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Thaksin Sells Shin Corp Stake For Bt80 Billion


george

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How is this deal any shadier than anyone else here with holding corporations in tax havens? Just on this board alone, there are at least a dozen individuals that I know of with offshore shell companies. True, none are on the scale of the PM, but no one is paying taxes either.

:o

True. But only the filthy rich should pay higher taxes, only because they don't, that the "rich" middle class and entrepreneurs have to overpay for them.

Someone avoiding income taxes causes other folks to pay more taxes?

:D

How is this deal any shadier than anyone else here with holding corporations in tax havens? Just on this board alone, there are at least a dozen individuals that I know of with offshore shell companies. True, none are on the scale of the PM, but no one is paying taxes either.

:D

And also, more importantly, they are not PM of a country and have no direct influence on the legal background of the deal.

And as often is with the anti-whatever crowd, the issue is with the person, not the concept.

:D

I have no issue with the concept of tax avoidance as such. I have an issue where individuals start using/abusing their position to create a legal frame work clearly designed to favour their personal benefit in a very specific situation, which seems to be the case here.

The legal frame work being the holding corporation? There's nothing wrong with creating a corporation designed specifically for one transaction. Businessmen, actors/actresses, athletes, etc. often do the same.

:D

The legal framework being changing laws, ie reducing foreign ownership from 49 percent to 25 percent a few years ago when DTAC wanted to bring in foreign investors and then raising it to 49 percent literally 2 days before Temasek bought Shin. Changing the amount of royalties paid by ITV, the concession paid by AIS, aviation regulations for Air Asia.

~

All for the greater good.

:D

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i don't see anything wrong with anybody avoiding taxes legitimately.

since the family that sold DTAC last year got away with this same

scheme, that really can't be made an issue now. clearly, the

opposition party was asleep at the wheel last year when that

occurred.

that being said, the intent of the capital gains exemption was clearly

for trading and new investment - not the type of block transactions

that were done.

but there do seem to be some issues with the way in which the deal

was done - including timing of the share transaction between mr.

and mrs. taksin and ample holdings. this could be the legal linchpin

which may undermine him. the minority shareholders of SHIN

subsidiary companies also might have an issue worth pursuing.

personally, i hope thaksin is screwed over this. just doubt it.

dan

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Democrats, Korn Whatshisname in particularly, don't question the issue of tax exemption. They are looking for any mistakes Taksin made - Ample Rich, over the counter sales contract (whatever that means) - company was sold on Friday, before the stock exchange transaction on Monday. nd so on. There might be something they can use. Ample Rich is an interesting case - they might try to get it for insider trading, or Taksin for not declaring Ample Rich's shares in Shin. I don't know how they can do it without NCCC though.

There was a quote from Taksin in one the Nation's articles: "Setting companies in Virgin Islands is unpatriotic because these businessmen don't want to pay taxes". It was about the US, and the wording is not exact.

About quotations - where did that one from Patonthae about "I don't know anything, if the big guys want to sell, I'll sell" against Taksin's "It was my children's decision all along". It was on Nation's front page one day and then disappeared completely - not in the editorials, not in the opinions, not in the letters. I mean if anyone wanted to catch Taksin on lying that was the perfect one. Where did it go?

Unforunately the media, even the "trusted" ones, know a lot more than they choose to share with us and we are only spoonfed like little children.

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ANALYSIS: Thaksin too clever by half?

Published on January 29, 2006

The premier’s denial of Ample Rich Investments in his asset-concealment case in 2001 seems to have the potential of coming back to bite him where it really hurts.

Ample Rich Investments Ltd could very well turn out to be a case of self-entrapment for Prime Minister Thaksin Shinawatra, who looks like he is going to have a very difficult time explaining just who really owns this nominee company incorporated in the tax haven British Virgin Islands.

Let’s look first at how the Bt73.2 billion Shin Corp takeover deal was structured. Thaksin wanted to sell his and the Damapong family’s entire stake in Shin to Temasek of Singapore in order to realise the full profits. We may assume that in the memorandum of understanding signed with Temasek, Thaksin indicated his group was the beneficial owner of a total of 49.6 per cent, or about 1.4 billion shares, in Shin.

The Shinawatra-Dama-pong alliance would sell their entire stake to Temasek for Bt49.25 a share, realising a profit of Bt73.2 billion. Temasek dug deep into its pocket and came up with US$1.8 billion. On January 23, it would pay this amount to the Shinawatra-Damapong group in exchange for the 49.6 per cent stake in Shin.

The group’s responsibility was to gather all of the 1.4 billion shares of Shin Corp for delivery on the day of the transaction on the Thai stock exchange. But before January 20, the group had only 38-39 per cent of Shin Corp’s stocks under its name. The remaining 10.7 per cent, or 329,200,000 shares, were held by Ample Rich, which has its headquarters in Singapore.

By having counted in the Shin shares held by Ample Rich, it means that somebody in the Shinawatra or Damapong families must own this nominee company. Thaksin can hardly distance himself from Ample Rich, a monster of his own creation. On June 11, 1999, he set up Ample Rich and transferred 329,200,000 shares of Shin Corp to this company in a big-lot transaction through the Thai stock exchange. This resulted in a reduction of his holding from 23.75 per cent to 11.88 per cent. On that same day, Boonklee Plangsiri, Shin’s chief executive, clarified that the transaction would not have any significant bearing on the ownership or management structure of the conglomerate, since Thaksin was the 100 per cent owner of Ample Rich.

Shortly after taking over as prime minister in 2001,Thaksin did not properly declare his assets as required by the Constitution. He defended his asset concealment case in front of the Constitution Court because his household servants had been found to have held the shares on the Shinawatras’ behalf. Thaksin said he had transferred his 100 per cent share ownership in Ample Rich to another party. He did not identify the name of the person or entity who took delivery of Ample Rich on November 30, 2000. This happened slightly more than a month before the January 6, 2001 general election was held.

His declaration to the National Counter Corruption Commission did not put Ample Rich on the list of his assets. The Securities and Exchange Commission, which probed the Ample Rich affair, gave Thaksin the benefit of the doubt for his failure to report his share transfer of Ample Rich to another party. The Constitution Court ruled in favour of Thaksin, finding him not guilty of alleged asset concealment. Thaksin then admitted to have committed an “honest mistake”.

Still, all these years, it appears that Ample Rich has been under the control of the Shinawatra-Damapong families, otherwise its 10.7 per cent stake in Shin Corp would not have been counted by the group in the first place. Many people are still wondering why Ample Rich resurfaced this time to catch all the attention, given the fact that the Shin takeover deal would be subject to scrutiny by the Thai public. Why didn’t Ample Rich sell off its stake to Temasek in an offshore deal to benefit from tax exemptions and avoid the glaring eyes of the Thai public?

Probably, the Shinawatra-Damapong group wanted to have cash in baht all at once inside the country for further investment. Anyway, it would be almost impossible for the Shinawatra-Damapong group to distance itself from Ample Rich because it had made clear its intention to Temasek to sell off the Shin stake of 49.6 per cent in the first place, which would make it necessary to also count Ample Rich as part of the group. Now we can clearly see how the deal is so complicated because it involves the ownership of Ample Rich, which the Shinawatra-Damapong group would like to disown and which was designed to pay no tax or as little tax as possible.

If on January 23, 2005, Ample Rich were to sell its 10.7 per cent stake to Temasek in the same big lot transaction along with the stake of the Shinawatra-Damapong group, people would question why Ample had known about the takeover deal if it were not actually part of the founding shareholders’ group. Besides, it would have to pay tax from the transaction because as a corporate it would be subject to capital gains tax. (It is not clear whether as a company incorporated in the British Virgin Islands it would have to pay tax at all in this case).

To avoid this scenario, the take-over deal was structured so that Ample Rich would sell 164,600,000 shares of Shin Corp each to the two children of Thaksin – Pinthongta and Panthongthae – for Bt1 a share. It is clear that the Shin stake held by Ample Rich had not changed hands throughout the years. The transaction took place on January 20, three days before the takeover deal was to be publicly announced.

It would be crazy for Ample Rich to sell the Shin stocks for Bt1 apiece when the stocks were trading at Bt47-Bt49 on the stock exchange if the Shinawatra-Damapong group did not have control over it. By selling for Bt1 apiece, Ample Rich would certainly make a loss, making it unnecessary to pay capital gains tax. But Pinthongta and Panthongtae were inadvertently driven into a trap of the Shinawatra-Damapong’s own making.

By buying the Shin stocks for Bt1 on Friday only to sell it for Bt49.25 on Monday to make a profit of Bt15.88 billion, the two could be suspected of violating the securities law involving insider information. For they must have known that the deal would take place on Monday, so they hurriedly bought the stocks at a low price on Friday to sell them at a much higher price.

To complicate the matter further, Karnjanapha Honghern, a secretary of Khunying Pojamarn Shinawatra, wife of the prime minister, informed the SEC that Ample Rich had sold the Shin stocks through the stock exchange to Pinthongta and Panthongtae at Bt1 a share. By doing so, she was acting on behalf of Ample Rich. She also informed the SEC that Pinthongta and Panthongtae were the buyers of the Shin stocks. By doing so, Karnjanapha was also acting on behalf of Pinthongta and Panthongtae. How come Karnjanapha was acting on behalf of both the seller and buyers?

There was no evidence that there was any big lot transaction between Ample Rich and Pinthongta and Panthongtae on the stock exchange. This could only mean that the transactions took place in the over-the-counter market. Later on Kittiratt Na Ranong, the president of the stock exchange, came out to verify this, saying that it was a mistake on the part of Karnjanapha when she filled in the form.

Going forward, Thaksin will have a difficult time explaining the ownership of Ample Rich. Since he had disowned it before, how come Ample Rich was clearly part of the sellers of Shin shares this time. Many people are anxiously waiting to see whether we are going to witness episode two of the asset concealment case looming on the political horizon.

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ANALYSIS: Thaksin too clever by half?

Published on January 29, 2006

The premier’s denial of Ample Rich Investments in his asset-concealment case in 2001 seems to have the potential of coming back to bite him where it really hurts…

It’s quite a common bad habit on thaivisa.com not to give the source of quoted articles (George and some other moderators excepted). Therefore, I now make it known that the article “ANALYSIS: Thaksin too clever by half?” was published in The Nation on 29 January 2006

----------------------

Maestro

Edited by maestro
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It's hardly the scandal that some folks want it / wish it to be.

:D

Right. It's a Thai issue and maybe news in Singapore/HK about it, but the rest of the world has daily news about Billion$ mergers, take-overs and sales of (private also) companies.

Type at Google: "billion dollar takeover" ........1.010.000 results :o

LaoPo

Edited by LaoPo
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Sofar I've not picked up any noises in the foreign financial press about the case. Any one picked up some comments?

Among several articles are:

Dow Jones News Service:

http://au.biz.yahoo.com/060125/18/hqp9.html

Financial Times:

http://asia.news.yahoo.com/060124/5/2emk3.html

Probably the foreign investment community consider it too much as status quo to devote page 1 status to it on a daily basis, but they are reporting on it. Far more important, however, is the local perceptions of the sham... and that's certainly burgeoning.

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DEMOCRAT PARTY LEADER ABHISIT TO HAND SEC A COMPLAINT LETTER ASKING FOR THE SELL-OFF OF SHIN CORP'S SHARES

Democrat Party leader ABHISIT VEJJAJIVA (อภิสิทธิ์ เวชชาชีวะ) is preparing to hand a complaint letter to the Securities and Exchange Commission (SEC) within this week. The letter will ask for more details regarding the Ample Rich Investment’s shareholders. He also asserted that the Shin Cooperation Plc.’s shares distribution case may not be transparent.

He demanded the SEC to consider the process of the sell-off of Shin Corp’s shares because some its processes have been found ambiguous, according to the Democrat Party’s observation. He has requested Prime Minister Thaksin Shinawatra to reveal the overall detail of this matter.

Source: Thai National News Bureau Public Relations Department - 30 January 2006

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PM will clarify share deal when it's time

BANGKOK, Jan 30 (TNA) – Prime Minister Thaksin Shinawatra on Monday affirmed that a sell-off of Shin Corporation Public Company Limited’s shares by the Shinawatra and Dhamapong families was done in accordance with all legal proceedings, saying he would clarify an overall picture of the deal in due course.

“I will explain all when it is time. I won’t hide anything,” said the premier of mounting doubts that the selling of 329 million shares of Shin Corp by Ample Rich Investment Co. located in British Virgin Island to his son Panthongtae and his daughter Pinthongta at one baht per share was aimed at evading taxation.

“I want everyone to be calm now. There is no problem about the issue. Doubts will mount if questions about the issue are raised intermittently. So, I will explain the overall picture and affirm there is nothing wrong,” he added.

Asked when he would explain, Mr. Thaksin said: “Be easy. I will definitely clarify it. I don’t want to explain intermittently because it will cause confusion.’’

Asked whether Ample Rich is owned by him, he repeated: “Just calm down. There is no problem. I will clarify the overall picture of the sell-off of Shin Corp’s shares by the Shinawatra and Dhamapong families when it is time.”

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PM's kids ordered to clarify Shin deal

- Bangkok Post

31 Jan 06

Securities regulators yesterday ordered Panthongthae and Pinthongtha Shinawatra to clarify their share deals made with Ample Rich Investments, a suspected Shinawatra family offshore firm at the centre of a public storm over last week's sale of Shin Corp to Singapore's Temasek Holdings. The Securities and Exchange Commission (SEC) said Mr Panthongthae and Ms Pinthongtha reported on Jan 23 that they had purchased 164.6 million Shin Corp shares each from Ample Rich on Jan 20.

But regulators said they found no record the transactions had been made through the Stock Exchange of Thailand (SET).

Mr Panthongthae and Ms Pinthongtha yesterday told the SEC that the Shin shares had been purchased from Ample Rich outside of the market.

The additional disclosures also showed that both Mr Panthongthae and Ms Pinthongtha had held Shin shares through Ample Rich before the Jan 20 sale.

The SEC afterwards directed the two Shinawatra siblings to clarify within seven days their relationship with Ample Rich, the date of the transactions and previous share trades.

In 1999, Ample Rich, a holding company established in the British Virgin Islands and headquartered in Singapore, purchased 11.87% of Shin Corp for 10 baht a share from Mr Thaksin. The transaction later attracted scrutiny from the National Counter Corruption Commission as part of asset transfers made by Mr Thaksin in the run-up to the 2000 general election.

Ample Rich is suspected of being set up as an offshore holding company to minimise tax liabilities for the Shinawatra family, the founders of Shin Corp, mobile operator Advanced Info Service (AIS) and satellite operator Shin Satellite.

On Jan 23, Shin Corp announced that the Shinawatra and Damapong families had sold their combined 49.595% stake in Shin to Temasek Holdings for 73.3 billion baht in a series of SET transactions. Ms Pinthongtha sold 604.6 million shares, or 20.15% of Shin, while Mr Panthongthae sold 458.55 million shares, or 15.29%.

SEC senior assistant secretary-general Chalee Chantanayingyong said Ms Pinthongtha and Mr Panthongthae would have to clarify how and when they purchased the Shin shares from Ample Rich.

He said authorities also wanted to see whether the transactions broke tender offer and disclosure rules regarding shareholding changes in listed companies.

Under the SEC Act, shareholding changes of more than 5% must be reported to authorities, with a tender offer required once shareholdings reach more than 25%.

According to the SEC, Mr Panthongthae had held 9.8% of Shin before purchasing another 5.49% from Ample Rich to raise his stake to 15.29% at the time of the Temasek deal. Ms Pinthongtha's Shin holdings also increased by 5.49% to 20.15%, with both share purchases from Ample Rich made at one baht per share.

Failure to abide by reporting regulations is punishable by prison sentences up to two years and fines up to 500,000 baht.

================================================

Panthongthae would be hugely "appreciated" in prison by his peers...

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PM will clarify share deal when it's time

BANGKOK, Jan 30 (TNA) – he would clarify an overall picture of the deal in due course.

“I will explain all when it is time. I won’t hide anything

“I want everyone to be calm now. There is no problem about the issue. Doubts will mount if questions about the issue are raised intermittently. So, I will explain the overall picture and affirm there is nothing wrong,” “Be easy. I will definitely clarify it. I don’t want to explain intermittently because it will cause confusion.’’ “Just calm down. There is no problem. I will clarify the overall picture of the sell-off of Shin Corp’s shares by the Shinawatra and Dhamapong families when it is time.”

Thaksin the oral contortionist.

gallery_6606_126_112632.jpg

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PM's kids ordered to clarify Shin deal

- Bangkok Post

31 Jan 06

Under the SEC Act, shareholding changes of more than 5% must be reported to authorities, with a tender offer required once shareholdings reach more than 25%.

According to the SEC, Mr Panthongthae had held 9.8% of Shin before purchasing another 5.49% from Ample Rich to raise his stake to 15.29% at the time of the Temasek deal. Ms Pinthongtha's Shin holdings also increased by 5.49% to 20.15%, with both share purchases from Ample Rich made at one baht per share.

Failure to abide by reporting regulations is punishable by prison sentences up to two years and fines up to 500,000 baht.

================================================

Panthongthae would be hugely "appreciated" in prison by his peers...

Well, maybe the worst case scenario would be a fine of 500K Bt/per person and a 'mild warning' about the prison sentence, since they are young kids, not knowing about the SEC Act rules... :o:D

LaoPo

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The best thing that can come out of this is that it should teach the local public that holding companies (preferably under PROFESSIONAL wealth management) for tax avoidance is for everyone and NOT a crime if done properly. The whole supposed shock and awe of this situation merely stems from a lot of people being unfamiliar with a very common financial concept.

:o

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How is this deal any shadier than anyone else here with holding corporations in tax havens? Just on this board alone, there are at least a dozen individuals that I know of with offshore shell companies. True, none are on the scale of the PM, but no one is paying taxes either.

:o

Fair Comment.

Except that most or all of us made our money outside Thailand, in the first place, and were not in a position to award ourselves tax-free operation in the country where we were then resident & paying tax.

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There's a lot of emotions coming from people who don't/didn't know the rules, but Taksin's real opponents are trying to get him for little mistakes here and there. Common folks will supply nimbers for Sondhi's show and Democrats and academics will supply beef. I doubt that anything will come out of it in the end.

Taksin is bying time for Finance Ministry, SET and SEC to find excuses for Ample Rich slip up. I read that one of the honchos said it quite clearly: "We are going to clear the matter..." instead of "we are going to investigate".

The whole country works for Taksin. That's the way Thais like it.

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PRIME MINISTER ASKED PARTIES TO WAIT FOR EXPLAINATION ON SHIN CORP SHARES ISSUE WHILE DEMOCRATS WILL ASK SEC TO INSPECT THE MATTER THIS WEEK

The Democrat Party is preparing to file the issue of the sale of Shin Corp shares with the Securities and Exchange Commission, while Prime Minister Thaksin Shinawatra is asking for all parties to be patient in waiting for the explaination on the whole matter.

Prime Minister Thaksin has declined to comment on Ample Rich Investment Limited's sale of 329 million Shin Corporation shares to his children. However he insisted that all procedures were correctly carried out under regulations and he asked that all parties wait for the explaination that is soon to come.

In the meantime Democrat Party Leader Abhisit Vejjajiva (อภิสิทธิ์ เวชชาชีวะ) said that this week the party will ask the Securities and Exchange Commission (SEC) to inspect the matter regarding tax, share ownership status, and Ample Rich's involvement.

Finance Minister Thanong Phitthaya (ทนง พิทยะ) said the SEC would have to answer the questions on people's minds that were within its responsibility. He remarked that the share transfer from Ample Rich was made outside the stock exchange and would have to be taxed. However Mr. Thanong said the matter was not yet conclusive and the SEC may have to take some time as it is now gathering documents. He said that up until now reports from the Revenue Department have not indicated any legal wrongdoing.

Source: Thai National News Bureau Public Relations Department - 31 January 2006

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You know if they a really did want to investigate how this transaction took place they would have issued subpoenas to the new owners and threatended them with removal of their "guaranteed" 3g licenses if they do not comply. The fact that they haven't shows that this investigation is a complete charade.

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How is this deal any shadier than anyone else here with holding corporations in tax havens? Just on this board alone, there are at least a dozen individuals that I know of with offshore shell companies. True, none are on the scale of the PM, but no one is paying taxes either.

:o

True. But only the filthy rich should pay higher taxes, only because they don't, that the "rich" middle class and entrepreneurs have to overpay for them.

Someone avoiding income taxes causes other folks to pay more taxes?

:D

How is this deal any shadier than anyone else here with holding corporations in tax havens? Just on this board alone, there are at least a dozen individuals that I know of with offshore shell companies. True, none are on the scale of the PM, but no one is paying taxes either.

:D

And also, more importantly, they are not PM of a country and have no direct influence on the legal background of the deal.

And as often is with the anti-whatever crowd, the issue is with the person, not the concept.

:D

I have no issue with the concept of tax avoidance as such. I have an issue where individuals start using/abusing their position to create a legal frame work clearly designed to favour their personal benefit in a very specific situation, which seems to be the case here.

The legal frame work being the holding corporation? There's nothing wrong with creating a corporation designed specifically for one transaction. Businessmen, actors/actresses, athletes, etc. often do the same.

:D

The legal framework being changing laws, ie reducing foreign ownership from 49 percent to 25 percent a few years ago when DTAC wanted to bring in foreign investors and then raising it to 49 percent literally 2 days before Temasek bought Shin. Changing the amount of royalties paid by ITV, the concession paid by AIS, aviation regulations for Air Asia.

~

All for the greater good.

:D

True, but ONLY IF you assume that:

What's good for Thaksin = The Greater Good

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Sonhdi must be a real genius if he forecasted all this to happen before his Feb 4 deadline.

The deal couldn't have come at a worst time for Thaksin.

Thais I have spoken too, not really involved in politics, are talking about going to the rally now :o

As for asking more time for an explanation, it all seems like damage control and waiting for a better story to be written up.

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How is this deal any shadier than anyone else here with holding corporations in tax havens? Just on this board alone, there are at least a dozen individuals that I know of with offshore shell companies. True, none are on the scale of the PM, but no one is paying taxes either.

:o

Fair Comment.

Except that most or all of us made our money outside Thailand, in the first place, and were not in a position to award ourselves tax-free operation in the country where we were then resident & paying tax.

I'm referring to those who continue to transact business and manage their assets "offshore" when the only thing about the whole operation that is truly offshore is just a few pieces of paper filed in Vanuatu, Antigua, BVI, or wherever. The point is that wherever we "make" our funds, there are more than plenty of us who are super quick get those funds the heck out of the tax zone. 'Tax me once, but don't think you're gonna tax me year after year' kind of thinking. Sure, it sounds shady, but it's perfectly legal (or at least perfectly commonplace).

Thaksin isn't making his business tax free, from what I understand, he's simply used his holding company to clear max capital gains on this particular deal. The majority shareholders being his children isn't out of the ordinary either, that's extremely common in Thai and Asian busineses.

:D

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Here is a nice picture of two kindly gentlemen discussing the plight of the peasants in Thailand at a 5 Star hotel in Bangkok recently.

Thaksin : "How's the fight against poverty going Chavvy"?

Chavalit: "Well, Thaksin, now that you've got all that cash floating around, why don't we start by eradicating poverty in Isaan then we can put together another roadshow and fight the terrorists down south"

Thaksin: Shit,no Chavvy, I need all the money I can get, Sondhi's starting to bark much louder and with this Ample Rich thing I've just handed him a big bone on a platter. Plus the kiddies could be in trouble too as they've been economical with the truth too"

Chavalit: Well, you've got lots of people in high places mate but are they your friends???

Thaksin: I have sooo much money now that "I can buy anyone, anytime,everywhere!

Nice shirt Chavvy"

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