PSE Circular for Brokers No. 1988-99

August 10, 1999 PSE CIRCULAR FOR BROKERS NO. 1988-99 August 9, 1999 THE PHILIPPINE STOCK EXCHANGE PSE Center, Ortigas Center Pasig City Attention: Ms . Luisa W . Buenaventura Supervisor, Disclosure Department Gentlemen : Please find attached herewith is a copy of the Minutes of the Director's meeting of BW Resource Corporation held on 09 August 1999. dctai Very truly yours, BW RESOURCE CORPORATION By: (SGD.) JOSE SALVADOR M. RIVERA, JR. Corporate Secretary MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS OF BW RESOURCE CORPORATION HELD ON 09 AUGUST 1999 HELD AT 26TH FLOOR CHATHAM HOUSE, NO . 116 VALERO COR. HERRERA STS . SALCEDO VILLAGE, MAKATI CITY AT 2 : 00 PM . DIRECTORS PRESENT : ALSO PRESENT : JOSE P. DE JESUS JOSE SALVADOR M. RIVERA, JR. EDUARDO G. LIM, JR. GERARDO GARCIA FRANCIS ABLAN SANTIAGO S. CUA, JR. OWEN S. CARSI CRUZ DIRECTOR ABSENT KAY SWEE TUAN I. Call To Order The meeting was called at 2:15 PM. The Chairman Jose P. De Jesus, presided over the meeting and the Corporate Secretary J. Salvador M. Rivera, Jr. recorded the meeting. II. Reading and Approval of the Previous Minutes of the Director's Meeting The next item on the agenda is the approval of the minutes of the previous meeting which was held on 02 June 1999. Upon motion duly made and seconded the reading of the minutes was waived and its contents deemed approved. III. Financial Matters (December 31, 1998 Balance Sheet and F/S ) The Accountant of BW Resource presented the Audited Financial Statement done by SGV for the year ended December 31, 1998 and 1997 and the related statements of income and deficit and cash flows for the year 1998 and 1997. IV. Report on Status of Increase in Authorized Capital Stock The President reported that on July 9, 1999, the Corporation filed an Increase in Authorized Capital Stock from Four Hundred Fifty Million (450,000,000) shares with par value of P1.00 to Two Billion (2,000,000,000) shares with a par value of P1.00 with the Securities and Exchange Commission and the Philippine Stock Exchange Commission. These applications are now pending before these agencies. IV. Approval of the Following Acquisition The President briefed the board and reported on the status of the negotiations for the acquisition of the Tivoli Royale and Rightland properties. Oranbo property is located in Ortigas, Pasig City. It has an area of 3.1 hectares and is owned by the Family of Jack Rodriguez. The Rightland property on the other hand is a property with 50 hectares located at Pampanga. It is adjacent to Clark Air Base and would be suitable for a housing project. It was decided by the Board that the President would report the final terms of the acquisition of these properties to the Board at the next Board meeting for the Board's approval. In the meantime, the Board reiterated its previous authority to the President to continue negotiating with the owners of these properties at the best possible terms for their acquisition. VIII. Advances of Officers The President made a report and explained the particulars of authorized advances made by Officers and Stockholders of the Corporation. He proposed that all these advances be converted to equity. cdt On motion duly made and seconded, the Board accepted the proposal of the President Mr. Eduardo G. Lim, Jr. to convert all the authorized advances of the Officers and Stockholders of the corporation to equity at par value. Thus, the following resolution was adopted and approved. RESOLVED , as it is hereby resolved that the Corporation approved that all the advances of Officers of the Corporation be converted into equity at par value." IX. Setting of Date of Annual Stockholders' Meeting The President proposed and the Board approved that the Annual Stockholders be held on the 25th day of October at 9:00 o'clock in the morning to be held at the Tovoliy Royale Ballroom. X. Other Matters Atty. Owen Carsi Cruz discussed the acquisition of Atlanta Towers, which is located along Annapolis St. in Greenhills, San Juan, Metro Manila. After this discussion, the Board authorized the President to continue with the negotiations of this property. Thus, the Board decided to pass a resolution stating that: " RESOLVED, as it is hereby resolved that the Board authorize the President to continue to negotiate for the acquisition of the Atlanta Towers property located along Annapolis Street in Greenhills, San Juan, Metro Manila. XI. Adjournment There being no other matter to discussed, meeting was adjourned at 5:00 o'clock in the afternoon. (SGD.) JOSE SALVADOR M. RIVERA, JR. Corporate Secretary Attested by: (SGD.) EDUARDO G. LIM, JR. President