C06810-2020

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)
Sep 28, 2020
2. SEC Identification Number
CS2011102137
3. BIR Tax Identification No.
007-979-726-000
4. Exact name of issuer as specified in its charter
Cirtek Holdings Philippines Corporation
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
116 East Main Avenue, Phase V-SEZ Laguna Technopark, Binan Laguna Postal Code 4024
8. Issuer's telephone number, including area code
+63 2 7729 6205
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
TECH 419,063,353
Preferred B2 67,000,000
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.

Cirtek Holdings Philippines CorporationTECH

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

Change in the corporate terms and increase in the authorized capital stock of the company.
Background/Description of the Disclosure

The Board of Directors of TECH, in its special meeting held on 28 September 2020, approved the following amendments to the Articles of Incorporation of the Corporation:
1. Amend the corporate term from 50 years to perpetual term;

2. Increase the authorized capital stock by Eight Hundred Forty Million Pesos (Php840,000,000.00) by increasing the (i) authorized Common Stock of the Corporation by Six Hundred Eighty Million Pesos (Php680,000,000) or from Five Hundred Twenty Million Pesos (Php520,000,000) divided into Five Hundred Twenty Million (520,000,000) Common Shares at One Peso (Php1.00) per share to One Billion Two Hundred Million Pesos (Php1,200,000,000.00) divided into One Billion Two Hundred Million (1,200,000,000) Common Shares at One Peso (Php1.00) per share; and (ii) authorized Preferred B Stock by One Hundred Sixty Million Pesos (Php160,000,000) or from Two Hundred Seventy Million Pesos (Php270,000,000) divided into Two Hundred Seventy Million (270,000,000) Preferred B Shares at One Peso (Php1.00) per share to Four Hundred Thirty Million Pesos (Php430,000.00) divided into Four Hundred Thirty Million (430,000,000) Preferred B Shares at One Peso (Php1.00) per share
Date of Approval by
Board of Directors		 Sep 28, 2020
Date of Approval by Stockholders TBA
Other Relevant Regulatory Agency, if applicable Not Applicable
Date of Approval by Relevant Regulatory Agency, if applicable N/A
Date of Approval by Securities and Exchange Commission TBA
Date of Receipt of SEC approval TBA
Amendment(s)
Article No. From To
Article IV ‘FOURTH: The term for which the Corporation is to exist is fifty (50) years from and after the date of issuance of certificate of incorporation.’ ‘FOURTH: That the Corporation shall have perpetual existence .’
Article VII ‘SEVENTH: That the authorized capital stock of the Corporation is Eight Hundred Sixty Million Pesos (P860,000,000.00) in lawful money of the Philippines, divided into five hundred twenty million (520,000,000) Common Shares with a par value of One Peso (P1.00) per share, seven hundred million (700,000,000) Preferred A Shares with a par value of Ten Centavos (P0.10) per share, and two hundred seventy million (270,000,000) Preferred B Shares with a par value of One Peso (P1.00) per share. x x x’ ‘SEVENTH: That the authorized capital stock of the Corporation is One Billion Seven Hundred Million Pesos (P1,700,000,000.00) in lawful money of the Philippines, divided into one billion two hundred million (1,200,000,000) Common Shares with a par value of One Peso (P1.00) per share, seven hundred million (700,000,000) Preferred A Shares with a par value of Ten Centavos (P0.10) per share, and four hundred thirty million (430,000,000) Preferred B Shares with a par value of One Peso (P1.00) per share. x x x’
Rationale for the amendment(s)

Article IV – Pursuant to Section 11 the Revised Corporation Code
Article VII - In preparation for future capital raising activities
The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the Articles of Incorporation with the SEC TBA
Expected date of SEC approval of the Amended Articles of Incorporation TBA
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any

The effect in the capital structure of the Issuer is the increase in the Authorized Capital Stock by Eight Hundred Forty Million Pesos (Php840,000,000.00) resulting to One Billion Seven Hundred Million Pesos (P1,700,000,000.00) Authorized Capital Stock against the current Eight Hundred Sixty Million Pesos (Php860,000,000.00) Authorized Capital Stock.
Other Relevant Information

The Board of Directors and stockholders, in its respective meetings dated 7 July 2020 and 30 July 2020, previously approved the increase of its authorized capital stock by Eight Hundred Eighty Million Pesos (Php880,000,000.00) by increasing the (i) authorized Common Stock of the Corporation from Five Hundred Twenty Million Pesos (Php520,000,000) divided into Five Hundred Twenty Million (520,000,000) Common Shares at One Peso (Php1.00) per share to One Billion Two Hundred Million Pesos (Php1,200,000,000.00) divided into One Billion Two Hundred Million (1,200,000,000) Common Shares at One Peso (Php1.00) per share; and (ii) authorized Preferred B Stock from Two Hundred Seventy Million Pesos (Php270,000,000) divided into Two Hundred Seventy Million (270,000,000) Preferred B Shares at One Peso (Php1.00) per share to Four Hundred Seventy Million Pesos (Php470,000.00) divided into Four Hundred Seventy Million (470,000,000) Preferred B Shares at One Peso (Php1.00) per share.
The aforementioned shall be amended to reduce the increase from Eight Hundred Eighty Million Pesos (Php880,000,000.00) to Eight Hundred Forty Million Pesos (Php840,000,000.00) in light of certain considerations made by management in the manner by which such increase shall be effected .
Filed on behalf by:
Name Ma. Lourdes Larano
Designation Chief Compliance Officer