Imposing the Penalty of PhP1 Million on PSE/PSE-NOMELEC for Its Violation of Section 40.2 of the SRC

May 26, 2011

SEC-MRD OPINION

Philippine Stock Exchange, Inc.
PSE Plaza
Ayala Avenue
Makati City
Fax: 891-9004

Attention: PSE-NOMELEC
Mr. Remy T. Tigulo, Chairman
Atty. Daisy P. Arce
Ms. Shirley Y. Bangayan
Atty. Monico V. Jacob
Mr. Jose Luis S. Javier — Independent Director Member
Atty. Cornelio T. Peralta — Independent Director Member
Atty. Aissa V. Encarnacion — Non Voting Member
cc: PSE Board of Directors

Gentlemen :

On 28 April 2011, the Commission directed PSE-NOMELEC, its members, collectively and individually, to show cause why they should not be sanctioned for not complying with Rule 1 and Rule 2 (1) of the 2011 NOMELEC Rules, pursuant to Section 40.2 of the Securities Regulation Code (SRC).

The pertinent portion of Rule 1 of NOMELEC Rules provides that:

"(a) Issuer companies are juridical entities offering securities for sale to investors, who are listed in the PSE, are not suspended from listing and remain in good standing. An issuer company may be considered in good standing, as certified by the concerned departments of the PSE and SEC, under the following circumstances, as of date of nomination:

(1) It has been compliant with PSE and SEC Rules for...

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