Subscription to 3,703,704 Series A Preference Shares of Ezyhealth Asia Pacific Pte Ltd.

March 7, 2000 PSE CIRCULAR FOR BROKERS NO. 574-00 March 3, 2000 Disclosure Department Listings and Disclosure Group The Philippine Stock Exchange 4/F Philippine Stock Exchange Center PSE Center, Exchange Road Ortigas Center, Pasig City Fax No. 634-2051 Attention : Ms . Grace B . de Guia Assistant Manager RE : Subscription to 3,703,704 Series A Preference Shares of Ezyhealth Asia Pacific Pte. Ltd. Gentlemen : As requested in your fax message dated February 29, 2000 regarding the above-referenced matter which was the subject of our disclosure letter dated February 28, 2000, hereunder are the additional information based on the relevant documents and materials provided to us by Ezyhealth Asia Pacific Pte Ltd. (Ezyhealth): 1. Percentage of the S$1,000,000 (3,703,704 Series A Preference shares) investment to the total outstanding shares of Ezyhealth . The present outstanding shares of Ezyhealth consist of 111,111,111 Ordinary Shares. In addition to these, Ezyhealth has offered to various investors for subscription a total of 74,074,074 Series A Preference Shares, of which, 3,703,704 shares were subscribed by Mabuhay Holdings Corporation ("MHC"), which would bring Ezyhealth's total outstanding shares to 185,185,185. Accordingly, the 3,703,704 Series A Preference shares subscribed by MHC represent 2% of the would be total outstanding shares of Ezyhealth. prcd 2. Corporate background of Ezyhealth . Ezyhealth was formed in Singapore on August 14, 1999. Its authorized capital stock is S$10,000,000.00, divided into 200,000,000 Ordinary Shares at the par value of S$0.05 per share. Of the said authorized capital stock, 111,111,111 Ordinary Shares are issued, fully paid and outstanding. It is increasing its authorized capital stock to S$50,000,000.00, to be comprised of 800,000,000 Ordinary Shares and 200,000,000 Preference Shares. Ezyhealth owns and operates Ezhealth.com, a vertical internet portal for medical, healthcare, fitness and beauty-related content. Ezyhealth.com focuses on building online communities among the healthcare professionals as well as members of the public and the online interaction among such communities. Ezyhealth successful launched the first phase of Ezyhealth.com, its public website in October 1999. The Doctors Hub will be launched by February 2000. When fully implemented and launched, Ezyhealth.com expects to be the leading vertical healthcare portal in Singapore and possibly the region. In January 2000, Ezyhealth completed the 100% acquisition of Corporation Computers, the market leader in the provision of clinic management software to over 300 clinics in Singapore. With this acquisition and that of Dr. Raymond Ong's clinic management software earlier, Ezyhealth w ill have immediate access to introduce internet services to approximately 500 clinics in Singapore. There are currently about 1,600 clinics in the private healthcare sector in Singapore. Ezyhealth recently launched a marketing program to promote computerization and internet to the healthcare industry by offering a total package of a PC, internet access and Clinic Manager for only S$9.90 per month for 36 months. More than 350 clinics have signed up, giving Ezyhealth access to more than 50% of the local market to build a vibrant medical community. Ezyhealth has also signed a MOU with a Malaysian IT company to acquire majority control in that company. This Malaysian company currently supplies Hospital Information Systems to 18 hospitals in Malaysia. The acquisition will again give Ezyhealth a quick headstart into Malaysia and an in-route into B2B hospital purchases. Similarly, Ezyhealth is currently exploring several JV potential in Hongkong/China with general portraits and healthcare organizations in China. Ezyhealth's directors and officers are as follows: a) Yeo Wee Kiong Non-executive Chairman b) Sin Keng Choo Chief Executive Officer c) Chua Puay Hian Executive Director d) Lawrence Chee e) Koh Eng Hean Chief Technical Officer f) Tan Siew Har VP Healthcare g) Lim Siew Chin VP Business Development h) Lau Wai Peng Patrick Marketing Manager 3. Copy of latest Audited Financial Statements of Ezyhealt . As previously mentioned, Ezyhealth has been formed only on August 14, 1999 and thus has no audited financial statements yet. 4. Copy of the Memorandum of Understanding (MOU) between MHC and Ezyhealth . A copy of the MOU is enclosed. We hope we have complied with your requirements. If you have any questions, please let us know. Very truly yours, (SGD.) DELFIN P. ANGCAO Corporate Secretary / Corporate Information Officer (CIO) Memorandum of Understanding This Memorandum of Understanding is made on 24 February 2000 between: cdll 1. Mabuhay Holdings Corporation, 35/F Rufino Pacific Tower, 6784 Ayala Avenue, Makati City, Philippines ("Mabuhay") 2. Ezyhealth Asia Pacific Pte. Ltd, 73 Science Park Drive #B1-03/04 Cintech I Singapore Science Park Singapore 118254 ("Ezyhealth") Whereas: A. Mabuhay and Ezyhealth are keen to form a joint venture in Philippines to undertake an internet healthcare portal and communities for doctors and the public alike. B. The parties wish to set out their agreement in this MOU as follows. 1. The parties will form a new company ("the Newco") in the Philippines in the proportions of 51% (Ezyhealth): 49% (Mabuhay) with a paid-up capital to be mutually decided. 2. Ezyhealth shall use Newco to implement its internet healthcare business in the Philippines and shall provide whatever proprietary support and expertise available in Singapore to Newco. 3. The parties agree to use their best endeavors for Newco to strive for a listing on the Philippine Stock Exchange. In the event of an IPO, the parties agree that a placement tranche of up to 10% shall be specially allocated to doctors in the Philippines. As an internet company, it is agreed by the parties that Newco shall have an employee share option scheme of not more than 15% of its capital but which shall be exercisable by employee only in the event of an IPO. 4. Knowledging that this Memorandum of Understanding is not legally binding the parties agree to enter into definitive agreement for this joint venture as soon as practicable possible. LibLex Signed on behalf of Mabuhay by Signed on behalf of Ezyhealth by (SGD.) LEE SENG CHEE (SGD.) JANICE YEO Executive Vice President CEO & Director