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)
Aug 12, 2024
2. SEC Identification Number
16342
3. BIR Tax Identification No.
000-169-020-000
4. Exact name of issuer as specified in its charter
SM Investments Corporation
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
10th Floor, OneE-com Center, Harbour Drive, Mall of Asia Complex, Pasay CityPostal Code1300
8. Issuer's telephone number, including area code
(632) 8857-0100
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
1,222,023,358
11. Indicate the item numbers reported herein
Item 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.
SM Investments CorporationSM
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
Amendment to Articles of Incorporation
Background/Description of the Disclosure
Amendment of the Articles of Incorporation of SM Investments Corporation (the “Company”) to increase the number of directors from eight (8) to nine (9)
Date of Approval by Board of Directors
Mar 19, 2024
Date of Approval by Stockholders
Apr 24, 2024
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
Jun 10, 2024
Date of Receipt of SEC approval
Jul 8, 2024
Amendment(s)
Article No.
From
To
SIXTH
That the number of directors of said corporation shall be EIGHT (8) and that the names, nationalities and residences of the directors of the corporation who are to serve until their successors are duly elected and qualified as provided by the By-laws are as follows, to wit: x x x
That the number of directors of said corporation shall be NINE (9) and that the names, nationalities and residences of the directors of the corporation who are to serve until their successors are duly elected and qualified as provided by the By-laws are as follows, to wit: x x x
Rationale for the amendment(s)
The Articles of Incorporation of the Company is being amended in recognition of the principles of board diversity and independence of business judgment.
The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the Articles of Incorporation with the SEC
Jun 4, 2024
Expected date of SEC approval of the Amended Articles of Incorporation
Jun 10, 2024
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any
The increase in the number of directors of the Company from eight (8) to nine (9) will add to the mix of competence, expertise, and experience of the current Board, enabling it to enhance its response to the evolving needs and goals of the Company.
Other Relevant Information
Earlier disclosure is being amended to attach the original Certificate of Filing of Amendment to the Articles of Incorporation and Annotation to the Articles of Incorporation.