3.1 Investments in related parties Company Type of Business Relationship Paid -up share Share holding Investment Dividend capital Ratio As of 31 December Baht) (%) Cost Method Equity Method 1998 1997 1998 1997 Associated company The Bangchak Green Net Co.,Ltd. Retail Business and Service Share holding 1 49 - - 20.27 17.68 - The Bangchak Green Line Co.,Ltd. Transportation and Service Share holding 0.1 49 - - 2.86 2.68 - Mongkhol Chaipattana Co.,Ltd. Retail Business and Service Share holding 3 48.98 - - 1.87 1.58 - The Bangchak Power Co.,Ltd. Power Generation and Steam Production Share holding 40 39.99 - - 15.57 12.89 - Related company Fuel Pipeline Transportation Ltd. Transportation and Service Share holding 796 16.71 133 133 - - - Auchan Chiang Mai Co.,Ltd. Wholesale, Retail Business Share holding 300 10 30 30 - - - Total 163 163 40.57 34.83 - As of December 31,1998 ,the Company realized earnings from The Bangchak Green Net ,The Bangchak Green Line, Mongkhol Chaipattana and The Bangchak Power in the amounts of Baht 2.59 million , Baht 0.18 million , Baht 0.29 million and Baht 2.68 million, respectively. 3.2 Tariff Prepayment to Fuel Pipeline Transportation Ltd. ( FPT ) In providing financial assistance to FPT, the Company, in accordance with the Memorandum of Understanding dated June 14, 1996, paid FPT Baht 223.63 million as Tariff Prepayment. This amount was to be repaid through the off-set of the monthly throughput fee with a one year grace period. Since FPT is currently encountering financial problems, it requested for an extension of the repayment period and ,as such, a new agreement was made with the grace grace period being extended to three years. 4 Property, Plant and Equipment - Net ( Accounting Policies 1.7,1.8 and 1.15 ) Million Baht 1998 1997 Land 1344.78 1248.79 Buildings 467.01 441.17 Piers, Dykes, Fences 189.25 189.77 Machineries, equipments and refinery plants 18568.57 18283.7 Office equipments 1546.46 788.84 Platinum Catalyst 213.75 204.49 Vehicles 366.14 364.71 Leasehold 973.75 947.72 Asset transferring fee 41.8 41.8 Construction Work in Progress 3803.99 3551 27515.5 26061.99 Less Accumulated Depreciation 8519.73 7257.94 Total 18995.77 18804.05 Included in the construction work in progress of Baht 3,803.99 million is interest expense of Baht 90.53 million which is considered part of the asset cost during construction. Also included is the interest in acquiring land leasehold rights during service construction of Baht 46.42 million. The 1998 total depreciation is Baht 737.54 million, of which Baht 528.57 million is booked as cost of product and Baht 208.97 million as administrative expenses. 5 Bank overdrafts and loans from financial institutions Bank overdrafts and loans from financial institutions were Baht 6,211.04 million , most of this is Baht 5,533.5 million short term loans from financial institution overseas with interest rates of 5.96 %. 6. Long - Term Loans ( Accounting Policy 1.11 ) Million Baht 1998 1997 Foreign loan International Bank for Reconstruction and Development 1208.9 1198.73 Syndicated Loan - 4862.6 Local loan Government Saving Bank 5000 - Debenture 540 - Total Long term Loan 6748.9 6061.33 Less Current portion of long-term loan 1063.57 5266.83 Balance 5685.33 794.5 The loan interest rates vary from 5.93% to 11.75% per annum. 7. Sales Million Baht 1998 1997 Sales - Fuel Products 33937.53 38224.55 Return on Business Investment 200.59 159.48 Total 34138.12 38384.03 8 Interest Expense ( Accounting Policy 1.15 ) In this period ,the total interest is Baht 1,158.57 million ,of which Baht 90.53 million is recorded as cost of work in progress , Baht 46.42 million as cost of leasehold and Baht 1,021.62 million as expense. 9 Risk Management ( Accounting Policy 1.11.3 ) As of December 31, 1998, the total foreign currency loan of the company consists of a short term loan of USD 150 million and of YEN 600 million, and the current portion of loan, due in one year of USD 8.5 million. To minimize foreign exchange risk exposure, a forward foreign exchange contract was obtained for USD 53.44 million and YEN 600 million. The premium on the forward contract will be amortized over the period of the contract. 10 Contingent Liabilities As of December 31 ,1998 and 1997 the Companys contingent liabilities consisted of 10.1 Obligations Bank guarantees issued by the banks on behalf of the Company as of December 31, 1998 and 1997 at the amount of Baht 162.69 and 192.39 million. 10.2 Allegation The Ministry of Finance(the first defendant) was alleged in a land right transgression case (The claim for damages,which was filed with the civil court, amounts to Baht 1,055 million). The land in question ,which is located at the pier of the Refinery,was leased from the Ministry of Finance. The Company,as the lessee of land owned by the Ministry of Finance,was alleged as the fifth defendant along with the Ministry of Finance. According to the Companys Legal Office opinion,regardless as to the outcome of the case, the Company would not be liable for any losses associated with the above mentioned claim as it is protected under a lease agreement. The case is being appealed with the civil court. 11. The Solving of Computer Problems for year 2000 (Y2K) ( The Authorized Auditor did not perform an audit of the information contained in this note ) The Company has placed great importance in solving the computer problems for the the year 2000 (Y2K). It has,since the first quarter of 1997, carried out its modification and the correction work plan so as to have the project completed by the second quarter of 1999. The company has reserved a budget of Baht 49 million for this work and Baht 39.62 million has so far been spent with Baht 3.39 million paid during the period. As of December 31, 1998 , about 92 percent of the total work plan has been completed. Although the company is capable of solving the computer problems in accordance with its plan, there is still a risk that other companies, with whom the company does business , may not be able to solve their computer problems on time. Despite of this, the Company does not foresee any major problems that would have an impact on its business. 12 Event Occurring After The Balance Sheet Date The Fuel Pipeline Transportation Ltd. (FPT) is currently having financial problems and is in the process of restructuring its debts. The Company and all the other creditors of FPT agreed on the rule of converting total FPT debts in the ratio of 20 percent to equity ( preferred stock ) as per Memorandum of Understanding of January 15 ,1999. After having converted the debts to equity, the amount owing by FPT to each of the creditors would be reduced equally in proportion. In addition, if the restructuring of FPTs debts is finalized, the tariff prepayment to FPT , as referenced in Note 3.2,will decrease in the amount of Baht 51 million and the shareholding ratio in FPT will be reduced by 5.15 percent.