Please be informed that, at its regular meeting held on 11 November 2026, the Board of Directors of Filinvest Development Corporation (“FDC” or the “Corporation”) approved the following matters:
a.) Consolidated Financial Statements for the period ended 30 September 2026;
b.) Establishment of a captive insurance company to upgrade risk and insurance management;
c.) 2027 Budget Plan of the Corporation;
Following the endorsement of the Executive Committee, the Board approved the annual budget of the Corporation for the year 2027.
d.) 2026 FDC Enterprise Risk Management (ERM) Policy;
Following the endorsement of the ARMOC, the Board approved the 2026 ERM Policy, reflecting relevant IFRS 1 and IFRS 2 provisions on sustainability and climate-related risks, and its integration in the Corporation’s enterprise risk management processes.
e.) Date of Annual Stockholders’ Meeting;
The Board approved the holding of the Corporation’s Annual Stockholders’ Meeting on 30 April 2027 at 9:00 a.m., via remote communication, with 31 March 2027 as the record date and 10 March 2027 as the deadline for the nomination of directors. Should 30 April 2027 be declared a legal holiday, the meeting will be held on the next succeeding business day at 9:00 a.m. consistent with the Corporation’s By-Laws.
f.) Proposed Amendments of the Corporation’s By-Laws;
Following the endorsement of the Corporate Governance (“CG”) Committee, the Board approved the proposed amendments to Article II, Section 5; Article III, Sections 4 and 7; Article V, Section 1 and the insertion of a new Section 2; and Article VI, Sections 1 and 2 of the Corporation’s By-Laws. The amendments pertain to the closing of the stock and transfer book, notice of stockholders’ meetings, voting by proxy, Board committees, and the election, appointment and qualifications of corporate officers.
The proposed amendments are intended to align the By-Laws with the Revised Corporation Code of the Philippines and other applicable law, rules and regulations.
The proposed amendments remain subject to stockholders and applicable regulatory approvals.
g.) Proposed Amendments to the Corporation’s Manual on Corporate Governance.
Following the endorsement of the CG Committee, the Board approved the proposed amendments to the Corporation’s Manual on Corporate Governance to update provisions relating to corporate governance compliance, accountability and audit, and Board committee nomenclature, and to align the Manual with applicable laws, rules, and regulations.
The Board also noted the proposed calendar of Board and Board Committee meetings for 2027 and the 2026 Corporate Governance training schedule.
FDC will make the appropriate disclosures regarding any material development relating to any of the foregoing matters. |