PSE Circular for Brokers No. 766-99

April 15, 1999 PSE CIRCULAR FOR BROKERS NO. 766-99 SUBJECT : Chinatrust (Philippines) Commercial Bank Corporation Offering Circular EXECUTIVE SUMMARY Dissemination of the Implementing Guidelines in the Distribution of IPO Shares through the Exchange April 23, 1999 Book Building Start April 12, 1999 End April 22, 1999 Awarding of bids April 23, 1999 Shares Distributed through Book-Building 11,250,000 common shares Minimum Bid 100,000 common shares Distribution through Member-Brokers Reservation of Additional Shares Start April 26, 1999 End April 28, 1999 Submission of Notice and Undertaking April 28, 1999 (Submit to the Listings and Disclosure Group three (3) sets of duly signed Notice and Undertaking specifying the number of shares the operating Member-Broker commits to subscribe for and in behalf of its clients. Only the copies of the Notice and Undertaking provided by the Exchange are acceptable. Re-typed versions of the Notice and Undertaking are not acceptable. The original signed Notice and Undertaking must be submitted only to the authorized representatives of the Listings and Disclosure Group at the PSE Plaza in Ayala or at the Listings and Disclosure Group at PSE Centre in Tektite. Faxed copies of the Notice and Undertaking are not acceptable. Operating Member-Brokers who opt not to participate in the Chinatrust (Philippines) Commercial Bank Corporation's IPO and those who fail to submit the Notice and Undertaking by 4:00 p.m. will be deemed to have not subscribed to any of the IPO shares.) Offer Period Start May 3, 1999 End Local Small Investors May 7, 1999 End Brokers May 12, 1999 (Submit the Subscription Agreements, corresponding check payment and other standard requisite documents for the IPO to cover the actual number of shares awarded to each operating Member-Broker. Representatives from the Receiving Bank will be assigned at the PSE Ayala and PSE Tektite to receive above specified documents. The Exchange shall automatically bill the operating Member-Brokers who fail to submit the above specified documents corresponding to the total number of shares awarded to it.) End - Underwriters May 14,1999 Tentative Listing Date June 2, 1999 Authorized Capital Stock P3,000,000,000.00 Par Value P10.00 Total Offering (Domestic) 37,500,000 common shares Primary 37,500,000 common shares Total Number of Shares for Listing 187,500,000 common shares Offer Price P10.80 - P12.40 per share Price Setting Date April 22, 1999 Distribution through the PSE 7,500,000 common shares Distribution per Broker To be announced Payment Terms The Offer Shares must be paid in full upon submission of the Application to Subscribe. Payment should be made by a check drawn against a bank in Metro Manila to the order of " Chinatrust -IPO". The check must be dated as of the date of the Application to Subscribe and crossed for deposit. Application forms and signature cards should be submitted during the Offer Period to the office of PNB Capital, selected PNB branches and all Chinatrust (Phils.) branches for local small investors and to the Underwriters and Selling Agents where the application forms were obtained. Minimum Subscription 100 common shares and in multiples of 100 common shares thereafter. Eligible Subscriber The Offer Shares may be purchased by any person who is at least eighteen (18) years of age or a corporation, partnership or trust account subject to restrictions on the ownership, sale or transfer of the Offer Shares as provided under the General Banking Act and RA 7721. Shares under lock-up Existing shareholders namely, Chinatrust Commercial Bank., Ltd., Taipei, William B. GO and Larry T. Villareal have agreed not to dispose of their existing shareholdings in the Company, with a total of 133,052,557 common shares, for a period of up to 180 days after the Offer shares are listed on the PSE (November 29, 1999). Selling Commission 1% of aggregate peso value of the Offer shares actually sold through the PSE Member Brokers within the Offer Period. Location of Principal Office Chinatrust (Philippines) Commercial Bank Corporation /F Tower One & Exchange Plaza, Ayala Triangle, Cor. Paseo de Roxas & Ayala Avenue, Makati City Issue Manager and PNB Capital and Investment Lead Underwriter Corporation Participating Underwriters To be announced Selling Agents The Member-Brokers of The Philippine Stock Exchange, Inc. Receiving Bank Chinatrust (Phils.) Commercial Bank Corp. Trust & Investment Services Division Escrow Agent AB Capital & Investment Corp. Stock Transfer Agent Stock Transfer Service, Inc. Independent Auditor SyCip Gorres Velayo & Co. Board of Directors and Management Jeffrey L. S. Koo Chairman Larry T. Villareal Vice Chairman William B. Go President & Director Jeffrey J. L. Koo, Jr. Director Kuo-Shih Chen Director Ng Meng Tam Director Ricardo S. Po Director Ming-Thaur Chang Director Yung Fang Yang Director Frank Fei-Hu Lin Director and EVP/ Head of Credit Group Jaime M. Yulo EVP/Head of Investment Management Group Alfredo L. Chua SVP/Head of Metro Manila Branch Banking Group Angel C. Lopez, Jr. SVP/Head of Operations Management Group Roberto R. Reyes SVP/ Head of Marketing Group Company's Investors Briefing Company is inviting all member-brokers of the Exchange to attend its Investors' Briefing. The details are as follows: Date April 26, 1999 Time 2:00 P.M. to 5:00 P.M. Venue Manila Shangri-la Hotel, Makati City For your information and guidance. (SGD.) JOSE LUIS U. YULO, JR. President & CEO