PSE Circular for Brokers No. 405-98

March 19, 1998 PSE CIRCULAR FOR BROKERS NO. 405-98 March 10, 1998 Philippine Stock Exchange Philippine Stock Exchange Centre Exchange Road, Ortigas Center Pasig City, Metro Manila Madam, Greetings! We wish to inform you that the approved increase in the authorized capital stock of PNOC Exploration Corporation from P1.2 billion to P3.5 billion has not yet been implemented by the company because of our on-going house cleaning efforts. As a matter of fact, we have not filed the necessary application to the SEC for the amendment of the company's articles of incorporation to reflect the increase in its authorized capital stock. LLjur Best regards. Very truly yours, (SGD). ELPIDIO M. GAMBOA, JR. Corporate Secretary IN THE MATTER OF : RESOLUTION NO. 010 REPUBLIC CEMENT CORPORATION : Series of 1998 RESOLUTION This is a letter filed by REPUBLIC CEMENT CORPORATION requesting that the issuance to South Western Cement Ventures, Inc . of 200,000,000 common shares out of its unissued capital stock be exempt from the registration requirement of the Revised Securities Act. In view of the fact that said securities are to be issued in exchange for the company's non-assignable and non-negotiable convertible note pursuant to a right of conversion entitling South Western Cement Ventures, Inc. to convert to common shares the Commission is of the opinion and so resolves that the issuance thereof is an exempt transaction under Section 6(a)(7) of the Revised Securities Act. Petition is therefore, granted. The fee of P868,600.00 payable to the Commission for granting a general or particular exemption from the registration requirements of this Act was paid under OR No. 1179118 dated March 11, 1998. It is understood that no commission, compensation or remuneration shall be paid or given in connection with the issuance of such securities. Likewise, it shall be understood that the exemption from registration here granted shall only be for the specific disposition of the shares to the person aforementioned and shall not be construed as an exemption for any other purpose or from any other statutory requirement. IT IS SO RESOLVED. EDSA, Mandaluyong City, Philippines, March 17, 1998. (SGD.) LINDA A. DAOANG Acting Director Money Market Operations Department