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 24, 2019
2. SEC Identification Number
34218
3. BIR Tax Identification No.
000-153-610-000
4. Exact name of issuer as specified in its charter
AYALA CORPORATION
5. Province, country or other jurisdiction of incorporation
PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
32F to 35F, Tower One and Exchange Plaza, Ayala Triangle, Ayala Avenue, Makati CityPostal Code1226
8. Issuer's telephone number, including area code
(02) 908-3000
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
626,825,042
Preferred B Series 1 Shares
20,000,000
Preferred B Series 2 Shares
27,000,000
Voting Preferred Shares
200,000,000
11. Indicate the item numbers reported herein
Item 9
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 CorporationAC
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 the Articles of Incorporation
Background/Description of the Disclosure
Please be informed that the Securities and Exchange Commission approved today the amendment of the Second Article of our Articles of Incorporation to expressly include, as part of the acts which our Company may perform in furtherance of its primary purpose, guaranteeing or acting as surety for the loans and obligations of its affiliates or associates.
Date of Approval by Board of Directors
Mar 12, 2019
Date of Approval by Stockholders
Apr 26, 2019
Other Relevant Regulatory Agency, if applicable
N.A.
Date of Approval by Relevant Regulatory Agency, if applicable
N/A
Date of Approval by Securities and Exchange Commission
May 24, 2019
Date of Receipt of SEC approval
May 24, 2019
Amendment(s)
Article No.
From
To
Second
To take over, carry on, undertake and acquire the business, assets and goodwill of the general partnership known as Ayala y Compania (Ayala and Company) and to assume all the obligations and liabilities of the said partnership, actual and contingent.
To take over, carry on, undertake and acquire the business, assets and goodwill of the general partnership known as Ayala y Compania (Ayala and Company), to assume all the obligations and liabilities of the said partnership, actual and contingent, and to perform all acts necessary for the furtherance of its primary purpose including, but without limitation to guarantee and act as surety for, the loans and obligations of its affiliates or associates, as may be authorized by the Corporation’s Board of Directors.
Rationale for the amendment(s)
To broaden the authorized activities of the Corporation for its operational needs.
The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the Articles of Incorporation with the SEC
May 23, 2019
Expected date of SEC approval of the Amended Articles of Incorporation
May 24, 2019
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any
The approved amendments will enable the Corporation to lend support to corporations it has lawful interest in.
Other Relevant Information
This disclosure is being amended to report the Securities and Exchange Commission's approval on the amendment of the Second Article of our Articles of Incorporation. Please see attached copy of the amended Articles of Incorporation