase agreements.

During the year 2007, Samutprakarn Cogen power plant generated and sold 791 million kilowatt-hours to its

customers, with its average EAF of 95.85%. The total steam produced and sold to industrial users was amounted

130,221 tons.

Gulf Yala Green Company Limited (GYG)

GYG owns and operates Gulf Yala Green power plant located in Yala province. It is a 23-megawatt biomass-fired

power plant using parawood residue as primary fuel. Under the SPPs renewable program, it generates and

supplies 20.2-megawatt contracted capacity to EGAT under a 25-year power purchase agreement.

During the year 2007, Gulf Yala Green power plant generated and sold 131 million kilowatt-hours to EGAT, with its

average availability factor of 81.78%.

D. SPP under EGCO Joint Ventures & Development Co., Ltd. (EGGO JD)

Amata-EGCO Power Limited (AEP)

EGCO holds 14.85% in AEP via EGCO JD. AEP owns and operates Amata-EGCO power plant located in Chonburi

province. It is a 165-megawatt cogeneration power plant which can produce both electricity and steam (15-

megawatt steam) by using natural gas as primary fuel. It generates and supplies 90-megawatt contracted

capacity to EGAT under a 21-year power purchase agreement. Other net contracted capacity of 68.25

megawatt are generated and supplied to industrial users under the long-term power purchase agreements.

During the year 2007, Amata-EGCO power plant generated and sold 1,103 million kilowatt-hours to its customers,

with its average EAF of 89.80%.

Amata Power (Bang Pakong) Limited (APBP)

EGCO holds 15% in APBP via EGCO JD. APBP owns and operates Amata Power (Bang Pakong) power plant

located in Chonburi province. It is a 167-megawatt cogeneration power plant comprises of an initial unit 112-

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032

megawatt capacity and an expansion unit 55-megawatt capacity which can produce both electricity and steam

(15-megawatt steam) by using natural gas as primary fuel. It generates and supplies 90-megawatt contracted

capacity to EGAT under a 21-yearspower purchase agreement. Other net contracted capacity of 67.93

megawatt are generated and supplied to industrial users under the long-term power purchase agreements. The

commercial operation dates (COD) for expansion unit was applied on April 25, 2007

During the year 2007, Amata Power (Bang Pakong) power plant generated and sold 960 million kilowatt-hours to

its customers, with its average EAF of 95.05%.

1.3 Overseas Group

A. Operating Companies

Conal Holdings Corporation (CHC)

EGCO holds a 40% stake in CHC via EGCO International (BVI) Limited (EGCO BVI). CHC is the largest IPP in the

Mindanao Island, Philippines. CHC holds the shares in 2 electricity generating companies and 1 operation and

maintenance service company.

Western Mindanao Power Corporation (WMPC)

WMPC operates and owns a 100-megawatt diesel power plant located in the island of Mindanao, Philippines.

Under the Build-Operate-Own (BOO) scheme, WMPC generates and supplies all electricity to National Power

Corporation (NPC) under an 18-year Energy Conservation Agreement (ECA) with the expiry in 2017.

During the year 2007, WMPC power plant generated and sold 157 million kilowatt-hours electricity to NPC with its

average availability factor of 96%.

Southern Philippines Power Corporation (SPPC)

SPPC operates and owns a 50-megawatt diesel power plant located in Philippines. Under the BOO scheme, SPPC

generates and supplies all electricity to NPC under an 18-year ECA with the expiry in 2016.

During the year 2007, SPPC power plant generated and sold 175 million kilowatt-hours electricity to NPC with its

average availability factor of 94%.

Alto Power Management Corporation (APMC)

APMC provides operation and maintenance services including plant management to the two above-mentioned

power plants and also third party power plants.

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033

B. Assets under construction:

Nam Theun 2 Power Company Limited (NTPC)

NTPC has the installed capacity of 1,070-megawatt located in Lao PDR. It has an initial registered capital of USD 1

million. Currently, EGCO holds a 25% stake of NTPC, while EDF International (a subsidiary of Electricite de France),

Laos State Holdings Enterprise (LHSE), and Italian-Thai Development Public Company Limited own 35%, 25%, and

15%, respectively.

NTPC signed a 25-year Concession Agreement with the Government of Lao PDR on October 3, 2002. NTPC also

signed PPAs with EGAT and EDL on November 8, 2003 to supply 995 megawatts to EGAT and additional 75

megawatts to EDL for 25 years after the COD. On April 29, 2004, the project achieved the Financial Close and

the first drawdown was on June 15, 2005.

At the end of 2007, the project progress was 76.2% as well as planned. It was expected that the project could

achieve the COD within December 2009 as scheduled.

2. Service Business

EGCO Engineering & Service Company Limited (ESCO)

ESCO is EGCOs wholly owned subsidiary which provides operation, maintenance, engineering and construction services

to power plants, petrochemical plants, oil refineries and other industries including the Group companies.

3. Water Business

Egcom Tara Company Limited (ET)

EGCO holds 70% in ET via ESCO. Under a 30-year agreement, ET produces tap water according to Thai Industrial

Standard (TIS) and supplies to the three water stations of the Provincial Waterworks Authority of Thailand (PWA), namely, Pak

Tor Water Station, Damnoen Saduak Water Station and Samut Songkhram Water Station.

Eastern Water Resources Development and Management Public Company Limited (East Water)

At the end of 2007, EGCO holds 18.72% of shares in East Water which is responsible for developing and operating the

main raw water pipe network in the Thailand Eastern Seaboard area covering 7 provinces namely, Rayong, Chonburi,

Chachoengsao, Prachinburi, Srakaew, Chantaburi and Trad.

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035

The peak demand in 2007 was on April 24, 2007 at 22,286.10 MW, marking an increase of 1,522.10 MW or 7.22% from

the previous year (figure 1). As of December 31, 2007, the total installed capacity of Thailands power system is 28,530.25 MW.

Of that amount approximately 15,793.56 MW or 55.36% is owned by EGAT, approximately 10,017.59 MW or 31.11 is owned

by IPPs, approximately 2,079.00 MW or 7.29% is owned by SPPs and approximately 640 MW or 2.24% is imported from Laos

and Malaysia.

According to the statistical trend in 2007, the energy demand during 2007-2021 will decline by 2,592-5,321 million units

or 1.6-1.9% from the previous power demand forecast. As a result, Electricity Generating Authority of Thailand (EGAT) has

revised Thailand Power Development Plan (PDP 2007 revision 1) on December 7, 2007, to match the Ministry of Energys

framework after the Energy Policy and Planning Office (EPPO) has completed the consideration on power purchase from

SPPs (co-generation type), renewable power projects and IPPs.

Based on the PDP 2007 (Revision1), the net additional capacity during 2007-2021 is 29,669.3 MW. If including the

current installed capacity of 28, 530.25 MW, the total installed capacity in 2021 will be 58,199.6 MW.

On November 16, 2007, the Ministry of Energy had resolved that 17 bids, out of 20 bids, qualified for the initial round

(technical criteria) of IPP bidding. All of EGCOs 3 bids passed for this round. On December 7, 2007, the Ministry of Energy

had announced the winners in the second round of IPP Bidding (financial criteria). Four Companies have been selected

the winners with combined capacity of 4,400 MW comprising 3,200 MW from gas fired projects and 1,200 MW from coal

fired projects. (The capacity addition period was during 2012-2014). Unfortunately, EGCO did not pass this round. However,

there is one more significant condition that the winning projects must receive approval on the projects environmental

impact assessment (EIA) from the National Environmental Policy and Planning Office by September 2008 before the signing

of the power purchase agreements.

Based on the information of future sources of power generation and power demand forecast, EGAT and the Ministry

of Energy has revised PDP 2007 as followed:

The power plants under construction during 2007-2010 are comprised of the following :

- EGAT Power Plants 3,227.7 MW

- IPPs 3,541.25 MW

- SPPs 329.8 MW

- Power Purchased from Lao PDR 920.0 MW

Power Industry and Competition

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036

For EGCO, our business strategy will focus more on expanding our investment in neighboring countries such as Lao

PDR, Myanmar and Cambodia, which will supply electricity back to Thailand, and also on investing in the project relating to

fuel supply such as LNG. Moreover, EGCO will pursue the investment possibility in renewable energy projects such as wind,

waste and biomass power plants.

Figure 1 : Peak Demand 2002-2006

Source : EGAT

Peak Demand 2003-2007

Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec

2003 2004 2005 2007 2006

22,000.00

20,000.00

18,000.00

16,000.00

14,000.00

24,000.00

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037

Thai Economy in 2007

As a result of domestic demand slowdown the Thai economy registered a slower growth rate of 4.8 percent in 2007,

compared to the 5.1 percent growth in 2006. The components of economic growth in 2007 remained unbalanced, as net export

was the main engine whereas domestic demand weakened. Export growth was concentrated mainly in electronics, vehicles

and parts.

Total exports for the year 2007 were 151,147 million US dollars, 18.1 percent higher than that of 2006. The strong growth

was driven by volume and price increases of 11.8 and 5.7 percent, respectively. However, the export value in baht terms

increased at a notably smaller rate of 7.7 percent as the price in baht terms declined by 3.7 percent due to baht

appreciation.

Total imports value in 2007 stood at 139,174 million US dollars, a growth of 9.6 percent from that of 2006 thanks to

increases in price and quantity of 5.4 and 4.1 percent, respectively. Nevertheless, in terms of baht, total imports shrank by

0.1 percent.

Trade balance recorded a large surplus of 11,973 million US dollars (412,241 million baht).

Current account surplus reached 14,923 million US dollars (514,517 million baht), which was equivalent to 6.1 percent of

GDP.

Inflationary pressure increased in the fourth quarter. The headline inflation was 2.9 percent, up from 2.4, 1.9 and 1.6

percent, respectively, in the first three quarters. The upsurge in inflation was attributable mainly to the rise in energy costs.

Financial Status

During the fourth quarter, the Monetary Policy Committee (MPC) decided to maintain the policy rate at 3.25 percent

in response to the recovery in domestic demand and upward pressures on inflation.

Time deposit and lending rates offered by commercial banks were on hold. However, real interest rates declined due

to accelerated inflation. In the fourth quarter average 3-month and 12-month time deposit rates of five major commercial

banks remained at 2.13 and 2.32 percent, respectively. The MLR lending rate averaged 6.99 percent per annum.

Thai baht continued to appreciate compared to the US dollar. The appreciation was mainly attributable to various

underlying factors including the impact of the U.S. sub-prime crisis and the increase in the balance of payments which

came mostly from the large current account surplus. The average exchange rate for the year 2007 was 34.52 baht per U.S.

dollar, an appreciation of 8.89 percent.

SET index was volatile owing to the fluctuation in foreign capital markets. Overall, in 2007, the SET index increased from

689.74 points at the end of 2006 to 858.10 points at the end of 2007. Net buying by foreign investors declined from 83.4

billion baht in 2006 to 55 billion baht in 2007.

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038

Thailand Economic Trend in 2008

In 2008, the Thai economy is likely to record a stronger and more balanced growth than that observed in 2007 owing

to expected strong recovery in domestic demand, comprising increases in demand from private investment and

consumption, and acceleration of government budget disbursement under the planned fiscal deficit budget. There was

improvement in domestic fundamental conditions, including general political conditions, and consumer and business

confidence. Moreover, interest rates are expected to remain low and be supportive of private investment. Household

income is likely to increase in all income classes, along with increasing farm income, thanks to rising prices of agricultural

products such as rice, rubber, tapioca and oil palm.

Supporting factors for the Thai economy in 2008

1. Expected strong recovery in public and private investment. Private investment has shown signs of recovery starting in

the latter half of 2007, which saw a 2.5 percent expansion following a 1.5 percent contraction in the first half, thanks to the

speed-up of government investment. Factors supporting investment growth in 2008 are as follows:

1.1 Improving business confidence. Entrepreneurs increasingly realized that various fundamental factors have

become more favorable such as a decline in interest rates, an increasingly stableexchange rate and clearer

government policy directions.

1.2 Continued rise in capacity utilization as many businesses have clearer investment plans.

1.3 Many investment projects granted approval for investment promotion by the Board of Investment (BOI) are

expected to start operation in 2008.

1.4 Policy implementation to expedite mega projects, such as mass transit system development in 2008.

2. Supporting factors for the Thai economy in 2008

2.1 Interest rates in the financial market in 2008 will remain low.

2.2 Consumer and business confidence is improving.

2.3 Household income is likely to rise thanks to salary increases in the public sector for both government officials

and state enterprise employees, as well as an increase in the minimum wage.

2.4 Employment in aggregate is rising and the unemployment rate has remained low, boosting household income.

3. Implementation of government policy on a fast-track basis will support investment recovery and boost the

income base of the low-income group and SMEs. The government has emphasized a swift implementation of policies during

its first year in office to foster strong economic recovery and alleviate poverty by strengthening the economy at the grass-

root level through the raising of peoples income-earning ability, the lowering of their expenses and the creation of

career opportunities.

4. Efficiency in energy usage will continue to improve while utilization of alternative energy products such as gasohol,

bio-diesel and NGV will increase, thus improving the Thai economys ability to adjust to high energy prices.

Risk Factors Key risk factors in 2008 will be high oil prices which lead to greater inflationary pressures and slower-than-expected

growth of the world economy. Nevertheless, the continued restructuring in the real sector to improve competitiveness as well

as improved energy efficiency will help ease the impact of the surge in oil prices.

1. Oil prices are likely to remain high due to tight market conditions. Average Dubai price in 2008 is expected to fall in

the range of 80-85 US dollars per barrel, higher than 68.83 US dollars per barrel in 2007.It is expected that oil prices will level off in

the second half of the year as a result of moderate world growth.

2. Upward inflationary pressures will lower real spending power and consumer confidence. Headline inflation in January

recorded 4.3 percent, higher than 2.3 percent in 2007 due to higher costs of production, caused by rising oil prices, raw

materials prices and wages. Entrepreneurs used this as an opportunity to raise prices in many categories.

3. Slowdown in the world economy could be more severe than previously expected, as a result of the following

factors: (1) oil prices remain high (2) U.S. economic slowdown (3) indication of cooling down in the Chinese economy.

Source : Office of National Economic and Social Development Board

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039

EGCOs registered capital is as shown in the following table.

The top ten shareholders as of September 10, 2007, the closing date of shareholders roster for the right to receive the

interim dividend payment on September 21, 2007, are as follows.

Remarks /1

This amount includes the share of 109,126,806 held by OneEnergy Thailand Ltd. which accounted for 20.73% and

the shares of 8,896,000 held by OneEnergy Thailand Limited which accounted for 1.69% since the two

companies are the same company but there was an error in the registration process which had already been

corrected on October 24, 2007.

Excluding 65,649,282 shares under Thai NDVR which account for 12.47% of the total outstanding shares

Two major controlling shareholders are as follows.

1. Electricity Generating Authority of Thailand (EGAT) : EGAT was incorporated under the criteria set forth in the

State Enterprise Capital Act with the objectives to generate, purchase, transmit and distribute electricity. EGAT also

provides the operation and maintenance services and invests in the electricity related business.

As a major shareholder, EGAT has four representative directors of all 15 directors.

Shareholding and Management Structure

Category No. of Shares (million shares) Amount (million baht)

Registered Capital 530 5,300

Paid Up Capital 526.465 5,264.65

1. Electricity Generating Authority of Thailand 133,773,662 25.41

2. OneEnergy Thailand Limited 118,023,606 22.42

3. State Street Bank and Trust Company, for London 22,378,978 4.25

4. Littledown Nominees Limited 21,395,613 4.06

5. Chase Nominees Limited 1 10,250,140 1.95

6. Thailand Securities Depository for investor 8,573,274 1.63

7. Bangkok Life Assurance Company Limited 6,665,700 1.27

8. Norbax Inc., 13 6,136,300 1.17

9. Social Security Office 4,887,100 0.93

10. Investors Bank and Trust Company 4,268,678 0.81

No. Shareholders /1 Shares % of Total

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040

No. Name Position

Latest

Appointment

Date

No. of shares No. of shares

2. OneEnergy Thailand Limited : OneEnergy Thailand Limited is a 50:50 joint venture between CLP Holding Limited and

Mitsubishi Corporation. OneEnergy Limited has the objective to invest in power business in the Southeast Asia and

Taiwan.

As a major shareholder, OneEnergy Thailand Limited has four representative directors in the Company.

Organization Structure

At the top of EGCOs organization structure is the Board of directors, the standing committees, the President and the

top management.

1. Board of Directors

The Board of Directors has main responsibility to conduct a business in a way that will benefit the Company,

shareholders and stakeholders including the employees and communities where the Company operates its business. The

Board of Directors works with the Management in formulating the Companys vision and policy and to approve the annual

budget.

Currently, the Board of Directors comprises 15 members:

14 non-executives (including six independent directors), and

President

The Board of Directors and their share ownership in the Company as of December 31, 2007 are as listed below:

Dec 31, 2006 Dec 31, 2007 Increase (Decrease)

1 Mr. Sanit Rangnoi Director Nov 27, 2006 - - -

2 Mr. Chaipat Sahasakul Independent Director April 25, 2005 - - -

3 Mr. Aswin Kongsiri Independent Director April 24, 2006 - - -

4 Mr. Chareon Prajumtan Independent Director June 26, 2006 - - -

5 Mrs. Wattanee Phanachet Independent Director Dec 1, 2006 - - -

6 Mr. Thanapit Mulapruk Independent Director April 23, 2007 - - -

7 Mr. Chamnong Wongsawarng Director April 23, 2007 - - -

8 Mr. Sombat Sarntijaree Director April 23, 2007 - - -

9 Mr. Narongsak Vichetpan Director June 29, 2007 - - -

10 Mr. Peter Albert Littlewood Director April 25, 2005 - - -

11 Mr. Richard McIndoe Director April 25, 2005 - - -

12 Mr. Hideaki Tomiku Director April 23, 2007 - - -

13 Mr. Mark Takahashi Director Oct 30. 2006 - - -

14 Mr. Visit Akaravinak President April 23, 2007 - - -

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041

1 Mr. Pornchai Rujiprapa Chairman June 8, 2007 - - -

2 Mr. Worawit Khamkanist Independent Director Oct 17, 2007 48,100 38,100 -

The list of Directors whose terms expired or who resigned in 2007 together with their share ownership in the Company

are as shown below.

Independent Directors

The Board has defined the qualifications of independent directors which either meet or exceed the independence

standard set forth in the Notification of the Stock Exchange of Thailand (SET) regarding the qualifications of independent

directors, dated October 28, 1993 and the letter of the Securities Exchange Commission (SEC) no. SEC Jor. (Wor) 54/2004

dated December 1, 2004. To be considered independent for purposes of director qualification standards, the director

must possess the following qualifications.

1. Holding shares not more than 2% of the paid-up capital with the voting right of the Company, affiliated company,

associated company or related company, which shall be inclusive of the shares held by related persons. (including

the connected persons as stipulated in section 258 of Securities and Exchange Act)

2. Not taking part in the management of the Company, affiliated company, associated company, related company

or majority shareholder of the Company, and not being an employee, staff member or advisor who receives a

salary from the Company, associated company, related company or majority shareholder of the Company.

3. Not being a person who is related by maternity and by registration in case of being parents, spouse, brother,

sister, son and daughter, including sons and daughters spouse of the management, or major shareholders or

whoeve

Egco 07

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