Debenture

To provide bondholders with an opportunity to sell corporate bonds before maturity. Those who do not purchase debentures in the primary market could also purchase them at market prices.

Bondholders could trade debentures through two secondary markets as follows:

1. Siam Commercial Bank (all branches in Thailand) - Daily debenture prices are posted on the Debenture Quotation section of the web site www.siamcement.com. For Siam Pulp and Paper's debentures, daily debenture prices could also be checked on Matichon.

2. Stock Exchange of Thailand - Siam Cement's debentures are listed on the Stock Exchange of Thailand. Investors who have an account with a brokerage firm could trade debentures via brokers.

Accrued interest is the interest that has accumulated on a bond since its last interest (coupon) payment. When a bond has not expired or the next payment is not yet due, the bondholder has not officially received the money. If the bondholder sells the bond, accrued interest is added to the price at which it will be sold.

For example, if a debenture with a coupon rate of 4.5% (interest payment dates due on the first of February, May, August, and November) is sold on February 14, the debenture will have 14-day accrued interest of 1.726 baht (1,000*4.5%*14/365 = 1.726). Accrued interest is included in daily debenture prices.

Ex-coupon debenture is a debenture sold without the right of receipt of the next due interest payment. Ex-coupon is on the period of closing of the debenture transfer registration for 14 days prior to the interest payment date of each relevant interest period, the redemption date, or the date of the meeting of debenture holders, as the case maybe. If the first closing date is not a business day, it will be postponed to the next business day.

For instance, a debenture with interest payment date due on January 1, 2005, would had been on ex-coupon period since December 17, 2004, at noon. As a result, investors who buy debentures during ex-coupon period (December 17, 2004 - January 1, 2005) would not receive the interest payment on January 1, 2005.

Debenture prices have reverse effects on market interest rates. When market interest rates rise, debenture prices will fall, and vice versa.

Financial performance does not directly affect coupon rates. Credit risk of corporate debentures, however, might vary in accordance with company's operating results. Nevertheless, bondholders will get full amount of principle and interest payment if they hold debentures until maturity.

Bondholders could contact our registrar, Thailand Securities Depository Co., Ltd., on 0 2229 2800.

Bondholders (individuals and juristic bodies of persons) will receive a membership card for SCG Debenture Club, in cooperation with business alliances, offering a number of benefits in a variety of areas such as health, travel, lifestyle, dining etc. The bondholders will also receive SCG Delight magazine every two months, enclosed with details of events such as seminars, workshops, trips in and outside Thailand, activities for the bondholder’s descendants (YBH) and concerts. Furthermore, SCG Debenture Club sees the importance of bondholders’ special days such as birthday and New Year.

The bondholders can apply to take part in an event via (1) automatic telephone: 02 586 2112, (2) fax: 02 586 4977 (selected activities only), (3) email: debentureclub@scg.co.th and (4) website: www.scg.co.th/debentureclub

SCG Debenture Club will select activities that are deemed suitable for each bondholder. If there are too many applicants for participation, SCG Debenture club will use a computer system to randomly select participants, which will be informed via telephone, SMS or post (depending on type of the event)

SCG Debenture Club reserves the right to limit all the events to bondholders’ participation only. Rights of activity participation cannot be transfer to others, unless explicitly stated otherwise.

SCG Debenture Club offers bondholders around 12 trips per year, both within and outside Thailand. These trips are selected from the top travel agencies in the country; SCG Debenture Club will select the program, hotels and restaurants that are appropriate for the price. Moreover, at least one SCG staff will accompany the bondholders on each trip to oversee every aspects of the tour. (Cost of the trip for the staff will be paid by SCG and thus is NOT be included in the price charged)

Since the number of bondholders increases every year – this year (2012) there are around 9,000 – each activity cannot accept all the applicants such as workshops. SCG has to limit the participation in a particular type of activity to only once per year per bondholder, so that other bondholders can also participate.

A bondholder can notify a change by sending a signed copy of I.D. card and the changed information via fax: 02 586 4977 or email: debentureclub@scg.co.th.

SCG Debenture Club’s automatic telephone system is available 24 hours every day for general information about the SCG debenture, club’s events or application for events. If the bondholder wishes to speak to a staff, they are available on Monday – Friday during 08.00 - 16.30 via the automatic telephone: 02 586 2112 press 0 (lunch break is between 12.00 - 13.00).

Every new bondholder will receive a SCG Debenture Club membership card approximately two months after purchasing the debenture. The membership card will be valid after the bondholder has filled their details in the SCG Debenture Club application form and sent it via fax: 02 586 2112, email: debentureclub@scg.co.th or post. Staff will validate the card within two working days.

In case the membership card is lost, the bondholder can request for a new one from an SCG staff by sending a signed copy of the I.D. card via fax or email. The staff will summarize the list of members every end of the month and thus will be able to send the new card 15 working days after that date.

The membership card is categorized by ranking in terms the amount of units of debenture held for each year. The 500 bondholders with the highest number of units will receive the Exclusive card; others will receive the Privilege card.

Since a juristic body of person is formed by two or more people, it is not possible to identify one particular date of birth to provide the birthday benefits on, unlike that of an individual.

SCG Debenture Club gives the right to only one person from each body of person; that person being the owner of the name after the word “by”. Even if the person has more than one body of person (same name after the word “by”), only he/she alone will have the right and cannot transfer to others. In case there is more than one name after the word “by”, the owner of the first name will have the right to participate.

If the person holds the debenture as an individual as well as has the same name after the word “by” in a body of persons, the bondholder will receive two membership cards; one in his/her name as an individual and another in the name of a juristic body of persons.

This is because SCG Debenture Club wishes to encourage a maximum level of interaction and participation in the workshop and also so that the SCG staff can assist each participating bondholder more closely.

SCG Debenture Club , Corporate Treasury Office , Head Quarter 2; 2nd floor, Siam Cement PLC. 1 Siam Cement Rd. , BangSue, Bangkok 10800, Thailand