PSE Circular for Brokers No. 623-00

March 10, 2000 PSE CIRCULAR FOR BROKERS NO. 623-00 Securities & Exchange Commission Attention: Director Linda A. Daoang S.E.C. Building,. EDSA Mandaluyong City Philippine Stock Exchange Attention: Compliance & Surveillance Dept. 4/F Tektite Tower, Ortigas Center Pasig City Gentlemen : In compliance with the disclosure rules of the Securities & Exchange Commission and the Philippine Stock Exchange, we are furnishing you herewith a copy of the Notice and Agenda of the Globe Telecom, Inc. Regular Annual Stockholders' Meeting to be held on Monday, 24 April 2000. LexLib Thank you. Very truly yours, (SGD.) RENATO O. MARZAN Corporate Secretary NOTICE OF REGULAR ANNUAL STOCKHOLDERS MEETING NOTICE IS HEREBY GIVEN that the regular annual stockholders' meeting of GLOBE TELECOM, INC. will be held at the Rizal AB, Makati Shangri-La, on MONDAY, 24 APRIL 2000 at 9:00 a.m. with the following AGENDA 1. Proof of Notice and Determination of Quorum 2. Approval of Minutes of Previous Meeting 3. Annual Report 4. New Business 4.1 Ratification of all Acts and Resolutions of the Board of Directors and of the Executive Committee 4.2 Ratification of the Board Resolutions adopted on 22 February 2000 approving the following: 4.2.1 Declassification of Common A and B shares; 4.2.2 Reverse stock split of Common shares by changing the par value from P1.00 share to P50.00/share; 4.2.3 Increase in Authorized Capital Stock after the declassification and reverse stock split, from P5Billion to P11.250 Billion; 4.2.4 Amendments to the Amended Articles of Incorporation to reflect the changes to Article Seventh thereof; 4.2.5 Issuance from the increase in capital, of 158,515.021 Preferred Shares at the par value of P5.00 per share to Asiacom Philippines, Inc. (Asiacom), in exchange for the latter's holdings equivalent to 60% of the issued and outstanding capital stock of ISLACOM in accordance with Section 39 of the Corporation Code; 4.2.6 Issuance from the increase in capital, of 28,830,860 Common Shares at the par value of P50.00 per share to DETEASIA HOLDING GMBH (DeTeAsia), a holding company of Deutsche Telekom, in exchange for 40% of the issued and outstanding shares of Isla Communications Company. Inc. (ISLACOM) in accordance with Section 39 of the Corporation Code, and; 4.2.7 Issuance of additional 31,470,367 Preferred Shares to all stockholders of this Corporation, except Ayala Corporation and Singapore Telecom International Pte. Ltd., as of record date to be fixed by the Board of Directors in proportion to their respective equity holdings in the Corporation. 5. Election of Directors 6. Election of Auditors and Fixing their Remuneration; 7. Consideration of such other business as may properly come before the meeting. 8. Adjournment Stockholders of record as of 13 March 2000 shall be the stockholders entitled to vote at this meeting. As per By-Laws, the Stock and Transfer Books of the Corporation will be closed from 4-24 April 2000, inclusive. If you would be unable to attend the meeting but would like to be represented thereat, you may accomplish the proxy form provided for the purpose and submit the same to the Office of the Corporate Secretary on or before 10 April 2000. You may use the enclosed reply envelope for this purpose. Validation of proxies shall be held on 10 April 2000 at 4:00 p.m. at the Office of the Corporate Secretary. Mandaluyong City, 9 March 2000 FOR THE BOARD OF DIRECTORS (SGD.) RENATO O. MARZAN Corporate Secretary PROXY I/WE hereby name and appoint _____________, or in his/her absence, the Chairman of the Meeting. as my/our proxy at the annual stockholders' meeting of GLOBE TELECOM, INC. to be held at the Rizal AB, Makati Shangri-La, on MONDAY, 24 APRIL 2000 at 9:00 A.M., and at any postponement or adjournment thereof. ___________ ____________ Place Date ______________________ (Printed Name & Signature) WITNESS ________________ No. of Shares Held: _________