Benguet Corporation

August 31, 1999 PSE CIRCULAR FOR BROKERS NO. 2167-99 SUBJECT : Benguet Corporation Benguet Corporation ("BC") informed the Exchange the following results of the Annual Stockholders' Meeting of the company held on August 26, 1999: 1. No elections of directors were held because the 1993 Supreme Court Temporary Restraining Order (TRO) enjoining the holding of elections of directors had not been lifted. Thus, the company's present set of directors will remain in office on hold-over capacity until their successors shall have been duly elected and qualified. The composition of the Board of Directors is as follows: A. Representing the Class A Convertible Preferred and Common Class A Shares of Stock: Dennis R. Belmonte Ferdinand Martin G. Romualdez Emerito M. Salva Antonio N. Tanchuling Luis Juan L. Virata Carlos J. Valdes B. Representing the Common Class B Shares on Stock: Benjamin Philip G. Romualdez Venicio T. Escolin Andres G. Gatmaitan Bernardo M. Villegas If within ninety (90) days after BC's Annual Stockholders' Meeting, an order is issued lifting the TRO (enjoining election of BOD), an election may be held without the need of new proxy solicitation as indicated in the Notice/Proxy Statement. 2. The stockholders approved/ratified the following amendments to the company's: a. Articles of Incorporation: Third Article changing the principal office of the corporation from Municipality of Mandaluyong to " Metro Manila "; and b. By-Laws: Article II, Sections 1 & 2 changing the venue of the regular and special meetings of the stockholders from Mandaluyong to " Metro Manila ". 3. As part of the President's Report to the stockholders, it was reported that while the company is awaiting positive turnaround of the mining business, it is pursuing non-mining related projects such as real estate development, eco-tourism, engineering and technical services, and bulk water supply and distribution. The business strategy is consistent with its stated vision to become a major natural resource development company. 4. All other items in the Agenda of the Stockholders' Meeting (copy attached) were duly approved by the stockholders. For your information. (SGD.) ATTY. RUBEN L. ALMADRO Officer-in-Charge BENGUET CORPORATION 1999 ANNUAL MEETING OF STOCKHOLDERS 26 August 1999, 3:00 P.M. Makati Shangri-La Hotel Manila Room Ayala Avenue corner Makati Ave. Makati City AGENDA I. Proof of Notice of Meeting II. Determination of Quorum III. Approval of the Minutes of the Annual Stockholders' Meeting held on 26 May 1998 IV. President's Review of Operations Approval of President's Report and Annual Report for the year 1998 V. Ratification of all acts and resolutions of the Board of Directors and Corporate Officers for the term 1998-1999 VI. Nomination and election of ten (10) directors for the ensuing year (subject to the lifting of the Temporary Restraining Order issued by the Supreme Court on or before adjournment of August 26, 1999 meeting) A) Four (4) directors to represent the Common Class "B" Stock B) Six (6) directors to represent the Common Class "A" and Convertible Preferred Class "A" Stock VII. Other Business A) Conversion Premium for Convertible Preferred "A" shares B) Amendment of the Articles of Incorporation (Third Article) changing the principal office of the corporation from Municipality of Mandaluyong to "Metro Manila" and By-Laws (Article II, Sections 1 & 2) changing the venue of the regular and special meetings of the stockholders from Mandaluyong to "Metro Manila". VIII. Adjournment