C07023-2023

SECURITIES AND EXCHANGE COMMISSIONSEC FORM 17-C

CURRENT REPORT UNDER SECTION 17
OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.2(c) THEREUNDER

1. Date of Report (Date of earliest event reported)
Sep 20, 2023
2. SEC Identification Number
36359
3. BIR Tax Identification No.
000-438-702-000
4. Exact name of issuer as specified in its charter
BASIC ENERGY CORPORATION
5. Province, country or other jurisdiction of incorporation
MANDALUYONG CITY
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
GM Building, Florida St., Barangay Wack-Wack, Greenhills East, Mandaluyong City Postal Code 1556
8. Issuer's telephone number, including area code
(+63) 7917-8118
9. Former name or former address, if changed since last report
UB 111 Paseo de Roxas Bldg., Paseo de Roxas Avenue, Legaspi Village, Makati City
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 14,668,643,064
11. Indicate the item numbers reported herein
Item No. 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.

Basic Energy CorporationBSC

PSE Disclosure Form 4-4 - Amendments to By-Laws References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Amendments in the By-Laws (as Re-Adopted/Approved)
Background/Description of the Disclosure

UPDATE 20.9.2023 - Disclosure on Amendments to By-Laws of Basic Energy Corporation as disclosed last 31 August 2023 is being updated to reflect the date of approval by the Stockholders of the Company during its Annual Stockholders Meeting held on 20 September 2023.

The following Amendments were Re-adopted/approved by the Board at a special meeting on 31 August 2023, in which a quorum was present:

Amendments to Sections 1 to 6 of the Amended By-Laws of the pertaining to Notice of Meetings (Section 1); Special Meetings (Section 2); Notice of Meetings (Section 3); Order of Business (Section 4; removal); Voting at Stockholder's Meeting (Section 5; renumbered to 4); Quorum (Section 6; renumbered to 5)

Amendments to Article II Sections 1, 5, 6, 8 and 9 of the Amended By-Laws of the Corporation pertaining to Election, Qualification and Powers of the Board (Section 1); Regular and Special Meetings (Section 5); Vacancies (Section 6); Compensation (Section 8)l Other Committees (Section 9); as well as the inclusion of a new Section 11 on Disqualification.

Inclusion of new Article II-A Committees Sections 1 to 6 to the Amended By-Laws of the Corporation pertaining to Committees (Section 1); Corporate Governance Committee (Section 2); Audit Committee (Section 3); Risk Committee (Section 4); Nominating Committee (Section 5); Compensation and Remuneration Committee (Section 6)

Amendment to Sections 1 and 11 of Article III of the Amended By-Laws of the Corporation pertaining to Enumeration (Section 1) and Treasurer (Section 11); as well as the addition of a new Section 13 pertaining to the Compliance Officer.

Amendment to Sections 1 and 2 of Article V of the By-Laws pertaining to Certificate of Stock (Section 1) and Stock and Transfer Book (Section 2)

Amendment to Article VII of the By-laws pertaining to Corporate Seal

Amendment to Article X of the By-laws pertaining to Amendment of By-laws.

NOTE: due to limited space of the PSE Form 4-4 the Company attaches the full details of the amended sections in a separate PDF file.

Above enumerated amendments were previously presented to and approved by the Board on May 25, 2023, while the Company awaited receipt of SEC's approval of previously filed 2022 amendments to its Articles of Incorporation(AOI) and By-Laws (BL). The Company received the SEC Certificate of Amended AOI and BL for the 2022 amendments on August 14, 2023. During the said period, management and the Board had further comments and revisions to the 2023 amendments presented and approved on May 25, 2023. To consolidate and finalize all comments the entire list of amendments presented last May 25 was included in the August 31, 2023 Regular Board Meeting for discussion and re-adoption/approval by the Board.

It is being clarified that 2022 amendments to the AOI and BL of the Company have been retained and that all enumerated amendments in this disclosure are new/additional amendments to the By-Laws of the Corporation from that approved by the Board last August 31, 2022.
Date of Approval by Board of Directors Aug 31, 2023
Date of Approval by Stockholders Sep 20, 2023
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 and Section Nos. From To
Article I Sections 1 to 6 please refer to attached amendment file for more details please refer to attached amendment file for more details
Article II Sections 1, 5, 6, 8 and 9 please refer to attached amendment file for more details please refer to attached amendment file for more details
Article II Section 11 newly added Section; please refer to attached amendment file for more details newly added Section; please refer to attached amendment file for more details
Article II-A Sections 1 to 6 newly added Article and Sections; please refer to attached amendment file for more details newly added Article and Sections; please refer to attached amendment file for more details
Article III Sections 1 and 11 please refer to attached amendment file for more details please refer to attached amendment file for more details
Article III Section 13 newly added Section; please refer to attached amendment file for more details newly added Section; please refer to attached amendment file for more details
Article V Sections 1 and 2 please refer to attached amendment file for more details please refer to attached amendment file for more details
Article VII please refer to attached amendment file for more details please refer to attached amendment file for more details
Article X please refer to attached amendment file for more details please refer to attached amendment file for more details
Rationale for the amendment(s)

Amendments are made to align and update the By-law provisions of the Corporation to the Revised Corporation Code, improve efficiency of the function of the Board and its established committees, as well as correct minor typographical errors discovered.
The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the By-Laws with the SEC TBA
Expected date of SEC approval of the Amended By-Laws TBA
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any

no substantial effect seen on business, operations and/or capital structure of the issuer aside from improvement to the internal functions of the Corporation.
Other Relevant Information

UPDATE 20.09.2023 - Please refer to SEC Form 17-C pertaining to Results of the Annual Stockholders Meeting where approval of the amendments to the the amended By-Laws of the Company are reflected.

please refer to attached SEC Form 17-C on Re-adoption/approval and Detailed Table of Amendments

Note: previously approved amendments to the By-Laws of the Corporation on August 31, 2022 have been retained. All amendments enumerated above are new/additional amendments to the By-Laws from that of the 2022 amendments as approved by the Board.
Filed on behalf by:
Name Dominique Pascua
Designation Compliance Officer