At the Special Meeting of the Board of Directors of the Corporation held on 07 November 2024 at Penthouse Building III, Sta. Lucia Mall, Marcos Highway corner Imelda Avenue, Cainta, Rizal, at which meeting a quorum was present and acting throughout, the following were discussed and approved:
A. Approval of the Minutes of the Organizational Meeting of the Board of Directors held on 14 June 2024;
B. Resolutions authorizing the Corporation to donate the following:
a. Parcel of land located in Davao City with an area of 1,000 sq.m.; and b. Parcels of land located in Batangas with a total area of 35,000 sq.m.
C. Resolutions authorizing the Corporation to enter into joint ventures involving the following:
1. Development of projects located in Batangas with a total area of 244,914 sq.m.; 2. Development of projects located in Rizal with a total area of 58,230 sq.m.; 3. Development of projects located in Laguna with a total area of 34,505 sq.m.; 4. Development of a project located in Pampanga with an area of 12,857 sq.m.; 5. Development of a project located in Cavite with an area of 80,000 sq.m.; and 6. Development of a project located in Iloilo with an area of 500,000 sq.m.
D. Resolutions approving the authority to secure a loan up to the aggregate amount of Three Billion Pesos (PhP3,000,000,000.00) with Rizal Commercial Banking Corporation;
E. Resolutions authorizing the Corporation to secure a loan up to the aggregate amount of Three Billion Pesos (PhP3,000,000,000.00) with China Banking Corporation;
F. Resolutions authorizing the Corporation to secure a short- term line up to the aggregate amount of One Billion Pesos (PhP1,000,000,000.00) with Philippine National Bank acting through its Trust Banking Group;
G. Resolutions authorizing the Corporation to secure a short- term loan up to the aggregate amount of Five Hundred Million Pesos (PhP500,000,000.00) with CTBC Bank (Philippines) Corporation;
H. Resolutions: (a) authorizing the Corporation to distribute its unrestricted retained earnings in the aggregate amount of Three Hundred Thirty One Million Eight Hundred Fifty Eight Thousand Philippine Pesos (PhP331,858,000.00) in the form of cash dividends to its stockholders of record as of 28 November 2024, in proportion to their respective shareholdings, or Four Centavos (PhP0.04) per share; and (b) setting the distribution of the said cash dividends not later than 20 December 2024;
I. Resolutions approving the Registration of the Nasugbu Newtown Center Batangas and Eagle Ridge Commercial Town Center General Trias, Cavite Projects with the Philippine Economic Zone Authority;
J. Resolutions authorizing the Corporation to transact with PLDT, Inc., Smart Communications Inc., Digitel Mobile Philippines Inc., and/or ePLDT Inc. for Sta. Lucia Davao Mall;
K. Resolutions authorizing the Corporation to designate representatives in relation to Expropriation Proceedings involving select lots in the Acropolis Loyola Project;
L. Resolutions authorizing the Corporation to transact with BPI Asset Management and Trust Corporation, doing business under the trade name and style of BPI Wealth – A Trust Corporation;
M. Resolutions setting the date of the Annual Stockholders' Meeting of the Corporation for the year 2025 on Friday, 20 June 2025, 8:00 a.m., and authorizing the conduct of the Annual Stockholders' Meeting via remote communication; and
N. Resolutions setting the record date on 16 May 2025 for purposes of determining the list of stockholders of the Corporation who are entitled to notice of, and to vote at, the Annual Stockholders’ Meeting, and all other deadlines to ensure timely and full compliance with the reportorial/disclosure requirements of both the Securities and Exchange Commission and the Philippine Stock Exchange for the Annual Stockholders’ Meeting. |