ASIA PACIFIC

BUSINESS ADVISORS

ASIA-PACIFIC BUSINESS ADVISORS

J. P. Rooney & Associates (JPRA) is a business advisory firm with offices in Bangkok, Manila and Singapore offering corporate and financial advice on investment strategy, market entry, strategic alliance, mergers and acquisitions, joint venture development, political and economic risk, and government relations. Serving multinational and local firms of all sizes, JPRA provides a broad spectrum of expertise to assist clients in making sound business decisions and in formulating and implementing long term strategies for profitable growth. Clients range in size and type from large multinationals to specialized market-niche companies from the United States, Europe and Asia.

JPRA has developed comprehensive approach to providing realistic and workable value-added advisory services to clients that have a genuine interest in developing long term, profitable activities in the dynamic markets of the Asia. This approach is based on the extensive actual business management experience our partners and associates have in Asia; our integration into the various Asian business communities and our commitment to work in partnership with our clients throughout the pre-investment, project implementation, and post-implementation phases.

JPRA works closely with clients to understand their fundamental objectives and to develop realistic strategy and action plans that will meet these objectives. JPRA can then apply our cross-cultural experience to help ensure the successful and timely implementation of the agreed strategies and offer continued support throughout the life of the project.

Given its many years of experience combined with an extensive network of contacts throughout the public and private sectors, JPRA’s major contributions are to accelerate the investment process and to maximize management efficiency in all aspects of doing business in Asia. The scope of JPRA services is intentionally very broad to allow clients to access the full range of the firm’s capabilities.


JPRA ADVISORY SERVICES

General Business Advisory Services

JPRA provides continuing assistance to its clients allowing them to benefit from the firm’s many years of experience in Asia in all areas of the company’s activities ranging from corporate policies to local credit practices. The ability to access this experience pool allows management to respond to business situations more efficiently and avoids “re-inventing the wheel”. JPRA has or can quickly find the answers to the many questions regarding availability of data, general market practices, and other such requirements that arise during the general course of business.

JPRA also assists clients in evaluating the benefits of investment promotion privileges and with the preparation of the applications for investment promotion privileges. JPRA guides its clients in developing comprehensive country and market entry strategies that recognize the total impact of the local environment, competitive factors and government policies within the framework of a clear understanding of client objectives.

Mergers and Acquisitions/Strategic Alliances/Joint Venture Development

JPRA has experience in mergers and acquisitions including target identification, development of strategy, and negotiation. JPRA also assists clients to identify appropriate joint venture or strategic partners within the guidelines of carefully prepared selection criteria and will assist in the evaluation of candidate companies in line with client priorities. The most critical factors in these activities are careful target/partner selection, development and implementation of effective strategies to achieve the desired goal, and effective negotiations to build the basis for future success. Joint venture development and strategic alliances are among JPRA’s areas of strongest experience and expertise.

Corporate Representation

JPRA provides corporate directorship services for companies who wish to have an independent director at the board level to provide unbiased business opinions and advice. JPRA will also represent the interests of joint venture partners at the board level acting in accordance with an established set of guidelines.

JPRA ADVISORY SERVICES

Business & Government Negotiations

JPRA assists clients in their actual negotiations with both prospective partners and with the government during the investment application and approval stages. In this capacity, JPRA can act directly on behalf of the client, together with the client, or in a background advisory role. This area is one of JPRA’s specialties having assisted many companies in negotiating agreements that will lead to long, and successful business relations.

Political and Economic Risk Evaluation

JPRA provides in-depth reports on current political and economic issues that may affect client’s business. These reports create a timely understanding of what is happening in the respective country, alert management to developing situations that may affect their business operations, and provide management with current information often not available through normal media sources.

Cross Cultural Issues

JPRA has developed an acute sensitivity to the cross cultural issues of living and doing business in Asia and can help investors avoid problems arising from the differences between Asian and Western cultures as they apply to business practices and management. Asian cultures are different than the West and these issues play an important role in corporate success.

Government Relations and Public Affairs Issues

JPRA assists clients in developing and managing government relations programs as well as identifying and monitoring critical issues. Existing or changed government relations may often present difficulties for foreign investors. In many cases, these impediments can be resolved through proactive negotiation with the regulatory authorities. JPRA is experienced in dealing with such issues with host governments.


JPRA ADVISORY SERVICES

Financial Services

JPRA has extensive experience in the financial field in both debt and equity markets and can assist clients in developing the financial structure of their investment and in arranging both local and offshore finance and equity.

JPRA is experienced in corporate and financial restructuring in cases where projects have not developed as anticipated. These services are available to both financial institutions faced with workout situations and corporate investors who need to rescue an investment. During the course of a restructuring, JPRA will assume an active, hands-on role dealing directly to develop and implement solutions.

Problem Resolution

JPRA is prepared to assist clients in resolving issues and problems arising from the day-to-day course of business. Such problems may result from differing business practices, internal problems within the company, external factors such as regulatory issues, cross cultural issues or other sources. During its many years in Asia JPRA has acquired the skills to deal with many different business problems.

Crisis Management

JPRA has assisted many companies to cope with unexpected business events ranging from strikes to changes in government regulations. JPRA provides accurate and timely crisis advice in stressful situations to allow client management to make sound and prudent decisions that will be in client’s best long-term interests.

Legal and Tax Advice

JPRA affiliate companies can provide advice on tax and legal issues and JPRA can recommend legal services including corporate formation, assistance with work permits and visas, and other necessary legal requirements. Taxplan Limited provides U.S. income tax preparation services.


REPRESENTATIVE LIST OF JPRA CLIENTS

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Aerospace

McDonnell Douglas Aerospace

Agriculture & Food Products

Chiquita Brands

General Foods

Monsanto

Siamati Farms

Starkist

Communications

AsiaWorks Television

AT&T

Bell Canada International

International Mobile Machines

NYNEX Network Systems

Southwestern Bell

Chemicals

Amoco Chemicals

ARCO Chemicals

PQ International

Dow Chemical

Dupont

Uniroyal Chemicals

Construction & Engineering

Chao Phrya Engineering

Far East Levingston

Foseco

Lummus Crest

N.G. Gilbert Corporation

Consulting

A.T. Kearney

Arthur Young

Deloitte Ross Tomatsu

Skadden, Arps

SRI International

Consumer Goods & Trading

Allied Walker

Carlsberg

Central Group

Colgate-Palmolive

Diethelm

Nestle

R.J. Reynolds International

Education

Bangkok Business College

International School Bangkok

Electronics

Alphatec Group of Companies

Applied Laser Systems

Computerland Solutions

Datacraft

Honeywell Bull

K.R. Precision

Saha-Union

Seagate Technologies

Shinawatra Computer Group

Singapore Computer Systems

Environmental Services

Innovative Material Systems

Waste Management

Finance, Banking & Insurance

American Express

Bank of America

Bank of Boston

Chase Manhattan Bank

Elders Finance Group

International Finance & Consultants

Morgan Grenfell

UAP Insurance

Health Care

Bumrungrad Hospital

Global Car Services

Spinal Concepts

Manufacturing

American Standard

Berkley Outdoor Technologies

Bomont Industries

Chrysler

Guardian Industries

Merlin Gerin

Phelps Dodge

SICPA

Simon Container

Square D

Thai Silk Company

Tool Products

Weiser Lock

Packaging

Northern Technologies International

Pharmaceuticals

Rhone-Poulenc

Richardson Vicks

Refining

Esso Standard Thailand

Tourism & Hotels

Inter Maritime Group

KLM

Koh Samui Investments

Marriott Hotels

Swissotel

Turismo Thai Limited

Transportation & Storage

GATX Terminals

Powell Duffryn Terminals

Sea-Land

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JPRA OFFICES

BANGKOK: 4th Floor, Panunee Building

518/3 Ploenchit Road

Bangkok 10330, Thailand

Mail:

P.O. Box 1238 Nana Post Office

Bangkok 10112, Thailand

Tel: 662 254-7343

662-251-2323

662 251-9832

Fax: 662 652-0788

E-Mail:

Website:

www.jprooney.com

MANILA: Mary Bachrach Building

25th Street, Port Area

Metro Manila, Philippines
Tel: 632 530-0993
632 472-547
Fax: 632 400-421
SINGAPORE: #15-03 Shaw Centre
1 Scotts Road
Singapore 0922
Tel: 65 737-5444
Fax: 65 737-8605


BioData: James P. Rooney

Mr. Rooney is Chairman of J.P. Rooney & Associates Ltd., a business advisory firm offering corporate and financial advisory services throughout Asia with offices in Bangkok, Manila, and Singapore; and Taxplan Ltd., a subsidiary which provides U.S. tax services in Bangkok, Singapore and Manila. Current directorships include the Siam Society und Royal Patronage, Samitivej Hospital PCL, Diamont Roofing Tiles PLC, Bangkok Airways, Thai Country Club, American Universities Association Language Center, American Chamber of Commerce in Thailand, Samitivej Hospital PLC and the University of Colorado Center for International Business Education and Research. Mr. Rooney has served as a member or director of other business and community organizations including appointments as an independent director for public companies listed on the Stock Exchange of Thailand, the General Committee of The Royal Bangkok Sports Club, the Bangkok YMCA and as a member of the Investment Advisory Committee of The Thai Fund and the Thailand Business Council for Sustainable Development. Mr. Rooney has completed the Director Certificiation Program of the Thai Institute of Directors.

Mr. Rooney is a past President of the American Chamber of Commerce in Thailand and served on the Board of Governors for many years. Previous appointments include the Foreign Investment Advisory Committee to two Prime Ministers of Thailand and the Securities Exchange Formation Committee of the Bank of Thailand. He was a Founding Director of the Thai Finance & Securities Association and a Director of both the Thai Management Association and the Board of Trade of Thailand. In April 1984, Mr. Rooney accompanied the Prime Minister of Thailand on a state visit to the United States as a member of the official delegation.

Prior to establishing his own firm, Mr. Rooney was an officer of Citibank, N.A. in Hong Kong, the Philippines and Thailand specializing in corporate finance and merchant banking.

Mr. Rooney has served as Chairman of the AsiaPacific Council of American Chambers of Commerce (APCAC). In this capacity, he represented the interests American businesses in the AsiaPacific region and testified before Congressional committees on international trade and investment issues. He was appointed to Task Force on Export Policy, the Council on Small Business and the International Trade and Investment Committees of the U.S. Chamber of Commerce in Washington, D.C. He is a former Director of the ASEANAmerican Trade Council and a former member of the ASEANUS Business Council. Mr. Rooney was appointed to the founding Executive Council of the Center for International Private Enterprise (CIPE). Mr. Rooney has also served as a Vice Chairman of the U.S. Committee of the Pacific Basin Economic Council.

Mr. Rooney is a frequent lecturer and participant in international seminars and conferences in Asia and the United States on trade and investment in Thailand and ASEAN and accompanied Thailand Board of Investment Missions to the U.S. and Europe.

Bio-Data: Prakit Pradipasen

Khun Prakit Pradipasen is an Executive Director Chairman of J.P. Rooney & Associates Ltd., a business advisory firm offering corporate and financial advisory services throughout Asia.

Khun Prakit served as a Director and Senior Executive Vic President of Siam Commercial Bank retiring in 1999 having joined the bank in 1976. Prior to that he was a Budget Analyst at the Bureau of the Budget (1966-1971) and a Vice President, Corporate Finance Department of Bangkok First Investment & Trust (a joint venture between Citibank and the Bangkok Bank).

Khun Prakit is currently the Chairman of the Nai Lert Park Hotel Limited, Asian Marine Services Public Company Limited, Diamond Roofing Tiles Public Company Limited, Thai Sugar Millers Public Company Limited and Angthong Sugar Terminal Public Company Limited. He is a Director and Chairman of the Audit Committee of Hardthip Public Company Limited, Luckytex (Thailand) Public Company Limited, Bata Shoe of Thailand Public Company Limited, Amarin Plaza Public Company Limited, Supalai Public Company Limited, K.R. Precision Public Company Limited, and Thongkha Harbor Public Company Limited. He is an Executive Director of Thai Carbon Black Public Company Limited and The Minor Group Public Company Limited. He is a Director of Siam United Service Public Company Limited, The Board of Trade of Thailand, Bangkok Mass Transit System and Bangkok Weaving Mill Company Limited.

Other Activities include Chairman of the Sugar Cluster, Federation of Thai Industries, Honorary Treasurer of the American Universities Alumni Association, Chairman of the Audit Committee of the Thai Chamber of Commerce, Chairman of the Support and Development Committee and Member of the Board of Trustees of Payap University and Member of the Support and Development Committee of Prince Songkla Nakarin University.

Khun Prakit was educated at Bangkok Christian College and Amnuaysilpa School where he received a Bachelor of Degree in Science and at Wayne State University in Detroit, Michigan where he received a Master of Business Education degree. Further education included Advance Credit Training at the Citibank Training Center in Manila, Senior Executive Program at Stanford-National University of Singapore in Singapore, National Defense College in Thailand, and Program for Senior Executives at the Sloan School of Management of Massachusetts Institute of Technology.

Khun Prakit has been awarded the Knight Commander (Second Class) of the Most Noble Order of the Crown of Thailand.

Bio-Data: James A. Menges

Mr. Menges is an Executive Director Chairman of J.P. Rooney & Associates Ltd., a business advisory firm offering corporate and financial advisory services throughout Asia and brings more than 25 years of international manufacturing experience to the firm. He has concentrated on high technology, electronics industries, with an emphasis on manufacturing start-ups, turnaround activity, technology transfers and the development of component suppliers.