C01746-2024

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)
Mar 25, 2024
2. SEC Identification Number
39652
3. BIR Tax Identification No.
004-844-938-000
4. Exact name of issuer as specified in its charter
Medco Holdings, Inc.
5. Province, country or other jurisdiction of incorporation
Metro Manila, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
31st Floor, Rufino Pacific Tower, 6784 Ayala Ave., Makati City Postal Code 1229
8. Issuer's telephone number, including area code
(632) 8811-0465
9. Former name or former address, if changed since last report
-
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 3,159,292,441
11. Indicate the item numbers reported herein
Item 9. Other Events

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.

MEDCO Holdings, Inc.MED

PSE Disclosure Form 7-1 - Notice of Annual or Special Stockholders' Meeting References: SRC Rule 17 (SEC Form 17-C) and
Sections 7 and 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

2024 Annual Stockholders Meeting of Medco Holdings, Inc. (MED) to be held at 10:00 a.m. on Friday, May 10, 2024

Background/Description of the Disclosure

In accordance with the guidance of the SEC dated March 14, 2022 on virtual corporate meetings as a means to foster stakeholder participation, MED’s Board of Directors has approved on 25 March 2024 in accordance with SEC rules a virtual stockholders’ meeting for 2024. The Board approved the following matters:

(1) dispense with the physical attendance of stockholders at the Annual Stockholders’ Meeting to be held on 10 May 2024;
(2) only allow attendance online by remote communication and by voting in absentia (either in person or by proxy), or by appointing the Chairman of the meeting as proxy; and
(3) approve specific procedures for participating in the Annual Stockholders’ Meeting through remote communication and for casting their votes in absentia in accordance with the regulations set forth by the SEC.

The specific procedures for participating in the Annual Stockholders’ Meeting through remote communication and voting in absentia are set forth in the Notice of Meeting dated 25 March 2024 for the Annual Stockholders’ Meeting on 10 May 2024 (a copy of which is attached in this disclosure).

Type of Meeting

Date of Approval by Board of Directors Mar 25, 2024
Date of Stockholders' Meeting May 10, 2024
Time 10:00 a.m.
Venue To be conducted virtually online at www.medco.com.ph/asm
Record Date Apr 17, 2024
Agenda

I. Call to Order;
II. Certification of Notices and Quorum;
III. Approval of the minutes of the annual meeting of stockholders held on 12 May 2023;
IV. Approval of the Annual Report and the Audited Financial Statements as of December 31, 2023;
V. Approval and Ratification of the acts, contracts, investments and resolutions of the Board and management of the Corporation since the last annual meeting on 12 May 2023;
VI. Election of the members of the Board of Directors for the year 2024. The procedure for the nomination and election of directors is set forth in Item 5 of the Information Statement;
VII. Re-appointment of Punongbayan and Araullo, the Philippine representative of Grant Thornton International, as external auditors of the Corporation for the year 2024; and
VIII. Other matters.

Inclusive Dates of Closing of Stock Transfer Books
Start Date N/A
End Date N/A
Other Relevant Information

For the purpose of the meeting, only stockholders of record as of 17 April 2024 are entitled to attend and vote in the said meeting. To ensure the safety and welfare of our stockholders and other stakeholders and as a precaution against the COVID-19 risk, the Corporation’s Board of Directors has approved on 25 March 2024 in accordance with SEC rules a virtual stockholders’ meeting for 2024. The meeting will be held online by remote communication and voting will be in absentia. The specific procedures for participating in the meeting through remote communication and voting in absentia are set forth below.

Stockholders who intend to attend and participate in the virtual meeting in person or through proxy shall first submit on or before 24 April 2024 via email to [email protected] the scanned copy of their Letter of Intent to attend and participate via proxy or by remote communication and a copy of the stockholder’s valid government-issued ID showing photo and personal details. Once validated, a registered stockholder will receive via email the proxy form and voting ballot. Stockholders must submit on or before 5:00 p.m. on 25 April 2024 via email to [email protected] their duly accomplished proxy form and/or voting ballot. Validation of proxies shall be on 3 May 2024 at 5:00 p.m. at the office of the Corporation. Only stockholders who have notified the Corporation of their intention to participate in the virtual meeting and have registered themselves or their proxies, will be included in the determination of a quorum. We are not soliciting your proxy. All agenda items indicated in the Notice of the Meeting will be set out in the voting ballot and the stockholder may vote as follows:

Registered stockholders will receive the meeting link and password to log on to the meeting two (2) days before the stockholders’ meeting. We encourage all registered stockholders to log onto the meeting link 45 minutes before the meeting starts, to avoid any technical difficulty. The meeting will start promptly at 10:00 a.m. on 10 May 2024. The meeting shall be recorded in audio and video format and copies shall be posted by the Company in its website. The procedures for voting and participation in the meeting through remote communication are also discussed further in the Information Statement which shall be made available to the public not later than 18 April 2024 through PSE Edge and the Corporation's website at www.medco.com.ph/asm. For any questions or inquiries, including request for assistance in the registration process, please contact our Office of the Corporate Secretary through [email protected].

Filed on behalf by:
Name Mary Ann Miel
Designation Chief Accountant