PSE Circular for Brokers No. 1114-99

May 18, 1999 PSE CIRCULAR FOR BROKERS NO. 1114-99 May 17, 1999 PHILIPPINE STOCK EXCHANGE, INC . Philippine Stock Exchange Centre Exchange Road, Ortigas Center Pasig City Attention: Ms . Grace De Guia Listings & Disclosure Department Gentlemen : Seafront Resources Corporation ("Company") held its regular Board of Director's Meeting on 14 May 1999 at about 1:00 PM. The following items were approved and adopted: I. SALE/ASSIGNMENT OF OIL ASSETS; and II. MANAGEMENT CONTRACT WITH PETROENERGY RESOURCES CORPORATION Thereafter, the Company's regular Stockholders' Meeting was held and the following actions were duly discussed and approved: I. SALE/ASSIGNMENT OF OIL ASSETS Upon motion duly made and seconded, the following resolutions were approved and adopted: " Resolved , as it is hereby resolved that the five (5) oil assets of the Company, namely: Octon-Barselisa, West Palawan-Reed Bank, Sulu Sea, Ragay Gulf and Reed Bank be assigned/sold to PetroEnergy Resources Corporation; " Resolved, Further , That the Company's West Linapacan participating interest be assigned/sold to Alcorn Petroleum Phils., Inc.; " Resolved, Finally , That the MS. MILAGROS V. REYES, be authorized to negotiate for the assignment/sale and execute, sign and deliver any and all documents, and in general, do any and all acts necessary to give effect to the foregoing resolutions." LibLex II. MANAGEMENT CONTRACT WITH PETROENERGY RESOURCES CORPORATION Upon motion duly made and seconded, the following resolutions were approved and adopted: " Resolved , that the Company enter into a Management Contract with PetroEnergy Resources Corporation where the latter will provide corporate services including but not limited to the following: a) general and administrative b) accounting c) legal services and d) other services as may be required in the day to day operations of the Company or in the proper administration of its current and ongoing contracts and agreements; Resolved, Further , That PetroEnergy Resources Corporation, as Management Group of the Company shall act in accordance with the direct supervision and control of the Board of Directors of Seafront Resources Corporation; Resolved, Finally , That MS. MILAGROS V. REYES be authorized to sign any and all documents to give effect to the foregoing resolutions." cdll III. ELECTION OF MEMBERS OF THE BOARD OF DIRECTORS OF THE COMPANY FOR THE YEAR 1999 TO 2000 The following were elected members of the Board of the Company for the year 1999 to 2000: 1) Nicasio I. Alcantara 2) Leonardo B. Alejandrino 3) Fernando S. Busuego 4) Rizalino S. Navarro 5) Milagros V. Reyes 6) Florentino E. Santos, Jr. 7) Susanne Y. Santos 8) Albert S. Yuchengco 9) Alfonso S. Yuchengco III IV. APPOINTMENT OF EXTERNAL AUDITORS SGV & Co. was appointed as auditor of the Company for the year ending December 1999. Items 1 & 2 of the actions of the stockholders are subject to the acceptance of the parties involved in the transactions. The Organizational Meeting of the Company was convened right after the Stockholders' Meeting and the following were elected to positions set forth opposite their names: Leonardo B. Alejandrino Chairman of the Board Milagros V. Reyes President Porfirio S. De Guzman, Jr. Treasurer Atty. Florentino M. Herrera III Corporate Secretary Thank you. Very truly yours, (SGD.) MILAGROS V. REYES President