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NOTE 12 - OTHER ASSETS Other assets as at December 31, comprised: (Amounts : Baht) Consolidated CH. Karnchang Public Co., Ltd. 1997 1996 1997 1996 Deferred Charges 350,293,246 339,717,833 53,657,617 48,167,310 Withholding income tax 108,063,518 35,926,179 6,182,584 6,903,953 Deposits and Guarantees 18,734,025 37,611,432 2,450,505 1,855,240 Other Assets 11,648,218 41,375,063 5,460,405 13,666,959 488,739,007 454,630,507 67,751,111 70,593,462 In the consolidated financial statements deferred charges changes amortized to be expenses in the 1997 and 1996 amount of Baht 343,544,104 and Baht 291,266,464 respectively. In the companys financial statements deferred chagres amortized to be expenses in 1997 and 1996 amount of Baht 29,553,501 and Baht 42,613,053. respectively. NOTE 13 - BANK OVERDRAFTS AND LOAN FROM BANKS As at December 31, bank overdrafts and loans from bank comprised: (Amount : Baht) Consolidated CH. Karnchang Public Co., Ltd. 1997 1996 1997 1996 Loans from banks 3,054,835,531 1,407,513,798 1,161,045,605 385,141,080 Less Excess of the current value of the foreign portions of the above loan, over the value of the forward contracted portions (211,384,588) - (172,848,000) - 2,843,450,943 1,407,513,798 988,197,605 385,141,080 Bank overdrafts 239,158,913 252,160,076 22,898,840 65,714,932 3,082,609,856 1,659,673,874 1,011,096,445 450,856,012 As at December 31, 1996 bank overdrafts and loan from banks of parent company are secured by claims in receipt from construction and companys directors. As at December 31, 1997 and 1996 bank overdrafts and loan from banks of two partnerships are secured by claims in receipt from construction, and pledge by securities of related company, partners and directors. As at December 31, a joint venture had loan contracts with domestic commercial banks and foreign banks in the amount of Baht 585 million, and foreign currency amount of USD 87.60 million and Yen 1,333 million in the 1997, and the amount of USD 80.6 million and Yen 1,333 million in 1996, which is guaranteed by the participants. The joint venture has insured against the risk from exchange rates in the approximate amount of USD 6.7 million in the 1997. NOTE 14 - LIABILITIES UNDER DISCOUNTED NOTES RECEIVABLE As at December 31, liabilities under note receivable comprise of : (Amounts : Baht) 1997 1996 Liabilities under discounted notes receivable 986,076,000 1,633,765,000 Less Current portion of discounted notes receivable (638,085,000) (1,549,453,500) Liabilities under discounted note receivable - Net 347,991,000 84,311,500 Liabilities under discounted note receivables of a joint venture occured from the discounting of notes receivable from the owner with 4 Banks, and date in these notes receivable are various dates. NOTE 15 - LONG - TERM LOANS As at December 31, long - term loans comprises: (Amounts : Baht) Consolidated CH. Karnchang Public Co., Ltd. 1997 1996 1997 1996 Long - term loans 3,952,485,200 1,654,773,999 2,140,020,000 1,283,000,000 Less Excess of the current value of the foreign portions of the above loan, over the value of the forward contracted portions (984,982,500) (16,861,275) (984,982,500) (16,861,275) 2,967,502,700 1,637,912,724 1,155,037,500 1,266,138,725 Less Current portion of long-term loans (991,705,855) (299,188,872) (256,675,000) (126,613,873) 1,975,796,845 1,338,723,852 898,362,500 1,139,524,852 In the 1997 and 1996, the parent company has a long-term loan from foreign financial institutions of USD 45 million and USD 50 million respectively, with interest rate SIBOR + 1% per annum for which the company made an agreement to secure the risk from exchange rate on August 30, 1996 and May 12, 1997. The repayment will be made at six - month periods starting from August 1997. Each of the first four installments are USD 5 million. The remaining amount of repayments is due within 1 year after. In the 1997, a joint venture which the company has 53.2% and 59.99% of profit sharing had a long-term loans from domestic commercial banks, by transferred the right of the claim for receipt of repayment from the employer company according to the construction agreement to the bank as collateral of the said loan and guaranteed by the participants. Loans comprise: In the approximate amount of Baht 750 million, by dividing the proportion of the loan to US Dollar Currency with interest rate at LIBOR + 2.5% and Baht currency with interest rate at MLR and MLR + 1%, the joint venture converted loan from US Dollar currency to Baht currency with interest rate MLR+0.5% on June 19, 1997, the repayment of principle will be made every month in approximate Baht 100 million per each, starting from July 1998. In the amount of Baht 300 million with interest rate MRR + 3.75%, by the repayment of principle is in monthly basis, in the amount of Baht 30 million, starting August 1998, and the amount of Baht 1,200 million with interest rate MLR and MLR+0.5%, by the repayment of principle is in monthly basis in the amount at least 50% of construction revenue received each month, but not less than Baht 100 million, starting from October 1998 or when the joint venture has received revenue from the contractor not less than 55% of the contract price, depending on which comes first. As at December 31, 1997 a joint venture which the company has profit sharing of 35% has a long-term loan from a local commercial bank in the amount of Baht 688 million, by the repayment seperated into 4 installments amount according to the contractual agreement , the first installment will be in January 1999. And in 1997 and 1996 a long - term loan from a finance company, the joint venture converted from US Dollar currency to Baht currency in the amount of Baht 633.97 million, by the repayment of principle each month dividing into 27 installments, with the first 12 repayment installments at Baht 10 million each, and the following 14 installments at Baht 35 million each and the final installment is in the remaining amount in accordance with the revised agreement, with repayment starting in December 1997, loan from a finance company have been quaranteed by the participants. In the 1997 and 1996, The Current portion of the long - term loan included liabilities from discounted notes receivable in approximate amount Baht 638.08 million and Baht 1,549.5 million respectively, of a joint venture which the company has 35% of profit sharing is shown under current liability. NOTE 16- SHARE CAPITAL In the 1/1996, extraordinary shareholders meeting held on March 18, 1996, a resolution was passed to increase in authorized share capital from Baht 700 million to Baht 1,050 million. The Company registered the increase in paid up share capital on April 19, 1996. NOTE 17 - DEBENTURE In the 2/1996, extraordinary shareholders meeting held on October 8, 1996, a resolution was passed to issue an unsecured debenture not exceeding Baht 2,500 million, the detailed regulations and conditions are not yet specified. NOTE 18 - CONSTRUCTION ACTIVITIES INCOME In 1997 construction activities income included adjusted transactions to decrease revenue from completed construction which is less than contract price in the amount of Baht 31,305,451.56 and increase revenue from completed construction work which is more than contract price in the amount of Baht 14,924,793.86. NOTE 19 - MANAGEMENT INCOME AND INTEREST INCOME As at December 31, 1997, the company recorded management income and interest income from subsidiary and joint venture for the year ended December 31, 1997 in the amount of Baht 83,141,712. The Company informed that the agreement just passed the approval in the third quarter according to board of directors meeting held on October 7, 1997. In December 1996 the company recorded management income from related companies in the amount of Baht 210 million which was the service fees from biding for the Metropolitan Rapid Transit Authoritys underground train from Hua Lumphong to Bang-Su for. survey investigation, environment impact, traffic study, preliminary design and estimated pricing document and other documents as required by employer etc. as tendering service agreement dated July 1, 1996. NOTE 20 - LOSS FROM USING MANAGED FLOAT SYSTEM The company had net loss from exchange rate for the year ended December 31, 1997 in the amount of Baht 15,562,448 which included loss from using the managed float system in the amount of Baht 11,464,943, the company recorded as expenses in the statement of income. CH. Karnchang Public Co., Ltd. subsidiaries and joint ventures had net loss from exchange rate for the year ended December 31, 1997 in the amount of Baht 781,600,630 which included loss from using the managed float system before tax in the amount of Baht 803,429,174 which CH. Karnchng public Co., Ltd. subsidiaries and joint venture recorded as expenses in the statement of income. As at December 31, 1997, the company, subsidiary companies and joint ventures had net liabilities in foreign currency which was equivalent to US Dollar as follow: Amounts : US Dollar CH. Karnchang Public Co., Ltd. 55,185,058 CH. Karnchang Public Co., Ltd. Subsidiary Companies and Joint Ventures 107,218,615 CH. Karnchang Public Co., Ltd. has secured the risk from exchange rate of long term loan in theamount of USD 53,791,603. CH. Karnchang Public Co., Ltd. subsidiary companies and joint ventures have secured the risk from exchange rate in the amount of USD 56,136,603. NOTE 21 - DIVIDEND, LEGAL RESERVE AND PROFIT SHARING In the 1997 Ordinary Shareholders Meeting held on April 28, 1997, a resolution was passed approving payment of dividend in the amount of Baht 210 million and appropriated legal reserve 5% of net profit. In the 1997 Ordinary Shareholders Meeting of subsidiary company held on April 29, 1997, a resolution was passed approving payment of dividend in the amount of Baht 15 per share, totaling Baht 15 million. A joint venture paid the first profit sharing from project has been successfully completed to the participants in accordance with a letter dated November 19, 1997, in amount of Baht 110 million. In the 1996 Ordinary Shareholderss Meeting held on April 28, 1996, a resolution was passed approving the dividend in the amount of Baht 262.5 million and appropriated legal reserve in the amount of Baht 29,404,002.35. NOTE 22 - COMMITMENTS As at December 31, 1997 and 1996, the company has commitments from letters of credit not yet used totalling Baht 100 million and Baht 5.6 million respectively. As at December 31, 1997 and 1996, CH. Karnchang Public Co., Ltd. subsidiaries and joint venture had commitments from letters of credit totalling Baht 227.1 million and letter of credit not yet used totalling Baht 100 million and Baht 5.6 million respectively. As at December 31, 1997, the company had commitments from loan collateral and letter of guarantee issued by banks to joint venture which the company is a partner in approximate amount of Baht 3,352 million. As at December 31, the company had commitments from letter of guarantee issued by banks as follows: (Amounts : Baht) Consolidated CH. Karnchang Public Co., Ltd. 1997 1996 1997 1996 Guarantee of construction contract, bid, and payment 6,946,083,603 7,349,581,612 2,087,143,338 2,170,610,544 Advance Payment Bond and Retention 4,683,844,013 3,761,366,942 283,722,440 - Guarantee of loss revenue due to damage caused by transportation, transportation of segments, retention bond, rental equipment and electricity 984,882,006 532,017,494 - - NOTE 23 - RECLASSIFICATION For 1996, certain transactions in the financial statements have been reclassified to conform with the 1997 presentation. NOTE 24 - DISCLOSURE SEGMENT INFORMATION The company, subsidiaries and joint ventures operations are construction in Bangkok an region therefore no segment information is provided. NOTE 25 - SUBSEQUENT EVENT A joint venture made a second profit sharing payment from project which has been successfully completed to the joint venture partners in accordance with a letter dated January 10, 1998 is in amount of Baht 40 million.