Resolutions of 2010 Annual General Meeting of Shareholders

28 April 2010
No. Esso/SET/003/53 April 28, 2010 Subject: Resolutions of the 2010 Annual General Meeting of Shareholders To: President of The Stock Exchange of Thailand Dear Sir, Esso (Thailand) Public Company Limited would like to notify the Stock Exchange of Thailand that the 2010 Annual General Meeting of Shareholders held on April 27, 2010 passed the following resolutions: 1. Resolved by majority vote of shareholders attending the meeting and entitled to vote that the Minutes of the 2009 Annual General Meeting of Shareholders be certified. Certified: 2,756,577,107 Votes or 99.9994 % Not certified: 10,027 Votes or 0.0004 % Abstained: 6,100 Votes or 0.0002 % Total: 2,756,593,234 Votes or 100 % 2. Resolved by majority vote of shareholders attending the meeting and entitled to vote that the report of the board of directors regarding business operations during the past year including annual report proposed to the meeting be acknowledged and the balance sheet and profit and loss account including the report of the auditor be approved. Acknowledged and approved: 2,773,321,664 Votes or 99.9876 % Not acknowledged and approved: 10,027 Votes or 0.0004 % Abstained: 334,000 Votes or 0.0120 % Total: 2,773,665,691 Votes or 100 % 3. Resolved by majority vote of shareholders attending the meeting and entitled to vote that the allocation for reserve under Section 116 of the Public Limited Company Act B.E. 2535 in the amount of Baht 205,013,549 and the payment of an additional dividend of Baht 0.25 per share on May 26, 2010 to all eligible shareholders whose names appear in the register of shareholders on the Record Date be approved. Approved: 2,773,491,664 Votes or 99.9937 % Disapproved: 65,027 Votes or 0.0023 % Abstained: 109,100 Votes or 0.0039 % Total: 2,773,665,791 Votes or 100 % The Record Date for ascertaining entitlement to an additional dividend is May 7, 2010 and the share register book closing for collecting the name of shareholders pursuant to the Securities and Exchange Act, Section 225 is May 10, 2010. 4. Resolved by majority vote of shareholders attending the meeting and entitled to vote that Mr. Sompop Amatayakul, Mr. Smit Tiemprasert, Mrs. Wattanee Phanachet and Mr. Wattana Chantarasorn be re-elected directors of the Company. 4.1 Mr. Sompop Amatayakul Independent Director and Chairman of Audit Committee Approved: 2,719,823,059 Votes or 98.0588 % Disapproved: 53,658,822 Votes or 1.9346 % Abstained: 183,910 Votes or 0.0066 % Total: 2,773,665,791 Votes or 100 % 4.2 Mr. Smit Tiemprasert Independent Director and Audit Committee Member Approved: 2,720,317,059 Votes or 98.0766 % Disapproved: 53,189,822 Votes or 1.9177 % Abstained: 158,910 Votes or 0.0057 % Total: 2,773,665,791 Votes or 100 % 4.3 Mrs. Wattanee Phanachet Independent Director and Audit Committee Member Approved: 2,719,639,059 Votes or 98.0522 % Disapproved: 53,862,822 Votes or 1.9419 % Abstained: 163,910 Votes or 0.0059 % Total: 2,773,665,791 Votes or 100 % 4.4 Mr. Wattana Chantarasorn Director Approved: 2,719,652,759 Votes or 98.0526 % Disapproved: 53,859,122 Votes or 1.9418 % Abstained: 153,910 Votes or 0.0055 % Total: 2,773,665,791 Votes or 100 % 5. Resolved by a vote of not less than two-thirds of shareholders attending the meeting that the remuneration of directors shall be in line with past practice as follows: (a) Directors who receive separate compensation from the Company or its affiliates for any type of full-time service/s rendered not be paid any directors' fees; (b) Directors who are also members of the Audit Committee be paid director's fee of THB 166,667 per month; and (c) Directors who are NOT members of the Audit Committee be paid director's fee of THB 133,334 per month. Approved: 2,769,457,664 Votes or 99.8457 % Disapproved: 4,039,027 Votes or 0.1456 % Abstained: 241,000 Votes or 0.0087 % Total: 2,773,737,691 Votes or 100 % 6. Resolved by majority vote of shareholders attending the meeting and entitled to vote that Ms. Nattaporn Phan-Udom C.P.A. (Thailand) No. 3430, Ms. Nangnoi Charoenthaveesub C.P.A. (Thailand) No. 3044 and Ms. Unakorn Phruithithada C.P.A. (Thailand) No. 3257 all of PricewaterhouseCoopers ABAS Ltd be appointed the Company's auditors and any of them be authorized to conduct the appropriate audits and to render the relevant opinions in the financial statement, at a fixed remuneration of Baht 4,300,000 (same as last year). Approved: 2,769,791,064 Votes or 99.8577 % Disapproved: 298,127 Votes or 0.0107 % Abstained: 3,648,500 Votes or 0.1315 % Total: 2,773,737,691 Votes or 100 % Please be informed accordingly. Yours truly, Esso (Thailand) Public Company Limited ................................................................. (Mr. Robert Michael Cooper)