Our stockholders approved the following resolutions:
1. Minutes of previous meeting
Resolution No. S-01-2025: “RESOLVED, to approve the minutes of the annual stockholders’ meeting held on April 26, 2024."
2. Ratification of the acts of the Board of Directors and Management
Resolution No. S-02-2025: “RESOLVED, to ratify each and every act and resolution, from April 26, 2024 to April 25, 2025 (the “Period”), of the Board of Directors (the “Board”) and the Executive Committee and other Board committees exercising powers delegated by the Board, and each and every act of the officers of the Corporation, during the Period, performed in accordance with the resolutions of the Board, the Executive Committee and other Board committees as well as with the By-laws of the Corporation.”
3. Revised Employee Stock Ownership (ESOWN) Plan
Resolution No. S-03-2025: “RESOLVED, to approve the amendment of the Corporation’s Employee Stock Ownership (ESOWN) Plan including provisions on the implementation of the Restricted Share Plan to complement the ESOWN Program as Long-Term Incentive Programs for the Corporation’s employees, directors (excluding independent directors), and consultants of the Ayala Group, as approved and endorsed by the Board of Directors.”
4. Election of directors (including the Independent Directors)
Resolution No. S-04-2025: “RESOLVED, to elect the following as directors of the Corporation to serve as such beginning April 25, 2025 until their successors are elected and qualified:
Jaime Augusto Zobel de Ayala Cezar P. Consing Delfin L. Lazaro Fernando Zobel de Ayala Rizalina G. Mantaring (Independent Director) Chua Sock Koong (Independent Director) Emmanuel P. Maceda (Independent Director)”
5. Election of external auditor and fixing of its remuneration
Resolution No. S-05-25: “RESOLVED, as endorsed by the Board of Directors, to approve the election of SyCip Gorres Velayo & Co. as the external auditor of the Corporation for the year 2025 for an audit fee of PhP11,681,280.00, exclusive of value-added tax.”
6. Audited Financial Statements including noting of Annual Report
Resolution No. S-06-2025: “RESOLVED, to approve the consolidated audited financial statements of the Corporation and its subsidiaries as of December 31, 2024, as audited by the Corporation’s external auditor, SyCip Gorres Velayo & Co., and to note the annual report of the Corporation.” |