Letter of SEC Regarding Voluntary Suspension

February 24, 1999 PSE MEMO FOR BROKERS NO. 090-99 SUBJECT : Letter of SEC Regarding Voluntary Suspension The Exchange is in receipt of a letter from Director Elizabeth C. Martin of SEC Brokers and Exchanges Department and a part of it is quoted hereunder as follows: "The request for extension of Voluntary Suspension was approved in so far as members who renewed their license for 1999. In other words, your members who did not renew their license for 1999 cannot apply for voluntary suspension. In addition to the terms of last year's approval, members under voluntary suspension are directed to submit a monthly sworn statement that they are in compliance with the P 2 million net capital requirement. This certification shall be submitted to the BED not later than 15 days after the calendar month." llcd For your information and guidance. (SGD.) JOSE LUIS U. YULO, JR. President & Chief Executive Officer PHILIPPINE STOCK EXCHANGE, INC . MEMORANDUM FOR: All Member-Brokers FROM: Committee on Election & Nomination RE: Official List of Candidates DATE: 24 February 1999 Hereunder is the official list of candidates to the Board of Governors to be elected on March 6, 1998 during the 7th Annual Membership Meeting: NAME OF BROKER MEMBER BROKERAGE FIRM 1 Co, Emmanuel Edward Aurora Securities 2 Cosio Augu Jr. PNB Securities, Inc. 3 Coyiuto, Robert Jr. R. Coyiuto Securities, Inc. 4 Cruz, Ismael G. IGC Securities, Inc. 5 Cruz, Omar T. Citicorp Securities International Inc. 6 Francisco, Filomeno G. Anscor-Hagedorn Securities, Inc. 7 Gobing,. Eddie Lucky Securities, Inc. 8 Kalaw, Trinidad Y. First Orient Securities, Inc. 9 Lim, Federico C. Belson Securities, Inc. 10 Luy, Edwin Triton Securities, Inc. 11 Roxas, Joseph Eagle Equities, Inc. 12 Soo, Paulino Abacus Securities Corporation 13 Villaroman, Francisco Securities Specialists, Inc. NAME OF NON-BROKER MEMBER 1 Jayme, Vicente Sr. 2 Teves, Maragarito 3 Yulo, Jose Luis, Jr. For your information. For the COMMITTEE ON ELECTION & NOMINATION (SGD.) RAFAEL L. LLAVE Chief Operating Officer To: All Member Brokers DFNN.com, the website is willing to give any member broker of the Philippine Stock Exchange their Internet Order Routing capability FOR FREE! READ "NO LICENSE FEES !" We will connect either manual or automatic routing of orders to the broker's Front End or Trading desks (from any supplier) NOTE *NO ORDER WILL EVER BE DIRECTED STRAIGHT TO THE MARKTRADE SYSTEM, and we can even connect your backroom (from any supplier). If you are interested, please contact Ramon C. Garcia Jr., of Diversified Securities, Inc. If you wish to avail of this service, each individual broker must still pay the PSE as per Memorandum No. 075-99 (attached) which is the P5000.00 initial fee, and the monthly fee. What you won't have to pay is a development fee or license fee. We believe in the philosophy of "All for one and One for ALL! Bawat Oras Sama Sama tayo !" Also, for any analyst or research department of any Bank and Member Firm of the Philippine Stock Exchange, we are willing to post your Market Commentaries or Research Reports on the DFNN.com Web Site for free. Your commentaries and research will be properly attributed to your writers and research departments. Call us for the details, which include your password and instructions on how to post these materials to our page. This is again a FREE SERVICE . Should you wish to charge for your Reports or commentaries, DFNN.com can also collect the fees for you. cdll Contact: Ernie Cabalde or Ramon Garcia Jr. 892-4330 or 753-5251 to 53 24 February 1999 Dear Members : In relation with the incoming General Membership Meeting and Election, the Nomination and Election Committee (COMELEC) met, discussed and hereby promulgates the following resolution for the information and guidance of all concerned: Resolution No . 1 For purposes of determining members who have paid the Exchange their dues, the cut-off date is hereby moved from 28 February to 5 March 1999 at 12:00 noon. The Exchange shall therefore, accept payments from brokers up to noontime of 5 March 1999. Resolution No . 2 The Committee shall start issuing official ballots upon the declaration by the Chairman of the General Meeting that the annual election shall start. There will be no advance voting. Resolution No . 3 Member firms who are in good standing but whose corporate nominees have not been approved by the Board may participate in the general meeting and elections provided they submit to the COMELEC not later than 12:00 noon of 5 March 1999 a certified board resolution naming their nominee and authorizing him to act for and on behalf of the member-firm, solely for the purpose of attending the general membership meeting and voting at the annual elections. LexLib Resolution No . 4 Inactive member firms, i.e. those who have not operated as yet but are up to date with their dues, shall be allowed to vote. Resolution No . 5 Member Firms which have been suspended by the Securities & Exchange Commission (SEC) or by the Exchange or which have not yet been issued license for the current year by SEC shall not be entitled to vote. This supersedes the letter this Committee issued last 11 February 1999. Please be guided accordingly. Nomination & Election Committee MONICO V. JACOB CARMELITA YAO RAFAEL L. LLAVE Chairman Member Member 11 February 1999 Dear Member: In connection with the annual general membership meeting scheduled on March 6, 1999, at the PSE Center Auditorium, the undersigned members of the Nomination and Election Committee are calling for written nominations for governors of the Philippine Stock Exchange, Inc. (PSE) under the following rules and guidelines: cdll 1. Only those who are members of the PSE in good standing as of February 28, 1999 (not suspended from trading and have paid all their Exchange dues) can nominate, be nominated and can subsequently vote; 2. The broker members of the Nomination and Election Committee cannot be nominated/elected to the Board of Governors of PSE; 3. Duly accomplished nomination forms must be received by this Committee not later than 5:00 p.m. of Thursday, February 18, 1999. Enclosed is a sample of the nomination form. Reproduction and faxing of this form is allowed provided the original signed copy is submitted to PSE not later than 5:00 p.m., 18 February 1999. 4. Those nominated have up to 5:00 p.m. February 24, 1999 to either accept or decline in writing using the attached form. 5. For the guidance of all concerned, hereunder is the list of important dates: February 18 deadline for the submission of Nomination Form February 24 deadline for those nominated to formally accept or decline nomination February 26 release of the final list of candidates for the Board of Governors March 6 Election We have attached herewith the detailed implementing procedures to be followed during the General Meeting and Election for your guidance. Very truly yours, MONICO V. JACOB CARMELITA YAO RAFAEL L. LLAVE Chairman Member Member NOMINATION FORM FOR PSE GOVERNORS __________ Date Nomination and Election Committee Philippine Stock Exchange Philippine Stock Exchange Centre Exchange Road, Ortigas Center Pasig, Metro Manila Gentlemen: In connection with the election of Governors to the PSE Board during the PSE annual meeting on March 6, 1999, I hereby nominate the following: cdlex BROKER MEMBER (Please do not nominate more than twelve [12]) 1. ___________________________________________________ 2. ___________________________________________________ 3. ___________________________________________________ 4. ___________________________________________________ 5. ___________________________________________________ 6. ___________________________________________________ 7. ___________________________________________________ 8. ___________________________________________________ 9. ___________________________________________________ 10. ___________________________________________________ 11. ___________________________________________________ 12. ___________________________________________________ Very truly yours, ____________________ Printed Name of Member ____________________ Signature NOTE: THE NON-BROKER NOMINEES TO THE BOARD OF GOVERNORS WILL BE NOMINATED BY THE SPECIAL NOMINATION COMMITTEE IN ACCORDANCE WITH ARTICLE V, SECTION I OF OUR BY-LAWS AS AMENDED. LexLib THIS FORM MUST BE SUBMITTED AND RECEIVED BY THE OFFICE OF THE COO NOT LATER THAN 5:00 P.M. OF FEBRUARY 18, 1999. ANNUAL GENERAL MEMBERSHIP MEETING AND ELECTION DETAILED RULES AND PROCEDURES A. SCOPE This document covers the conduct of the general membership meeting as well as the rules and procedures to be followed in the election of the candidates to the Board of Governors. B. VENUE/DATE The PSE annual general membership meeting will be held on Saturday, 6 March 1999, starting at 8:30 a.m. at the Philippine Stock Exchange Centre Auditorium, G/F, PSE Centre, Exchange Road, Ortigas Complex, Pasig City. C. POLICIES AND REMINDERS 1. Voting shall be by secret ballot. Each member in good standing, present in person shall be given one (1) ballot which will entitle him to vote twelve (12) members and three (3) non-broker members to the Board of Governors. Each member can vote only for candidates enumerated in the list of nominees issued by the Nomination and Election Committee. No cumulative voting shall be permitted (Sec. 7, Art IV, By-Laws); cdll 2. No proxies or power of attorneys shall be allowed in voting members to the Board of Governors (Sec. 6, Art. IV, By-Laws). No one is allowed to cast the ballot of another member; 3. For fairness and secrecy of the ballots, there shall be ABSOLUTELY NO UNAUTHORIZED MARKINGS, ERASURES AND CORRECTIONS ALLOWED IN THE BALLOT. OTHERWISE, THE ENTIRE BALLOT SHALL BE INVALIDATED AND NOT COUNTED DURING THE CANVASSING. There will be a provision for spoiled ballots. 4. The meeting is expected to be finished by 12:00 noon. A light merienda will be made available at the meeting area for the whole duration of the meeting. After the election, members are requested to proceed at the Via Mare Restaurant, Penthouse, PSE Centre for an a la carte lunch. 5. The Media or the Press will not be allowed at the meeting. A press conference shall be prepared by management after the meeting. 6. No streamers and/or posters may be used during the entire campaign period. 7. Only PSE members and authorized PSE personnel shall be allowed inside the auditorium during the meeting and election. D. PROCEDURE 1. Upon entry to the convention area, each member shall register their presence as well as their proxies', if any, for the purpose of attending the general membership meeting and quorum . As each member arrives, the clerk shall ask the member to sign on the appropriate space on the registry opposite their own name and that of their proxy's. The members shall then proceed to the Meeting Area. 2. The PSE Chairman shall at the appropriate time, be the one to declare the start of the election proceeding. At the time allotted for election, the members shall again personally register at the registration desks for the purpose of voting . 3. Prior to the beginning of the election, the ballot box shall be opened by the Board of Canvassers and showed to a group of at least three present members. They shall then certify that the ballot boxes were empty and subsequently sealed. LibLex 4. Each queue or group shall be handled by an assigned registration clerk who shall have a prepared list or registry of members for his group. As each member registers, he shall be requested to sign opposite his name on the registry and shall be given one official ballot. Immediately, he is to proceed to any available voting booth and individually and personally fill out the ballot. Once finished, he is to drop personally the completed ballot into the ballot box. In case of a spoiled ballot, the members shall get another ballot from the Committee on Election before which the spoiled ballot must first be ascertained as the original ballot, destroyed and dropped in the spoiled ballot box. 5. Exactly an hour after the start of the Election, based on the PSE official clock to be made available in the election area, the registration of voters shall stop. Voters still in the voting booths shall have not more than ten (10) minutes to finish their voting. After which, election is declared closed and the counting shall immediately start. 6. A Board of Canvassers composed of representatives of SGV & Co., the PSE retained legal counsels as well as the PSE internal legal counsel shall be tasked to simultaneously count the votes cast. The Election and Nomination Committee members shall act as the election inspectors and rule on the validity of each ballot. Any protest that may arise during the counting-of votes shall be noted . 7. There shall be just one set of canvassers to count the votes. Canvassing shall be open to the members. The Election Committee may request members to leave the place of canvassing if they interfere in the counting. Appropriate measures shall be adopted to make the proceedings as transparent as possible. 8. Immediately after the counting of votes, the Board of Canvassers shall certify to the incumbent Board of Governors the 12 elected member governors and the 3 non-broker governors with the highest number of votes. The Board of Governors shall then declare them elected. The Board of Canvassers shall announce the complete results of the election using the form by posting it in the voting area. 9. In case of a tie for the last slots, the tie shall be broken through amicable settlement among the involved candidates. Failing an amicable settlement, drawing of lots shall be used to break the tie. In no case shall sharing the one-year term be allowed. For the guidance of all concerned. For the Nomination and Election Committee: (SGD.) RAFAEL L. LLAVE Chief Operating Officer