Dean Amado R. Valdez

February 21, 2002 SEC OPINION Dean Amado R. Valdez Office of the Government Corporate Counsel 3rd Floor, MWSS Building, Katipunan Road Balara, Quezon City Dear Dean Valdez, This refers to your letter dated November 5, 2002 requesting confirmation/opinion on the following matters: 1. Whether or not the phrase, "to engage, operate, or maintain waterworks whether domestic, industrial, or commercial water service" appears in the primary or secondary purpose of the Articles of Incorporation of the following corporations: (a) Landco Pacific Corporation (b) Goodwill Trading Co. Inc. (c) Leslie Corporation (d) Space Pure Southern Tagalog Inc. (e) Water & Drinks Enterprises Inc. 2. If said phrase does not appear in the primary or secondary purpose of their respective articles of incorporation, can such corporation legally engage in such kind of business? Based on the records of the Commission, the abovecited phrase does not appear either as primary or secondary purpose in the articles of incorporation of the above enumerated corporations. The Corporation Code mandates that a corporation can only have such powers as are expressly granted to it by law and by its articles of incorporation, those which may be incidental to such conferred powers, those reasonably necessary to accomplish its purposes and those which may be incidental to its exercise. Hence, subject corporations can not legally engage in the abovementioned activity. Very truly yours, (SGD.) BENITO A. CATARAN Director Company Registration and Monitoring Department