C01223-2021

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)
Feb 26, 2021
2. SEC Identification Number
CS200321240
3. BIR Tax Identification No.
227599320
4. Exact name of issuer as specified in its charter
CEBU LANDMASTERS, INC.
5. Province, country or other jurisdiction of incorporation
CEBU CITY, CEBU, PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
10TH FLOOR, PARK CENTRALE, B2 L3, JOSE MA. DEL MAR ST., CEBU IT PARK, APAS, CEBU CITY Postal Code 6000
8. Issuer's telephone number, including area code
(032) 2314914
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 1,555,000,000
11. Indicate the item numbers reported herein
other items

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.

Cebu Landmasters, Inc.CLI

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

AMENDMENTS TO ARTICLES OF INCORPORATION

Background/Description of the Disclosure

The Board of Directors of Cebu Landmasters, Inc.(“CLI” or the “Company”) at its meeting held on 24 November 2020 approved the increase in the authorized capital stock of the Corporation from Php 2,500,000,000.00 divided into a.) Two Billion Four Hundred Million shares (2,400,000,000) common shares with a par value of One Peso (Php 1.00) per share; and One Billion (1,000,000,000) voting preferred shares with a par value of Ten Centavo (Php0.10) per share, to Ten Billion One Hundred Million Pesos (Php 10,100,000,000.00), Philippine Currency, divided into a.) Ten Billion shares (10,000,000,000) common shares with a par value of One Peso (Php 1.00) per share; and One Billion (1,000,000,000) voting preferred shares with a par value of Ten Centavo (Php0.10) per share.

In order to reflect said increase in the authorized capital stock of the Corporation, the Board of Directors of the Corporation approved the amendment to Article SEVENTH of the Amended Articles of Incorporation of the Corporation.

The increase in the authorized capital stock and the amendment to Article Seventh of the Amended Articles of Incorporation was approved by the stockholders of Cebu Landmasters, Inc. during the special Stockholders' Meeting held on 26 February 2021.

Date of Approval by
Board of Directors
Nov 24, 2020
Date of Approval by Stockholders Feb 26, 2021
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 TBA
Date of Receipt of SEC approval TBA
Amendment(s)
Article No. From To
SEVENTH That the authorized capital stock of the corporation is Two Billion Five Hundred Million Pesos (Php 2,500,000,000.00), Philippine Currency, divided into a.) Two Billion Four Hundred Million shares (2,400,000,000) common shares with a par value of One Peso (Php 1.00) per share; and One Billion (1,000,000,000) voting preferred shares with a par value of Ten Centavo (Php0.10) per share. That the authorized capital stock of the corporation is Ten Billion One Hundred Million Pesos (Php 10,100,000,000.00), Philippine Currency, divided into a.) Ten Billion shares (10,000,000,000) common shares with a par value of One Peso (Php 1.00) per share; and One Billion (1,000,000,000) voting preferred shares with a par value of Ten Centavo (Php0.10) per share.
Rationale for the amendment(s)

The recently declared stock dividends shall be sourced from the increase in authorized capital stock of the Corporation.

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 increase in authorized capital stock will allow the Cebu Landmasters to increase its capital base necessary for its future expansion.

Other Relevant Information

The disclosure was amended to reflect the actual date of approval by stockholders - February 26, 2021

Filed on behalf by:
Name Clarissa Mae Cabalda
Designation Corfin/Investor Relations Manager