PSE Circular for Brokers No. 950-99

May 3, 1999 PSE CIRCULAR FOR BROKERS NO. 950-99 April 30, 1999 PHILIPPINE STOCK EXCHANGE Exchange Road, Ortigas Center Pasig City Attention: Mr . Reynold P . Ong Vice President Listing and Disclosure Department Gentlemen : The past three years have been difficult times for us. The currency crunch in 1997 turned into a regional economic crisis in 1998, darkening the business landscape. While we have been successful in maintaining our leadership in the market, our drive to constantly improve our services and eventually become the truly preferred shipping company has slowed down due to some organizational constraints but definitely rectifiable systems and operational procedures. We have carefully evaluated the company's situation and we are confident that we can address these concerns. LibLex To achieve this objective, the Board approved the following changes in the Corporation's organization: 1. Establish the Management Committee to replace the Executive Committee as a means to simplify reporting relationships. 2. Effective 30 April 1999, Mr. Enrique M. Aboitiz, will assume as the President and Chief Executive Officer, Mr. Bob D. Gothong will assume as Chairman of the Management Committee and Mr. Jesus N. Alcordo will take the role of consultant up to 30 June 1999 aiding our new President and his team in the transition. The following persons were duly elected and appointed to the positions set forth after their respective names: Victor S. Chiongbian Chairman Roberto D. Gothong Vice Chairman Enrique M. Aboitiz, Jr. President/Chief Exec Officer Susan Valdez Treasurer Eusebio V. Tan Corporate Secretary Bob D. Gothong Chairman of the Management Committee Susan Valdez Chief Finance Officer Evelyn Engel Chief Information Officer Miguel Camahort Chief Operating Officer of Freight Division Rafael Sanvictores Chief Operating Officer of Passage Division Wilmer Alfonso Chief Operating Officer of Super Commerce U. Steve Dakay Chief Operating Officer of Cebu Ferries Judy Hao Asst. Corporate Secretary Moreover at the meeting held today, the following amendments to the Corporation's By-laws were approved by the Board and ratified by the Stockholders representing majority of the outstanding capital stock of the Corporation: 1. to amend Sec. 1 of Article II of the By-Laws to change the date of the annual meeting of the stockholders from the "second Thursday of April each year to the "last Friday of April of each year", and 2. to amend Sections 1 to 4 and delete Section 5 of Article IV of the By-Laws to change the line up and titles of the By-law officers of the Corporation and renumber the rest of the Sections of Article IV of the By-Laws to effect the following LLjur a) the title "Chief Executive Officer" will no longer be attached to the title "Chairman of the Board"; b) the title "Chief Operating Officer" will no longer be attached to title "President"; c) the title "Chief Quality Officer" will no longer be attached to the title "Vice-Chairman"; d) the offices of the four Executive Vice-Presidents will be removed as By-Law officers; and e) Sections 6 to 8 will be renumbered as Sections 5 to 7. We are hopeful these developments will bring the Corporation forward to the next millennium. Very truly yours, (SGD.) VICTOR S. CHIONGBIAN Chairman of the Board