SEC Resolution on the Request for Extension of Grace Period to Comply with MPO Requirement

December 18, 2012 PSE MEMORANDUM NO. CN-0065-12 TO : The Investing Public SUBJECT : SEC Resolution on the Request for Extension of Grace Period to Comply with MPO Requirement This is with reference to the Amended Rule on Minimum Public Ownership (the "Amended MPO Rule") as announced in Memorandum CN-No. 2012-0003 dated January 3, 2012, all subsequent related announcements released by the Exchange and all related corporate disclosures submitted by listed companies. Please be advised that the Exchange received on December 14, 2012 a letter from the Securities and Exchange Commission ("SEC" or "Commission") regarding the requests for extension of the grace period to comply with the Amended MPO Rule submitted by the following listed companies: 1. LT Group, Inc. ("LTG") in a letter dated September 28, 2012; 1 2. Filinvest Development Corporation ("FDC") in a letter dated November 9, 2012; 2 3. Maybank ATR Kim Eng Financial Corporation ("MAKE") in a letter dated November 28, 2012; 4. San Miguel Brewery, Inc. ("SMB") in a letter dated November 29, 2012; 5. San Miguel Properties, Inc. ("SMP") in a letter dated November 29, 2012; 6. PNOC Exploration Corporation ("PEC") in a letter dated December 6, 2012; and 7. PAL Holdings, Inc. ("PAL") in a letter dated December 11, 2012. The said SEC letter stated, in part, that: In this regard, in its meeting held on December 13, 2012, the Commission deliberated the requests submitted by the abovementioned listed companies. The Commission took into consideration the justifications submitted by the listed companies, the recommendation of the PSE and Revenue Regulations No. 16-2012 dated November 7, 2012 of the Bureau of Internal Revenue which imposes the capital gains tax ("CGT") of 5% or 10% and the documentary stamp tax ("DST") on the trading of shares of listed companies that are non-compliant with the MPO requirement effective January 1, 2013. After careful deliberation of the foregoing considerations, please be informed that the Commission resolved to DENY the requests of the listed companies for an extension of the grace period to comply with the PSE Amended Rule on MPO for the reason that any grant of an extension of the grace period will result to a disorderly market . (Emphasis supplied.) In addition to the above-mentioned companies, the Exchange received on December 13, 2012, similar requests from Alphaland Corporation ("ALPHA") and Atok-Big Wedge Company, Inc. ("AB"). In consideration of the above-cited resolution of the Commission, the Exchange resolved not to recommend to the Commission the requests of ALPHA and AB. Hence, the requests of ALPHA and AB are effectively denied. Therefore, pursuant to Section 3 (i) of the Amended Rule on MPO, the Exchange shall impose a trading suspension on the shares of listed companies that are non-compliant with the MPO requirement by December 31, 2012. The trading suspension shall be imposed beginning January 2, 2013, for a period of not more than six (6) months, or until June 30, 2013. If any of the said companies remains non-compliant with the MPO requirement after the 6-month suspension period, or as of June 30, 2013, it shall be delisted effective July 1, 2013. Please be guided accordingly. (SGD.) HANS B. SICAT President & CEO Footnotes 1. As announced in Circular No. 9063-2012 dated December 17, 2012, LTG disclosed its majority shareholder's disposition of LTG shares which resulted in the increase of LTG's public float from 4.7% to 10.4%. 2. As announced in Circular No. 9139-2012 dated December 18, 2012, FDC disclosed a share sale transaction which resulted in the increase of FDC's public float from 3.35% to 10.16%, thereby complying with the MPO requirement.