             CHIANGMAI FROZEN FOODS PUBLIC COMPANY LIMITED
1. Background
         Chiangmai Frozen Foods Public Company Limited was established 
on November 3, 1988, Registration No.8660/2531 and with the registered 
capital of 50 million bahts,by the joint venture of three companies of 
Thai, Taiwanese and Japanese Nationality of:
        - Siam Agriculture Promotion Co.,Ltd., with 51 % shareholding;
        - Tai Yao Co.,Ltd., with 30 % shareholding; and
        - C. Itoh & Co.,Ltd., with 19 % shareholding
         The  business  objective  of  the  Company was to manufacture 
frozen foods and vegetables for export. The Company started to operate 
in January 1990 by using  the local agricultural products as prime raw 
materials.    The  Company  was  promoted  by  Board  of Investment to 
manufacture frozen foods and vegetables.   Thereafter, the Company was 
transformed to be a public  company limited on  February 8, 1994, with 
Registration No. Bor Mor Jor 298, with  Head  Office located at 149/34 
Floor 3-4, Soi Anglo Plaza, Surawongse Road, Kwaeng Suriyawongse, Khet 
Bangrak,  Bangkok Metropolis, Telephone No. (662)238-4091, 634-0061-4, 
Facsimile No. (662)238-4090. At present, the registered capital of the 
Company is 210 million bahts divided into 21 million common shares and 
each  with  par  value  of 10  bahts.   The issued common shares of 21 
million  shares  each  with  par  value of 10 bahts are paid up in the 
amount of 210 million bahts.
         There were changes on the business and significant changes in 
relation  to  the  business  and management of the Company in the past 
five years as follow:
February 8, 1994  The  Company  was transformed to be a public company 
                  limited  with   Registration  No.  Bor Mor Jor. 298.  
                  The  increase  of  capital  from  125  million bahts 
                  (divided  into 12.5 million shares and each with par 
                  value of 10 bahts)  to  210  million  bahts (divided 
                  into 21.0  million shares and each with par value of 
                  10 bahts).  The  change  of  its name from Chiangmai
                  Frozen  Foods  Company  Limited  to Chiangmai Frozen 
                  Foods Public Company Limited.
March 9, 1994     The erection  of  the second plant at K.M. No. 18.5, 
                  No. 299 Moo 3,  Chiangmai-Phrao, Tambol Mae Fag Mai, 
                  Amphur Sansai, Chiangmai 50290,  on the land area of 
                  27 rais 3 ngan and 98.9 square wahs.
March 16, 1994    Being  granted  of  the investment promotion for the 
                  second  plant  pursuant to Promotion Certificate No. 
                  1397/2537    (Third  Certificate)  with  the  annual 
                  business capacity of 5,000 tons.
April 4, 1995     The Shareholders' Annual  General  Meeting  of  1995 
                  resolved  to  cancel  the  offering of shares issued 
                  under  the  capital increase which was caused by the 
                  unfavourable  conditions  of  The  Stock Exchange of 
                  Thailand  and  to  approve  the  loan from financial 
                  institutions in  the amount of 300 million bahts for 
                  the  construction  of  the  second  plant and as the
                  circulating  capital.   The loan  was secured by the 
                  mortgage of land,  building  and  machinery  of  the 
                  second plant.
October 26, 1995  The second plant started to operate.
November 21, 1996 Being  granted  of  additional  investment promotion 
                  with  the  annual business capacity of 7,000 tons of 
                  the   Third   Certificate    pursuant  to  Promotion 
                  Certificate No. 1397/2537  which  led  to  the total 
                  promoted annual business capacity of 12,000 tons.
July 2, 1997      The  Company   was   affected  by  the  Government's 
                  announcement on  baht floating since the Company had 
                  the loan burden of 10 million United States Dollars.
September 30,1997 The  Company   completed  the  construction  on  the
                  additional cold atorage at the second plant.
August 28, 1998   The director  meeting  has an resolution to allocate 
                  the increase capital share and collect the amount to
                  meet as registered.   The increase capital share 8.5
                  million shares at par 10 bahts = 85 million bahts to
                  be allocated  to all old  shareholders  at ratio 100 
                  old shares: 68 new shares for expanding the business
                  or repay for BIBF loan.
August 28, 1998   Appointed the Audit Committee.
October 5, 1998   The director  meeting  has  a resolution to join for 
                  investment  in  China  at  ratio  51 % of registered 
                  capital 1 million dollars to proceed the business of
                  manufacturing  and  distributing  frozen  fruits and
                  vegetables  and  this shall review the result to the
                  operating  result of the company that invested since
                  April 1, 1998.
November 13, 1998 The Company  received  amount  of  increase  capital 
                  share 85 million bahts.
November 30, 1998 Registered  capital  increase  paid from 125 million 
                  bahts to 210 million bahts.
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