PSE Circular for Brokers No. 731-99

April 13, 1999 PSE CIRCULAR FOR BROKERS NO. 731-99 April 12, 1999 SECURITIES AND EXCHANGE COMMISSION SEC FORM 11-C 1. April 12, 1999 Date of Report (Date of earliest event reported) 2. SEC Identification Number 13174 3. BIR Tax Identification No. 321-000-108-278 4. ATLAS FERTILIZER CORPORATION Exact name of registrant as specified in its charter 5. MAKATI CITY, PHILIPPINES Province Country or other jurisdiction of Incorporation 6. [ ] (SEC Use Only) 7. 2/F Pioneer House, 108 Paseo de Roxas Legaspi Village Makati City Address of Principal Office 8. (632) 812-3233/8127881 Registrant's telephone number, including area code 9. N/A Former name or former address, if changed since last report 10. Securities registered pursuant to Sections 4 and 8 of the RSA Title of Each Class Number of Shares of Common Stock Outstanding and amount of Debt Outstanding Common Stock Class "A" 220,044,696 PhP1.00, par value Class "B" 132,633,424 11. Indicate the item numbers reported herein: Item 4,6,9 Item 4. Resignation, Removal or Election of Registrant's Directors or Officers. LLjur At the just concluded annual meeting of the stockholders of the registrant, the following were elected to the Board of Directors for 1999: Federico Y. Cadiz Jose Salvador Y. Mirasol Antonio T. Ong Filomeno G. Yaptinchay Roberto C. Benares Roberto A. Atendido Lorenzo V. Tan Diosdado Macapagal Manuel Tordesillas John G. Deveras Edeline G. Ramos Item 6. Changes in Securities At the just concluded annual meeting of the stockholders of the registrant the proposed amendments to Article Seventh of the registrant's Article of Incorporation moving the Class "A" and Class "B" classification of the shares and the denial of pre-emptive rights of the stockholders have been approved by stockholders present in person or by proxy representing 66 . 75% of the outstanding capital stock of the registrant. Except for (a) the removal of the Class "A" and "B" classification of the registrant's authorized and outstanding shares, thereby eliminating the classification based on citizenship of the shares' subscriber or transferee and (b) the elimination of the stockholders pre-emptive right, that is, the right of existing shareholders to acquire shares to be issued by the registrant equivalent to his/her percentage of ownership in the registrant before the same is offered to other investors, there are no other material differences between the original and the modified securities in all respects. Registrant's authorized capital stock: 500,000,000 shares Common Stock Class "A" 220,044,696 shares Class "B" 132,633,424 shares Par value PhP1.00 per share Item 9. Other Events (a)(1)(A) Changes in the Company's Corporate Purpose At the just concluded annual meeting of the stockholders of the registrant the proposed amendments to Article Second changing the registrant's primary purpose from that of engaging in agricultural activity to that of a realty development company focusing on the leisure business and amending the secondary purposes by deleting the first paragraph thereof have been approved by stockholders present in person or by proxy representing 66 . 75% of the outstanding capital stock of the registrant. LLphil (b) Change in Company Name At the just concluded annual meeting of the stockholders of the registrant the proposed amendment to Article First changing the registrant's name from Atlas Fertilizer Corporation to Leisure and Resorts World Corp. has been approved by stockholders present in person or by proxy representing 66 . 75% of the outstanding capital stock of the registrant. Increase in the Authorized Capital Stock likewise, the proposed amendment to Article Seventh of the registrant's Articles of Incorporation increasing the authorized capital stock from PhP300 million to PhP25 billion has been approved by stockholders present in person or by proxy representing 66 . 75% of the outstanding capital stock of the registrant. SIGNATURE Pursuant to the requirements of the Revised Securities Act, the registrant has duly caused this reports to be signed on its behalf by the undersigned hereunto duly authorized. ATLAS FERTILIZER CORPORATION Registrant (SGD.) LORNA PATAJO-KAPUNAN Corporate Secretary