BIR Ruling [DA-316-05]

July 13, 2005 BIR RULING [DA-316-05] Baniqued & Baniqued Suite 803, 8/F Jollibee Centre San Miguel Avenue Pasig City Attention: Attys . Carlos G . Baniqued Terence Conrad H. Bello Madeline L . Zialcita-Villapando Gentlemen : This refers to your letter dated May 31, 2005 requesting confirmation that the change in factual circumstances in the composition of properties proposed to be assigned by JDI Multi-Employer Employees' Retirement Fund (JDI-MEERP) to Jardine Distribution Retirement Fund and JDII Retirement Fund as discussed in BIR Ruling No. DA 113-05 dated April 5, 2005, will not materially affect the tax consequences thereof. In the aforesaid letter, it is stated that the original plan was for JDI-MEERP to assign the Analog Site to the Jardine Distribution Retirement Fund; that however, after the above-mentioned ruling was issued, JDI revisited the valuation of properties to be transferred to the Jardine Distribution Retirement Fund; that it was then determined that the present fair market value of the Analog Site is actually higher than the value initially assigned by JDI to said property; that if the Analog Site is assigned to the Jardine Distribution Retirement Fund as originally planned, said retirement fund would most likely be over-funded; that the present plan, the Analog Site will instead be transferred to JDII Retirement Fund; that in lieu of the Analog Site, cash in the amount equivalent to the accrued benefits of the Distribution Business Employees will be transferred to the Jardine Distribution Retirement Fund; and that after the Head Office Holdings Employees and their actuarial accrued benefits are transferred to the new JDII Retirement Plan, the Plan Trustee will sell both the Paraaque Lot and the Analog Site. In reply thereto, please be informed that your opinion is hereby confirmed, inasmuch as the underlying principle remains the same, the modification in the composition of the properties transferred to Jardine Distribution and JDII Retirement Plan by JDI-MEERP will not negate the applicability and tax consequences of the transaction described in the above-cited ruling. This ruling is being issued on the basis of the foregoing facts as represented. However, if upon investigation, it will be disclosed that the facts are different, then this ruling shall be considered null and void. AaSCTD Very truly yours, (SGD.) JAMES H. ROLDAN Assistant Commissioner Legal Service