PSE Circular for Brokers No. 1858-98

August 10, 1998 PSE CIRCULAR FOR BROKERS NO. 1858-98 August 7, 1998 SEC FORM 11-C CURRENT REPORT UNDER SECTION 11 OF THE REVISED SECURITIES ACT (RSA) AND RSA RULE 11(a)-1(b)(3) THEREUNDER 1. 07 August 1998 (June 23, 1998) Date of Report (Date of earliest event reported) 2. SEC Identification Number 42543 3. BIR Tax Identification No. 000-196-724 4. AGP INDUSTRIAL CORPORATION Exact name of registrant as specified in its charter 5. Philippines Province, country or other jurisdiction of incorporation 6. (SEC Use Only) Industry Classification Code 7. 3rd Floor, SGV I Building, 6760 Ayala Avenue, Makati City 1200 Address of principal office Postal Code 8. (632) 816 4683; 817-2360; 818-9846 Registrant's telephone number, including area code 9. 4th Floor, SGV I Building, 6760 Ayala Avenue, Makati City Former name or former address, if changed since last report 10. Securities registered pursuant to Sections 4 and 8 of the RSA Title of Each Class Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding Common Shares 17,170,348 shares subscribed and fully paid 11. Indicate the item numbers reported herein: Item 9 Other Events Item 9 . Other Events (a) [1] The registrant reports that five (5) events have occurred which could reasonably be expected to materially affect the decision of investors to buy, to sell or to hold securities of registrant. These are the following: (A) The registrant has changed the address of its principal office on Saturday, 01 August 1998, having on that date moved From : 4th Floor, SGV I Building 6760 Ayala Avenue, Makati City To : 3rd Floor, SGV I Building 6760 Ayala Avenue, Makati City (B) The registrant had belatedly received notice on 23 June 1998 after holding its Annual Stockholders' Meeting that the Commission had approved the Following amendments to its Articles of Incorporation, viz: dctai (1) Increase of the registrant's authorized capital stock from P120,000,000 (divided into 15,000,000 Class A and 5,000,000 Class B shares with a par value of P6.00 per share) to P132,000,000 (divided into 16,500,000 Class A and 5,500,000 Class B shares with a par value of P6.00 per share); and (2) Increase in the number of directors of the registrant from seven (7) to nine (9); (C) Simultaneously, the registrant also received notice that the Commission had also approved the issuance of 1,151,001 fully paid common shares (Class "A") to Trans-Philippines Investment Corporation (TPIC), the registrant's majority stockholder, via the conversion of TPIC's advances receivable from the registrant amounting to P44,889,039, equity in registrant; (D) The actual and original SEC notices relating to the foregoing were all received by the former Corporate Secretary of the registrant, Atty. Roberto Laurel, who then forwarded to the registrant xerox copies of the same; and (E) That because the registrant's Annual Stockholders' Meeting, at which new directors were elected, had already been held and concluded when the notices were received, only seven (7) new directors instead of nine (9) as called for by the newly amended charter had been elected by the stockholders and are holding office as such. SIGNATURES Pursuant to the requirements of the Revised Securities Act, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. AGP INDUSTRIAL CORPORATION Registrant (SGD.) HIRAM C. MENDOZA Corporate Secretary