In the Matter of Pilipinas Shell Petroleum Corporation

October 14, 2016 SEC MSRD ORDER NO. 32, S. 2016 IN THE MATTER OF PILIPINAS SHELL PETROLEUM CORPORATION , registrant . REGISTRATION OF COMMON SHARES (INITIAL PUBLIC OFFERING) ORDER OF REGISTRATION Upon consideration of the Registration Statement and other papers and documents attached thereto which were filed on behalf of PILIPINAS SHELL PETROLEUM CORPORATION, the Commission, resolved in its meeting of 27 September 2016 to render effective the same for the registration of One Billion Six Hundred Eighty Three Million Five Hundred Fifty Eight Thousand Two Hundred Ninety One (1,683,558,291) Common Shares , in accordance with the requirements of Sections 8 and 12 of the Securities Regulation Code. The shares are broken down as follows: (a) Up to THIRTY MILLION (30,000,000) new shares, with par value of Php1.00 to be offered at an offer price of SIXTY SEVEN PESOS (Php67.00) per share ("Primary Offer Shares"); (b) Up to TWO HUNDRED SEVENTY MILLION (270,000,000) existing common shares, with par value of Php1.00 to be offered at an offer price of SIXTY SEVEN PESOS (Php67.00) per share ("Secondary Offer Shares"); (c) Up to THIRTY MILLION (30,000,000) existing common shares subject to the stabilization option granted to the stabilization agent ("Over-allotment Shares") under the same terms and conditions as the Primary and Secondary Offer Shares; and (d) Up to ONE BILLION TWO HUNDRED EIGHTY FIVE MILLION NINE HUNDRED FORTY FOUR THOUSAND TWO HUNDRED AND TWO (1,285,944,202) common shares, which will not be offered to the public. (e) SIXTY SEVEN MILLION SIX HUNDRED FOURTEEN THOUSAND EIGHTY NINE (67,614,089) treasury shares will not also offered to the public. In this regard and after determining that the company has complied with the required submissions as directed in the Pre-Effective Letter issued on 27 September 2016, the subject Registration Statement is now rendered effective. Let a Certificate of Permit to Offer Securities for Sale be issued in favor of subject company authorizing the sale and distribution of the aforementioned securities. Let this Order be published at the expense of the Issuer in a newspaper of general circulation and uploaded in its website within two (2) business days from its issuance. The corporation is hereby directed to furnish the Commission with a copy of the affidavit of publication of this Order. CAIHTE SO ORDERED. EDSA, Mandaluyong City, Philippines, October 14, 2016. (SGD.) EMMA A. VALENCIA Officer-in-Charge Published in The Philippine Star on October 19, 2016.