AyalaLand Logistics : Results of Annual or Special Stockholders' Meeting
May 02, 2022 at 07:47 am
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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) May 2, 20222. SEC Identification Number 1636713. BIR Tax Identification No. 000-804-342-0004. Exact name of issuer as specified in its charter AyalaLand Logistics Holdings Corp.5. Province, country or other jurisdiction of incorporation Philippines6. Industry Classification Code(SEC Use Only) 7. Address of principal office 3rd Floor Glorietta 5, Ayala Center, Makati CityPostal Code12248. Issuer's telephone number, including area code (632) 8884-11069. 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 Shares
6,301,591,987
11. Indicate the item numbers reported herein Item 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.
AyalaLand Logistics Holdings Corp.ALLHC
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
Background/Description of the Disclosure
-
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
Bernard Vincent O. Dy
2
0
-
Felipe U. Yap
3,010,000
28,000,000
ESOWN subscription and Shares held under broker account
Jose Emmanuel H. Jalandoni
2
0
-
Jaime Alfonso E. Zobel de Ayala
1
0
-
Maria Rowena M. Tomeldan
2
199,000
Shares held under broker account and by members of immediate family
Nathanael C. Go
1,025,000
34,375,000
Shares held under broker account
Rex Ma. A. Mendoza (Independent Director)
1
0
-
Renato O. Marzan (Independent Director)
1
0
-
Cassandra Lianne S. Yap (Independent Director
0
1,638,000
Shares held under broker account
External auditor
SyCip Gorres Velayo & Co.
List of other material resolutions, transactions and corporate actions approved by the stockholders
The stockholders considered and approved the following:
1. Minutes of the previous meeting
Resolution No. S-01-2022: "RESOLVED, to approve the minutes of the annual stockholders' meeting held on 21 April 2021."
2. Annual report for calendar year (CY) 2021 including the consolidated Audited Financial Statements for the CY December 31, 2021
Resolution No. S-02-2022: "RESOLVED, to note the Corporation's Annual Report, which consists of the President's Report and the audio-visual presentation to the stockholders, and to approve the consolidated audited financial statements of the Corporation and its subsidiaries for the period ended 31 December 2021, as audited by the Corporation's external auditor, SyCip Gorres Velayo & Co."
3. Ratification of all acts and resolutions of the Board of Directors and Management during the preceding year
Resolution No. S-03-2022: "RESOLVED, to ratify each and every act and resolution, from 21 April 2021 to 21 April 2022 (the "Period"), of the Board of Directors (the "Board"), the Executive Committee and other Board committees exercising powers delegated by the Board, and each and every act, during the Period, of the officers of the Corporation performed pursuant to the resolutions of the Board, the Executive Committee and other Board committees as well as pursuant to the By-Laws of the Corporation."
4. The amendment to the Seventh Article of the Articles of Incorporation and the delegation to the Board of Directors in relation to the implementation of the proposed increase in authorized capital stock and the creation of the preferred shares
Resolution No. S-04-2022: "RESOLVED, to approve the amendment to the Seventh Article of the Articles of Incorporation to increase the Authorized Capital Stock of up to Php10 Billion through the creation of up to Php5 Billion non-voting preferred shares with a par value of Php1.00 per share and the increase of common shares from Php7.5 Billion to Php12.5 Billion, with a par value of Php1.00 per share; and
RESOLVED, FINALLY, to approve the delegation to the Board of Directors of the final terms of the issuance of the shares and the features of the preferred shares, the implementation of the proposed increase in authorized capital stock and the creation of the preferred shares."
5. Election of the directors
Resolution No. S-05-2022: "RESOLVED, to elect the following nominees as directors of the Corporation to serve as such beginning today until their successors are elected and qualified:
Bernard Vincent O. Dy
Felipe U. Yap
Jose Emmanuel H. Jalandoni
Jaime Alfonso E. Zobel de Ayala
Maria Rowena M. Tomeldan
Nathanael C. Go
Rex Ma. A. Mendoza (Independent Director)
Renato O. Marzan (Independent Director)
Cassandra Lianne S. Yap (Independent Director)"
6. Election of SyCip Gorres Velayo & Co. as our external auditor for the year 2022 and fixing of its remuneration
Resolution No. S-06-2022: "RESOLVED, as endorsed by the Board of Directors, to approve the appointment of SyCip Gorres Velayo & Co. as the external auditor of the Corporation for the year 2022 for an audit fee of Five Hundred Twenty Two Thousand Five Hundred Pesos (Php522,500.00), net of value-added tax and out-of-pocket expenses up to 10% inflationary allowance."
Other Relevant Information
This disclosure is being amended to enumerate the items approved by the stockholders on the disclosure form.
Filed on behalf by:
Name
June Vee Monteclaro-Navarro
Designation
Corporate Secretary
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AyalaLand Logistics Holdings Corporation published this content on 02 May 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 02 May 2022 06:46:05 UTC.
AyalaLand Logistics Holdings Corp. is a Philippines-based industrial real estate company. The Company is focused on industrial parks, warehouses, cold storage facilities and commercial leasing businesses. The Company's segments include Holding Company, Real Estate and Property Development, Retail and Electricity Supply, Cold Storage Operations and Others. Its industrial estates include Laguna Technopark, Pampanga Technopark, Cavite Technopark, Batangas Technopark, and Laguindingan Technopark in Misamis Oriental. Its ALogis standard factory buildings are located in Bifian and Calamba, Laguna; Naic in Cavite; Porac, Pampanga, and Sto. Tomas, Batangas, complemented by the ALogis Artico cold storage facilities in Bifian, Laguna and Mandaue, Cebu. Its commercial leasing portfolio comprises Tutuban Center in Manila and South Park Center in Muntinlupa City. The Company's Pampanga Technopark has a total gross land area of approximately 270 hectares located in Mabalacat, Pampanga.