Remarks C06058-2023

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)
Aug 5, 2023
2. SEC Identification Number
AN092-002557
3. BIR Tax Identification No.
002-333-130
4. Exact name of issuer as specified in its charter
The Philippine Stock Exchange, Inc.
5. Province, country or other jurisdiction of incorporation
Republic of the Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
6th to 10th Floors, PSE Tower, 5th Avenue corner 28th Street, Bonifacio Global City, Taguig City Postal Code 1634
8. Issuer's telephone number, including area code
(632) 8876-4888
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 Shares (Fully Paid) 81,644,529
Common Shares (Subscribed) 440,317
Total 82,084,846
11. Indicate the item numbers reported herein
Item Nos. 3, 4 and 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.

The Philippine Stock Exchange, Inc.PSE

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 the Annual Stockholders' Meeting of the Company

Background/Description of the Disclosure

Results of Election of Directors and other matters taken up in the Annual Stockholders' Meeting

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
Jose T. Pardo 1 0 -
Ramon S. Monzon 164,982 56,600 -
Tomas I. Alcantara 1 0 -
Marilyn A. Victorio-Aquino 1 0 -
Diosdado A. Arroyo 1 0 -
Ferdinand K. Constantino 1 0 -
Peter B. Favila 1 0 -
Andrew Jerome T. Gan 1 0 -
Eddie T. Gobing 2 0 -
Teresita J. Leonardo-De Castro 1 0 -
Vicente L. Panlilio 1 0 -
Wilson L. Sy 100 0 -
Anthony M. Te 110 0 -
Jose Arnulfo A. Veloso 1 0 -
Ma. Vivian Yuchengco 2,400 0 -
External auditor Sycip Gorres Velayo & Co.
List of other material resolutions, transactions and corporate actions approved by the stockholders

Item No. 9. Other Events

The Stockholders of the Company also approved today the renewal of the Employee Stock Purchase Plan (“ESPP”) whereby a total of 300,000 shares will be offered to eligible employees of the Company over a period of three (3) years from 2024 to 2026. The terms and features of the ESPP is the same as that of the 2021 -2023 ESPP.

Item No. 9. Other Events

The Stockholders of the Company approved, by a vote of the stockholders representing majority of the Outstanding Capital Stock, the following:

1. In Article III, Sec. 1 – to delete the clause which prohibits a Trading Participant from intervening, directly or indirectly, in the management, operation, administration, and control of any other Trading Participant;
2. In Article III, Sec. 4, 5 and 11 – to delete all references to natural person trading participants, thereby deleting in toto Sec. 4 and Sec. 11;
3. In Article III, Sec. 8 – to conform to the provisions of Republic Act No. 11057 (Personal Property Security Act);
4. In Article V, Sec. 1 – to indicate that the independent directors shall constitute at least 1/3 of the Board of Directors or such other percentage as may be prescribed by law or regulation;
5. In Article V, Sec. 6 – to delete the second paragraph which prohibits the Board of Directors from entering into major contracts in amounts exceeding fifteen percent (15%) of the total assets of the Company without prior approval of stockholders representing two-thirds (2/3) of the outstanding capital stock;
6. In Article VI, Sec. 1 – to revise the clause on the schedule of meetings of the Board of Directors to once a month or as often as may be necessary;
7. In Article VI, Sec. 3 – to increase the quorum requirement for transaction of business and board decisions to at least 2/3, in line with the recommended corporate governance practices for listed companies; and
8. In Article III, Sec. 8 – to change the title to “Creation of Security Interest over Trading Right” to be consistent with the amendments approved by the Board of Directors in its meeting dated 3 May 2023.

Other Relevant Information

None.

Filed on behalf by:
Name Aissa Encarnacion
Designation Corporate Information Officer