C08209-2023

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)
Nov 16, 2023
2. SEC Identification Number
CS200613870
3. BIR Tax Identification No.
006-346-689
4. Exact name of issuer as specified in its charter
AREIT, Inc.
5. Province, country or other jurisdiction of incorporation
Makati City, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
28/F Tower One and Exchange Plaza, Ayala Ave. Makati City Postal Code 1226
8. Issuer's telephone number, including area code
(+632) 7908-3804
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 2,368,606,573
11. Indicate the item numbers reported herein
Item 9 - 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.

AREIT, Inc.AREIT

PSE Disclosure Form REIT-3 - Material Information/Transactions
References: Rule 5 of the IRR of the REIT Act of 2009 and
Section 6 of the Amended PSE Listing Rules for REITS

Subject of the Disclosure

Results of the Regular Board Meeting

Background/Description of the Disclosure

Please be informed that our Board of Directors (“Board”), at its regular meeting held today, approved the following:

1. The declaration of regular cash dividend of Php0.55 per common share

This dividend is for the third quarter of 2023. The record date is December 1, 2023, and the payment date is December 15, 2023.

2. The setting of the 2024 Annual Stockholders’ Meeting (ASM)

The 2024 Annual Stockholders’ Meeting is set for April 24, 2024 at 11:00 o’clock in the morning. The record date for the determination of stockholders entitled to notice and to vote at the meeting is March 22, 2024. The deadline (i) for the nomination of directors is March 8, 2024, and (ii) for the submission of proxies is April 15, 2024.

3. Property-for-share swap transaction with Buendia Christiana Holdings Corp.

The subscription by Buendia Christiana Holdings, Corp. (BCHC), a wholly-owned subsidiary of ACEN Corporation, to 199,109,438 primary common shares, in exchange for 276 hectares of industrial land in Palauig, Zambales with an aggregate value of Php6,769,720,892.00, under a property-for-share swap, as validated by a third-party fairness opinion. The proposed property-for-share swap is subject to the approval of AREIT shareholders at their special meeting on February 12, 2024 and pertinent regulatory bodies.

The details of the transaction will be included in the relevant Definitive Information Statement for the Special Stockholders’ Meeting.

4. Conduct of a Special Stockholders’ Meeting

Pursuant to the approval on the infusion of assets, our Board approved the conduct of a Special Stockholders’ Meeting for February 12, 2024 at 10:00 o’clock in the morning in compliance with the requirements of the Philippine Stock Exchange . The record date for the determination of stockholders entitled to notice and to vote at the meeting is January 15, 2024. The deadline for the submission of proxies is February 1, 2024.

Our Board further delegated to the Chairman the authority to approve the venue of, or manner of conducting, the SSM and ASM, or the postponement of the SSM and ASM to another date and/or time, or any other arrangements relating to the said meetings.

Other Relevant Information

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Filed on behalf by:
Name Michelle Marie Valbuena
Designation Senior Compliance Manager