Ratchaburi Electricity Generating Company Limited ( RATCHGEN ) is a project company which acquired Ratchaburi power plant from EGAT.

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1 Thai Corporate Day July 29-30, 2003

2 ! "

3 Agenda RATCH Overview Power Industry Benefits of Interest Reduction Operating Performance Future Projects Investment Consideration Awards in 2002 & 2003 Appendix

4 RATCH Overview

5 The Company Ownership Structure 5 RATCH has been set up as a holding company with the primary objective of seeking investments in attractive power generating assets in order to enhance shareholders value. Ratchaburi Electricity Generating Company Limited ( RATCHGEN ) is a project company which acquired Ratchaburi power plant from EGAT. 45% EGAT Public 33.89% Banpu Group EGAT Provident Government Fund Savings Bank 14.99% 3.50% 2.62% RATCH RATCHGEN s main objective is to operate 3,645MW power plant to maximize its full potential. 100% RATCHGEN RE 100% EGAT hold a significant stake in RATCH. Ratchaburi Energy ( RE ) engage in small hydro power generating business with mandate capacity of around 30MW of which its potential for project expansion is very promising

6 The Company Top Ten Largest Shareholders 6 The Company s top ten largest shareholders as of March 21,2003. #! "" # $!% & # % '%!( ) ''(! " ) %! & * +',' -.!/ "* 0 1! *# ". &! 2'31 # $%$& Related Information Foreign Shareholders % Banpu Power International 7.35% Source: Thailand Securities Deposition Company Limited

7 RATCHGEN PROJECT 7 Generating Capacity Comparison of RATCHGEN and Country s Capacity (MW) 12.38% 7.17 % % Oct-00 Apr-02 Nov-02 Electricity Generating Capacity 3,645 MW. Thermal Unit MW. Thermal Unit MW. CCGT Block MW. CCGT Block MW. CCGT Block MW. Transferring of TH & CC Power Plants Source: EGAT PDP 2001

8 RATCH Overview: Power Purchase Agreement 8 Thermal Units and Combined Cycle Units have separate year PPAs. PPA Tariff Structure Tariff is designed to cover all operating and financing costs and yield an equity IRR of "4 Revenues are from Availability Payments ( AP ) and Energy Payments ( EP ). AP (Baht/MW/month) - includes fixed operation and maintenance expenses, debt servicing, and return on equity. EGAT Availability Payment Availability Factor Fixed O&M Costs Debt Services Variable O&M Cost Return on Equity FX/ Inflation Adjustments Interest Indexation Inflation Adjustments RATCHGEN AP ispayable irrespective of whether electricity is dispatched or not as long as plants are available Energy Payment Fuel Cost Efficiency Factor EP (Baht/MWh) - includes fuel costs and variable operation and maintenance costs with inflation indexation and pass through mechanism. Source : RATCHGEN

9 RATCH Overview: Debt Structure Largest ever Baht project financing transaction in Thailand and one of the largest in Asia. Debt structure divided into: Tranche A Term loan of Baht,million Tranche B Working capital facility of Baht,, million.currently the facility has been terminated. The tenor of Tranche A and Tranche B is approximately 3 years. The interest rate of Tranche A is the Minimum Lending Rate ( MLR ) and for Tranche B is the Minimum Overdraft Rate ( MOR ). Foreign currency risk mitigated as all 21 August debt financing has been arranged in Baht. Interest rate risk mitigated as it is passed through the tariff Term sheet signed Lead Arrangers 9 Oct 2000 Loan docu ment s sign Source : RATCHGEN ed 31 Oct st debt draw dow n Tranche A Baht 42,500 MM. Tranche A1 - Baht 18,475 MM Tranche A2 Baht 18,716 MMl Tranche A3 Baht 5,309 MM Tranche B Baht 1,500 MM 18 April nd debt draw dow n 1 Nov rd debt draw dow n

10 RATCH Overview: Operation and Maintenance 10 EGAT will operate and maintain RATCHGEN under the Operation and Maintenance (OMA). The OMA will expire in year 2009, one year from the completion of the first major maintenance of the last Combined Cycle Block transferred. Extended by mutual agreement between RATCHGEN and EGAT. Scope of work covers routine operation and maintenance, provision of major maintenance services and additional repair services. EGAT personnel experienced in commissioning and operating Combined Cycle and Thermal Power Plants. Maintenance Schedule Thermal Generating Units No. of days Once every Warranty Inspection - normal 40 - Minor Inspection 40 2 years Major Overhaul 57 6 years Combined Cycle Generating Units No. of days Once every Gas Turbines GT Warranty Inspection - normal 26 - GT Combustion Inspection 15 8,000 hours GT Minor Inspection 30 24,000 hours GT Major Overhaul 52 48,000 hours Steam Turbines ST Warranty Inspection - normal 26 - ST Minor Inspection 26 2 years ST Major Overhaul 49 6 years Source : RATCHGEN

11 RATCH Overview: Operation and Maintenance Schedule for !" #$ $ %$ $ % #$ #$ $ &$ $ '$ $ ( ( ( ( ( ( ( ( ( *+,- ( *+,- ( % ) % % ) %&.%/ & &./ & %./ $%'.)/ & & &./ &%%.)/ $%'.)/ & & )!"!" % $ # %#'.%/ & %&&./ & %&.%/ & %&.%/ & %#'.%/ & % %#'.%/ &

12 The Power Plant : Facilities Description 12 Located on 0**.*acres of land in Ratchaburi Province, 0KM from Bangkok, *KM from Ampur Muang Ratchaburi, and KM from Mae Klong river. RATCHGEN s total generating capacity is #,)MW. With combined capacity of 1,470 MWfor two thermal units and three Combined Cycle Units of 2,175 MW, RATCHGEN is Thailand's largest and most advance private power producer in Thailand The existing facility can support future expansion of upto MW.

13 RATCH Overview: Transmission System 13 EXISTING UNDER FUTURE CONSTRUCTION PROJECT 500 KV TRANSMISSION LINE 500 KV TRANSMISSION LINE 230 KV TRANSMISSION LINE 115 KV TRANSMISSION LINE 500 KV SUBSTATION 230 KV SUBSTATION 115 KV SUBSTATION

14 Power Plant & Facilities Thermal Power Plant 14 Generator Transmission Line Stack Steam Turbine Transformer Heat Exchanger Condenser Fan FGD Dearator Cooling Tower Flue Gas Fan Desulferization Boiler Economizer Water Treatment Plant Reservoir

15 Power Plant & Facilities Combined Cycle Power Plant 15 Natural Gas Inlet Value Heat Recovery Steam Generator (HRSG) Dearator Steam Generator Transmission Line Gas Turbine Generator Transmission Line Generator Transformer Natural Gas Inlet Value Stack Condenser Transformer Gas Turbine Cooling Tower Transmission Line Generator Transformer Stack Heat Recovery Steam Generator (HRSG) Water Pump Water Treatment Plant Reservoir

16 RATCH Overview: Gas Sales Agreement ( GSA ) 16 Natural gas supplied by PTT will be sourced from gas fields in Myanmar. Aggregate proven reserves of *trillion cubic feet exceeds gas consumption over PPA term. Terms of the GSA will be requirementbased with PTT subject to reasonable endeavors obligation. EGAT will be responsible for minimum take-or-pay obligation with PTT under Ratchaburi Master Gas Sales Agreement ( RMGSA ). EGAT is obligated to make Availability Payments to RATCHGEN regardless of availability of fuel YADANA YETAGUN Gas Pipeline System BAAN-E-TONG RATCHABURI EXISTING PIPELINE THAP SAKAE KHANOM PIPELINE MASTER PLAN 3 POWER PLANT NATURAL GAS FIELDS TTM PIPELINE THAILAND NAMPONG TALUANG KANGKOI SBK WANGNOI 3rd '( )*' ERP2 SONGKHLA BANGPAKONG RAYONG 2nd 1st TANTAWAN BENJAMAS PLATONG ERP ECP ARTHIT PAILIN BONGKOT JDA

17 Power Industry

18 Power Industry: Forecast of Peak Generating in Thailand 18 $$ % $ # $,&,,,,,,,-,.,/,% +& +$ +& +$ +$ +$ # $ $ # $ +, %&'()&*+,&+-&. Source: Thailand Load Forecasting Sub-committee, Energy Planning and Policy Office (EPPO)

19 Power Development Plan (PDP 2003) 19 Source: EGAT

20 Current Power Industry: Monthly Peak Generation 20 18,500 18,000 17,500 17,000 16,500 16,000 15,500 15,000 14,500 14,000 13,500 13,000 MW 7.6% 5.1% 10.1% 8.3% 8.4% 3.3% 4.1% 2.4% 3.3% 5.5% 12.9% 9.5% 4.5% Peak Generation 3.5% 4.4% 9.8% 2.3% 6.8% 3.4% 8.1% 18, % - Record of peak generation has 18, % 3.4% 7.5% 7.7% 6.5% 5.4% 5.1% 6.4% 4.7% Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep % Month 3.7% 6.5% 17,500 17,000 16,500 16,000 15,500 15,000 14,500 14,000 13,500 13,000 been broken since Feb Peak generation, so far, was on May 7 th with 18,121MW., 8.63% increase from 2002 highest demand Source :EGAT As of May 7, 2003 (2:00 p.m) Part of Thailand (MW.) Degree Celsius Bangkok Metropolitan Central North East South 7, , , , North 1, Total Maximum Generation 18,121.4

21 Current Power Industry: Monthly Energy Generation 21 GWh 11,000 10,500 10,000 9,500 9,000 8,500 8,000 7,500 Energy Generation 5.4% 8.5% 8.2% 13.7% 13.0% 4.1% 8.6% 7.7% 1.7% 3.2% 1.5% 3.5% 7.1% 5.4% 1.8% 15.1% 7.0% 9.2% 6.2% 6.0% 6.2% 8.2% 6.0% 6.6% 4.5% 5.7% 3.7% 12.1% 3.9% 7.8% 5.6% 6.7% 6.1% Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Month Source :EGAT -Average monthly energy generation growth in 2002 year* was 4.59 % -At present, average monthly energy generation growth in 2003 is 8.64% (Oct 2002 June 2003) * Thailand Government Fiscal year beginning from October to September

22 Current Power Industry: Energy Consumption 22 Energy Consumption for 2002 compare with 2003! #,&!- '1! 5 5,4-5 5,4-,4- - The Large, Medium and Small 6! */ "0 */"0 ))* General Service comprising over 70% of total electricity consumption. - The average growth for all customer ' '%! /0* #** / #*0 * category in 2003 is 5.51% and 2 '%! 0/*0 0 0/ ) 0 residential is the most potential in demand growth. '%! /" #" /*"# #0 0 - The Large Medium and Small General '!!'%! /) # /)*) " )* service growth are 5.8%, 4.48% and % 1!! /) # /0# #* #" 5.57% respectively, indicate the growth for Thailand's industrial sector ' ) )" 0 in year 2003 #/#* #*/#" Source: PEA 2002

23 Current Power Industry: Tariff Structure 23! 6! # 0 # ' '%! * ** 70# 2 '%! " # 7) '%! " 7 '!!'%! *0 7 % 1!! # * *) '% #* 0 #)* ' 0# 7 Source: EPPO, February The existing average retail tariff is about 4.05% higher than the marginal cost based retail tariff. - There is significant subsidization for the agricultural pumping customers. - The overall residential tariff reflects the marginal costs; however, the application of the progressive block rates has resulted in cross-subsidization within the category itself. Large residential customers have to subsidize small residential customers. - Moreover, customers under the small /medium general services and specific business services will pay for electricity in excess of the marginal costs.

24 Current Power Industry: Comparison of neighboring tariffs 24 *"7+,!0" +01*23,0!1,04543,% 63, "+13,0+5 $ /# / / / $/ $/ $/# / $/ / /#$ /$ / / / / / / / / / /$ / "0'&1 2'1'' '101 / +1 3& 4-'1 3 51& 4 Source : EGAT - Thai tariffs are the lowest among the neighboring countries in almost all categories. Exceptional is in industrial classification. - Average tariff is 2.45 Baht per unit for combined categories Note: 1)2001 figure (Oct 2000 Sept 2001) 2) Tariffs excluded VAT 3) Average Baht 44.33/ US$

25 Benefits of Interest Reduction

26 Benefit of Interest Reduction: Interest Saving 26 Million Baht 1,200 1, # 801 Interest Saving $ Year The First Interest Saving $ The Second Interest Saving The 2 nd amendment on loan agreements (July 2003) In addition, the 2 nd interest rate reduction consists of following details :- $ The 1 st amendment on loan agreements (June 2002) Interest rate reduction are as follows: - 1. MLR* % for period of the first three years (from July 1, 2002 to June 30, 2005.) 2. MLR % for period of the next three years (from July 1, 2005 to June 30, 2008.) 3. MLR flat for the remaining period (starting from July 1, 2008.) The total saving is around Baht 2,734 million In conjunction, the prepayment fee will be 3%,2%and 1% pertinent to such periods * Average MLR of KTB, SCB, BBL and BAY 1. Another reduction of 1.00% for period of the two years (from July 1,2003 to June 30,2005) Thus,the effective interest for such period is MLR 2.50%. The total saving is around Baht 750 million. 2. Reduction in DSRA provision from 6 months to 3 months; thus, Ratch s liquidity improved by Baht 1,169 million.

27 Operating Performance

28 Operating Performance 2002 & 2003 (1 st Half) 28 )' )8 64%-/ )9*6'7 012'.%%..%%- 3 4$4+5%%4 %%464%% )8 4-+., +.,%&- 6$& 4%%%% %%#7 44/&/ /&/+,-64%% 4%%%% %%#7 $&&+ &+#7 &/-/.,% 6$5+, +,#7 -,.$,.$/4& -%+% %+%-%- %-/-%&76,%,#7 6/4+ /4+$.& $.&76$,5# %45#7 64+$ 4+$$$/ $$/ #7.+,5 +,55&+ 5& /+ /+#7 4/$, /$,$/, $/,64, 4,5&5&#7 4$$ 4-,

29 Operating Performance 2002 & 2003 (1 st Half) 29 '* 012'.%%- ";<*!)= ":-% -%.%%- " 4.$/& $/&64& 4&/5 /5#7 ; $-&5 -&564% 4%/- /-#7 9 < / 4+/6$$ $$4& 4&#7;; ;; -$ -$.-%6++ ++%/ %/#7 > ".,.4 6-&& &&#7*!)=..../,56--/& /&#7,$+$& +$&64%% 4%%%% %%#7,$+$& +$&64%% 4%%%% %%#7 "?-4-4.%%.,$.%%.,$$$, $$,,$$$, $$,

30 Future Projects

31 Future Projects Projects in Progress 31 Mini Hydropower Installed Capacity (MW) Status Pasak Jolasid 6.7 EPC selection completed (EPC contract will be signed soon) Chao Phraya 12 EPC bidding process Khlong Tha Dan 10 Under detailed design process IPP Acquisitions Installed Capacity (MW) Status TECO (37.5% acquisition target) 700 BLCP (35% acquisition target) 1,347 Union (25% acquisition target) 1,400 Pricing was concluded pending issues -Official consent from TECO s other shareholders - Call EGM Deal closing expected to be around the end of September 2003 Under discussion on pricing

32 Investment Consideration

33 Why RATCH? 33 Dominant Player RATCH is the largest private power producer in Thailand. Its forefront position and financial strength will serve as a solid platform for further business expansions. Strong expansion economics with: Average EBITDA of approximately 9 billion Baht per annum during the next ten years. Excess cash after dividend at RATCH (payout ratio of 40% and net of debt reserve accounts) retention will be served for business expansion Competitive advantage for future expansion potential with minimal investment cost estimated at around US$ 500,000/ MW.

34 Why RATCH? 34 Solid Industry Growth Electricity consumption still grow at a solid pace; country need new capacity in the near future Strong Earnings Growth Strong earnings growth from the 25 years well structured PPAs.

35 Why RATCH? 35 Low Risk Minimal earning swings from change in foreign exchange rate as total financing will be in Thai Baht. No Minimum-Take-Or-Pay risk on natural gas purchases from PTT. Availability Payments will be received irrespective of whether electricity is dispatched or any fuel supply disruptions. Protected from impact of change in law and Grid Code via the ability to pass through cost increases above certain thresholds. DSCR over the life of debt (1.7x) is higher than the minimum DSCR required by the banks (1.2x)

36 Awards in 2002 & 2003

37 Awards in 2002 : Good Corporate Governance 37 - RATCH ranked the 3rd in Asiamoney corporate governance poll for utilities sector in Asia Source : Asiamoney October 2002

38 Awards in 2002 : Good Corporate Governance 38 Award Title : Disclosure Award Award details : Disclosure of Form 56-1 Organizer Commission (Particular on Risk Factors and Nature of Business) : The Office of the Securities and Exchange Date : 5 th November 2002

39 Awards in 2002 : Environmental and Social Responsibilities 39 Award Title : Excellent quality Award on Nationwide basis Award details : Excellent maintenance of Navaratchaburirom Park (a recreational center located in front of the power plant built and maintained by Ratchburi Generating Co.) Organizer : Ministry of Public Health Date 31 st October 2002

40 Awards in 2003 : Best Corporate Governance Report Awards 40 Award Title : Best Corporate Governance Report Awards Award details : Disclosure of Form 56-1, Organizer Date : 21 st July 2003 Annual Report, Invitation Letter and Minutes of the Shareholder Annual Meeting (Particular on Corporate Governance Principle) : The Stock Exchange of Thailand

41 Appendix

42 Appendix: Thai Electricity Market Structure - Current Structure 42 Key Features of current structure Currently, the private sector has only a limited role ( generation only). EGAT has a market monopoly at the wholesale level, supplying electricity to PEA, MEA and some direct customers. There are few incentives for private power producers to improve efficiency due to lack of market competition (aside from when bidding for the PPA with EGAT). As EGAT is responsible for long-term electricity planning, new generating capacity must be planned and approved through/by EGAT. SPPs IPPs EGAT Direct Customers EGAT EGCO Power Purchase System Operation Transmission Bulk Power Supply PEA Customers RATCH MEA Customers Source: Electricity Supply Industry Reform and Thailand Power Pool, November 2000, modified by RATCH consultant PEA and MEA are responsible for distribution/retail supply to most end users at the EGAT: Electricity Generating Authority of Thailand prices regulated by EPPO. In some limited cases (mostly industrial users), some end users are able to purchase electricity either directly from EGAT or SPPs. PEA: MEA: SPP: IPP: EPPO: Provincial Electricity Authority Metropolitan Electricity Authority Small Power Producer Independent Power Producer Energy Policy and Planning Office Government

43 Powering the Future