-Translation- AIS 085/2002 February 28, 2002 Re: Notification of the Resolutions of the Board of Directors' Meeting in respect of dividend payment, and schedule of the Annual General Meeting of Shareholders for the year 2002 To: President The Stock Exchange of Thailand The Board of Directors' Meeting of Advanced Info Service Public Company Limited (the "Company") No. 2/2002 held on February 28, 2002, at 10.00 a.m. at the Board Room, 20th Floor, Shinawatra Tower I, Phaholyothin Rd., Samsennai, Phayathai, Bangkok resolved the matters as follows: 1. Certified of the Minutes of the Board of Directors' Meeting No. 1/2002 held on February 1, 2002. 2. Approved the balance sheet, statement of income and cash flow statements for the year 2001 ended December 31, 2001. 3. Approved the appointment of directors and determined the directors' remuneration for the year 2001 as follows; 3.1 The retiring directors due to cease of their tenure are as follows: - Mr. Chow, Wing Keung Lucas - Mr. Lum Hon Fye 3.2 The retiring directors having been re-appointed are as follows: - Mr. Chow, Wing Keung Lucas - Mr. Lum Hon Fye 3.3 The members of the Board of Directors shall be as follows: - Mr. Paiboon Limpaphayom (Ph.D.) Chairman of the Board of Directors - Mr. Boonklee Plangsiri Director - Mr. Somprasong Boonyachai Director - Mrs. Siripen Sitasuwan Director - Mr. Lum Hon Fye Director - Mr. Chow, Wing Keung Lucas Director - Mrs. Tasanee Manorot Director - Mr. Suphadej Poonpipat Chairman of the Audit Committee - Mr. Arun Churdboonchart Member of the Audit Committee - Mrs. Charintorn Vongspootorn Member of the Audit Committee 3.4 The authorized signatories are as follows: "Any two of four directors including Mr. Paiboon Limpaphayom, Mr.Somprasong Boonyachai, Mr. Boonklee Plangsiri, Mrs. Siripen Sitasuwan may act on behalf of the Company by jointly signing and affixing the Company's seal" 3.5 The determination of Directors' remuneration within the limit of Baht 5,000,000 (Five Million Baht) which will be proposed to the Annual General Meeting of Shareholders for further approval. 4. Approved dividend payment to the shareholders for the fiscal year beginning January 1, 2001 to December 31, 2001 at Baht 0.40 (forty Satang) each, total amount of Baht 1,174 million (one thousand one hundred and seventy four million Baht). The closing date of register book to determine the right to receive dividend shall be on April 10, 2002, at 12.00 p.m., and the payment date will be on May 23, 2002. 5. Approved the appointment of auditors of PricewaterhouseCoopers ABAS Limited to be the Company's auditors for the year ended 2002 as follows: - Mr. Prasan Chuapanich CPA. No. 3051 - Ms. Nangnoi Charoenthavesub CPA. No. 3044 - Mrs. Suwannee Bhuripanyo CPA. No. 3371 - Mr. Prasit Yuengsrikul CPA. No. 4174 - Mr. Vichian Khingmontri CPA. No. 3977 One of these persons will be responsible for auditing and giving comments on the Company's financial statements. The auditors' remuneration shall be within the limit of Baht 4,320,000 (four million three hundred and twenty thousand Baht). 6. Approved the appointment of Head of Human Resources of Shin Corporation Public Company Limited to be the subrogated securities purchaser from the Siam Commercial Bank Public Company Limited and/or any financial institution or security companyfor the Employee Stock Option Plan to directors, employees and advisors of the Company. 7. Approved the budget for additional capital expenditure and to enter into procurement contracts with suppliers for GSM network phase 10B in the amount of USD 175.20 million or approximately Baht 7,970 million. 8. Approved to convene the Annual General Meeting of Shareholders for the year 2002 on April 29, 2002 at 14.00 p.m. at the Auditorium, 19th Floor, Shinawatra Tower 1, No. 414, Phaholyothin Road, Samsennai, Phayathai, Bangkok 10400. The closing date of the Company's share register book to determine the eligible shareholders to attend and vote in the meeting will be on April 10, 2002 at 12.00 p.m. until the meeting is adjourned. The agenda will be as follows: Agenda No. 1 Matters to be informed; Agenda No. 2 To consider approving the minutes of the Extraordinary General Meeting of Shareholders No. 1/2002 held on March 8, 2002; Agenda No. 3 To consider approving the results of operation for the year 2001; Agenda No. 4 To consider approving the balance sheet, statement of income and cash flow statements for the year 2001 ended December 31, 2001; Agenda No. 5 To consider approving the appointment of directors and determined the directors' remuneration for the year 2001; Agenda No. 6 To consider approving the appointment of the Company's auditors and determining the auditors' remuneration for the year ended 2002; Agenda No. 7 To consider approving dividend payment to the shareholders for the fiscal year 2001; and Agenda No. 8 any other business (if any). Please be informed accordingly. Yours Faithfully, -Signed- (Mr. Somprasong Boonyachai) Director Advanced Info Service Public Company Limited Compliance Department Tel. 0-2299-5206, 5221