C02573-2024

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)
Apr 26, 2024
2. SEC Identification Number
34218
3. BIR Tax Identification No.
000-153-610-000
4. Exact name of issuer as specified in its charter
AYALA CORPORATION
5. Province, country or other jurisdiction of incorporation
PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
37F to 39F, Ayala Triangle Gardens Tower 2, Paseo de Roxas cor Makati Avenue, Makati City Postal Code 1226
8. Issuer's telephone number, including area code
(02) 7908-3000
9. Former name or former address, if changed since last report
NA
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 619,807,425
Preferred A Shares (Reissued) 5,244,515
Preferred B Series 2 Shares 30,000,000
Voting Preferred Shares 200,000,000
11. Indicate the item numbers reported herein
Item 9 - Other Matters

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.

Ayala CorporationAC

PSE Disclosure Form 4-24 - Results of Annual or Special Stockholders' Meeting References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Results of 2024 Annual Stockholders' Meeting
Background/Description of the Disclosure

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List of elected directors for the ensuing year with their corresponding shareholdings in the Issuer
Name of Person Shareholdings in the Listed Company Nature of Indirect Ownership
Direct Indirect
Jaime Augusto Zobel de Ayala 543,802 805,997 Held thru PCD and ESOWN (the 543,802 direct shares are voting preferred shares)
Cezar P. Consing 10 324,376 Held thru PCD and ESOWN
Delfin L. Lazaro 258,298 97,553 Held thru PCD and ESOWN, and by a corporation in which he is a controlling shareholder (the direct shares includes 258,297 voting preferred shares)
Fernando Zobel de Ayala 554,893 910,079 Held thru PCD and ESOWN (the 554,893 direct shares are voting preferred shares)
Rizalina G. Mantaring (Independent Director) 1 60,273 Held thru PCD (the indirect shares is inclusive of 3,604 voting preferred shares)
Chua Sock Koong (Independent Director) 1 0 -
Cesar V. Purisima (Independent Director) 1 0 -
External auditor SyCip Gorres Velayo & Co.
List of other material resolutions, transactions and corporate actions approved by the stockholders

Our stockholders approved the following resolutions:

1. Minutes of previous meeting

Resolution No. S-01-2024: “RESOLVED, to approve the minutes of the annual stockholders’ meeting held on April 28, 2023.”

2. Ratification of the acts of the Board of Directors and Officers

Resolution No. S-02-2024: “RESOLVED, to ratify each and every act and resolution, from April 28, 2023 to April 26, 2024 (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. Election of directors

Resolution No. S-03-2024: “RESOLVED, to elect the following as directors of the Corporation to serve as such beginning April 26, 2024 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)
Cesar V. Purisima (Independent Director)”


4. Election of SyCip Gorres Velayo & Co. as the external auditor of our Company for the year 2024 and fixing of its remuneration

Resolution No. S-04-24: “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 2024 for an audit fee of PhP12,579,840.00, inclusive of value-added tax.”

5. Consolidated Audited Financial Statements for the CY December 31, 2023 and Noting of Annual Report

Resolution No. S-05-2024: “RESOLVED, to approve the consolidated audited financial statements of the Corporation and its subsidiaries as of December 31, 2023, as audited by the Corporation’s external auditor, SyCip Gorres Velayo & Co.”
Other Relevant Information

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Filed on behalf by:
Name Maria Franchette Acosta
Designation Corporate Secretary, Chief Legal Officer, OIC-Compliance Officer and Data Protection Officer