C01667-2024

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)
Mar 21, 2024
2. SEC Identification Number
15923
3. BIR Tax Identification No.
000-746-558
4. Exact name of issuer as specified in its charter
MANILA BULLETIN PUBLISHING CORPORATION
5. Province, country or other jurisdiction of incorporation
PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
MANILA BULLETIN BUILDING, MURALLA CORNER RECOLETOS STREETS, INTRAMUROS, MANILA Postal Code 1002
8. Issuer's telephone number, including area code
(02) 8527-8121
9. Former name or former address, if changed since last report
NO CHANGE
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 STOCK 3,466,139,072
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.

Manila Bulletin Publishing CorporationMB

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

Amendment of the By-Laws of the Manila Bulletin Publishing Corporation
Background/Description of the Disclosure

In its meeting held on 21 March 2024, the Board of Directors approved the amendment of the Company's By-Laws pursuant to Article IX, Section 1 of the subject By-Laws. The amendments are adopted to align the provisions of the By-Laws with those of the Revised Corporation Code, to formally include the conduct of stockholders' and directors' meetings through remote communication as well as allowing the mode of voting in the said meetings in absentia or electronically, and to formally allow the sending of notices for said meetings through publication or electronic means. The amendments are summarized as follows:

1. Article I, Section 1 - to allow the conduct of stockholders' meetings through remote communication;
2. Article I, Section 3 - to authorize the sending out of notices of stockholders' meetings through publication or through remote communication;
3. Article I, Section 5 - to allow participation and voting in stockholders' meetings through remote communication or in absentia or electronically to be counted for purposes of determining the quorum;
4. Article I, Section 7 - to formalize the organization of the stockholders' meetings by specifying who acts as Chairman and Secretary in such meetings;
5. Article II, Section 2 - to include a tie-breaker procedure for votes cast in a meeting of the board of directors, and to include directors attending through remote communication or in absentia or electronically to be counted for purposes of determining the quorum;
6. Article II, Section 3 - to specify the conduct of directors' meetings at the principal office of the Corporation or at such other places as approved by the board of directors, and to allow conduct of said meetings through remote communication;
7. Article II, Section 4 - to allow the sending out of notices of meetings of the board of directors through electronic mail, digital messaging, or other forms of remote communication, and to specify instances when notice need not be given to a director;
8. Article III, Section 1 - to include the Executive Vice President, Assistant Treasurer and Assistant Secretary in the list of executive officers of the Company, and to correct minor typographical errors in the provision;
9. Article III, Section 6 - to include the Executive Vice President in the provision regarding the duties and powers of the Vice-President; and
10. Article V, Section 3 - to align the procedure for the issuance of new stock certificates in lieu of lost, stolen and destroyed stock certificates with the applicable legal provisions in the Revised Corporation Code, and to correct minor typographical errors in the provision.
Date of Approval by Board of Directors Mar 21, 2024
Date of Approval by Stockholders TBA
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, Section 1 Please refer to the attached file. Please refer to the attached file.
Article I, Section 3 Please refer to the attached file. Please refer to the attached file.
Article I, Section 5 Please refer to the attached file. Please refer to the attached file.
Article I, Section 7 Please refer to the attached file. Please refer to the attached file.
Article II, Section 2 Please refer to the attached file. Please refer to the attached file.
Article II, Section 3 Please refer to the attached file. Please refer to the attached file.
Article II, Section 4 Please refer to the attached file. Please refer to the attached file.
Article III, Section 1 Please refer to the attached file. Please refer to the attached file.
Article III, Section 6 Please refer to the attached file. Please refer to the attached file.
Article V, Section 3 Please refer to the attached file. Please refer to the attached file.
Rationale for the amendment(s)

The amendments were made to align the provisions of the By-Laws with the Revised Corporation Code and to formalize the current practice of the Corporation of conducting the stockholders' and directors' meetings through remote communication, as well as allowing stockholders and directors to vote in said meetings in absentia or electronically. Minor typographical errors were also corrected.
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

None
Other Relevant Information

None
Filed on behalf by:
Name Glen Ardona
Designation Legal Officer / Assistant Corporate Secretary