nd ANS Audit Co., Ltd. 100/72, 22 Floor, Telephone: (662) 645 0109 100/2 Vongvanij Building B., Fax : (662) 645 0110 Rama 9 Rd., Huaykwang, http://www.ans.co.th 10310, Thailand

Auditor’s Review Report To the Shareholders and the Board of Directors of Thai Rung Union Public Company Limited I have reviewed the accompanying consolidated balance sheet of Thai Rung Union Car Public Company Limited and its subsidiaries as at March 31, 2009, and the related consolidated statements of income, changes in shareholders’ equity and cash flows for the three-month period ended March 31, 2009, and the separate financial statements of Thai Rung Union Car Public Company Limited for the same period. These financial statements are the responsibility of the Company’s management as to their correctness and the completeness of the presentation. My responsibility is to issue a report on these financial statements based on my review.

Except as discussed in the next paragraph, I conducted my review in accordance with the auditing standard applicable to review engagements. This standard requires that I plan and perform the review to obtain moderate assurance as to whether the financial statements are free of material misstatement. A review is limited primarily to inquiries of company personnel and analytical procedures applied to financial data and thus provides less assurance than an audit. I have not performed an audit and, accordingly, I do not express an audit opinion.

The Company’s consolidated financial statements as at March 31, 2009, and for the three-month period then ended, included investments in three associated companies accounted for under the equity method amounting to Baht 152.97 million and shares of profit from these companies amounting to Baht 3.46 million (as discussed in Note 10 to the financial statements). These were recorded based on financial statements prepared by the management of such associated companies, which were not reviewed audited by their auditors.

Based on my review, expect for the effect of any adjustments that may result from the scope limitation imposed by circumstance described in the preceding paragraph, nothing has come to my attention that causes me to believe that the accompanying financial statements are not presented fairly, in all material respects, in conformity with generally accepted accounting principles.

The consolidated financial statements of Thai Rung Union Car Public Company Limited and its subsidiaries and the separate financial statements of Thai Rung Union Car Public Company Limited for the year ended December 31, 2008, were audited by another auditor whose report dated February 20, 2009, expressed a qualified opinion on those statements regarding the Company’s consolidated financial statements as at December 31, 2008, and for the year then ended, included investments in two associated companies accounted for under the equity method amounting to Baht 98 million and shares of loss from these companies amounting to Baht 28 million. These were recorded based on financial statements prepared by the management of such associated companies, which were not audited by their auditors. The consolidated and separate balance sheet as at December 31, 2008, as presented herein for comparative purposes, formed an integral part of the financial statements which that auditor audited and reported on.

The consolidated statements of income, changes in shareholders’ equity and cash flows for the three-month period ended March 31, 2008, of Thai Rung Union Car Public Company Limited and its subsidiaries, and the separate financial statements of Thai Rung Union Car Public Company Limited for the same period, as presented herein for comparative purposes, formed an integral part of the interim financial statements which were reviewed by the aforementioned auditor whose report dated May 14, 2008, reported that except for the effect of any adjustments that may result from the scope limitation regarding the Company’s consolidated financial statements as at March 31, 2008, and for the three-month period then ended, included investments in three associated companies accounted for under the equity method amounting to Baht 112 million and shares of loss from these companies amounting to Baht 0.7 million, were recorded based on financial statements prepared by the management of such associated companies, which were not reviewed by their auditors, then nothing had come to her attention that caused her to believe that those financial statements were not presented fairly, in all material respects, in accordance with generally accepted accounting principles.

Atipong Atipongsakul Certified Public Accountant (Thailand) Registration No. 3500

ANS Audit Co., Ltd. Bangkok, May 13, 2009

DRAFT This document is in draft form. It is subject to review and change and therefore its contents cannot be relied upon as being accurate.

INTERIM FINANCIAL STATEMENTS AND AUDITOR’S REVIEW REPORT THAI RUNG UNION CAR PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES FOR THE FIRST QUARTER PERIODS ENDED MARCH 31, 2009 AND 2008

THAI RUNG UNION CAR PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES BALANCE SHEETS AS AT MARCH 31, 2009 AND DECEMBER 31, 2008

(Unit: Thousand Baht) Consolidated financial statements Separate financial statements Note March 31, 2009 December 31, 2008 March 31, 2009 December 31, 2008 (Unaudited (Audited) (Unaudited (Audited) but reviewed) but reviewed) Assets Current assets Cash and cash equivalents 585,932 642,038 344,177 297,257 Current investments 5 83,232 63,000 83,232 60,000 Trade accounts receivable - unrelated - net 6 162,509 197,076 58,577 83,615 Trade accounts receivable - related parties 4,6 55,799 54,137 93,892 109,707 Amounts due from related parties 4 1,696 11,852 5,352 16,377 Short-term loans to related parties 4 26,893 45,750 26,708 85,250 Inventories - net 7 378,879 448,465 257,920 306,338 Accrued income 62,368 57,962 1,012 1,775 Other current assets 8 28,526 34,576 8,401 10,551 Total current assets 1,385,834 1,554,856 879,271 970,870 Non-current assets Investments in subsidiaries 9 - - 415,610 415,610 Investments in associated companies 10 152,969 149,509 121,550 121,550 Other long - term investment - net 11 - - - - Property, plant and equipment - net 12 986,147 997,743 319,658 321,624 Land and building leasehold rights - net 13 4,909 5,289 - - Other non-current assets 14 71,699 71,667 78,597 81,246 Total non-current assets 1,215,724 1,224,208 935,415 940,030 Total assets 2,601,558 2,779,064 1,814,686 1,910,900

The accompanying notes are an integral part of the financial statements. 3 THAI RUNG UNION CAR PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES BALANCE SHEETS AS AT MARCH 31, 2009 AND DECEMBER 31, 2008

(Unit: Thousand Baht) Consolidated financial statements Separate financial statements Note March 31, 2009 December 31, 2008 March 31, 2009 December 31, 2008 (Unaudited (Audited) (Unaudited (Audited) but reviewed) but reviewed) Liabilities and shareholders' equity Current liabilities Trade accounts payable - unrelated parties 121,648 227,773 47,849 109,457 Trade accounts payable - related parties 4 2,867 2,304 4,011 6,163 Amounts due to related parties 4 8,834 3,300 1,318 1,183 Accrued project costs 17,829 39,650 - - Other current liabilities 16 44,943 50,628 12,507 15,850 Total current liabilities 196,121 323,655 65,685 132,653 Shareholders' equity Share capital 17 Registered 524,996,497 ordinary shares of Baht 1 each 524,996 524,996 524,996 524,996 Issued and paid up 501,589,497 ordinary shares of Baht 1 each 501,589 501,589 501,589 501,589 Additional paid-in capital Premium on ordinary shares 727,144 727,144 727,144 727,144 Retained earnings Appropriated Statutory reserve - the Company 52,500 52,500 52,500 52,500 - Subsidiaries 14,743 14,743 - - Unappropriated 1,030,734 1,079,913 467,768 497,014 Equity attributable to Company's shareholders 2,326,710 2,375,889 1,749,001 1,778,247 Minority interest - equity attributable to minority shareholders of subsidiaries 78,727 79,520 - - Total shareholders' equity 2,405,437 2,455,409 1,749,001 1,778,247 Total liabilities and shareholders' equity 2,601,558 2,779,064 1,814,686 1,910,900

The accompanying notes are an integral part of the financial statements. 4 THAI RUNG UNION CAR PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF INCOME FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2009 AND 2008

(Unit: Thousand Baht) Consolidated financial statements Separate financial statements Note 2009 2008 2009 2008 (Unaudited (Unaudited (Unaudited (Unaudited but reviewed) but reviewed) but reviewed) but reviewed) Revenues 4 Sales of goods 248,845 560,801 116,358 227,668 Rendering of services 29,498 34,432 20,444 47,968 Total revenues 278,343 595,233 136,802 275,636 Cost of sales and rendering of services 4, 18 262,581 492,383 132,563 224,075 Gross profit 15,762 102,850 4,239 51,561 Others income 4 Dividend income - - - 8,372 Share of profit from investments in associated companies 10 3,460 - - - Others 20,115 26,543 13,681 11,935 Profit before expenses 39,337 129,393 17,920 71,868 Expenses 4 Selling expenses 18 26,790 37,653 10,093 10,547 Adminstative expenses 18 62,081 68,209 36,635 42,638 Director remuneration 435 390 435 390 Share of loss from investments in associated companies 10 - 692 - - Total expenses 89,306 106,944 47,163 53,575 Profit (loss) before financing cost and corporate income tax (49,969) 22,449 (29,243) 18,293 Financing cost 3 1 3 - Profit (loss) before corporate income tax (49,972) 22,448 (29,246) 18,293 Corporate income tax - 3,774 - - Net profit (loss) (49,972) 18,674 (29,246) 18,293

Net profit (loss) attributable to: Equity holders of the parent (49,179) 17,822 (29,246) 18,293 Minority interests of the subsidiaries (793) 852 (49,972) 18,674

Earnings (loss) per share (Baht) 20 Basic earnings (loss) per share Net profit (loss) attributable to equity holders of the parent (0.10) 0.04 (0.06) 0.04

The accompanying notes are an integral part of the financial statements. 5 THAI RUNG UNION CAR PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2009 AND 2008 (Unaudited but reviewed) (Unit: Thousand Baht) Consolidated financial statements Equity attributable to the parent's shareholders Minority interest - Issued and PremiumRetained earnings Total equity to equity attributable to paid-up on ordinaryAppropriated - statutory reserve attributable the parent's minority shareholder share capital shares The Company Subsidiaries Unappropriated shareholders of subsidiaries Total

Balance as at December 31, 2008 501,589 727,144 52,500 14,743 1,079,913 2,375,889 79,520 2,455,409 Net loss - - - - (49,179) (49,179) (793) (49,972) Balance as at March 31, 2009 501,589 727,144 52,500 14,743 1,030,734 2,326,710 78,727 2,405,437

Balance as at December 31, 2007 501,589 727,144 52,500 13,272 1,093,504 2,388,009 79,160 2,467,169 Net profit - - - - 17,822 17,822 852 18,674 Dividend paid by subsidiaries ------(828) (828) Appropriated to statutory reserve - - - 249 (249) - - - Balance as at March 31, 2008 501,589 727,144 52,500 13,521 1,111,077 2,405,831 79,184 2,485,015

The accompanying notes are an integral part of the financial statements. 6 THAI RUNG UNION CAR PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (CONTINUE) FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2009 AND 2008 (Unaudited but reviewed) (Unit: Thousand Baht) Separate financial statements Issued and Premium Retained earnings paid-up on ordinary Appropriated - share capital shares statutory reserve Unappropriated Total

Balance as at December 31, 2008 501,589 727,144 52,500 497,014 1,778,247 Net loss - - - (29,246) (29,246) Balance as at March 31, 2009 501,589 727,144 52,500 467,768 1,749,001

Balance as at December 31, 2007 501,589 727,144 52,500 493,404 1,774,637 Net profit - - - 18,293 18,293 Balance as at March 31, 2008 501,589 727,144 52,500 511,697 1,792,930

The accompanying notes are an integral part of the financial statements. 7 THAI RUNG UNION CAR PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES CASH FLOW STATEMENTS FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2009 AND 2008

(Unit: Thousand Baht) Consolidated financial statements Separate financial statements 2009 2008 2009 2008 (Unaudited (Unaudited (Unaudited (Unaudited but reviewed) but reviewed) but reviewed) but reviewed) Cash flows from operating activities Net profit (loss) before tax (49,972) 22,448 (29,246) 18,293 Adjustments to reconcile net income (loss) before tax to net cash provided by (paid from) operating activities: Allowance for (reversal) diminution in value of inventories 599 (1,671) 3,000 - Allowance for doubtful accounts 15 - - - Depreciation 30,007 26,481 17,272 16,508 Reversal allowance for impairment loss of fixed asset - - (745) - Write-off fixed asset - 56 - - Amortisation of land and building leasehold rights 380 379 - - Gain on sales of fixed asset (540) (57) (16) (20) Share of (profit) loss from investments in associates (3,460) 692 - - Interest expense 3 1 3 - Profit (loss) from operating activities before changes in operating assets and liabilities (22,968) 48,329 (9,732) 34,781 Operating assets (increase) decrease Trade accounts receivable - unrelated parties and related parties 32,890 11,876 40,852 27,754 Amounts due from related parties 10,157 548 11,025 8,474 Inventories 68,986 28,118 45,418 23,981 Other current assets 1,644 (64,230) 2,913 (22,922) Other non-current assets (7,269) 5,466 (5,543) (1,074) Operating liabilities increase (decrease) Trade accounts payable - unrelated parties and related parties (105,562) 41,057 (61,608) 1,015 Amounts due to related parties 5,534 6,117 (2,151) (2,739) Other current liabilities (27,506) 148 (3,208) 8,405 Cash flows from operating activities (44,094) 77,429 17,966 77,675 Cash paid for interest expense (3) (1) (3) - Cash received from income tax refund 14,269 - 9,303 - Cash paid for corporate income tax (7,032) (2,850) (1,111) (2,163) Net cash flows from (used in) operating activities (36,860) 74,578 26,155 75,512

The accompanying notes are an integral part of the financial statements. 8 THAI RUNG UNION CAR PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES CASH FLOW STATEMENTS FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2009 AND 2008

(Unit: Thousand Baht) Consolidated financial statements Separate financial statements 2009 2008 2009 2008 (Unaudited (Unaudited (Unaudited (Unaudited but reviewed) but reviewed) but reviewed) but reviewed) Cash flows from investing activities Decrease (increase) in current investments (20,232) 259,279 (23,232) 179,492 Increase in short-term loans to related parties (32,700) (10,467) (32,516) (2,738) Receipts from short-term loans to related parties 51,557 2,229 91,057 - Proceeds from sales of fixed asset 721 72 304 22 Acquisition of fixed asset (18,592) (6,580) (14,848) (4,078) Payment for investment in an associated company - (30,000) - (30,000) Net cash flows from (used in) investing activities (19,246) 214,533 20,765 142,698 Cash flows from financing activities Repayment of share capital of a subsidiary to minority interest - (828) - - Net cash flows used in financing activities - (828) - - Net increase (decrease) in cash and cash equivalents (56,106) 288,283 46,920 218,210 Cash and cash equivalents at beginning of period 642,038 350,434 297,257 147,327 Cash and cash equivalents at end of period 585,932 638,717 344,177 365,537

The accompanying notes are an integral part of the financial statements. 9 THAI RUNG UNION CAR PUBLIC COMPANY LIMITED AND ITS SUBSIDIARIES NOTES TO THE INTERIM FINANCIAL STATEMENTS FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2009 AND 2008 (UNAUDITED BUT REVIEWED) AND AS AT DECEMBER 31, 2008 (AUDITED)

1. GENERAL INFORMATION Thai Rung Union Car Public Company Limited (“The Company”) is a public company incorporated and domiciled in Thailand. The Company is principally engaged in car assembly and modification, and the manufacture and distribution of parts and mold and its registered address is located at 28/6 Moo 1, Petchkasem Road, Khwaeng Nongkangploo, Khet Nongkaem, Bangkok. 2. BASIS OF PREPARATION The interim consolidated and separate financial statements for the three-month periods ended March 31, 2009 and 2008 are prepared by the management of the Company and are unaudited. However, in the opinion of the Company, all adjustments necessary for a fair presentation have been reflected therein. The interim financial statements issued for Thai reporting purposes are prepared in the Thai language. This English translation of the financial statements has been prepared for the convenience of readers not conversant with the Thai language. The interim financial statements are prepared on a condensed basis in accordance with Thai Accounting Standards No. 41, Interim Financial Reporting, including related interpretations and guidelines promulgated by the Federation of Accounting Professions, applicable rules and regulations of the Securities and Exchange Commission and in accordance with generally accepted accounting standards in Thailand. The interim financial statements are prepared to provide an update on the financial statements for the year ended December 31, 2008. They focus on new activities, events and circumstances to avoid repetition of information previously reported. Accordingly, these interim financial statements should be read in conjunction with the financial statements for the year ended December 31, 2008. The consolidated financial statements related to the Company and its subsidiaries (together referred to as the “Group”) and the Group’s interest in the associate. Significant intercompany transactions and balances between the Company and the subsidiary have been eliminated. The financial statements are presented in Thai Baht, rounded in the notes to the financial statement to the nearest thousand unless otherwise stated. Accounting policies and methods of computation applied in the interim financial statements for the three-month periods ended March 31, 2009 are consistent with those applied in the financial statements for the year ended December 31, 2008.

10 Thai Accounting Standards that are applied to the financial statements for the accounting period commencing on or after January 1, 2009 are as follows: TAS 36 (revised 2007) Impairment of Assets TAS 54 (revised 2007) Non-Current Asset Held for Sale and Discontinued Operations The management has assessed that the adoption of these new and revised TAS does not have any material impact on the financial statements. 3. ECONOMIC CRISIS The financial crisis experienced by the United States over the past year has had far reaching adverse effect on the global economy as evidenced by sharp falls in share prices worldwide, tight squeeze on credit including interbank lending, failures of large financial institutions and reduced consumer confidence. The crisis has affected substantially business and financial plans of Thailand enterprises and asset value. Despite efforts made by governments of many countries to contain the crisis, it remains uncertain as to when the global economy will return to its normalcy. These financial statements have been prepared on the bases of facts currently known to the Company, and on estimates and assumptions currently considered appropriate. However, they could be adversely affected by an array of future events. 4. RELATED PARTY TRANSACTIONS Related parties are those parties linked to the Group and the Company as shareholders or by common shareholders or directors. Transactions with related parties are conducted at prices based on market prices or, where no market price exists, at contractually agreed prices. Significant transactions for the three-month periods ended March 31, 2009 and 2008 with related parties were as follows: (Unit: Million Baht) Consolidated Separate financial statements financial statements Transfer pricing policy 2009 2008 2009 2008 Transactions with subsidiaries Purchases of goods and services - - 5 5 Cost plus margin Electricity expense - - 2 3 Cost plus gross profit margin not more than 5% Sales of goods - - 26 17 Cost plus margin Technical service income - - 2 10 In accordance with the contract price at the following rates: - 1) Technical service fee fixed rate per unit 2) Management service fee fixed rate per month 3) Commission not more than 2% of sales revenue Land rental income - - - 1 Contract price Management service income - - 1 1 Contract price

11 (Unit: Million Baht) Consolidated Separate financial statements financial statements Transfer pricing policy 2009 2008 2009 2008 Utilities, transportation income - - 1 1 Cost plus margin and sales of supplies Dividend income - - - 8 As declared Transactions with associated companies Purchases of goods and services 2 4 2 4 Cost plus margin Sales of goods 5 10 5 9 Cost plus margin Consulting service income 1 1 1 1 Contract price Utilities, transportation income 3 1 3 1 Cost plus margin and sales of supplies Transactions with related companies Purchases of goods and services 16 3 - - Cost plus margin Land rental expense and 8 9 6 6 Contract price amortisation of leasehold rights Car rental expense 1 1 - - Contract price Commission fee 7 9 - - Fixed rate per unit Sales of goods 25 114 14 71 Cost plus margin Utilities, transportation income - 1 - - Cost plus margin and sales of supplies Land and showroom rental income 2 2 - - Contract price As at March 31, 2009 and December 31, 2008, the balances of the accounts between the Company and those related companies are as follows: (Unit: Thousand Baht) Consolidated financial Separate financial statements statements March 31, December 31, March 31, December 31, 2009 2008 2009 2008 Trade accounts receivable - related parties Subsidiaries Thai Rung Tools and Dies Co., Ltd. - - 290 170 Thai V.P. Auto Service Co., Ltd. - - 7,857 10,347 Thai Ultimate Car Co., Ltd. - - 63,653 63,203 Thai Auto Pressparts Co., Ltd. - - - 358 - - 71,800 74,078 Associated companies Delta-TR Co., Ltd. 7,370 20,451 6,311 20,451 Delta-Thairung Co.,Ltd. 535 - 535 - Thai Auto Conversion Co., Ltd. 305 46 25 13 8,210 20,497 6,871 20,464

12 (Unit: Thousand Baht) Consolidated financial Separate financial statements statements March 31, December 31, March 31, December 31, 2009 2008 2009 2008 Related companies Chaicharoenkij Motor Co., Ltd. 21,667 21,281 15,221 15,165 Isuzu V Motor Co., Ltd. - 11 - - Thai V.P. Corporation Co., Ltd. 161 95 - - V.P. Auto Enterprise Co., Ltd. 495 270 - - Firstpart Co., Ltd. 22,173 11,660 - - Europe-Thai Car Rent Co., Ltd. 2,389 171 - - Lexus Auto City Co., Ltd. 450 - - - V.P.K. Auto Co., Ltd. 269 152 - - 47,604 33,640 15,221 15,165 Less Allowance for doubtful accounts (15) - - - Total trade accounts receivable - related parties 55,799 54,137 93,892 109,707

Amounts due from related parties Subsidiaries Thai Rung Tools and Dies Co., Ltd. - - 2,828 9,496 Thai Auto Pressparts Co., Ltd. - - 1,200 5,363 Thai V.P. Auto Service Co., Ltd. - - - 17 - - 4,028 14,876 Associated company Delta - TR Co., Ltd. 1,099 1,082 1,058 1,058 Related companies Isuzu Chaicharoenkij Motor Co., Ltd. 267 440 266 438 V.P. Auto Enterprise Co., Ltd. - 294 - - Lexus Auto City Co., Ltd. - 600 - - Firstpart Co., Ltd. - 6,527 - - Thai V.P. Corporation Co., Ltd. - 5 - 5 Sinthoranee Property Co., Ltd. 330 990 - - Europe-Thai Car Rent Co., Ltd. - 1,780 - - V.P.K. Auto Co., Ltd. - 134 - - 597 10,770 266 443 Total amounts due from related parties 1,696 11,852 5,352 16,377

13 (Unit: Thousand Baht) Consolidated financial Separate financial statements statements March 31, December 31, March 31, December 31, 2009 2008 2009 2008 Short-term loans to related parties Subsidiaries Thai Rung Tools and Dies Co., Ltd. - - - 22,500 Thai V.P. Auto Service Co., Ltd. - - - 17,000 - - - 39,500 Related companies Isuzu Chaicharoenkij Motor Co., Ltd. 26,708 45,750 26,708 45,750 Related person 185 - - - 26,893 45,750 26,708 45,750 Total short-term loans to related parties 26,893 45,750 26,708 85,250

Trade accounts payable - related parties Subsidiaries Thai Rung Tools and Dies Co., Ltd. - - 1,240 2,307 Thai V.P. Auto Service Co., Ltd. - - 947 2,334 Thai Ultimate Car Co., Ltd. - - 14 5 - - 2,201 4,646 Associated company Delta - TR Co., Ltd. 1,982 1,894 1,810 1,517 Related companies Isuzu Chaicharoenkij Motor Co., Ltd. 62 30 - - Thai V.P. Corporation Co., Ltd. 9 39 - - Chaicharoenkij Motor Co., Ltd. - 119 - - V.P. Auto Enterprise Co., Ltd. 112 47 - - V.P.K. Auto Co., Ltd. 5 5 - - Firstpart Co., Ltd. 697 170 - - 885 410 - - Total trade accounts payable - related parties 2,867 2,304 4,011 6,163 Amounts due to related parties Subsidiaries Thai Rung Tools and Dies Co., Ltd. - - 987 779 Thai Ultimate Car Co., Ltd. - - 108 109 TRU Leasing Co., Ltd. - - - 20 - - 1,095 908

14 (Unit: Thousand Baht) Consolidated financial Separate financial statements statements March 31, December 31, March 31, December 31, 2009 2008 2009 2008 Associated company Delta-TR Co., Ltd. 300 300 - - Related companies Isuzu Chaicharoenkij Motor Co., Ltd. 7,665 1,200 33 39 Thai V.P. Corporation Co., Ltd. 416 431 165 165 Sinthoranee Property Co., Ltd. - 1,200 - - Chaicharoenkij Motor Co., Ltd. - 80 - - V.P. Auto Enterprise Co., Ltd. 17 56 17 56 Firstpart Co., Ltd. 8 33 8 15 Phothiphumi Co. Ltd. 428 - - - 8,534 3,000 223 275 Total amounts due to related parties 8,834 3,300 1,318 1,183

During the period of 2009, movements of short-term loans to related parties were as follows:

(Unit: Million Baht) January 1, During the period March 31, 2009 Increase Decrease 2009 Interest rate Consolidated financial statements Related company Isuzu Chaicharoenkij Motor Co., Ltd. 46 33 (52) 27 3.325% - 4.00% p.a., due in 1-3 months and at call Separate financial statements Subsidiaries Thai Rung Tools and Dies Co., Ltd. 22 - (22) - 2.75% - 3.25% p.a., due in 1-6 months Thai V.P. Auto Service Co., Ltd. 17 - (17) - 2.75% p.a., due in 1-6 months Isuzu Chaicharoenkij Motor Co., Ltd. 46 33 (52) 27 3.325% - 4.00% p.a., due in 1-3 months and at call

15 DIRECTORS AND MANAGEMENT’S REMUNERATION During the period 2009 and 2008, the Company and its subsidiaries paid salaries, meeting allowances and gratuities to their directors and management totaling Baht 10 million (Separate financial statements: Baht 4 million) (2008: Baht 9 million, Separate financial statements: Baht 2 million). GUARANTEE OBLIGATIONS WITH RELATED PARTIES As at March 31, 2009, the Company has outstanding guarantee obligations with subsidiaries as follows. a) The Company has obligations of Baht 140 million in respect of its guarantee of credit facilities provided by two local banks to Thai V.P. Auto Service Co., Ltd. (a subsidiary). b) The Company has obligations of Baht 265 million in respect of its guarantee of credit facilities provided by two local banks to Thai Rung Tools and Dies Co., Ltd. (a subsidiary). c) The Company has obligations of Baht 70 million in respect of its guarantee of credit facilities provided by a local bank to Thai Auto Pressparts Co., Ltd. (a subsidiary). d) The Company has obligations under the guarantee it provided to a local bank in respect of credit facilities of Thai Ultimate Car Co., Ltd. (a subsidiary) amounting to Baht 10 million. The Company has not charged a guarantee fee to its subsidiaries. 5. CURRENT INVESTMENTS Current investment as at March 31, 2009 and December 31, 2008 were as follows: (Unit: Thousand Baht) Consolidated financial Separate financial statements statements March 31, December 31, March 31, December 31, 2009 2008 2009 2008 Investments in debt securities to be held to maturity Bill of exchange - 63,000 - 60,000 Promissory note 33,232 - 33,232 - Certificate of deposit 50,000 - 50,000 - Total 83,232 63,000 83,232 60,000

16 6. TRADE ACCOUNTS RECEIVABLE The outstanding balances of trade accounts receivable as at March 31, 2009 and December 31, 2008 are aged, based on due date, as follows: (Unit: Thousand Baht) Consolidated financial Separate financial statements statements March 31, December 31, March 31, December 31, 2009 2008 2009 2008 Age of receivables Trade accounts receivable - unrelated parties Not yet due 124,427 126,303 45,778 44,076 Past due Up to 3 months 34,427 66,666 12,692 39,516 3 - 6 months 2,556 1,455 84 - 6 - 12 months 725 2,498 - - Over 12 months 490 270 23 23 Total 162,625 197,192 58,577 83,615 Less: Allowance for doubtful accounts (116) (116) - - Total trade accounts receivable - unrelated parties- net 162,509 197,076 58,577 83,615

Trade accounts receivable - subsidiaries Not yet due - - 10,078 11,339 Past due Up to 3 months - - 2,419 3,960 3 - 6 months - - - 5,173 6 - 12 months - - 14,114 12,777 Over 12 months - - 45,189 40,829 Total trade account receivable - subsidiaries - - 71,800 74,078

Trade accounts receivable - associates Not yet due 7,675 19,251 6,335 19,217 Past due Up to 3 months 535 1,247 536 1,247 Total trade account receivable - associates 8,210 20,498 6,871 20,464

17 (Unit: Thousand Baht) Consolidated financial Separate financial statements statements March 31, December 31, March 31, December 31, 2009 2008 2009 2008 Trade accounts receivable - related companies Not yet due 17,421 4,831 15,221 3,001 Past due Up to 3 months 6,432 6,584 - 2,450 3 - 6 months 4,238 7,695 - 2,093 6 - 12 months 10,769 12,517 - 6,649 Over 12 months 8,744 2,012 - 972 Total trade account receivable - related companies 47,604 33,639 15,221 15,165 Less: Allowance for doubtful accounts (15) - - - Total trade accounts receivable - related parties 55,799 54,137 93,892 109,707 7. ALLOWANCE FOR DIMINUTION IN VALUE OF INVENTORY Movements in the allowance for diminution in value of inventory account during the three-month period ended March 31, 2009 are summarised below. (Unit: Thousand Baht) Consolidated Separate financial financial statements statements Balance as at January 1, 2009 47,023 21,556 Add: Set up allowance for diminution in value of inventory 719 3,000 Less: Reversal of allowance for diminution in value of inventory (120) - Balance as at March 31, 2009 47,622 24,556

18 8. OTHER CURRENT ASSETS Other current assets as at March 31, 2009 and December 31, 2008 were as follows: (Unit: Thousand Baht) Consolidated financial Separate financial statements statements March 31, December 31, March 31, December 31, 2009 2008 2009 2008 Prepaid expenses 12,628 4,870 7,438 3,715 Input tax refundable 212 10,091 34 2,015 Input tax suspense 4,859 5,664 112 363 Other current assets 10,827 13,951 817 4,458 Total 28,526 34,576 8,401 10,551 9. INVESTMENTS IN SUBSIDIARIES Details of investments in subsidiaries as presented in separate financial statements are as follows:

(Unit: Thousand Baht) Company’s name Paid up capital Shareholding percentage Cost Dividend received March 31, December 31, March 31, December 31, March 31, December 31, during the period 2009 2008 2009 2008 2009 2008 2009 2008 Million Million % % Baht Baht Thai V.P. Auto Service 25 25 94 94 23,500 23,500 - - Co., Ltd. and its subsidiaries Thai Rung Tools and Dies 27 27 94 94 25,380 25,380 - - Co., Ltd. Thai Auto Pressparts Co., Ltd. 400 400 91 91 364,000 364,000 - 8,372 Thai Auto Body Assembly 3 3 91 91 2,730 2,730 - - Co., Ltd. Total investments in subsidiaries 415,610 415,610 - 8,372 On December 26, 2008 and January, 5 2009, Thai Auto Body Assembly Co., Ltd. and TRU Leasing Co., Ltd., respectively were registered for company closing with the Minister of Commerce. The financial statements of TRU Leasing Co., Ltd were changed basis of preparation from “going concern basis” to “assets are carried at anticipated recoverable and liabilities are carried at settlement amounts” since the year 2008.

19 10. INVESTMENTS IN ASSOCIATED COMPANIES Details of associates:

(Unit: Thousand Baht) Separate financial Consolidated financial statements statements Country of incorporati Carrying amounts based on Company’s name Nature of business on Shareholding percentage equity method Cost March 31, December March 31, December 31, March 31, December 31, 2009 31, 2008 2009 2008 2009 2008 % % Delta-TR Co., Ltd. Manufacture of Thailand 46 46 51,400 51,154 9,200 9,200 vehicle parts Thai Auto Conversion Co., Ltd. Manufacture of Thailand 30 30 25,256 20,173 22,350 22,350 vehicle parts Delta ThaiRung Co., Ltd. Not yet operated Thailand 30 30 76,313 78,182 90,000 90,000 Total investments in associated companies 152,969 149,509 121,550 121,550

Shares of profit from investments in three associated companies, included in the consolidated income statements for the period ended March 31, 2009, amounting to Baht 3.46 million were calculated based on financial statements prepared by the management of those companies and not yet reviewed by their auditors.

(Unit: Thousand Baht) Consolidated financial Separate financial statements statements Share of income (loss) from investments Dividend received in associates during the three-month during the three-month periods Company’s name periods ended March 31, ended March 31, 2009 2008 2009 2008 Delta-TR Co., Ltd. 246 1,781 - - Thai Auto Conversion Co., Ltd. 5,083 (2,431) - - Delta ThaiRung Co., Ltd. (1,869) (42) - - Total 3,460 (692) - -

20 11. OTHER LONG – TERM INVESTMENT - NET Other long – term investment comprised of: (Unit: Thousand Baht) March 31, December 31, 2009 2008 Investment in LP Land and Housing 24 24 Development Co., Ltd. Less: Allowance for impairment (24) (24) Other long-term investment - net - - 12. PROPERTY, PLANT AND EQUIPMENT - NET Movements of the property, plant and equipment account during the three-month period ended March 31, 2009 were summarised below. (Unit: Thousand Baht) Consolidated financial Separate financial statements statements Net book value as at January 1, 2009 997,743 321,624 Acquisitions during period - at cost 18,592 14,848 Disposals during period - net book value at disposal date (181) (287) Reverse allowance for impairment loss of fixed asset - 745 Depreciation for period (30,007) (17,272) Net book value as at March 31, 2009 986,147 319,658

As at March 31, 2009, a subsidiary’s (Thai Ultimate Car Co., Ltd.) land and building constructed thereon at net book value of Baht 58 million has been mortgaged with a bank to secure the subsidiary’s credit facilities of Baht 80 million as granted by the bank.

21 13. LAND AND BUILDING LEASEHOLD RIGHTS - NET Land and building leasehold right as of March 31, 2009 and December 31, 2008, were as follows: (Unit: Thousand Baht) Consolidated financial statements March 31, December 31, 2009 2008 Cost of land and building leasehold rights 61,612 61,612 Less: Accumulated amortisation (56,703) (56,323) Land and building leasehold rights - net 4,909 5,289

Amortisation expenses included in the income statements for the three-month period 380 379

14. OTHER NON-CURRENT ASSETS Other non-current assets as at March 31, 2009 and December 31, 2008 were as follows: (Unit: Thousand Baht) Consolidated financial Separate financial statements statements March 31, December 31, March 31, December 31, 2009 2008 2009 2008 Withholding tax deducted at source 10,926 23,785 8,143 16,335 Deferred cost of dies - net 56,765 45,545 67,339 61,463 Other non-current assets 4,008 2,337 3,115 3,448 Total 71,699 71,667 78,597 81,246

15. BANK OVERDRAFTS FACILITIES As at March 31, 2009, the Company and its subsidiaries have bank overdrafts facilities amounting to Baht 63 million (Separate financial statements: Baht 28 million) which are guaranteed by the Company and its directors, and secured by the mortgage of land with structures thereon of the subsidiary.

22 16. OTHER CURRENT LIABILITIES Other current liabilities as at March 31, 2009 and December 31, 2008 were follows: (Unit: Thousand Baht) Consolidated financial Separate financial statements statements March 31, December 31, March 31, December 31, 2009 2008 2009 2008 Corporate income tax payable 567 120 - - Output tax suspense 5,209 5,903 5,034 5,427 Accrued expenses 23,232 26,923 1,620 4,342 Advance from customers 4,360 4,253 - - Other accounts payable 4,865 5,761 2,100 2,751 Other current liabilities 6,710 7,668 3,753 3,330 Total 44,943 50,628 12,507 15,850

17. WARRANTS

On July 16, 2004, the Company issued 24,999,000 warrants to subscribe to the Company’s ordinary shares (ESOP 2003), to be allotted to directors, advisors and/or employees of the Company and its subsidiaries at Baht 0 per unit. These 5-year warrants, expiring on July 15, 2009 have an exercise ratio of 1 warrant to 1 new ordinary share and the exercise price is Baht 8 per share. The exercise periods are as follows: - - In the first year, no more than 40% of the total warrants any individual received from the Company. - In the second year, no more than an additional 30% of the total warrants any individual received from the Company. - After the second year, all remain warrants can be exercised. The ESOP 2003 warrants are not listed on the Stock Exchange of Thailand. On December 18, 2003, an Extraordinary General Meeting of the Company’s shareholders approved the allocation of 24,999,000 of its new ordinary shares to be reserved for the exercise of the warrants. On April 24, 2006, the Annual General Meeting of the shareholders of the Company approved the amendment of the exercise price of the warrants to subscribe to the Company’s ordinary shares from Baht 8 per share to Baht 5 per share. The Company already implemented the procedures stipulated under Notification Gor. Jor. 36/2544 of the Office of the Securities and Exchange Commission and the Company adjusted the exercise price with effect from June 2006. As at March 31, 2009 and December 31, 2008, the outstanding warrants are 23,407,000 units.

23 18. EXPENSES BY NATURE For the period ended March 31, 2009 and 2008 significant expenses by nature are as follows: (Unit: Thousand Baht) Consolidated Separate financial statements financial statements 2009 2008 2009 2008 Changes in inventories of finished 37,375 (19,704) 2,710 (2,754) goods and work in process Raw materials and consumables used 181,639 258,192 82,839 175,263 Salary and employee benefits 58,211 78,105 33,172 45,285 Depreciation 29,903 26,481 17,272 16,508

19. SEGMENT INFORMATION The Company’s and its subsidiaries’ business operations involve three principal segments: (1) car assembly and other related car services (2) manufacture of equipment for production of car accessories (comprising the manufacture of molds and jigs and manufacture and sales of car accessories and spare parts) and (3) sales of and car service centre business. These operations are mainly carried on in Thailand. Below is the consolidated financial information for the three-months periods ended March 31, 2009 and 2008 of the Company and its subsidiaries by segment.

(Unit: Million Baht) Car assembly and Manufacture of Sales of cars Elimination of other related equipment for production and car service inter-segment car services of car accessories centre revenues Consolidation 2009 2008 2009 2008 2009 2008 2009 2008 2009 2008 Revenue from external 57 197 143 290 78 108 - - 278 595 customers Intersegment revenues 36 33 5 10 1 3 (42) (46) - - Total revenues 93 230 148 300 79 111 (42) (46) 278 595 Segment income (loss) 8 53 1 41 8 13 1 (1) 16 103 Unallocated income and expenses: Interest income 3 4 Other income 17 23 Selling expenses (27) (37) Administrative expenses (62) (69) Share of profit (loss) from 3 (1) investments in associated Corporate income tax - (4) Net profit (loss) (50) 19

Transfer prices between business segments are as set out in Note 4.

24 20. EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share is calculated by dividing net profit (loss) for the period by the weighted average number of ordinary shares in issue during the period. Diluted earnings (loss) per share is calculated by dividing net profit (loss) for the period by the sum of the weighted average number of ordinary shares in issue during the period and the weighted average number of ordinary shares which would need to be issued to convert all dilutive potential ordinary shares into ordinary shares. The calculation assumes that the conversion took place either at the beginning of the period or on the date the potential ordinary shares were issued. No calculation for diluted earnings per share from warrants for the three-month period ended March 31, 2009 and 2008 was made because the warrants are excluded from the potential ordinary shares since their exercise price is in excess of the weighted average fair value of the Company’s ordinary shares. 21. COMMITMENTS AND CONTINGENT LIABILITIES - Operating lease commitments

The Company and its subsidiaries have entered into several lease agreements in respect of the lease of land, office building space, motor vehicles and equipment. As at March 31, 2009, future minimum lease payments required under these non-cancellable operating lease contracts were as follows.

(Unit: Million Baht) Consolidated Separate financial financial statements statements Payable within Within 1 year 31.84 19.99 1 to 5 years 14.02 0.85

- Bank guarantees

As at March 31, 2009, the Company and its subsidiaries have outstanding bank guarantees of approximately Baht 128.65 million (separate financial statements: Baht 106.58 million) issued by banks on behalf of the Company in respect of certain performance bonds as required in the normal course of business. These included letters of guarantee amounting to Baht 99.54 million (separate financial statements: Baht 79.54 million) to guarantee purchase of goods, Baht 6.70 million to guarantee purchase of fixed assets, and Baht 22.41 million (separate financial statements: Baht 27.04 million) to guarantee electricity use, among others.

- Investment commitment As at March 31, 2009, the Company has commitment amounting to Baht 8 million regarding to the uncalled share capital of subsidiary and associated companies.

25 22. FOREIGN EXCHANGE CONTRACTS

Foreign exchange contracts outstanding at March 31, 2009 are summarised below. Contractual exchange rate Foreign currency Sold amount Sold (Million USD) (Baht per 1 foreign currency unit) US dollar 1.50 33.72 23. OTHERS According to the meeting of the directors of the Company held on February 20, 2009, the meeting considered to purchase the land, which is the factory and head office located, from major shareholder of the Company. The objective for purchasing is to serve the Company’s operation and according to the meeting of the shareholder of the Company held on April 28, 2009, a resolution unanimously was passed to purchase the aforesaid land. The purchasing price is based on the appraisal value appraised by an independent SEC-approved appraiser on December 30, 2008 which is Baht 403.15 million. The related expenses to transfer ownership of land is Baht 5.93 million. 24. RECLASSIFICATION Certain amounts in the financial statements for the three–month period ended March 31, 2008 have been reclassified to conform to the current period’s classification. The reclassifications are as follows: (Unit: Thousand Baht) Separate financial statements As As previously reclassified reported Rendering of services 47,968 47,674 Other income 11,935 12,229 25. APPROVAL OF FINANCIAL STATEMENTS These financial statements were authorised for issue by the Company’s Board of Directors on May 13, 2009.

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