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)
May 11, 2023
2. SEC Identification Number
60566
3. BIR Tax Identification No.
004-504-281-000
4. Exact name of issuer as specified in its charter
CENTURY PROPERTIES GROUP INC.
5. Province, country or other jurisdiction of incorporation
Metro Manila
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
35th Floor Century Diamond Tower, Century City, Kalayaan Avenue, Makati CityPostal Code1200
8. Issuer's telephone number, including area code
632-7-7938905
9. Former name or former address, if changed since last report
n/a
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
11,599,600,690
Preferred
30,000,000
11. Indicate the item numbers reported herein
Item 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.
Century Properties Group, Inc.CPG
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 Article 1 of the By-Laws of the Corporation
Background/Description of the Disclosure
III. AMENDMENT OF THE BY-LAWS OF THE CORPORATION
The Chairman informed the Board that there is a need to amend ARTICLE 1 of the Company’s By-Laws to change the principal place of business of the Company. Upon motion made and duly seconded, the following resolution was unanimously approved and adopted by the Board:
“RESOLVED that the Board of Directors of Century Properties Group Inc. hereby approves the amendments of Article 1 under the Amended By-Laws of Century Properties Group Inc. to read as follows:
ARTICLE I Office
The principal office of the Corporation shall be located at the 35/F Century Diamond Tower, Century City, Kalayaan Avenue, Makati City. The Corporation may have offices at such other places of business in the Philippines or in foreign countries as the Board may, from time to time, designate. (As amended by the Board of Directors on its special meeting on May 11, 2023 and subject to the approval of the Majority Stockholders of CPGI on June 30, 2023).
“RESOLVED FURTHER, that the proper officers of the Corporation are hereby authorized and directed to execute and file the proper certificates of the proceedings of this meeting, to execute, sign, and file any and all documents which may be required by the Securities and Exchange Commission, Philippine Stock Exchange, and other government agencies and to do all actions and things as may be necessary to comply with the provisions of the Corporation Code of the Philippines, Securities Regulation Code and other regulations relating to the subject matter of this resolution.”
“RESOLVED FINALLY”, that a copy of this resolution be furnished the entity concerned”.
Date of Approval by Board of Directors
May 11, 2023
Date of Approval by Stockholders
TBA
Other Relevant Regulatory Agency, if applicable
SECURITIES AND EXCHANGE COMMISSION
Date of Approval by Relevant Regulatory Agency, if applicable
TBA
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 1
The principal office of the Corporation shall be located at the 21F Pacific Star Bldg., Makati Avenue, Makati City. The Corporation may have offices at such other places of business in the Philippines or in foreign countries as the Board may, from time to time, designate.
The principal office of the Corporation shall be located at the 35/F Century Diamond Tower, Century City, Kalayaan Avenue, Makati City. The Corporation may have offices at such other places of business in the Philippines or in foreign countries as the Board may, from time to time, designate.
Rationale for the amendment(s)
Update the By-Laws with the correct principal place of business
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
please find attached
Filed on behalf by:
Name
Isabelita Sales
Designation
Head of Legal Services and Corporate Affairs, Chief Information and Chief Compliance Officer