PSE Circular for Brokers No. 2176-98

September 18, 1998 PSE CIRCULAR FOR BROKERS NO. 2176-98 September 17, 1998 PHILIPPINE STOCK EXCHANGE, INC. Philippine Stock Exchange Centre Exchange Road, Ortigas Center Pasig, Metro Manila, Philippines Attention: Mr . Reynolds Ong VP-Listing Disclosure Gentlemen : In connection with the Special Meeting of the Board of Directors of Reynolds Philippines Corporation ("RPC") held on 17 September 1998, we hereby disclose the matters discussed therein for your reference. 1. On motion duly made and seconded, the Minutes of the Meeting of the Board of Directors held on 2 September 1997 was approved. 2. The President presented the 1997 Annual Report to the Board of Directors highlighting the positive and negative factors which contributed to RPC's performance for the said year. In addition, the President emphasized to the body the programs to be pursued or implemented for the year 1998. On motion duly made and seconded, the annual report for 1997 was approved as recorded. 3. Upon motion duly made and seconded, the Board of Directors approved the Consolidated Audited Financial Statements of RPC for 1997, as presented by the President. 4. The President advised the body on the performance of RPC from January to June 1998, a detailed report of the same was presented for their consideration. Among others, the President's performance report included the approval of the retrenchment plan, confirmation of the sale of ownership interests of New Saga Power Corporation in Batangas Power Corporation and confirmation of the investment of a portion of the sale proceeds derived from the aforestated in BPC Power Corporation. 5. Finally, in accordance with the previous approval of the Board of Directors and Shareholders of RPC dated 30 June 1997 on the sale and leaseback of real estate properties of RPC (the "transaction") to Reynolds Realty Corporation, the body, on motion duly made and seconded, approved the actual implementation of the transaction based on the schemes presented. 6. On motion duly made and seconded, the meeting was adjourned. We trust that you find the foregoing to be in order. Regards, (SGD.) ROSEMARIE P. MEDINA Legal Counsel/Asst . Corporate Secretary