C05391-2023

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)
Jul 13, 2023
2. SEC Identification Number
39243
3. BIR Tax Identification No.
000-463-670-000
4. Exact name of issuer as specified in its charter
IMPERIAL RESOURCES INCORPORATED
5. Province, country or other jurisdiction of incorporation
Metro Manila
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
Unit 202 Villa Building, No. 78 Jupiter Street, Bel-Air,.Makati City Postal Code 1200
8. Issuer's telephone number, including area code
8721-6994/8722-6453
9. Former name or former address, if changed since last report
Not Applicable
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 652,500,000
11. Indicate the item numbers reported herein
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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.

Imperial Resources, Inc.IMP

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 REGULAR ANNUAL STOCKHOLDERS' MEETING OF IMPERIAL RESOURCES INCORPORATED
Background/Description of the Disclosure

The regular annual meeting of the stockholders of Imperial Resources Incorporated was held today, July 13, 2023, at Unit 202 Villa Building, No. 78 Jupiter Street, Bel-Air, Makati City, Metro Manila, and via Google Zoom, Meeting I.D.: 869 0849 5582, Passcode: 887183.

Upon call to order by the Chairman, the Corporate Secretary reported on the Proof of Notice of the meeting.

The report of the Corporate Secretary was that copies of the Definitive Information Statement (SEC FORM 20-IS) containing the Written Notice of the regular annual stockholders' meeting of Imperial Resources Incorporated set for July 13, 2023, together with the Agenda of the meeting, were sent by remote communication facility, postal service, private courier and messengerial service under his personal
supervision, beginning on June 21, 2023, to all stockholders of record of Imperial Resources Incorporated at their respective electronic mail(e-mail) and postal addresses as shown in the Books of the corporation.

The notice of the regular annual stockholders’ meeting was likewise published in the June 16, 2023 issue of the Philippine Star and Manila Bulletin.

The Securities and Exchange Commission and the Philippine Stock Exchange were furnished and serve with copies of the Notice and Agenda of the annual stockholders' meeting, all contained in SEC FORM 20-IS on June 19, 2023 through electronic mail (e-mail).

The transfer agent of the company, Professional Stock Transfer, Inc. and the Auditor, Villaruz Villaruz & Co., CPAs, were likewise notified of the Annual Stockholders' Meeting on June 21, 2023 through the electronic mail (e-mail).

Accordingly, all requirements of law and the By-Laws of the corporation concerning the giving of notices of the regular annual stockholders' meeting to all stockholders of record entitled to vote and other agencies of government have been complied with.

The Corporate Secretary further reported that the Books of Imperial Resources Incorporated show that as of the record date on May 30, 2023, the number of shares outstanding and entitled to vote in the regular annual stockholders' meeting is Six Hundred Fifty-Two Million Five Hundred Thousand (652,500,000), common shares, with the par value of One Peso (Php1.00), per share, Of said number of shares Five Hundred Seventy-Two Million Nine Hundred Seventy-Two Thousand Five Hundred Forty-Five (572,972,545) shares were present in person and those represented by holders of Secretary's Certificate/Special Power of Attorney and of unsolicited proxies.





The Chairman then proceeded to the next item on the agenda which was the Declaration of Quorum.

The Corporate Secretary further reported that the Books of Imperial Resources Incorporated show that as of the record date on May 30, 2023, the total number of shares outstanding and entitled to vote in the annual stockholders' meeting is Six Hundred Fifty-Two Million Five Hundred Thousand (652,500,000) Common Shares, with the par value of One Peso (Php1.00) per share. Of said number of shares Five Hundred Seventy-Four Million Five Hundred Fifty-Two Thousand Forty-Five (574,552,045) Shares were present in person and those represented by holders of Secretary’s Certificate/Special Power of Attorney and of unsolicited proxies.

The number of shares present in person and by holders of Secretary’s Certificate/Special Power of Attorney and unsolicited proxies in the meeting is Eighty-Eight Point Zero Fifty-Four (88.054%) of the subscribed and outstanding capital entitled to vote.

Approval of the minutes of the Regular Annual Stockholders’ Meeting held on July 14, 2022.

Approval of the Annual Report and Financial Statement as at December 31, 2022.

Approval and election of the seven (7) members of the Board of Directors inclusive of two (2) Independent Directors.



Ratification and appointment of Independent Auditor of Imperial Resources Incorporate
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
Atty. Horacio M. Pascual 175,000 - -
Mr. Oliverio L. Laperal, Jr. 1,580,000 - -
Mr. Desiderio L. laperal 1,670,000 - -
Ms. Vilma B. Villanueva 200,000 - -
Atty. Jesus Vicente B. Capellan 160,000 - -
Ms.Genelita G. Manandic 1,000 - -
Atty. Marciano G. Delson 500 - -
External auditor Villaruz, Villaruz & Co., CPAs
List of other material resolutions, transactions and corporate actions approved by the stockholders

The number of shares present in person and by holders of Secretary's Certificate, Special Power of Attorney and unsolicited proxies in the meeting is Eighty-Seven Point Eighty-One-One Nine per cent (81.8119%) of the subscribed and outstanding capital entitled to vote. Thus a quorum was declared present.

The minutes of the Regular Annual Stockholders’ Meeting held on July 14, 2022 was approved.

Also, the Annual Report and Financial Statement as at December 31, 2022 were approved.

The appointment of Independent Auditor of Imperial Resources Incorporated, with business address at Unit 3, Level 9 Galleria Corporate Center, EDSA corner Ortigas Avenue, Quezon City, Metro Manila, was approved. and

Further, all acts, contracts, resolutions and proceedings of the board of directors and corporate officers acting within the scope of their designated authority since July 14, 2022, annual stockholders' meeting until the present July 13, 2023, were approved, confirmed and ratified.

Thereafter, the meeting, on motion made and duly seconded, was adjourned.
Other Relevant Information

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Filed on behalf by:
Name Adelaida Dueñas
Designation Legal