C03234-2017

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)
May 22, 2017
2. SEC Identification Number
CS201524712
3. BIR Tax Identification No.
009-192-878
4. Exact name of issuer as specified in its charter
WILCON DEPOT, INC.
5. Province, country or other jurisdiction of incorporation
QUEZON CITY, PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
90 E. RODRIGUEZ JR. AVE, UGONG NORTE, QUEZON CITY Postal Code 1110
8. Issuer's telephone number, including area code
(02) 634 8387
9. Former name or former address, if changed since last report
-
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 4,099,724,116
11. Indicate the item numbers reported herein
-

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.

Wilcon Depot, Inc.WLCON

PSE Disclosure Form 4-30 - Material Information/Transactions References: SRC Rule 17 (SEC Form 17-C) and
Sections 4.1 and 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Matters approved by the board in its special board meeting held on 22 May 2017

Background/Description of the Disclosure

The Board approved the following matters:
1. Resignation and acceptance of resignation of William T. Belo as Director and Chairman and Rosemarie B. Ong as director of the Corporation
2. Election of Bertram B. Lim and Delfin L.Warren as new independent directors of the Corporation
3. Amendment to the by laws to create the position of chairman emeritus and the composition of the committees as m,ay be subsequently required by law.
4. Appointment of William T. Belo as Chairman Emeritus
5, Creation of an advisory board and appointment of William T. Belo, Rosy C. Belo and Rosemarie B. Ong as initial members thereto
6. Approval of the Revised Manual on Corporate Governance to be finalized and submitted on or before 31 May 2017.
7. Pursuant to the Code of Corporate Governance for Publicly-Listed Companies, the Related Party Transaction Committee and Risk Oversight Committee shall be under the Audit Committee while the Nomination Committee and Compensation Committee shall be under the Corporate Governance Committee with the following members:

AUDIT COMMITTEE
Names Position
Ricardo S. Pascua Chairperson
Rolando S. Narciso Member
Bertram B. Lim Member


CORPORATE GOVERNANCE COMMITTEE
Names Position
Rolando S. Narciso Chairperson
Ricardo S. Pascua Member
Delfin L. Warren Member

Finally, the amendment to the composition of the Executive Committee:

EXECUTIVE COMMITTEE
Names Position
Bertram B. Lim Chairperson
Lorraine Belo-Cincochan Vice Chairman
Mark Andrew Y. Belo Member
Careen Y. Belo Member
Delfin L. Warren Member

8. Approval of the revised stockholders' meeting agenda:
1. Call to Order
2. Certification of Notice and Determination of Quorum
3. Approval of the Minutes of the Annual Meeting of the Stockholders held on 30 March 2016.
4. Presentation and Approval of Annual Report and Financial Statements as of 31 December 2016.
5. Ratification of all acts of the Board of Directors during the preceding year.
6. Amendment of By-Laws
7. Election of Board of Directors
8. Election of External Auditor
9. Consideration of such other matters as may properly come before the meeting.
10. Adjournment

Other Relevant Information

Please see attached notices of disclosure. The meeting was adjourned at 7:00 pm.

Filed on behalf by:
Name LORRAINE CINCOCHAN
Designation PRESIDENT & CEO