Philippine Stock Exchange

MINIMUM OFFERING

FIRST BOARD

SECOND BOARD

SME BOARD

Unless otherwise provided by law or government regulation, the minimum offering to the public for initial listing shall be based on the following schedule:

MARKET CAPITALIZATION	PUBLIC OFFER

Not exceeding P400 M	33% or P50M whichever is higher
Over P400M to P1B	25% or P100M whichever is higher
Over P1B to P5B	20% of P250M whichever is higher
Over P5B to P10B	15% or P750M whichever is higher
Over P10B	10% or P1B whichever is higher

The minimum offering to the public for initial listing shall be twenty percent (20%) of the authorized capital stock. Provided, that the existing shareholders prior to listing of securities shall maintain fifty-one percent (51%) ownership within the next three years following listing date.

OFFER PRICE

FIRST BOARD	SECOND BOARD	SME BOARD
Discretion of the applicant	Discretion of the applicant	Discretion of the company, subject to the approval of the Exchange

MIN. NUMBER OF DIRECTORS AND STOCKHOLDERS OR SECURITY HOLDERS

FIRST BOARD	SECOND BOARD	SME BOARD
Upon filing of the application, the applicant company shall have and maintain a minimum of 7 directors. The applicant company shall, at all times, maintain, at least 1,000 stockholders or security holders each owning shares or securities equivalent to at least one board lot upon listing in the Exchange.	The applicant company shall at all times have a minimum 7 directors. The company shall likewise maintain at least 500 stockholders. Each of these stockholders must hold at least one board lot of the shares of the company.	After listing, the company shall, at all times, maintain a minimum 7 directors and at least 50 stockholders owning shares equivalent to at least one board lot. The company shall be held responsible for maintaining the designated number of stockholders owning shares of stock in the company.

LOCK-UP

FIRST BOARD	SECOND BOARD	SME BOARD
The applicant company shall cause its existing stockholders or security holders who own an equivalent of at least 10% of the issued and outstanding shares not to sell, assign or in any manner dispose of their shares for a minimum period of 180 days after the listing of the said shares. If there is any issuance of shares or securities or instruments which lead to issuance of shares or securities done and fully paid for within 180 days prior to the start of the offering period, and the transaction price is lower than that of the offer price in the IPO, all shares or securities availed of shall be subject to a lock-up period of at least 365 days from full payment of the aforesaid shares or securities.	The applicant company shall cause its existing security holders who own an equivalent of at least 10% of the issued and outstanding securities of the company to enter into an agreement with the Exchange not to sell, assign, encumber or in any manner dispose of their securities for a period of three hundred sixty-five (365) calendar days after the listing of such securities. If there is any issuance of shares or securities (i.e., private placements, asset for shares swap or a similar transaction) or instruments which lead to issuance of shares or securities (i.e., convertible bonds, warrants or a similar instrument) done and fully paid for within One-hundred-eighty (180) days prior to the start of the offering period, and the transaction price is lower than that of the offer price in the Initial Public Offering, all shares or securities availed of shall be subject to a lock-up period of at least three-hundred-sixty-five (365) days from full payment of the aforesaid shares or securities.	The company shall cause all its existing stockholders to enter into an agreement with the Exchange not to sell, assign, encumber or in any manner dispose of their securities for a period of two (2) years after the listing of such securities. If there is any issuance of shares (i.e., private placements, asset for shares swap or a similar transaction) or instruments which leads to the issuance of shares (i.e. convertible bonds, warrants or a similar instrument) done and fully paid for within One-hundred-eighty (180) days prior to the start of the offering period, and the transaction price is lower than that of the offer price in the Initial Public Offering, all persons who availed of the securities shall be subject to a lock-up period of Three-hundred-sixty-five (365) consecutive calendar days from full payment of such securities.

ISSUED AND OUTSTANDING SHARES

FIRST BOARD	SECOND BOARD	SME BOARD
All issued and outstanding securities of including treasury shares shall be applied for listing.	All issued and outstanding securities of the type and class applied for, including treasury shares shall be applied for listing.	All issued and outstanding shares shall be applied for listing in the Exchange.