COVER SHEET

) 3 1 9 1 7 1 4 1 5 1 S.E.C. Registration Number

(Company's Full Name)

S T R E E T S ,

(Business Address : No. StreetKityIProvince)

B E L - A I R ,

ELMER B. SERRANO Contact Person

T Y M A K A T I

Month Day

C I

Fiscal Year

EEu Dept. Requiring this Doc.

- Total No. of Stockholders

687 1195 Company Telephone Number

Definitive Information Statement

May 24 Month Day

I 1 I I

FORM TYPE Annual Meeting

m Secondary License Type, If Applicable

c Amended Articles NumberISection

Total Amount of Borrowings I I

Domestic Foreign

......................................................................................................... To be accomplished by SEC Personnel concerned

P File Number LCU u

Document I.D. Cashier

STAMPS L Remarks = pls. Use black ink for scanning purposes.

CROWN EQUITIES I N C O R P O R A T E D

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

CROWN EQUITIES, INC. will hold its annual meeting of stockholders on Tuesday, May 24, 2011 at 4:OO p.m. at the DasmariAas Room, Makati Sports Club, 1227 Leviste St. corner Gallardo St., Salcedo Village, Makati City.

The agenda of the meeting shall be as follows:

1. Call to Order 2. Certification of Notice and Determination of Quorum 3. Approval of the Minutes of the Annual Stockholders1 Meeting held on

May 25,2010 4. President's Report 5. Approval and Ratification of all acts of the Board, the Board Committees

and Management during the past year 6. Election of Directors 7. Matter for shareholders' approval:

o Amendment to Article 11, Section 5 of the Company's By-Laws removing the requirement of stockholder approval on the determination of director compensation subject to the ten percent (10%) limit prescribed by law.

8. Appointment of the External Auditor for 2011 9. Other Matters 10. Adjournment

Stockholders of record as of April 15, 2011 are entitled to vote at the annual stockholders' meeting. Please bring valid government-issued identification cards to facilitate registration

Your attendance is earnestly requested. -0 /

&ER B. SERRANO ?Corporate Secrefnry

CROWN CENTER 158 JUPITER COR N. GARCIA STS., BEL-AIR MAKATl CITY 1209 TEL. NOS.: (632) 899-0081/899-0455 FAX (632) 556-2402

SECURITIES AND EXCHANGE COMMISSION - ---- .<&% '.-.- .- .,

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<;! s,;:-, < .,,* -.: . .

SEC FORM 20-1s '.. ., , ,

INFORMATION STPITEMENT PURSUANT TO OF THE SECURITIES REGULATION

- ' # M I

Check the appropriate box: ..- .,

[ ] Preliminary lnformation Statement - -

[x] Definitive lnformation Statement

Name of Registrant as specified in i t s charter: CROWN EQUI1-IES, INC.

Philippines Province, country or other jurisdiction of incorporation or organization

SEC ldentification Number: 39745

BIR Tax ldentification Code: 002-837-46 1

4/F Crown Center. N. Garcia St. corner Jupiter St., Makati Citv 1209 Address of principal office Postal Code

Registrant's telephone number, including area code (632) 899-0081/899-0455

Date, time and place of the meeting of security holders

May 24, 201 1 4:00 pm Dasmarinas Room, Makati Sports Club 1227 Leviste St., corner Gallardo St. Salcedo Village, Makati City

Approximate date on which the lnformation Statement i s first to be sent or given to security holders

April 29, 201 1

In case of Proxv Solicitation: (NIA) Name of Person Filing the StatementISolicitor: Address and Telephone No.:

Securities registered RSA (information on registrants):

pursuant to Sections 8 and 12 of the Code or Sections 4 and 8 of the number of shares and amount of debt i s applicable only to corporate

Title of Each Class Number of Shares of Common Stock

Outstanding or Amount of Debt Outstanding

Common Shares 13,599,999,960

Are any or all of registrant's securities Listed in a Stock Exchange?

Yes x No -

If yes, disclose the name of such Stock Exchange and the class of securities listed therein:

Philippine Stock Exchange / Common Shares

INFORMATION REQUIRED IN INFORMATION STATEMENT

WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY

1. Date, Time and Place of Meeting of Security Holders

(a) Date, time and place of meeting of security holders

May 24,2011,4:00 p.m. Dasmariiias Room, Makati Sports Club 1227 Leviste St. corner Gallardo St. Salcedo Village, Makati City

Complete mailing address of the principal office of the registrant

4th Floor, Crown Center N. Garcia St. corner Jupiter St. Makati City, 1209

(b) Approximate date on which the Information Statement is first to be sent or given to security holders;

April 29; 2011

2. Dissenter's Right of Appraisal

A stockholder has a right to dissent and demand payment of the fair value of his share: (i) 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 or authorizing preferences over the outstanding shares or extending or shortening the term of corporate existence; (ii) in case of any sale, lease, mortgage or disposition of all or substantially all of the corporate property or assets; and (iii) in case of merger or consolidation.

No action or matter to be taken up at the annual stockholders' meeting will give rise to the exercise by a shareholder of the right of appraisal.

At any rate, should any matter be acted upon at the annual stockholders' meeting which may give rise to the right of appraisal, in order that a dissenting stockholder may exercise his appraisal right, such dissenting stockholder shall, within thirty (30) days after the annual meeting at which such stockholder voted against the corporate action, make a written demand on the Corporation for the value of his shares.

The procedure to be followed in exercising the appraisal right shall be in accordance with Sections 81 to 86 of the Corporation Code.

3. Interest of Certain Persons in or Opposition to Matters to be Acted Upon

No directors or officers, nominees for election as directors, and associates of any of the aforementioned persons of the Corporation have any substantial interest in any matter to be acted upon other than the election to office. In addition, no director has informed the Corporation in writing that he intends to oppose any action to be taken by the Corporation at the meeting.

4. Votinp Securities and Principal Holders Thereof

There is only one class of capital stock issued and outstanding - Common.

(a.) The number of shares outstanding and entitled to vote in the stockholders' meeting is 13,599,999,960 shares as of March 3 1,201 1.

(b.) The record date for purposes of determining stockholders entitled to vote in the meeting is April 15, 201 1. A stockholder is entitled to cumulative voting in the election of directors (by which he can cumulate his shares and give one candidate as many votes as the number of directors to be elected multiplied by the number of shares of his shares shall equal) or he may distribute them on the same principle among as many candidates as he shall see fit; provided that the total number of votes cast by him shall not exceed the number of shares owned by him as shown in the books of the corporation multiplied by the whole number of directors to be elected. There are no conditions precedents for the exercise of the cumulative voting rights in the election of directors.

(c.) Security Ownership of Certain Record and Beneficial Owners and Management of the Corporation.

Securitv Ownership of Certain Record and Beneficial Owners

The persons known to the Corporation to be directly or indirectly the record or beneficial owner of more than five percent (5%) of the Corporation's voting securities as of March 31, 2011 are as follows:

(1) Title of Class

Common Shares

(2) Name, address of record owner and relationship with

37/F Tower 1 Enterprise Center Ayala Ave. cor Paseo de Roxas, Makati City Stockholder

PCD Beneficial Owners of more than 5 %:

Guild Securities, Inc. PCD Participant

Marian Securities, Inc. PCD Participant

BDO Securities Corp. PCD Participant

(3) Name of benejcial owner

and relationship with record owner

Antonio B. Alvarez President

Richard L. Lee President

Elaster C. Soto President

(4)

Citizenship

Filipino

Filipino

Common Shares

Filipino 1,03 1,616,000 1 7.59% 1

(5) No. of shares

held

Public Securities Corp. PCD Participant Guild Securities, Inc. (Filipino) Unit 12 15 Tower One and Exchange Plaza, Ayala Avenue, Makati City Stockholder

Filipino 1 1,247,874,976 1 9.18% 1

(6) Percent of ownership

Jimmy Yaokasim, Jr. President

Antonio B. Alvarez President

Filipino

Filipino

--

I PCD Nominee Corp. (PCD), a wholly owned subsidiaty of Philippine Central Depositoty, Inc., is the registered owner of shares in the books of the Corporation S transfer agents in the Philippines. The beneficial owners of such shares are PCD 's participants, who hold the shares on their behalfor in behalfof their clients. PCD is a private company organized by the major institutions actively participating in the Philippine capital markets to implement an automated book-entty system of handling securities transactions in the Philippines

First Orient Securities, Inc. Trinidad Y. Kalaw 1201 Tower One & Exchange President Plaza, Ayala Ave. cor. Paseo de Roxas, Makati City Stockholder

Filipino

To the best knowledge of the Corporation, no security holder has created a voting trust for the purpose of conferring upon a trustee the right to vote pertaining to shares of stock of the Corporation.

Security Ownership of Management

Security ownership of Management and Directors as of March 3 1,201 1 is as follows:

Amount and nature of Percent of Name o f Beneficial Owner Beneficial Ownershio Citizenshir, Ownerslzi~

Title o f Class

A. Directors

Common Shares Common Shares Common Shares Common Shares Common Shares Common Shares Common Shares Common Shares Common Shares Common Shares Common Shares

Patrick D. Go Andres N. Borja George L. Go Ramon A. Recto David 0. Chua Comado G. Marty Isidro Consunji Edilberto V. Javier Noel Z. Bundalian Emmanuel B. Isnit Victor C. Macalincag

B. Executive Officers

Common Shares Wilfrido V. Vergara Common Shares Antonio B. Alvarez Common Shares Romuald U. Dy Tang Common Shares Eugene B. Macalalag

Filipino Filipino Filipino Filipino Filipino Filipino Filipino Filipino Filipino Filipino Filipino

1.327% 0.294% 1.007% 0.4 17% 0.003% 0.001%

nil 0.029%

nil nil nil

19, 296,000 Filipino 0.142% 177,600 Filipino 0.001%

76,720,000 db5 Filipino 0.564% 6,800,080 db6 Filipino 0.05%

52 1,660,728 3.835%

C. Directors and Officers as a G r o w

There are no arrangements that may result in a change in control of the Corporation, nor has there been any change in control since the beginning of the last fiscal year.

* these are directly owned by the aforementioned director or officer db' - 44,412,000 of these are registered in one of the PCD member companies but beneficially owned by the director db2- 132,950,000 of these are registered in one of the PCD member companies but beneficially owned by the director db3- 55,920,000 of these are registered in one of the PCD member companies but beneficially owned by the director db4- 4,000,000 of these are registered in one of the PCD member companies but beneficially owned by the director db5- 76,700,000 of these are registered in one of the PCD member companies but beneficially owned by the director db6- 6,800,000 of these are registered in one of the PCD member companies but beneficially owned by the director

5. Directors and Executive Officers

The general management of the Corporation is vested in a board of competent directors, committees and officers, elected in accordance with the Corporation's By-Laws, as amended to date, and its Manual on Corporate Governance ("the Manual"). As required under its Manual, the Corporation has independent members of the Board of Directors. An independent director means a person who, apart from his fees and shareholdings, is independent of management and free from any business or other relationship which could, or could reasonably be perceived to materially interfere with his exercise of independent judgment in carrying out his responsibilities.

(a) Below is a list of incumbent directors and executive officers of the Corporation and their respective business experiences for the past five (5) years:

Mr. George L. Go, 69 years old, Filipino, is presently the Chairman of the Board of Directors of the Corporation. He has been a Director of the Corporation since 1995. Mr. Go is also the Chairman of the following companies: Healthcare Systems of Asia Philippines, Inc., Asian Alliance Holdings and Development Corp., and GLG Crown Holdings, Corp.. Mr. Go is also a Director of both Shang Properties, Inc. (formerly Kuok Philippine Properties Inc.) and Asian Alliance Investment Corporation. He has held the foregoing positions within the last five years. Mr. Go earned his bachelor's degree in Economics from Youngstown University, U.S.A. and completed an Advanced Management Program in Harvard Business School, U.S.A.

Mr. Wilfrido V. Vergara, 66 years old, Filipino, has been the Vice-Chairman of the Board of Directors of the Corporation since May 2002. He has also been the Chairman of the Nomination Committee and of the Compensation and Remuneration Committee since 2003. He was the President and Chief Executive Officer and Director of Equitable PC1 Bank and most of its subsidiaries from May 01, 1995 until his retirement in April 17, 2001. Mr. Vergara obtained his bachelor's degree in Economics from the Ateneo de Manila University.

Mr. Ramon A. Recto, 78 years old, Filipino, has been an independent director of the Corporation since May 2002. He has been the Chairman of the Audit Committee and a member of the Nomination Committee since May 2003. Mr. Recto is currently the Chairman and President of CME Technologies, Inc. and the President of Supply Oilfield Services, Inc. and S.O.S. Transport and Brokerage, Inc.. He was the President of Lepanto Consolidated Mining Corporation. Mr. Recto obtained both of his bachelor's degrees in Electrical Engineering and in Mechanical Engineering from the University of the Philippines. He also earned his master's degree in Industrial Management from the same university.

Mr. Victor C. Macalincag, 75 years old, Filipino, has been an Independent Director of the Corporation since May 27, 2003. He currently holds directorship in Semirara Mining Corporation, Republic Glass Holdings Corp, SEM Calaca Power Corporation and Finman Rural Bank. Mr. Macalincag was the President of Trade & Investment Development Corporation of the Philippines which is presently known as PHIL EXIM (formerly PhilGuarantee) from 1991 until his resignation in 2001. He was the Deputy Minister of Finance from 198 1 to 1986 and Undersecretary of Finance fiom 1986 to 199 1. He also held the position of National Treasurer from 198 1 to 1988. Other positions he held until year 2001 were as follows: Director of Home Guaranty Corporation and Philippine Overseas Construction Board; Executive Committee Member of the Export Industry Modernization of the Technology and Livelihood Resource Center, Review Committee Member of Industrial Guarantee and Loan Fund; and Executive Committee Member of the Industry Development Council. He was also a Director of Philippine Long Distance Telephone Co. (PLDT) from 1988 to 1995 and National Power Corporation from 1978 to 1986. Mr. Macalincag is a Certified Public Accountant. He has a Bachelor of Science in Business Administration from the University of the East. He also earned a Master of Arts in Economics from the same university. He finished a fellowship program conducted by the Economic Development Institute of the World Bank, Washington D.C. in 1971.

Mr. Antonio B. Alvarez, 67 years old, Filipino, has been a member of the Board of Directors since 1995 and the Treasurer of the Corporation since 1997. He has also been a member of the Nomination Committee and of the Compensation and Remuneration Committee since May 2003. Mr. Alvarez is the President of Guild Securities, Inc.. He is also a member of the Board of Directors of Healthcare Systems of Asia Phils., Inc.. Mr. Alvarez was the Executive Vice President of Securities Specialists, Inc. He obtained Bachelor of Science in Commerce major in Accounting from the Far Eastern University.

Mr. Andres N. Borja, 67 years old, Filipino, has been a member of the Board of Directors of the Corporation since May 27,2003. He is a member of the Compensation and Remuneration Committee and also the Audit Committee. Mr. Borja is currently the President and Director of the following companies: Crown Central Properties Corp., CEI Development Corporation, Ceres Property Venture, Inc. He was the President and Director of Arbor Realty and Development Corp., Almaciga Realty and Development Corp., Mark Securities, Inc. and Cedar Realty and Development Corporation. Mr. Borja earned his Bachelor of Science degree in Political History from the Ateneo de Manila University and has an Institute of Banking Diploma from the City of London College.

Mr. Conrado G. Marty, 65 years old, Filipino, has been a member of the Board of Directors of the Corporation since 2006. He is the President of Universal LMS Finance and Leasing Corp. and Luxor Properties and DeveIopment Corporation. He is aIso the Vice Chairman of Hyundai Asia Resources, Inc. Mr. Marty holds a Bachelor of Science in Business Administration, major in Accounting from the University of the East. He earned his Master's Degree in Business Administration in Wharton School, University of Pennsylvania.

Mr. Edilberto V. Javier, 64 years oId, Filipino, has been a member of the Board of Directors of the Corporation since October 2001. He is a member of the Nomination Committee and the Compensation and Remuneration Committee since May 2003. He is the Chairman of EVJ Holdings, Inc. and a member of the Board of Directors of the following companies: Healthcare Systems of Asia Philippines, Inc., Philippine Hoteliers, Inc. (Dusit Hotel), DTV Realty Development, Inc., and Sedgewick Holdings, Inc.. He was the Senior Executive Vice President and Chief Operating Officer of Equitable PC1 Bank and a Director of most of its subsidiaries from I995 until his resignation in 200 I. Mr. Javier earned his Bachelor of Arts in Economics from the Ateneo de Manila University.

Mr. Isidro A. Consunji, 62 years old, Filipino, is a member of the Board of Directors of the Corporation, D.M. Consunji Inc. (DMCI), and Semirara Mining Corporation. He is the Chairman of the Board of DMCI Project Developers Inc., and President of DMCI Holdings Inc., Dacon Corporation, Beta Electric Electric Corp.. He graduated from the University of the Philippines where he earned a Bachelor of Science in Engineering. He also took up Master of Business Economics from the Center for Research & Communication and Master of Business Management from the Asian Institute of Management. He became the President of the PhiIippine Constructors Association from 1999 to 2000 and the Philippine Chamber of Coal Mines, Inc. from May 1999 to January 2002. Mr. Sid Consunji is an active member of the U.P. Beta Epsilon Fraternity, Asian Institute of Management Alumni Association, U.P. Alumni Engineers, and U.P. Aces Alumni Association.

Mr. Patrick D. Go, 43 years old, Filipino, has been a Director of the Corporation since 1995 and the Compliance Officer since 2008. Mr. Go is also the Managing Director of Healthcare Systems of Asia Phils., Inc.. He has held the position since August 2009. He was a Vice President at Banco de Oro Universal Bank from 2001 to 2009. He graduated with a Bachelor of Science in Finance and Real Estate from the San Francisco State University, U.S.A. in 1992. He is the son of Mr. George L. Go.

Mr. Eugene B. Macalalag, 43 years old, Filipino, has been a member of the Board of Directors of the Corporation since May 2003. He is the Vice President for Finance of the Corporation. Mr. MacalaIag is a member of the Board of Directors of Fortrned Medical Clinics Makati, Inc., Fort Bonifacio Medical Center, Inc., and CEI Properties, Inc.. He is also the Treasurer of HeaIthcare Systems of Asia Philippines, Inc., Fortrned Medical Clinics Makati, Inc., Fort Bonifacio Medical Center, Inc., CEI Development Corporation, CEI Properties, Inc., Ceres Holdings, Inc., Parkfield Landholdings

Corporation, Ceres Property Venture, Inc., and E*Hermes, Inc. He is also a member of Crown Central Properties Corporation's Executive Committee. He joined Crown Equities in April 1996 and has since served in various capacities. Prior to joining Crown Equities, Mr. Macalalag was an officer of the Far East Bank and Trust Company's Investment Banking group. Mr. Macalalag earned his master's degree in Business Administration from the De La Salle University, Manila.

Mr. David 0. Chua, 43 years old, Filipino, has been a member of the Board of Director of the Corporation since 2007. He is the President of Cathay Pacific Steel Corporation and Asia Pacific Capita1 Equities and Securities Corporation. He is currently a Director of the Philippine Stock Exchange, Hardware Foundation of the Phils., and Galleria Corporate Center Condominium Corp.. He is also an Advisory Board Member of Metropolitan Bank and Trust Company and a Vice President of the Federation of the Filipino Chinese Chambers of Commerce and lndustry Inc.. He is a Trustee of University of the East and University of the East Ramon Magsaysay Memorial Medical Center. He has held the positions for the last five years. Mr. Chua is also the President of the Philippine Steelmakers Association, 201 1 Philippine Business Conference Chairman of the Philippine Chamber of Commerce and Industry and was the President of the Kellogg/Northwestern University Alumni Association of the Philippines. He was formerly a Director of the Philippine Savings Bank (PSB), First Metro Investments Corp., and the Chairman of the Philippine lnstitute of Quezon City (PIQC) and the National Employer's Conference Employers Confederation of the Philippines (ECPO). Mr. Chua has a Bachelor of Science in Financial Services Management, Honors degree from St. Mary's College in California, USA and a Master in Business Administration (MBA) from the ICellogg School of Business of Northwestern University, Evanston, Illinois, USA and the Graduate School of Business of the Hong Kong University of Science and Technology.

Mr. Romuald U. Dy Tang, 59 years old, Filipino, has been a member of the Board of Directors of the Corporation since 2008 and was elected President of the Corporation in May 2010. Mr. Dy Tang is also a Director of various subsidiaries of the Corporation namely, Healthcare Systems of Asia Philippines, Fortmed Medical Clinics Makati, Inc., Fort Bonifacio Medical Center, Inc., CEI Development Corporation, CEI Properties, Inc., Ceres Holdings, Inc., Ceres Property Venture, lnc. and Parkfield Landholdings, Inc. He is also a Director and Officer of other corporations namely, Kok Tay Trading Corporation, Sedgewick Holdings, Inc. and DTV Realty and Development, Inc.. He was the Executive Vice President and Treasurer of Equitable PC1 Bank and a Director of the various subsidiaries of the bank. Mr. Dy Tang earned his Bachelor of Science in Business Administration from the De La Salle University, Manila

Mr. Emmanuel B. Isnit, 50 years old, Filipino, has been a member of the Board of Directors of the Corporation since May 2010. He is the Finance Head of Fortmed Medical Clinics. He joined Fortmed as a consultant in July 2007. He is also the Assistant Treasurer of First Orient Securities, lnc.. He also served as a consultant for Crown Central Properties Corporation from August 2005 to June 2007 and Sedgewick Holdings from July 2001 to July 2005. He held several positions in Far East Bank and Equitable PC1 Bank. He graduated with a Bachelor of Science in Business Administration, major in Accounting from the Pamantasan ng Lungsod ng Maynila in 198 1.

Mr. Noel Z. Bundalian, 52 years old, Filipino has been a member of the Board of Directors of the Corporation since May 2010. He is the Head of Operations of Fortmed Medical Clinics. He graduated with a Bachelor of Science in Business Administration, major in Accounting from the University of the East. He is a Certified Public Accountant.

(b) Significant Employees

The Corporation has no employee who is not an executive officer but is expected to make a significant contribution to the business.

(c) Family Relationships

Except for Mr. Patrick D. Go, son of Mr. George L. Go, no directors or executive officers are presently related either by consanguinity or affinity.

(d) Involvement in Certain Legal Proceedings

The Corporation has no knowledge of the involvement of the current directors and executive officers in any legal proceedings as defined in the Securities Regulation Code for the past 5 years.

(e) Certain Relationships and Related Transactions

During the last 2 years, there were no transactions or series of similar transactions with or involving the Corporation or any of its subsidiaries in which a director, executive officer, nominee for election as a director or stockholder owning ten percent (10%) or more of total outstanding shares and members of their immediate family, had or is to have a direct or indirect material interest.

(0 The Corporation has no controlling or parent company,

The independent directors, through the nomination committee, are identified, screened, endorsed and nominated for election to the Board of Directors in accordance with Rule 38 of the Securities Regulation Code, as amended ("SRC").

The Nomination Committee, created by the Board under its Corporate Governance Manual, endorsed the following persons for re-election, to regular membership in the Board of Directors at the forthcoming annual stockholders' meeting:

David 0 . Chua Wilfrido V. Vergara Andres N. Borja Antonio B. Alvarez Conrado G. Marty Eugene B. Macalalag Patrick D. Go George L. Go Isidro A. Consunji Romuald U. Dy Tang

In addition to the foregoing, the Committee nominated Ms. Cindy B. Cayanan, Mr. Melvin 0 . Vergara, and Mr. Christopher Brian C. Dy to the board.

Ms. Cindy B. Cayanan, 32 years old, Filipino, has been a Director of Abacus Consolidated Resources and Holdings, Inc. since March 201 1. She was an Accounting Officer of Shopping Center Management Corporation in 2008. She was the Comptroller of Expitrans Philippines from 2007 to 2008 and the Chief Accountant of Acoustech International from 2005 to 2007. She graduated with a Bachelor of Science in Accountancy from ABE College. She is a Certified Public Accountant.

Mr. Melvin 0. Vergara, 39 years old, Filipino, has been an Associated Person of Guild Securities, Inc. since 2002. He was a Consultant of the same company from 2000 to 2002. He is also currently a Director of MV Holdings, Inc. He earned his degree in Business Administration from the University of Sto. Tomas.

Mr. Christopher Brian C. Dy, 26 years old, Filipino, is currently the Business Development Officer 1 of Ceres Property Venture, Inc. (CPVI). Prior to joining CPVl in 201 1, he was the Purchasing Officer of FortMed Medical Clinics in 2010. He took up securities training in Guild Securities, Inc. from 2009 to 2010 and worked for 3M Philippines as a Marketer for the Projections Systems and Optical Systems divisions. He was also the General Manager of Gold Crest Holdings, Inc. from 2006 to 2008 and a Property Specialist of Ayala Land Premier in 2006. He earned his Bachelor of Science in Management, major in Communications Technology Management from the Ateneo de Manila University.

The Nomination Committee also conducted the nomination of independent directors in accordance with SRC Rule 38. The recommendations have been signed by the nominating stockholder together with the acceptance and conformity by the would-be nominees. There were only two nominations made. The Nomination Committee, after pre-screening the qualifications of the nominees, endorsed the re-election of the following:

Mr. Victor C. Macalincag; and Mr. Ramon A. Recto

as the only and final candidates for Independent Directorship. Pursuant to the SEC Rules on the Nomination and Election of Independent Directors, there will be no more nominations on the floor during the stockholders' meeting as the final list of candidates will be the basis for the elections of two (2) independent directors.

Each director shall hold office for one (1) year from the time of his election until his successor is duly elected and qualified. All of the above nominees are incumbent directors. The information required by Part IV, paragraphs A, D(l) and D(3) of Annex C of SRC relating to the identity, affiliation, and related transactions of directors and executive officers are set forth in the Report Accompanying Information Statement Required Under SRC Rule 20 considering that they are incumbent directors.

The members of the Nomination Committee are as follows:

Mr. Wilfrido V. Vergara - Chairman Mr. Edilberto V. Javier - Member Mr. Antonio B. Alvarez - Member Mr. Romuald U. Dy Tang - Member Mr. Victor C. Macalincag - Member Mr. Ramon A. Recto - Member

The Nomination Committee and the other committees are created during the organizational board meeting held right after the shareholders' meeting.

6. Com~ensation of Directors and Executive Officers

In 2010, the Corporation's Executive Officers consisted of the following key personnel: the President, the Treasurer, and the Vice-Presidents. The aggregate compensation paid or incurred during the last two fiscal years and estimated to be paid in the ensuing fiscal year to the Executive Officers and Directors of the Corporation are as follows:

COMPENSATION OF DIRECTORS AND EXECUTIVE OFFICERS

All Other Directors and Officers as a Group 2010 1 3.4 million I - 1 3.4 million 2009 1 2.5 million 1 - 1 2.5 million

Antonio B. ~l;&ez, Treasurer*' Eugene B. Macalalag, Vice President for Finance Andres N. Borja, Vice President for SubsidiariesfOperations

*Estimate ** Compensated starting June 2010 only

Name and Principal Position

Compensation of Executive Officers Romuald U. Dy Tang, President** Eugene B. Macalalag, Vice President for Finance Andres N. Boria, Vice President for Subsidiaries/O~erations

Others -

2009

201 1

Year

201 1

2010

Total

6 million*

SalaryIFees

6 million*

3.6 million - 3.6 million ~ 1.8 million

3.7 million*

- -

1.8 million

3.7 million*

As provided in the Corporation's by-laws, directors shall receive a reasonable per diem allowance for their attendance at each meeting. Further, as compensation, the Board shall receive and allocate an amount of not more than ten percent (10%) of the net income before income tax of the Corporation during the preceding year. Such compensation shall be determined and apportioned among the Directors in such manner as the Board may deem proper, subject to the approval of shareholders representing at least a majority of the outstanding capital stock at a regular or special meeting of the stockholders.

Except for a Php5,OOO per diem per meeting for each director which started in August 2007, no other payment for directors' per diem, allowance or payment for their compensation had been made during the last two fiscal years.

7. Independent Public Accountants

During the stockholders meeting held on May 25, 2010, the firm of Manabat Sagaustin & Co. was appointed as auditors for the year 2010. At the annual stockholders' meeting, authorized representatives of Manabat Sanagustin & Co. are expected to be present and they will have the opportunity to make statement if they desire to do so and are expected to be available to respond to appropriate questions. The auditing firm is also being considered to handle the independent audit of the Corporation for year 201 1.

In compliance with SRC Rule 68 par. 3(b)(iv) on the five (5) year rotation of the Exernal Auditor, the Corporation engaged Manabat Sanagustin & Co, for the examination of the Corporation's financial statements for the year ended 2010. Manabat Sanagustin & Co. was also the external auditor of the Corporation in 2009. Prior to that, the Corporation engaged Punongbayan & Araullo as its external auditor.

The Corporation has had no material disagreement with Manabat Sanagustin & Co. on any matter of accounting principle or practices or disclosures in the Corporation's financial statement. For fiscal year 20 11, the Corporation will once again endorse for stockholders' approval of the appointment of Manabat Sanagustin & Co. as its external auditor. On March 29, 201 1, the Board of Directors, upon the recommendation of the Audit Committee, approved the appointment of Manabat Sanagustin & Co. to handle the independent audit of the Corporation's financial statement for 201 1.

For the audit of the Corporation's financial statement, the aggregate fees billed by the independent auditors were Php700,OOO and Php650,OOO for years 2010 and 2009, respectively. There were no other professional fees billed by the independent auditors during the year.

The Audit Committee reviews and approves the scope and fees for all engagements with the independent auditor. In the last two (2) years, the Corporation did not engage the independent public accountants for any services other than the regular conduct of independent audit of the year-end financial statements.

The members of he Audit Committee are as follows:

Mr. Ramon A. Recto - Chairman Mr. Edilberto V. Javier - Member Mr. Victor C. Macalincag - Member

8. compensation Plans

Stock Options, Warrants or Rights Plan

On May 31, 2002, the stockholders approved a stock option plan for directors and executive officers of the Corporation as may be designated by the Board. Pursuant to the terms and conditions of the stock option plan, the Corporation will issue a total of Three Hundred Million (300,000,000) common

shares over a five-year period. On March 27, 2007, the Board of Directors approved the extension of the vesting period for another five (5) years, or until May 3 1,2012.

On August 28, 2007, the shareholders approved the reduction in the par value of the Corporation's common shares from Php1.00 per share to Php0.10 per share. The Securities and Exchange Commission subsequently approved the reduction in par value on January 10, 2008. Accordingly, under the terms and conditions of the plan, the number of shares underlying the stock option increased from Three Hundred Million (300,000,000) to Three Billion (3,000,000,000) common shares. The increase in the number of underlying shares of the plan is merely a consequence of the reduction in par value.

The terms and conditions under which such stock option plan will be granted to designated participants are as follows: (a) Title and amount of securities underlying the stock option

(b) Prices, expiration dates and other material condition that may be expected:

Title of securities underlying the stock option

I Participants I Directors and executive officers of the Corporation as I

Common shares

Grant of Stock Options

Amount of securities underlying the stock option I Three Billion (3,000,000,000)

Exercise Price Entitlement Date Vesting/Expiration

Adjustment in Number of Option Shares and Exercise Price

1 Amendment at the Board of Directors' discretion

may be designated by the Board Stock Options shall be awarded to participants based on satisfaction of performance requ&-ements and other restrictions and conditions as may be imposed by the Board and subject, in all cases, to the full discretion of the Board. Par value or book value whichever is higher. May 3 1,2002 (the "Entitlement Date") The option shares shall be subject to vesting according to such schedule as shall be approved b y t h e ~ o a r d ; provided, that the vesting shall lapse after five (5) years from Entitlement Date; provided further, that with respect to executive officers, options shall expire upon their resignation. The number of underlying common shares in respect of outstanding options and/or the exercise price shall be correspondingly adjusted in the event of any stock dividend declaration, stock split, merger, consolidation or other similar or analogous change in the corporation structure or capitalization of the Corporation. Terms and conditions of the stock option plan may be amended by resolution of the Board of Directors, except any increase in the maximum number of shares or any decrease in the exercise price which shall require the approval of stockholders representing at least two-thirds (213) of the outstanding capital stock.

(c) No consideration will be received by the Corporation for the granting or extension of the options. (d) Market value of the common shares as of March 3 1, 201 1 is P0.078 per share. (e) Amount of options awarded and number of participants designated by the Board:

Description of Corporation's Securities

Total number of participants awarded as of March 3 1, 201 1 :

Total number of participants designated by the Board as of March 3 1,20 1 1 :

(a) Common Stock

None.

None.

The shares of the Corporation which are issued and outstanding are common shares having dividend and voting rights. There are no material rights of security holders owning common shares other than those provided by law. There is no current provision in the Articles of Incorporation or By-laws of the Company that would delay, defer, or prevent a change in control of the Corporation.

As amended by the Board of Directors and Stockholders in its meeting held on 23 April 1996 and 7 May 1996, respectively, the Corporation's Articles of Incorporation provides that no holder of any class of shares of the Corporation shall have as such holder, any pre-emptive right to acquire, purchase or subscribe to any share of the capital stock of any class of the Corporation which it may issue or sell whether out of the number of shares authorized or out of shares of the capital stock of any class of the Corporation acquired by it after the issue thereof; nor shall any holder of any class of shares of the Corporation have as such shareholder, any pre-emptive right to acquire, purchase, or subscribe to any obligation which the Corporation may issue or sell that shall be convertible into or exchangeable for any shares of the capital stock of any class of the Corporation or to which shall be attached or appertain any warrant or any instrument that shall confer upon the owner of such obligation, warrant or instrument the right to subscribe to or to acquire or purchase from the Corporation, any share of its capital stock of any class.

There are no other classes of capital stock authorized for issue by the Corporation.

(b) Stock Options

On May 2, 2002, the Board has authorized the implementation of a stock option plan for directors and executive officers of the Corporation as maybe designated by the Board of Directors. The vesting period was extended by the Board of Directors for another five (5) years, or until May 31, 2012. Please refer to Item 8 above for the details of the stock option.

(c) Securities subject to Redemption Call

Except in respect of common shares of the Corporation which are the underlying shares for the stock option plan, there are no securities of the Company subject to redemption or call.

9. Authorizations or Issuance of Securities Other Than for Exchan~e

Not Applicable.

10. Modification or Exchange of Securities

Not Applicable.

11. Financial and Other Information

The Audited Financial Statements of the Corporation is attached as Annex A. The Management's Discussion & Analysis is incorporated in the attached Management Report.

Representatives of the Corporation's external auditor, Manabat Sanagustin & Co., are expected to be present at the security holders' meeting, and they will have the opportunity to make a statement if they desire to do so and are expected to be available to respond to appropriate questions from stockholders. The Corporation has no material disagreement with Manabat Sanagustin & Co., on any matter of accounting principle of practices or disclosures in the Corporation's financial statements.

12. Mergers, Consolidations, Acquisitions and Similar Matters

Not Applicable.

13. Acquisition and Disposition of Property

Not Applicable.

14. Restatement of Accounts

The Corporation is not taking any action which involves the restatement of any of its assets, capital or surplus account.

15. Action with Respect to Reports and Other Proposed Action

There is no action to be taken with respect to any report of the Corporation or of its directors, officers or committees, or minutes of any meetings of its security holders.

At the annual stockholders' meeting of the Corporation on May 24,201 1, the following will be presented to the stockholders for their approval and ratification:

a) the minutes of the previous stockholders' meeting held on May 25, 2010, a copy of which is included as Annex B to this lnformation Statement; and

b) all acts of Board of Directors, the various Committees, and Management.

16. Matter Not Required to be Submitted

There is not action to be taken with respect to any matter which is not required to be submitted to a vote of security holders.

17. Amendment of Charter, Bv-Laws or Other Documents

At the scheduled 201 1 annual stockholders' meeting, the Corporation will seek stockholders' approval/ confirmation on the amendment of Article 11, Section 5 of the By-Laws removing the requirement of stockholder approval for the apportionment of director compensation subject to the limit prescribed by law of more than ten percent (10%) of net income before tax of the company during the previous year. The proposed amended Article 11, Section 5 of the By-Laws shall read as follows:

"5. Compensation - Directors as such shall receive a reasonable per diem allowance for their attendance at each meeting of the Board. As compensation, the Board shall receive and allocate an amount of not more than ten percent (10%) of the net income before tax of the company during the preceding year. Such compensation shall be determined and apportioned among the Directors in such manner as the Board may deem proper x x x."

18. Other Proposed Actions

19. Voting Procedures, Requirement and Method of Counting

The following are observed in the conduct of election, appointment, ratification or approval:

(a.) Manner of Voting. Stockholders of record are entitled to one (1) vote per share. For the purpose of electing directors, a stockholder may vote such number of his shares for as many persons as there are directors to be elected or he may cumulate said shares and give one candidate as many votes as the number of directors to be elected multiplied by the number of his shares, or he may distribute them in the same principle among as many candidates as he shall see fit.

There is no manner of voting prescribed in the Corporation's Amended By-Laws. Hence, unless required by law, or demanded by a stockholder present or represented at the meeting and entitled to vote thereat, voting need not be by ballot and will be done by show of hands, viva voce, or by balloting. The Corporation's Corporate Secretary shall be authorized to count all votes cast.

(b.) Voting Requirements. With respect to the election of directors, candidates who received the highest number of votes shall be declared elected. With respect to the ratification of acts of the Board of Directors and Management, including, the following matters mentioned in ltem 9 above, the approval of the audited financial statements, the appointment of the independent auditor, and the approval of the minutes of the previous stockholders' meeting, the vote of the stockholders representing majority of the outstanding capital stock entitled to vote and represented in the meeting is required.

With respect to the ratification of the amendments of the Articles of Incorporation pursuant to the capital restructuring, the vote of the stockholders representing two-thirds (213) of the outstanding capital stock entitled to vote and represented in the meeting is required.

(c.) Method of Counting Votes. Counting of votes will be done by the Corporate Secretary or his authorized representative(s), with the assistance of the representatives of the stock transfer agent of the Corporation. All votes attaching to the shares of stock, owned by stockholders whose proxies were received by the Corporation will be cast in accordance with the instructions given or authority granted under the proxies where such shares have voting rights.

SIGNATURE PAGE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this report is true, complete, and correct. This report is signed in the City of Makati on 1 9th day of April 201 1.

CROWN EQUITIES, INC. /' +R B. SERRANO Corporate Secretary

e CROWN EQUITIES - I N C O R P O R A T E D

STATEMENT OF MANAGEMENT'S RESPONSIBILITY FOR FINANCIAL STATEMENTS

The management of Crown Equities, Inc. (The "Corporation") is responsible for all information and representations contained in the financial statements as of and for the years ended December 31, 2010 and 2009. The financial statements have been prepixed in conformity with Philippine Financial Reporting Standards and reflect amounts that are based on the best estimates and informed judgment of management with an appropriate consideration to materiality.

In this regard, management maintains a system of accounting and reporting which provides for the necessary internal controls to ensure that transactions are properly authorized and recorded, assets are safeguarded against mauthorized use or disposition and liabilities are recognized. The management likewise discloses to the Corporation's audit committee and to its external auditor: (i) all significant deficiencies in the design or operation of internal controls that could adversely affect its ability to record, process, and report financial data; (ii) material weaknesses in the internal controls; and (iii) any fraud that involves management or other employees who exercise significant roles in internal controls.

The Board of Directors reviews the financial statements before such statements are approved and submitted to the stockholders of the Company.

KPMG Manabat Sanagustin & Co., the independent auditors and appointed by the stockholders, has examined the financial statements of the company in accordance with Philippine Standards on Auditing and has expressed its opinion on the fairness of presentation upon completion of such examination, in its report to stockholders.

1

President i 1

Subscribed and sworn to before me this V 2011 affiant exhibiting to me their Tax Identification Number, as follows:

DOC. NO. 42 PageNo. fl BookNo. Series o f : 2011

NAMES TIN George L. Go 100-929-738 Romuald U. Dy Tang 11 5-321-304 Antonio B. Alvarez 107-049-888

Appointment No. 5 ('2011.2012) Notary Public for Pasig City .

Until December31, 2012 Attorneys Roll No. 57936

Suite 2401 The Orient Square, F. Ortigas Jr. Road, Ortigas Center Pasig City

PTR NO. 6616180;01.04.11; Pasig City IBP NO. 843182; 01.04.11; RSM

CROWN CENTER 158 JUPITER COR N . GARCIA STS., BEL-AIR MAKATI CITY 1209 TEL. NOS.: (632) 899-0081/899-0455 FAX (632) 556-2402

Manabat &nagudn & Co., CPAY Telephone t63 (2) 895 7000 The KPMG Center. 9/F Fax +63!2) 084 1985 6787 Ayala Avenue Internet w.kprng.com.ph Makati City 1226, Metro Manila, Philippines E-Mail manila@kpmg.com.ph

Brsnches. Subic Cebu Bacolod . Iloilo PRC-BOA Registration No. 0003 SEC Accreditation No. 0004.FR-2 BSP Accredited

REPORT OF JNDEPENDENT AUDITORS

The Board of Directors and Stockholders Crown Equities, Inc.

Float, &own Center 158 Jupiter comer N. Garcia Streets, Makati City

We have audited in accordance with Philippine Standards on Auditing, the conso~dated fiancial statements of Crown EQuities, Inc. and Subsidiaries ("Group") included in this Fom 17-A and have issued our report thereon dated March 29,201 1. Our audit was made for the purpose of forming an opinion on the basic consolidated financial statements taken as a whole. The schedules listed in the Index to Financial Statements and Supplementary Schedules are the responsibility of the Group's management, These schedules are presented for purposes of complying with the Securities Regulation Code 68 and are not part of the basic consolidated financial statements. These schedules have been subjected to the auditing procedm applied in the audit of the basic consolidated financial statements and, in our opinion, fairly state in all material respects the financial statements data required to be set forth therein in relation to the basic consolidated fmancial statements taken as a whole.

MANABAT SANAGUSTIN & CO., CPAs

J O ~ ~ L I N A Partner CPA License No. 092632 SEC Accreditation No. 1 101-A Tax Identification No.109-916- 107 BIR Accreditation No. 08-001987-23-201 1 Issued February 4,201 1; Valid until February 3,2014

PTR No. 2639624MB Issued January 3,20 11 at Makati City

March 29,201 1 Makati City; Metro Manila

Manabat Sanagustin & Co.. CPAs, a Philippine partnership and8 member flrm of \he KPMG mtwnrk nf inr(ananrlmt rnarnhm l i m e sHlli.tarl with KPMC Intnrnat;nnsl Pm-reti,r.

CROWN EQUITIES, MC. AND SUBSIDIARIES

CONSOLlDATED FINANCIAL STATEMENTS December 3 1,201 0 and 2009

(With Comparative Figures for 2008)

Mnnnbnt Snnngustln 81 Co., CPAa Telephone +63 (21 885 7000 The KPMG Center. 9/F Fax +63 I21 894 1985 6787 Ayela Avenue Internet www.kpmg.mm.ph Maketi City 1226, Metro Manila, Philippines E-Mall manile@kpmg.com.ph

Branches Subic . Cebu 0 Bacolod . lbilo PRC-BOA Registration No. 0003 SEC Accreditation No. OW4-FR-2 BSP Accredited

REPORT OF INDEPENDENT AUDITORS

The Board of Directors and Stockholders Crown Equities, Inc. 4" Floor, Crown Center 158 Jupiter corner N. Garcia Streets, Makati City

We have audited the accompanying consolidated financial statements of Crown Equities, Inc. and Subsidiaries, which c,omprise the consolidated statements of financial position as at December 3 1,2010 and 2009, and the consolidated statements of comprehensive income, consolidated statements of changes in equity and consolidated statements of cash flows for the years then ended, and notes, comprising a summary of significant accounting policies and other explanatory information.

Management 's. Responsibility for the Consolidated Financial Statements

Management is. responsible for the preparation and fair presentation of these consolidated financial statements in accordance with Philippine Financial Repofling Standards, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

Auditors ' Responsibility

Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with Philippine Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the consolidated financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fiaud or error. In making those risk assessments, the auditors consider internal control relevant to the entity's preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness ofthe entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used"and the reasonableness of accounting estimates made by management, as well as evaluatipg the overall presentation of the consolidated financial statements.

w e believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Mlabal Samqurlin & Co.. CPAa a Phlllppina parmmnhb and s member 4lrm d th. KPMQ mtwurk 01 induoandem marrbr i l ~ m aHlllmad vllh WMO lnrsrnmlanal

Opinion

In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of Crown Equities, Inc. and Subsidiaries as at December 3 1,201 0 and 2009, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with Philippine Financial Reporting Standards.

Other Matter

The consolidated fmancial statements of Crown Equities, Inc. and Subsidiaries as at and for the year ended December 3 1,2008, were audited by another auditor whose report thereon dated March 3 1,2009, expressed an unqualified opinion on those statements.

MANABAT SANAGUSTIN & CO., CPAs

JOHN MOLiNA . Partner CPA Licena No. 092632 SEC Accreditation No. 1 101 -A Tax Identifieation No,I 099 1 6- 107 BIR Accreditation No. 08-001987-23-201 1 Issued February 4,201 1; Valid until February 3,2014 PTR No. 2639624 Issued Januarqi3,2011 at Makati City

March 29,201 1 Makati City, Metro Manila

CROWN EQUITIES, INC, AND SUBSIDI CONSOLIDATED STATEMENTS OF FINANCI

2009 (As Restated -

Note 2010 Note 32)

ASSETS

Current Assets Cash and cash equivalents 4, 5, 7 P135,023,838 P76,148,102 Installment contracts receivable 4, 5, 10 22,564,430 20,282,678 Receivables and advances - net 4, 5, 11 78,800,827 68,525,262 Inventories ' 12 248,018,697 3 16,853,261 Financial assets at fair value through

profit or loss 4, 5, 8 17,184,880 14,750,636 Available-forsale financial asset 4, 5, 9 44,845,562 Other current assets 17 55,439,287 48,950,283

Total Curhnt Assets 601,877,521 5453 10,222 --

Noncurrent Assets ~nstallment contracts receivable 4, 5, 10 75,431,965 investment properties - net I6 624,022,813 Investments in and advances to associates - net 6, 13 234,438,556 Property and equipment - net 6, I5 307,534,024 Goodwill 13 , 21,740,604 Other noncurrent assets 17 32,793,766

Total Noncurrent Assets 1,295,961,728

P1,897,839,249

LIABJJLITIES AND EQUITY

Current Liabilities Accounts payable and other current liabilities 4, 5, 18 P134,359,622 P99,125,03 1 Due to a related party 4, 5, 27 54,964,650 72,153,570 Income tax payable 5,770,413 3,809,167 Subscription payable 19 42,158,700 42,15 8,700

Total Current Liabilities 237,253385 2 1 7,246,468

Noncurrent Liability Retirement benefits obligation 30 5,714,932 3,941,003

Total Liabilities 242,968317 221,187,471

Equity 20 Attributable to equity holders of the parent company 1,508,811,487 1,498,659,245 Non-controlling interests 146,059445 143,833,667

Total Equity 1,654,870,932 1,642,492,912

P1,897,839,249 P1,863,680,383

. .

See Notes to the Carvolld~~ted F/ncmclal Statements.

CROWN EQUITIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31,2010 AND 2009 (With Comparative Figures for 2008)

2009 (As Restated -

Note 2010 Note 32) 2008

REVENUES Real estate sales 21 P149,358,245 P54,943,931 ' P78,860,497 Rendering of services 6c 56,222,689 42,890,570 Rent 29 7,147,469 1,133,661 - Interest on installment contracts

receivable l0,28 7,901,330 6,489,154 2,391,526 Sale of goods 6c 948,482 1,008,143

221,578,215 106,465,459 8 1,252,023

OPERATING EXPENSES 22 (195,305,088) (1 05,643,875) (81,867,432)

SHARE IN NET LOSS OF ASSOCIATES 13 (3,524,83 1) (5,833,770)

OTHER INCOME - Net 25 2,634,984 10,816,291 2 1,942,706 (192,670,104) (98,352,415) (65.758,496)

INCOME BEF'ORE INCOME TAX 26 28,908,111 8,113,044 15,493,527

INCOME TAX EXPENSE 26 16,530,091 5,657,018 5,859,566 NET INCOME / TOTAL

COMPREHENSIVE INCOME P12378,020 P2,456,026 P9,633,961

Attributable to: Equit). holders of the parent

company P10,152,242 P891,654 P4,988,979 Non-controlling interests . 2,225,778 1,564,372 4,644,982

BASIC/DfLUTED EARNINGS PER SHARE ATTRfBIPTABLE TO EQUITY HOLDERS OF THE PARENT COMF'ANY 31 P0.00075 P0.00007 P0.00037

See Notes to Be Consolidated Flnnnclol Statements.

Menebet Sanegualn & Co., CPAs Telephone +63 (2) 885 7000 The KPMG Center. 9/F Fax +63 12) 894 1986 6787 Ayele Avenue Internet www.kpmg.com.ph Meketi City 1226, Me60 Manlla, Philippines €-Mail menilaOkprng.com.ph

Branches. Subic . Cebu Bacolod . lloilo PRC-BOA Reglstretion No. 0003 SEC Accreditation No. GUOQFR2 BSP Accredited

REPORT OF INDEPENDENT AUDITORS TO ACCOMPANY FINANCIAL STATEMENTS FOR FILING WITH THE

SECURITIES AND EXCHANGE COMMISSION

The Board of Directors and Stockholders Crown Equities, Inc. 4' Floor, Crown Center 158 Jupiter comer N. Garcia Streets, Makati City

We have audited the accompanying financial statements of Crown Equities, Inc. and Subsidiaries as of and for the year ended December 31,2010, on which we have rendered our report dated March 29,201 1.

In compliance with SRC Rule 68, we are stating that the said Company has 536 stockholders owning 100 or more shares each.

MANABAT SANAGUSTIN & CO., CPAs

JOHN MOLmA P m e r .. .

CPA License'No. 092632 SEC Accre.&*n No; 1.1.0 1 -A Tax IdentifiEition No,.l.O~16-107 BIR ~cckditation Nor.'a8-001987-23-20 1 1 Issued February 4,201 1; Valid until February 3,2014

PTR NO; 2639624 . Issued January 3,201 1 at Makati City

March 29,20 1 1 Makati City, Metro Manila

Monobet Sonqudn & Co, CPAI, s Philippins pormsnnii and o mambsr flrm bc ma KPMG n s m L a1 indsF4nCJOnt msmbe~ flms ellihalad *rim WMO lnmrnotimol

CROWN EQUITIES, TNC. AND SUBSIDIARIES CONSOLIDATED STATEMF;NTS OF CHANGES IN EOUITY

FOR THE YEARS ENDED DECEMBER 31,2uio AND-2009 (With Comparative Figures for 2008)

Equity Attributable to Equity Holders of the Parent Company Additional Non-controlling

Note Capital Stock Paid-in Capital Retained Earnings Total Intcres*, Total Equity

As of January 1.2010 P1,330,146,816 P118.570.274 P49942.155 P1,498$59,245 P143,833,667 P1,642,492,912 Total comprehensive income for the year

As of January 1,2009 P1,330,146,816 PI 18,570,274 P49,050,Hll P1,497,767,591 PI 42,269,295 P 1,640,036,886 Total comprehensive inwme for the year

Net income for the year 891,654 891,654 1,561,372 2,456,026

As of December 31,2009 (As Restated-Note 32) 20 P1,330,146,816 Pl18$70,274 P49,942,155 P1,498,659,245 P143,833,667 P1,652,492.912 - -- As of January 1, 2008 P1,330,146,816 PI 18,570,274 P44.061,522 P1,492,778.612 P136,806,226 PI ,629,584,838 Total comprehensive inwme for the year

Net income for the year - 4,988,979 4,988.979 4,644,982 9,633,961 Transactions with owners. directlv recorded ~ o ~ o n t r o l l i n ~ interest of acqui&d subsidiary

during the year (4,181,913) (4,181,913) Non-controlling intaest's additional capital stock 5,000,000 5,000,000

818,087 818.087

As of December 3 1,2008 20 P1,330,146,816 PI 18,570,274 P49.050,501 PI ,497.767.59 1 P142,269,295 P1.640,036,886 - - See Notes ta the Co~oIidofedFi~ioISfa tem~tr .

C R O W EQUITIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS O F CASH FLOWS

F O R T H E YEARS ENDED DECEMBER 31,2010 AND 2009 (With Comparative Figures for 2008)

Years Ended December 31

Note 2010 2009 2008

CASH FLOWS FROM OPERATING ACTIVITIES

Income before income tax P28,908,111 P8,113,044 PI 5,493,527 Adjustments for:

Depreciation and amortization 15 11,666,960 5,517,160 2,44 1,923 Impairment losses on

receivables and advances 22 9,372,755 1,072,489 Impairment losses on installment . contracts receivable 22 4,734,342 hpairment losses on available-

for-sale financial asset . 2,708,350 Retirement expense 24,30 2,197,485 992,743 276,093 Loss on diiposal of investment 25 2,123,542 Unrealized foreign exchange

loss (gain) 25 168,537 107,211 (719,211) Impairment losses on advances

to an associate 13 11 5,70 1 6,282,869 Interest income 25, 28 (1 1,267,094) (1 1,173,627) (13,53 1,983) Unrealized (gain) loss in the

change in value of financial assets at FVPL 25 (2,224,872) (5,468,385) 8,450,967

Gain on sale of property and equipment 25 (1,000) (214,286)

Equity in net loss of an associate 13 - 3,524,83 1 5,833,770 Reversal oi'allowance for decline

in value of investment property 25 - (7,270,500) Operating income before working

capital changes 48,502,817 2,685,466 17,043,169 Decrease (increase) in:

Installment contracts receivable (27,896,600) (8,762,400) (1 8,148,755) Receivables and advances (5,376,652) (30,437,917) (6,656,106)

. Inventories 68,834,564 29,983,047 35,909,210 Other current assets (8,864,127) 3,006,690 (4,690,623)

Increase (dewease) in accounts payable and other current liabilities 35,234,591 (8,629,320) 45,3 14,817

Cash generabed from (absorbed by) operations 110,434,593 (12,154,434) 68,771,712

Interest received - net of tax 9,451,733 1 1,173,627 1333 1,983 Benefits paid 30 (423,556) Cash paid for income taxes , (7,109,820) (4,468,812) (2,2 14,937) Net cash h m (used in) operating

activities 1 12,352,950 (5,449,619) 80,088,758

Fonvcvd

Years Ended December 3 1

Note 2010 2009 2008

CASH FLOWS FROM INVJESTING ACTIVlTIES

Additions to: Property and equipment 15 (P21,029,841) (P99,070,300) (P59,174,273) Investment property 16 (15,533,601) (1 0,136,148) (67,846,564)

Decrease (increase) in: Financial assets at fair value

through profit or loss 8 (209,372) (6,040,538) (5,444,658) Advances to associates 13 203,038 3,399,075 (55,500) Other noncurrent assets 17 449,019 (I 0,227,653) (7,638,668)

Proceeds f h m sale of property and equipment 1,000

Net cash used in investing activities (36,119,757) (122,075,564) (1 40,159,663)

CASH FLOWS PROM F'JNANC'ING ACTMTIES

Decrease in due to a related party 27 (17,188$20) (7,668,040) (1 1,000,000) Proceeds from issuance of capital

stock to minority interest - 5,000,000 Net cash used in financing activities (17,188,920) (7,668,040) (6,000,000) -

EFFECT OF FOREIGN CURRENCY EXCHANGE RATE CRANGES ON CASH AND CASH EQUIVALENTS (168,537) (107,211) 719,211

NET INCREASE @ECREASE) IN CASH AND CASH EQUIVALENTS 58,875,736 (1 35,300,434) (65,35 1,694)

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 76,148,102 21 1,448,536 276,800,230

CASHANDCASH EQUIVALENTS AT END OF YEAR 7 P135,023,838 P76,148,102 P211,448,536

See Notes to Rc Codida ted FinanctaI Sta~emenb.

CROWN EQUITIES, INC. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

- - -

1. Reporting Entity

Crown Equities, hc. ("CEI" or the "Parent Company") was incorporated and registered with the Philippine Securities and Exchange Commission (SEC) on October 24, 1969 primarily to engage in, among others, the exploration, development and mining of mineral claims,'under the original name of Leyte Base Metal Company, Inc. On May 22, 1995, the stockholders and the Board and Directors (BOD) approved the strategic shift in

. the Parent Company's primary business activity from oil exploration to investment holding. In 1996, the corporate name was changed to Crown Equities, Inc. The Parent Company's registered office address is located at the 4th Floor, Crown Center, 158 Jupiter comer N. Garcia Streets, Makati City.

The consolidated financial statements as at and for the year ended December 31,2010 comprise the financial statements of the Parent Company and its Subsidiaries (collectively referred to as the "Group"). The Parent Company's shares of stock are listed and traded at the Philippine Stock Exchange.

The Group operates within the Philippines and is mainly involved in real estate business, healthcare services and investment holding. As of December 31, 2010, the Parent Company holds interests in the following subsidiaries and associates, all incorporated in the Philippines:

Percentage of Ownership

Subsldiarles: Real Estate

Ceres Property Venture, Inc. (CPVI)@ 100% 100% Crown Central Properties, Corp. CCPC) " ') 48% 48%

CBI Development Cop. (CEIDC)I~ 100% 100% CEI Properties, Inc. (CEIPI) 100% 100% Parkfield Land Holdings, Inc. (PLHI) 75% 75%

Healthcare Fort Bonifacio Medical Center, Inc. (FBMCI)" 100% 100% Healthcare Systems of Asia Phils., Inc. (HSAPI) 74% 74%

F o 9 e d Medical Clinics Makati, Inc. (FMCMI) @) 74 % 74% Fortmcd Medical Clinics Sta. Rosa, Inc. (FMCSRI) @,n 74% HCS Medical Care Center Cavite, lnc. (HMCCCI)~ - ' 74%

Investment Holding Ccres Holdings, Inc. (CHI) 100% 100%

Associates: Sky Leisure Properties, lnc. (SLP~) fd 50% 50% e*Hermes, Inc. (e*~arnes)~') 40% 40% Asian Alliance Holding and Development Corporation (AAHDC)~~. " 23%

(a) Shored ownershlp by CEI, FBMCI, CCWPl and CHI of 60.83%, 29. IS%, 10% and 0.02?4 respectfvely (Note 19).

(b) Represents indlrect ownershlp. (c) Ma~gement has determlned that the Parent Company hat control owr thefinanclal and operdlng

policles ofCCPC through representatfon on the Board ofDirectors mote 2). (d) Incorporated on July 10, 1996 and started commercial operationr in October2010. (e) Has not yet stwed commercial operations. fl Merged to FMCMl eflective September 24,2010. (@ Thefinanclal statemen& ojthese ossoclates w e audited by other auditors. fi) Parent Company sold Its 10% holdlngs in AAHDC on December 17.2010; accordingly. redassfled

the remalnlng ownershfp lnteresi to availablefor-solefinancf~l asset.

CEIDC, PLHI and SLPI hold substantial investment properties and have incurred substantial amount of pre-operating expenses which resulted in significant deficit. The recoverability of these investment properties is dependent upon the ability of the respective entities to successfully execute and implement their projects and, ultimately, to attain profitable operations. The consolidated financial statements do not include any adjustments to reflect the possible hture effects on the recoverability and classification of the assets or the amounts and classification of the liabilities that may result from the outcome of this uncertainty.

The accompanying consolidated financial statements were authorized for issue by the Parent Company's Board of Directors (BOD) on March 29,201 1.

2. Basis of Preparation

Statement of Com~liance The consolidated financial statements have been prepared in compliance with Philippine Financial Reporting Standards (PFRSs). PFRSs include statements named PFRS and Philippine Accounting Standards (PASS) and Philippine Interpretations from International Financial Reporting Interpretations Committee (IFRIC), issued by the Financial Reporting Standards Council (FRSC).

Basis of Measurement The consolidated financial statements of the Group have been prepared on the historical cost basis except for financial assets at fair value through profit or loss (FVPL).

Functional and Presentation Currency The consolidated financial statements are presented in Philippine peso, which is also the Parent Company's functional currency. All financial information presented in Philippine

.Peso has been rounded to the nearest peso, except when otherwise stated.

Basis of Consolidation The Group obtains and exercises control through voting rights. The Group's consolidated financial statements comprise the accounts of the Parent Company, and its subsidiaries as enumerated in Note 1, after the elimination of intercompany balances and transactions with subsidiaries, including income, expenses and dividends. Unrealized profits and losses from intercompany transactions are also eliminated in full.

The consolidated financial statements are prepared for the same reporting period as the Parent Company, using uniform accounting policies for like transactions and other events in similar circumstanrns.

Non-controlling interests represent the portion of profit or loss and net assets not held by the Group and are presented in the consolidated statements of financial position, separately from equity attributable to equity holders of the Parent Company.

Non-controlling interests consist of the interests not held by the Group in PLHI, HSAPI and CCPC in 2010 and 2009.

Use of Fhtimates and Judemeu The Group's consolidated financial statements prepared in accordance with PFRSs requires management to make judgments, estimates and assumptions that affect amounts reported in the consolidated financial statements and related notes, at the reporting date. However, uncertainty about these-estimates and assumptions could result in outcome that could require a material adjustment to the carrying amount of the affected asset or liability in the future.

Judments In the process of applying the Group's accounting policies, management has made the following judgments, apart from those involving estimations, which have the most significant effect on the amounts recognized in the consolidated financial statements:

Dirtinction between Investment Properties and Owner-occupied Properties. The Group determines whether a property qualifies as investment properfy. In making its judgment, the Group considers whether the property generates cash flows largely independent from the other assets held by an entity. Owner-occupied properties generate cash flows that are attributable not only to property but also to other assets used in the production or supply process.

Some comprise a portion that is held to earn rental or for capital appreciation and another portion that is held for use in the supply of services or for administrative purposes. If these portions can be sold separately (or lease out separately under finance lease), the Group accounts for the portions separately. If the portion cannot be sold separately, the property is accounted for as investment properly only if an insignificant portion is held for use in the production or supply of goods or service for administrative purposes. Judgment is applied in determining whether ancillary services are so significant that a property does not qualify as investment property. The Group considers each property separately jn making its judgment.

Operating Lease Commitments - Group as Lessor/Lessee. The Group has entered into various lease agreements either as a lessor or a lessee. The Group had determined that it retains all the significant risks and rewards of ownership of the properties leased out on operating leases while the significant risks and rewards .for properties leased from third parties are retained by the lessors.

Rent expense included as part of cost of services amounted to P146,321, P6,083,523 and .. nil in 2010,2009 and 2008, respectively (Note 23) while charged to operations amounted

to P63,947, P4,338,965 and P1,648,599 in 2010,2009 and 2008, respectively (Note 22).

Rent income recognized in 2010, 2009 and 2008 amounted to P7,147,469, P1,133,66 1 and nil, respectively (Note 29).

Functional Currency. Based on the economic substance of the underlying circumstances relevant to the Group, the functional currency of the Group has been determined to be the Philippine peso. It is the currency of the primary economic environment in which the Group operates and the currency that mainly influences its revenue and expenses.

Evaluation of C0nh0l over CCPC. The Group has 48% equity interest in CCPC. Management has determined that the Group has control over the financial and operating policies of CCPC through representation on the BOD.

Estimates The key estimates and assumptions used in the consolidated financial statements are based on management's evaluation of relevant facts and circumstances as of the date of the Group's consolidated financial statements. Actual results could differ from such estimates.

Estimating Net Realizable Value ofInventories. The Group provides allowance to reduce inventories to net realizable value whenever net realizable value becomes lower than cost due to changes in price levels or other causes.

Estimates of net realizable value are based on the most reliable evidence available at the time the estimates are made of the amount the inventories are expected to be realized. These estimates take into consideration fluctuations of price or cost directly relating to events occurring after reporting date to the extent that such events confinn conditions existing at the end of reporting date. The allowance account is reviewed periodically to reflect the accurate valuation in the financial records.

Management believes that there are no indications that the net realizable value of inventories is lower than its cost. The cost of inventories amounted to P248,O 18,697 and P3 16,853,261, respectively (Note 12).

Estimating Allowance for Impairment Losses on Receivables. Allowance is made for specific and groups of accounts, where objective evidence of impairment exists. The Group evaluates these accounts based on available facts and circumstances, including, but not limited to, the length of the Group's relationship with the debtors, the current credit status based on third party credit reports, if any, and known market forces, average age of accounts, collection experience and historical loss experience.

Total impairment losses on installment contracts receivables, receivables and advances, advances to associates and available-for-sale financial asset amounted to P16,931,148, P1,072,489 'and P6,282,869 in 2010,2009 and 2008, respectively (Note 22). Receivables written off amounted to P7,429,374 and nil in 2010 and 2009, respectively.

As of December 31, 2010 and 2009, the carrying value of installment contract receivables amounted to P97,996,395 and P74,834,137, respectively (Note 10); carrying value of receivables and advances amounted to P78,800,827 and P68,525,262, respectively (Note 1 I ) while the carrying value of advances to associates amounted to P1,436,026 and P1,754,765, respectively (Note 13).

Estimating Usefil Lives of Property and Equipment. The Group estimates the useful lives.of property and equipment based on the period over which the assets are expected to be available for use. The estimated useful lives of property and equipment are reviewed periodically and are updated if expectations differ from previous estimates due to physical wear and tear, technical or commercial obsolescence and legal or other limits on the use of the assets.

In addition, estimation of the useful lives of property and equipment is based on collective assessment of industry prdctice, internal technical evaluation and experience with similar assets. It is possible, however, that future results of operations could be materially affected by changes in estimates brought about by changes in factors mentioned above. The amounts and timing of recorded expenses for any period would be affected by changes in these factors and circumstances. A reduction in the estimated useful lives of property and equipment would increase recorded cost of services and operating expenses and decrease noncurrent assets.

~ccumulated depreciation of property and equipment amounted to PI 51,533,330 and P142,954,230 as of December 31,2010 and 2009, respectively. Property and equipment, net of accumulated depreciation, amounted to P307,534,024 and P298,171,143 as of December 31,2010 and 2009, respectively (Note 15).

Fair Value of Investment Properties. The fair value of investment property presented for disclosure purposes is based on market values, being the estimated amount for which the property can be exchanged bemeen a willing buyer and seller in an arm's length transaction, or based on a most recent sale transaction of a similar property within the same vicinity where the investment'property is located.

In the absence of current prices in an active market, the valuations are prepared by considering the aggregate .estimated future cash flows expected to be received from leasing out the property. A yield that reflects the specific risks inherent in the net cash flows is then applied to the net annual cash flows to arrive at the property valuation.

Estimated fair values of investment properties amounted to P826,657,016 and P690,763,112 as of December 3 I , 2010 and 2009, respectively (Note 16).

Realizability of Deferred Tax Assets. The Group reviews its deferred tax assets at each reporting date and reduces the carrying amount to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized. The Group's assessment on the recognition of deferred tax assets on deductible temporary difference and carryforward benefits of MCIT and NOLCO is based on the projected taxable income within the prescription period.

The Group did not recognize the deferred tax assets as of December 3 1,2010 and 2009 since management did not expect that the deferred tax assets can be utilized in the foreseeable future.

Impairment of Non-financiul Assets. PFRS require that an impairment review be performed on propee and equipment when events or changes in circumstances indicate that the carrying amount may not be recoverable. Determining the net recoverable value of assets requires the estimation of cash flows expected to be generated from the continued use and ultimate disposition of such assets. While it is believed that the assumptions used in the estimation of fair values reflected in the consolidated financial statements are appropriate and reasonable, significant changes in these assumptions may materially affect the assessment of recoverable values and any resulting impairment loss could have a material adverse impact on the results of operations and cash flows.

There were no impairment loss recognized in 2010,2009 and 2008, respectively.

The aggregate carrying amount of property and equipment and investment properties amounted to P931,556,837 and P906,660,355 as of December 31, 2010 and 2009, respectively (Notes 1 5 and 16).

Present Value of Defned Benefit Obligation. The present value of the retirement obligation depends on a number of factors that are determined on an actuarial basis using a number of assumptions. These assumptions are described in Note 30 to the consolidated financial statements and include discount rate, expected return on plan assets and salary increase rate. Actual results that differ from the assumptions are accumulated and amortized over fbture periods and therefore, generally affect the recognized expense and recorded obligation in such future periods.

The Group determines the appropriate discount rate at the end of each year. It is the interest rate that should be used to determine the present value of estimated hture cash outflows expected to be required to settle the retirement obligations. In determining the appropriate discount rate, the Group considers the interest rates on government bonds that are denominated in the currency in which the benefits will be paid. The terns to maturity of these bonds should approximate the terms of the related retirement liability.

Other key assumptions for retirement obligations are based in paft on current market conditions.

While it is believed that the Group's assumptions are reasonable and appropriate, significant differences in actual experience or significant changes in assumptions may materially affect the Group's retirement and other retirement obligations.

The Group has retirement benefits obligation of P5,714,932 and P3,941,003 as of December 3 1,2010 and 2009, respectively mote 30).

3. Summary of Significant Accounting Policies

The accounting policies set out below have been applied consistently by the Group to all periods presented in the consolidated financial statements, except for the changes as explained below.

Ado~tion of New or Revised Standards. Amendments to Standards and Intemretations The FRSC approved the adoption of new or revised standards, amendments to standards, and interpretations as part of PFRSs. Accordingly, the Group changed its accounting policies in the following areas:

Adopted Effective Januaty 1.2010

Revised PAS 27, Consolidated and Separate Financial Statements (2008), effective for annual periods beginning on or after July 1, 2009, requires accounting.for changes in ownership interests by the company in a subsidiary, while maintaining control, to be recognized as an equity transaction. When the Company loses control of a subsidiary, any interest retained in the former subsidiary will be measured at fair value with the gain or loss recognized in profit or loss.

Philippine Interpretation IFRIC - 17, Distributions of Non-cash Assets to Owners, provides guidance on the accounting for non-reciprocal distributions of non-cash assets to owners acting in their capacity as owners. It also applies to distributions in which the owners may elect to receive either the non-cash asset or a cash alternative. The liability for the dividend payable is measured at fair value of the assets to be distributed. The interpretation is effective for annual periods beginning on or after July 1,2009. .

Improvements to PFRSs 2009, include 15 amendments to 12 standards. Some of the these amendments may have significant implications for current practice, in particular the amendments to PAS 17, Leases, may affect the classification of leases of land and buildings, particularly in jurisdictions in which such leases often are for a long period of time. The 'improvements are generally effective for annual periods beginning on or after January 1,201 0.

The adoption of these foregoing revised standards and amendments to standards did not have a material effect on the Group's consolidated financial statements.

New or Revised Standardr, Amendments to Standards and Interpretations Not Yet Adopted

The Group will adopt the following new or revised standards, amendments to standards and interpretations in the respective effective dates:

To be Adopted on J a n u a ~ 1,201 1

Philippine interpretation IFRIC - 19 Extinguishing Financial Liabilities with Equity Instruments, addresses issues in respect of the accounting by th'e debtor in a debt for equity swap transaction. It clarifies that equity instruments issued to a creditor to extinghish all or part of a tinancial liability in a debt for equity swap are consideration paid in accordance with PAS 39 paragraph 41. The interpretation is effective for annual periods beginning on or after July 1,2010.

Revised PAS 24, Related Parry Discloswes (2009), amends the definition of a related party and modifies certain related party disclosure requirements for government-related entities. The revised standard is effective for annual periods beginning on or after January I, 20 1 1.

Improvements to PFRSs 2010 contain 11 amendments to 6 standards and I interpretation. The amendments are generally effective for annual periods beginning on or after January 1, 201 1. The following rue the said improvements or amendments to PFRSs which the Group did not early adopt. None of these is expected to have a significant effect on the consolidated financial statements of the Group.

To be Adopted on January 1,2012

Disclosures - Transfirs of Financial Assets (Amendments to PFRS 7), require additional disclosures about transfers of financial assets. The amendments require disclosure of information that enables users of financial statements to understand the relationship between transferred financial assets that are not derecognized in their entirety and the associated liabilities; and to evaluate the nature of, and risks associated with, the entity's continuing involvement in derecognized financial assets. Entities are required to apply the amendments for annual periods beginning on or after July 1, 201 1. Earlier application is permitted. Entities are not required to provide the discIosures for any period that begins prior to July 1,201 1.

Philippine Interpretation IFRIC 15, Agreements for the Construction of Real Estate, applies to the accounting for revenue and associated expenses by entities that undertake the construction of real estate directly or through subcontractors. It provides guidance on the recognition of revenue among real estate developers for sales of units, such as apartments or houses, 'off plan'; i.e., before construction is completed. It also provides guidance on how to determine whether an agreement for the construction of real estate is within the scope of PAS 1 I , Constnrction Contracts,

. or PAS 18, Revenue, and the timing of revenue recognition. The interpretation is effective for annual periods beginning on or after January 1,201 2.

To be Adopted on January 1, 2013

PFRS 9, Financial Instruments(2009) was issued as the first phase of the PAS 39 replacement project. The chapters of the standard released in 2009 only related to the classification and measurement of financial assets. PFRS 9 (2009) retains but simplifies the mixed measurement model and establishes two primary measurement categories for financial assets: amortized cost and fair value. The basis of classification depends on the .entity's business model and contractual cash flow characteristics of the financial asset. In October 2010, a new version of PFRS 9 Financial Instruments (2010) was issued which now includes all the requirements of PFRS 9 (2009) without amendment. The new veaion of PFRS 9 also incorporates requirements with respect to the classification and measurement of financial liabilities and the derecognition of financial assets and financial liabilities. The guidance in PAS 39 on impairment of financial assets and hedge accounting continues to apply. The new standard is effective for annual periods beginning on or after January 1, 201 3. Earlier application is permitted. PFRS 9 (201 0) supersedes PFRS (2009). However, for annual periods beginning before January 1, 2013, any entity may elect to apply PFRS 9 (2009) rather than PFRS (2010).

The Group will assess the impact of the new or revised standards, amendments to standards and interpretations on the consolidated financial statements upon adoption.

Investments in Gssociat~ The Parent Company's investments in associates are accounted for under the equity method of accounting. An associate is an entity in which the Group has significant influence and which is neither a subsidiary nor a joint venture.

Under the equity method, the investment in an associate is carried in the consolidated statements of financial position at cost plus post-acquisition changes in the Group's share in net assets of the associate. Goodwill relating to an associate is included in the canying amount of the investment and is not amortized. After application of the equity method, the Group determines whether it is necessary to recognize any additional impairment loss with respect to the Group's net investment in the associate. The consolidated statements of comprehensive income reflect the share in profit or loss of the associate. Where there has been a change which was recognized directly in the equity of the associate, the Group recognizes its share in any changes and discloses this, when applicable, in the consolidated statements of changes in equity. Profits and losses resulting from transactions bewen the Group and the associate are eliminated to the extent of the interest in the associate. .

Financial Assets and Liabiliti~ The Group's financial assets and liabilities consist of cash and cash equivalents, installment contracts receivable, receivable and advances, advances to associates, refundable deposits, financial assets at FVPL, AFS financial assets, accounts payable and other cum'nt liabilities and due to a related party.

Date ofRecognition. The Group recognizes a financial asset or a financial liability in the consolidated statements of financial position when it becomes a party to the contractual provisions of the instrument. In the case of a regular way purchase or sale of financial assets, recognition is done using settlement date accounting.

Initial Recogn$ion of Financial Instruments. Financial instruments are recognized initially at fair value of the consideration given (in case of an asset) or received (in case of a liability). The initial measurement of financial instruments, except for those designated at EVPL, includes transaction costs.

The Group classifies its financial assets in the following categories: held-to-maturity (HTM) investments, AFS financial assets, FVPL financial assets and loans and receivables. The Group classifies its financial liabilities as either FVPL financial liabilities or other financial liabilities. The classification depends on the purpose for which the investments are acquired and whether they are quoted in an active market. Management determines the classification of its financial assets and financial Liabilities at initial recognition and, where allowed and appropriate, re-evaluates such designation at every reporting date.

Determination of Fair Value. The fair value for financial instruments traded in active markets at the reporting date is based on their quoted market price or dealer price quotations (bid price for long positions and ask price for short positions), without any deduction for transaction msts:When current bid and asking prices are not available, the price of the most recent transaction provides evidence of the current fair value as long a i there has not been a significant change in economic circumstances since the time of the transaction.

For all other financial instruments not listed in an active market, the fair value is determined by using appropriate valuation techniques. Valuation techniques include the discounted cash flow method, comparison to similar instruments for which market observable prices exist, options pricing models and other relevant valuation models.

Financial Assets Financial Assets at FVPL. Financial assets at FVPL include financial assets held for trading and financial assets designated upon initial recognition at FVPL and those classified under this category through the fair value option. Derivative instrument (including embedded derivatives), except those covered by hedge accounting relationships, are classified under this category.

Financial assets are classified as held for trading if they are acquired for the purpose of selling in the near term.

Financial assets may be designated by management at initial recognition at FVPL or reclassified under this category through fair value option, when any of the following criteria is met:

= the designation eliminates or significantly reduces the inconsistent treatment that would otherwise arise from measuring the assets or recognizing gains or losses on a different basis: or

the assets and liabilities are part of a group of financial assets, financial liabilities or both which are managed and their performance are evaluated on a fair value basis, in accordance with a documented risk management or investment strategy; or

the financial instrument contains an embedded derivative, unless the embedded derivative does not significantly modify the cash flows or it is clear, with little or no analysis, that it would not be separately recognized.

The Group carries financial assets at FVPL using the fair values. Fair value changes and realized gains and losses are recognized as part of "Other income" in profit or loss. Any interest or dividend income is recognized as part of "Other income" in profit or loss when the right of payment has been established.

The Group's marketable securities are classified under this category.

The combined carrying amounts of financial assets under this category amounted to Pi7,184,880 and P14,750,636 as of December 31,2010 and 2009, respectively (Notes 4 and 8).

Loans and Receivables. Loans and receivables are non-derivative financial assets with fixed or determinable payments and maturities that are not quoted in an active market. They are not entered into with the intention of immediate or short-term resale and are not designated as AFS financial asset or financial asset at FVPL.

Subsequent to initial measurement, loans and receivables are carried at amortized cost using the effective interest rate method, less any impairment in value. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees that are integral part of the effective interest rate. Gains or losses are recognized in profit or loss when loans and receivables are derecognized or impaired, as well as through the amortization process.

The Group's cash and cash equivalents, installment contracts receivable, receivables and advances, advances to associates, receivable from Spring Action Trading Limited and refundable deposits and construction bond are included in this category.

Cash includes cash on hand and in banks which are stated at face value. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash with original maturities of three months or less and are subject to an insignificant risk of change in value.

The combined carrying amounts of financial assets under this category amounted to P343,364,439 and P225,234,780 as of December 3 1, 20 10 and 2009, respectively (Note 4).

HTM Investments. HTM investments are quoted nonderivative financial assets with fixed or determinable payments and fixed maturities for which the Group's management has the positive intention and ability to hold to maturity. Where the Group sells other than an insignificant amount of HTM investments, the entire category would be tainted and classified as AFS financial assets. AAer initial measurement, these investments are measured at arportized cost using the effective interest rate method, less impairment in value. -4ny interest earned on the HTM investments shall be recognized as part of "Other income (expenses)" in profit or loss on an accrual basis. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees that are integral part of the effective interest rate. The periodic amortization is also included as part of "Other income (expenses)" in profit or loss. Gains or losses are recognized in profit or loss when the HTM investments are derecognized or impaired, as well as through the amortization process.

The Gmup has no investments accounted for under this category as of December 31, 201 0 and 2009.

AFS Financia[ Assets, AFS financial assets are non-derivative financial assets that a= either designated in this category or not classified under any of the other financial asset categories. Subsequent to initial recognition, AFS financial assets are carried at fair value in the consolidated statement of financial position. The effective yield component of AFS debt securities is reported in profit or loss. Any interest earned on AFS debt securities shall be recognized in profit or loss on an accrual basis. Dividends earned on holding AFS equity securities are recognized as "Dividend income" when the right of collection has been established. Any unrealized gains or losses for the period arising from the fair valuation of AFS .financial assets are reported as part of other comprehensive income, while the accumulated unrealized gains or losses are reported as a separate component of the Group's equity. When individual AFS financial assets are either derecognized or impaired, the related accumulated unrealized gains or losses previously reported in equity are transferred to and recognized in profit or loss.

AFS financial assets include unquoted equity instruments with fair values which cannot be reliably determined. These instruments are carried at cost less impairment in value, if any.

The carrying amount of financial asset under this category amounted to P44,845,562 and nil as of December 3 1,201 0 and 2009, respectively (Note 9).

Financial Liabilities Financial Liabilities at FVPL. Financial liabilities at FVPL are classified under this category through the fair value option. Derivative instruments (including embedded derivatives) with negative fair values, except those covered by hedge accounting relationships, are also classified under this category.

The Group carries financial liabilities at FVPL using their fair values and recognize fair value changes in profit or loss. Fair value changes fiom derivatives accounted for as part of an effective accounting hedge are recognized in profit or loss. Any interest expense incurred shall be recognized as part of "Other income (expenses)" in profit or loss. This category includes the Group's derivative liabilities, if any.

The Group has no liability accounted for under this category as of December 31, 2010 and 2009.

Other Financial Liabilities. This category pertains to non-derivative financial liabilities that are not designated or classified as at FVPL. After initial measurement, other financial liabilities are carried at amortized cost using the effective interest 'rate method. Amortized cost is calculated by taking into account any premium or discount and any transaction costs that are considered an integral part of the effective interest rate of the liability.

The Group's accounts payable and other current liabilities, due to a related party and subscription payable are included in this category.

The combined caving amounts of financial liabilities under this *gory amounted to P198,689,344 and P192,998,788 as of December 31, 2010 and 2009, respectively (Note 4).

Jointlv Controlled Operations A jointly controlled operation is a joint venture carried on by each venturer using its own assets in pursuit of joint operations. The financial statements include the assets that the Group controls, the liabilities it incurs in the course of pursuing the joint operation and the expenses that the Group incurs and its share of the income that it earns from the joint operation.

Inventories Saleable Lots This pertains to the remaining balance of the land and improvements which CCPC, a subsidiary, contributed to a joint venture with a third party. The joint venture is engaged in developing and marketing a real estate project. Saleable lots is measured at the lower of cost and net realizable value (NRV). Cost of saleable lots includes acquisition cost of the land plus other development costs allocated using gross floor area (GFA) ratio.

Saleable Condominium Units and Parking Slots This pertains to the share in the joint venture allocated by DM Consunji, Inc, (DMCI) to the Parent Company in respect of the joint venture agreement (Note 28). The Parent Company used the cost of land contributed to the joint venture as cost of the inventory divided by the total square meters ofthe units and parking slots allocated.

Saleable House Cost of saleable house includes cost of construction and other direct costs of bringing the asset to its intended purpose.

Medical Supplies This pertains to the medical, laboratory and pharmacy supplies of FMCMI. Costs represents purchase price determined using first-in, first-out method.

Net realizable value is the'estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimated costs necessary to make the sale.

Proper& and Eaui~ment Property and equipment are stated at cost net of accumulated depreciation and any impairment losses. The cost of an asset comprises its purchase price and directly attributable costs of bringing the asset to working condition for its intended use. Expenditures for additions, major improvements and renewals are capitalized; expenditures far repairs and maintenance are charged to expense as incurred. When assets are sold, retired or otherwise disposed of, their cost and related accumulated depreciation and impairment losses are removed from the accounts and any resulting gain or loss is recognized in profit or loss.

Depreciation is computed on a straight-line basis over the estimated useful lives of the assets as follows:

Number of Years Building and improvements 5 -25 Leasehold improvements 10 Medical equipment 5 - 7 Office equipment, furniture and fixtures 3 - 5 Transportation equipment . 3 - 5

Leasehold improvements are amortized over the estimated useful lives of the improvements often years or the tenn of the lease, whichever is lower.

Construction in progress represents properties under construction and is stated at cost. This includes cost of construction and other direct costs. The account is not depreciated until such time that the assets are completed and available for use.

An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater that its estimated recoverable amount.

The residual values and estimated useful lives of property and equipment are reviewed, and adjusted if appropriate, at each reporting date.

An item of property and equipment is derecognized upon disposal or when no future economic benefits are expected to arise fiom the continued use of the asset. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the item) is included in profit or loss in the year the item is derecognized.

Investment Proverty Investment property is a property held either to earn rental or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production and supply of goods and services or for administrative purposes. Investment property is accounted for at cost, less impairment loss, if any.

When the use of a property changes such that it is reclassified as property and equipment, its carrying value at the date of reclassification become its cost for subsequent accounting.

Capital Stock Common stock are classified as equity. Incremental costs directly attributable to the issue of common stocks are recognised-as a deduction fiom equity, net of any tax effects.

Operatina Seaents The Group's operating segments are organized and managed separately according to the nature of the products and services provided, with each segment representing a strategic business unit that offers different products/services and serves different markets. Financial information on operating segments is presented in Note 6 to the .consolidated financial statements.

The measurement policies the Group uses for segment reporting under PFRS 8 are the same as those used in its consolidated financial statements. There have been no changes from prior periods in the measurement methods used to determine reported segment profit or loss.

The Group's CEO (the chief operating decision maker) reviews management reports on a regular basis.

Provisions Provisions are recognized only when the Group has: (a) a present obligation (legal or constructive) as a result of past event; (b) it is probable (i.e., more likely than not) that an outflow of resources embodying economic benefits will be required to settle the obligation; and (c) a reliable estimate can be made of the amount of the obligation. Ifthe effect of the time value of money is material, provisions are determined by discounting the expected h e cash flows at a pre-tax rate that reflects current market assessment of the time value of money and, where appropriate, the risks specific to the Iiability. Where discounting is used, the increase in the provision due to the passage of time is recognized as interest expense. Where the Group expects a provision to be reimbursed, the reimbursement is recognized as a separate asset but only when the receipt of the reimbursement is virtually certain.

Revenue and Cost Reconition Revenue is recognized to the extent that it is probable that the economic benefits will

. flow to the Group, the significant dsks and rewards of ownership of the goods have passed to the buyer and the amount of revenue can be measured reliably.

Real Estate Sale - Revenue from the sale of real estate, where coIlectibility of the contract price is reasonably assured and the Group has no further obligations, is accounted for using the full accrual method. Under this method, sale is recognized upon collection of 25% of the total contract price, as based from the Group's experience, the significant risk and rewards of ownership of the condominium units and parking slots have deemed passed to the buyer.

If the criterion under the full accrual method is not met, the deposit method is applied. Under this method, cash received from buyers are shown as Customers' Deposits in the consolidated statement of financial position.

For tax repom'ng purposes, the Group uses the installment method wherein the gross profit on the installment payments actually received during the taxable year is subjected . to income tax except for accounts whose collections have reached 25% of the total selling price in the year of sale, in which case, these would be taxable in full.

Services. Revenue is recognized when the performance of contractually agreed tasks have been substantially rendered. Revenues from clinic services are shared proportionately as agreed upon by the Group and the doctors and physicians.

Sale of Goo&. Revenue is recognized when the title to inventories passes to the buyer.

Interest - Income is recognized using the effective interest method.

Gain on Sale of Assets - Gain on sale of assets is recognized when the risk and rewards of ownership of the goods have passed to the buyer. It is measured as the excess of the Ku value of consideration received or receivable over the carrying value of the asset sold.

Dtvidend - Revenue is recognized when the Group's right to receive the payment is established.

Revenue is measured by reference to the fair value of consideration received or receivable by the Group for goods supplied and services provided, excluding value-added tax (VAT) and discounts.

Cost and expenses are recognized in profit or loss upon utilization of the service or at the date these are incurred.

Lease Payments Operating lease payments are recognized as expense in profit or loss on a straight-line basis over the lease tenn. Lease incentive received, if any, is considered an integral pan of minimum lease payment over the term of the lease.

Business Combination Business combinations are accounted for using the acquisition method of accounting, which is the date on which control is transferred to the Group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, the Group takes into consideration potential voting rights that currently are exercisable.

Goodwill acquired in a business combination is initially measured at cost being the excess of the cost a business combination over the Group's interest in the net fair value of identifiable assets, liabilities and contingent liabilities. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is reviewed for impairment annually, or more frequently, if events or changes in circumstances indicate that the carrying value may be impaired.

Negative goodwill which is the excess of the Group's interest in the net fair value of acquired identifiable assets, liabilities and contingent liabilities over cost is charged directly to income.

Transfers of assets between commonly controlled entities are accounted for under historical cost accounting.

Foreim Currencv Transactions and Translations The Group's consolidated financial statements are presented in Philippine peso, which is also the Parent Company and subsidiaries' functional currency. Transactions in foreign currencies are initially recorded using the exchange rate at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are restated at the functional currency rate of exchange at reporting date. All differences are taken to profit or loss. Nonmonetary items that are measured in terms of historical cost in a foreign cmency are translated using the exchange rates as at the dates of the initial transactions. Nonmonetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Foreign currency gains and losses are recognimd on a net basis in profit or loss.

Impairment of Non-financial Assets The carrying values of non-financial assets are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable. If any such indication exists, and if the canymg value exceeds the estimated recoverable amount, the assets or cash-generating units are written down to their recoverable amounts. The recoverable amount of the asset is the greater of fair value less costs to sell or value in use. The fair value less costs to sell is the amount obtainable From the sale of an asset in an arm's-length transaction between knowledgeable, willing parties, less costs of disposal. In assessing value in use, the estimated h r e cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs. Impairment losses of continuing operations are recognized in profit or loss in those expense categories consistent with the function of the impaired asset.

An assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. A previously recognized impairment loss is reversed only if there has been a change in the estimates used to determine the asset's recoverable amount since the last impairment loss was recognized. If that is the case, the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the canying amount that would have been determined, net of depreciation and amortization, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in profit or loss. After such a reversal, the depreciation and amortization charge is adjusted in future periods to allocate the asset's revised carrying amount, Iess any residual value, on a systematic basis over its remaining useful life.

Retirement Costs The Group has an unfbnded retirement liability based on the provisions of Republic Act (R.A.) No. 7641, The Philippine Retirement Low, covering substantially all of its employees. The Group's net obligation in respect of 'its retirement obligation is calculated by estimating 'the amount of fbture benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value, and the fair value of any plan assets, if any, is deducted. The discount rate is the yield at the reporting date of long-term government bonds that have maturity dates approximating the terms of the Group's plan. The calculation is performed by a qualified actuary using the projected unit credit method. Actuarial gains and losses to the extent that any cumulative unrecognized actuarial gain or loss exceeds ten percent of the present value of the defined benefit obligation, that portion is recognized in profit or loss over the expected average working lives of the employees. Otherwise, the actuarial gain or loss is not recognized.

Income Taxes Income tax expense comprises of current and deferred tax. Current and deferred tax are recognized in profit or loss except to the extent that it relates to items recognized directly to equity or in other comprehensive income.

Current Tax. Currcnt tax assets and liabilities are measured at the amount expected to be recovered from' or paid to the taxation authorities. The tax rates used to compute the amount are those that are enacted or substantively enacted at reporting date.

Dejerred Tax. Deferred tax is recognized in respect of temporary differences between the canying amount of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.

Deferred tax assets are recognized for all deductible temporary differences, carryforward benefits of unused tax credits - Minimum Corporate Income Tax (MCIT) and unused tax losses - Net 0.perating Loss Cany Over (NOLCO), to the extent that it is probable that taxable profit will be available 'against which the deductible temporary differences, and the carryforward benefits of MCIT and NOLCO can be utilized.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized. Unrecognized deferred tax assets are reassessed at each reporting date and are recognized to the extent that it has become probable that future taxable profit will allow the defened tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates that have been enacted or substantively enacted at reporting date.

Defei-red tax assets and deferred tax liabilities are offset, if there is a legally enforceable right to offset current tax assets against cunent tax liabilities and they relate to income taxes levied by the same tax authority.

Related Parties Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties a* also considered to be related if they are subject to common control or common significant influence. Related parties may be individuals or corporate entities.

Dntin~encies Contingent liabilities are not recognized in the financial statements. They are disclosed unless the possibility of an outflow of resources embodying economic benefits is remote. Contingent assets are not recognized in the financial statements but are disclosed in the notes to the financial statements when an inflow of economic benefits is probable.

Eaminas Per Share Earnings per share is computed by dividing net income or loss for the period attributable to ordinary equity holders of the Parent Company by the weighted average number of common shares outstanding during the year, after retroactive adjustment for stock dividend declared in the current year, if any.

The Group has no dilutive potential common shares outstanding that would require disclosure of diluted earnings per share in the consolidated. statements of comprehensive income.

Events After the Rewrting Date Post-year end events that provide additional information about the Company's position at reporting date (adjusting events) arc reflected in the financial statements. Post-year end events that are not adjusting events are disclosed in the notes to the financial statements when material.

4. ~etermination of Fair Values

The table below presents a comparison by category of carrying amounts and estimated fair values of the Group's financial instruments as of December 3 1,2010 and 2009.

2010 2009 Carrylng Fair Carrying Fair

Note Value Value Value Value

Financial Assets Cash and cash equivalents 7 P135,023,838 P135,023,838 P76,148,102 P76,148, I02 lnstallmcnt contracts receivable 10 97,996,395 97,996,395 74,834,137 74,834,137 Receivables and.advances -net 11 78,800,827 78,800,827 68,525,262 68,525,262 Advances to associates 13 1,436,046 1,436,026 1,754,765 1,754,765 Receivable fiom Spring Action

Limited - noncumnt 17 27,083,333 27,083,333 Refindable deposits and

construction bond 17 3,024,020 . 3,024,020 3.,972,5 14 3,972,514

Loans and reaivablw a AFS financial asset 9 44,845,562 44,845,562

Financial assets at FVPL 8 17,184,880 17,184,880 14,750,636 14,750,636 P405$94,881 P405,394,881 P239,985,416 P239,985,416

Financial Liabilities Accounts payable and other

cuacnt liabilities (excluding specific t u n and other taxes payable and accrued taxes) 18 P101565,994 P101,565,994 P78.686,5 18 P78,686,518 .

Due to a related party 27 54,964,650 54,964,650 72,153,570 72,153,570 Subscriptions payable 42,158,700 42,158,700 42,158,700 42,158,700

P198,689,344 P198,689,344 P192,998,788 P192,998,788

Financial Imtruments Whose Carrying Amounts Approximate Fair Values The Group has determined that cawing amounts of cash and cash equivalents, installment contracts receivable, receivables and advances, advances to associates, long- term receivable, refundable deposits, construction bond, accounts payable and other current liabilities, due to a related and subscription payable party reasonably approximate their fair values because these are mostly shon term in nature.

Firtancia1 Assets at FVPL and AFS Financial Assets The fair values of publicly traded instruments and similar investments are based on quoted market prices in an active market. Unquoted equity securities are carried at cost less impairment.

5. Financial Risk Management Objectives and Policies

Obiectives and Policies The Group has exposure to the following financial risks:

Credit risk Liquidity risk Market risk

This note presents infonnation about the Group's exposure to each of the foregoing risks, the Group's objectives, policies and processes for measuring and managing these risks, and the Group's management of capital. The Group's .risk management is coordinated with the BOD, and focuses on actively securing the Group's short-to-medium-term cash flows by minimizing the exposure to financiai markets. Long-term financial investments are managed to generate lasting returns..

The Group does not actively engage in the trading of financial assets for speculative purposes nor does it write options. Also, the Group has low exposure to interest rate risk since the Group's existing financial assets have fixed interest. Risks to which the Group is exposed to are described below.

Credit Risk Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument faiIs to meet its contractual obligations, and arises principalIy from the Group's receivables. Generally, the maximum credit risk exposure of financial assets is the carrying amount of the financial assets as shown on the face of the consolidated statements of financial position (or in the detailed analysis provided in the notes to the consolidated financial statements), as summarized below:

Note ' 2010 2009 Cash in banks and cash equivalents 7 P134,971,338 P76,085,602 installment contracts receivable 10 97,996,395 74,834,137 Receivables and advances 11 78,800,827 68,525,262 Noncurrent portion of receivable'hm

Spring Action Trading Limited* 17 27,083,333 Refundable deposits and construction bond* 17 3,024,020 3,972,514

P341,875,913 P223.417.5 15 Included under "Other Noncurrent Assets " account h the consolidaledstatemen~ of/inancIalposf~

The Group continuously monitors defaults of customers and other counterparties, identified either individually or by group, and incorporate this infonnation into its credit risk controls. Where available at a reasonable cast, external credit ratings and/or reports on customers and other counterpMies are obtained and used. The Group's policy is to deal only with cditworthy counterparties. The Group's installment contracts receivables, which are secured by land titles, are also activeiy monitored to avoid significant concentration of credit risk. Except for the installment contracts receivable secured by land titles, none of the other financial assets are secured by collateral or other credit enhancements.

The table below shows the credit quality by class of financial assets as of December 3 1, 2010.

Cmh in bank and Ah equivalents

Installment contram receivable Receivables and advances Noncumnt portion of

rerrivable fiam Spring Aaion Trading Lirnhed*

Refundable deposits and performance bond.

Ndther Past Due nor Spcclllcally Impaired Pnst Due or Hlgh Standard Substandard lndlvidually

Grade Grade Grade Impaired Total

*.Included under "Other Nonmrent Assets " uccount In the consolldoted slaroments ~fi~ncialposltlon.

The table below shows the credit quality by class of financial assets as of December 3 1, 2009.

Neither Past Due nor Specifically Impaired Part Due or High Standard Substandard Individually

Grade Grade Grade Impairtd Tatal Carih in bank and cash

eguivalents P76,085,602 P - P - P - W6,085,602 Installment contracts mceivablc 74,834,137 74,834,137 Rbceivables end advances 63,331,425 5,193,837 9,175,486 77,700,748 R&ndable dcposlts and

perCmana bond* 3,972.5 14 39~2,514 P150.919.739 P67.303939 P5J93.837 P9,175,486 P232,593.001

Included under "Other Noncurrent As=&" account fn the consolidated s~t2ments ojjinanciaf pofion,

Liauiditv Risk Liquidity risk pertains to the risk that the Group will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. The Group maintains cash to meets its liquidity requirements for up to 60day periods. Excess cash are invested in short-term placements or equity securities. As at December 3 1, the Group's financial liabilities have maturities which are presented below:

. Due on Withln 6-12 2010 Demand 6 Months Months Total Accounts payable and other cumnt

liabilitie~ (excluding specific taxes and other taxes payable and accrued taxes) P - P35,198,324 P66J67,670 P101,565,994

Due to a related party 54$64,650 54,964,650 Subscriptions payable 42,858,700 42,158,700

P42,158,7W P35,198J24 PI21 J32320 P198,689$44

Due on Within 6 - 12 2009 Demand 6 Months Months Total

Accounts payable and other current liabilities (excluding specific taxes and other taxes payable and accrued taxes) P - P20,441,336 P58.245,182 P78.686,5 18

Due to a related party , 72,153,570 751 53,570 Subscriptiohs payable 42,150,700 42,158,700

P42,158,700 P20.441.336 P130.398.752 P192,998,788

The above contractual maturities reflect the gross cash flows, which may differ from the canying values of the liabilities at the reporting dates.

Market Price Risk Market risk is the risk that changes in market prices, such as interest rates and other market prices will affect the Group's income or the values of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing return.

The Group's market risk is limited to its investments carried at fair value through profit or loss. The Group manages its risk arising from changes in market price by monitoring the changes in the market price of the investments.

Fair Value Hierarchy The table below analyses financial instruments carried at fair value, by valuation method.

The different levels have been defined as follows:

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived fiom prices). Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

Level 1 Level 2 Level 3 Total Financial Assets at FVPL 2010 PI731 84,880 P - P - P17,184,880 2009 14,750,636 14,750,636

During the year, there were no transfers between Level 1 and Level 2 fair value measurements, and no transfers into and out of Level 3 fair value measurements.

Ca~ital Management The Group sets the amount of capital in proportion to its overall financing structure, i.e., equity and liabilities. The Group manages the capital structure and makes adjustments thereon in the light of .changes in economic condition and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Group applied for capital restructuring to SEC, which had been approved on January 10,2008, to reduce its deficit by the Group's capital stock and additional paid in capital (APIC). There were no changes in the Group's approach to capital management during the year.

The Group monitors capital on the basis of the carrying amount of equity as presented on the face of the consolidated statements of financial position. The Group is not subject to externally-imposed capital requirements.

Capital for the reporting periods under review is summarized as follows:

2010 2009

Total liabilities P242,968,317 P221,187,471 Total equity 1,654,870932 1,642,492,9 12 Debt-to-equity ratio 0.151 0.13:1

6. Operating Segments

Business Sements For management purposes, the Group is organized into three major business segments, namely real estate, investment holdings and healthcare services. These are also the basis of the Group in reporting its primary segment information.

(a) The real estate segment involves acquisition of land, planning and developing residential communities such as development and sale of condominium units and parking slots, residential lots and housing units. This segment includes the Group's transactions with joint ventures.

(b) The investment holding creates project investments and later disposes these investments after creating value. This also includes acquisition and sale of equity securities. This is the main operation of the Group. Included in this segment are the Group's transactions on investments in associates and trading of financial assets at fair value through profit and loss.

(c) Healthcare services involves in delivering outpatient health care sefvice through ambulatory care centers. This is the operation of the acquired subsidiaries of the Group in 2008.

Segment Assets and Liabiiitie~ Segment assets include all operating assets used by a segment and consist principally of operating cash, receivables, inventories and property and equipment, net of allowances and provision. Segment liabilities include all operating liabilities and consist principally of accounts, wages, taxes currently payable and accrued liabilities.

The following tables present revenue and profit information regarding business segments of the Group for the years ended December 31, 2010 and 2009 and certain assets and liability information regarding industry segments at December 31, 2010 and 2009 (in thousands).

Investment Healtheare Resl Estate Holdings Servlces Ellmlnatlon Total

Year Eaded December 31,2010 REVENUES P170.936 P - PS7.268 (P6.626) P221.578

RESULTS Se cnt I W U ~ P27.767

lntercst income P3.366 3366 Change in fair value of financial rssas

at FVPL (2,225) (2,225) Income tax expense (I 6,530) Net income P12.378

ASSETS AND LIABILITIES Segment rssefs P3,054,383 P229.856 P228,175 (P1.6363 16) PI,876.098 Intangible mcts 21.741 21,741 Totel assets P3.054.383 P251,597 P228.175 (P1,636,3 16) P1.897.839

Scgment liabilitia P719,083 P286.169 P256.920 (P1,O 19J.04) P242,968

O"IHER SEGMENT INFORMATION Depreciation . P5,675 PZ P5,990 P - PI 1.667 Capital expenditure in property and

equipment 11,229 9,80 1 21,030 Capiral expenditure in investment

Property 15,534 15.534 Invahnent and advemes in associates - net 1,375.938 196,406 152.595 (1,490,500) 234,439

Year Ended December 3 1.2009 REVENUES P62,566 P - P43,899 P - Pl06.465

RESULTS Segment results P14,852 (P2,460) (P6,439) P2.945 P8.898

Intenst income 4,683 4,683 Change in fair value of finnnciel ~ S d l s

at FVPL (5,468) lnccmc tax expense

(5,468) (5,657)

Nd income P2,456

ASSETS' AND LlABlLRlES . Segment assets P2,637,466 P219,408 P127,971 (P1,142.906) P1.841939 Intangible arsets -. . 21,741 21,741 Total assets P2,637,466 041,149 P127,971 (P1,142,906) P1.863,680

Segment liabilitia P817.763 P272;233 P240,862 (Pl,109,671) P221,187

OTHER SEGMEM INFORMATION Depreciation P1,936 P6 P3.575 P . P5.5 17 Capital expenditure in pmperty and

equipment 99,070 99,070 Capital expenditure in investment

, PrOPm 10,136 10,136 lnvcstment and advances in asociata - Mt 1,304,037 185,185 - (1,162,287) 326,935 Equity share in net lossr~ (3.525) (3,525)

7. Cash and Cash Equivalents

This account at December 3 1 consists of:

Note 2010 2009 Cash on hand P52,JOO P62,SOO Cash in banks 5 14,061,393 14,821,423 Short-term investments 5 120,909,945 61,264,179

4 P135,023,838 P76,148,102

Cash accounts with the banks generally earn interest at rates based on daily bank deposit rates. Short-term investments are made for varying periods of between 30 to 35 days and earn effective interest ranging from 4% to 4.06% per annum in 2010 and 1% to 4.5% per annum .in 2009. Total interest earned on cash in bank and short-term investments in 2010,2009 and 2008 amounted to P3,365,764, P4,684,473 and P11,347,433, respectively (Note 25).

8. Flnandal Assets at Fair Value through Profit or Loss

This account consists of marketable equity securities which are listed and traded in the PSE. The fair values have been determined based on closing bid prices at reporting date.

The Group recognized an increase (a decrease) in fair values of these financial assets of P2,224,872, P5,468,385 and (P8,450,967) million in 2010, 2009 and 2008, respectively. Actual gains (losses) realized from the sale of these securities amounted to P1,487,484, (P325,863) and (P239,468) in 2010,2009 and 2008, respectively (Note 25).

9. Available-for-Sale Financial Asset

On December 17,2010, the Parent Company sold 10% of its 23% ownership interest in AAHDC for P42.5 million. Actual loss realized from the sale amounted to P2,123,542 (Note 25). Accordingly, the investment in AAHDC was reclassified to availableof-sale financial asset and measured at cost Jess impainent. Impairment loss of P2,708,350 was assessed by management to be a permanent decline and was charged to profit or loss.

The movements in this account are as follows:

Note Balance at beginning of year P - Transfer from investment in and advances to associates 47,553,912 Impairment losses 25 (2,708,3501 Balance at end of year P44,845,562

10. Installment Contracts Receivable

The breakdown of installment contracts receivable by contractual maturity dates as of December 3 1 follows:

Note 2010 2009

Due in one year or less P23,267,107 P20,282,678 . .

Less allowance for impairment 702,677 22,564,430 . 20,282,678

Due atter one year 79,463,630 54,551,459 Less allowance for impairment 4,031,665

75,431,965 54,55 1,459

Installment contracts receivable are collectible in various installment periods between 1 to 12 years and earn interest at rates ranging from 14% to 18% per annum. Interest income earned in 2010, 2009 and 2008 amounted to P7,901,330, P6,489,154 and P2,391,526, respectively.

-

11. Receivables and Advances

This account at December 3 1 consists of:

Note 2010 2009 Due from project developers 28 P27,996,357 P27,615,562

. Receivable fiom patients 19,699,329 15,810,468 Receivable fiom Spring Action Trading

Limited 15,416,667 - Advances to Guild Securities 12,380,356 1 1,191 $21 1 Interest receivable 10 11,618,530 12,763,529 Rent receivable 29 963,819 2,229 Advances to MTD Manila Expressway,

Inc. (MTDME) - 7,429,374 Others 1,837,636 2,888,375

89,912,694 77,700,748 Less allowance for impairment 11,111,867 9,175,486

P78,800,827 P68,525.262

Due from project developers relate to collections from installment contracts receivable which are not yet remitted by project developers, DMCI and Sta. Lucia Realty and Development, Inc. to the Group, Collections are made by the developers, and thereafter, deposit the same to their respective joint bank accounts (Note 28).

Receivable from Spring Action Trading Limited arises from the sale of the Parent Company's holdings in AAHDC. This receivable earns annual interest at Txasury Bill rate plus 3% on the outstanding balance. The noncurrent portion of P27,083,333 is presented under "Other noncurrent assets" in the consolidated statements of financial position (Note 1 7).

The advances to Guild Securities, Inc., a stock brokerage firm and also a stockholder of the Parent Company, relate to non-interest bearing advances for purchases of trading securities, net of proceeds from related sales.

Receivables fiom patient. are normally due within 30 to 60 days and do not bear any interest.

Interest receivable pertains to interest earned fiom installment contracts receivable (Note 10).

The advances to MTDME is unsecured, noninterest-bearing and with no definite repayment date. In 2010, these advances were written-off.

A reconciliation of the allowance for impairment at the beginning and end of 2010 and 2009 is shown below:

Note 2010 2009 2008 Balance at beginning of year:

Allowance for impairment on receivable f?om patients P8,803,360 P8,048,013 P -

Allowance for impairment on other receivables 372,126 372,126 372,126

9,175,486 8,420,139 372,126 Allowance for impairment on

receivable f?om patients of newly acquired subsidiary

. (HSAPI) 8,048,013 Impainnent loss on advances to

MTDME during the year 22 7,429,374 Impairment loss on receiwble

iiom patients during the year 22 1,300,174 1,072,489 Impairment loss on interest

recehfable 22 643307 -- - - - Recovery of impairment .loss 25 (7,000) (3 17,142) Receivables written-off (7,429,274) Balance at end of year PllJ11,867 P9,175,486 P8,420,139

12. Inventories

This account consists of:

Note 2010 2009

At Cost Real Estate 28

Saleable lots P173,843,071 P197,959,048 Saleable condominium unit and

parking lots 70,865,373 1 14,956,890 Saleable house 1,746,910 1,982,556

Healthcare Medical supplies 1,563,343 1,954,767

P248,018,69 P3 16,853,261

Saleable lots consists of residential lots located in Bifian, Laguna covering a total area of 270,053 square meters which is currently being sold and developed by SLRDI into Palma Real'~esidentia1 Estates project, under a venture agreement with CCPC, a subsidiary. Development of the residential I d s has been completed. The balance of the saleable lots is equivalent to the cost of the unsold portion of the land (Note 28).

The movement of the saleable lots follows:

2010 2009 Area in Area in

square meters Amount square meters Amount Balance at beginning of year 59,925 P197,959,048 65,875 P217.613,056 Other cost 13,500

59,925 197,972648 65,875 217,613,056 Cost of saleable IOU sold

during the year (7,304) (24,129,473 (5,950) (1 9,654,0081 Balance at end of year 52,621 P173,843,071 59,925 P197,959,048

Saleable .condominium units and parking slots pertains to the unsold units and parking slots in the Cypress Project. The movement of the saleable condominium units and parking slots follow:

20 10 2009 Area in Area in

square meters Amount square meters Amount Balance at beginning of year 5,964 PI 14,956,890 6,50 1 P 125,306,965 Con of saleable condominium

units and parking slots sold during the year (2,287) (44,091,517) (537) ( 10,350,075)

3,677 P70,865,373 5,964 PI 14,956.890

Saleable house pertains to housing units on the developed lots in BiRan, Laguna. The costs of the housing units are included in the "saleable house" account.

The movement of the saleable hbuse follows:

2010 2009 Area in Area in

square me1.e~~ Amount square meters Amount Balance at beginning of year 171.5 Pl,982,!556 171.5 P1,257,443 Construction costs 271, 3,129,152 725,113

442.5 5,111,708 171.5 1,982,556 Cost of saleable house sold

during the year (29 1) (3,364,798)

Balance at end of year 151.5 P1,746,910 171.5 P1,982,556

13. Investments in and Advances to Associates

This account at December 3 1 consists of:

2010 2009

Investment in associates P - P92,177,454 Advances to associates 1,436,026 1,754,765 Deposit for future stock subscription 233,002,530 233,002,530

P234,438,556 P326,934,749

The breakdown of the Group's deposit for future stock subscription and advances in associates follow:

Allowance for 2010 Amount Impairment Net Amount Deposlt for future stock subscription to

SLPl P317,688,141 (P84,685,611) P233,002flO

Advance to associates: e+iierrne~ P10,441,101 (~10,441,101) P - SLPI 1,436,026 1,436,026

P11,877,127 (P10,441,101) P1,436,026

Allowance for 2009 . Amount Impairment Net Amount Deposit for funye stock subscription to

SLPI P3 17,688,14 I (P84,685,61 I) P233,002,530

Advance to associates: e*Hermes P10,388,278 (P10,325,400) P62,878 SLPI 1,43 6,026 1,436,026 AAHDC 255,861 255,861

P12,080,165 (P10,325,400) P1,754,765

The unabsorbed net losses of the respective associates follow:

2010 2009

SLPI P20,441,524 P37,503,618 e*Hermes 4,967,807 4,960,829

P25,409,33 1 P42,464,447

The breakdown of the Oroup's investment in associates follows:

Accumulated Equity

2010 Amount in Net Losses Net Amount Investment at equity SLPI P100,000,000 (P100,000,00) P - e*Hermes 800,000 (800,OQO) -

P100,800,000 (P100,800,000) P -

Accumulated Equity

2009 Amount in Net Losses Net Amount Investment at equity

AAHDC P101,536,055 (P9,358,601) P92,177,454 SLPl 100,000,000 (100,000,000) e*Hermes 800,000 (800,000)

P202,336,055 (P 1 10,158,601) P92,177,454

The Group recognized equity share in net loss fiom AAHDC amounting to nil, P3,524,831 and P5,833,770 million in 201 0,2009 and 2008, respectively.

A reconciliation of the allowance f ~ r impairment as of December 31, 2010, 2009 and 2008 is shown below:

Note 2010 2009 2008 Balance at beginning of year:

Allowance for impairment on deposit for hture stock subscription of SLPl P84,685,611 P84,685,6 1 1 P84,685,6 11

Allowance for impairment on advance to associates 10,325,400 10,325,400 25,912,17 1

95,011,011 95,011,011 1 10,597,782 Eliminated impairment loss on

advances to newly acquired subsidiary (HSAPI) (2 1,869,640)

Impairment losses on advances to associates during the year 22 115,701 6,282,869

Balance at end of year P95,126,712 P95,011,011 P95,011,011

The following summarizes the financial position and financial performance of the Group's associates as of December 3 1 :

Total Net Income Total Assets liabilities (Loss)

2010 SLPI P676,143,430 P135,069,558 P34,124,188 e*Hermes ,, 21,585 10,441,101 (1 7,445)

2009 SLPI P623,484,744 P 1 16,535,060 P18,259,173 AAHDC 278,360,198 6,737,272 (15,325,352) e*Hermes 21,207 10,423,278 (57,5691

Goodwill The goodwill is attributed to the Group's acquisition of control over HSAPI in 2008. It is the management's assessment that the goodwill is not impaired since the fair values of the related net assets of HSAPI for which goodwill was attributed stilI exceeds its canying amount as of December 3 1,20 10.

14. Investment in Subsidiaries

The following are the transactions relating to the Parent Company's investments in subsidiaries.

CpVL On December 19, 2008, the BOD approved the increase in CPVI's authorized capital stock from P300,000, divided into 300,000 common shares, to P700,000,000, divided into 700,000,000 common shares, both with par value of P1 per share. Payment for the subscription is through the exchange of properties owned by the subscribers, the Parent Company, CEI Properties, Inc. (CEXF'I) and Fort Bonifacio Medical Center, Inc. (FBMCI), which consist of the rights and interests in a condominium joint venture project referred to as "Cypress Towers" and shares of stock of Crown Central Properties Corporation (CCPC), a related party under common control. CEIPI and FBMCI are also related parties under common control.

The subscribed number of shares and amount, and properties exchanged by each of the subscribers are as follows:

Subscribed Snbscri ber No. of Shares Amount Properties Exchanged Parent Company 303,949,000 P303,949,000 Cypress Towers and

shares of stock of CCPC*

CEIPl 50,000,000 50,000,000 Parcel of land FBMCI 145,75 1,000 145,751,000 Cypress Towers

. 499,700,000 P499,700,000 Shares gfstod o/CCPC comIrts of 62,499,970 sharer with a value ofP72.499.965

The application for the increase in the Company's authorized capital stock was approved by the SEC on April 8, 2010. However, due to the inter-lapping of the transfer process among the parties, the titling of the Cypress Towers units of the Parent Company and FBMCI, the intervening sales and collections of proceeds, the Company, the Parent Company and FBMCI entered into a Memorandum of Agreement (the "Agreement") to fur the cut-off date for the attribution and apportionment of the proceeds, inventories, receivables and other assets, and obligations including customek' deposits to be December 3 1,20 1 0.

The physical possession of the remaining Cypress Towers units and the right of administration of these Cypress Towers units were transferred to the Company at cut-off date. The Company assumed the obligation to collect from the buyers of the Cypress Towers units without any right or recourse against the Parent Company and FBMCI in case of failure of the buyers of the Cypress Towers units to pay when due. However, titles over the Cypress Towers units are transferred only to the buyers upon full and final payment.

FMCMI On May 21, 2010, the planned merger of FMCMl with FMCSRI and HMCCCI was approved by the entities' respective Board of Directors (BOD) and was ratified by at least two-thirds (213) votes of the stockholders of each entities during its special meeting on the same date called for the purpose. The SEC approved the merger on September 24, 2010.

Salient features of the merger are as follows:

FMCMl shall be the surviving entity and the corporate existence of FMCSRl and HMCCCI shall cease.

All the assets, rights, powers, privileges, immunities, franchises and businesses of FMCSRI and HMCCCI as of the effective date of the merger, shall be deemed assigned, transferred to and vested in FMCMl by operetion of law as provided for under Section 80 of the Corporation Code, without need of any further act or deed.

As of the effective date of merger, the FMCMI shall assume all outstanding liabilities, obligations and undertakings of FMCSRl and HMCCCI.

All issued and outstanding capital stock of FMCSRI and HMCCCI on the effective date of the merger shall be cancelled but no new shares of stock shall be issued to the stockholders of FMCSRI and HMCCCI since the constituent entities are wholly~wned subsidiaries of HSAPI.

5. Property and Eqnipment

The movements in this account are as follows:

once Equipment,

Building and Leasehold Medial Furniture rr'rmsportation Construction Note Land lmprovemenb Improvemenb Equipment and Fitures Equipment h Progrew Total

Gross carrying amount: January 1,2009 P120,132,721 P - P42.486,562 W5,812,173 P20,018,545 P15,450,772 P68,504,300 P342,405,W3 Additions 27,248,974 12,521382 1.225.125 874.1 59 57900.660 99.070300 . . . . Disposals (350,000) (350[000) December 3 1.2009 120,132,721 27,248,974 55,007,944 77,037,298 20,892,704 35,100,772 125,704,960 443,125,373 Additions 5,440,282 275,254 7,897,959 2,136,712 3,275,000 2,004,634 21,029,841 Disposals (1,033,315) (2,054,545) (3,087,8601 Reclassification 125,832,038 1,877,556 (127,709,594)

December 31,2010 120,132,721 1SW21394 55283,198 84.93537 2wm.657 16321,~7 - 459,067,354

Accumulated depreciation: January 1.2009 42,377,495 66,647,404 18,366,084 10,396,087 - 137,787,070 Depreciation during the year 22.23 181,660 408.729 2,107,971 576,486 2,242,3 14 5,517,160 Dispods (3 50,000) (350,0,000) December 31,2009 181,660 42,786224 68,755,375 18,942,570 1u88.401 - 142,954,230 Depreciation duriig the year 22.23 4.412.190 1,270,513 2,919,624 1,424,854 1,639,779 1 1,666,960 Disposals (1,033,315) (2,054,545) (3,087$60)

December 31,2010 - 4,593,850 44,056,737 71,674,999 19,334,109 11,873,635 - 1515J3J30

Carrying amounk December 3 1.2009 P120,132,721 ' P27,067,314 P12,221,720 P8,281,923 P1,950,134 F2,812,371 P125,704,%0 P298,171,143

December 31,2010 P120,132,721 P153,927,444 P11326.461 P13,260,258 P4,539,548 P4,447,592 P - P3MS34.024 P

Construction in progress pertains to the construction of building in Bel-Air Village, Makati City which was completed in January 2010. Part of the building is intended to be used as the new administrative office of the Parent Company and the other areas will be held for lease. Depreciation expense included as part of cost of services amounted to P2,919,623, P2,107,973 arid nil in 2010, 2009 and 2008, respectively (Note 23) while charged to operations amounted to P8,747,337, P3,409,187 and P2,441,923 in 2010,2009 and 2008. respectively (Note 22).

--

16. Investment Properties

The Group's investment properties pertain to several parcels of land located in Taguig, ,Batangas and Bulacan which are held for future development. The Group uses the cost model in determining the valuation of investment properties. The cost of the property consists of the purchase price, commissions, taxes, licenses, and other directly attributable cost of bringing the asset to its intended purpose.

The movement in the carrying amount of investment property is shown below:

2010 2009 Balance at the beginning of year P672,272,785 P662,136,637 Additional capitalized expenditures 15,533,601 10,136,148

687,806,386 672,272,785 Allowance for impairment (63,783,573) (63,783,5731 Balance at end of year P624,022,813 P608.489.212

The total appraised values of the Group's investment properties in 2010 and 2009 amounted to P826,657,016 and P690,763,112, respectively, as determined by independent appraisers. The appraised values were determined through the inspection of propkrty and investigation of local market condition with consideration to the extent, character and utility of property, sales and holding prices of similar land and highest and best use of the property.

The unpaid balance on the acquisition of land of P19,513,781 as of December 3 1, 2010 and 2009, respectively, is presented under Accounts payable and other current liabilities as Payable on purchase of land (Note 18). The liability is non-interest bearing and payable upon issuance of new titles by Register of Deeds. As of December 3 1, 2010, some of the land titles are still in the process of being consolidated in the name of the respective subsidiaries.

17. Other Assets

This account at December 3 1 consists of:

2010 2009 Current:

Input VAT P41948,961 P3 8,497,740 Prepaid commission 8,709,440 3,902,175 Prepaid taxes 2,346,031 4,921,154 Construction bond 1,037,900 1,037,900 Others 1 ,1 9 6,955 591,314

P55,439,287 P48.950.283

Noncurrent: Receivable fiom Spring Action Trading

Limited 11 P27,083,333 P - Input VAT 3,045,732 4,295,116 Refundable deposits 1,986,120 2,934,614 Others 678,581 1,053,264

P32,793,766 P8,282,994

18. Accounts Payable and Other Current Liabilities

This account at December 3 1 consists of:

Note 2010 2009 Customers' deposits P37,701,661 P29,583,05 1 Payable on purchase of land 16 19,513,781 19,s 13,78 1 Specific taxes and other taxes payable 17,455,227 5,130,112 Trade 14,566,361 9,569,337 Accrued taxes 15,338,401 15,308,401 Due to GCV Management 6,006,913 6,003,035 Payable to developer 5,789,880 904,855 Payable to officers and employees 27 3,910,208 - Due to stockholders 27 3,145,315 3,145,315 Payable to contractors 2,304,883 Accrued physician's fees 1,642,509 1,749,908 Commission payable 1,258,174 3,551,273 Accrued rent 111,947 164,856 Others 5,614,362 4,501,107

P134,359,622 P99,125,03 1

19. Subscription Payable

As of December 3 1, 20 10 and 2009, subscription payable amounting P42,158,700 refers to the unpaid subscription (with no specific payment date, bean no interest, and callable an9ime) of the Parent Company to SLPI, an associate.

20. Equity

Capital Stock The authorized capital stock of the Parent Company is P2.400.000.000. divided into - - . -

24,000,000,000 shares with par value of PO.10 per sh&.

Stock O~tion Plan The Group has a stock option plan, which entitles directors and executive officers of the Group to purchase shares of stock of the Parent Company at par value or book value, whichever is higher. The underlying shares subject to the stock option plan covers 2,400,000,000 common shares representing 10% of the authorized capital stock of the Parent Company. The option shares shall be subject to vesting according to such schedule as shall be approved by the BOD, provided that vesting shall lapse a$er five years from entitlement date, and provided further that with respect to executive oficers, vesting shall expire upon their resignation from the Group. The number of underlying common shares in respect of outstanding options and/or the exercise price shall be correspondingly adjusted in the event of any stock dividend declaration, stock split, merger, consolidation, or the similar or analogous change in the corporate structure or capitalization of the Group. The terns and conditions of the stock option plan may be amended by the resolution of the BOD, except that any increase in the maximum number of shares or any decrease in the exercise price shall require the approval of stockholders representing at least two-thirds of the outstanding capital stock.

. No stock option was granted from the time the plan was approved.

21. Real Estate Sales

This account for the year ended December 3 1 consists of:

Note 2010 2009 2008 Sale of condominium units

and parking lots 28 P100,884,918 P22,176,940 3 1,046,571 ,

Sale of lots 28 41,024,680 32,766,991 47,8i3,926 Sale of house 28 7,448,647 -

P149,358,245 P54;943,93 1 W8,860,497

22. operating Expenses

This account for the years ended December 3 1 consists of:

Note 2010 2009 2008 Cost of real estate sales P7 1,585,793 P30,004,083 P45,8 19,968 Salaries and employee benefits 24 23,491,596 15,000,714 4,169,698 Cost of services 23 22,902,898 22,348,030 Commission 13,973,086 5,9 12,123 8,624,156 Taxes and licenses 9,101,622 2,014,423 511,634 Depreciation and amortization 15 8,747,337 3,409,187 2,441,923 Impairnent losses on

receivables and advances 2 , f f 9,372,755 1,072,489 Impairment losses on installment

contracts receivable 4,734,342 - Professional fees 4,982,845 4,920,168. 4,260,378 Transportation and travel 3,767,296 1,584,705 780,343 Outside services 3,472,242 2,301,878 61 6,071 Repairs and maintenance 2,614,291 571,674 499,464 Supplies 2,592,640 1,126,239 463,837 Meetings and seminars 2,209,428 1,784,287 1,716,121 Utilities 2,084,787 935,873 288,072 Directors fees 2,056,614 655,555 665,555 Filing fee 1,423,374 Postage and communication 1,220,435 1,020,325 299,125 Advertising 888,630 873,719 61,871 Representation and entertainment 838,903 1,747,556 433 Cost of goods sold 462,996 767,072 - Insurance 293,659 587,866 291,317 Impairment losses on advances to

associates 13 115,701 6,282,869 Rent 2 63,947 4,338,965 1,648,599 Other operating expenses . 2,307,871 2,666,944 2,425,998

P195,305,088 P105,643,875 P8 1,867,432

Cost of real estate sales pertain to the cost of the land (Notes 12 and 28).

23. Cost of Services

This account for the years ended December 3 1 consists of:

Note 2010 2009 2008 Materials, supplies and facilities P9,773,441 P6,765,839 P - Salaries and employee benefits 24 8,546,586 5,432,992 Depreciation and amortization I5 2,919,623 2,107,973 Rent 2,29 146,321 6,083,523 Others 1,516,927 1,957,703

P22,902,898 F'22,348,030 P - -

24. Salaries and Employee Benefits

This account for the years knded December 3 I consists of

Note 2010 2009 2008 Salaries and wages P27,584,969 P 17,873,605 P3,704,378 Retirement expense 30 2,197,485 992,743 276,093 Social security costs 1,557,174 1,259,193 I 60,643 Compensated absences 698,554 308,165 28,584

32,038,182 20,433,706 4,169,698 Amount charged to cost of

services 23 (8,546,586) (5,432,992) 22 E?23,491,596 P15,000,714 P4.169.698

25. Other Income

This account for the years ended December 31 consists of:

Note 2010 2009 Interest income 7 P3,365,764 P4,684,473 Change in fair value of

financial assets at FVPL 8 22 24,872 5,468,385 Realized gain (loss) on sale of

financial assets at FVPL 8 1,487,484 (325,863) Dividend income 270,528 329,699 Recovery of impairment 11 7,000 317,142 Gain on sale of property and

equipment 1,000 Impairment losses on available-

for-sale financial asset 9 (2,708,350) - Loss on disposal of investment 9 . (2,123,542) Unrealized foreign exchange

gain (loss) (168,537) (1 07,211) Reversal of other current

liabilities Reversal of allowance for decline

in value of investment property 7,270,500 Other income 278,765 449,666 399,903

- - 26. Income Taxes

The components of income tax expense are as follows:

2010 2009 2008 Current tax expense:

Regular corporate income tax (RCIT) PI 5,247,922 P5,653,92 1 P3,270,530 MClT 61 1,806 652,337 Final tax 670,363 3,097 2,214,937 Benefit born application of MCIT

against RCIT (278,2381 PI 6,530,091 P5,657,0 18 P5.859,566

The reconciliation of the income tax expense computed at the applicable statutory tax rates to the income tax expense as shown in the consolidated statements of income is as follows:

2010 2009 2008

Income before income tax P28,908,111 P8,113,044 PI5,493,527

Tax computed at 30% in 20 10 and 2009 and 35% in 2008 P8,672,433 P2,433,913 P5,422,735

Adjustments for income subjected to lower income tax rates (1,672,2 IS)

Tax effects of! Change in unrecognized deferred tax

asset 7,846,224 6,86 1,027 (2,736,085) Expired NOLCO 913,231 345,272 Non-deductible expenses 461,063 1 17,849 5,087,130 Expired MClT 171,189 186,515 Non-taxable income (1,194,865) (1,78 1,204) (13 1,730) lnterert Income subject to Final Tax (339,184) (1,409,165) Applied MCIT (1,029,847) Benefit Mrn previously unrecognized

NOLCO (67,342) (1 10,269) P16,530,091 P5,657,018 P5,859,566

The Group did not recognize the deferred tax assets relating to temporary differences as of December 31, 2010 and 2009 since management did not expect that the deferred tax assets can be utilized in the foreseeable future.

The net deferred tax assets that have not been recognized in the consolidated statements of financial position are as follows:

2010 2009

Allowance for impairment on receivables and advances P133,714,793 P108,338,856

NOLCO 15,707,764 8,007,475 Allowance for impairment on investment property 9,015,740 9,015,740 Unrealized gross profit from installment sales 6,941,933 4,652,981 Retirement benefits obligation 1,584,161 1,091,239 Accrued expenses 1,102,244 Allowance for impairment on AFS 812,505 MCIT 755,075 341,530 Unrealized foreign exchange gain 50,561 32,163 Accrued rent income . (264,803) (58,670)

P169,419,973 P131,421,314 -

In compliance with the Tax Return Act (Act) of 1997, the Company pays the MCIT or the normal income tax whichever is greater. Any excess of the MCIT over the normal income tax is carried forward annually and credited against the normal income tax for the three succeeding taxable years.. The same Act also provided for the introduction of a NOLCO privilege which can be carried over in the three succeeding taxable years.

Details of the Group's MCIT are as follows:

Balance. Applied1 Year Incurred beginning Additions Expired Balance, end Expiry Date

2007 P171,189 P - (P171,189) P - December31,2010 ,

2008 129,487 129,487 December 31,201 1 2009 40,854 40,854 December 3 1,201 2 2010 764.947 764,947 December 3 1,201 3

P341,530 P764,947 (P171,189) P935,288

As of December 3 1, 201 0, the Group has NOLCO which can be claimed as deduction from future taxable income. Details ofNOLCO are as follows:

Balance, Applied1 Year Incurred beginning Additions Expired Balance, end Expiry Date

2007 P3,642,129 P - (P3,642,129) P - December31,2010 ' 2008 3,165,836 3,165,836 December 3 1,2011

2009 27,094,945 , - 27,094,945 December 31,2012 2010 - December 3 1.20 13

P33.902,910 P - (P3,642,129) P30,260,781

On May 24, 2005, Republic Act No. 9337 entitled "An Act Amending the National Internal Revenue Code, as Amended, with Salient Features" (Act), was passed into a law initially effective November 1, 2005. Among others, the Act includes the following significant revisions to the rules of taxatipn, among others:

a. Change in the corporate income tax rate from 32% to 35% starting November 1, 2005 and changes to 30% starting January 1,2009 and onwards; and

b. Changes in unallowable interest expense from 38% to 42% of interest income subjected to final tax starting November 1,2005 and 33% beginning January 1,2009.

On October 10,2007, the Bureau of Internal Revenue (BR) issued Revenue Regulations No. 12-2007, which amended the timing of the calculation and payment of MCIT ffom an annual basis to a quarterly basis, i.e. excess MCIT from a previous quarter during the current taxable year, may be applied against subsequent quarterly or current annual income tax due, whether MCIT or regular corporate income tax (RCIT). However, excess MCIT from previous taxable yearts are not creditable against MCIT due for a subsequent quarter and are only creditable against quarterly and annual RCIT.

27. Related Party Transactions

Transactions with related parties are made on arms length basis in a manner similar to transactions with non-related parties. Other than those disclosed in Notes 13, 14, 18, 19 and 20, the Group's related parties included its associates, the Group's key management, and others as described below.

Due to a Related Party This account represents mainly the amount payable to Solid Share H:oldings, Inc. (SSHI), a. shareholder of CCPC, pertaining to cash advances amounting to P54,964,650 and P72,153,570 as of December 31,2010 and 2009, respectively, used by CCPC to finance the acquisition and development of the land located in BiAan, Laguna and for payments of various adminkitrative expenses. Total payments to SSHI amounted to P 17,188,920 in 2010 and P7,668,040 in 2009. These advances are non-interest bearing, unsecured and do not have specific repayment tenns.

Key Management Personnel Comnensation Salaries and other benefits given to key management personnel are as follows:

2010 2009 2008 Salaries and wages P5,539,087 P925,200 P925,200 13" month and other bonuses 600,930 37,032 37,032 Social security services and other

contributions 71,990 16,3 65 16,365 P6,212,007 P978.597 P978.597

28. Jointly Controlled Operation

Joint Venture with DMCZ [n 2005, the Parent Company entered into a Memorandum of Agreement (the Agreement) with DMCI wherein the Parent Company together with FBMCI shall contribute land where DMCI will develop and construct three condominium buildings to be called The Cyptess Project. DMCI shall be responsible for completion of the project and for all expenditure and liabilities that may arise upon the course of the project.

The initial agreement had been subject to changes as transactions were negotiated. To date, the parties have thus far agree that (a) the Parent Company and FBMCI shall contribute the land; (b) DMCI shall be responsible for the development, construction and sale of condominium units; and (c) the Parent .Company and FBMCI share in the project is equivalent to 15.6% of the total saleable condominium units and parking slots.

Sales were made fiom the allocated units to the Parent Company and FBMCI, however, it had been mutually agreed that all proceeds of sales will be recognized by the Parent Company first before FBMCI will receive its share. The Parent Company recognized in its 2010 and 2009 financial statements its share of the assets, liabilities, revenues and expenses in the joint venture in accordance with the Agreement.

Joint Venture Aareement with SLRDI On October 23, 2003, the CCPC entered into a Memorandum of Agreement (the Agreement) with the SLRDI (the Developer) wherein the CCPC shall contribute land and the improvements thereon, while the Developer shall be responsible for completing the development of the Palma Real Residential Estates project in Biflan, Laguna (the Project) and for all exuenses necessarv in areaarina the lots into its saleable unit Mote 1 I ).

29. Operating Lease Commitments

Group as Lessor The Group leased out certain commercial spaces on its building to several parties under various operating lease agreements for a period of 1 to 10 years. All leases include a clause to enable upward escalation adjustment of the annual rental rates.

Future minimum rental receivables under the non-cancellable operating lease agreements as of December 3 1 follows:

2010 2009 2008 Within one year P7,529,257 P3,916,492 P - After one year but not more than five

years 19;130,328 15,665,968 After five years 14,532,226 18,448,718

P41,791,811 P38,031,178 P -

Rent income recognized in 2010,2009 and 2008 amounted to P7,147,469, P1,133,661 and nil, respectively.

Grouu as .J .essee Prior to the Group's move to its new location, it has a cancellable operating lease with Banco De Oro Unibank Inc. and Greenfield ~evelopment Corporation covering office space and clinic which ended in 2009.

In 2010, the Group made rentals of medical equipment used for on-site company checkups.

Rent expense included as part of cost of services amounted to P146,321, P6,083,523 and nil in 2010, 2009 and 2008, respectively (Note .23), while charged to operations amounted to P63,947, P4,338,965 and P1,648,599 in 2010, 2009 and 2008, respectivety (Note 22).

30. Retirement Plan

The reconciliation of the retireinent benefits liabiliq recognized in the consolidated statements of financial position is shown below:

- - -

Present value of the obligation P3,291,048 P4,003,196 Net unrecognized actuarial gains (loss) 2,423,384 (62,193) Retirement benefits obligation P5,714,932 P3,94 1,003

The movements in the present vaiue of defined benefit obligation are shown below:

2010 2009

Balance at beginning of year P4,003,196 P3,019,197 Current service costs 575,260 660.33 1 Interest costs 327,339 323,668 Beneftts paid (423,556) Actuarial gain (1,191,191) Balance at end of year P3,291,048 P4,003,196

The retirement benefits expense recognized in the consolidated profit or loss is as follows:

2010 2009 2008 Current service costs P575,260 P660,331 P140,541 Interest costs 327,339 3 23,668 123,995 Net actuarial loss recognized during

the year 1,294,886 8,744 1 1,557

P2,197,485 P992,743 P276,093

The principal actuarial assumptions at reporting date are as follows:

2010 2009 . 2008 Discount rates 8.17% 10.54% 9.06% Expected rate of salary increases 5.00% 5.0OYo 5.00%

The historical information of the amounts for the current and previous period is as follows:

2010 2009 2008 Present value of defined benefit

obligation . P3,291,048 P4,003,196 P3,019,197 Fair value of plan assets - Deficiency in the plan 3,291,048 4,003,196 3,019,197 Experience adjustments -

As Previously Adjustments I Reported Reclassification As Restated

Statement of Financial Posltion Llabillty

Accounts papblc and other current liabilities P114,83 1,250 (P15,706,219) P99.125,031

Due to a related party 80,202,613 (8,049,043) 72,153,570 Income tax payable 3,809,167 3,809,167

PI 95,033,863 (P 19,946,095) PI 75,087,768

Statement of Comprehensive Income Income

Revenues PI 17,237,590 (P10,772,131) P106,465,459 Other income 10,8 16.291 10,816,291

P 11 7,237,590 P44.160 PI 17,281,750

Expenses Operating expenses P110,368,278 (P4,724,403) PI 05,643,875 Share in net loss of associates 3,524,83 1 3,524,83 1 Income tax expense 5,280,774 3 76,244 5,657,018

PI 15,649,052 (P823,328) PI 14,825,724 - Attributable to: - - - -. . - - . - - . - - - .

Equity holders of the Parent Company P249,713 P64 i.94 1 P89 1,654 Non-controllin g d 225 547 1,564,372

The Group believes that the presentation of a third statement of financial position as of January 1, 2009, the earliest prior period presented, is not relevant as the adjustments and reclassification have no effect on the consolidated statement of financial position as at January 1,2009.

A~rpunts Reeivable !:,:om ~ i r e ~ t o t s ; ~ f f i c e r ~ , ~rnb1'0>'e&i RRdited ~aities,: aud Principal Stacklykiers (Other than ~ffilia?) , , , . . .

. . N/A

. . "/ . . , .

,GQniurrerit~arbeta'i$o Equity Sectiriti,&, 6fiet..hi&~erk,1nv&&ents '. . . . .

i~?,$tock and Other lim~cstmerits~. '2 . . 7

The Agreement has the following significant provisions, among others:

a. The Developer shall be solely liable for any and all expenses to be incurred in the construction and development to be introduced by SLRDI on the Project SLRDI shall also shield the CCPC from any claim that may be raised by any government agency, sub-contractor, supplier or third party in connection with the development of the Project.

b. The CCPC shall be paid 60% of the sales proceeds while SLRDI shall be paid 40% of the sales proceeds. The CCPC and SLRDI shall shoulder the corresponding taxes on their respestive share of the proceeds;

c, The proceeds from the sale of lots shall be deposited in the joint bank account of the CCPC and SLRDI; and

d. The CCPC and SLRDI shall nominate a marketing manager that will handle the sale of lots in the,Project. The marketing manager shall present a marketing plan to the CCPC and SLRDI.

The development of the residential lots has been completed and the Project started selling lots in 2004. CCPC recognized in its 2010 and 2009 financial statements its share of the assets, liabilities, revenues and expenses in the joint venture in accordance with the Agreement.

The revenues recognized by the Group from the joint ventures are shown below:

Jolnt Venture Joint Venture 2010 with DMCI with SLRDI Total Real estate sales P100,884,918 P44,856 f 23 P145,741,241 Interest income 2,2 10,593 5,690,737 7,901,330

P103,095,S11 P50,547,060 P153,642,!371

Joint Venture Jomt Venture 2009 with DMCI with SLRDI Total Real estate sales P22,176,940 P32,766,991 P54,943,93 1 Interest income 1,100,218 5,3 88,936 6,489,154

P23,277,158 P38,155,927 P61,433,085

Joint Venture Joint Venture 2008 with DMCI with SLRDI Total Real estate sales P3 1,046,571 P47,8 13,926 P78,860,497 Interest income 63,934 2,120,616 2,184,550

P3 1,110,505 P49,934,542 P81,045,047

As of December 31: 2010, there were no outstanding contingent liabilities and commitments with respect to the joint venture agreement.

. (Caneo.~/ Garketable ~q,;, ... ity ~ e d u t i t h b andO@akhorth~ex& ~a&~nveithenta) ., , . ' .Deceinber.'31,20BO . . . . . '

. . . > ..: . . . . . . , ,

. . . . . . . .

< .

. . . I . . , . . . . . . . . . . . . . . . N3me of;i68iring ! . . . . . . . . .~mb&t.showfi

':' . enhY & acieij&itic;w' N&fib~r'off , . , '

,. ,.&the balance.

..-. ..of each,,i&ue :j! ........ . . . . . . . . ,"';.. ,.- . . , ~hikes:, :; . ' sheet*

.'. . ,!

Corp - Pieikrred Shes : , 4,000 424,000 Asiattiiei t ~ 6 v e t.~~II~.meritt ~ a n k ; , . " . 15,000. . . . 105,000 .

'. . BDO LeWg ah:$% ~inarice, hc. ( . . ' , .165,000 . 254,100 . , sisi&: &&e c&$?. , . '3333 ;

. . , 550.

$j&&&is&&ia 3k1-t . . , . . . . .. :9,999, . :. . . 20,198 . . I . Di&d'Tdetom, I . '..': .. . . .. . , . . . ' . . . .

. . . . l,360,@Jd : '2,012,800 Export and Bank, Inc. : : : 3J10j000 ,860,600 Empire East La11i$.3nc, I. . , 5,320,000 . ' 2,819,600 ~iliitire~t .Land I r q . . r : 8~0,000. .. 1,048,000 ~olcint philiPp,&s, 1nc. . , . . 50,000 775,000

, Marcventures F$$$ings, Inc. 170,000 391,000 ~anila'water C:t,vppa.riy, kc. .:.' ; 85,000 1,630,300 .National ~eimtt$nce Gorp- . .d 1,250,000 . . 2,200,000 Oriental ~etrol$uip-t & MineraC1?',,6" ~IS,OOO,OO~ 1,582,000 Oriental l?etrolja1i~n & Mineral !@?' 35,000,000 455,000 The PhihddI <;{jToiaticm I . .: 5~000,000 75,000 Premiere Enteq$~.unent Phils. . 300,000 , 76;500 Philippine ES tq$.!icorPorati0nn "?, 1,000,000 . 76,000 hang ~ropertii;;; Inc. . . 415,420. 876,536 Sui~trust ~orn~,~~eve~ap:ers '.' 1,890,000, 831,600 Vdcm Industrid1 . ' . . 500,000 . ' . . . . 405,000 Vista Land & Gj.&aPes hc i". . . .50,000 158,590 . . . . . .

t .

, . ' : ... . . . . ' . . ..'I ' . , i. . . . . . . . . . .

P ' 17,134,880 . . . . . . . . . . . , 1 .

- . . . . . . . . . . . . . . ; . . . . . . . . . .

. . , . ' . .

, :. ' ~ h o u ~ n in the 174~4~ice sheet as ~ i ~ & c i d . ~ s s e t s at fii oglue. thr@hprofit.o&& , . ' .

~Al&$are based@ matkt quotd!iion atbalawe sheet dade ,; . 1 , . . . .

. , .