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
434,185,375
11. Indicate the item numbers reported herein
other matters
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.
Italpinas Development CorporationIDC
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
Approval of Certificate of Amended Articles of Incorporation and Certificate of Approval of Increase of Capital Stock of Italpinas Development Corporation
Background/Description of the Disclosure
On September 25, 2020, the Board approved of the proposal to Amend Article VII of the Articles of Incorporation of Italpinas Development Corporation to increase the authorized capital stock of the Corporation.
On January 22, 2021, the stockholders of the Company approved the Amendment of the Articles of Incorporation for the increase in authorized capital stock of the Company to Philippine Pesos: Seven Hundred Million or One Billion Four Hundred Million share.
On November 22, 2021 the Securities and Exchange Commission approved the Amended Articles of Incorporation of Italpinas Development Corporation relative to the Increase of its Authorized Capital Stock.
Date of Approval by Board of Directors
Sep 25, 2020
Date of Approval by Stockholders
Jan 22, 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
Nov 22, 2021
Date of Receipt of SEC approval
Nov 23, 2021
Amendment(s)
Article No.
From
To
Article VII
SEVENTH: That the authorized capital stock of said corporation is Philippine Pesos: Three Hundred Seventy Seven Million Nine Hundred Ninety Three Thousand and Six Hundred (P377,993,600.00) divided into the following classes of shares: A.) Six Hundred Fifty Five Million Nine Hundred Eighty Seven Thousand and Two Hundred (655,987,200) common shares with a par value of fifty centavos (P0.50); and B.) One Hundred Million (100,000,000) preferred shares with a par value of fifty centavos (P0.50). X x x x.
SEVENTH: That the authorized capital stock of said Corporation is Philippine Pesos: Seven Hundred Million (700,000,000.00) divided into the following classes of shares: A.) One Billion Three Hundred Million (1,300,000,000) common shares with a par value of fifty centavos (P0.50); and B.) One Hundred Million (100,000,000) preferred shares with a par value of fifty centavos (P0.50). x x x.
Rationale for the amendment(s)
The proposed amendment to increase the authorized capital stock will provide IDC more flexibility for any potential business opportunities in the future that would need sufficient authorized and unissued shares that can be issued promptly. In order to satisfy the subscription requirement, the Board also approved the declaration of stock dividends equivalent to One Hundred Million up to Two Hundred Thirty Million Pesos in favor of all stockholders of record in proportion to their respective shareholdings, payable on a record date to be set by the President after approval by the Securities and Exchange Commission of the increase in authorized capital stock.
The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the Articles of Incorporation with the SEC
May 3, 2021
Expected date of SEC approval of the Amended Articles of Incorporation
Nov 22, 2021
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any
None
Other Relevant Information
Amended to indicate the date of approval by the SEC. please see attached.