C08879-2022

SECURITIES AND EXCHANGE COMMISSIONSEC FORM 17-C

CURRENT REPORT UNDER SECTION 17
OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.2(c) THEREUNDER

1. Date of Report (Date of earliest event reported)
Nov 29, 2022
2. SEC Identification Number
152747
3. BIR Tax Identification No.
000-153-790-000
4. Exact name of issuer as specified in its charter
Ayala Land, Inc.
5. Province, country or other jurisdiction of incorporation
Makati City, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
31F Tower One and Exchange Plaza, Ayala Triangle, Ayala Avenue, Makati City Postal Code 1226
8. Issuer's telephone number, including area code
+632 7908 3111
9. Former name or former address, if changed since last report
N.A.
10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA
Title of Each Class Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding
Common Shares 14,757,239,931
Voting Preferred Shares 12,442,524,223
11. Indicate the item numbers reported herein
Item 9 - Other Matters

The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.

Ayala Land, Inc.ALI

PSE Disclosure Form 16-1- Update on Corporate Actions/
Material Transactions/Agreements References: SRC Rule 17 (SEC Form 17-C) and
Section 16 of the Revised Disclosure Rules

Subject of the Disclosure

We write in connection with the Securities and Exchange Commission’s December 16, 2021 approval of the merger of Cebu Holdings, Inc. (“CHI”), Asian I-Office Properties, Inc., Arca South Commercial Ventures Corp., and Central Block Developers, Inc. (the “Absorbed Corporations”), with and into Ayala Land, Inc. (“ALI”), with ALI as the surviving entity (the “Merger”).

Background/Description of the Disclosure

On September 14, 2022, the Securities and Exchange Commission (SEC) confirmed that the issuance by ALI of 609,626,351 shares (the “Merger Shares”) to the pre-merger shareholders of the Absorbed Corporations is exempt from the registration requirements pursuant to Section 10.2 of the Securities Regulation Code. On October 7, 2022, ALI commenced the processing of the Certificate Authorizing Registration (“CAR”) with the Bureau of Internal Revenue (“BIR”) for the transfer of the properties from the Absorbed Corporations to ALI. As of today, the CAR application is still under review and pending approval. We are closely monitoring the said application.

The stockholders will be able to trade the Merger Shares upon approval of its listing by the Philippine Stock Exchange.

Other Relevant Information

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Filed on behalf by:
Name Michelle Valbuena
Designation Senior Compliance Manager