Page 115

- 70 -Notes

to Consolidated Financial Statements

ALPHA was incorporated on November 19, 1990 as “Agro Plastics, Inc.”. On March 15, 1995, it changed its corporate name to “Macondray Plastics, Inc.”. On November 23, 2000, it had its initial public offering. On April 7, 2010, it changed its corporate name to “Alphaland Corporation”. Below is a summary of the capital stock movement of the Parent Company:

Corporate Name Agro Plastics, Inc. Macondray Plastics, Inc. Macondray Plastics, Inc. Macondray Plastics, Inc. Macondray Plastics, Inc. Alphaland Corporation Alphaland Corporation Alphaland Corporation Alphaland Corporation

Date of Approval November 19, 1990 June 1, 2000 November 23, 2000 September 1, 2001 May 27, 2009 April 7, 2010 November 11, 2010 March 3, 2011 June 27, 2011

Increase in Authorized Capital Stock 10,000,000 90,000,000 – 300,000,000 – 4,500,000,000 – – –

New Subscriptions/ Issuances 2,500,000 30,000,000 16,740,000 76,322,000* 25,026,900* 1,269,734,041** 8,897,346 147,375,700*** 408,150,264

Issue/ Offer Price =1.00 P 1.00 5.38 1.00 1.00 10.00 10.00 10.00 10.00

*** This represents 155% and 20% stock dividend, respectively. *** Share-for-share swap with shareholders of ADI. *** Partially paid, with subscription receivable of = P 1,472.8 million.

All of the foregoing shares are listed in the PSE, except for the shares issued on March 3, 2011 and June 27, 2011. Beginning April 7, 2010, the resulting outstanding shares do not include 423,900 shares held in treasury, which are listed and currently lodged with PCD Nominee Corporation. The total number of shareholders, which includes PCD Nominee Corporation, as of December 31, 2013 and 2012 is 39 and 41, respectively. b. Delisting procedures initiated by the PSE In order to comply with the required minimum public float of 10% as of December 31, 2012, AH sold 49,608,000 million of its shares in ALPHA to Credit Suisse (Singapore) Limited (Credit Suisse) on December 31, 2012. With the sale, the public float of ALPHA increased to 10.53%. However, as the date of sale was not a trading day at the PSE, the transaction had to be effected outside the facilities of the PSE and the appropriate capital gains tax and documentary stamp tax for the transaction (instead of the usual stock transaction tax for transactions effected through the PSE) were paid. Pending the issuance of the necessary tax clearance and certificate authorizing registration by the BIR for the registration of the sold shares in the name of Credit Suisse in the books of ALPHA, the PSE imposed a trading suspension on the shares of ALPHA. The trading suspension was lifted on March 1, 2013 immediately after ALPHA obtained the tax clearance and certificate authorizing registration for the said sale. On January 20, 2014, ALPHA disclosed in good faith that it was not in compliance with the 10% minimum public ownership (“MPO”) requirement of the PSE, as follows: ƒ

Ostensibly and for its own selfish purposes, Ashmore simulated the Sale (and misrepresented the same to ALPHA) in order to ensure that ALPHA remains listed with the PSE;



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