Date: 14-10-2019 2019-10-14 :@ 34) Subject : Authentication of signature GAs cle Mialoall 2g pz gall Name: Lo Wen Pin Cao he Nationality: Taiwan Og Aucall Passport number: 308362087 308362087: ill jlse By NPS No : XV-05-INV-19G-3048 =E19-8 I GOS USI Hl I ey 3048 Mr. Lo Wen Pin has a lawsuit in the, i! 23 3} ducal sal Philippines and has prepared a written wit 2 sel By «oul affidavit for his lawyer in there, which needs to be notarized and get apostille eventually. AS Go Baty GS Gt Gl gts AL, Adee) BE peal Sey dull Steals This Notarization and Apostille only certifies the signature, the capacity of the signer and the seal or stamp it bears. It does not certify the content of the document for which it was issued. Goals ay al GSI Ge Gaal Jy bid yal gig Gee Ge Gey ajiacal of gill sia sine Gle Giles lal ge Sincerely yours aaa al Attachment : Counter-Affidavit of Mr. Lo Wen Pin (11 pages) Gm City sl spall gS 8 Se ye ad 5H ye (is 11) Signature of Mr. Lo Wen Pin: | Date 2 On Ons gl sual Gh AQ, [NE SH! (Val tipull B59 2 Sadly GGL) pila AVeVA VOT VE s Gta eB sh hg egy = oes ata Gs ay gt ules ll GS Bly ae Gr Ube foe JS AN pte ag ds 8944 sl ode bands te dbs coall ths (308362087) phe Ally Jeans gdh hein 559 (11181278) ab) Apne Lily Jeans pincrdll alls Coy Caeal = (114179691)-8) BiB ss BD. BN. oe Kapil ap sda Ae... fds) sald To. Ling hue, u sagt sat ‘| nese PV, a _& 8 Na XH DEE ce we) Mniey sttortgrAtake 7S APOSTLE (Convenan 30 La Haye du 5 octobre 1961) 4 Country Suitanate of Omen This Pubic document 2 Has beon signed by Resistar 3. Acting inthe Capacity of Director, 8 fh ean ot Hal SA) [Poannastaay PR salisis pan geseaaroass YI =o nen AAD te gna ave aha esata gato syneRepublic of the Philippines OFFICE OF THE CITY PROSECUTOR Makati City SANG HO LEE, Complainant, ~ versus - NPS No. XV-05-INV-19G-3048 For: Estafa HSIAO MING CHENG, et al. Respondents. x REJOINDER-AFFIDAVIT 1, Respondent LO WEN-PIN, of legal age, Taiwanese, with address at o/o 22! Floor, ACCRALAW Tower, Second Avenue corner 30th Street, Crescent Park West, Bonifacio Global City, 1635 Taguig, Metro Manila, after having been sworn in accordance with law, and with assistance of counsel, by way of rejoinder to the Reply- Affidavit dated 23 September 2019 (“Reply”), hereby depose and state: 1, With due respect, the Reply failed to even address, or adequately controvert, the material allegations in my Counter-Affidavit as well as the counter- affidavits of the other respondents which establish that the Complaint is baseless and should be dismissed. A. WITH DUE RESPECT, THIS HONORABLE OFFICE HAS NO JURISDICTION OVER THE COMPLAIN’ 2. I stated in my counter-affidavit that this Honorable Office has no jurisdiction over the Complaint because PPM never alleged a single fact showing that an element of the crime charged was committed in Makati, or within the jurisdiction of this Honorable Office.’ 3. In its Reply, the Complainant contends that this Honorable Office has jurisdiction over the Complaint because the principal office address of both CIPEC Counter-Affidavit dated 2 September 2019 (“Counter Affidavit"), pp. 2-3.Construction, Inc. (“CIPEC”) and Perfect Professional Machinery, Inc. (“PPM”) are in Makati. 4. [have been advised by counsel that the Complainant’s argument is wrong because the rule is that a criminal action must be instituted in the place where the crime was committed. This determines not only the venue of the action; but is an essential element of jurisdiction? a Section 9 (Powers and Functions of the Provincial or City Prosecutor) of Republic Act No. 10071 (otherwise known as the “Prosecution Service Act of 2010”) provides that that the city prosecutor shall “investigate and/or cause to be investigated all charges of crimes, misdemeanors and violations of penal laws and ordinances within their respective jurisdictions...” Under Section 2, Rule 112 of the Rules of Court, the authority of a City Prosecutor or his assistants to conduct a preliminary investigation is limited to “crimes cognizable by the proper court in their respective territorial jurisdiction.” 6. Moreover, “It is a fundamental rule that for jurisdiction to be acquired by courts in criminal cases, the offense should have been committed or any one of its essential ingredients should have taken place within the territorial jurisdiction of the court. Territorial jurisdiction in criminal cases is the territory where the court has jurisdiction to take cognizance or to try the offense allegedly committed therein by the accused. Thus, it cannot take jurisdiction over a person charged with an offense allegedly committed outside of that limited territory.” 7. Here, the Complainant merely alleged that the principal office of CIPEC and PPM are in Makati, and then made the unwarranted and sweeping conclusion that most of the communications between CIPEC and PPM were made in Makati, again, without showing any proof or specific allegation of fact in support of this bare statement. 8. My Counsel advised me that allegation is not evidence, and the burden of evidence lies with the party who asserts the affirmative of an issue.° “(H)e who alleges a fact has the burden of proving it; mere allegation is not evidence."” Thus: Reply dated 23 September 2019 (“Reply”), p. 9, pars. 25-26, Ibid. RULES OF Court, Rule 112, Sec. 2. ‘Treas v. People, supra, at 366 citing Isip v. People, G.R. No. 170298, 26 June 2007; underscoring supplied Manila Mining Corporation v. Amor, et al., 758 Phil. 268, 280-281 (2015). Atienza v. De Castro, G.R, No. 169698, 29 November 2006.“... Time and again, the Court has ruled that ‘in criminal _cases. venue or where at least one of the elements of the crime or offense was committed _must_be proven and_not just_alleged. Otherwise, a_mere allegation is not proof and could not justify sentencing a man to jail or holding him criminally liable. To stress, an allegation is not evidence and could not be made equivalent to proof.” B. WITH DUE RESPECT, THIS HONORABLE OFFICE HAS NO JURISDICTION TO CONDUCT THE PRELIMINARY INVESTIGATION AS AGAINST ME AS I WAS NOT IN THE PHILIPPINES AT THE TIME MATERIAL TO THIS CASE. 9. With due respect again, this Honorable Office has no authority or jurisdiction to conduct the preliminary investigation of the complaint as against me pursuant to the territoriality principle of criminal law as 1 was not even in the Philippines at the time material to this case. 10. My counsel advised me that penal laws of the Philippines may only be enforced against persons who live or sojourn in the Philippine territory. Pertinently, Article 14 of the Civil Code states: “Article 14, Penal laws and those of public security and safety shall be obligatory upon all who live or sojourn in the Philippine territory, subject to the principles of public intemational law and to treaty stipulations.” 11. Considering that penal laws of the Philippines may not be enforced against me, as I was not in the Philippines at the time material to this case, I cannot be liable for the crimes of Estafa and/or Other Deceits pursuant to the Territoriality Principle of Criminal Law. C. THERE IS NO PROBABLE CAUSE AGAINST ME FOR THE OFFENSES CHARGED. Cabral v. Bracamonte, G.R. No. 233174, 23 January 2019.12, The Reply still fails to show probable cause against me for Estafa under Article 315(2)(a) and Other Deceits under under Article 318 of the RPC. 13. According to my counsel, to hold a person criminally liable for Estafa under Article 315(2)(a) of the RPC, the Complainant must establish the following: (a) that Respondent made false pretenses or fraudulent representations as to his power, influence, qualifications, property, credit, agency, business or imaginary transactions; (b) that such false pretense or fraudulent representation was made or executed prior to or simultaneously with the commission of the fraud; (c) that the offended party relied on the false pretense, fraudulent act, or fraudulent means and was induced to part with his money or property; and (4) that, as a result thereof, the offended party suffered damage. 14. Further, according to my counsel, to hold a person criminally liable for Other Deceits under Article 318 of the RPC, the Complainant must establish the following: (a) there is a false pretense, fraudulent act or pretense; (b) such false pretense, fraudulent act or pretense must be made or executed prior to or simultaneously with the commission of the fraud; and (c) as a result, the offended party suffered damage and prejudice.'° 1S. I did not make any of the purported misrepresentations cited by the Complainant in its Complaint. Aside from mentioning that I am a director of CIPEC, there is no other allegation involving me in the Complaint. | pointed this out in my counter-affidavit, and still, the Complainant, in its Reply, did not impute any specific act attributable to me at all. I said that I do not know Mr. Sang Ho Lee, and I have not met him or any other officer or employee of PPM.'! The Complainant did not deny this in its Reply. 16. The Counter-Affidavits of the other Respondents also explained why the allegations of purported misrepresentations by PPM are incorrect, and why the claims of PPM are not legitimate. PPM did not even respond to these explanations. Therefore, not only is the element of “false pretense” or fraud absent; the element of damage is likewise lacking. 17, _ It is apparent that I am included in the Complaint only because I am a director/officer of CIPEC. However, I was advised by my counsel that the mere holding of a position in a corporation is insufficient basis for any criminal liability. Before directors and corporate officers may be held criminally liable, the Complaint ‘Osorio v, People of the Philippines, G.R. No. 207711, 2 July 2018. Guinhawa v. People, G.R. No. 162822, 25 August 2005 Counter-Affidavit,p. 1must establish the particular role or actual participation of directors or officers in the criminal act. Only directors or officers shown to have participated in the alleged anomalous acts may be held criminally liable." Here, there is no such allegation, much less proof, of any act on my part that will make me liable criminally. 18. The Complainant cited the case of Rivera v. United Laboratories, Inc.'*(*Rivera”) and alleged that corporate fiction cannot be used to defeat public convenience, justify wrong, protect fraud, or defend crime, or to be made as a shield to confuse the legitimate issues.'* 19. Reliance on Rivera is misplaced and irrelevant. In the first place, my point is that there is not a single allegation imputing a specific overt act to me. The Complaint merely states that I am a director. The mere allegation that I am a director of CIPEC does not, by itself, make me liable for any crime. Thus, even if the corporation is charged with a criminal offense, | am not automatically liable solely by the mere fact that I am a director. Second, there is no allegation of specific acts, much less proof, in this case that the corporate fiction was used to defeat public convenience, justify wrong, protect fraud, or defend crime, or to be made as a shield to confuse the legitimate issues. In fact, the evidence is to the contrary — CIPEC did not do anything wrong. 20. _ In addition, counsel advised me that an examination of the case of Rivera shows that it does not support the Complainant’s position. First, the case is about an employee’s claim for retirement benefit, and not a criminal complaint. Second, the separate juridical personality of a corporation was not even disregarded in that case because the alleged wrongdoing was not clearly established. Hence, Rivera finds no application in this case. If at all, the Rivera case supports my position that corporate officers cannot be made liable unless they participated in the criminal act. 21. Since the Complainant failed to allege any overt act on my part that would engender a well-founded belief that I committed the crimes of Estafa and/or Other Deceits, the Complainant now claims that I allegedly “conspired” with the other Respondents.'° 22. Again, I have been advised by counsel that the mere allegation of conspiracy, by itself, is not enough to warrant a finding of probable cause against me for Estafa and/or Other Deceits. Cruzvale, Inc. v. Eduque, G.R. No. 172785-86, 18 June 2009; underscoring supplied. G.R_No. 155639, 22 April 2009, Reply, p. 10, par. 32. "8 Tbid., par. 27.23. Under Art. 8 of the RPC, “conspiracy exists when two or more persons come to an agreement concerning the commission of a felony and decide to commit it.” The elements of conspiracy are the following: (a) Two or more persons came to an agreement; (b) The agreement concemed the commissi execution of the felony was decided upon.'* None of these elements have been alleged, muuch less substantiated by evidence by the Complainant. 24. Moreover, conspiracy is not presumed; on the contrary, its elements must be proven beyond reasonable doubt in the same way as the acts constituting the crime itself. Bahilad v. People:'” “There is conspiracy when two or more persons come to an agreement concerning the commission of a felony and decide to commit it. Conspiracy is not presumed. Like the physical acts constituting the crime itself, the elements of conspiracy must _be proven beyond reasonable doubt ... For conspiracy to exist, it is essential that there must be a conscious design to commit an offense, Conspiracy is the product of intentionality on the part of the cohorts. “It is necessary that a conspirator should have performed some overt act_as a direct or indirect contribution to the execution of the crime committed. The overt act may consist of active participation in the actual commission of the crime itself, or it may consist of moral assistance to his co-conspirators by being present at the commission of the crime or by exerting moral ascendancy over the other co-conspirators. Hence, the mere presence of an accused at the discussion of a conspiracy, even approval of it, without any active participation in the same, is not enough for purposes of conviction.”" 25. Again, there is no specific allegation of fact, much less proof, either in the Complaint or Reply of PPM, that I conspired with anyone to commit a crime. D. THE COMPLAINANT FAILED TO CONTROVERT THE MATERIAL ALLEGATIONS IN THE COUNTER- AFFIDAVITS OF THE OTHER RESPONDENTS WHICH ESTABLISH THAT PPM’S CLAIMS People v. Lago, G.R. No. 121272. GR. No. 185195, 17 March 2010. Underscoring supplied ion_of a felony; and (c) TheARE BASELESS AND THAT THE COMPLAINT IS UNWARRANTED. 26. The Counter-Affidavits of the other Respondents also explain why the allegations of purported misrepresentations by PPM are incorrect, and why the claims of PPM are not legitimate. PPM did not even respond to these explanations. Therefore, not only is the element of “false pretense” or fraud absent; the element of damage is likewise lacking. 27. First — The Complainant never mentioned in its Reply the Subcontract Agreement dated 12 September 2018"? (“Subcontract”) between CIPEC and PPM. PPM never denied the existence, genuineness, and due execution of the Subcontract, and the fact that it superseded the “Letter of Award” which is attached as Annex “C” of its Complaint. 28. This shows lack of good faith on the part of the Complainant. PPM knew that the Letter of Award was not the binding document between PPM and CIPEC. It knew that the Letter of Award was superseded by the Subcontract, a specific allegation PPM did not deny. The Complainant knew about the Subcontract because it was signed by the representative of PPM. Also, the Subcontract and its provisions were the subject of numerous exchange of communications between the parties when they were discussing matters related to the Subcontract, including the claims of PPM. These communications are attached to the Joint Counter-Affidavit of Mr. Jason Chen, Chu Hon-Kei, Edison Liu, and Paul Huang (See Annexes 3-20, 23-24, etc.). The Complainant likewise did not deny these communications. Notwithstanding the foregoing, PPM is conspicuously silent about the Subcontract, its provisions, and the letters/communications. 29. Second — The terms and conditions of the Subcontract show that PPM’s claims are unjustified. PPM never even bothered to address the explanations of Respondents Jason Chen, Chu Hon-Kei, Edison Liu, and Paul Huang as to why PPM’s claims are baseless. The numerous letters attached to the Joint Counter-Affidavit of these respondents, as well as the allegations in their Joint Counter-Affidavit itself, explain why, under the provisions of the Subcontract, PPM was not entitled to the amounts it claimed. Yet, PPM did not even attempt to address these explanations. 30. ‘Third — the Complainant contends that the statement I made in my Counter-Affidavit that I have no knowledge or participation in the execution of the See Subcontract Agreement dated 12 September 2018 (“Subcontract”) which is attached as Annex “1” of the Joint Counter-Affidavit dated 2 September 2019.Subcontract: shows misrepresentation because “the Board of Directors and officers of CIPEC did not authorize the contract with PPM.””” This is false and misleading. Such statement also makes unwarranted conclusions, and erroneously extrapolates and takes my statement out of context. 31. An examination of the Subcontract shows that it was signed by Mr. Jang Woo Kim for and in behalf of PPM, and by Mr. Ting-Chuang Li (“Mr. Li”) for and in behalf of CIPEC on 12 September 2018. Long before the signing of this Subcontract, or on 8 December 2017, the Board of Directors of CIPEC had a meeting, through video-conference, and resolved to authorize its Chairman, Mr. Ming-Cheng Hsiao (Mr. Hsiao”), with power to delegate, to, among others, manage all matters (including signing all documents) relating to the JG Summit Stage 1 Expansion Project.”' I received notice of this meeting, as well as the agenda for the said meeting, Unfortunately, I was not able to attend. I understand that three directors were present during the meeting — Mr. Hsiao, Mr. Romuel Consunji, and Ms. Grace Fernandez. Thus, while Mr. Randolph Ang (“Mr. Ang”) and I were not able to join the meeting despite notice, there was still a quorum for purposes of the meeting, during which, the directors who were present unanimously approved the cited resolution. 1 was later advised about this resolution, and I confirmed that I agreed with it and I never challenged it. In effect, I ratified it. Counsel advised me that a corporate action taken at a board mecting without proper call or notice in a close corporation is deemed ratified by the absent director unless the latter promptly files his written objection with the secretary of the corporation after having knowledge of the meeting” Here, neither T nor Mr. Mr. Ang, who I understand was also absent, filed any written objection, In fact, as I mentioned earlier, I ratified it. 32. Thereafter, or on 1 January 2018, Mr. Hsiao, pursuant to the power vested in him by the Board, executed a Power of Attorney” in favor of Mr. Li to, among others, sign all contracts and subcontracts relating to the Onshore Contract for and in behalf of CIPEC. 33. _ Thus, I and the other directors of CIPEC certainly knew about the JGSPC Expansion Project. However, I was not the one who signed the Subcontract with PPM, and neither am I familiar with the details of its day-to-day actual implementation. That is why I said I never met Mr. Sang Ho Lee or any other officers of PPM. This does not mean that the JGSPC Expansion Project does not exist, or that CIPEC is not the contractor engaged by JGSPC for the Onshore portion of the Project, or that CIPEC » Reply, pp. 6-7, par. 16 A -copy of the Secretary's Certificate attesting to the passing of a resolution authorizing Mr. Hsiao to manage all ‘matters and sign all documents relating to the JGSPC Expansion Project is attached hereto as Annex “1”, Manuel Dulay, Inc. v. Court of Appeals, G.R. No. 91889, 27 August 1993. ‘A copy of the Power of Attomey dated 1 January 2018 is attached hereto as Annex “2”and PPM did not validly enter into the Subcontract for a portion of the piling works for the Project, i.e, the AEU. From the records, it should also be noted that the Subcontract is just a minor portion of the Onshore Contract. Specifically, it is only for piling works and, in fact, should have been finished within three (3) months. Furthermore, it is only for a portion of the piling works (the AEU area), as the piling works for the BDEU area was subcontracted by CIPEC to DMCI 34. I have been advised by counsel that, under Philippine law, "a party to a contract cannot deny the validity thereof after enjoying its benefits without outrage to one’s sense of justice and fairness." * To recall, PPM has already received Php190,000,000.00 under the Subcontract, an allegation it likewise never even attempted to deny at any time. In this connection, Rule 131, Section 2(a) of the Rules of Court, enunciating the principle of estoppel, states that: "Whenever a party has, by his own declaration, act or omission, intentionally and deliberately led another to believe a particular thing to be true, and to act upon such belief, he cannot, in any litigation arising out of such declaration, act or omission, be permitted to falsify it." 35. Fourth - PPM did not deny the existence of the “arbitration agreement” between PPM and CIPEC embodied in the Subcontract. The Arbitration Clause” in the Subcontract pertinently provides that “... (Any controversy between the Company and_Subcontractor_regarding the validity, interpretation or performance of this Agreement, if not resolved by amicable negotiations, shall be settled by binding arbitration under the Rules of Arbitration of Singapore Chamber of Commerce by one or more arbitrators appointed in accordance with said Rules. All proceedings will be held in Singapore and shall be conducted in the English language and English law will apply to the merits.” 36. The claims of PPM are commercial in nature, and is a dispute that is a proper subject of arbitration covered by the Arbitration Clause under the Subcontract. By filing this Complaint, PPM seeks to circumvent the Arbitration Clause and avoid going to arbitration. Regretfully, the Complainant is using this Honorable Office as a collecting agency for his patently baseless claims. This Honorable Office should not countenance such act by the Complainant. 37. My counsel advised me that the rule is that disputes govemed by an arbitration clause must be referred to arbitration.”° In fact, “an arbitration agreement which forms part of the main contract shall not be regarded as invalid or non-existent just because the main contract is invalid or did not come into existence, since the % Toledo v. Hayden, G.R. No. 172139, 8 December 2010. 2 Subcontract, Art. 15.0. % Korea Technologies Co., Ltd. V. Lerma, G.R. No. 143581, 7 January 2008,arbitration agreement shall be treated as a separate agreement independent of the main contract ... (A) contrary ruling would suggest that a party's mere repudiation of the main contract is sufficient to avoid arbitration and that is exactly the situation that the separability doctrine sought to avoid...”” Therefore, even if it is assumed, only for the sake of argument, that the Subcontract is deemed void or inexistent, the arbitration clause survives. 38. Fifth - The Complainant contends that the Respondents admit that they are directors, officers or employees of CIPEC;* that the GIS attached to the Complaint as Annex “B” is genuine;” and that the principal office of CIPEC is in Makati.” With due respect, all of these do not help the Complainant’s cause. On the contrary, they defeat the Complainant’s cause. The fact that the Complainant made all these allegations/admissions, even secured the General Information Sheet (GIS) of CIPEC from the Securities and Exchange Commission (SEC), and attached a picture of the purported office of CIPEC, negates PPM’s claim that CIPEC is a “paper company”. 39. These allegations of the Complainant only prove that CIPEC is not a paper company. CIPEC is a duly registered corporation with the SEC, incorporated and operating since 2003, with actual offices and personnel in the country. Certainly, a major company like JGSPC would not enter into a major contract with a fake or paper company. PPM also never denied that CIPEC already paid it the amount of Php190,000,000.00. No “paper company” would pay such an amount for valid or legitimate claims. The issue is not that CIPEC is a “paper company” (because it is not), but rather, because PPM’s claims are baseless and not legitimate. 40. Sixth — The Complainant contends that CIPEC and CTCI are the same entity and alleged that CIPEC uses CTCI as its trademark or tradename.*! This assertion is also incorrect. All one has to do is to verify with the Intellectual Property Office of the Philippines (IPOPHIL) whether CTCI is a registered tradename or trademark of CIPEC. The Complainant provides no evidence to support its allegation other than that CTCI appears on CIPEC’s letterhead purportedly as a trademark or tradename. However, this only proves what the Respondents are saying - CIPEC is an affiliate of CTCI, and the two are separate companies. 41. In view of the foregoing, I respectfully urge this Honorable Office to dismiss the Complaint. “It is neither right nor just to unnecessarily put to anxiety and Cargill Philippines, Inc. v. San Fernando Regala Trading, Inc., G.R. No. 175404, 31 January 2011 Reply, p.2, par. 2. Ibid. par. 6. Id p. 4, par. 8, Id, p. 3, pars. 3-5,anguish a person by an indictment for a crime that, on its face, cannot stand. No useful purpose but only harm and undue concern can be achieved from an unwarranted criminal prosecution.”** 42. 1am executing this Rejoinder-A ffidavit to refute the charges against me, to attest to the truth of all the foregoing, and to move for the dismissal of the Complaint against me. 43. respectfully reserve all rights, particularly the right to file the necessary civil, criminal, and administrative charges against Complainant, PPM, its directors, officers, employees, and/or agents. IN WITNESS WHEREOF, | hereby affix my signature this _14_ day of October 2019 in _Sohar, Sultanate of Oman_. : LO WEN-PIN ay 1 a Affiant SUBSCRIBED AND SWORN to before me this __ day of October 2019 in ADMINISTERING OFFICER CERTIFICATION I hereby certify that I have examined the affiant and I am satisfied that he understood and voluntarily executed this Rejoinder-A ffidavit. ADMINISTERING OFFICER ® Olairez v. Sandiganbayan, G.R. No. 148030, 10 March 2003ANNEX SECRETARY'S CERTIFICATE I, SANTOS C. SEVILLA, JR., of legal age, Filipino, married, and with office address at Unit 1804 Manila Astral Tower 1330 Taft Avenue comer Padre Faura Street, Ermita, Manila, being the duly elected and qualified Corporate Secretary of CIPEC CONSTRUCTION, INC. (the “Corporation”), a corporation duly organized and existing in accordance with Philippine Jaws with business address at Unit 1202 Global Tower, General Mascardo Street, Bangkal, ‘Makati City, hereby certify on behalf of the Corporation that: At a meeting of the Board of Directors’ of the Corporation held at its office on 8 December 2017 at 2:00 p.m. through video-call, during which a quorum was present and acting throughout, the following resolutions were unanimously approved: “RESOLVED, AS IT IS HEREBY RESOLVED, that the Board of Directors decided and agreed to fully authorize the Chairman, Mr. Hsiao, Ming- Cheng, to manage all matters related to the execution of Aromatics Extraction Unit and Butadiene Extraction Unit Project (the ‘Project’), including but not limited to the signing of the Construction Contract for Aromatics Extraction Unit and Butadiene Extraction Unit (the ‘Contract’) and any contracts or agrecmeats related to the Project and the Contract and to reauthorize his power to the other delegations as necessary on behalf of CIPEC Construction, Ine, “RESOLVED FURTHER, that this resolution shall be in full force and cffect until amended or revoked by a sueceeding resolution.” IN WITNESS WHEREOF, I have hereunto affixed my signature this 3 day of October 2019 at Manila, SANTO! JR. Coxforate Secretary SUBSCRIBED AND SWORN to before me this 3rd day of October 2019 in the City of Manila, affient, Mr. Santos Sevilla, Jr., who is pérsonally known to me, exhibited to me, as competent evidence of identity, his Non Professional Driver's License No, NO4-00-459067 issued by the Land Transportation Office [LTO] valid until November 26, 2023. Doc. No. 3f Page No. 7: Book Noles ATTY. G.ZARATE ee Notary Public Unt Bs, 31, 2020 Nourel Comm. No, 2019-018-Narila Rollo. 17574 /TIN-1S1-238358 TBP OR. No, 43670 Mey 29, 2018-Mla, PTR No.7982224/i2- for year 2019-Mila. MCLE Exempt, No, 60114 til 2019 1583 P. Fura St, Leila, Mana/0¥203315371° CTCH Sectnenicn POWER OF ATTORNEY This Power of Attorney is made on this 1st day of January 2018 by CIPEC Construction Inc., a company duly organized and validly existing under the Law of Republic of Philippines, having registered office at Unit 402, SEDCCO 1 Building, Rada St. Legaspi Village, Makati City, Philippines. This indeed witnesses that CIPEC Construction Inc. does hereby nominate and appoint the following nominees = LI, TING-CHUANG, Head of Procurement Division, CTC! Group to be its true and lawful representatives to execute the signature of any relative documents for the purchase orders, subcontracts and related procurement on behalf of CIPEC Construction Inc. in relation to the CONSTRUCTION CONTRACT FOR AROMATICS EXTRACTION UNIT AND. BUTADIENE EXTRACTION UNIT (Contract No. : A7LZ-EPC-0028), The signatures of representatives are shown below and such signatures are legally binding on CIPEC Construction Inc. : CTCI Group CIPEC Construction Inc. does hereby notify and confirm the aforesaid representatives shall lawfully be conferred in exercise of the powers. Ming-Chéhg Fisiao Chairman & CEO CIPEC Construction Inc.