Philippine Commercial International Bank

September 21, 1983 Philippine Commercial International Bank P. O. Box 931, Makati Metro Manila Attention : Gretchen P . Kapili Corporate Secretary Gentlemen: This refers to your letter dated September 20, 1983, requesting for a certification that the following shares of stock of PCI Bank are exempted from the registration requirements under the Revised Securities Act: 1. Serial Preferred Stocks Series C 15,500,000 shares with a total par value of P155,000,000.00 (P10.00 per share), and 2. Serial Preferred Stocks Series D 10,000,000 shares with a total par value of P100,000,000.00 (P10.00 per share). In this connection, please be informed that shares of stocks issued by banks are expressly exempted from the registration requirements under Section 5(3) of the Revised Securities Act (Batas Pambansa Blg. 178). The law provides, thus: "SECTION 5. Exempt Securities . (a) Except as expressly provided, the requirement of registration under subsection (a) of Section four of this Act shall not apply to any of the following classes of securities: xxx xxx xxx (3) Any security issued or guaranteed by any banking institution authorized to do business in the Philippines , the business of which is substantially confined to banking or a financial institution licensed to engage in quasi-banking, and is supervised by the Central Bank." (Emphasis supplied) Please be guided accordingly. Very truly yours, (SGD.) GONZALO T. SANTOS, JR. Associate Commissioner