C07786-2022

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)
Oct 19, 2022
2. SEC Identification Number
CS200409462
3. BIR Tax Identification No.
233-687-508-000
4. Exact name of issuer as specified in its charter
HAUS TALK, INC.
5. Province, country or other jurisdiction of incorporation
Metro Manila, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
Unit 701 Orient Square Bldg., F. Ortigas Jr. Rd., Ortigas Center, Pasig City Postal Code 1605
8. Issuer's telephone number, including area code
(02) 8636-6929
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 2,500,000,000
11. Indicate the item numbers reported herein
Items 4, 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.

Haus Talk, Inc.HTI

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

Results of the 2022 Annual Stockholders' Meeting
Background/Description of the Disclosure

Please be informed that HAUS TALK, INC. (the “Corporation”) held today, October 19, 2022, at 10:30 a.m. its regular annual stockholders’ meeting through remote communication/online using Zoom.

The directors present were as follows:
• Mr. Terence Restituto D. Madlambayan
• Ms. Maria Rachel D. Madlambayan
• Mr. Luis Pio D. Madlambayan
• Ms. Ma. Leah D. Madlambayan
• Mr. Joselito D. Madlambayan
• Atty. Angelico T. Salud (independent)

The Chairman, Mr. Terence Restituto D. Madlambayan, called the meeting into order. The president, Ms. Maria Rachel D. Madlambayan, acted as co-chairman. The Corporate Secretary, Atty. Lyra Gracia Y. Lipae-Fabella, certified that the Notice of the Annual Stockholders’ Meeting with link to the Definitive Information Statement, among others, was duly published in the Business Mirror and The Manila Times on September 28 and 29, 2022, and is available on the Corporation’s website and on the PSE Edge, for the information of the Corporation’s stockholders. She also certified that a quorum existed for the meeting at hand. The stockholders registered an attendance of 2,171,829,999 common shares representing 86.87% of the total issued and outstanding 2,500,000,000 common shares.

The Minutes of the previous annual stockholders’ meeting held on April 12, 2021 were made available to the stockholders together with the Definitive Information Statement and Annual Report which contained the Audited Financial Statements ending December 31, 2021.

The Chief Finance Officer, Maria Agnes M. Siapno, reported the highlights of the previous years’ operations, from pre-IPO to post-IPO, until the latest reported quarter of 2022, the Audited Financial Statements ending December 31, 2021 and the acts of the Board and Management during the previous year to date. The updates on the Corporation’s Use of IPO Proceeds were also discussed.
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
Mr. Terence Restituto D. Madlambayan 168,181,361 0 N/A
Ms. Maria Rachel D. Madlambayan 168,181,363 0 N/A
Ms. Ma. Leah D. Madlambayan 168,181,363 0 N/A
Mr. Luis Pio D. Madlambayan 168,181,363 0 N/A
Mr. Joselito D. Madlambayan 168,181,363 0 N/A
Atty. Angelico T. Salud 1 0 N/A
Atty. Jose Ferdinand M. Rojas II 1,000 0 N/A
External auditor Valdes Abad & Company
List of other material resolutions, transactions and corporate actions approved by the stockholders

On the said meeting, the following matters were approved and/or ratified by the stockholders:

1. Minutes of the previous Annual Stockholders’ Meeting held on April 12, 2021;

2. Audited Financial Statements for the calendar year ended December 31, 2021, as contained in the Annual Report;

3. All prior acts and proceedings of the Board of Directors, Corporate Officers and Management; and

4. Appointment of Valdes Abad & Company as External Auditor for the calendar year 2022

For each of the items above, 2,171,829,999 votes were cast IN FAVOR, 0 for AGAINST and 0 for ABSTAIN.
Other Relevant Information

Each director obtained 2,171,829,999 votes IN FAVOR, with 0 for AGAINST and 0 for ABSTAIN.

The Chairman opened the floor for other matters to be taken up or questions from the stockholders.

The questions raised were as follows:

1. From the prospectus you released during the January IPO, you said that you will launch Celestis in Antipolo and you had pipeline projects. Where are we now on these pipeline projects?

The Chairman answered that the new project in Biñan, Laguna which was not part of the pipeline projects but a result of the reallocation last March, will be launched later this year. The Corporation decided to refocus its resources and cancel the projects in Calasiao, Pangasinan and Sta. Rosa, Laguna, and recognized the potential of the Biñan project. In the pipeline are the Bacoor and Mariveles projects which are expected to be launched in the next few years.

2. Based on the historical trend of HTI price in the market, it seems we fell beyond 1 peso from our IPO of 1.5. Are we doing any efforts to ensure we go back to our strike price?

The Chairman recognized that the fundamentals of the Corporation are good, and it has been performing relatively well. He mentioned that the Corporation will be launching the new projects in Biñan, Laguna and in Mariveles, Bataan. These projects will have an estimated 1,400 units and around 2,200 units, respectively. With this development, the Corporation is confident that projects of this magnitude will contribute to the increase in the market price of the HTI shares.

3. When are we going to receive our dividends?

The Chairman informed the stockholders that last August 23, 2022, the Board of Directors approved the dividend policy of the Corporation. Under this policy, the Corporation shall maintain an annual dividend payout ratio of at least 20% of the Corporation’s recurring net income for the preceding calendar year. The Board has yet to approve the dividend declaration, but the Corporation is looking at the first half of 2023 to do this.

There being no other matters raised, the Chairman thanked the stockholders for their attendance and support. A video presentation was thereafter shown presenting the accomplishments and challenges of the Corporation, and its inspiration and outlook for the coming period. After which, the meeting was adjourned.

Please see attachment for more information.
Filed on behalf by:
Name Lyra Gracia Lipae-Fabella
Designation Corporate Secretary