C01225-2021

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 1,554,999,600
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 4-24 - Results of Annual or Special Stockholders' Meeting References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Special Stockholders' Meeting

Background/Description of the Disclosure

Resolutions approved at the Special Stockholders' Meeting on 26 February 2021. Please see attached disclosure

List of elected directors for the ensuing year with their corresponding shareholdings in the Issuer
Name of Person Shareholdings in the Listed Company Nature of Indirect Ownership
Direct Indirect
N/A N/A N/A N/A
External auditor N/A
List of other material resolutions, transactions and corporate actions approved by the stockholders

Please be informed that at the Special Stockholders Meeting of Cebu Landmasters, Inc. (“CLI”) held today, 26 February 2021, the following resolutions were adopted and approved:

1. RESOLVE that the shareholders ratify the decision of the Board during its meeting on 24 November 2020 to: (1) increase the authorized capital stock (“ACS”) of the Corporation from Php 2,500,000,000.00 divided into (a) Two Billion Four Hundred Million (2,400,000,000) common shares with a par value of One Peso (Php 1.00) per share; and (b) 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 (10,000,000,000) common shares with a par value of One Peso (Php 1.00) per share; and (b) One Billion (1,000,000,000) voting preferred shares with a par value of Ten Centavo (Php0.10) per share; and (2) to amend for this purpose Article SEVENTH of the Amended Articles of Incorporation to reflect the increase in ACS;

2. RESOLVE as it is hereby resolved, that the shareholders authorize the President, Treasurer, Corporate Secretary and their respective assistants and/or duly appointed substitutes or attorneys-in-fact to file the necessary documents to accomplish the increase of the ACS and the amendment of the Articles of Incorporation;

3. RESOLVE as it is hereby resolved, that the shareholders approve the declaration of stock dividends of at least 1,900,000,000 or such number of common shares as sufficient to pay the required subscription for the increase in the authorized capital stock and as necessary to avoid fractional shares, to be issued and paid for out of the unrestricted retained earnings of the Corporation as of 30 September 2020, which shall be sourced from the increase in authorized capital stock of the Corporation, to be issued to stockholders of record as of the record date fixed and approved by the Securities and Exchange Commission, and to be paid on such payment date as shall be fixed by the Board of Directors after the determination of the record date.

The aforementioned resolutions were approved by stockholders present at the meeting, constituting 75.82% of the outstanding capital stock. With this, CLI will distribute 1,912,649,508 new common shares as stock dividend, where every stockholder will receive 123 shares for every 100 block of shares, subject to the approval of the Securities and Exchange Commission.

Other Relevant Information

The disclosure was amended to reflect in the template the resolutions approved by the stockholders during the special meeting.

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