C05096-2023

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)
Jun 29, 2023
2. SEC Identification Number
CS200319138
3. BIR Tax Identification No.
227-409-243-000
4. Exact name of issuer as specified in its charter
ALLIANCE SELECT FOODS INTERNATIONAL, INC.
5. Province, country or other jurisdiction of incorporation
Pasig City, NCR, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
Suite 3104 West Tower PSEC Exchange Rd., Ortigas Business District, Pasig City, Metro Manila, Philippines Postal Code 1605
8. Issuer's telephone number, including area code
(02) 8637-8800
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 STOCK 2,499,712,463
DEBT OUTSTANDING (AS OF DEC. 31, 2022) US$ 14,827,795
11. Indicate the item numbers reported herein
Item No. 5 - Legal Proceedings

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.

Alliance Select Foods International, Inc.FOOD

PSE Disclosure Form 4-30 - Material Information/Transactions References: SRC Rule 17 (SEC Form 17-C) and
Sections 4.1 and 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Legal Proceedings
Background/Description of the Disclosure

Alliance Select Foods International, Inc. (the “Company” or “ASFII”) minority shareholders Hedy S. C. Yap-Chua, Harvest All Investment Limited, Victory Fund Limited and Bondeast Private Limited (“Complainants”) filed a Complaint dated November 2, 2020 alleging that the private placement of Company shares made on May 5, 2014 and the Stock Rights Offer conducted by the Company in 2015 are null and void because it supposedly violated Section 19 of the Securities Regulation Code (“Complaint”).

On 19 May 2022, Securities and Exchange Commission (SEC)’s Markets and Securities Regulation Department (MSRD) dismissed the Complaint for prescription and forum shopping.

On 5 January 2023, the Company received an SEC En Banc Decision dated 15 December 2022 (“Decision”) reversing the SEC MSRD ruling.

On 20 January 2023, the Company filed a Petition for Review (with Urgent Application for a Writ of Preliminary Injunction and/or Temporary Restraining Order) on the basis of Rule 43 of the Rules of Court.

On 21 February 2023, the Company received a copy of a Motion for Issuance of Writ of Execution (“Motion”) filed by the Complainants.

On March 2, 2023 the Company filed its Opposition to the Motion for Issuance of a Writ of Execution.

On March 6, 2023, the Complainants filed their Comment to the Petition for Review; and on March 11, 2023, the Company filed its Reply.

On March 27, 2023, the Securities and Exchange Commission, through the Office of the Solicitor General, filed a Motion to Intervene and Admit Attached Comment-in-Intervention in the Court of Appeals Case.

On June 14, 2023, the Company received a Resolution from the SEC En Banc dated June 13, 2023, the dispositive portion of which reads:

“WHEREFORE, premises considered, the Motion is hereby GRANTED. Let a Writ of Execution be issued to implement the nullification of the ASFII shares acquired by Strongoak, Inc. (Strongoak) under the 2014 Private Placement and 2015 SRO.

The Commission’s Sheriff is hereby directed to serve a copy of this Resolution upon Alliance Select Food International, Inc., and to cause the cancellation in the Stock and Transfer Book of Alliance Select Food International, Inc. of the shares acquired by Strongoak, Inc. under the 2014 Private Placement and the 2015 Stock Rights Offering.”

On June 15, 2023 ASFII filed: (1) a Motion for Reconsideration with the SEC en Banc; and (2) a Manifestation with Urgent Reiterative Motion for Issuance of Temporary Restraining Order and/or Writ of Preliminary Injunction with the Court of Appeals.

PLEASE SEE ATTACHED SEC FORM 17-C FOR MORE INFORMATION.
Other Relevant Information

Please see attached SEC Form 17-C
Filed on behalf by:
Name Maria Resa Celiz
Designation Chief Compliance Officer