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)
Jul 9, 2024
2. SEC Identification Number
CS200803939
3. BIR Tax Identification No.
006-990-128
4. Exact name of issuer as specified in its charter
TOP FRONTIER INVESTMENT HOLDINGS, INC.
5. Province, country or other jurisdiction of incorporation
PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
5th Floor, ENZO Building, No. 399 Sen. Gil Puyat Ave., Makati CityPostal Code1200
8. Issuer's telephone number, including area code
(02) 8632-3481
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
377,886,167
Conso Total Liab (as of 3.31.24 in millions Php)
1,905,645
11. Indicate the item numbers reported herein
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.
Top Frontier Investment Holdings, Inc.TFHI
PSE Disclosure Form 4-25 - Results of Organizational 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 2024 Organizational Meeting of the Board of Directors
Background/Description of the Disclosure
Results of the Organizational Meeting of the Board of Directors of Top Frontier Investment Holdings, Inc. (the "Corporation") held on July 09, 2024
List of elected officers for the ensuing year with their corresponding shareholdings in the Issuer
Name of Person
Position/Designation
Shareholdings in the Listed Company
Nature of Indirect Ownership
Direct
Indirect
Iñigo U. Zobel
Chairman
199,601,517
-
-
Ramon S. Ang
President and Chief Executive Officer
75,887
-
-
Aurora T. Calderon
Treasurer
2,360
-
-
Bella O. Navarra
Chief Finance Officer
10,260
-
-
Virgilio S. Jacinto
Corporate Secretary and Compliance Officer
2,562
-
-
Irene M. Cipriano
Assistant Corporate Secretary
1,000
-
-
Maria Rosario B. Balanza
Investment Relations Officer and Data Protection Officer
1,307
-
-
Ramon R. Bantigue
Internal Audit Group Head
-
-
-
List of Committees and Membership
Name of Committees
Members
Position/Designation in Committee
Audit and Risk Oversight Committee
Ricardo C. Marquez
Chairperson
Audit and Risk Oversight Committee
Consuelo M. Ynares-Santiago
Member
Audit and Risk Oversight Committee
Teresita J. Leonardo-De Castro
Member
Audit and Risk Oversight Committee
John Paul L. Ang
Member
Audit and Risk Oversight Committee
Aurora T. Calderon
Member
Related Party Transaction Committee
Teresita J. Leonardo-De Castro
Chairperson
Related Party Transaction Committee
Consuelo M. Ynares-Santiago
Member
Related Party Transaction Committee
Ricardo C. Marquez
Member
Related Party Transaction Committee
John Paul L. Ang
Member
Related Party Transaction Committee
Aurora T. Calderon
Member
Corporate Governance Committee
Consuelo M. Ynares-Santiago
Chairperson
Corporate Governance Committee
Teresita J. Leonardo-De Castro
Member
Corporate Governance Committee
Ricardo C. Marquez
Member
Corporate Governance Committee
John Paul L. Ang
Member
Corporate Governance Committee
Virgilio S. Jacinto
Member
List of other material resolutions, transactions and corporate actions approved by the Board of Directors
In addition to the Election of Officers and the Appointment of the Members of the Board Committees, the following matters were approved by the Board during the 2024 Organizational Meeting:
1. Election of Consuelo M. Ynares-Santiago as the Lead Independent Director of the Corporation;
2. Designation of depository banks and appointment of authorized signatories for banking and other corporate transactions; and
3. Creation of the Sustainability Committee and the appointment of the following as its members:
Sustainability Committee: 1. Teresita J. Leonardo-De Castro - Chairperson** 2. Consuelo M. Ynares-Santiago - Member** 3. Ricardo C. Marquez - Member** 4. John Paul L. Ang - Member 5. Aurora T. Calderon - Member
**Independent Director
Other Relevant Information
Please see attached: (1) Disclosure Letter addressed to the PSE; and (2) SEC Form 17-C on the Results of the 2024 Annual Stockholders' Meeting and Organizational Meeting, as filed with the SEC on even date.