OST UPDATES

APSDI Meeting

August 14, 2013

2

AGENDA

Q2 Performance

RBA Renewal

RBA Contract Changes

2014 Business Plan Timelines

AOB

3

Q2 2013 PERFORMANCE

4

Q2 has been the best performing quarter since 2011. And the trend looks likely to continue in Q3 2013.

83% of Retailers are hitting at least 95% of their Targets.

Strong performance will likely continue in Q3.

OST will review with Districts the sustainability of the volume increase w/o Coke

Q1 2011 Q2 2011 Q3 2011 Q4 2011 Q1 2012 Q2 2012 Q3 2012 Q4 2012 Q1 2013 Q2 201334% 38% 40% 47% 41% 39% 36% 37% 45% 83%

% Volume Achievement <75% 75% to 95% 95% to 110% 110% to 125% >125%

# of Retailers 3 23 67 44 19

40% of Retailers are above 110% as of Q2.

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RBA RENEWAL

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PROCESS FOR RENEWAL

Assessment on Performance was done taking in numerical and qualitative factors, and discussed between OST, the Districts, and the GM.

2012 Full year RPI

General Compliance

Overall performance and potential

Decision for Renewal

Direction and priority for renewal will be given to performing Retailers.

Borderline assessed performers will be given 1-year term renewal.

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TIMELINE for RENEWAL

Aug 19 - 23: Collection of COR, Business Permit, Retailer

Contract DataWk of Sept 9: Release of

Batch 2 contracts

Included

First BatchGold Retailers + Retailers with RPI above 100 + Excellent overall compliance

Second BatchOther Retailers with Good performance and overall compliance

Third Batch - 1 year renewal Borderline Assessment

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REQUIREMENTS for Release of Contract

NAME on

BIR Certificate of Registration

Mayor’s / Business Permit

For all sites

GSAP Name=

No unreturned amendments from 2012 and 2013

NO RENEWAL for Retailers with UNRETURNED AMENDMENTS.

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Contract Management

There will be six (6) copies of the RBA Contract SENT TO RETAILER for signing:

Retailer copy

District Copy

OST copy

Legal copy

Shell Notary copy

Retailer Notary copy

Five (5) copies should be RETURNED BY RETAILER for Shell side notary and signature.

Retailer copy will be given after Shell side notary and signatures are finished.

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RBA CONTRACT CHANGES

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The RBA contract remains largely the same except for a few major changes concerning HSSE, General Business Principles, and customizations for the PH market.

1. Specific Start and End dates on the cover page.

2. Additional clauses and section on Anti-Bribery and Corruption.

3. Additional sections (6.1 and 20) on Shell General Business Principles , Shell Code of Conduct, and Child Labor.

4. Additional section (13.9) on Audit Rights, Internal Controls, and Records Keeping

5. Additional clause on Red Card offenses 16.2.41 – breach of Anti-bribery laws, Competition laws, Fast Food Offering schedule.

6. Additional clause (19.11.5) on Insurance coverage.

7. Additional clause (21.3.2) on validity of Communications sent between Shell and the Retailer.

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8. Update of Schedule 3: Items of Equipment, Ownership, and Maintenance Obligations to align with latest JCI/Retailer Scope of Work.

9. Update of Schedule 4: Remuneration – to use the new format of PDF business plans; and add the Select Royalty per product group table.

10. Update of Schedule 6: Transaction Cards – no merchant fees for Fleet card; and requirement to have a credit card facility on site where applicable.

11. Added Schedule 9: Anti-Bribery Laws Compliance Statement.

12. Added Schedule 10: Life-saving Rules

13. Updated Schedule 11: Current product names

14. Update Schedule 12: Price for Motor Fuel and Additional Arrangements – Summary of Delivery Promise

Microsoft Office Word Document

Updated Delivery Promise for Fuels

Summary of New Delivery Promise for the Philippines (Fuels)

Order Cut-off Time

Std. Lead Time Min. Order

Qty. Small Order

Qty. Small Order

Surch. Urgent Order Time Frame

Urgent Order Surch.

Left on Board Surch.

1500H

Next working day for orders

processed on or before 1500H*

2 KL 10 KL PHP 1,000/

order

Same day delivery

(customer initiated)

PHP 2,500/ order

PHP 2,500/ order

OLD

NEW

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Updated Delivery Promise for LubesSummary of New Delivery Promise for the Philippines (Lubes)

Order Cut-off Time

Std. Lead Time Min. Order

Qty. Small Order

Qty. Small Order

Surch. Urgent Order Time Frame

Urgent Order Surch.

Left on Board Surch.

1500H Within 3 working

days 1 carton, 1

pail, 1 drum

100 liters or 5,000 liters

(Distributors)

PHP 500/ order or

PHP 1,500/ order

(Distributors)

Less than 3 working

days lead time

PHP 1,500/ order

PHP 1,500/ order

OLD

Order Cut-off Time

Std. Lead Time Min. Order

Qty. Small Order

Qty. Small Order

Surch. Urgent Order Time Frame

Urgent Order Surch.

Left on Board Surch.

1300H

Within 5 working days for orders cleared before

cut off time

1 carton OR 1 pail OR 1

drum 200 liters

PHP 2,000/order

Less than 3 working

days lead time

PHP 6,000/ order

PHP 4,000/ order

NEW

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2014 BUSINESS PLAN TIMELINES

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Target

Setting for 2014

•September 1 to 30

Benchmar

k Review

with APSD

I

•September 11

Release of

Draft

2014 BPs

•October 21

Submission of Negotiate

d BPs

•November 6

Approvals for 2014 BP

• November 15

Printing and Release of

BPs for signing

• November 25

Return of signed BPs

to Shell

• December 13

2014 Business Plan will not be ACTIVATED and no FSA will be run until the 2014 Business Plan Amendments have been returned.