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SHAREHOLDERS AGREEMENT

BUY & SELL CLAUSE

HELP TO ENSURE THAT A “FAIR” PRICE IS OFFERED BECAUSE THE OFFER PRICE COULD GO EITHER WAY

Complete Guide to Ethics Management: An Ethics Toolkit for Managers

Decision-Making Ethical Checklist Circle the appropriate answer on the scale; "1" = not at all; "5" = totally yes 1. Relevant Information Test. Have I/we obtained as 1 2 3 4 5 much information as possible to make an informed decision and action plan for this situation? 2. Involvement Test. Have I/we involved all who have a 1 2 3 4 5 right to have input and/or to be involved in making this decision and action plan? 3. Consequential Test. Have I/we anticipated and 1 2 3 4 5 attempted to accommodate for the consequences of this decision and action plan on any who are significantly effected by it? 4. Fairness Test. If I/we were assigned to take the place 1 2 3 4 5 of any one of the stakeholders in this situation, would I/we perceive this decision and action plan to be essentially fair, given all of the circumstances? 5. Enduring Values Test. Do this decision and action 1 2 3 4 5 plan uphold my/our priority enduring values that are relevant to this situation? 6. Universality Test. Would I/we want this decision and 1 2 3 4 5 action plan to become a universal law applicable to all similar situation, even to myself/ourselves? 7. Light-of-Day Test. How would I/we feel and be 1 2 3 4 5 regarded by others (working associates, family, etc.) if the details of this decision and action plan were disclosed for all to know? 8. Total Ethical Analysis Confidence Score . Place the total of all circled numbers here. How confident can you be that you have done a good job of ethical analysis? 7-14 Not very confident 15-21 Somewhat confident 22-28 Quite confident 29-35 Very confident Used with permission from Copyright holders: Doug Wallace and Jon Pekel, Twin Cities-based consultants in the Fulcrum Group (; e-mail at [email protected]). Do not copy without reference to copyright owners. Not to be used for commercial purposes.

Method Two - Ten-Step Method of Decision Making Wallace and Pekel also provide the following ten-step method. STEPS NOTES 1. What are the known FACTS in the situation? 2. Who are the key STAKEHOLDERS, what do they value and what are their

http://www.managementhelp.org/ethics/ethxgde.htm#anchor23124[3/16/2009 10:53:06 AM] The Shareholders Agreement

Business Basics for The Engineers by SHAREHOLDERS Mike Volker (www.mikevolker.com) AGREEMENT

Why Bother?

A company is owned by its shareholders. The shareholders appoint the directors who then appoint the management. The directors are the "soul" and conscience of the company. They are liable for its actions. Shareholders are not liable for company actions. Management may or may not be liable for company actions. Often these roles are assumed by the same individuals but as a company grows and becomes larger, this may not be the case. When a company is created, its founding shareholders determine how a company will be owned and managed. This takes the form of a "shareholders agreement". As new shareholders enter the picture, for example angel investors, they will want to become part of the agreement and they will most likely add additional complexity. For example, they may want to impose vesting terms and also mechanisms to ensure that they ultimately can exit and get a return on their investment. Not having such an agreement can lead to serious problems and disputes and can result in corporate failure. It's a bit like a prenuptial agreement.

Companies must comply with the law. Companies are incorporated in a particular jurisdiction (e.g. State, Province or Country) and must adhere to the applicable legislation, e.g. the Canada Business Corporations Act, or the B.C. Corporations Act. This legislation lays out the ground rules for corporate governance - what you can and cannot do, e.g. who can be a director? can a company issue shares? how can you buy or sell shares? etc. When a company is formed, it files a Memorandum and Articles of Incorporation (depending on jurisdiction) which are public documents filed with the Registrar of Companies. A shareholders agreement is confidential and its contents need not be filed or made public.

When a company is formed, its shareholders may decide on a set of ground rules over and above the basic legislation that will govern their behavior. For example, how do you handle a shareholder who wants "out" (and sell her shares)? Should it be possible to "force" (i.e. buyout) a shareholder? How are disagreements handled? Who gets to sit on the Board? What authority is given to whom for various decision-making activities? Can a shareholder (i.e. company founder) be fired? And so on...

A company which is wholly owned by one person need not have such an agreement. However, as soon as there is more than one owner, such an agreement is essential. The spirit of such an agreement will depend on what type of company is contemplated. For example, a three-owner retail shop may adopt a totally different approach to that of a high tech venture which may have many owners. When a company has hundreds of shareholders or becomes a "public" company, the need for such an agreement disappears and the applicable Act and securities regulations then take over.

Corporate Governance

There is no substitute for good corporate governance. Even small companies with few shareholders are better served by good governance practices. Instead of trying to anticipate every possible future event or trying to be overly prescriptive, a structure that ensures the installation of an experienced board of directors is arguably the best approach. Why? Because directors are responsible to the company - NOT to the shareholders as is commonly thought. If directors add diligently with this mandate, many problems that arise can be solved.

http://www.sfu.ca/~mvolker/biz/agree.htm[7/15/2009 11:28:53 AM] The Shareholders Agreement

offered to a buyer.

If a shareholder withdraws, should he be able to "force" the other shareholders to buy his shares? If he is forced out, can he keep his shares? If a shareholder (like a founder) gets shares for making certain commitments to the company over time, certain vesting conditions need to be specified. For example, if a founder quits, he should forfeit a percentage of his shares (if he agrees to a 3-year vesting and quits after 6 months, then he forfeits 5/6 of his shares. Perhaps the departing shareholder should sell some of all of his shares back to the company (or to other shareholders, pro-rata). In this case, a method of valuation (see below) would need to be established. (could include vesting details and termination on death in Article 2)

A "shotgun" clause is often used to force a buy-out. It works like this: Shareholder A offers his shares to Shareholder B for a certain price per share (in the case of 2 shareholders). B can accept this offer or, in turn, offer the same terms to A in which case A must accept. This ensures that A will offer a "fair" price. In essence, one party will end up buying the other out (of course, the two parties can amicably simply agree on a price - this is easy if a shareholder wants to exit to pursue other interests. It gets tougher if both want to own and run the company. The shotgun approach is ideal for small businesses where the values are not too high because they favor the party with more cash resources. For high tech companies with high valuations and several shareholders, the shotgun approach would not work very well.

What happens is a shareholder dies? There should be a fair means by which the surviving shareholders can (optionally or mandatorily) purchase shares from the estate of the deceased shareholder. The company ought to have life insurance policies in place so that such buy backs can be funded. It is a good idea to get some expert tax accounting advice on this matter as well. How will a value be placed on the shares? Options: outside valuation expert (expensive and unpredictable) or get the shareholders to mutually agree to a value and append this to the agreement as a schedule (which is periodically updated) or use a formula (multiple of earnings or sales, book value, etc) or a combination of the above.

ARTICLE 5: PRE-EMPTIVE RIGHTS

If new shares are to be issued from treasury, shareholders will generally be entitled to buy these before the company offers them to an outside investor (to avoid dilution). If an outside investor (e.g. venture capitalist) is brought in, these pre-emptive rights would likely have to be waived.

ARTICLE 6: RESTRICTIONS ON TRANSFER, ETC.

Spells out Share transfer restrictions, consents from others that may be required, etc.

ARTICLE 7: TERMINATION

Under what circumstances is the agreement terminated? (e.g. bankruptcy, dissolution, unanimous consent) Are there any penalties? What consitutes a breach? This is important where owners are committing "sweat equity" - what if they don't perform? If a shareholder defaults, what happens (time to correct default?), termination and buyout?

ARTICLE 8: GENERAL COVENANTS

What is the legal jurisdiction? Should also cover routines such as Notice of meetings - addresses, etc. and some other details, e.g. that the agreement is binding on heirs and successors.

SCHEDULE A: SHAREHOLDINGS LIST and/or CAP TABLE

List all parties' holdings - class and number.

http://www.sfu.ca/~mvolker/biz/agree.htm[7/15/2009 11:28:53 AM] Shotgun clause: Definition from Answers.com

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Investment Shotgun clause Wikipedia Related answers Copyrights Investment Dictionary: Shotgun Clause Is a comma needed when Library a subordinate clause Sponsored Links follows an independent Animal Life Online Share Trading clause? Business & Finance Trade Share CFDs online commission free, 24 hours a day » More Entertainment & Arts www.gcitrading.com Food & Cooking Health Home > Library > Business & Finance > Investment Dictionary Answer these History, Politics, Society Home & Garden Independent clause follow A buy-sell provision used by related parties in a business venture which gives an investor within the Law & Legal Issues by dependent clause and Literature & Language partnership the right to offer his/her portion to a partner at a specified price. If the partner does not independent clause sentence? Miscellaneous buy the offered interest at this price, the partner must then sell his/her own interest to the offering Religion & Spirituality party at the same specified price. » More Science Investopedia Says: Shopping Mentioned in Sports The shotgun clause attempts to provide security to the partners of a venture by ensuring the Technology offering of a fair price. Because the investor initially tendering the shares cannot be certain whether Buy-sell agreement Travel the shares will be purchased or rejected, the specified price must be carefully considered - after all, a rejection of the tendering creates an obligation for the offering party to buy the partner's portion at the same price he/she was originally willing to sell at.

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Wikipedia: Shotgun clause

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Contents [hide] 1 Discussion 2 Process 3 Rationale 4 Financing 5 Economics 6 References

Discussion Typically, an exit clause is triggered in situations where a business partnership has severely deteriorated, and so the situation is often likened to a divorce. In the same way that drawn-out battles between a splitting couple can often leave any children with emotional damage, so too can a business be damaged by drawn-out fighting between its owners. For this reason, experts in the area emphasize the importance of including an exit clause in a firm’s shareholders’ agreement in order to

http://www.answers.com/topic/shotgun-clause-1[7/15/2009 11:27:07 AM] Protect your assets

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Chances are Paul McCartney could have lessened his ongoing disagreements with both Yoko Ono and Heather Mills had he been pro-active in protecting his assets prior to the breakdown of his professional and personal partnerships. “A shareholder or partnership agreement is very much like a co-habitation or marital contract,” says corporate lawyer Joanne Most Recent Stories McPhail, partner and head of the corporate commercial department at the Barrie law Community firm Burgar Rowe Professional Corporation. groups to “There are a lot of parallels between the cover field two. It’s very easy for people to be on house extras different pages, so just sitting down and A fixed-cost talking about it can really clarify the game agreement with plan.” Alliance ... [more] In the case of the Beatles, Apple Corps was a corporation created with the four members of the band as shareholders. Comedy film Initially intended as a tax shelter, there was being shot in little forethought of what would happen if area the partnership broke up or something Movie written and happened to its members. directed by Travis “What happens if a shareholder dies or Ainley. [more] becomes disabled; wants to sell or has a third-party offer (to buy by an outside interest, but the other shareholders do not House fire in want to sell)?” McPhail poses. Stayner “Mechanisms are put into place in a A home on shareholders agreement to deal with those Christopher Street sorts of issues.” caught fire Saturday. Hand in hand: “What happens if a shareholder dies or becomes McCartney might have originally agreed to [more] disabled; wants to sell or has a third-party offer (to buy by an a partnership with Lennon, Harrison and outside interest, but the other shareholders do not want to sell)?” Starr, but today he and the drummer are Joanne McPhail poses. “Mechanisms are put into place in a Brandon not only professionally tied to each other, shareholders agreement to deal with those sorts of issues.” Watson pushes but also to the families of the late musicians Chevy to the who control their estates. limit A death buy-sell agreement, either by itself Watson continues to or as incorporated within a shareholders’ agreement, could have allowed the corporation to continue but with the make presence remaining ex-Beatles retaining control. known. [more] “A death provision is something you’d see most of the time,” says McPhail. “If you don’t have one, the shares just become property that is allocated as stipulated in the will. That’s why you’d have a shareholders’ agreement – you want to control who controls the shares.” Calling all So-called “shotgun” clauses are also often included to provide an end to a partnership without destroying the flight company. These are implemented when a shareholder makes an offer to other shareholders to sell his or her enthusiasts... shares at a certain price (as determined by the offering party). According to the clause, the reacting partners can Library a 'flighty' either choose to buy or sell at that price, but they must choose one or the other. place. [more] “The nifty thing about it is that (the initiating partner) doesn’t know if they’re buying or selling, but someone’s going and someone’s staying,” explains McPhail, who says this clause is used often. Because this offer could go either way, the assumption is that the price offered is fair. “The only time you could something different is if one shareholder is substantially better off and has way more cash. Then they can lowball, but it’s still tricky. The other person could have a rich uncle they could borrow the money from. Category “You can always agree to something else, but at least there’s a mechanism that can be triggered to allow the

http://www.simcoe.com/article/125838[7/15/2009 11:02:49 AM] Frequently Asked Shareholder Agreement Questions - Lawdepot.com

Q. Why do I need to decide management issues in the Shareholders' Agreement? A. Specifying management issues in the Shareholders' Agreement preserves the right of the existing shareholders to determine issues vital to the Corporation. If these issues are not specified in the Agreement, then the Board of Directors will be able to change and manage the Corporation as it sees fit. If you believe that the shareholders are in a better position to determine matters of importance to the Corporation than the Directors are, you should specify all the terms you deem important to the long term health of the Corporation.

Share Transactions Back to Top

Q. How does a Corporation redeem stock? A. A corporation can redeem stock by repurchasing it from existing shareholders and placing the stock back in the Corporation's name. This is done mostly by established Corporations. It is usually only done where the Corporation has enough cash to make the purchase while still covering operating expenses. Redeeming shares transfers equity back into the Corporation, increasing the company's future value.

Q. When would a Corporation issue stock for non-money consideration? A. Corporations will sometimes issue stock for non-money considerations when they are trying to attract top level professionals and skilled workers to the Corporation or when they are trying to purchase property but do not have the capital to do so.

Q. What is the difference between a Shareholder Loan and purchase of shares? A. When a shareholder purchases shares, the shareholder increases their equity in the company. When a shareholder makes a Shareholder Loan to the company, it is a personal debt owed to the shareholder by the company, as though both were private individuals. The debt must be repaid, but it does not increase the shareholder's equity in the company.

Q. What are pre-emptive rights? A. Pre-emptive rights give existing shareholders the right to buy any newly issued shares from the Corporation before it is sold to outside third parties. This protects existing shareholders by allowing them to retain their percentage of ownership in the company. Disadvantages of pre-emptive rights are that they may cause long delays in the sale of shares, and that they may discourage sophisticated institutional investors from investing because they may get a smaller proportionate share of the Corporation than they want when the pre-emptive rights are exercised.

Q. What is a "shotgun" clause? A. A "shotgun" clause provides an escape mechanism for shareholders if there is a serious dispute that cannot be resolved. One shareholder may offer to buy the other shareholder's shares for a certain price. A shotgun clause stipulates that the other shareholder may either sell his/her shares at that price, or buy the offering shareholder's shares at that same price. This process provides incentive for the offering shareholder to name a fair price.

However, if shareholders have unequal financial resources, one shareholder could specify an unfairly low price, knowing that the other shareholder cannot afford to buyout the offered shares. The offerer could then turn around and buy the shares of the weaker shareholder at the unnaturally low bid. The shotgun clause, therefore, might also require that a fair price be set for any buyout offer.

http://www.lawdepot.com/contracts/shareholder-agreement/faq/[7/15/2009 10:21:03 AM] Legal Definition of a Shotgun Clause

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Dictionary Resources LawMag Shotgun Clause Sample Bottle Suppliers Thousands of Prequalified Suppliers Trade Leads, Products & Companies A buy-sell agreement where a shareholder wishes to sell his or her shares, or an irreconcilable Alib b disagreement on a fundamental issue in regards to the corporation breaks out between shareholders, the sale can be forced by the sell of the holdings of one shareholder to the other. Find term by first letter: A B C D E F G H I J K L M N O P Also referred to as a shotgun buy-sell Schultze & Braun agreement and frequenyly a significant Q R S T U V W X Y Z European Insolvency Law - we give you legal component of a shareholders Dictionary advice! agreement. www.schubra.de Switch to variable width

The most common shotgun clause provides that one shareholder gives notice to the Warren Buffett System other of exercising the shotgun clause and Download the step-by-step guide to investing just like Warren Buffett. offering a price for the shares. This starts www.BuffettSystem.com the clock and forces the receiving shareholder to either buy the instigator’s Company Articles share at the stated price or sell his shares Solve legal problems in classroom. Dave Volek's to the instigator at the stated price. Business English www.dvbe.bz A sample shotgun clause where there are three shareholders:

“Whereby one shareholder can offer his shares for sale to the other two and they have 60 days in which to accept or reject. If they do not accept the offer, 'A' then has the right to buy the shares of 'B' and 'C' for the price originally offered by him.”

In Re Sunfour Estates, the Ontario Securities Commission described a shot-gun clause as: “... which give an owner the right, on notice, to purchase another owner's interest or alternatively to be bought out by that owner at the same price.”

In Landell Investments, Toronto judge Southey wrote:

“The joint venture agreement contained a buy- sell provision under which one side to the agreement, if it became dissatisfied, could make an offer to buy out the other side. The party receiving the offer was under an obligation to buy out the offering party within a limited period of time, failing which it was obliged to sell its interest in the property in the joint venture to the offering party at the same price. This provision was described as a shotgun buy-sell provision.”

In 2004, the Manitoba Court of Queen's Bench used these words in a relevant case called Gray v Gray:

"That agreement contains a 'buy sell' clause, allowing one shareholder to force the other to either sell his shares or to buy the offeror’s shares. This is commonly referred to as a shotgun clause. A shotgun clause is intended to end the shareholder relationship between the parties. Once triggered, the effect of the clause is that one shareholder or the other is bought out. There is no option to refuse or avoid its consequences if the clause is triggered as permitted in the shareholders’ agreement. If the shareholder receiving that offer chooses not to sell his shares, then he must buy the offeror’s shares at the price in the offer. The offeror is entitled to set the terms of the offer, and those terms are deemed to be included in the offeree’s offer to purchase."

References:

http://www.duhaime.org/LegalDictionary/S/ShotgunClause.aspx[7/15/2009 11:28:05 AM] Shotgun clause - Wikipedia, the free encyclopedia

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Shotgun clause From Wikipedia, the free encyclopedia

"Shotgun clause" is a term of art, rather than a legal term. It is a specific type of exit provision that may be included in a shareholders' agreement, and may often be referred to as a buy-sell agreement. navigation The shotgun clause allows a shareholder to offer a specific price per share for the other shareholder(s)’ Main page shares; the other shareholder(s) must then either accept the offer or buy the offering shareholder’s Contents shares at that price per share. Featured content Current events Contents [hide] Random article 1 Discussion search 2 Process 3 Rationale 4 Financing 5 Economics interaction 6 References About Wikipedia Community portal Recent changes Contact Wikipedia Discussion [edit] Donate to Wikipedia Help Typically, an exit clause is triggered in situations where a business partnership has severely deteriorated, and so the situation is often likened to a divorce. In the same way that drawn-out battles toolbox between a splitting couple can often leave any children with emotional damage, so too can a business What links here be damaged by drawn-out fighting between its owners. For this reason, experts in the area emphasize Related changes the importance of including an exit clause in a firm’s shareholders’ agreement in order to minimize the Upload file Special pages negative impact of a business-divorce. As with a prenuptial agreement, it is important to set out an exit Printable version clause early on in a business relationship when interests are still aligned and partners still like each Permanent link other. Cite this page Shotgun clauses are usually recommended for companies where there are two owners with equal shares in the company, roughly equal involvement, and similar financial resources although they are by no means limited to these situations . If the shareholders are not in an equal position and of equal circumstances, then one of them may have no choice but to sell and consequently the other may, through the triggering of the shotgun, work an injustice on the other.

Process [edit]

The shareholder triggering the clause offers to buy the shares of the others at a specific price per share. The other shareholder(s) must then either accept the offer and sell their shares, or buy the triggering shareholder’s shares at that same price. Alternatively, the clause can be structured so that the triggering shareholder offers to sell his shares at a specific price per share, and the other shareholders can then accept the offer or sell their shares to the triggering shareholder at the set price. The timeline is generally very short, although there are no hard and fast rules. It would not be unusual to have 20-40 days to elect to sell or buy, and another 20 to 40 days to close. If the recipient of the offer does not respond in the allotted period of time, the offer is assumed to have been accepted.

http://en.wikipedia.org/wiki/Shotgun_clause[7/15/2009 11:18:21 AM] Shotgun clause - Wikipedia, the free encyclopedia

Rationale [edit]

The clause is most applicable when both partners want to run the company, but not together, and an amicable buy-out cannot be reached . It serves as a sort of “last resort” method for solving these disputes, while also helping to ensure that a “fair” price is offered. Since when triggering a shotgun clause the offering partner does not know whether they will end up buying or selling their shares, the individual must – in theory – pick a price that they would find acceptable in either outcome, thus preventing large over- or under-valuations of the firm. However, this only works when the partners are roughly equals in terms of their financial situation, and in their involvement with and their ability to run the business. A certain amount of strategy enters into how and when to trigger the shotgun clause with the offering shareholder having the incentive to guess at the other shareholder’s ability to finance a buy-out. If one is financially limited, or unable to run the company on his own, then the other can trigger the clause and offer a low price for the shares, gambling that their partner will have no choice but to accept. In this sense, the shotgun clause favours shareholders with stronger cash resources, and encourages shareholders to pull the trigger when the other shareholder(s) are weak . This problem is exacerbated by the fact that obtaining financing from banks is difficult in these situations, due to the shotgun transaction’s very short timeline. Private equity and venture capital firms that provide funding for these situations can help to level the playing field (see Financing section below), although they are limited in number. The shotgun clause is also biased towards shareholders with a greater ability to run the company themselves. A partner who is capable of running the business on their own would be able to offer a lower price than a partner who could not. For example, if one shareholder became disabled or seriously ill, he might be unable to manage the company. The other shareholder(s) might take advantage of the situation by triggering the shotgun clause at a low value, knowing that the other shareholder would not be able to buy them out for health reasons.

Financing [edit]

Shotgun clauses tend to favour those people with cash readily available. Once a shotgun clause has been triggered, shareholders can often face difficulties obtaining traditional financing in order to buy the other shareholders’ shares, due largely to the very short timeline of the transaction. Financing commitments from traditional banks typically take too long to obtain, and lenders often avoid situations where management conflicts are likely to disrupt the business. This means that owners facing a triggered shotgun clause are often forced to rely on their own resources if they wish to fend off being bought out. However, there are some private equity and venture capital firms that specialize in providing capital for shotgun situations. The first and best known of these firms is The Shotgun Fund. (http://www.shotgunfund.com )

Economics [edit]

In academic circles it has been argued that, under certain circumstances, these clauses are not economically efficient in that the partner who values the company most is not always the one that ends up buying the company. De Frutos and Kittsteiner suggest in their paper that in order to ensure an efficient outcome, there should not be a contractual obligation for the party who triggers the clause to name the price. Instead, they advocate including in the termination agreement a clause stating that the parties will negotiate for the right to be the person who chooses whether to buy or sell at the price specified by the other partner. They suggest that this negotiation takes the form of an ascending http://en.wikipedia.org/wiki/Shotgun_clause[7/15/2009 11:18:21 AM]

S.E.C. CODE OF CORPORATE GOVERNANCE

THE BOARD SHOULD PROVIDE THE SHAREHOLDERS WITH A BALANCED AND UNDERSTANDABLE ASSESSMENT OF THE CORPORATION’S PERFORFANCE...

MAINTAIN A SOUND SYSTEM OF INTERNAL CONTROL TO SAFEGUARD ...

POWER OF INSPECTION ...

RIGHT TO INFORMATION ...

SEC MEMORANDUM CIRCULAR NO._____2 Series of 2002

CODE OF CORPORATE GOVERNANCE

In accordance with the State’s policy to actively promote corporate governance reforms aimed to raise investor confidence, develop capital market and help achieve high sustained growth for the corporate sector and the economy, the Commission, in its Resolution No.135, Series of 2002 dated April 04 2002, approved the promulgation and implementation of this Code, which shall be applicable to corporations whose securities are registered or listed, corporations which are grantees of permits/licenses and secondary franchise from the Commission and public companies. This Code also applies to branches or subsidiaries of foreign corporations operating in the Philippines whose securities are registered or listed.

I. Definitions

A. Board of Directors – refers to the collegial body that exercises the corporate powers of all corporations formed under the Corporation Code. It conducts all business and controls or holds all property of such corporations.

B. Corporate Governance – refers to a system whereby shareholders, creditors and other stakeholders of a corporation ensure that management enhances the value of the corporation as it competes in an increasingly global market place.

C. Independent Director – refers to a person other than an officer or employee of the corporation, its parent or subsidiaries, or any other individual having any relationship with the corporation, which would interfere with the exercise of independent judgment in carrying out the responsibilities of a director. This means that apart from the directors’ fees and shareholdings, he should be independent of management and free from any business or other relationship which could materially interfere with the exercise of his independent judgment.

D. Public Company – refers to any corporation with a class of equity securities listed in an Exchange or with assets in excess of Fifty Million Pesos (P50,000,000.00) and having two hundred (200) or more stockholders each holding at least one hundred (100) shares of a class of its securities.

III. Supply Information

In order to fulfill their responsibilities, Board members, should be provided with complete, adequate and timely information prior to Board meetings on an ongoing basis.

Management should have an obligation to supply the Board with complete, adequate information in a timely manner. Reliance purely on what is volunteered by Management is unlikely to be enough in all circumstances and further inquiries may be required if the particular director is to fulfill his or her duties properly. Hence, the Board may have separate and independent access to the company’s senior management.

The information may include the background or explanatory information relating to matters to be brought before the Board, copies of disclosure documents, budgets, forecasts and monthly internal financial statements. With respect to the budget, any variance between the projections and actual results should also be disclosed and explained.

Directors should also have a separate and independent access to the Corporate Secretary. The role of the Corporate Secretary should be clearly defined and should include responsibility for ensuring that Board procedures are being followed and that applicable rules and regulations are complied with. The Corporate Secretary should attend all Board meetings.

The Board should have a procedure for directors, either individually or as a group, in the furtherance of their duties, to take independent professional advice, if necessary, at the corporation’s expense.

IV. Accountability and Audit

1. The Board is primarily accountable to the shareholders and Management is primarily accountable to the Board. The Board should provide the shareholders with a balanced and understandable assessment of the corporation’s performance, position and prospects on a quarterly basis. The Management should provide all members of the Board with a balanced and understandable account of the corporation’s performance, position and prospects on a monthly basis. This responsibility should extend to interim and other price sensitive public reports and reports to regulators (if required). It should be primarily responsible in making financial reporting and internal control in accordance with the following guidelines:

a. Present a balanced and understandable assessment of the company’s position and prospects. The Board’s responsibility to present a balanced and understandable assessment should extend to interim and other price-sensitive public reports and reports to regulators as

15 well as to information required to be presented by statutory requirements;

b. Explain their responsibility for preparing the accounts, for which there should be a statement by the auditors about their reporting responsibilities;

c. Report that the business is a going concern, with supporting assumptions or qualifications, if necessary;

d. Maintain a sound system of internal control to safeguard stakeholders’ investment and the company’s assets;

e. Based on the approved audit plans, scope and frequency of audits, ensure that internal audit examinations cover, at least, the evaluation of adequacy and effectiveness of controls encompassing the organization’s governance, operations, information systems, to include reliability and integrity of financial and operational information, effectiveness and efficiency of operations, safeguarding of assets, and compliance with laws, rules, regulations, and contracts.

f. Require the chief audit executive to render to the Audit Committee and senior management an annual report on the internal audit department’s activity, purpose, authority, responsibility and performance relative to the audit plans and strategies approved by the Audit Committee of the Board. Such annual report should include significant risk exposures and control issues, corporate governance issues, and other matters needed or requested by the Board and senior management. The chief audit executive’s annual report shall likewise be made available to the stockholders of the company. Internal auditors shall report that their activities are “conducted in accordance with the Standards for the Professional Practice of Internal Auditing”. Otherwise, the chief audit executive shall disclose to the Board and senior management that it has not yet achieved full compliance with the standards for the professional practice of internal auditing.

2. Selection/Appointment, Resignation, Dismissal or Cessation of Service of an External Auditor

The Board, through the Audit Committee, shall recommend to the stockholders a duly accredited external auditor who shall undertake an independent audit and shall provide an objective assurance on the way in which financial statements shall have been prepared and presented. Such external auditor cannot at the same time provide the services of an internal auditor to the same client. Other non-audit work should not be in conflict with the functions of the external auditor.

16 The external auditor should be rotated every five (5) years or earlier or the handling partner shall be changed.

The reason/s for the resignation, dismissal or cessation from service and the date thereof of an external auditor shall be reported in the company’s annual and current reports. Said report shall include a discussion of any disagreement with said former external auditor on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which if not resolved to the satisfaction of the former auditor, would have cause making reference to the subject matter of the disagreement in connection with its report.

If an external auditor believes that the statements made in an annual report, information statement or proxy statement filed during his engagement are incorrect or incomplete, he shall also present his views in said reports.

V. Stockholders’ Rights and Protection of Minority Stockholders’ Interests

The Board shall be committed to respect the following rights of the stockholders:

1. Voting Right

Shareholders have the right to elect, remove and replace directors and vote on certain corporate acts in accordance with the Corporation Code.

The Code mandates the use of cumulative voting in the election of directors. Although directors may be removed with or without cause, the Code prohibits removal without cause if it will deny minority shareholders representation in the Board. Removal of directors requires an affirmative vote of two-thirds of the outstanding capital.

2. Pre-emptive Right

All stockholders have pre-emptive rights, unless there is a specific denial of this right in the articles of incorporation or an amendment thereto. They shall have the right to subscribe to the capital stock of the corporation. The Articles of Incorporation may lay down the specific rights and powers of shareholders with respect to the particular shares they hold, all of which are protected by law so long as they are not in conflict with the Corporation Code.

3. Power of Inspection

The Corporation Code mandates corporations to allow shareholders to inspect corporate books and records including minutes of Board

17 meetings and stock registries in accordance with the Corporation Code and to provide them an annual report, including financial statements, without cost or restrictions.

4. Right to Information

The Shareholders shall be provided, upon request, with periodic reports which disclose personal and professional information about the directors and officers and certain other matters such as their holdings of the company’s shares, dealings with the company, relationships among directors and key officers, and the aggregate compensation of directors and officers. The Information Statement/Proxy Statement where these are found must be distributed to the shareholders before annual general meetings and in the Registration Statement and Prospectus in case of registration of shares for public offering with the Commission.

The minority shareholders should be granted the right to propose the holding of a meeting, and the right to propose items in the agenda of the meeting, provided the items are for legitimate business purposes.

The minority shareholders should have access to any and all information relating to matters for which the management is accountable for and to those relating to matters for which the management should include such information and, if not included, then the minority shareholders can propose to include such matters in the agenda of stockholders’ meeting, being within the definition of “legitimate purposes”.

5. Right to Dividends

Shareholders have the right to receive dividends subject to the discretion of the Board. However, the Commission may direct the corporation to declare dividends when its retained earnings is in excess of 100% of its paid-in capital stock, except: a) when justified by definite corporate expansion projects or programs approved by the Board or b) when the corporation is prohibited under any loan agreement with any financial institution or creditor, whether local or foreign, from declaring dividends without its consent, and such consent has not been secured; or c) when it can be clearly shown that such retention is necessary under special circumstances obtaining in the corporation, such as when there is a need for special reserve for probable contingencies.

6. Appraisal Right

The Corporation Code allows the exercise of the shareholders’ appraisal rights under the following circumstances:

a. In case any amendment to the articles of incorporation has the effect of changing or restricting the rights of any stockholders or class of shares,

18 or of authorizing preferences in any respect superior to those of outstanding shares of any class, or of extending or shortening the term of corporate existence;

b. In case of sale, lease, exchange, transfer, mortgage, pledge or other disposition of all or substantially all of the corporate property and assets as provided in the Corporation Code; and

c. In case of merger or consolidation.

It is the duty of the directors to promote shareholder rights, remove impediments to the exercise of shareholders rights and allow possibilities to seek redress for violation of their rights. They shall encourage the exercise of shareholders’ voting rights and the solution of collective action problems through appropriate mechanisms. They shall be instrumental in removing excessive costs and other administrative or practical impediments to shareholders participating in meetings and/or voting in person. The directors shall pave the way for the electronic filing and distribution of shareholder information necessary to make informed decisions subject to legal constraints.

VI. Evaluation Systems

The management may establish a performance evaluation system to measure the performance of the Board and top-level management of the corporation.

The establishment of such evaluation system, including the features thereof, may be disclosed in the company’s annual report (SEC Form 17-A).

VII. Disclosure and Transparency

A dominant theme in all issues related to corporate governance is the vital importance of disclosure. The more transparent the internal workings of the company and cash flows, the more difficult it will be for management and controlling shareholders to misappropriate company assets or mismanage the company.

The most basic and all encompassing disclosure requirement is that all material information, i.e., any thing that could potentially affect share price, should be publicly disclosed. Such information would include earnings results, acquisition or disposal of assets, board changes, related party transactions, shareholdings of directors and changes to ownership. Other information that should always be disclosed includes remuneration (including stock options) of all directors and senior management corporate strategy, and off balance sheet transactions. All disclosed information should be released via the approved stock exchange procedure for company announcements as well as through the annual report.

2001 TICKET SALES 211,960,467.65

6 Pages only 1st 3 days. . . and last 3 days of 2001 Aleson Shipping Lines, Inc.

174 Veterans Avenue, Zamboanga City

DAILY TICKET SALES REPORT 01/01/2001 Monday

16,810.00 16,810.00 DJOY P-Z ONBOARD

Z-P ONBOARD 13,320.00 39,445.00

Z-P TERMINAL 26,125.00

116,675.15 116,675.15 DJOY2 B-Z ONBOARD

Z-B BLVD 3,615.00 51,720.00

Z-B ONBOARD 11,495.00

Z-B TERMINAL 36,610.00

Z-P MOFF 550.00 550.00

106,520.00 106,520.00 KJ3 J-Z ONBOARD

Z-J MINDPRO 206,876.75 274,300.25

Z-J ONBOARD 12,573.50

Z-J TERMINAL 54,850.00

DAILY TOTAL SALES: 606,020.40

Remarks:

Verified By: Noted By:

Date Aleson Shipping Lines, Inc.

174 Veterans Avenue, Zamboanga City

DAILY TICKET SALES REPORT 01/02/2001 Tuesday

69,810.00 69,810.00 DJOY P-Z PAGOFF

DJOY2 B-Z BOFF 193,200.00 193f200.00

6,211.00 64,169.00 KJ3 Z-J BLVD

Z-J MOFF 4,710.00

Z-J TERMINAL 53,248.00

LMJOY2 D-Z DUMOFF 48,625.00 48,625.00

z-s MOFF 7,200.00 7,200.00

DAILY TOTAL SALES: 383,004 .00

Remarks:

Verified By: Noted By:

Date Aleson Shipping Lines, Inc.

174 Veterans Avenue, Zamboanga City

DAILY TICKET SALES REPORT 01/03/2001 Wednesday

49,215.00 49,215.00 DJOY B-Z ONBOARD

Z-B BLVD 4,045.00 110,140.00

Z-B MOFF 28,844.00

Z-B ONBOARD 26,895.00

Z-B TERMINAL 50,356.00

2,087.00 2,087.00 KJ3 Z-J TERMINAL

LMJ0Y2 S-Z ONBOARD 152,420.00 152,420.00

Z-S ANALYN 201,080.00 390,614.00

z-s BLVD 19,000.00

Z-S MOFF 69,255.00

z-s ONBOARD 62,580.00

Z-S RA 14,960.00

z-s STICKER 5,820.00

z-s TERMINAL 17,919.00

DAILY TOTAL SALES: 704,476.00

Remarks:

Verified By: Noted By:

Date Aleson Shipping Lines, Inc.

174 Veterans Avenue, Zamboanga City

DAILY TICKET SALES REPORT Saturday 12/29/200

DJOY B-Z ONBOARD 21,660.00 21,660.00

Z-B ONBOARD 15,895.00 15,895.00

DJOY2 P-Z PAGOFF 99,810.00 99,810.00

Z-P BLVD 1,200.00 18,880.36 Z-P MOFF 10,790.36

Z-P TERMINAL 6,890.00

KJ3 J-Z ONBOARD 106,600.00 106,600.00

Z-J ONBOARD 15,710.00 15,710.00

DAILY TOTAL SALES: 278,555.36

Remarks:

Verified By: Noted By:

Date Aleson Shipping Lines, Inc.

174 Veterans Avenue, Zamboanga City

DAILY TICKET SALES REPORT Sunday 12/30/200

DJOY2 P-Z ONBOARD 3,220.00 3,220.00

Z-P BLVD 15,540.00 90,490.00

Z-P ONBOARD 21,820.00

Z-P TERMINAL 53,130.00

KJ3 J-Z ONBOARD 53,220.00 53,220.00

Z-J BLVD 1,921.00 48,153.00

Z-J ONBOARD 12,015.00

Z-J TERMINAL 34,217.00

NIKEL Z-B MOFF 995.00 995.00

DAILY TOTAL SALES: 196,078.00

Remarks:

Verified By: Noted By:

Date Aleson Shipping Lines, Inc. 174 Veterans Avenue, Zamboanga City

DAILY TICKET SALES REPORT M°nday 12/31/20C

DJOY2 p-Z PAGOFF 18,060.00 18,060.00

DAILY TOTAL SALES: 18,060.00

Remarks:

Verified By: Noted By.

Date

2003 CARGO SALES 111,226,752.95

6 Pages only 1st 3 days. . . and last 3 days of 2003

#172-174 Veterans Avenue. Zamboanga City

DATEs 01/01/2003 Wednesday

010iEC20b3 &CC2 IBABBLA - CEBU 38,544.56 0.00 0.00 0.00 38,544.56.

0101ZJ2003 KJ3 SAMBO - JOLO 910.38 0.00 0.00 0.00 910.38

TOTAL 39,454.94 0.00 0.00 0.00

DAILY TOTAL RECEIVABLES

Prepared & Checked By: Audited By:

Dats: #172-174 Veterans Avenue, Zamboanga City

DATEs 01/02/2003 Thursday

tt/:V:Vf^y.'i.x.xj-:.x.:':.:-:.:-:.^

0102JZ2003 KJ3 JOLO - ZAMBO 46,628.77 6,005.00 0.00 0.00 52,633.77

01022B2003 NP ZAMBO - BONGAO 7,200.00 584.20 840.72 0.00 8,624.92

0102ZJ2003 PJ2 ZAMBO - JOEDO 15,775.95 0.00 0.00 0,00 15,775.95

0102ZL2003 ACC1 ZAMBO - BACOLOD 0.00 0.00 0.00 2, 543.78 2,543.78

0102ZM2003 ACCl ZAMBO - HANILA 1,264.00 o.oa 0.00 244, 632.42 245,896.42

01022P2003 KJ3 ZAMBO - PAGADIAW 7,029.62 1,070.67 0.00 0.00 8,100.29

TOTAL 77,898o 7,659,87 840 o72 247,176,,20 333,575.13

DAILY TOTM. EECSXVABL18

Prepared & Checked By- Audited

Batmz #172-174 Veterans Avenue, Zamboanga City

DAILY FREIGHT SALES REPORT

DATES 01/03/2003 Friday

sfJfrffHTf>::

0103*8 zYboV ' WP BONGAO - ZAHBO 16,907.98 0.00 0.00 0.00 16,907.98

O1O3J22OO3 DJ2 JOLO - 2AMBO 33,592.28 5, 8B3.00 0.00 0.00 39,475.28

O1O3PZ2OO3 KJ3 PAGADIAH - ZAMBO 20^599.01 0.00 0.00 0.00 20,599.01

O1O3ZC2OO3 LMJ2 ZAMBO - CEBU 88,353.80 28, 420.51 0.00 99, 536.49 216,310.BO.

01032P2003 1HJ2 ZAHBO - DUMAGUETE 10,027.24 0.00 0.00 2, 124.42 12,151.66

0103 2G2 003 LMJ2 ZAMBO - DIPOLOG 193.16 0.00 0.00 1, 067.21 1,260.37 8,926.78 01O3ZJ2OO3 DJ2 ZAMBO - JCSiLO 7,959.78 969.00 0.00 0.00

©O0© 102,728-12 315,633.88 TOTAL 177,633.25 35,272.51

DAILY RECSXV&&LES (A/C Shipper, A/C Consignee, A/C Dest'n)

Prepared £ Checked Audited By:

Date: IT-1? ©# "G"

#17?.-174 Vertmwis Avflimff, Zsmhoanga City

i AIT V ITOWTI3WT SA-I i'S

DATKs 12/29/2003 Monday

0.00 3,101.28 1229JZ2O03 DJ1 JOLQ - ZAI!BO ,101 .2P 0 00 0.00.

n 16,000.00 1229L22OO3 ACC1 BACt5.0» • c .00 ,uo- i;,ooo.oo 0.00

12292B2003 KJ3 ruec : BGIHCIJIO 32 , 637 = 76 13, 271 ;79 2,039,47 0.00 17,952.02

.00 0.00 11,133.0* 12292J2OO3 f>Jl ■ 3AMEO. :: 10 ,76S .0*? 0. 0ri

fi 31,819.88 1229ZK2OO3 DJZ ZAM30 BiseiKAw ■ 3'?. ,8*19 .88 ..00 0.00 0.00

O.OD . 1, 613. £2 1229202003 KJ1 2AHBO ■ ■ '1 ,; 613 .S2 0 .00 0, DC 0.00 0,00 -.15,951,26 12292P2003 NF ZAMBO :' 11 , 701 .95 1, -31 0.00 665,81 1229S1COO3 KJ1 ■ SIRAmi 665 .81 »'.; .00. • OJJC ■

134;32faSI gK>TMi *"'"■■•''^ •ioi, 18 r 0^9 41? • o.oo..

. 1 (A/C Shipper, iDAX%.¥ TOT^M. HKBXV DATEs 12/30/2003

'• ''■^'''^ ■^ '"'ft- -"" SV'-' 5t:::::::::-M'^.>^-»-f-v ;.jf:7??ir •;■'•';■•'?;?$;: 123OBS3003 • KJ3 BOWGAO ■ 88S. 0 0,00 12 3OCG2OO3 32f «$ .56 m CEBU 775. 19 10, 52 6 ,18 1,rill .19 ■aiG .85 i:>?0cr?003. SIB CEBU 15f 1654 •l''.r ?V .19. 102 1230,7 382003 DJ1 •TOLO " " : 14 / 7'1 • 0 . DO o .00 2/ 2-51 .71 123OK22OO3 DJ2 S^DAK^?- ' . : ■ 71, ue . 00 0 .00 1230OJ820Q3 ■•••to , 00 KJ1 stocc^? : •? *.* 719. 31 r* . 00 O ,00 •? 19=5 ,01 12 3 OP £2 003 SIT * ■ rAc-ftBias -. : .^^ir?, y. *? ■a- 265 -08 16, 290 123O2J2OO3 1>J1 559. '17 ,00 O 013 17 M^do

Shipper, a/'; #177.=

ATEi 12/31/2003 Btedheadav

I31JZ2OO3 DJl JCSLO 856.32 0.00 0.00 0.00 8S6.32

3ZO KJ1 SXOCC^I 2>772.90 0.00 " 0.00 0.00 2y771.90

lf369«3? 0,00 o.#o 0,00 1,369.37

^ ih/C Shipp-^^, A/C Consigns© r ■ A/C

2002 VOUCHER MLA

3 Pages only ... 1st 3 vouchers ALESON SHIPPING LINES, INC 20 E. Rodriguez St., Quezon City

CHECK VOUCHER DATE JAKlJAUY 9, 2002

CHECK No. BEB&8713 Pay to MA-ffi£.r TRAlISKD-o1 S^

Address

EXPLANATION

to paxuslto soit ihiuokixtg ounces fob vo^agis iro. 12081^2001,1213422001,

2132M2001, 122&JG2001, TUi.lt) ALJ501T COlI-GAi-ili^ 3*

ACCOUNT NO. ACCOUNTS DEBIT CREDIT

a-900-42 800.00

ASH ^59,800.00

12Q8K32001-47 1 UUIT— P 2,000.00 121 122001- 121^102001-03 2 U1TITS- ^ 2,300.00 — 2 ran ib 2,300.0C 0^ 2 U1TITS- / 2,800.00 uill 2,.300.0C 06 .2 tmns- ^ 2,800.00 —37—1 uira 2,000.00 . 07 2 UlTITS- / 2, 800o00 —39—2 t i 2,300.00 06 2 LJiri'iB- / 2,800.00 9 2 1 UjII 3,200.00 09 2 tnms- t 2,800.00 1223] IG3001-01—2 1213.122001-27 2 uiri'iE- 2,800.00 / 3,000.00 I 02—2 Utri 2,330.00 -63 1 UIJIT— 03—2 U17I 2,330oOO —64 1 uirrr— ^? 2,890.00 P4^-2 IBTI PS— 2,300.00 -65 1 UUB3— / 2,000.00 2i3ft.I2001-27—2 U1II PS— 2, 300.00 -71 2 "OITITS-, fi 2, 300o00 TOTAL; , 803*00 -72 2 TJlflJS- Voucher No. Verified By: Approved

2211 G*nd?\ TAir

Internal Auditor General Manager

RECEIVED the sum of1'1* ITHTB1 TlIOUSAJrO SIGILi1 IIUITDRED

/row ALESON SHIPPING LINES, INC . representing full / partial payment of the above stated accounts.

RECEIVED Payment NOT VALID WITHOUT MACHINE VALIDATION

• Date Amount

Internal Auditor General Manager

RECEIVED the sum of TKIT 10,000

/row ALESON SHIPPING LINES, INC. representing full /partial payment of the above stated accounts.

RECEIVED Payment NOT VALID WITHOUT MACHINE VALIDATION

Date Amount LESON SHIPPING LINES, INC. 20 E. Rodriguez St., Quezon City

CHECK VOUCHER DATE jahua:iy q,

CHECK No. BPKO Pay to KOO? IIAULHTG JOr:P£Ji IIIJ

Address

EXPLANATION

TO ! FO.i aUUCKBTG CIIAiiOilS DA'i'IiD EGOEKEia 13, 2001.

ACCOUNT NO. ACCOUNTS DEBIT CREDIT

'B.WKWG ^5,600.00

SASH

1215LIG20014O1 Ot WVSS 2,500.00 -02— 02 UiriTS 2,500.00 HAITDLETG FEZ 500.00 P 5*600.00

Voucher No. Verified By: Approved,

AW1

Internal Auditor General Manager

RECEIVED the Sim of FIVS ^I.DUSAITD SIX IIUiDO

/rom ALESON SHIPPING LINES, INC. representingfull / partial payment of the above stated accounts.

RECEIVED Payment NOT VALID WITHOUT MACHINE VALIDATION

•

■ Date Amount ESON SHIPPING LINES, INC. 20 E. Rodriguez St., Quezon City

CHECK VOUCHER DATE JVJnJJUir 9. 2002

CHECK No. Pay to I1T3

Address

EXPLANATION

to pabsut'I1 you 'imjoicetg s dated n JSH 12, 2001 o

ACCOUNT NO. ACCOUNTS DEBIT CREDIT

^2,300.03

G/iSH 00

12O6ZI-I2OO1-7 2 TOUTS- ^2, 500.00

IIANDLHTG F^K 300.00 ^2,803*00

Voucher No. Verified By: Approved By

2214 ALE

Internal Auditor General Manager

RECEIVED the sum of t-o i'iioubaitj EiaUT mirrr^n . : (P 2»9qo.oo

Jrom ALESON SHIPPING LINES, INC. representing full / partial payment of the above stated accounts.

RECEIVED Payment NOT VALID WITHOUT MACHINE VALIDATION

Date Amount

2000 ICR 491,433,903.95

9 Pages only ... SHOWING ENDING/BEGINNING BALANCES ERRORS Page 178 of 301 pages - ICR-2000 Page 19 of 25 pages - JULY

A1eson Shipping Lines, Inc. ICR position Report ZAMBOANGA As of July 22 TO 31, 2000 (?>.

CASH POSITION - BEGINNING 2,149,922.73 ADD: ICR ICR CODE NAME DESCRIPTION AMOUNT

07/22/00 42210 DJOY2 MCL-550 6,282.99 42211 KJ3 MCL-551 2,550.18 42212 LMJOY2 MCL-552 26,938.00 42213 EDM EDMCL-103 3,456.54 42214 DJOY2 ZJ0721 1,280.00 42215 NIKEL Z80721 330.00 42216 LMJOY2 ZPLDC0721ZB0721 3,855.00 42217 DJOY2 ZJ0720 10,605.00 42218 DJOY2 20 42,070.00 42219 DJOY2 ZJ0721 13,400.00 42220 NIKEL Z80721 13,280.00 42221 LMJOY2 ZPLDC0721 2,051.00 42222 LMJOY2 ZC0721 8,562.00 42223 LMJOY2 ZS0724 5,993.00 42224 NIKEL Z80721 10,860.00 42225 LMJOY2 ZD0721 4,015.00 42226 DJOY2 ZJ0721 18,060.00 42227 LMJOY2 ZPL0721 3,890.00 42228 NIKEL Z80721 15,666.00 p.,. 42229 LMJOY2 ZC0721 7,245.00 42230 LMJOY2 ZD0721 1,569.00 42231 DJOY2 ZJ0721 18,440.00 42232 DJOY2 ZP0722 1,682.00 42233 LMJOY2 ZPL0721 2,140.00 42234 LMJOY2 ZS0724 875.00 42235 DJOY 07/21/2000 22,205.00 42236 DJOY 07/21/2000 3,432.00 42237 A-1 NFA 390,699.23 42238 DJOY2 ZB0724 900.00 42239 LMJOY2 ZC0721 1,309.00 42240 KJ3 ZJ0722ZC0721 2,950.00 42241 DJOY2 ZP0722 1,260.00 42242 LMJOY2 ZS0724 1,781.00 42243 KJ3 ZP0720 26,650.00 42244 KJ3 PZ0720 19,915.00 42245 KJ3 K3CL-466 1,365.50 42246 KJ3 K3CL-467 5,510.00 42247 KJ3 K3CL-468 6,628.50 42248 DJOY2 D2CL-335 4,410.00 42249 DJOY2 D2CL-334 3,262.20 42250 DJOY2 D2CL-333 708.00 42251 DJOY2 D2CL-332 20,062.80 42252 LMJOY2 TCL-746 1,781.40 42253 DOY2 TCL-745 2,273.80 42254 NIKEL TCL-744 59.00 42255 DJOY2 TCL-743 367.05 42256 NIKEL TCL-742 13,365.13 r:;. 42257 LMJOY2 TCL-741 395.00 42258 LMJOY2 TCL-740 4,659.79 42259 LMJOY2 TCL-739 26,046.14 42260 LMJOY2 M2CL-291 22,550.00 42261 LMJOY2 M2CL-288 40,980.00 42262 LMJOY2 M2CL-290 10,643.00 Page 182 of 301 pages - ICR-2000 Page 23 of 25 pages - JULY

42429 DJOY2 ZJ0727 620.00 42430 KJ3 ZP0727 25,290.00 42431 NIKEL Z8/BZ0726 10,110.00 ~ 42432 NIKEL PZ0718 74,885.00 42433 KJ3 PZ0721 70,970.00 42434 DJOY2 PZ0723 91,760.00 42435 NIKEL PAGCL-119 13,341.87 42436 KJ3 PAGCL-120 14,281. 80 42437 DJOY2 PAGCL-121 7,590.83 42438 LMJOY2 Z80731 6,450.00 42439 NIKEL ZB0728 1,710.00 42440 DJOY2 ZJ0728 3,090.00 42441 DJOY2 ZJ0727 14,005.00 42442 DJOY2 JZ0727 31,550.00 370,319.50

07/29/00 42443 DJOY2 ZJ0728 1,326.00 42444 LMJOY2 Z80731 975.00 42445 DJOY2 ZJ0728 5,401. 00 42446 NIKEL Z80728 12,080.00 42447 NIKEL ZB0728 13,534.00 42448 DJOY2 ZJ0728 18,719.00 42449 DJOY2 Z80731 1,470.00 42450 NIKEL ZB0728 18,680.00 42451 DJOY2 ZJ0728 14,995.00 42452 DJOY2 ZP0729 600.00 LMJOY2 Z80731 875.00 ~ 42453 42454 NIKEL ZB0728 8,315.00 42455 LMJOY2 TCL-760 250.24 42456 DJOY2 TCL-761 1,114.72 42457 KJ3 TCL-762 12,676.75 42458 LMJOY2 TCL-763 680.75 42459 NIKEL TCL-764 16,681.72 42460 N8RYAN TCL-765 14,636.12 42461 DJOY2 TCL-766 2,237.13 42462 DJOY2 TCL-767 150.80 42463 NIKEL TCL-768 1,049.50 42464 LMJOY2 TC-769 2,300.50 42465 DJOY2 D2CL-347 2,252.82 42466 DJOY2 D2CL-348 8,571.00 42467 DJOY2 D2CL-349 405.00 42468 NIKEL NPCL-080 1,951.24 42469 NIKEL NPCL-081 16,739.70 42470 NIKEL BGOCL-089 23,642.29 42471 DJOY2 BGOCL-090 37,077.51 42472 DJOY 07/27/2000 18,250.00 42473 DJOY 07/27/2000 5,160.00 42474 DJOY 07/28/2000 26,230.00 42475 DJOY 07/28/2000 5,634.50 42476 DJOY2 D2CL-344 651. 00 42477 DJOY2 D2CL-345 4,883.90 42478 DJOY2 D2CL-346 9,516.70 309,713.89

07/31/00 42479 KJ3 ZJ0725 75,772.95 42480 KJ3 ZP/PZ0727 7,205.00 42481 NIKEL MCL-560 10,597.35 42482 LMJOY2 MCL-561 13,182.93 Page 183 of 301 pages - ICR-2000 Page 24 of 25 pages - JULY

42483 KJ3 MCL-562 2,837.00 42484 LMJOY2 MCL-563 427.00 p:;, 42485 LMJOY2 MCL-564 25,688.45 42486 NIKEL MCL-565 450.00 42487 EDM EDMCL104 2,411.80 42488 EDM EDMCL-105 2,439.25 42489 EDM EDMCL-106 9,107.30 42490 KJ3 K3CL-478 554.93 42491 KJ3 K3CL-477 17,355.50 42492 DJOY2 ZP0729 3,465.00 42493 KJ3 ZJ0729 2,625.00 42494 DJOY2 ZB0731 3,560.00 42495 DJOY2 ZJ0728 17,965.00 42496 DJOY2 JZ0728 61,240.00 42497 DJOY2 ZB0731 476.00 42498 KJ3 ZJ0729 18,690 . 00 42499 DJOY2 ZP0729 15,893.00 42500 KJ3 ZJ0729 7,825.00 42501 DJOY2 ZP0729 9,419.00 42502 DJOY2 ZB0731 3,125.00 42503 KJ3 ZJ0729 19,335.00 42504 DJOY2 ZP0729 21,400.00 42505 KJ3 ZJ0729 2,066.00 42506 DJOY2 ZP0729 1,900.00 42507 DJOY2 ZB0731 1,110.00 42508 DJOY 07/29/2000 26,915.00 42509 DJOY 07/29/2000 5,307.25 42510 DJOY 07/30/2000 37,295.00 42511 DJOY 07/31/2000 3,145.50 ~ 42512 KJ3 K3CL-479 891. 65 42513 KJ3 K3CL-480 5,058.60 42514 KJ3 K3CL-481 2,054.00 42515 NIKEL BZCL-091 18,974.32 42516 NIKEL NPCL-082 9,014.76 42517 NIKEL NPCL-083 3,641.19 42518 NIKEL ZB0728 3,065.00 42519 NIKEL BZ0728 5,945.00 42520 DJOY2 ZB0731 5,370.00 42521 KJ3 ZJ0730 36,203 . 00 42522 NIKEL ZP0731 2,287.00 42523 KJ3 ZJ0729 28,325.00 42524 KJ3 JZ0729 61,815.00 42525 DJOY2 D2CL-350 1,585.30 42526 DJOY2 D2CL-351 12,279.05 42527 DJOY2 D2CL-352 6.00 42528 DJOY2 ZP0729 25,118.00 42529 DJOY2 PZ0729 11,438.00 42530 MISC HAN-ALESON 617,973.93 42531 MISC HAN-ALESON 71,575.00 42532 MISC PLDT-PAGADIAN 30.00 42533 WIM FR. NORIO 500.00 1,353,936.01 5,665,961.82 Page 184 of 301 pages - ICR-2000 Page 25 of 25 pages - JULY

FEBTC CEBU / / 189,002.17 MBTC ZBGA / / 3,417,492.78 FEBTC ZBGA / / 1,513,860.32 PAGADIAN / / 272,829.55 BONGAO / / 294,680.00 RINGGIT 100.00 DOLLAR 0.00 YEN 0 . 00 5,687,964.82

BALANCE END 2,127,919.73

RINGGIT US$DOLLAR JAPAN YEN Beginning Balance 51,700.80 2,515.00 54,407.00 ADD 100.00 0.00 0.00 WITHDRAWAL 0.00 0.00 0.00 BALANCE 51,800.80 2,515.00 54,407.00

Prepared by: Checked By:

ALEXANDER A. TAN Page 185 of 301 pages - ICR-2000 Page 1 of 25 pages - AUGUST

A1eson Shipping Lines, Inc. ICR Position Report ZAMBOANGA As of August 1 TO 7, 2000 f" CASH POSITION - 8EGINNING 749,775.10 ADD: ICR ICR CODE NAME DESCRIPTION AMOUNT 08/01/2000 42534 LMJOY2 ZC0721 4,007.05 42535 KJ3 ZJ0730 25,468.00 42536 KJ3 JZ0730 56,455.00 42537 KJ3 ZJ0731 12,300.00 42538 DJOY2 Z80731 22,275.00 42539 NIKEL ZP0731 18,685.00 42540 KJ3 ZJ0731 1,100.00 42541 NIKEL ZP0731 877.00 42542 DJOY2 Z80731 2,445.00 42543 DJOY2 Z80731 4,743.00 42544 NIKEL ZP0731 6,447.00 42545 KJ3 ZJ0731 1,130.00 42546 DJOY2 ZB0731 19,595.00 42547 KJ3 ZJ0731 18,350.00 42548 NIKEL ZP0731 11,915.00 .42549 DJOY2 Z80731 19,120.00 42550 KJ3 ZJ0731 17,891.00 42551 NIKEL ZP0731 24,140.00 42552 XFER FUND MRS. TAN 1,000,000.00 42553 DJOY2 D2CL-354 14,271.65 ~ 42554 DJOY2 D2CL-353 12,762.37 42555 NBRYAN MCL-566 409.80 42556 LMJOY2 MCL-567 10,705.44 42557 KJ3 K3CL-483 5,929 . 95 42558 KJ3 K3CL-482 9,639.00 42559 KJ3 TCL-770 7,389.39 42560 DJOY2 TCL-771 6,762.92 42561 LMJOY2 TCL-772 2,186.15 42562 DJOY2 D2CL-773 20,960.83 42563 NIKEL TCL-774 13,594.66 42564 KJ3 K3CL-775 7,400.52 42565 LMJOY2 TCL-776 143.70 42566 NBRYAN TCL-777 6,832.30 42567 DJOY 07/31/2000 28,640.00 42568 DJOY 07/31/2000 3,117.35 1,417,689.08

08/02/2000 42569 KJ3 ZJ0731 23,625.00 42570 KJ3 JZ0731 43,120.00 42571 NIKEL Z80802 6,479.00 42572 KJ3 ZJ0801 15,296.00 42573 KJ3 ZP0803 1,045.00 42574 NIKEL Z80802 1,814.00 42575 KJ3 Z80802 21,479.00 42576 LMJOY2 ZS0802 23,030.00 (S>. 42577 NIKEL Z80802 1,495.00 42578 KJ3 ZJ0801 1,820.00 42579 KJ3 ZP0803 85.00 42580 LMJOY2 ZS0801 875.00 42581 KJ3 ZJ0801 1,200.00 42582 DJOY 08/01/2000 23,930.00 Page 279 of 301 pages - ICR-2000 Page 1 of 23 pages - DECEMBER

A1eson Shipping Lines, Inc. ICR Posi tion Report ZAMBOANGA As of December 1 TO 7, 2000 ~ CASH POSITION - BEGINNING 866,582.29 -. ADD : ICR ICR CODE NAME DESCRIPTION AMOUNT 12/01/2000 46918 DJOY ZP1130 3,445.00 46919 DJOY2 ZD1201 720 . 00 46920 NIKEL ZB1201 1,375 . 00 46921 DJOY2 ZC1201 1,115.00 46922 KJ2 SIOZ1129 1,945.00 46923 KJ2 ZS101129 3,320.00 46924 KJ2 S1OZ1129 3,620.00 46925 KJ3 ZJ1129 18,765.00 46926 KJ3 JZ1129 50,445 . 00 46927 MISC PLDT-CEBU 956.00 46928 NIKEL ZB1129 18,105 . 00 46929 NIKEL BZ1129 7,300.00 46930 N1KEL NPCL-147 921. 00 46931 KJ3 K3CL-708 21,966 . 35 46932 KJ3 K3CL-707 6,822 . 65 46933 KJ3 TCL-1162 218.15 46934 DJOY TCL-1161 18,911. 70 46935 DJOY2 TCL-1160 5,677.70 46936 KJ2 K2CL- 45.00 46937 KJ2 K2CL- 218.00 165,891. 55

12/02/2000 46938 N1KEL ZB1201 7,980.00 46939 DJOY2 ZC1201 15,275.00 46940 DJOY ZP1202 1,850.00 . 46941 DJOY2 ZS1206 3,839.48 46942 DJOY ZS1129 5,100 . 00 46943 RINGGIT SZ1129 120.00 46944 DJOY2 ZS1129 24,770.00 46945 DJOY2 SZ1129 84,960 . 00 46946 DJOY2 ZC1201 3,160.00 46947 DJOY2 ZD1201 2,216.00 46948 DJOY2 ZPL1201 310 . 00 46949 NIKEL ZB1201 5,270.00 46950 DJOY ZP1202 400 . 00 46951 DJOY ZP1130 12,355.00 46952 DJOY PZ1130 19,325.00 46953 N1KEL ZB1201 15,905.00 46954 DJOY2 ZC1201 2,145.00 46955 DJOY2 ZD1201 2,040 . 00 46956 DJOY ZP1202 180 . 00 46957 KJ2 ZSS1201 100 . 00 46958 NIKEL ZB1201 21,820 . 00 46959 DJOY2 ZC1201 4,400.00 46960 DJOY2 ZD1201 1,720.00 ~ 46961 DJOY2 ZPL1201 340.00 . 46962 EDM 11/30/2000 26,240.00 46963 EDM 11/30/2000 3,128.50 46964 EDM 12/01/2000 25,565.00 46965 EDM 12/0112000 5,957.50 46966 DJOY ZP1202 3,350.00 Page 282 of 301 pages - ICR-2000 Page 4 of 23 pages - DECEMBER

2,094,423.45

f!"" 12/06/2000 47084 KJ3 ZJ1204 16,220.00 47085 KJ3 JZ1204 34,655.76 47086 DJOY Z81206 12,455.00 47087 NIKEL Z81206 1,735.00 47088 KJ3 ZJ1205 13,847.00 47089 DJOY ZP1205 456.00 47090 DJOY2 Z81206 3,500 . 00 47091 NIKEL Z81206 1,817.00 47092 DJOY ZP1205 21,088.00 47093 KJ2 Z8I01204 1,765.00 47094 KJ2 8IOZ1204 3,000.00 47095 DJOY2 Z81206 3,505.00 47096 KJ3 ZJ1205 3,082.00 47097 NIKEL Z81206 2,310 . 00 47098 DJOY ZP1206 600 . 00 . 47099 MI8C MAE CELL 630.00 47100 CANCELLED 0.00 47101 DJOY2 PLZl118 1,225.00 47102 DJOY2 PLCl118 5,775.00 47103 DJOY2 PLZ1119 1,553.80 47104 DJOY2 DIPCL-013 277.03 47105 LMJOY2 DIPCL-014 29,208.99 47106 LMJOY2 DIPCL-015 27,899 . 19 47107 KJ3 TCL-1179 17,897.00 47108 DJOY TCL-1176 76.00 ~ 47109 DJOY2 TCL-1177 19,724.15 47110 NIKEL TCL-1178 31,941.40 47111 KJ2 K2CL- 135.00 47112 KJ3 K3CL-715 4,301.00 47113 KJ3 K3CL-714 10,131. 00 47114 DJOY2 D2CL-505 406.00 47115 NIKEL Z81204 26,700 . 00 47116 NIKEL 8Z1204 20,990.00 47117 DJOY2 Z81206 6,825 . 00 47118 NIKEL Z81206 5,124.00 47119 KJ3 ZJ1206 5,731.00 336,586 . 32

12/07/2000 47120 KJ3 ZJ1204 145,863.00 47121 DJOY2 MCL-801 41,037.20 47122 DJOY2 Z81206 5,015.00 47123 NIKEL Z81206 9,900.00 47124 KJ3 ZJ1206 3,365.00 47125 NIKEL Z81206 15,395.00 47126 KJ3 ZJ1206 11,559.00 47127 NIKEL Z81206 32,450.00 47128 KJ3 ZJ1206 11,893.00 47129 KJ3 ZJ1205 15,995.00 47130 KJ3 JZ1205 28,485.00 47131 DJOY2 Z81206 90,330.00 ('" 47132 RINGGIT Z81206 10.00 47133 EDM 12/05/2000 34,205.00 47134 EDM 12/05/2000 6,125 . 00 47135 EDM 12/06/2000 22,480.00 47136 EDM 12/06/2000 6,153.00 47137 XFER FUND MONTE 4,905,822 . 21 47138 MI8C 200 PC8. CAP 815.00 Page 283 of 301 pages - ICR-2000 Page 5 of 23 pages - DECEMBER

47139 KJ3 K3CL-718 8,803.60 . 47140 KJ3 K3CL-717 482.00 47141 KJ3 K3CL-716 249 . 00 47142 NIKEL NPCL-14 9 306.00 47143 NIKEL TCL-1180 13,889.15 47144 KJ2 TCL-1181 686.50 47145 KJ3 TCL-1182 12,816.95 47146 DJOY2 TCL-1183 3,104.00 47147 NIKEL ZB1208 3,850 . 00 47148 LMJOY2 Z81220 875.00 47149 KJ3 ZJ1207 2,215.00 5,434,174 . 61 13,786,209.03

Less: Transfer

Particulars Date Amount FEBTC CEBU / / 585,881.73 MBTC ZBGA / / 11,984,977.64 FEBTC ZBGA / / 717,542.18 PAGADIAN / / 289,028.75 DMGTE/BGO / / 247,098.75 RINGGIT 130.00 DOLLAR 0.00 YEN 0.00 13,824,659.05

BALANCE END 828,132.27 _

RINGGIT U8$DOLLAR JAPAN YEN Beginning Balance 51,700.80 2,515.00 54,407.00 ADD 130.00 0.00 0.00 WITHDRAWAL 0.00 0.00 0.00 BALANCE 51,830.80 2,515.00 54,407 . 00

Prepared by: Checked By:

ALEXANDER A. TAN Page 284 of 301 pages - ICR-2000 Page 6 of 23 pages - DECEMBER

A1eson Shipping Lines, Inc. ICR Position Report ZAMBOANGA As of December 8 TO 14, 2000 ~ CASH POSITION - BEGINNING 1,901,365.75 - ADD: ICR ICR CODE NAME DESCRIPTION AMOUNT 12/08/2000 47150 NIKEL ZB1208 12,070.00 47151 KJ3 ZJ1207 780.00 47152 KJ3 ZJ1206 13,230.00 47153 KJ3 JZ1206 32,895 . 00 . 47154 NIKEL ZB1208 13,635.00 47155 KJ3 ZJ1207 19,711.00 47156 NIKEL ZB1208ZJ1207 3,617.00 47157 KJ3 ZJ1207 5,693.00 47158 MISC H2O/PASSPORT 13,500.00 47159 NIKEL ZB1206 14,535.00 47160 NIKEL BZ1206 15,805 . 00 47161 KJ3 K3CL-720 6,670.00 47162 KJ3 K3CL-719 3,560.50 47163 DJOY2 TCL-1186 1,534 . 00 47164 NBRYAN TCL-1184 2,475.10 47165 KJ3 TCL-1185 5,485.35 47166 DJOY2 CZ1203 21,560.00 47167 DJOY2 50,898.07 47168 DJOY2 CEBCL-210 93.70 47169 NBRYAN CEBCL-211 19,466.49 (""\ 47170 DJOY2 CEBCL-212 7,372.70 47171 LMJOY2 CEBCL-213 77,276.54 47172 DJOY2 CEBCL-214 81,602.10 47173 DJOY2 CEBCL-215 78,984.96 47174 DJOY2 CEBCL-216 9,983.10 · 47175 NBRYAN MCL-802 22,900.00 47176 KJ3 MCL-803 4,783.11 47177 NIKEL MCL-804 9,990.96 47178 EDM EDMCL-196 5,374.91 47179 DJOY2 ZS1206 16,830.00 47180 DJOY2 SZ1206 64,900.00 47181 DJOY2 SZ1206 3,900.00 47182 RINGGIT SZ1206 105.00 47183 KJ3 ZP1209 3,370 . 00 47184 KJ3 ZJ1208 1,003.00 47185 NIKEL ZB1208 5,577.00 47186 NIKEL ZB1208 18,561. 00 47187 KJ3 ZJ1208 12,373.00 47188 NIKEL ZB1208 20,105.00 47189 KJ3 ZJ1208 13,342.35 47190 DJOY2 MCL-806 7,275.60 722,824.54

12/09/2000 47191 KJ3 ZJ1207 16,145.00 47192 KJ3 JZ1207 31,210.00 47193 DJOY ZP1206 1,630.00 47194 DJOY PZ1206 4,640.00 47195 KJ3 K3CL-722 9,943.00 47196 CANCELLED 0 . 00 47197 KJ3 K3CL-721 3,785.00 47198 DJOY DCL-149 2,003.95 TO: Feliciano N. Tan, Sr. 21 November 2003 FROM: Alex

Although you want me to come home to talk about the problems that plague both in the company and in our family, I honestly believed that the only way to solve it is thru writing. I don't believe we can solve these thru internal verbal discussion regardless even if as you suggested, that a secretary will take notes of discussions in our meeting.

We have discussed many of the issues of these problems before during our many meetings which some were attended by other persons not only from outside the family but even non-company members and to no avail.

You are always vocal in saying that I can invite any of my friends or anyone that I want to attend our meeting to discuss things so they may judge our reasoning. This however, turned out not effective simply because my friends would never argue with you once you become adamant with your opinion on an issue. Who would want to get himself involve in a discussion when for example you would insist that the collector is the most important person in the company, more important than programmers and accountants because you claimed how in the world will we be able to collect our receivables (if not because of the collectors)? You even asked the question sarcastically, with all your bravado if the programmers with their computers can collects our receivables by themselves? I'm not trying to malign you but I find it very important to make this a point why nothing will be accomplish if we discuss things in the same format as before. Abeth's emailed "Chaos", which was done after many of our many meetings, clearly proved this point.

I have already answered Abeth's emailed directly to her but only last week have I came to know that she had it emailed publicly which compels me to answer her in the same way.

Being seen as a person whose parents, brothers and sister are against, our employees would surely conclude the same as Abeth's or maybe even worse. They may even think that I have done something gravely wrong for all of you to be against me. Therefore, it is very important for me to have these discussions in this written format were I believed people who concluded prematurely can be enlightened.

Please do not exaggerate that I want to publish our discussions in the newspaper. I have stated a very sensible point why this has to be done in this format. Please also do not philosophically say that you don't know how to write back to me your answer. If you are sincere in solving these problems surely other people including Nelson or Mr. Gatasi can help write for you. Many of my questions below can be answered immediately just as you can decide within minutes after Mae's phone call to you to stop what I tell our employees to do.

Below are the same questions I have asked many times in our meetings but which were left un answered:

1) Do you think I want Mae's transfer to Cebu because I want her to resign? If yes, for what reason do you think I want her to resign?

2) I have mentioned my reasons and asked mamang why even after the temple had said that there is a need to transfer Mae to Cebu she still don't want her transfer. Mamang related that Jay Jay had once mentioned to Mae about her transfer and Mae made it felt that she would resign na lang. Do you think this is a good attitude of an employee even if she is your niece?

3) Wasn't it a chose for you and mamang to make between my resignation from the company and her transfer to Cebu and clearly you chose to have me in limbo rather her transfer because you were afraid that she will resign?

4) So with your decision you are saying she is more important than me both in the company and in our family? 5) If you and mamang really just wanted to transfer Mae to Cebu for a month or two, don't you think this could have been easily done? What was the reason why you never try to convince Mae to transfer? 6) I think almost everyone in our main office, including Mae knows that great bad things is happening not only in our company but even also among me and my parents, brothers and sister. If she is a good relative or for that matter concern about the well being of the family, even if not for the company, why can't she voluntarily transfer? Can't she, even if mamang or you wouldn't permit (why would you not permit???), insist to transfer and make a very small sacrifice to stay in Cebu for a month or two for the sake of peace in our family or if she doesn't care about our in-fighting do it for the good of the company or does she think that its better for me to be out of the picture?

7) Almost two years ago I have already raised the concern thru John and mamang about why Mae is the only person receiving all the collections of our receivables, writing it herself in an ICR receipts, writing to deposit slips for deposit to banks, encoding to the computer the ICR receipts she herself had wrote, keeping all post-dated checks in her drawer, depositing to banks, making daily bank deposit reports, and doing bank reconciliation report. I have many times question her myself and always her main reason was that if she assign this to another she ends up doing the corrections herself that's the reason why she prefers to do everything herself. And when I insisted to assign other staff to take some of her job I found her many times making excuses and making it difficult for the other staff to comply my instructions. Once I forcefully assigned office staff Jocelyn to encode to the computer the ICR receipts she writes daily only to catch her again encoding it herself a few days later.

8) Ever since John had stopped almost 10 years ago making our bank reconciliation reports, no one was assign to counter check her deposits.

9) I have shown to mamang our Internal Cash Receipt (ICR) book where in the beginning balance of the day was 800,000 + pesos short from the ending balance of its pervious day which falls under Mae's responsibility long before I asked SGV to make an audit.

10) Having all these disturbing situations, I then have decided that the only way I can have someone take over her job was to assign her to Cebu even just for a month. This was very important since I have known persons similar to her character of not wanting to teach others her job. How could anyone take over some of her job if deep inside her she do not want to teach them?

11) Even the day you interceded me to allow Mae back to Zbga from Bacolod, her main reason to me was because of the fuel payments of Petron she said she had to go back to Zbga to arranged. I asked her why Precy can't handle it and that I would call and ask Precy if this is true because I'm 100% sure that Precy was capable but that Mae was again in her form of not wanting other people to learn her job. She even asked one of my Manila programmer, Tere (her celfon number is 0917 421-2209, if you want to verify) to talked to me and allow her to go home to Zamboanga for that Petron reasoning. We were together with about four other staffs in a taxi going back to our hotel from our Bacolod office when this was happening. Coming down the taxi she angrily went back to her hotel room and didn't join us for dinner that night. But what did she reported to mamang and you? That her job in Bacolod is done and that she has nothing else to do!

12) Have you realized why the entire family is against her transfer to Cebu? Isn't it because that according to Mamang the reason I want her to transfer was because I want her to eventually resign? How could a mere transfer cause her to resign?

13) The main reason is because she maliciously told mamang that the programmer was angry at her and that the programmer is the one behind why I want her transfer so she will eventually resign. Can you just imagine how much this allegation fueled Mamang's anger? She made it appear that she will be a victim of Mamang's most angered person if she will be transferred to Cebu. She even made it known that she will resign na lang if she will be transferred. EVIL!

14) Why would the programmer be angry at her? Why would the programmer think that transferring Mae to Cebu would cause her to resign?? Mae had nothing to do why the programmer resigned in the first place. She resigned because of her family trouble. 15) Clearly Mae took advantage of these events and made it appear that she is the angel, especially with mamang's and Jay Jay's understandable anger to programmers. 16) Now, even if she had done something wrong, no one would know because any investigation and/or auditing will be very difficult because my mother herself puts herself very strongly in between any investigation and/or audit on her. 17) And to hear from Abeth's praising mamang for being sporty nice in accommodating the SGV people even though mamang wasn't advice of Hie SGV auditing on Mae?!? I have nothing against people praising mamang but truth should prevail especially when another person's character is maligned. 18) Abeth's praised of mamang's being nice to the SGV auditors is actually an understatement. Mamang was super nice to the point that she allows Jay Jay with Mae many times to dine and eat outside and even to go to picnics. 19) Is it correct to allow a person being audit to dine and lunch with the auditors? What message would you be giving the auditors when the mother, father, and sister themselves encouraged the investigators not only to lunch, dine, and picnic with the person being audited, but publicly shows their unquestionable support to the audited person. I'm sure the auditors were confused themselves why they are doing the auditing?!?

20) How do you think the SGV people think of me including their head boss Mrs Betty Go? Maybe you can asked your niece Choo Choo, whom Betty is her boss. How do you think I can effectively ask SGV auditors to continue?

21) We have always believed in the temple. We have never ever acquired a vessel even how much we wanted, even how much we felt it was good for us, even how much we needed it, if the temple said it will not be good for the company. Although we never ever asked the temple about a person, but because of our special circumstances and dilemma, we decided to asked and the temple had said that there was a need for the transfer. During one of our meetings, when I raised the question why mamang is defying the temple, why did you bang the table with anger saying that I should not put the temple in the discussion? This meeting was attended by non-meftibers.

22) Last week I have instructed checker Gilbert Sarangala of M/V Stephanie Marie to forward daily their manifest of cargoes with its collections to our freight boulevard office for immediate encoding. You gave instruction to same checker not to follow my instruction. Did you instruct directly checker Sarangala or was your instruction relayed by another person, if so, thru whom? In the first place, who was the person who informed you that I gave instruction the checker to forward daily their manifest to our boulevard office? If it was Mamang, who informed Mamang? If Jay Jay informed Mamang, who informed Jay Jay? I am asking these mainly because I know for a fact that Gilbert talked not to you, not to mamang or Jay Jay. He talked always to Mae that's the reason why 10 minutes after I gave instruction to checker Gilbert I received your call. I know this because Tasked the checker whom he talked and he said it was Mae whom he always talked to and received your instruction. With her prodding and with mamang's 17 years dependent on her she would always gain your sympathy to have her way.

23) She have somehow installed in the mind of mamang that I have hidden agendas to all the things that I do now for why would you always stop my instructions to our staffs? I cannot think of any valid reason why you do this if not that you think that I have bad intention for the company, I may have refused to make myself available for the company for a reason stated above, but I have never gave instructions or do things that will undermine the company. Refusing to help is very much different from giving instruction to damage the company. Stopping my instruction meant only one thing you do not trust

me. Dear Alex, ,

Good day. Hope you consider this reading.

The not-so-well telephone conversation we had last Wednesday and the text message you sent that night to Siuko prompted me to;write you where I could better explain than-trr phone. Please correct meJf ever I have misunderstood you. ;

In all modesty, allow me to express my personal point of view on hov/ you handle things in the company now. After declaring that youi are on leave sometime in March, then fly to Zamboanga and visit main office about a few times thereafter wherein the last time you came was to see the SGV auditors whom you engaged the service to audit our system. By the way, did you ever inform your Papang or your Mamang about the conduct of that audit since they are the immediate high ranking corporate officers here? Isn't it proper that due respect must be given them about that engagement? As I gather, not even your Mamang knows about that, however, she accommodated the auditors well.

I really wonder how you relate now with the company. Do you still look after the problems on operations? Does it still matter to you that gome tramping vessels encounter problems on maintenance and cargoes? Does it still matter to you that MV Lady Mary Joy 2 has yet to complete her drydock after pass six months now? Manila office has to forward their problems to Zamboanga office, have you abandoned your responsibilities? When was the last time you talked to Butch about transferring to terminal office later g ve him order thru programmer Sheila - to transfer to Camins CY which was basically different from the instruction he directly received from you? What is so ironic, Butch as Personnel Manager has to get instruction from Sheila. Now, how would you expect us to* understand your "new" way of running the company? This is not to say that I am not in conformity with the "new" system the t you are trying to introduce, rather, I just would want that whatever it is that you deemed better for the-company will be made dear, not to us, your employees but to the members of your family considering that the firm is a family oriented one. Just take for instance of your directive that Butch, me and Siuko to transfer to Camins CY office. Personally it would be an advantage to me since my transportation expense would be lessened, so how could I contradict? Anyhow, now that you made clear of your reasons about the transferring, at least we understand though it should be, at least, Butch being the senior employee among us (me and Suiko) to be transferred*have been consulted before hand taking also into account like - 1. Will we maintain the issuance of ticket forms, blank BLs and DRs if we have our office at Camins? It would indeed be very inconvenient considering the distance from port to veterans is much more accessible that from port to Camins. 2. How would documentations of vessels records and employees file be? 3 where ancyiovtwill hieing of employees (Deck and engine officers and Purser) be? I take it your new mission for the company is to adapt to the inforrration technology with the introduction of computerization to stay competitive in the industry which in no doubt is for the betterment of the company. Correct me if I am wrong, you failed to present the idea to the other members of your family? Or you attempted to but easily give-up when there was resistance from other member? - - I do not agree when you said your Papang and your Mamang do not l

Mr. Alexander A. Tan Board of Director Aleson shipping lines, Inc. Zamboanga City

Sir;

In response to your letter dated Dec. 5, 2003, in all candor I respectfully accept your notice of dismissal sarcastically not because I'm beholden to the extend of assistance that your company has extended to me and my family, rather, because I never expect undue treatment to be accorded to me amidst utmost perseverance and dedication to my duty as prescribed. The damage has been done as far as my personal sanctification relevant to my post is concern. Nevertheless, I still believe that your reason for dismissal is too elementary to swallow in as much that citing company operation to have been damaged, in fairness sake, this has to be clarified not only because Fm an employee of your company but over and above this consideration my family deserves it. Moreover, family in fightings, as cited is a very flimsy reason since this is not the result of my inefficiency but because of your confusing leadership/management.

Am I to be blamed for all this fallacies engineered by your confusing leadership? So be it if you feel necessary to regret as stated in the last portion of your letter, to me it is a classic manifestation of a childlike actuation that deserves a demonic reaction as result of your unprofessional misconduct.

Nevertheless, thank you very much for the opportunity given me to work in your company.

Respectfully yours, ■■■■v

o TO: Feliciano N. Tan, Sr. 21 November 2003 FROM: Alex

I have already answered Abeth's emailed directly to her but only last week have I came to know that she had it emailed publicly which compels me to answer her in the same way.

Below are the same questions I have asked many times in our meetings but which were left un answered:

1) Do you think I want Mae's transfer to Cebu because I want her to resign? If yes, for what reason do you think I want her to resign?

8) Ever since John had stopped almost 10 years ago making our bank reconciliation reports, no one was assign to counter check her deposits.

me. 24) Having right people is the most important component in a company and having John, Butch, Michael, Ely, Precy, Abeth, and majority of our existing officers and office staffs were essential in our early operations. However, our operations have grown big enough were our original "right" people are not enough to handle our expansions. We definitely need more right people who can give us not only complete and correct reports but also to produce it on time. The reports are there for anyone to check and verify. Giving cargo incentives to wrong people and having no monthly reports to show if there really was an increase in sales clearly shows how we are wrongly doing things. Mae knows that Mamang and Jay Jay don't see company performance reports or much more analyze them. They rely solely on her including her report on how biga-un this new employee is. It is very clear that she now has everything going for herself. It is all for her personal gain, never mind if the company will not expand. Bright, intelligent people will never be able to last in our company. It's not the brain but how she walks that an employee will be determined if she will last in our company or not. Look at what happened to Tere and the magna and cum laude that we had. Tere was terminated as fast as possible compared to Jay Jay's protegee suman cum laude food processor encoders whom she concluded with authority that they can't be terminated because their 6 months contract were renewed and therefore they are now permanent employees!

25) The company may expand but in accordance to our supreme maria's thoughts and dictates. MGA SIMBERGUENSA!!!

26) I have nothing personal against any of our employees. However, many of our Zbga office staffs were taken in not because of their qualification but because of knowing someone from the inside. Three months ago I have already questioned why we had these employees some of which graduated with a course in food processing? I didn't at that time terminate any because accordingly they were contracted for six months. I even transferred them from veterans to boulevard office waiting for the time they will finish their six tnonths contract. A week ago I learned that these employees are still reporting and that their contract were renewed (actually I don't know if their contract were really renewed and/or by whom) and gave instruction that they have to be terminated and paid what is due to them by labor law. She wisely uses Jay Jay to state and conclude that this cannot be done because their contracts had been renewed, by whom I don't know. There were more other cases that she prodded Jay Jay to contradict my office instructions which I'm sure she is so happy that now Jay Jay and I are at odd at each other.

27) Have you noted that all my valued programmers are gone? Cecile, a magna cum laude graduate from Centra Escolar University with many impressive recognition awards like Presidential Decree # 907, Silver Medal University Leadership Award, University Scholarship, Most Active Class President and many others. Sheng - cum laude from AMA University. Tere - St. Paul College, Manila. Best visual programmer who not only has very good grades but who can communicate very effectively to any company president or high ranking government officials. Rubelle Ho - Centro Escolar University, also with grades averaging 1.50. Chickie - Siliman University, also with impressive grades. Who do you think is responsible for their termination and/or resignations? Just like what is happening to programmers Shiela and Aileen, they fear so much of Mae that they would never dare provoke her even if it means not following me. They know they can be terminated them anytime once she whisper venoms to the ear of her Auntie Antonia. 28) So she made it always a point to have a situation so that these programmers will disobey me and once I get angry at them she decides whom to let go! Clearly she has manipulated Mamang to stop me from sending her to Cebu. Clearly she was able to manipulated Mamang and the family from effectively auditing on her. Clearly she was able to malign and castigate programmers. Clearly she was able to manipulated Mamang into firing people she do not want. All these for her gain at the expense of the company and our family. FRnM ■ -^ fhx nti. : .iill, PH WR PO:??flM Pi

TO: Alex FR: Feliciano N. tan, St.

November 24,2003

Received your tetter dated Nov,2U003, After going through it, 1 know that the*'* really a need for us to talk things over. Since John asked pennis^ from ne that h* mania to ooo you, l teak Uk* uU**, iv Jbcuss wfch mm your letter, wherein I've brought some points that I know should be relayed to you personally. Last night, Jchn called up infonning me that ttasre^no needier him to go there for the reason you'll be out of town instead have your questions answered in written.

To make things short, IH give my answer to your letter in summary. I can'i answer all your questions in this letter because some of them needs clarification.

You asked me whether you want Mae to resign, to choose between you awl her why we ncvci vuuviiiwjd Mae 10 transfer. Well, 1 talked with Mae about the idea arid she is willing to follow ordets such as temporarily be assigned to Cebu, Baeolod, Doilo and to some otter ports, for the purpose of auditing and lo build personal relations to our valued shipper. I wen joke her that she's now the ambassador of goodwill, maybe :>y doing this she'll find the man of her life. Right now she is waiting for your order.

Remember, I didn't accept your resignation! It means, I didn't make a choice between you and Mae. You know ,there are things that you can't solve over a cup of coffee, we need time. As what V m always saying, there & e »u uiany ways on how io Idll a cat. Nobody is indispensable. If yew think I'D choose her than you, then you are wrong. „

At present our company's operation is under "status qu6w that's why there lire some of your directives I put on hold or suspended it, because I can no longer underhand such move since you dose your communication with us.

Now I want you to come home to have a sincere dialogue with us. I believe this problem of ours is due to miscommuntcations and individual pride. If we continue doing this we achieve nothing. Being the head of the family* I want my family to be always united and happy, and I do it wittHriyvery best. 1 cannot achieve this alone, I need your cooperation and so with the rest of the family members. So again please come home.

P.S. Please advise your schedule of coming home, so other members of the family can also be informed and attend the meeting TO: Feliciano N. Tan, Si\ 29 November 2003 FROM: Alex

I have stated in my letter how Mae intentionally manipulated things for herself at the expense-of the company and the family but your letter unquestionably shows your high regards for her. Your typical style of reasoning like problems cannot be solved over a cup of coffee betrays insin6erity. I do not know how many cups of coffee we could have drunk from the time Tfesijned last March up to now for ypu to find an ambassadorial reason to appease her to agree for the transfer.

I would want to reiterate that my purpose for her transfer was mainly to allow other staff to learn her job which as I have explained she has this peculiar character of not waiting to teach to others. If I am being asked me to give instructions to Mae to go to Cebu to do something I have none. I know that following this statement we shall again will have a long unending discussion regarding my opinion on this matter.

To me, Mae has inflicted so much damage both in the company and my relationship with my parents, my brothers and sister. I demand no less than her resignation. It is impossible for me to be working with her in one company.

Last Tuesday afternoon Nelson forwarded to me the two sets of conpany resolutions signed by you and the rest of the family foi^BBnTpurcfiase and importation of a fastcraft from Malaysia. Both sets are exactly the same except that one set has a provision for my signature and the other one has none. If you remember the countless times I have to make these kind of company resolutions I have never omit any names of any of the family member even though I know three signatures would suffice. Even the many times you were against the acquisitions up to a time you refused one time to sign, I never showed bravado to even subffirit such resolution to Marina with three signatories. I had to appeal to you as many times that I have to in order for you to agree to sign. Once I even brought Mr. Noguchi-san to Zambdanga to help me court and get your consent to buy another vessel so that letting you sign later the company resolution would be much easier. How would you feel, mamang, or anyone in ihe~ family if you or any of them were insensitively presented the way the two sets company resolutions were presented to me? Things like these, Jay Jay's contradicting me on office procedures, mamang9s reasoning that Mae is the one checking my expenses, and many others are clear indications why I am sure nothing will come out positive in any dialogue. Actions speak louder than word is very appropriate to this situation. For years I was confused why I thought you were ftot happy with w lat good things I did to the company. But somehow I found the answer in an article (a copy of which is attached) a friend of mine emailed to me entitled "Two Hats". In it, the father-son relationship clearly shows that they are not in taidem with each other. The success of one is the painfor the other.

^». ».-. ■ In a similar fashion it will also explain why Nelson, Bobong, and Jay Jay will rather have me out of the company than give in to my demand for Mae's resignation. Probably it pisses them off to whatever good things I can or will be able to deliver to the company. Mamang's rejison of course is different. She is still in her anger of passion that to allow Mae's resignation would be a victory of the programmer! Unlike in schools when the son makes good either in his academics or athletics, the father himself radios to the world of his son's proud achievements. But in a family business, the son should better keep his achievement to himself. Ugly it may be but it is a fact and the earlier it is recognize the more chance it can be resolved. In order to solve a problem one has to admit it first You must first admit that you felt pain and anger every time I succeeded. I will not have to relate incidences we had that showed this to be true. The important thing is for ypu to know that it is not only okay for you to admit it (because as statistic study shows it to be normal) but that yo«rmust do so in order that the prot lem can be properly addressed. Take for example if I bave tuberculosis. If I will not admit or siccept that I have such, regardless of symptoms of blood in my saliva, then not only will I not be cured but my family and people close to me will also be affected.

If it hurts for you to let people know that I had done many good liings for the company then you must recognize Has a symptom of such family business problem. In a more simple way, it it hurts then say it hurts. Don't say it doesn't hurt even if it hurts.

Take for example if you will not admit that it hurts. You then hav? to support me in ray plans and.ideas for the company regardless of people agreeing with what I do. Surely if it hurts it will show, and the L-7 ugliness of your refusal to admit the obvious will eventually cause more pains and divisions.

In an another article it is noteworthy to note that only 30% of family business makes it to the second generation, 10-15% makes it to the third and 3 - 5% makes it to the fourth.

I don't know of any family business in Zamboanga that has successfully continued from even the first to the second generation. We have many examples which failed. SKT - the father, Mr. Sy Kok Tiong, to his last breadth was personally going to Varadero de Recodo everyday overseeing the futile task of trying to revived his burned M/V Lady Helen, while his two sons were reputed to have been sacked out of his company because of mismaitagement, Thorn Shipping - brothers infightings, Shoppers - brothers infightings, Varadero dei*Reeodo -eldest son is in the chicken busin ess now!

Of course they all have their own peculiar reasons for failures. One may say it's because sons were drag addicts, others incompetent, or dishonest. The above mentioned family business generation-transfer failures and the recent retirement of a famous businessman clearly show that its success largely will depend on the father.

Above facts and "accusations" should be sincerely appreciated and taken in a positive manner in order things can be solve. I hope with this awareness, the family will act united in trying to achieve what many has failed. —— • NOTICE OF DISMISSAL

Date: December 1,2003 To: Ms. Mae Alvarez

I regret to notify you that your employment with the firm shall be terminated on December 4,2003, for the following reasons:

You have cause so much damaged to both company operations and family infightings.

Severance pay shall be in accordance with company policy. I shall also issue to you a statement of accrued benefits. Insurance benefits shall continue according to applicable law and/or the provisions of our employee policy. Please contact Mr. Butch Felicilda at your convenience, who will arrange other termination matter with you.

I truly regret this action is necessary.

Copies to: Mr. & Mrs. Feliciano N. Tan, Sr. / President & Vice President. Mr. Butch Felicilda / Personnel Manager JOHN LU (12/1/2003 9:00:08 AM)

JOHN LU: GUD A.M. IM NOW IN CEBU 4 FELICIANO DRYDOCK CHIN K CALLED ME YESTERDAY N DISCUS ABT UR LETTER HE REALLY WANT U HOME 2 CLARIFY THINGS HE ASK ME 2 COMMUNICATE W/U.

Alexander

am sending you fax copy of dismissal of mae. pis receive it personally, i prefer that you keep it to yourself, pis text back once u read it coz

Alexander

i have other things i would like to ask from you.

Alexander

i shall be sending the fax now.

JOHN LU (12/1/2003 11:53:08 AM)

PLS SEND

Alexander

pis receive fax. was that your fax number?

JOHN LU (12/1/2003 11:54:21 AM)

PLS SEND

JOHN LU (12/1/2003 11:54:48 AM)

032 2556277

JOHN LU (12/1/2003 12:03:11 PM)

UR LETTER W/ ME NA DIS IS D ONE WE DISCUS YESTERDAY.

Alexander

I would like to ask you to call personally to Mae and persuade her to voluntarilly resign. This would save a lot of pains in both the company and family, as you can see we have come to a point that it would be impossible for her and me to work harmoniously in the company, i have tried to asked the famliy to give me one vessel to manage by myself but was turned down in an ugly manner. I also realized that this is not only bad for the company but bad for me as well since i have realized that fading out would have people think that i have done something wrong. I have experienced many times people i closely know asking me if there was nothing financial wrong doing on my part, although they say it in a very nice manner i sensed that such questions were in their mind, i am hoping that at least u would try to see my point and hopefully u would understand that this would be a better solution. I would not want u to inform anybody, not even papang about my fax to u of Maefs dismissal w/c i shall fax tomorrow if Mae will not submit her offer of resignation.

I have restrained myself to the maximum and had done all i can do to limit the damaged to both company operations and family ill feelings, i think Mae should understand the situation. Her voluntary resignation would save a lot of pains, or maybe she should take a leave of absence for the same period like mine, 9 months.

One ugly thing that can happen is for me to physically force her out of d office w/c would create a lot of pains w/ regards to her parent n family.

if i am force to fax tomorrow her dismissal letter i of course expect papang & others to depend her and this will create incalculable damage once i start to stop operations to all the things that i create for the company. i of course would not want you to tell anyone of these things that i tell u coz i hope that Mae would just do it voluntarily for the sake of peace in the family.

i don't know if anyone in the family would be able to stop me from closing our manila operations more especially papang since from the very start he was against it. if u remember i had d maiden voyage for mlanila a bday gift to mamang n i wud not want to close it as a birthday gift for papang.

All said, I trust that u would understand clearly the importance of my request to

you.

JOHN LU (12/1/2003 12:32:47 PM)

I REMEMBER ONE TIME MAE ASK ME IF U R ANGRY AT HER I DENY DAT COZ I DONT KNOW WAT 2 SAY I RAISE D QUESTION DURING D METING BUT NO DEFINIT ANSWER

FRANKLY SPEAKING I DONT KNOW HOW 2 BEGIN IM PLANNING 2 KOL HER AFTER OFIS HOUR COZ LOT OF PEOPLE HERE IN D OFC.

Alexander

I think it should come from you. If you feel that it is not the solution then u should not call her. you should be absolutely convinced. Incase you have other better ideas you may say so. What I have presented if for me is the only solution based on the present situation.

JOHN LU:

I THINK DIS IS D SOLUTION THAT'S WHY I RAISE DIS QUESTION. NOW IS IT OK 4 U IF I ASK MAE 2 TAKE A LEAVE OF ABSENCE MUNA SO DAT ITS EASIER DEN I THINK SHE WIL UNDRESTAND D SITUATION N EVENTUALLY RESIGN.

Alexander

k, Vm agreeable to that, i think that's a great best solution, fm sure maybe after 3 months or so my ill feelings to her would have subside and we can work together again.

Thanks very much for being able to see my side, i hope u wil b able to convince mae in a nice manner for her to understand that she should do this.

One important thing i think that u should not do is to let mamang or papang know about this, i think it would be better if it would appear that she is doing it on her own so that it will not strain mamang's or papang's feelings to me. much has been already felt.

Again i hope u understand this point.

Incase you will not be able to convince mae today, maybe tomorrow morning u can fax (only) to her my dismissal letter and then after again try to have her fully understand the strain it will have on the company especially on the family. DEC 4,2003 11AM

ALEX: JohnpteasraskRfce to file before noon today for an indefinite leave of absents starting tomorrow, have it to submit to Butch cc Mamang and Papang.

ALEX- Maybe you can text her and tell her mat I am the one telling you to asfcher to^do this and that this is my idea She should undersiand its reasoning. If she has another suggestion she can discuss to you and more or less you have understand^ my reasoning why for it's the only one and best solutionthat I know w/chas the less pain for the company and femily. She should fully understand that she is being given a chance to save the company and finally in fighting but then again this wiU also show orreveal her true form. She should not baby cry on Mamang s, shoulder and should just file her leave of absent and let Mamang and Papang react after submitting and not before.

JOHN: During our conversation the other day she mentioned that she will resign Dee 31.

ALEX- You may fex her the dismissal letter I will give her if she won't take a leave of absente. She .must understand its consequences TioGavmo^AuiitieFidela, Gilbert and many others. I am absolutely sure, I know what I am doing and 100% sure thaws^me onty solution and it has to be done.

DEC 5,2003 «:45AM

ALEX: Can you pis verify if Mae has submitted her resignation letter? JOHN: SHE IS IN THE OFFICE BUT REFUSE TOTALK TO ME IT SOUND THAT SHE IS NOT IN HER MOOD.

ALEX: ok. NOTICE OF DISMISSAL

Date: December 5,2003 To: Ms. Mae Alvarez

I regret to notify you that your employment with the firm shall be terminated on December 6,2003, for the following reasons:

You have cause so much damaged to both company operations and family infightings.

I truly regret this action is necessary.

ERA. TAN

Copies to: Mr. & Mrs. Feliciano N. Tan, Sr. / President & Vice President. Mr. Butch Felicilda / Personnel Manager 6 Dec 2003

Dear Papatig last Dec L 20CO1 have asked John to persuade Mae to voluntarily file her resignation in order to saw a lot ofpains in both flie eoinpany mid family.

I have explained that we have reached a point that, it would be impossible for tier and mt- to work faansojiioiisiy In the company. One of us has to go, I also explained why I can't fade oirt from the company more especially to fiie reason thai .ever since I resigaed last March I have had flits ugly iiiifvressioii from people even close to me fliat maybe I did soinetltittg wrong financially. I believed Ami this point lias been made vety clem' to her by Joint I have also mkzd Joki atui explained to him that it is be&i that my ijastrnction to him be not known to yon since definitely if stis HBdeMood flie situation and did her part voluntarily, things would be less pmnfof for everyone- I eveti reduced my demand for her to resigti to 9 months vacatioti leave mid Ifien after Jolia told me fliaT Mae uieiiiioiied to him tliat she will resign on Dec 3i, 2003,, I mellowed dowi^d to just 3 months leave stating ilmt vmfbe by that time my ill feeling? tor lier would have subside md the*, we can work together ngni a

I feave already jniepai'ed her dismissal letter to liei= and I feiced tlih to John last Dee i and odviced him to fi*x to to" only if she will not listen to reasoning. U ww niade veiy clear to her tliat I wanted to avoid giving her the disuns^af !ettei:'bec?Mise *m I have explained that I expected you and. the family will sick- and protect her md mnmqmmly fmngu will

doirt fake fake my tlwtM tiegatively. I have stated this for the reaso& rtiat if Mae would still wairf fliai I make public my disaussal letter to her then I can prove tliat she fa&s no conceit whatsoever ofwhat, will happen to the company and the family, I doift. need to execute my tlaneal. foecmise it will alreach? show what, kind of a family person she is.

This morning I wear to Cfiliaiian and submitted to Tio Ramon a foldeir containitig letters mid pitted text iness-ageft wbidi I hope would clearly exptstu my side. I have also requested from him to give it to Tio Gavino and Auntie Ficbla. or to whoever necessary, -

I have clone what, was JGP&cessary. I have not. abuse my position. On the contrary I can say Mae wm the one who abased her closeness to Mamang. In a way she was cfcwik with power. She would not listen to reasonings. Now that, she is out, she tries to win people with pity fhM. she m Am underdog. 1 stand by Ite content of the folder mid I welcome anyone to write mid point were I fisifed I mn limnmi and I commit mistakes. But overall I believed tot I did wliaf w^ necessFay nod right Mici with compassion and fitim&ss.

I know papHOg will see If. the other way as he always do. Anyway- everything is m that folder e consequences of my action I stand by it with clear conscience.

I haw askecl John bo*, to proceed to Zbga but. this afteraoon I learned that Fapa&g hacl ioki him to mmt home. J pr^^nsecl ttfai he will went to hme ancytlier m&etiiig with Johtfs grmsmz- A predictably we will have the same utiresoive ending. At this moment I believe thai it is not the best time to have seel* meeting. It will be more effective tor me to relay to John mid him to you.

Lastly, I will be going back to Manila tomorrow morning for Stephanies birthday on understand it will be difficult for both of you (assuming you will go) to go with me on the same flight on Tuesdaj? ia relation with what I did to Mae. I hope tnaraang and you could come. It would also give you a chance to congratulate her tor her passing tier UP enteniee exam sad stole to obtain her Private- Pilot License which she had expected you would

Aleson Shipping Assets (Vessels, Heavy Equipments, & Container Yards) EXCEL/asl(Vsls, Equipments & CY

1 MA/ LADY MARY JOY 2 2 MA/ STEPHANIE MARIE 3 M/V DANICA JOY 1 VESSEL 18 8,000,000.00 6,000,000.00 2,500,000.00 units 55,800,000.00 4 MA/ DANICA JOY 2 5 MA/ KRISTEL JANE 3 6 MA/ SEA JET 1

7,000,000.00 6,000,000.00 3,500,000.00 8,856,000.00 7 MA/NICKEL PRINCELY 8 MA/ALEX CRAIG 9 MA/ ESTRELLA DEL MAR

2,200,000.00 700,000.00 1,200,000.00 7,000,000.00

10 MA/NEVEEN 11 MA/NICO BRYAN 12 MA/CON-CARRIER 1 CARGO CONTAINER VESSEL CARGO CONTAINER VESSEL 400,000.00 800,000.00 2,500,000.00 1,000,000.00 13 MA/CON-CARRIER 2 14 MA/CON-CARRIER 3 15 MA/CON-CARRIER 5 CARGO CONTAINER VESSEL CARGO CONTAINER VESSEL CARGO CONTAINER VESSEL 2,500,000.00 2,500,000.00 2,500,000.00 16 MA/CON-CARRIER 6 17 MA/CON-CARRIER 7 18 MA/CON-CARRIER 8 CARGO CONTAINER VESSEL CARGO CONTAINER VESSEL CARGO CONTAINER VESSEL 2,500,000.00 2,500,000.00 2,500,000.00

19 FORKLIFT No. 001 20 FORKLIFT No. 002 21 FORKLIFT No. 003 FORKLIFT 10Tonner TIGERWOOD 10 Tonner JACKNICLAUS 3 Tonner WOLVERINE 30 1 70,000.00 2 70,000.00 3 15,000.00 units 3,852,600.00

22 FORKLIFT No. 004 23 FORKLIFT No. 005 24 FORKLIFT No. 006 3 Tomer CHEETAH 3.5 Tonner JAGUAR 3.5 Tonner PANTHER 4 15,000.00 5 15,000.00 6 15,000.00 25 FORKLIFT No. 007 26 FORKLIFT No. 008 27 FORKLIFT No. 101 3.5 Tonner TIGER 3.5 Tonner LEOPARD 20 Tonner ZBGA GIANT 7 15,000.00 8 15,000.00 9 240,800.00 28 FORKLIFT No. 102 29 FORKLIFT No. 103 30 FORKLIFT No. 104 18 Tonner MANILA RESERVE 15 Tonner MANILA PIER 15 Tonner PULAUAN 10 190,400.00 11 151,200.00 12 123,200.00 31 FORKLIFT No.105 32 FORKLIFT No. 106 33 FORKLIFT No. 107 15 Tonner CEBU RESERVE 15 Tonner SILIMAN 15 Tonner ZBGA RESERVE 13 140,000.00 14 112,000.00 is 125,000.00 34 FORKLIFT No. 108 35 FORKLIFT No. 109 36 FORKLIFT No. 110

15 Tonner ZBGA PIER 15 Tonner ZBGA CY 15 Tonner MANILA CY 16 125,000.00 17 125,000.00 IB 125,000.00 37 FORKLIFT No. 111 38 FORKLIFT No. 112 39 FORKLIFT No. 113 15 Tonner LMJ2 15 Tonner CEBU CY 15 Tonner CEBU PIER 19 125,000.00 20 125,000.00 21 125,000.00 40 FORKLIFT No. 114 41 FORKLIFT No. 115 42 FORKLIFT No. 116 15 Tonner DIPOLOG 15 Tonner ILOILO PIER 115 Tonner BACOLOD CY

22 125,000.00 23 125,000.00 24 43 FORKLIFT No. 117 44 FORKLIFT No. 118 45 FORKLIFT No. 119 Page 36 Page 36 Page 36 25 280,000.00 26 280,000.00 27 280,000.00 46 FORKLIFT No. 120 47 FORKLIFT No. 121 48 FORKLIFT No. 122

Page 37 Page 37 Page 38 28 196,000.00 29 224,000.00 30 280,000.00

49 TRUCKCRANE No. 201 50 TRUCKCRANE No. 202 51 TRUCKCRANE No. 203 TRUCKCRANE 50 Tonner LINKBELT 35 Tonnsr P&H DIPOLOG 35 Tonner LINKBELT 7 1 200,000.00 2 200,000.00 3 200,000.00 units 1,400,000.00

52 TRUCKCRANE No. 204 53 TRUCKCRANE No. 205 35 Tonner P&H ZBGA P&H CEBU (35 Tonner) 4 200,000.00 5 200,000.00 54 TRUCKCRANE No. 206 55 TRUCKCRANE No. 207 35 Tonner P&H MANILA 35 Tonner IHI MANILA 6 200,000.00 7 200,000.00 56 FUEL TANKER No. 301 FUEL TANKER IRAQ (14 Tons) 1 30,000.00 units 30,000.00

57 WATER TANKER No. 401 58 WATER TANKER No. 402 59 WATER TANKER No. 403 WATER TANKER 99 Tonner SAN MIG LITE 14 Tons BUDWEISER 15 Tons IRAN 3 1 30,000.00 2 30,000.00 3 30,000.00 units 90,000.00 60 PRIME MOVER No. 501 61 PRIME MOVER No. 502 62 PRIME MOVER No. 503 PRIME MOVER

IsuzuiOPC ITALY Isuzu «10 GERMANY Mitsubishi 6DB1 JAPAN 5 1 44,000.00 2 44,000.00 3 44,000.00 units 220,000.00

63 PRIME MOVER No. 504 64 PRIME MOVER No. 505

IsuzuiOPCI CANADA ISUZU 12 PCI MEXICO 4 44,000.00 5 44,000.00 65 TRAILER No. 601 66 TRAILER No. 602 67 TRAILER No. 603 TRAILER

20 Fooler NEW YORK 20 Footer DETROIT 20 Footer CHICAGO 9 1 12,000.00 2 12,000.00 3 12,000.00 units 158,000.00

68 TRAILER No. 604 69 TRAILER No. 701 70 TRAILER No. 702 TOTALS

20 Footer FLORIDA 40 Footer NAGASAKI 40 Footer TOKYO 78,406,600.00

4 12,000.00 5 22,000.00 6 22,000.00 divide by 7 multiple 2 equals

71 TRAILER No. 703 72 TRAILER No. 704 73 TRAILER No. 705 22,401,885.71

40 Footer OKINAWA 40 Footer HIROSHIMA 40 Footer KAGOSHIMA 7 22,000.00 s 22,000.00 9 22,000.00 1 : fiLESOtv SHIPPING LINES ZBGA UET FAX NO. : 9912099 Dec. 12 200 03 NELSON f I QTY UNITS PARTICULARS AMOUNT IQTY UNITS PARTICULARS AMOUr" 1 3 UNITS VESSELS . 3 | UNITS IVESSELS 1 MV LADY MARY JOYS P 90.000,000.00 MV DANICA JOY 2 P 70,000,000,C i MV STEPHAN1EMAP.IE 60.000,000.00 MV DANICA JOY 25.000.000.t 3 MV ACC 25.000,000.00 MV ACC 2S.O0O.OO0.C 3 1 UNITS FORKLIFT 3-10T 1 UNITS FORKLIFT 3-10T 150,000.00 CHEETAH 150.(300,! ) 4. UNITS FORKIIFT 1ST L*«TS FORKLIFT 1ST I MANILA RESERVE : (,904.000.00 MANILA PIER S^12,00D.( 1 LMJ2 1,250,000.00 ZBGA RESERVE 1,250,000.! } I ■ SsUTtfAN 1,120,000.00 I3GA CY 1,250,GOC.f 3 i W22 2..900,C00.00 DfPOLOO 1,2SG,000.( ) ', UNIT TRUCK CRANE 1 UNIT TRUCK CRANE IHS MANiLA 5.flrtO.000.00 PZti MANILA 2.000,0O0.t 3 1 UNIT WATER TANKER 1 UNIT WATER TANKER tftAG) 300,000.00 1 SANMIGUTS 300,000.1 3 1 UNIT PRIMEMOVER 1 UNIT PRIME MOVER ITALY ■440,000.00 3BKMANY . 440.000.1 3 1 UNIT TR«LER20* ' ' 1 UNIT TRAILER 20" NEW YORK \ 120,000 00 DETRtGT 120.000! 3 . 1 UNIT TRAILER 40* 1 UNIT TRAILER 40* | NA&ASAKI 220,000.00 TOKYO 220,000.( 3 246 UNITS CONTAINER VAN 14,7150,000.00 246 UNITS CONTAINER WAN J4,760J3O0.l 3 TOTALS P 190^064,000.00 ■ i TOTALS P 143,252,000.f 3

BOBONG i JAYJAY QTVUMITS PARTICULARS AMOUNT QTY UNITS PARTICULARS AMOUNT 3 UNITS VESSELS 3 UNITS VESSELS MVKRISTELJANE3. P 50,000,000.00 MV NfKEL PFJNCELY P 22.000,000.1 0 MV SEA JET | 33,500,000.00 (WV ALEX CRAfG 7,OO0!DO0.i D 1 WACC ! 2?..000,000'.00 UV ACC 25,000,000.1 0 1 ) UNITS FORKLIFT 3-10T 1 UNITS FORKLIFT 3-WT t>serwoo3 700,000.00 JACK NiCLAUZ ■ 700.000.1 3 > UNITS FORKLIFT 1ST : 4 UNITS FORKLIFT 15T PULAUAN \ 1.232.000.00 Z8QA GtAHT 2.408,000.1 0 ZBGA PJER i 1.250,000.00 CEBU RESERVE 1 /)QD,ODO.f 0 CESt/CV j 1,250,000.00 CESUPIER 1,250,000.1 0 SL&LO Pi3R 1,250XB0.00 9it? 2,8O0,0U0.l D 1 UNIT TRUCK CRANE 1 UNIT TRUCK CRANE P&HZBGA 2.C5OOflO0.Oa P6HCSBU 2.000,000.' 0 \ urn WATER TANKER ! 1, UWfT WATER TANKER BVDWSfSSR ' 300,000.00 (RAN 300.000. 0 1 UNIT PRIME MOVER 1 UNIT PRIMS MOVER JAPAN '

TOTALS P 134,622,000.00 i TOTALS P S0,39C0CI0,i a PAPANG&MAMANG ' So.3*f £ OoO OiHrUNfTS PARTICULARS : AMOUNT •j . 6 fUNrrSjVESS6LS i (-.ogrtaaoiB

WWEVEBW^ ^ ■ ' 4,000,000.00 Real estate is not subject for Iquidation. B.uOO.uOO.DO ft Mil be treated as an inheritance property S'ACC i i 7?.,OG0,000.O0 to be! included in my last Wil & Testament 4 UWiT FORKLIFT 3-10 ] 150,00000 except for CY Camins & its improvements PANTHER : . 150.00tl.OO and Franchise of McDo and Its improvements. TK3ER ' 153,000.00 Thes6 properties vM be divided into six LBQPAFtD . j 160,000,00 shares based on their cost. Hence: 8 UMTS FO«KLrT«T i »J«6 ' ! 2,6004300 iH3 CY Cjamins 45,000,000.00 2,000,000.00 Improvements 7,000,000.00 52.d00.0t 0.00 McDo 27,000.010.00 w^r ' ; . 2,240.000.00 Total I 70,000,01 0.00 UNITS TRUCK CRANE Divided by # of shares 6 !JN!iBetT50 ! 2.OG0.O0O.00 \ Share per person 13,166,61 5tST~ \ JNXBEi.T& i 2.050,000.00 \ B&HDtPOLCG ; 2,000,000.00 1 UNIT 'RJME MOVER ;

ALEX NELSON BOBONG JAYJAY PAPANG & MAMANG UN LADY MARY JOY 2 MA/ DANICA JOY 1 MA/ KRISTEL JANE 3 MA/NICKEL PRINCELY MA/ ESTRELLA DEL MAR 80,000,000.00 25,000,000.00 60,000,000.00 22,000,000.00 12,000,000.00

MA/STEPHANIE MARIE MA/DANICA JOY 2 MA/ SEA JET 1 MA/ALEX CRAIG MA/ NEVEEN 60,000,000.00 70,000,000.00 35,000,000.00 7,000,000.00 4,000,000.00 MA/CON-CARRIER 3 MA/ CON-CARRIER 7 MA/CON-CARRIER 8 MA/ CON-CARRIER 5 MA/ NICO BRYAN CARGO CONTAINER VESSEL CARGO CONTAINER VESSEL CARGO CONTAINER VESSEL CARGO CONTAINER VESSEL CARGO CONTAINER VESSEL 25,000,000.00 25,000,000.00 25,000,000.00 25,000,000.00 8,000,000.00 MA/CON-CARRIER 1 CARGO CONTAINER VESSEL 25,000,000.00 MA/ CON-CARRIER 2 CARGO CONTAINER VESSEL 25,000,000.00

MA/ CON-CARRIER 6 NOTE: 246 units x 60,000 = 14,760,000. 246 units x5= 1,230 units only. 246 units x 6 = 1,476 units. ARGO CONTAINER VESSEL 1,476 units is the actual recorded company's container van inventory. 25,000,000.00

CONTAINER VAN CONTAINER VAN CONTAINER VAN CONTAINER VAN CONTAINER VAN 246 UNITS 246 UNITS 246 UNITS 246 UNITS 246 UNITS 14,760,000.00 14,760,000.00 14,760,000.00 14,760,000.00 14,760,000.00

FORKLIFT No. 003 FORKLIFT No. 004 FORKLIFT No. 001 FORKLIFT No. 002 FORKLIFT No. 005 3 Tonner WOLVERINE 3 Tonner CHEETAH 10 Tonner TIGERWOOD 10 Tonner JACK NICLAUS 3.5 Tonner JAGUAR 150,000.00 150,000.00 700,000.00 700,000.00 150,000.00 FORKLIFT No. 102 FORKLIFT No. 103 FORKLIFT No. 104 FORKLIFT No. 101 FORKLIFT No. 006 18Tonner MANILA RESERVE 15 Tonner MANILA PIER PULAUAN 20 Tonner ZBGA GIANT 3.5 Tonner PANTHER 1,904,000.00 1,512,000.00 1,232,000.00 2,408,000.00 150,000.00

FORKLIFT No. 111 FORKLIFT No. 107 FORKLIFT No. 108 FORKLIFT No.105 FORKLIFT No. 007 LMJ2 15 Tonner ZBGA RESERVE 15 Tonner ZBGA PIER 15 Tonner CEBU RESERVE 3.5 Tonner TIGER 1,250,000.00 1,250,000.00 1,250,000.00 1,400,000.00 150,000.00

FORKLIFT No. 106 FORKLIFT No. 109 FORKLIFT No. 112 FORKLIFT No. 113 FORKLIFT No. 008 15 Tonner SILIMAN 15 Tonner ZBGA CY 15 Tonner CEBU CY 15 Tonner CEBU PIER 3.5 Tonner LEOPARD 1,120,000.00 1,250,000.00 1,250,000.00 1,250,000.00 150,000.00

FORKLIFT No. 122 FORKLIFT No. 114 FORKLIFT No. 115 FORKLIFT No. 117 FORKLIFT No. 118 Page 38 15 Tonner DIPOLOG 15 Tonner ILOILO PIER Page 36 2,800,000.00 1,250,000.00 1,250,000.00 2,800,000.00 2,800,000.00

TRUCKCRANE No. 207 TRUCKCRANE No. 206 TRUCKCRANE No. 204 TRUCKCRANE No. 205 FORKLIFT No. 119

Fonner IHI MANILA 35 Tonner P&H MANILA 35 Tonner P&H ZBGA P&H CEBU (35 Tonner) Page 36 2,000,000.00 2,000,000.00 2,000,000.00 2,000,000.00 2,800,000.00

FUEL TANKER No. 301 WATER TANKER No. 401 WATER TANKER No. 40 WATER TANKER No. 403 FORKLIFT No. 120 IRAQ (14 Tons) 99 Tonner SAN MIG LITE 14 Tons BUDWEISER 15 Tons IRAN Page 37 300,000.00 300,000.00 300,000.00 300,000.00 1,960,000.00 PRIME MOVER No. 501 PRIME MOVER No. 502 PRIME MOVER No. 503 PRIME MOVER No. 504 FORKLIFT No. 121 Isuzu 10 PC ITALY ZUV10 GERMANY Mitsubishi 6DB1 Isuzu 10 PCI CANADA Page 37 440,000.00 440,000.00 440,000.00 440,000.00 2,240,000.00 TRAILER No. 601 TRAILER No. 602 TRAILER No. 603 TRAILER No. 604 TRUCKCRANE No. 201 NEW YORK 20 Footer DETROIT 20 Footer CHICAGO 20 Footer FLORIDA 50 Tonner 120,000.00 120,000.00 120,000.00 120,000.00 2,000,000.00

TRAILER No. 701 TRAILER No. 702 TRAILER No. 703 TRAILER No. 704 TRUCKCRANE No. 203

40 Footer NAGASAKI 40 Fooler TOKYO 40 Footer OKINAWA 40 Footer HIROSHIMA 35 Tonner LINKBELT 220,000.00 220,000.00 220,000.00 220,000.00 2,000,000.00 TRUCKCRANE No. 202 35 Tonner PSH DIPOLOG 2,000,000.00 PRIME MOVER No. 505 Isuzu 12 PCI MEXICO Note: 134,522,000.00 440,000.00 wrong addition. TRAILER No. 705 40 Footer KAGOSHIMA 220,000.00

190,064,000.00 143,252,000.00 143,522,000.00 80,398,000.00 130,820,000.00

190,064,000.00 Papang & Mamang Add missing 246 containers Corrected Papang & Mamang 143,252,000.00 130,820,000.00 14,760,000.00 145,580,000.00 143,522,000.00 80,398,000.00 FORKLIFT No.110 130,820,000.00 15 Tonner (not listed) MANILA CY

688,056,000.00 Papang's Counter List compared with actual existing vessels, equipments, and operational assets. 1,250,000.00 14,760,000.00 1,250,000.00 FORKLIFT No.110 (Manila cy) isTonner/ not listed

704,066,000.00 divide 7 multiply by 2 = 201,161,714.29 OPERATING CASH 70,000,000.00 CY. CAMINS 210M divide 7 multiply by 2 = 60M 10,000,000.00 RECEIVABLES

784,066,000.00 divide 7 multiply by 2 = 224,018,857.14 30M divide 7 multiply by 2 = 8.57M Match 22, 2006

Dear Alex,

Greetings to you and your family?

1. ISO units10' Container Van 2. 4 units Vessels a. M/V Con Carrier 6 b. M/V Con Carrier 7 c M/V Con Carrier 8 d. JVI/VLadyMaryJoy2 3. 1 unit *oridift 10 tonner ' t\f 4. 4 units Foridift 15 tamer 5. 1 unit Track Crane *7 6. 1 unit Water Tanker ^ 7. 1 unit Prime Mover O S. limit Trailer 40' L^ 9. I unit Trailer 20' r"*

them for your .alee Nevettli^ f ^ ," members *»** acceded to

Fatherly yours March 24, 2006

Dear Papang,

Last October or November, when Mamang came to Manila, she was the one who told me that since both of us seems forever not seeing eye to eye and have encountered so much misunderstandings in the past within our company, she told me that you and her have decided to let go of me with the formula of me having two shares as against one share for each of the other family members, including Mamang and you. It is because of this decision that after two days, I gave Mamang my estimated market value of our family business which amounted to P1.3B.

When this was submitted to you and when I attended your 70th birthday last December 3, 2005, you, together with my cousin, Atty. John Tan, presented to me your "idea" on how you would like that my shares will be divided. In your proposal list, you indicated M/V Stephanie Marie, M/V Mary Joy 2, one con- carrier vessel, and some support equipments totaling to P190M. This is far from my original list which totaled about P350M. However, your reason was that I should not include other properties which were "given" to you by "Lolo".

In your December list totaling P190M, I have observed that you missed 146 containers and so I send back to you and Mamang a corrected list for you to evaluate which, following the two shares Mamang and you formulated, would make my total to P225M.

My other request (not demand) was for me to be given a set of vessels valued to my two shares so that it will be easier for me to operate. It is very difficult for me to operate M/V Stephanie Marie, together with different kinds of vessel operations simply because I have to obtain many offices for each kind of vessel operation.

Last march 10, 206, I texted John Lu to ask Mamang if I can time charter con- carrier vessels and asked for the price per month if ever I will be granted. There was no reply so I texted again last March 13, 2006 to follow-up my inquiry and added that I understand that APO Cement is chartering our two con-carrier vessels at about P450,000.00 per month (without any advance payment). Here's the exact text I sent to John Lu on March 13, 2006:

"I've received your fax. Thanks. I totaled the amount and it's only 173,780,000.00, way below 224,018,857.14 which should be the amount of my family share (2 shares) computed on the total valuation of 784,066,000.00. Even Papang's December's proposal already totaled 190,064,000.00 (MV Stephanie, LMJ2, 1 Con Carrier, etc.) One share of 784,066,000.00 equals 112,009,428.50. Can you ask my mom and Papang to focus on the 2 shares valuation and also don't insist to give me LMJ2. Is there something wrong with LMJ2? I really can't have LMJ2 since the start-up company I registered with Marina restricts me with a total gross tonnage of only 2,500 tons total. I have read to Mamang over the phone the Marina circular provision re this. Anyway, I'll send again another proposal this week and try to come up with something that would be workable for all parties. In the meantime, can I time charter Con-Carrier vessels muna at P525,000.00 per month with one month advance deposit. Thanks."

I made an offer to charter at P525,000.00 per month with one month advance. I do not demand anything. I'm doing proposals so that we can negotiate on what can work out for all parties.

After two days, I followed-up from John but he replied that you don't like the idea of time charter? I really don't understand your decision but I opted not to pursue my proposal to give Aleson additional P75,000.00 per month per vessel.

In your letter, I am made to understand that I am challenging you by having my own corporation as against your earnest desire for me to still be in the family company. I think you have misunderstood my intentions. I planned to establish my own corporation because I don't feel that I am still welcomed in the family company. Here's one reason for me to feel that: My own corporation was approved even before I received your letter stating your desire for me to go back to the family business. I still considered your request with just one condition. My one and only request was denied because you said that it will bring chaos to the company. So I proposed for us to consult the Chinese temple about the matter on whether it will do chaotic occurrences in the company. But your action not to even ask the Chinese Temple if my proposal will bring chaos or might be a good thing for the company had given me a valid reason to conclude that I really can't be of help to you in your desire to run our family corporation.

Papang, I am willing to let go of all my work with you and our family corporation. Let's just be fair, be civil and stop telling unpleasant things to each other, treating like one of us is the good person and the other is bad. March 30, 2006

Dear Papang,

Sorry for not able to answer much earlier your March 22 letter.

Mamang remitted to me 1.5M pesos second week of December 2005 when I asked for the said amount for the registration of our shipping company (named Good Voyage Shipping Lines, Inc.). Please don't argue with Mamang over this because she understood that we needed to first establish a shipping company before we can accept any of the vessels that Aleson will give to us. I cannot just accept any vessel if I don't have a company in the first place. It took us about more than three months to comply with all the requirements of different Government offices to establish this company. We started applying last September when Mamang came here to inform me that the family has finally decided to allow me to go on my own with the 2-shares-for-us (1 share for each of the rest of the family) formula which resulted my making the first list of aleson assets which was send to you through her for your approval. I believed it was with this list that you came up with the list you gave me on your 70th birthday in the presence of John Tan.

Before our family departure to the USA, our corporation paper was already finalized (Dec. 22, 2005). This was two weeks earlier than your letter dated Jan 5 stating among others that I am still welcome to join your company.

Enclosed is our Security and Exchange Commission (SEC) corporation paper which indicates among others the date of incorporation ((Dec. 22, 2005), names of our directors (Me, Jessie, Stephanie-Corporate Secretary, cousin Atty. Jaja, daughter of John Tan - Legal, and office staff Tracy - whom I have to assigned CEO to comply both SEC & Marina minimum requirements), name of our stockholders (the five plus another office personnel, Sherly to be our auditor to complete for SEC minimum position requirements), and shares division of ownership.

Both my two office personnel helped me with the incorporation of our company and the many other necessary requirements to comply before we can legally operate. Under Marina Circular Rule, a shipping company is required to have at least a minimum of two of it's company officers, namely the president and chief operating officer, to have shipping experiences. Five is the minimum requirement of incorporators.

Even with Good Voyage Incorporation finalized, but because of your Jan 5 letter, I wrote you a letter dated Jan 14 which indicates that I was willing not to push thru with Good Voyage. However, after two more futile letters, we found ourselves in the same different thoughts of opinions and so I thought it best to continued then on with the negotiations on the December List you gave me.

All the letters or lists I sent to you thru Mamang concerning your December List were titled as Proposal 1 and Proposal 2.

Even my last text to John Lu just a week ago, dated March 13,1 used the word proposal and I think anyone can conclude by my text below that it had no sign whatsoever of anger, but rather but I was even compassionately negotiating, clearly not demanding for anything.

". .. Anyway, I will send again another proposal this week and try to come up with something that would be workable for all parties."

I have not even started operating yet and we are still in the process of determining what vessels can best represent my family shares.

I cannot operate yet because we have not finalized exactly what kind of vessels can be well allotted to me that best represent my family shares with minimal effects on the present operational activities of our family business Aleson.

After your decision, I have to print tickets (if we will be given passenger vessels) ox print bill of ladings (if given cargo vessels) and the printing periods for said items takes about a month

- Page 1 - excluding the time it will take to register the tickets, official receipts, etc.

I also can't just operate without an office. And I can't look for an office because I don't know what type of vessels I will have or where we will operate them.

Once we finalize and agree on what vessels I can operate, I think my Board Seat in Aleson is automatically revoke to reciprocate with the transfer of ownership of the agreed vessels to my family shipping company. And for one thing, / am not participating anymore in Aleson's board meetings.

I never hold on to any employees of whom you, Mamang, or any of our family members have had differences and/or terminated. I even let go of my personal driver Oliver and his wife, whom I considers most qualified in office works, whom you both transferred to Zamboanga and eventually resigned. It is not easy for me as a person to let go of people who were most loyal to me, much more have them terminated because they supported me. I don't even intend to hire them or anyone any of our family members have had differences before. I have chosen to place our family above for I believe and have experienced it first hand that it will create ill-feelings amongst our family.

So it is not within my character that I intend to compete with my family's business because by doing so, would definitely create ill feelings on me.

I don't intend to compete with our family business.

The sea is so wide, I remember you said that to me long time ago. This coming Saturday or Sunday I intend to fly to General Santos to inspect one foreign container ship coming from East Timor with a capacity of 110 TEUs (our Aleson Con-Carriers has only 30 TEU capacity). On April 2, Asian Spirit will commence flights from Davao to Palau which is timely for our container venture project so it will be easier and less expensive for me and my would be business partners to survey the place. You once wanted to go to Palau so maybe it would be good idea for both of us to fly there together, having two different ideas but going to one destination.

I still don't have the financial capacity for such big container vessel but I have negotiated with other people to join me. It is then my hope that even if I am on my own, I would like to someday see a joint venture with Aleson.

Going back to your December List, allow me to review/state our negotiating efforts:

Your December List 190,064,000.00 I didn't agree because: - LMJ2 gross tonnage prohibits us to legally operate this vessel, - 1 Con-Carrier vessel is a loosing business operation and I can't sell it for 25M because it does not represent "actual market prices".

Your March 13 List 173,780,000.00 I noted why our share value was lowered.

Your March 18 List 174,570,000.00

My family's present total cash in our joint-bank account is less than 14M and we have 11M advance from Aleson due to our purchased of our Corinthian Residence House. That leaves us having less than 3M pesos and I continue to receive my salary from Aleson even under two suspensions.

This is my present condition, after all my works with Aleson.

With Aleson, I passionately dedicated all my time and efforts to work for our family. Now, I shall dedicate my work dedicated passionately for my family. With what happened to me in Aleson, I should know better how to have a better ending with my family in both corporate and family affairs.

- Page 2 - Below is my family's present budgetary monthly/yearly expenditures.

Per Week Per Year MONTHLY NO VACATION future U.S.A. BUDGET No Flying EDUCATION 1 ) TUITIONS 1 ) Stephanie 15,000.00 1,250.00 1,250.00 125,000.00 2 ) Kristel (US$15,000) 800,000.00 66,666.67 66,666.67 125,000.00 3 ) Craig (US$15,000) 800,000.00 66,666.67 66,666.67 125,000.00

2 ) ALLOWANCES 1 ) Alex 30,000.00 30,000.00 30,000.00 2 ) Jessie 30,000.00 30,000.00 30,000.00 3 ) Stephanie 10,000.00 10,000.00 10,000.00 4 ) Kristel 10,000.00 10,000.00 10,000.00 5 ) Craig 5,000.00 5,000.00 5,000.00

3 ) CELFONS 1 ) Alex 6,000.00 6,000.00 6,000.00 2 ) Jessie 3,500.00 3,500.00 3,500.00 3 ) Stephanie 3,000.00 3,000.00 3,000.00 4 ) Kristel 2,500.00 2,500.00 2,500.00 5 ) Craig 2,000.00 2,000.00 2,000.00

4 ) FOOD/RESTAURANTS 5,000.00 20,000.00 20,000.00 20,000.00

5 ) Cars 1 ) Fuel 4,000.00 16,000.00 16,000.00 16,000.00 2 ) Repairs 2,500.00 10,000.00 10,000.00

6 ) VACATIONS 1,500,000.00 125,000.00 125,000.00

7 ) FLYING LESSONS 1 ) Stephanie 350,000.00 29,166.67 29,166.67 2 ) Kristel 250,000.00 20,833.33 20,833.33

8 ) PIONEER OFC 1 ) Office Rental 13,000.00 13,000.00 13,000.00 2 ) Electricity 6,000.00 6,000.00 6,000.00 3 ) Phone Bills 15,000.00 15,000.00 15,000.00 4 ) Two Employees 21,667.00 21,667.00 21,667.00 5 ) Others 5,000.00 5,000.00 5,000.00

9 ) CORINTHIAN HS EXPENSES 1 ) Electricity 15,000.00 15,000.00 15,000.00 2 ) Phone Bills 10,000.00 10,000.00 10,000.00 3 ) Water 5,000.00 5,000.00 5,000.00 4 ) Pool Cleaning 3,000.00 3,000.00 3,000.00 5 ) Driver Arnulfo 6,500.00 6,500.00 6,500.00 6 ) Driver Rey 6,500.00 6,500.00 6,500.00 7 ) 3 Households 13,000.00 13,000.00 13,000.00 8 ) Food 50,000.00 50,000.00 50,000.00

10 ) OTHERS / EMERGENCY 30,000.00 30,000.00 30,000.00

11 ) BIRTHDAYS 1 ) Alex 150,000.00 12,500.00 12,500.00 12,500.00 2 ) Jessie 150,000.00 12,500.00 12,500.00 12,500.00 3 ) Stephanie 150,000.00 12,500.00 12,500.00 12,500.00 4 ) Kristel 150,000.00 12,500.00 12,500.00 12,500.00 5 ) Craig 150,000.00 12,500.00 12,500.00 12,500.00

12 ) CHRISTMAS 1 ) Alex 50,000.00 4,166.67 4,166.67 4,166.67 2 ) Jessie 50,000.00 4,166.67 4,166.67 4,166.67 3 ) Stephanie 70,000.00 5,833.33 5,833.33 5,833.33 4 ) Kristel 50,000.00 4,166.67 4,166.67 4,166.67 5 ) Craig 30,000.00 2,500.00 2,500.00 2,500.00

740,583.67 555,583.67 981,000.33

- Page 3 - As a father like you whose main concern is our responsibility to our children's need and future, I am therefore, negotiating my family shares mostly for my children's sake, nothing more nothing less.

With it I hope you, Mamang, and the rest of the family will set aside tampohan feelings, especially since our unhealthy indifferences of opinions has been going on for years and letting me out of our family business seems the best options, and instead decide with compassions, generosity, and even put concern for my family's future income capacity/capability with proper decision on what proper vessels the family can allocate to us, avoiding among other things to state that undoubtedly Aleson's well-being and stability will be affected and that all our family members have acceded to sacrifice for my sake.

I have even offered to time charter Con-Carrier vessels, offering 525T pesos per vessel per month, with one month advance. This is 75,000 pesos more per month per vessel of what Aleson is presently chartering to Apo Cement Corporation. However, I was told by John Lu that you don't like the idea and never did I ask again and inquire the reason behind your decision.

My goal for me to succeed in my family's shipping business is to provide my children's well being and not to seek competition or revenge as what others will maliciously wants to impute. Time chartering Aleson's con-carriers would help me earn additional income for my family, add additional income for Aleson as well, and in no way is this a form of competition.

Helping me succeed will produce a better result in both financials and relationships because it's easier for a successful person to forgive and forget his past rather than for a person who fails.

As hard as it may be for me to anticipate what vessels you will eventually agree to give us, based on your December List (M/V Stephanie Marie, M/V LMJ2, and one Con-Carrier, etc.), I have tried to work on it's operational feasibility. Under said list, only M/V Stephanie Marie would be workable for us. We cannot operate M/V LMJ2 because our small start-up company cannot legally operate it because of the prohibition under Marina Memorandum Circular No. 79 (Accreditation of Domestic Shipping Enterprises/Entities) which limits our start-up corporations to own and operate only up to a total of 3,000 gross tons, since our paid-up capital is only 1.5 million pesos.

Vessel Gross Tonnage M/V Stephanie Marie 770.73 tons M/V LMJ2 3,330.42 tons M/V Con Carrier 8 246.55 tons

4,347.70 tons - this exceeds our company's authorized limitation of 3,000 gross tonnage.

One Con-Carrier vessel, without complete support equipments, is a losing business.

And it is not easy for my family to sell a Con-Carrier vessel at 25M pesos, a 35 tons truck crane for 2M pesos, a 15 tons forklift for 2M pesos, and the other small units at the valuation prices I had evaluated suited only for our purpose for us to be able to equally and fairly divide,

We came up with the amount of 784,066,000.00 pesos for Aleson's Total Operational Property Assets for the main purpose for us to be able to properly distribute our assets but it is not applicable for sale to others.

The price and/or valuation value of the assets does not matter. As shown in the next page, even if the prices and/or valuation value were doubled, every member can only afford to get the same assets.

- Page 4 - ORIGINAL ALEX NELSON BOBONG JAYJAY DAD& MOM

A 100.00 A 100.00

B 180.00 B 180.00

C 120.00 C 120.00

D 50.00 D 50.00

E 90.00 E 90.00

F 185.00 F 185.00

G 25.00 G 25.00

H 270.00 H 270.00

1 90.00 I 90.00

J 30.00 J 30.00

K 150.00 K 150.00

L 130.00 L 130.00

M 250.00 M 250.00

N 230.00 N 230.00

0 200.00 0 200.00

2,100.00 600.00 300.00 300.00 300.00 600.00

DAD& DOUBLE ALEX NELSON BOBONG JAYJAY MOM

A 200.00 A 200.00

B 360.00 B 360.00

C 240.00 C 240.00

D 100.00 D 100.00

E 180.00 E 180.00

F 370.00 F 370.00

G 50.00 G 50.00

H 540.00 H 540.00

1 180.00 I 180.00

J 60.00 J 60.00

K 300.00 K 300.00

L 260.00 L 260.00

M 500.00 M 500.00

N 460.00 N 460.00

0 400.00 O 400.00

4,200.00 1,200.00 600.00 I 600.00 600.00 1,200.00

However, please do not let me to sell these assets. The prices we used are not exact "market prices", meaning they do not represent "actual prices".

The price are just to prove that no matter what price is in-calculated for the assets, each family member will get the same exact vessel and or property.

Just like in the example shown, if we double the value of all the items of properties in the Aleson Total Operational Property Assets from 78,406,600.00 pesos to 1,568,132,000.00 pesos, the value of my share will increase to 448,037,714.28 but I still will only be able ""to afford" only to get the same number of vessels and property items because all the values of the vessels and properties will also be doubled. M/V Lady Mary Joy 2 price will be 160,000,000 pesos, M/V Kristel Jane 3 price will be 100,000,000 pesos, a Con-Carrier vessel will be priced at 50,000,000 pesos, etc.

And definitely we cannot sell M/V Lady Mary Joy 2 at a price of 160,000,000 pesos or any of the other property items at the prices we have priced for the purpose of our distributions commensurate to each family member's shares. So it is not applicable for sale to others.

With the hope that you and the rest of our family members will not let me venture with vessels my family will have little chance to succeed, I tried to work on with the scenario of accepting M/V Stephanie Marie and negotiated for an office in Zamboanga, print ticket forms,

- Page 5 - print official receipts, and other necessary shipping forms, but in the hope that you and the rest of our family can later allocate us vessels that will augment our family income.

Under your original December List (M/V Stephanie Marie, MTV Lady Mary Joy 2, one Con-Carrier, etc.), maybe we can make some small revisions. Maybe you can allow us to operate M/V Stephanie Marie, M/V Kristel Jane 3. My operational survival of these two vessels does not require us to compete.

Although the total values of both M/V Stephanie Marie and M/V Kristel Jane 3 is only 110M, the balance (115,580,000 pesos) can be set aside later for any other proposals and or suggestions by anyone to be agreed upon.

I am requesting this to happen because I would like to already start my company as soon as possible to be able to support my family.

I don't really know if the operational incomes from these two vessels will be enough to cover my family's high monthly expenditures so if possible, please also try to reconsider my previous offer to time charter Con-Carrier vessels. I am sure I can still earn for myself even at 525T per vessel per month.

I will be in competition with Apo Cement Corporation, not Aleson.

If assuming, you will agree to give us M/V Stephanie Marie, M/V Kristel Jane 3, and allow us to time charter 3 units Con-Carriers for three years, the total amount for the three years charter for the three Con-Carriers amounting to 56,700,000.00 pesos (525T x 3 units x 12months x 3 years) is a large amount which we can workout to deduct from the 115,580,000 balance.

By doing so, my remaining balance will then be down to just 58,880,000 pesos which our family business can easily afford even to convert to cash or allocate other remaining property assets or a combination of both. These we will do without competitions and maximizing our present property assets.

With regards to M/V Lady Mary Joy 2,1 would like to ask permission to independently check for myself to see why until now it has not finished dry-docking. I think no valid reason whatsoever can the persons who were put in charge of it can give valid reason for it to be dry- docking for nine (9) months already and doing it during the 3 most crucial peak-season months of the year (October semester break, December Christmas, and whole of Summer).

There was a buyer from abroad I brought to Zamboanga last September (or October) last year who inspected but wants to inspect again once she goes up the shipyard slipway to inspect her bottom hull. So I think they are serious buyer. There are other few who have make inquiries but providing basic requirements of photocopies of documents like CI, Ownership, Philippine Registry to would be buyers is difficult because said documents are not accessible to me anymore.

But of course, if anyone of our family is against the selling of LMJ2, it's also ok with me. Mine was just a suggestion. Just please do not allocate her to me and let me sell it by myself. We should sell it (assuming you want it to be sold) together because LMJ2 size is not easy for anyone to sell.

My separation with our family business which was necessary (my opinion), can be made with less emotional and financial loss. The key point is for us to work together in trying to maximize the property assets our family business already have. Allocating one property asset for the other to force to sell at a loss value can be prevented if we can shrewdly decide the distribution of our property assets to where it can be better utilized.

Quarreling forever with you, Mamang, or the rest of our family is something I don't intend to do. Our present indifferences now may have cause me to depart from our family business company but I believe if we can part ways nicely for the time being, things will in the future fall to their proper places, and maybe in no time we can be one whole happy family again.

Thank you. Alex to John Lu TO: PAPANG April 21, 2006 John Lu to Alex FROM: ALEX

March 13, 2006 9:46 AM Apo Cement charter less than 450T per month. I wud like to offer to charter at 525T pesos per month. We follow all conditions stipulated in Apo TC contract plus 1 month advance deposit, also the Time Charter wil in no way be competing with Aleson because my major port of calls will be Manila and Gagayan. Tnx.

March 15,2006 3:37 PM Talk 2 ur pa yeaterday n he dnt like d idea of time charter.

March 30, 2006 LETTER SEND TO YOU BUT IT HAS NOT CHANGE YOUR DECISION AS SHOWN BELOW: April 8,2006 11:03 AM Wer u able to ask Papang hw do we transfer Ownership of "agreed vessels" from Aleson to GoodVoy? wud lyk to suggest I think easiest wud be Deed of Sale.

April 10,2006 11:26 AM Talk 2 ur pa n dis is his msg: RE "agreed vessel" wat option u like 1st lor 2nd Option? RE mode of transfer try 2 consult ur lawyer n il try mine. RE time charter I have told u b4 dat I dnt like d idea. 11:46 AM Why Papang don't like the idea of Time Charter where in fact it gives additional income to Aleson? 12:15 PM I have explained in my letter that my getting out of Aleson is necessary but explained that we can do this in a nice way were our family can continue communicating and even do business together. Is Papang's action in line with this? 3:09 PM He told me dat he dnt like d idea coz he prefer dat u get ur share na. 3:14 PM LMJ2 is both in options 1 & 2. I think I hv explained in my letter why we can't legally own her coz of her gross tonnage. Can I hv Kristel Jane instead, just like I explained in my letter? 3:09 PM Msg frm ur pa: I want 2 know wat option u like 2 take dis is very impt. Coz we have 2 make resolution n need time 2 process d transfer of d said "agreed vessel" 2 ur co. if u dnt like my option den 4 me der is nothing 2 discuss. RE time charter we now dploy 4 vesel 2 ply mla bac dip zbga route 2 vesel ply cbu bac zbga route 2 vesel at apo cement due 2 drydock schedl we need 2 pulout frm apo so no vessel available. 4:37 PM LMJ2 is both in options 1 & 2. I think I hv explained in my letter why we can't legally own her coz of her gross tonnage. Can I hv Kristel Jane instead, just like I explained in my letter?

April 11,2006 5:56 PM Yes but no definite answer yet April 17,2006 8:53 AM When wil Papang pull out from Apo Cement its Time Charter vessels Con7 and Con8? 4:16 PM Acctg 2 precy only acc8 has a formal request by d end of dis month we schedl 2 talk w/ ur pa 2moro am.

April 18, 2006 2:45 PM Gud pm msg frm ur Pa: I have 2 option 4 u 2 choose nothing more. 4:00 PM OK i'l try to ask other elder people to talk to him. He is unreanoble. Tnx 4:14 PM How does Papang wants d transfer of d agreed vessels? Wil Con7 be also pulled out fr Apo Cement? April 20, 2006 4:27 PM Msg frm ud Pa. I need 2 know wat option u like so dat we can ask d lawyer wat is best. try to consult ur lawyer too. We need time in doing dis since it require proper documentations dats y we nid lawyer 2 to dis things we wil do it fair n square. We wil pulout ACC7 frm Apo but not now. 4:36:00 PM k, who is the lawyer that Papang wil consult re this? 4:53 PM He did not mention any name I did not also ask. 4:56:00 PM Pis ask so I can coordinate with his lawyer. I think this is but SOP. Tnx. 4:57 PM K 5:05:00 PM Also can u ask Mamang if she feels the same that it is fair & square to give my family only options 1 & 2? Tnx AS SHOWN 5:06 PM K WHAT I ASK FROM YOU IS TO BE REASONABLE ALL BCOZ FOR MY CHILDREN. IF I HV NO CHILDREN I'L NOT ASK FOR ANYTHING. April 24, 2006

Dear Papang & Mamang,

I am writing this letter to you again because I as your son love both of you very much. It is my desire to part ways from our family business in the nicest way possible for all of us. People including me respect the struggle both of you transcended in your life to achieved success which translated to what we have today. Whatever you will decide to give me and my family I shall be grateful. However, I am just concern about what people will say about your decision.

Attached is a simple colored list showing Alesoirs Operational Assets consisting of 76 items presently valued at 784,066,000 pesos. Out of the 76 items involved, I personally effected the acquisitions of 73 units presently valued at 727,066,000 pesos in my years with Aleson.

These 73 units were acquired in the span of those 26 years work. Simply we cannot reach item 76 if the items before were not successful. It is the success of item 1 which afforded us to buy item 2, the success of item 2 which afforded us to buy item 3 and so forth and on.

I never claimed or said this ever before in my 26 years of work with Aleson but am saying now for the purpose only to give weight on my appeal to you that allocating me M/V Stephanie, M/V Kristel Jane 3, and 3 units Con-Carriers to time charter for 3 years with the balance of 58.88M to be negotiated at a later date can be appropriate and just.

Insisting on giving me and my family Options 1 & 2, I think would not be a conscientious act and might not look good on both of you. Deciding with compassions and generosity will benefit us all. What would it cost you to "replace" or to "insist" on Options 1 & 2? (I think) to "replace" the cost is only money. To "insist", however, (I think) might cost you your honor, character, and prestige.

(I think) at your age, position, and situations, many people would find that they care about more in life than money and "beating" or "teaching" the other side a lesson.

If I fail, what lessons will it teach my children and me? Is it necessary? What gains of satisfactions will it bring to both of you?

There is a saying that says "be careful of what you ask for because you might get it".

I would like to end this letter by relating to you a story about a tourist who bought a beautiful Kashmiri rug from the family who labored for a full year to make it. Cleverly he offered to pay in German marks, and then offered worthless marks from the inflationary pre-WWII Weimar period. Only when he told the story to shocked friends back home did he begin to think about what he had done to this family. In time, the very sight of his beautiful rug turned his stomach.

God Bless.

Your son,

WORD/Pap;ing & M;iin;mg on NAME VALUE-2 May 02, 2006

Dear Alex,

Your letters of March 30 and April 28 made me both happy and sad.

It made me happy because you showed your deep concern for the welfare of your legal family, especially the future of your three young children. Indeed, fighting for their sake is a noble undertaking which no law can take away from a doting father and I can not fault you for that.

However, while I appreciate your gesture on behalf of your family's sake, it saddens me to think that you may have failed to realize that I myself am a father like you who also deeply cares for all of his children, which naturally includes you. Similarly sharing the same obligations and responsibilities as a parent, there is even no need for us to explain to each other our desire for our respective offspring to have the best of what the world has to offer. I need not even ask you whom among your children you love most because I know deep in your heart that you unconditionally love each and everyone of them with the same intensity and passion. This is the love of a father for their children, no matter if the child is a gifted scholar or a drop-out, a commoner or a successful professional, a big-time businessman or a plain office worker. Frustrations and disappointments comes within our territory as parents, but we see to it that we are always fair and balanced to all of them, be it in providing education or in securing them opportunities for a better life. This is the simple tact that I am trying to adopt in the on going squabble for property sharing in our family corporation.

Your letter of April 24 has insinuated that our proposals as contained in option 1 & 2 are not "conscientious" and yet I noticed that you insist on the total amount listed in that proposal. That offer was done in good faith inasmuch as I apportioned the total units of our vessels into 6 epal shares, thus, 3 vessels each per family member. Based on the listing you gave us, we picked the highest valued vessel and assigned them to you since you were the most senior among our children and admittedly the one who worked the hardest. You now say that your valuation was not an accurate one but "only meant to properly divide our assets and not applicable for sale to others". If the values of these vessels are not "actual market prices", are they bloated or are they undervalued? If they are over-valued, then it follows that the company's total value of P784,066.000.00 is also over-stated, which I think is obvious. Your point is saying that it doesn't make a difference even if we double the prices since each family member will get the exact vessel or property is misleading. The most glaring argument against that assumption is your understanding that you are actually entitled to P190+M (fixed assets only) as your share in the company using your valuation. This is bolstered by the fact that in declining an offered vessel ( m/v Lady Mary Joy 2 which you valued at P80,000.000.00), you are opting to get a lesser valued vessel and treating the difference of their values as balance

wiw^fhethe companycom getSmry°Ul the money IftoLMJ2gap theiS "Ot"balance"?W°rth P8°If youmHlion'doubledwh*itsh™valueandtowTreP160 million and you chose m/v Kristel Jane 3 (value doubled to P100 million), is Meson indebted to you to the tune of P60 million? While we can swallow the line that your valuation was not reflective of their actual market values, we cannot see the logic of pegging a purported amount as your share from a bloated and unrealistic source While you yourself do not believe in your own valuation, why should the company be made to ZE. h* f Tpf ? iS Pfincipally based on ^ntJns v7Sse dividedZE byf 6 familydTepanGfmembers)?UrusingdiVJSiOnyour iSvaluationPfinillonlybasedbdas a-tool in prioritizingJ 7'them according to worth and assigning them to you in recognition for your hard work If 7e are working only on assumed values, it is highly inconsistent to ask for recompensed can be

You anchor your claim for a bigger share because you feel you were solely responsible for the progress of the company. I think at this late stage it has became futile ?J^Ta rVV* P.°lnt Sin°e lt is °bvi0US that y°u already hav* a closed and concluded mind. We have already crossed that bridge and no amount of vocabulary in

corporaCIoaZn8Th°rion. The tocalf'a f*pointCan that!UffiCeremamst0 ClCarwithUPus thatas responsiblei8SUe Ofl y°urparentsroleis inthe™equitablefamily distribution of the company's assets since you are on the eve of embarking on your own It is our primary accountability to see to it that the remaining assets after your departure can continue to sustain the viability of the company since as you very well know not all our vessels are running profitably and most of our equipments have deteriorated through the years from ordinary wear and tear. Moreover, the company has to bear the brunt of ^i40 WltH S°me idlC and non"performin8 ^^ that are eating away at our

•a a. S! bitterness in y°ur letter for ^ving spent 26 long years working with Aleson. We do not contest the fact that you worked with utmost devotion but U doesn t give you the license to disregard company policies or step on other people just to get what you want. You were never fired but you left on your own accord over personnel and policy issues. All oWcottcerted efforts, from your mother to your siblings, from your uncles and relatives to your friends and classmates, even from family friends and business acquaintances, all of us tried to lure you back to no avail. You spoke in your Uater as if you are a pauper, a person deprived of any material comfort and privileges You make it appear that the company never compensated you for the services you rendered, or it it did, was not enough since you were responsible for 73 of the 76 items owned by Aleson. If a restaurant owner nurture, educate, train a cook, and provided him the kitchen, equipments, salary and supplied the ingredients, I humbly ask you, who then owns the cooked food? If your answer is the cook, then it follows that the eating customer will pay the money to him and not to the restaurant owner. If by his skills vision and ability he was able to open subsequent branches and people flock to patronize his cooking, does it follow that he has the right to claim these branches because he was the one sweating in the kitchen? I believe the answer is a no-brainer Notwithstanding our difference of opinions, I assure you that we all want you to succeed. Being a father yourself, you know how easy it is to forgive and love your children no matter how discourteous or offensive they may have become towards their parents. That is why the option of returning to Aieson will always be available to you as long as you simply agree to abide with our company's rules and policies. On the other hand, should you remain fixed in your desire to venture on your own, the Board after a lengthy deliberation, has finally decided to offer you the following:

nt/v Lady Kfery Joy 2 3 units Con-carriers - Eqiiipmefnts1 and vans contained in Dec. list - Lump sum in the cash amount of P60 million *the above assets and cash represents yourfinal share in Aleson

Finally, your rug story is way off the line because the assets offered to you are not worthless but in fact the most expensive per your own listing. Please do not question our integrity and honor especially in dealing with our children because that is a very excruciating accusation which no parents can easily ignore and brush aside. As I have said to you before, if our being parents to our children falls short of their standards or expectations, it was never intentional nor deliberate but perhaps a result of our inferior education or humble beginnings. But we take pride that we have done our darn best to uplift their lives in the most decent, legal and humanly possible way.

God bless you and your loved ones.

Your father, sincerely June 7, 2006

Dear Papang & Nelson,

It would be admirable for anyone if my siblings was helping me write to you about my reasons why I deserve the shares I am requesting (not claiming) because the bigger share I will be given the less for him.

It was painful to read how you and Nelson always responded my polite-letters (March 30, 2006, April 24, 2006, April 26, 2006), which were full of reconciliatory gestures to heal our differences and move on with the smallest possible family strains and pains by the following;

“….. You anchor your claim for a bigger share because you feel you were solely responsible for the progress of the company. I think at this stage it has became futile to debate with you on that point since it is obvious that you already have a closed and concluded mind. We have already crossed that bridge and no amount of vocabulary in any language or dialect can suffice to clear up that issue on your role in our family corporation.”

“ ….. you make it appear that the company never compensated you for the services you rendered, or if it did, was not enough since you were responsible for the 73 of the 76 properties owned now by Aleson”.

“….. You made this company grow but please don’t think that you own everything what the company has right now”.

“….. we do not contest the fact that you worked with utmost devotion but it doesn’t give you the license to disregard company policies or step on other people just to get what you want.”

And using provocative vocabularies (my legal family, shares squabbling, etc.), substituting words (request and negotiating to claim and squabble), and fabricating scenarios against the real uncontested facts below:.

TABLE-1

|------{1976}------{1981}------{2004} Estrella del Mar Nico Bryan ...... ACC8 |------76 DECISIONS / 76 NEGOTIATIONS / 76 ACQUISITIONS ------| |--- 16 VESSELS ------511M -----| |--- 1Lot of 1,476 CONTAINERS ------88M+ ----| |--- Heart of Zbga, CONTAINER YARD Camins ------70M -----| |--- 7 units TRUCKCRANES ------14M -----| |--- 1 FUEL TANKER ------300T ----| |--- 3 WATER TANKER ------900T ----| |--- 30 FORKLIFTS ------38M+ ---| |--- 5 PRIME MOVER ------2.3M ----| |--- 9 TRAILERS ------1.6M ----| |------73 DECISIONS / 73 NEGOTIATIONS / 73 ACQUISITIONS------| |-- It is the SUCCESS of Property No. 1 which AFFORDED us to buy Property No. 3 ---| |--- The SUCCESS of Property No. which AFFORDED us to buy Property No. 4 ------| | The SUCCESS of each acquisition AFFORDED us to continue buying up to P.No. 76 --| | WHICH EVENTUALLY MADE OUR FAMILY CORPORATION HAVE | | A PROPERTY ASSETS VALUED AT 784M & CASH IN THE BANKS | | IN EXCESS OF 200M BY END SEPT 2004 WHEN YOU PROCLAIMED | | THE NEED OF YOU TO COME OUT OF YOUR RETIREMENT WITH | |------in your first ever Board Meeting dated Sept 2004 ------|

|------not talking anything of here ------||------we are talking about these properties ------|

TABLE-1 clearly shows that it was the cook’s formula that clearly empowered the growth and expansions of the company from 1981 to September 2004.

Even in a situation where one cannot disclaim or discredit my accomplishments of effectively responsible for the acquisition of 73 of the 76 properties of our family business, you and Nelson tries to cite story samples with your cook theory to belittle my undertakings depicting me as a cook who was nurtured, educated, trained, provided a kitchen, equipments, salary and supplied ingredients. Sarcastically even asking in humbleness who owns the cooked food, the cook (me) or the restaurant owner? and concluding wrongly that you are the only owner of our family corporation and that I am not, and asking if by the cook skills, vision and ability he was able to open subsequent branches and people flock to patronize his cooking, does the cook has the right to claim these branches because he was the one sweating in the kitchen? And gloriously believing that the answer is a no-brainer!

I think it is the responsibility of parents to nurture and provide education to their children. For them to talk about and use these as if their children owns them would be repulsive especially if their son did nothing wrong but actually have done so much for the family (TABLE-173/76 Facts).

And your “cook” is negotiating not claiming any branches.

Your cook is citing that he “concocted” 73 of the 76 recipes of the restaurant menu thereby putting more credibility to what you have stated that his skills, vision and ability provided the company to have branches in Manila, Cebu, (Dumaguete), Bacolod, Dipolog, (Pagadian), Isabela, Lamitan, Jolo, and Bongao, using it only as a reason to negotiate, not claim, to his “business partners” to be conscientious, to have conscience, and to be reasonable on not enforcing to their choice of option.

In any normal business partnership of this situation, the “cook” would gratefully be given to choose some of the 73 dishes he concocted limited to the value of his shares.

However, sad to say, the cook’s business partners is not only denying this to him but enforcing to give him only 3 main dishes and of their choice using their authority as parents with equations (dividing the 73/76 dishes in quantity?!) favorable to themselves.

Worse, even the 3 options are really not an option for the cook, as stated herewith;

“Option” “”Main Dishes” Valued Date Offered

1 Stephanie Marie 190 M Dec 2005 LMJ2 Con-Carrier

2 LMJ2 174 M Jan 2006 down 16 M 3 Con-Carriers

3 Stephanie Marie 154 M May 2006 down 36 M 3 Con-Carriers

Even with the cook’s long polite-letters of explanation that they can shrewdly divide and make use of their existing properties and avoid future competition with each other, his business partners are enforcing to give the cook varieties of low end dishes some of which, if he uses, will have to be head-on with his former restaurant business.

And Nelson and you can say in your letters with firmness (sic);

“….. Parenting is not just about giving and acceding, it is also about correcting and denying whenever the need arises, no matter how painful or cruel it may seem to the child”.

“….. It is a complicated art of balancing one’s desire to see your child always happy on one hand and doing what is the right thing for him though it may make him unhappy or even angry at the moment”.

“….. It is our primary accountability to see to it that the remaining assets after your departure can sustain the viability of the company since as you very well know, not all our vessels are running profitably and most of our equipments have deteriorated through the years from ordinary wear and tear”.

“….. The focal point that remains with us as responsible parents is the equitable distribution of the company’s asset since you are on the eve of embarking on your own”.

“….. Moreover, the company has to bear the brunt of having to deal with some idle and non-performing assets that are eating away at our finances”.

There are many different kind of restaurant business and the cook intends to serve in his small start-up restaurant dishes from the 76 that will complement each other. It will not work for the cook if he will be given 2 different kinds of dishes because if he open a fast food joint a formal dish will be useless and likewise, he cannot serve a popular fast food on a formal dinner restaurant.

Giving the cook a variety of dishes or other complementary recipes that he cannot serve in his restaurant and telling him sell those he cannot use, one can clearly conclude that his business partners do not like the cook despite his 73 concocted recipes the restaurant are enjoying now.

Probably in a similar scenario worth mentioning, if a son were able to go abroad and work for 26 years and remitted all his earnings to his parents, what kind of parents would enforce their authority on these earnings to say that it is their obligation as parents to divide it to his other siblings the way they want and even reminding the son that who nurtured and provided educations to him? Is it not the parent’s responsibilities and obligations to provide education to their children? What kind of parents then would use this obligations as a mean to authorized themselves to seize all his remittances and reason out that as parents they have equal love for their children whether one is a scholar, dumb, lazy and use this to divide all his earnings as they see fit?

TABLE-1 clearly shows that it was the cook’s formula that clearly empowered the growth and expansions of the company from 1981 to September 2004, and yet TABLE-2 below awfully showed the ungratefulness of the cook’s business partners;

TABLE-2

September 18, 2004, you came out of your 10 years of retirement to preside board meetings to promulgate your so-called “company rules and policies” to moved, replaced, and designated key office personnel of our company unmindful of the achievements and work dedications I have done for our family business, to wit:

Weekly Sat. Board Meetings

1st Ever (Sept. 18, 2004) - The body was informed that Luanne Serafin is resigning effective Sept 30, 2004.

2nd (Sept. 25, 2004) - The body was informed that programmer Aileen Rodriguez is resigning effective Sept 30, 2004.

3rd (Oct. 2, 2004) - Lindamore Agustine, our programmer was called to attend the meeting. Mr. Tan, Sr. asked Linda if she can handle all responsibilities left by Aileen Rodriguez, is resigned effective Sept 30, 2004. Linda said that she has to learn some of the works yet before she can absorb all.

Maricor Gaynilo was also called to attend the meeting by Mr. Tan, Sr. She was informed by Sir Nonoy that he will have a separte meeting with her, Jane and Kashy on Oct. 5 and further informed her that might be assigned back to Boulevard Office after the meeting.

4th (Oct. 9, 2004) - The Presiding/President Officer informed all present that ENGR. CLYDE SASIL is designated as OIC-Overall effective immediately. He will also take charge Departmentalization of the company’s man power.

Office hours at CY Boulevard will be changed from Shifting to the regular time 8am – 5pm.

Mr. Nonoy Tan informed the body that Jane Miranda and Maricor Gaynillo will transfer to CY Boulevard (from Main Office) effective October 13, 2004.

Lindamore – will take charge on the computerization system of the company which include updating of the account receivables, while Jane Miranda will take charge on the other functions of the company.

Mr. Tan also informed Butch and others present that Abeth Hipolito will soon be transferred to Main Office to take charge of the accounting operations of the company.

5th (October 16, 2004) - The presiding Officer informed the body that he called Abeth Hipolito to attend this meeting because he is transferring her back to Main Office to Head the Accounting Department. She was directed by Mr. Tan to attend right away the Account Receivables.

Jane Miranda on the other hand was assigned back to Boulevard Office to head the operations of the said office with Lindamore Agustine as the Head of all IT’s and encoders, while Lito Lim be the in-charge of C.Y. Camins Operations.

October 20, 2004 By virtue of my position as President and CEO of Aleson Shipping Lines, Inc., I am hereby appointing Mr. JOHN LU as acting Vice- President for Operations vice Mr. Alexander A. Tan who is hereby suspended for committing acts and issuing orders that are inimical to the interests and general welfare of the company. This Order shall take effect immediately. - FELICIANO TAN, SR.

Dec. 11, 2004 Mr. Feliciano N. Tan Sr. addressed that the reason why he suspended Mr. Alexander Tan is because Mr. Alexander Tan declared Martial Law by ordering to close down all the offices. He in turn wants to know if Mr. Alexander Tan is still “IN” or “OUT” with the company.

BUT FACTS SHOWED OTHERWISE:

Oct. 6, 2004 In the afternoon I ordered Cebu and Manila offices close upon learning that clyde is in the company whom Nelson hired behind my back.

Oct 7, 2004 Early morning ordered Cebu and Manila offices to resume operations.

And yet you, my Father, despite clearly, evidently facts shows that our Cebu and Manila offices had already resumed their operations October 7 onward issued my suspension dated October 20, 2004 and has the courage to say that the reason why Mr. Alexander Tan is because Mr. Alexander Tan declared Martial Law by ordering to close down all the offices and wrote to me that “. . . . . you feigned (pretend) ignorance on why I suspended you the first time around and made it appear to our relatives that I was acting with bad faith and had ulterior motives to oust you since I envy your so-called “achievements” in the company and wanted to steal the credit from you”.

Your so-called Company’s Rules and Policies and your so-called “concerted efforts, from your mother to your siblings, from my uncles, relatives, classmates, family friends, business acquaintances, all of us tried to lure you back to no avail” are all crafted words and twisted scenarios which Mamang, and my other siblings jointly agreed to manifest because it was also Mamang’s original desires too that she wanted Jane Miranda and Maricor Gaynillo to be at boulevard office and her I-don’t-care-hate-attitude towards computer literates joven-bonita-biga- un staffs Luanne Serafin and Aileen Rodriguez.

Aileen Rodriguez and Luanne were the best IT that we have in our computer department and they were even responsible for the installation of our PLDT-DSL connections at the time when no one in Zamboanga City has PLDT- DSL line. I think we were the first since we were waiting 3 to 6 months for the PLDT’s dsl line arrival in Zambaoanga City.

Everyone in Zamboanga Main Office knows that they were my point people as I relied very much on them to provide me company data were I can pinpoint exactly who are responsible for the delays of our freight collections. We even have to make 2-shifttings starting at 6 am up to 9 pm for encoders to post our voluminous daily receivable/payments entries as well as our heavy back-logs for how can we pin-point who is causing the delays of our collections if we do not even updates our receivables on time?! I even have to utilized Cebu staffs to go to help in Zamboanga on shifting 2 weeks stay since Cebu has all computer literate staffs while our Zamboanga office is full of computer illiterate staffs which is the reason why we can’t cope up with our receivables updating on time. I tried before to remedy this situation back in August 2003 when I instructed our Zamboanga Main office to give (one-month) notice of separations to office employees who were not computer literate using the legal technical-upgrade reasoning but even Jay Jay came in the picture (In my letter to you dated 21 Nov 2003, page 4, paragraph 3) to stand and state that I cannot do that!

And yet with Mamang’s most likely prodding you ordered Office hours at CY Boulevard will be changed from Shifting to the regular time 8am – 5pm in your 4th Board Meeting.

One would ask why would the “cook” wants to separate from his “restaurant” which he has work all his working life and has concocted 73 of the 76 recipes, more so he is the eldest, and in any normal family business, most likely be the successor?

It is obvious the “cook” has no intention to go. It is his business partners whose actions clearly indicate otherwise BUT YET THEY TRY TO PAINT A DIFERENT COLORS.

And Nelson and you can say in your letters with firmness (sic);

“….. Needless to say that I never wanted any of this to happen to us but a decision has to be made no matter how painful or difficult it may be”.

“….. Alex, I cannot understand you. If I tell you to stay with the company, you want to go out. And if I want you out, you write so many things of the past”.

“….. You were never fired but you left on your own accord over personnel and policy issues.”

“….. The company has suffered enough of the confusion and instability caused by our internal conflict, it is high time that order and discipline be imposed in all aspects of this organization.

“….. Time and again you have issued orders that tended to cast instability and confusion in our company, not to mention demoralization among our employees”.

“….. If your idea of the best plate in the house is for your parents to give you the license to do whatever your heart desires no matter who gets hurt, we shall be guilty of abdicating our role as good and responsible guardians to our children and to society as well”.

“….. It is unfortunate that you have decided to impose an unreasonable condition for your possible return”.

“….. I need not elaborate the chaotic consequences that will ensue if every family member be given the power to terminate on the lame excuse that an employee offended his or her feelings”.

“….. Especially judging from your past actions and behavior, this company will suffer more rather stabilize due to your unpredictability in handling down decisions”.

. . . . . It is a direct affront to my authority as the chief executive officer of this organization and a clear case of insubordination by a junior officer.

“….. I have clearly stated many times in my conciliatory efforts in reaching out to you that you are most welcome to rejoin Aleson as long as you abide by my policies and rules”.

“….. That is why the option of returning to Aleson will always be available to you as long as you simply agree to abide with our company’s rules and policies, on the other hand, should you remain fixed in your desire to venture on your own, the Board after a lengthy deliberation, has finally decided to offer you the following:”

TABLE-3

“….. Remember where the seed money came from and I want you to stop giving conditions but to follow my conditions for you to join the company. If you don’t like, OK na. You have your choice. But don’t blame any members of the family or our employees for whatever situation that may arise”

- I recall from Mamang that the late Juan Yap had part seed money when you started with your M/V Estrella del Mar. But as you and Mamang alone worked with your skills, vision and ability you felt and forgot where the part of your seed money came from and eventually stopped giving his children their part shares.

Your so-called company rules and policies that you tell me to abide if I am or want to join the company again is clearly definitely not for the operational efficiencies of our company but are all for the purpose of putting me out of the company. All these troubles and indifferences I have with you or the family were all because of with these personnel, nothing more nothing less.

Lindamore Agustine

I have designed our computer freight systems from the very beginning when we went computerization back in 1988 and even personally designed every each of how it will be printed in our bill of ladings (which until now is what Aleson is using). I hired our first programmer Jong Jong whom I have to let go despite his computer brilliance because of his drugs attitude problems. After him I hired two or three more guys before hiring Aileen Rodriguez and Luanne Serafin.

Even as my computer freight system at that time was the one that inform us that our receivables were high at 40M, one has to pinpoint accurately who were responsible because of the many level of people responsible for the collections of our freight, to wit;

1) Was the billing statements printed on time?

2) Was the billing statements correct?

3) Was the billing statements correctly submitted to our clients?

4) Was the billing statements received?

5) How many days from printing of billing statements by our billing department did our collectors submitted to our clients their billing statements?

6) Were the paid bill of ladings in the collector’s list correctly deleted from our receivables when our billing department make their almost daily updates?

The only way to be able to pinpoint whom to blame in the many levels of a collections of freights in our various national ports is to have some kind of a flat-form-base (ideal was to have a server but it is highly technical and we have no qualified IT staff who can handle it and very costly to hire a system administrator for it so I chose using x-drive as the flat-form-base.

In a nationwide operations there is no other way management can pinpoint who is responsible for the delays of the collections unless one has a flat-form-base (x-drive or server) were all transactions of the freight system will be posted for everyone to see which will in effect help management to effectively pinpoint who among the levels of personnel involved in the freight collection system did or did not post their work, on time or not!

But with Mamang’s simple-mind, not understanding the complexity of a nationwide collection system, she declared, concluded and gets her way to appoint Abeth to be the Head of our Collection System Nationwide.

Can Abeth or anyone without a flat-form-base (were all transactions of the freight system will be posted for everyone to see) be able to know if our Manila, Bacolod, Cebu, Dipolog, Isabela, Bongao, Jolo, and Zamboanga offices and their corresponding collectors be able to know;

1) if the billing statements in their respective ports were printed on time?

2) if the billing statements printed were correct?

3) if the billing statements printed were correctly submitted to our clients in their respective ports?

4) if the billing statements printed were received by our clients in their respective ports ?

5) how many days from printing of billing statements by our billing department did our collectors in our various ports submitted to our clients their billing statements?

6) if the paid bill of ladings in the collector’s list correctly deleted from our receivables when our billing department make their almost daily updates?

As I worked to tackle these problems for the company, you, Mamang, Nelson, and Bobong were busy with an agenda conspiring to oust me with your board meetings and company rules and policies.

Even without consulting me you designated Lindamore Agustine, a 5 month employed to head the IT Department effectively replacing me.

I have forwarded a hard copy evidence of her insulting me but all of you disregarded it, unmindful of my feelings of your actions of not even bringing up for discussion in your Saturday weekly meeting even as I have already requested Precy that it be brought up in your meeting.

Nelson, who was there in your meeting and when I complained to him why it was not taken up he answered back in the most disgusting way na nobody brought it up!

- But reviewing the other day Lindamore’s insulting Yahoo messages;

. . . Linda_zbga: HINDE BA SUSPENDED YAN?

. . . Linda_zbga: order kc sa amin d2 hnde na kami tanggap ng instruction galling sa kanya.

NOW I realized why all of you refused to bring that evidence in your meeting kasi order ninyo!

Clyde

Nelson talked to him for more than 2 hours in the sala of our Camanchile house in my presence but never told me the he was interviewing him for possible hiring. This he did when I was still with the company.

You designated him, a one week employed, as OIC of our Heavy Equipments Department in your board meeting dated October 9, 2004 effectively replacing me.

For years I have patiently compiled and produced for our company a book manual (later I incorporated it conveniently at the right corner side pages of our company’s Container Tariff & Discount Manual (132 pages) – which I also produced for our operations from its 1st to the present 4th edition of which would be impossible for us to operate nationwide without this Tariff Manuals) of all our heavy equipments with photos and equipment particulars and even gave each a name for identify and easy reference purposes, to wit;

10 tons FORKLIFT – Tigerwood (later re-named FL1 - page 24) Jack Niclaus (later re-named FL2 - page 24);

3.5 tons FORKLIFT - Wolverine (later re-named FL3 – page 25 ) . . . Leopard (later re-named FL8 – page 27);

15 tons FORKLIFT - Zbga Giant (later re-named FL101 – page 28 ) . . . FL 122 (page 38);

35 tons TRUCKCRANE Linkbelt (page 39) . . . IHI Manila (page 41);

10 tons FUEL TANKER Irag (later re-named FT301 – page 42) . . . WATER TANKER Iran (later re-named WT403 – page 43);

TRUCTOR HEAD Italy (later re-named PM501 – page 44) . . . Mexico (later re-named PM505 – page 46);

TRAILERS New York (later re-named TT601 – page 42) . . . Kagoshima (later re-named TT705 – page 50);

What kind of company policy were you thinking about when you designated Clyde, a one week old employed stranger to replace me?

Three months after his designation he even has no listings of our heavy equipments but when asked you even defended him in your board meeting dated October 2004 that your Clyde was not able to prepare the list yet because you are in the process of re-organizing our company operations. And you were satisfied when two weeks later he submitted you in your board meeting a one page list?!

Definitely looking at TABLE-1 and TABLE-2, YOU CANNOT PROOF THAT coming out of your more than 10 years in-activeness in the company operations you empower yourself to the “driver- seat” again in your first-ever Board Meetings, September 18, 2004 and firing orders re-assigning company officers here and there WAS FOR THE EFFICENTCY OF OUR COMPANY OPERATIONS.

And Nelson and you can say in your letters with firmness (sic);

“….. that the situation I am in is my own doing”.

Even in my letters dated January 13 & 19, 2006 to you where I had given my desire to still join our family business despite the past, I only asked for one very reasonable condition to which you sarcastically disagreed and concluded on your own that the condition will bring chaos to our family business.

Despite your disagreeing with my one condition, I still wrote you again, not because I desperately still want to join our family business, but because I was looking for an avenue for us to be united as a family as what you have wrote in your “trying-to-look-good” January 2006 letter to me.

You mockingly wrote back to me that you do not understand me because if you ask me (before) to join back I do not want, and now I look as if I am being pathetic wanting to join back our family corporation.

If you had just asked the Temple, either ways, whether the Temple says that my one condition will bring chaos or not, I shall still be with the company.

Because if the temple will agree with your opinion that my one condition will bring chaos to the company you can even force me in without me having my one condition and on the other hand if the Temple agrees with my condition then I see no point for you not follow since all our acquisitions of our vessels we had asked the Temple.

Again, in both cases, I shall be with the family corporation.

But you never ask the Temple.

So again, please stop trying to pretend and say to that your concerted efforts, from your mother to your siblings, from my uncles, relatives, classmates, family friends, business acquaintances, or who have you, all of us tried to lure you back to no avail.

Actions speak louder than words.

Be man enough to say what you want and what you do not want.

TABLE-4

Be man enough to terminate employees by just telling them straightly and not transfer them inconveniently to other places or worse to tell the employee that it was I who want him terminated. YOU TERMINATED LITO LIM and yet you told him and Mamang continuously tells everyone until now that he was terminated because I want him terminated!

Record shows I terminated employees by telling to them directly and personally.

TABLE-5 But the most strangest thing you and Mamang did behind my back was to tell Kotiu & Aunt Bunlan last December 2004 that I was not just asking for one vessel but that I was asking you and Mamang how much money you need that I will give the two of you for both of you to stop meddling in the company!

But now, it is clearly stated with evidences that you, Mamang, Nelson, and the two others CONSPIRED BEGINNING SEPT 18, 2004 TO PUSH ME OUT OF THE COMPANY. IT IS ONLY THE WRONGNES OF YOUR ACTIONS THAT YOU CANNOT ADMIT THESE, THE REASON WHY YOU TWIST WORDS, AND POWDERING STORIES AND can say in your letters with firmness (sic);

“….. God knows I have a clear conscience in deciding what I believe is for the best for our family, nothing more, nothing less”.

Despite what you all did to me and continue to do so, I am negotiating for the following based on moral and justifiable reasoning:

1) M/V Stephanie Marie ...... 60M

2) M/V Kristel Jane 3 ...... 50M

3) 4 Con-Carrier Vessels ...... 100M (or cash equivalent)

4) 10 pcs 1.4M Post-Dated Checks (1 month apart) ...... 14M (or other equivalent vessel/equipment) ------224M

5) Cash (based on 2 shares of actual cash-on hand plus at banks) . . . . . 60M

I submitted the list evaluation of our operational property asset last September 2005 yet. If you or any of the family do not agree of any of the price I indicated for the 76 property items, at least by this time you should have written what property item or items you feel my price is not correct.

It is unfair to generalize and say that the evaluation was done by me and some price evaluation may not be correct and using this as a reason to justify your father-authority to give my family what you want.

In effect Aleson will have all the balanced 70 property items ...... 560M

1) Peso/Dollar/Ringgit Cash on hand/banks ...... 150M or more only Mamang knows 2) You have the Aleson Brand Name (worth) ...... 15M

2) You have the Zbga-Dipolog-Bacolod-Manila Container Services . . . priceless

3) You have the Zbga-Cebu now containerized services ...... priceless

4) You have M/V Danica Joy 2

5) You have Camins C.Y...... priceless city center C.Y.

6) You have the Zbga-Jolo daily route

7) You have the Sandakan route

8) You have all the established port offices of Manila, Bacolod, Cebu, and Zbga with its office equipments.

Special Notes:

(1) The value of a Con-Carrier without its corresponding complete support equipments, containers, and existing operational routes is less than 25M. Meaning it should have all these sets to make the vessel that valuable.

It is the value differences of Con-Carrier vessels with complete operational services vis-à-vis Con-Carrier vessels without. I hope I will not be misunderstood here again. (2) Asking an additional Con-Carrier vessel or even accepting Con-Carrier vessels without its supporting equipments, containers, and established routes is a force-to-accept options for me to reach my share value of 224M (on our 76 properties “squabbles”).

Of course I would rather prefer its equivalent 25M value in cash per Con-Carrier vessel.

(3) When M/V Lady Mary Joy 2 be operational again, it can effectively replace about 3 con- carriers vessels. (4) However, Aleson can just buy from Japan Con-Carrier vessels if needed.

(5) I can also buy from Japan Con-Carrier vessels if given its equivalent 25M cash. So in no way can I be accused of my 25M valuation of our Con-Carrier vessels because I can either accept Con-Carrier vessels or its cash equivalent of my valuation of a Con-Carrier.

(6) At Aleson, I already had 20% share given by you and Mamang, my I thank you for that.

(7) Nelson, Bobong and Jay Jay too has each 20%.

(8) 2 shares as promised by Mamang on my separations is equivalent to 28.57 % or only 8.57% more than my siblings.

(9) Don’t I deserve this additional 8.57% considering what I was able to do for Aleson? Clarification on “only meant to properly divide our assets and not applicable for sale to others”:

. . . . . taken form page 6, last 2 paragraphs of my March 30, 2006 letter to you:

In this proposal, 5 important facts can be appreciated by the cook’s business partners:

(1) The cook is allowing the amount of 56,700,000.00 to be converted to “post-dated payments” for 3 long years.

(2) The present’s time-charter rate of a con-carrier is only 440T and the cook’s offer of 525T would instantly profit the cook’s business partners the amount of 9,180,000.00 (525T-440T=85T x 3 units x 12months x 3 years).

(3) The cook and his business partners can operate all their vessels without competing with each other.

(4) All existing property assets of the family business would be shrewdly utilized unlike if one has to force to sell a property or item obviously he cannot use in his operation.

(5) The cook’s remaining balance would then be down to just 58,880,000 pesos which the cook’s business partners can easily afford even to convert to cash or allocate other remaining property assets or a combination of both. – THE COOK’S BUSINESS PARTNERS IS GIVEN THE FULL POWER TO PAY THE BALANCE IN CASH OR ALLOCATE PROPERTIES OR A COMBINATION OF BOTH AT NO DEFINITE TIME EVEN AS THEY ENJOY THE COOK’S 73/76 WORKS.

THE “DOUBLING PRICE EFFECT” EXPLANATION OF THE COOK IS LIMITED TO THE 76 PROPERTIES TO BE DIVIDED AMONG THEMSELVES. OBVIOUSLY IF THE PRICES ARE DOUBLED ONE CANNOT CONVERT IT’S EQUIVALENT TO CASH BUT CAN ONLY BE PERMITTED TO USE HIS DOUBLED-VALUED- SHARES-AMOUNT TO BUY ONLY ON THE DOUBLED-VALUED- PROPERTIES.

THE COOK’S BUSINESS PARTNERS ARE TAKING OUT OF CONTEXT IN COMBINING “DOUBLING PRICE EFFECT” EXPLANATION OF THE COOK AND HIS PROPOSAL ABOVE’S 58,880,000 PESOS BALANCE.

My rug story contrary to both your understanding and reasoning, I believed stands on solid ground. Your authority as my father is similar to the knowledge of the tourist. The tourist used his knowledge to obtained the rug (73/76).

The tourist (cook’s business partners) who bought (going to obtain) a beautiful Kashmiri (73/76 properties) rug from the family (cook’s family) who labored for a (26) full year to make it. Cleverly (parent’s authority) he (his business partners) offered (enforced) to pay in German marks (TRICKERY - quantity formula equations), and then (try to) offered worthless marks (LMJ2) from the inflationary (nine months drydocked – cook’s business partners do not know what to do with it) pre-WWII Weimar period.

Only when he told the story (when people will know) to shocked friends back home did he begin to think about what he had done to this family.

In time, the very sight of his beautiful rug (73/76) turned his stomach (people will come to know).

TABLE-1 can proved that I worked for what I have today. The product excesses of my works which you and Nelson and the others will eventually owned were not your works but the product of your conspiracies (as TABLE-2 can prove).

My house in Corinthian is the product of my work. You did not give it to me or anyone no matter how you, Mamang, Nelson, Bobong, and Jay Jay wants other people to believe.

I do not know where Nelson got the money to buy his Green-Hills house which I believe will eventually be worth twice the price I bought my Corinthian house.

I hope all of you enjoy what I have created with your cook theory reasoning and making people believe na ako pa ang masamang anak.

Very truly yours,

Alex

October 76, 2004 December 11, 2004 January 08,2005 OCT. 16 to JAN. 08 RCBLE 1064 RCBLE1182 1204 3 Months Period OFFICE 40,302,745.27 35,139,233.48 46,003,483.22

Zamboanga 2004 15,647,977.83 10,085,893.03 14,813,247.60 2003 746,396.68 730,761.10 730.761.10 <« COLLECTED 15,635.58 ONLY. 1993-2002 1,089,946.56 1,089,946.56 1,089,946.56 <« not a single centavo collected

Manila 2004 3,536,826.51 5,156,085.44 8,254,279.18 2003 485,787.99 485,787.99 485,787.99 <« NOT A SINGLE CENTAVO COLLECTED 2001-2002 457,677.04 457,677.04 457,677.04 <« not a single centavo collected

Cebu 2004 6,941,053.82 5,581,873.88 6,152,519.40 2003 1,309,596.06 1,309,596.06 1,309,596.06 <« NOT A SINGLE CENTAVO COLLECTED 1996-2002 602,108.55 602,108.55 602,108.55 <« not a single centavo collected

Bacolod 2004 4,784,424.38 4,636,240.91 5,889,125.74 2003 543,113.69 543,113.69 543,113.69 <« NOT A SINGLE CENTAVO COLLECTED 2002 24,429.44 24,429.44 24.429.44 <« not a single centavo collected

Dipolog 2004 1,501,738.06 1,836,655.21 2,415,801.57 2003 121,424.11 121,424.11 121.424.11 <« NOT A SINGLE CENTAVO COLLECTED 2000-2002 339,972.43 339,972.43 339,972.43 <« not a single centavo collected

Bongao 2004 685,353.60 679,975.83 902,295.27 2003 55,876.51 55,876.51 55,876.51 <« NOT A SINGLE CENTAVO COLLECTED 1998-2002 55.935.34 55,935.34 55,935.34 <« not a single centavo collected

Dmgte 2004 334,214.86 321,253.12 491,430.54 2003 707.43 707.43 707.43 <« NOT A SINGLE CENTAVO COLLECTED 1999 & 2002 31,695.20 31,695.20 31,695.20 «< not a single centavo collected

Pagadian 2004 135,313.17 108,943.02 139,626.35 2003 10,845.11 10,845.11 10,845.11 <« NOT A SINGLE CENTAVO COLLECTED 1999-2002 49,033.14 49,033.14 49,033.14 <« not a single centavo collected

Isabela 2004 95,451.39 95,451.39 136,610.94 i 2003 220,348.09 220,348.09 220,348.09 <« NOT A SINGLE CENTAVO COLLECTED

Jo/o 2004 12,504.58 24,610.16 81,035.14 2003 32,551.53 32,551.53 32,551.53 <« NOT A SINGLE CENTAVO COLLECTED 1998-2002 34,997.45 34,997.45 34.997.45 <« not a single centavo collected

Siocon 2003 9,392.83 9,392.83 9,392.83 <« NOT A SINGLE CENTAVO COLLECTED 2000-2002 18,566.66 18,566.66 18,566.66 <•=< not a single centavo collected

S/asi 1999 43,567.03 43,567.03 43,567.03 <« not a single centavo collected 1998 987.20 987.20 987.20 <« not a single centavo collected

Sandakan 2004 198,451.00 198,451.00 313,711.00 2003 72,180.00 72,180.00 72,180.00 <« NOT A SINGLE CENTAVO COLLECTED 1998-2000 71,721.00 71,721.00 71,721.00 <« not a single centavo collected

Sirawal 2001 579.00 579.00 579.00 <« not a single centavo collected

TOTAL: 40,302,745.27 35,139,233.48 46,003,483.22 17.] CHRISTMAS PARTY The suggested date for the party, is on December 23, 2004. The body decided not to hire live bands anymore. Mr. F. Tan Sr. suggested that we should invite Ms. Mae. The body decided that we will solicit from the following officers: a.] Mr. & Mrs. F. Tan Sr. b.] Lake Spring c/o Mr. F. Tan Jr. c] Mr. Alexander Tan As suggested by Ma'am Abeth, we will invite Mr. Alexander Tan to the party.

There being no other matter to discuss, the meeting was adjourned at 7:15 pm.

Taken from Minutes of the Meeting held on Dec. 11,2004 from January 01 to February 6, 2005 were. Mr. Garcia said that roughly Php 18M+ are the total sales. Mr.J. Lu said that the collectibles exceed the total amount of freight entered. Mr. Garcia said that some of the shippers have their own "special rates". He also said that for the period of January 1-31, totalf freight amounted to Php 14M+ while the total collections is Php 14,492,118.56. For February 1-6, total freight amounted to Php 3,954,997.95 while the total collection is Php 3,144,236.31. Mr. J. Lu said that maybe this is the reason why the total receivable is not moving. Mrs. Hipolito asked the body as to what she should do regarding the POWER EXPRESS, who still have checks but are not shipping anymore. Mr. FNT Sr. advised her to wait for the maturity of the checks before allowing the said shipper to ship his cargoes through ASL Inc. Moreover, he said that it very pertinent that we clear the accounts first before anything else.

10.] Mrs. Antonia Tan advised Mrs. Hipolito to look for an Accountant or probably an accounting graduate who can be trusted in order to help her with her work as well as in preparation for her maternity leave starting July 1.

11.] Ms. Precy Alvarez informed Mr. J. Lu regarding the DSL application for Main Office, Veterans in preparation for the transfer of the Boulevard computer personnel. Mr. J. Lu told her to clarify as to the actual schedule of transfer to be able to inform the PLDT regarding the request and the cut-off of the DSL's.

12.] Mrs. Eloisa Castro asked Mr. John Lu regarding the schedule of pick-up of the collection lists and manifests. She also said that if possible, a logbook should be provided for every vessel as to who will serve or retrieve the manifests. Mr. J. Lu said in addition, that the turn-over of manifests should be done to the correct person, as well as the declaration of the "right amount" written outside the envelops. The receiving of the manifests & money should always be prioritized by the giver and the receiver.

13.] Mr. Clyde Sasil asked Mr. FNT Sr. if the usage of the Blue Guards at Boulevard will push thru. He also asked if the CAFGUs will be removed from the C.Y. Mr. FNT Sr. replied yes and that the Blue Guards should be utilized and so with the other C.Y. (at Camins). He in turn asked Mr. Sasil as to what happened with the blue pick-up that he asked him to evaluate. Mr. Sasil replied that he already gave the requisition for parts to Mrs. Castro. Mrs. Castro said that the body of the vehicle is already deteriorating; it will be useless if only the radiator and the injection pump will be changed. Mr. Sasil insisted that the body is still ok. Mr. FNT Sr. said that he should check first before he will answer him next time.

14.] Mr. FNT Sr. informed the body that there will be a re-organization of the personnel on February 16, 2005. He also said that he is trying to call Mae to ask her if she is still interested in working again for the company. As what he has observed, the company needs additional people. He also instructed yours truly to stop giving the minutes of the meetings to be held after February 16 to Sir Alex.

There being no other matter to be discussed, the meeting was adjourned at around 7:40 pm.

Recorded by: Noted by: Rizamay Sta. Teresa Mr. Feliciano N. Tan Sr. President/ Presiding Officer

Taken from the Minutes of the Meeting Held on February 12,2005 MINUTES OF MEETING HELD LAST SEPTEMBER 18.20W

PRESENT: Mr. Felkiano Tan, Sr. LoannSei Mrs. Anfonia A. Taa Aanalyn Aiipalo Mr. Feikiano A. Taa, Jr. Ernesto S. l;eHsii

Tfee meeting was caled is order ami presided by Mr, Feidaite N. Tan. Sr. ;sident; at aroand 15WH, Scptcirfwr 18,2004.

I sfcea up thmng the meeting are the following:

1) The issuance of Company ID to six (6) iperial guards a^sisned at C¥ Csmins aod Mala Office at Veterans which was approved by ih« body.

2) The Presidifl£ Officer assigatd Lito Lim a»d Mlcbatl Reyes to repert to the b«|| ihe numher of ('.'ontainer Vans repaired during the week as we abrays cipcrieBced the non-avaOsihility of MT vans harms, liejiarture of our cargo vessels from the Port

3) Ib* Presideut iaiormed ths body that the tump-any will ead the contract with the Welders Conuaiior:; ic the Van Repair at CY Camim due to the special request of the City Mayor to employ the stadeat-wtiders of Zamlra. Trade Scbaoi auti Zarabo. fisheries.

4) With refards to the company's 15T ForkliTi cued by DSAC in the leading and feadfeg

5) As informed bj the Presiding; Officer, Joey Epanto. Jolmny Demanmsing and Zardss Aiifa wffl be ander the supervision of Lito Lira in all the daily operations At the Port. Lito Lim can assign also Joey and Diaz to assist in checking with the contractors at C\ Casios re: Van repair.

6) Lito ask Butch to issue a memorandum (for the nth time) to ail vessels in the M/i.. ijitviji of their auxiBiary engines duritig standby al Lxmbnm»ii The pr&pesai to transfer the Motorpooi and other repair works to Lobregai Site at Cawa-Cawa b under study kj the management. The constructed rooms for workers at the site by contractor Bing Gonzalcs will bt checked by Mrs, Taa.

OTHER MATTERS:

a) Mr. «ft Mrs. Ian asked our programmer-* Aiieen and Luauo as to how much a the present Freight Receivables. For the iAMBO-ISABILA-LAMTTAN ROUTE is of -My 2004, the total amexiot was P2.038.282.80; and OTHER ROUTES (Manila. Cebo, Racoiod. Diuolo*. Dunvaguete. Joto. Bonfao. Pagadian and £*tnbeaaga) jn P45«396,5i:.41.

The body was informed that l.Rann Serafin is resifnras effective September 3i>. 2004. "With the present problem of om receivables. Mr, Tan requested Loam to sta> fool at leasi a week or two to help Aiieen in updating the receivables.

b) Precy and Anualvo was asked to explain in the delay in for*-ardins the coiicction list to Aiieen and Luann, Precy explained that the delay is only three days asd iullection TtfmU iVom other branches is being forwarded to Zamboaaga sittr a week since they send their reports thru our retfeb. Yours truly ssggtsted tkai we request afl other offices to Neud their reporis tHru LBC. Aiso request 7,ambo, WLobtf) tfl st»J.>mii iheir coISeciions wiih iheir rej.iorts daily.

c) WHi regard Is shipper Dennis Hardware which Aiieen and Precy complains ihat they ah*a>s ask for adjustment in our freight computation. Sir Norov advked Aiieen to informed Manila Office to accept their cargoes but on prepaid basis.

t) Butch ami Abeth will go to Cebo by next week for the MM Audit of MY Aleson Con Carier 7 and 8 and attend the Seminar on ISPS.

I) Fare rate for Isabeia & Lamitan wa brought up. Other shipping lines- plying the same route is increasing their fare but Mr. & Mrs. Tan said that we will aoi increase our fare an this route. g) MV Aleson Can-Carrier 7 and 8 is u-iuduied to drvdocb by October .November this year Sir Nonoy suggest that they be drvdocktd in Cebu instead of iamboanga so that the repair wwkt wiU be done farter.

e beiiii; tin more topics to diuuss. the ffieeiin^ vas adjetifiied sU 5:45 pax.

Recorded bv:

BIO K V I,. (ASTRO VOTED BY:

President Presiding Officer MINUTES OF MEETEsG HELD LAST SEPTEMBER25. 2004

PRESENT: Mr. FeBriam Tun. Sr. Atty. Nelson A. Tan Mr. Felkiano A. Tan. Jr. John La JoseJito Lim Michael Reyes

The meeting was called to order and presided by Mr. Eelieiano N. Tan, Sr., our President, at around 1400H, September 25.2004.

Taken up duritts the meeting are the following:

1) Report of Lito Lira & Michael Reyes on Container Van Repair from Monday to Saturday, as foBaws: 2) Minor Repair - 36 pes Major Repair - 28 pes

3) The President informed the body that the company is offering the contractors of van repair PJsOO.flV per van and will wait for their decision if they accept the offer or not. aad if acceptable they will be given tbe chance to do the repair up to December this year. By January 2005, another contractor will oe hired to do the repair works.

4) Th« presiding officer assigned Lito Lim to check all MT vans at CY Boulevard and relocate them to CY C'amins including those for repair.

5) The rdocaiiun of two (2) transformer from CY Blvd. to CY Lobregat needs request letter addressed to the City Engineer and Zamcelco Manager. Will wait for Engr. Clyde to arrive from Cebu.

()) A suggestion was raised to hire personnel to assist Butch Feibilda.

1 - far replacement of Siuko Ivasalu who already resigned and 1 - for replacement of Aheth HipoRto who will then he transferred to Mrs. Tan Office at Veterans.

*?) Accounts Receivable -

Isabel* & Lamitan Route as of Sept. 15, 2004 - P 1,874489.80 Other Route* (Z}>£a-Manila-Bacolod- Dipokg-Damagsete-CebB) Sept. 19 04 -- 40.i43.8fe3.00 The body was informed that Programmes Uleen Rodriguez is also effective September J®, 2004. To this Mr. JNonoy Tan. said that Bobona will talk to Ailten and Luaun if they can still be with Ale $ on.

8) John said i&al Cebu CY need one (1) Office Van to be used by Ceba personnel.

9) Mr. Nunoy l*n inquired about the Cebu Personnel (IT) who are coming to Xamboanga and said that they should stay at the vacant house in Canutntfiiie so as to minimize expenses!

10) Eobong Tan brought up regarding the letter received irom PPA IsabeJa adviviui m to stop tfae operation of MV Stephairie Marie due to the damaged lender at their port. Mr. Nonoy 1 an ask Atty. Nekon Tan to write a tetter io Mr. Sawadjaan A copy furnished to Got. SakppoiiB of babeb re; the said tetter.

11) 4s informed b> John Lu. MV Atexm&ti has aktwiy departed tmtmu ;*vard in Cebu to Zaniboanga alter her drydockinf. Onboard said vessel is the buyers representative from Indonesia.

12) Before the meeting was adjourned, yours truly suggest that there should S)e one (1) personnel to be assigned to attend to the inventory of the container vans. Mr. Xonoy Tan said tint n c will take up this matter by next meeting.

There being no more topics to ribcim the mcetuif was adjourned at 173% pm.

Recorded by:

—- NOTED BY: I ■■■■ ■

FELIC1ANO S .TAN\SR. Presiding Officer MINUTES OF MEETING HELD LAST OCTOBER 02, 2004

PRESENT: Mr. Feliciano Tan, Sr. Mrs. Antonia Tan Atty. Nelson A. Tan Ma. Lindamor Agnstin Mr. Feliciano A. Tan, Jr. Markor GayanDo Ernesto FeMsilda JoseKto Lim Engr. Clyde

The meeting was called to order and presided by Mr. Feliciano N. Tan, Sr., onr President, at around 1440H, October 02,2004.

Taken up during the meeting are the following:

1) Mr. Tan, Sr. informed the body that the office is terminating the contract for van repair at CY Caminx to Contractors, Michael Reyes and Samuel Llede. Mr. Tan also informed all present that Michael Reyes will be suspended indefinitely effective Monday, October 04, 2004. This is due to some anomalous repair charges that he and contractor Angel BeHo (Michael as subcontractor of Angel) collected from the company. Charging the company at P2,000.00 per van and P500.00 of the said amount goes to Angel as subcontract fee.

To this, Butch was instructed by Mr. Tan, Sr. to prepare the suspension letter and served to Michael Reyes and to effect immediately.

2) Lindantor Agustin, our programmer was tailed to attend the meeting, Mr. Tan, Sr. asked Linda if she can handle all the responsibilities left by Aileen Rodriguez, who resigned effective Sept. 30. Linda said that she has to learn some of the works yet before she can absorbed all.

Mr. Tan requested yours truly to lbt down aB responsibilies of Lindamor which is as follows:

a) As Programmer of the company b) Head all computer encoders c) Canvasingof cargoes d) Head CY Personnel.

Terminal Checkers Prime Mover Drivers Forklil t Operators Crane Operators Mechanics Electricians asasaaSSrSsEs ■ ' 12)MV Alexander is already sold to an Indonesian Company. Bobong advised Butch to transfer some of the apprentice mates and engineers to MV Lady Mary Joy 2 since the vessel lacks apprentices already. The ntifities on the said vessel were already terminated,

13) Before the meeting was adjourned, Lito Lim brought up about the use of 2* ftr. Foreign Van to b* ship from Manila to Zamboanga free of charge. Sir Nonoy said that we will take op this matter on oar next meeting.

There being no other matter to discuss, the meeting was adjourned at 1745H.

Recorded by:

Noted by:

OISA L.CASTRO

FELIOANON.TAN,SR. Presiding Officer ? r: r meeting held last October op. 2004

PRESENT: Mr- f el 7an, Sr. Mrs. Aaionta Tan - boaA.Tn Ma. Lisdamor Apistin l«fr. iasB JoseMo Lira

d to erder and presided fey Mr. FeMriasc N. Tan, Sr., ear President - grand 145»H October 69, 2t94.

. tkt following:

1) ■ * - Hwer {nlormed the body that ail reqf»sitioBs ^.hoald be with — - ise Or»ier (TO) ?*efor# its

mU Office for addidonal tools b approve*} provided that * JTfice will be inch*rfe for ail toeh namA to them. f H*rt Alvarex t€* tafee charge «f al! f#€*is assd foT Blvd. CY -

is ef Septensiier 26. 2004 Is P 4©,6C*f),M§.0O for raote: Zbga- s . ,!ete-l>l|»ftI«f-BaceIod-.ftfi©-BeBg,se-PafadlaB, Fer • as of the same date is P

3) : Officer laformed al |»rcseoi that IH&E. CLYDE "' ; ' . "-IC-Ovcrali effecthre immedLiuly. He wfB abft cake aei^aixati^a ol" tfe* ctHnpaBy s man pt»wer.

»rd wiH be thjBged from XlMliisf to tb« regniar time ~ personnel wiH b* rvafamted later aad these with

-• - -

4) • ftl raiareting of CV CAM1NS, Btti CY «i fee cleared Hp wffl also be transferred to C\ L«>J*regat.

5) .lie I>?j)iy ihii Jijfti- Mkaada aad Matfc«w Gayaaflo : vayd (firom Msin Office) eff«ctfire Octeiser 13, :

(e i«i tiii' c riatatiwi tysteai ... i.,.. ^ receh "A1i& line wB! take charge

;;« the ac*:«ffl*fiaf t}|js#rati»Mis of

! , ii MY Ate

... . . 7) a s?!£2?st?on from Kngr. Clyde Sasil that before hiring apprentice engrs. , they be i-e quired, to have knowledge in welding to include oilers.

S) AI wwHen were re catted to CY Canitu and to report to E»fr. Clyde SasB for

lagr, Chsk i«li ikai we wiffi use welding rod no. 6012 thin* Irraad instead of mmg 6§U for van repair Iwit for vessels' as* is

9) Atly. iVeisua las vu&sested to BuUJa to hire Beck & Euame Officers for RESERVE. He al>a iik Ibe iaggcstieo c^ the body as to tie waBiu* of CY CaooB sad € *te. It was decided that tkere shonld *»e a gate then a place for deep weB *«4 conrfort

Liti I ks mfsrmed the Iwdy that PPA Zamfcoaaga wrote a fetter to as re: the ase »f o«r 15 * i# famtfr forkMt at the port and a meeting was caSed at Warn on Octet*! 11 u. tftresfe wrt ifte ^i-<>t»kin. Sar N«e«y advised Eagr, Clyde i« atteiri tjbe

OTHER MATTERS:

a) lajr, C!j«>o«»v laa said that the iom^nv cannot five increases because (fee ctiiMTj "ki*i tM mucii yvethead eqwni«s Lath»tliii£ the coacreiin* of CY C

mm.- persouwi m*o*ger said that fab present «»i*ry *f P ULi - af wiili lik fiimfly exposes1 ONKiAiltag tie increases of prime ——„,..», - -i gasoiM and other?. To tnrs Mr. Taa said that the company reaBj mvfem«

Tkei t ..._ ao to >iium> the mte£tin$ was adjotir&cd ai 1739 hrx.

l I*?; NOTIB:

h < 4STH0 FELIC1ANO IV. TAN. &R. PiesidenPiesidiat Officer MINUTES OF MEETING HELD LAST OCTOBER 16. 2004

PRESENT: Mr. FcMaao Tan, Sr. JsselitoLim FeKdano Tan, Jr. Abelb Hif«fito Engr, Clyde Sasil Jane Miranda Ernesto Feikiida

Th* meeting was called to order and presided by Mr. FefieiSB© N. Tan, Sr., our President it aroiaid 1430, 0 ctober 16,2004.

Taken up during the meeting are the following:

11 The Presiding Officer informed the body that he called Afeetb flipolko to attend this meeting because he is transferring her back to Main Office to Head the Accounting: Department. She was directed by Mr. Tan to attend right away the Account Receivable* with a total uncoUecred freight account of around 40M , the Isabels & Laiaitan uncoiiected accounts.

Effecth/uy of Abetbs transfer is October 18. 2004. Mr. Tan also informed Butch FeBsiia to transfer to Main Office hy first week of November 2004.

2) last Miranda on the other hand was assigned back to BoaJtvard Office to head the operation of the *aid office with Lindastor as the Head for aB Us and eacoderi, while Lito Lim to be the incharge of CY Camias Operations.

3) Oh oar problem with MV Lady Mary Joy 2 engine pemwuei re; tfe« shutting down of tbek Auxiliary Enpnes, Mr. 1m ash Butch to heip check with LMJ2 C E Richard Suycano as to why they cannot foBow office memoraadum.

4) With the transfer of Afoeth to Main Office and the resifaatioa of Siuko. Butch ateds two (2j personnel te assist him in the ISM, NSM report preparation for submission to Marina Office.

5) Mr. Tan informed Abeth to check with our collectors as to then- efficiency in caBeoittg the iiacoBecte!!! accounts of Zamboanfa Office which b ariumd 19M intludidnf the Isahela & Lamitan iccounts. JEngr. Clyde sufgested to form a i omraittee of three (3) to sit down sad take measures «n b«w to solve iht problems of the uncoflected accounts.

6) Lito Luh requested for two (2) buie guards for t'Y Tannins for ni'ht duty of which Mr. Taa approved aad told Butch to do the hiring.

7) DJt wiB sub«titjue BJ2 oa the 7,amJ)o-.Jolo route on Sunday, OcL 17, KKN due te jtome engine trouble of D.J2. 8) Lito Lim informed the body that ATO made a verbal complain regarding our 4- high storage of van at CY Camins of which most of us present said that the vans are not in any way obstructing the airport.

9) Mr. Tan advised ln?r. Clyde to five a dateBae t« Contractor Bufarm ia the c*8spleti«B of the coaerettHg of CY Cassias. And m to the excreting of Gate 1 of CY Bird, Gate 2 wMU open for m* af ®w track* mi wvtn.

10} Lito Lim requested for 2 rants 3-battery flufatigbt for the 2 Witt |Bards ef CY Camks which is approved by Mr. Tan.

II) Also approved ditftef the meeting wax iae P3(HL0fl teBcar4 (load) f«r Teraiioal is assiped at tfee Pi«.

There Wmg a« other matter to dbcass the meeting was adjoursed at I7W fers.

Recorded fey: NOTED:

SA L, CASTRO FELICUNO H. TAS, SR. r lecerdtr PrtitMlea/JPreudiBg Officer MINUTES OI1 MEETING HELD LAST OCTOBER 23, 2004

PRESENT: Mr. Mrs. Aaioma Im Atty. Neis«a Tan Jane Miranda Ingr. Clyde Sasil Linda mor Apsiin

Before tie m«etisf wm called i*> order. Eagr. Clyde Sasil requested Mr. Tan im the approval of the repair of tie control room aircon and the job-oat fabrication of tie lube oii jxiasp gear of MV Banka Joy 1 of which request was immediately approved.

The meeting was then called to order at around 1430a, October 23, 2004 and presided by Mr. Feliriano N. Taa, Sr.

Taken during tht meeting aye tbt fei!c*wiag:

1) Mr, FtBdboNi Tan., Sr, informed ail present that be is traasfernnf the Penoantl Bep*rtmeBt U yours traiy (Ely Castro) from Butch Ft&aMa, m tea^orary capacity until suet time that he can look for a personnel ntaaager.

Butch as usual wiH handle the LSM, HSBt, ISPS, Licensiiu; aad Documents of aB Vessels mi Vdkkwmi ail Matters with regards in PCG, MARINA, NIC and other Gmt, Afeades,

2) Two (2) Mae pards were already hired for €Y Cammx for 6?M - 6AM duty.

3) Mr, Ta» advised Isfr. Clyde to |ive preference m the Banor repaa* ef vans at Cwmt. Approved fey Mr. Tm the assipHBent of weMers, csrytBterz, ekctrk»« oa company's vessels if requested and if there is reaHv the aeed for the assignment.

4) Linibnwar was asi by Mr. Tan regarding the account receivables as af the present. Report as of October 10, 2004 update was 3"M fm lam-Mamla-Cebii- BacoWd-DiBolof-PanadianrBottfao-JobhOii&iafaete route- Whiie b-4i»rb and Lamina is 1511 ax of October 15,2004.

Sn||«stioB froiH the body was raised to mk xhippen/ceisipees for a post-dated checks before cargo mt released with the exception ef the regular si^

5) Welding Machines was accounted for as faft&ws:

i raft at ASM i mat at MR 1 mat at BLVD i unit at Al 1 unit Ciimanchile 1 unit at 1*"B 10 units at Caminx (5 units h. new) 1 unit at LMJ2 Engr. Clyde Sasil to hire new contrattor for major repair of vans at J'600.00 per van to start on Monday, October 25, 2004. and minor repairs to be assigned to our welders.

6) As ti the penalties charged to the different vesfkfa of the company. Mr. Ta& directed Butch to neg ofiate the payment to P80MbM - MMWM)

7) Mr. Tan said that we should collect rental from USAC for the «se of our equipment at tht port durios loading and unloading so that we have cash to defray tspenses for the repairs and mainteaante of the

8) Lite Lisa informed the body that the Wmtatte at CY Cmm% uttds repair and rem»iieli«* rf which Mr. Tan said that will be next after the concretia*.

There king no other matter It dinass the meeiiag wa* adjoarued at 1615 bets.

Recorded by: VOTED:

ELOBA L, CASTKO FELICUNON.TAN.SR, ,/ Recurder PresidenPrtsidiBg Ofllctr