BIR Ruling

June 9, 1976 National Investment and Development Corporation 259-263 Buendia Avenue Makati, Rizal Attention: Atty . Rolando P . de la Cuesta Legal Counsel Gentlemen : With reference to your letter, dated April 16, 1976, please be informed that before we can rule on the tax consequence of the proposed reorganization of the Coco-Chemical Philippines, Inc. (CCPI), this Office should first be furnished information on the following: 1. Present objectives of CCPI. In what line of business is CCPI engaged in? 2. Details on CCPI's authorized capital stock. Into how many shares is it divided and the par value of each share as of the date of the reorganization? 3. Details on the new corporation's authorized capital stock. Into how many shares is it divided and the par value per share as of the date of the reorganization? 4. Effective merger date. Is October 31, 1975 the date of the merger? 5. Value of assets, business and liabilities of CCPI upon effective merger date. Amount and value of the new corporation shares which will be used in exchange for CCPI properties and liabilities. 6. What will happen to CCPI stockholders? Will they be stockholders of the new corporation? Under the proposed reorganization plan, who will issue stocks to CCPI stockholders? Is it the new corporation or CCPI before its dissolution? 7. Will the authorized capital stock of the surviving corporation be increased? 8. How many shares will be issued or distributed to CCPI stockholders? Will all the CCPI stockholders be issued new corporation shares? 9. After the issuance of new corporation shares to CCPI stockholders, will CCPI stockholders surrender their CCPI shares for cancellation? 10. All other facts and details pertinent to the proposed reorganization plan. acd Very truly yours, EFREN I. PLANA Acting Commissioner of Internal Revenue TAN-1456-040-3 "TAXPAYERS SHOULD INDICATE THEIR TAN IN ALL COMMUNICATIONS TO THE B.I.R."