| Agenda |
1. Call to Order 2. Certification of Notice and Quorum 3. Approval and Ratification of the Private Placement of One Hundred Thirty One Million Two Hundred Fifty Thousand (131,250,000) Common Shares of the Corporation in favor of Unido Capital Holdings at an Issue Price of One Peso and Forty Centavos (Php1.40) per Share, for an Aggregate Subscription Price of One Hundred Eighty Three Million Seven Hundred Fifty Thousand Pesos (PhP183,750,000.00) (“Unido Subscription”); 4. Approval and Ratification of the Private Placement of Two Hundred Forty Three Million Seven Hundred Fifty Thousand (243,750,000) Common Shares of the Corporation in favor of certain subscribers at an Issue Price of One Peso (PhP1.00) per Share, for an Aggregate Subscription Price of (PhP243,750,000.00) (“Investors’ Subscription” and together with the “Unido Subscription”, the “Private Placement Transaction”); 5. Approval and Ratification of the Listing of the 375,000,000 Common Shares in relation to the Private Placement Transaction; 6. Approval of the amendments to the Seventh Article of the Corporation's Articles of Incorporation to increase in the Corporation’s Authorized Capital Stock from Seven Hundred Million Pesos (Php700,000,000) divided into Seven Hundred Million (700,000,000) Common Shares at a Par Value of One Peso (Php1.00) per share to Ten Billion Pesos (PhP10,000,000,000.00) Divided into Ten Billion (10,000,000,000) Common Shares, with a Par Value of One Peso (PhP1.00) per share; 7. Delegation to the Board of Directors of the approval to issue shares out of the increase in capital stock to comply with requirements under the Revised Corporation Code of the Philippines, as well as to ensure maintenance of the minimum public ownership requirements of the Philippine Stock Exchange; 8. Approval of the Listing of Shares issued out of the increase in capital; and 9. Other Matters |