Palmares Integrated Aqua Ventures, Inc.

May 12, 1988 Palmares Integrated Aqua Ventures, Inc. 58 General Luna Street Iloilo City Attention : Mr . Ricardo Palmares, Sr . Sir : This refers to the Deed of Assignment executed by Ricardo Palmares, Sr. in favor of Jesry T. Palmares, wherein the former will assign his 1,250 shares of stock in Palmares Integrated Aqua Ventures, Inc.,worth P125,000.00 It appears therein that Jesry Palmares is a minor, considering that he is merely 18 years of age. The pertinent provisions of the Civil Code of the Philippines, read as follows: "ARTICLE 402. Majority commences upon the attainment of the age of 21." Corollary thereto, Article 38 of the Civil Code declares that minority is a restriction on capacity to act. Considering that Jesry Palmares is yet a minor, he cannot enter into an ordinary contract by himself alone. However, the father or the mother, should, by force of law and without need of judicial appointment, administer the child's property. (Paras, Civil Code of the Philippines, Vol. 1, 1984 ed. p. 742), and where the property is worth more than P2,000.00 the father or the mother shall give a bond subject to the approval of the court. (Article 320, Civil Code). In view of the foregoing, there is returned to you therewith the subject Deed of Assignment, with request that the formalities of law be duly observed in its execution. (SGD.) ROSARIO N. LOPEZ Associate Commissioner