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
1,500,000,000
11. Indicate the item numbers reported herein
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.
Raslag Corp.ASLAG
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
The Board of Directors and the stockholders of ASLAG have approved the amendment to ASLAG's Articles of Incorporation for the conversion into preferred shares of the 100 Million unissued common shares with a par value of P1.00 per share.
Date of Approval by Board of Directors
Oct 15, 2024
Date of Approval by Stockholders
Jan 15, 2025
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
TBA
Date of Receipt of SEC approval
TBA
Amendment(s)
Article No.
From
To
SEVENTH
XXX TWO BILLION (P2,000,000,000.00) pesos in lawful money of the Philippines, divided into Two Billion (2,000,000,000.00) shares with the par value of ONE (P1.00) peso per share XXX
XXX TWO BILLION (P2,000,000,000.00) pesos in lawful money of the Philippines, divided into: (a) One Billion Nine Hundred Million (1,900,000,000) common shares with the par value of ONE (P1.00) peso per share (“Common Shares”); and (b) One Hundred Million (100,000,000) preferred shares with the par value of ONE (P1.00) peso per share (“Preferred Shares”), which shares shall have the following features: (1) Redeemable at the option of the Corporation; (2) Non-voting except in the cases provided by law; (3) Entitled to receive cumulative dividends; (4) Non-participating; (5) Non-convertible to common shares; (6) No pre-emptive rights; (7) Issue value, dividend rate, and other terms and conditions to be determined by the Board of Directors. XXX
Rationale for the amendment(s)
The creation of preferred shares shall be done by reclassifying P100 Million common shares into P100 Million preferred shares at par value of P1.00 per share.
In line with ASLAG's vision toward a 1000 MWp capacity by 2035, the creation of preferred shares aims to tap other funding resources without necessarily diminishing the voting power and other rights of existing common stockholders.
The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the Articles of Incorporation with the SEC
TBA
Expected date of SEC approval of the Amended Articles of Incorporation
TBA
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any
The amendment will result to the creation of preferred shares for ASLAG. This opens an opportunity for ASLAG to raise funds for its pipeline and other expansion projects in support of its vision of having at least a 1000 MWp capacity by 2035.
Other Relevant Information
This is an updated report to reflect the stockholders' approval to the amendment to the Articles of Incorporation of ASLAG.