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)
Mar 5, 2018
2. SEC Identification Number
34001
3. BIR Tax Identification No.
000-708-174-000
4. Exact name of issuer as specified in its charter
BDO Unibank, Inc.
5. Province, country or other jurisdiction of incorporation
Metro Manila
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
BDO Corporate Center, 7899 Makati Ave., Makati CityPostal Code0726
8. Issuer's telephone number, including area code
(632)840-7000/702-6000
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
4,367,024,454
Preferred
515,000,000
11. Indicate the item numbers reported herein
Item 9 - Other Events
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.
BDO Unibank, Inc.BDO
PSE Disclosure Form 4-3 - Amendments to Articles of Incorporation References: SRC Rule 17 (SEC Form 17-C) and Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Amendment to Article Seven of Articles of Incorporation
Background/Description of the Disclosure
Ladies and Gentleman:
Please be informed that the Board of Directors of BDO Unibank, Inc. (the “Bank”), at its regular board meeting held on January 7, 2017, approved the conversion of One Billion (1,000,000,000) unissued preferred shares of the Bank, consisting of Five Hundred Million (500,000,000) unissued Series A Preferred Shares and Five Hundred Million (500,000,000) unissued ordinary Preferred Shares, each with a par value of Ten Pesos (P10.00) per share, into One Billion (1,000,000,000) common shares with a par value of Ten Pesos (P10.00) per share, and the corresponding amendment of the Seventh Article of its Articles of Incorporation to reflect said conversion.
Thank you.
Very truly yours,
Elmer B. Serrano Corporate Information Officer
Date of Approval by Board of Directors
Jan 7, 2017
Date of Approval by Stockholders
Apr 20, 2017
Other Relevant Regulatory Agency, if applicable
Bangko Sentral Ng Pilipinas
Date of Approval by Relevant Regulatory Agency, if applicable
Dec 22, 2017
Date of Approval by Securities and Exchange Commission
Feb 26, 2018
Date of Receipt of SEC approval
Mar 5, 2018
Amendment(s)
Article No.
From
To
Seven
That the authorized capital stock of the corporation is SIXTY FIVE BILLION PESOS (P65,000,000,000.00), Philippine Currency, divided into FOUR BILLION FIVE HUNDRED MILLION (4,500,000,000) common stock with a par value of TEN PESOS (P10.00) per share, and TWO BILLION (2,000,000,000) shares of preferred stock with a par value of TEN PESOS (P10.00) per share; xxx
That the authorized capital stock of the corporation is SIXTY FIVE BILLION PESOS (P65,000,000,000.00), Philippine Currency, divided into FIVE BILLION FIVE HUNDRED MILLION (5,500,000,00) common stock with a par value of TEN PESOS (P10.00) per share, and ONE BILLION (1,000,000,000) shares of preferred stock with a par value of TEN PESOS (P10.00) per share; xxx
Rationale for the amendment(s)
To increase the number of common shares of the Bank
The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the Articles of Incorporation with the SEC
Feb 21, 2018
Expected date of SEC approval of the Amended Articles of Incorporation
Feb 26, 2018
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any
Will increase the common shares and reduce the preferred shares of the Bank.
Other Relevant Information
Disclosure is being amended to indicate the Date of Approval by Securities and Exchange Commission, Date of Receipt of SEC approval, Date of Approval by the Bangko Sentral Ng Pilipinas, Expected date of filing the amendments to the Articles of Incorporation with the SEC, and Expected date of SEC approval of the Amended Articles of Incorporation.