At the special meeting of the Board of Directors on June 16, 2026, the Amendment of the Company's Articles of Incorporation were approved, as follows: 10. Approval of the Amendments to the Corporation's Articles of Incorporation, specifically:
(a) Amendment of Article II to include the following secondary purpose:
"10. To establish, acquire, maintain, and utilize information technology systems and digital platforms, and to undertake information technology-related activities necessary or incidental to the Corporation's principal business of real estate development, sales, leasing, property management, and other related business operation."
(b) Amendment of Article VI to increase the Corporation's authorized capital stock as follows:
From:
Nine Billion Five Hundred Forty Million Pesos (Php9,540,000,000.00) consisting of Fifteen Billion (15,000,000,000) common shares and Three Billion (3,000,000,000) Preferred Shares with a par value of Fifty-Three Centavos (PHP0.53) per share
To:
TWELVE BILLION ONE HUNDRED NINETY MILLION PESOS (Php12,190,000,000.00) consisting of Twenty Billion (20,000,000,000) common shares Three Billion (3,000,000,000) Preferred Shares with a par value of Fifty-Three Centavos (PHP0.53) per share
And to incorporate the following provision:
Provided, further, that in connection with any merger, consolidation, reorganization, or similar corporate transaction involving the Corporation, any shares of the Corporation that may be acquired by the Corporation as treasury shares by operation of law or otherwise as a consequence of such transaction may, upon determination by the Board of Directors and subject to applicable law and regulations, be retired and cancelled by the Corporation, and the Board of Directors is hereby expressly authorized to approve and implement such retirement and cancellation and to effect the corresponding adjustments to the Corporation's issued shares, without the necessity of further stockholder approval; provided, however, that any reduction in the Corporation's authorized capital stock shall be effected only in accordance with the Revised Corporation Code and applicable regulations. |