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July 01, 2013 PHILIPPINE STOCK EXCHANGE, INC. PSE Center Tower 1 Ayala Triangle Ayala Avenue, Makati

July 01, 2013

PHILIPPINE STOCK EXCHANGE, INC.

PSE Center Tower 1 Ayala Triangle Ayala Avenue, Makati City

Attention:

MS. JANET A. ENCARNACION

Head, Disclosure Department

Gentlemen:

Please be advised that the CENTURY PROPERTIES GROUP INC. (“Company”) has just concluded its Annual Stockholders’ Meeting for 2013 and the Organizational Board Meeting which immediately followed the said 2013 Annual Stockholders’ Meeting.

The highlights of the Annual Stockholders’ Meeting for 2013 are as follows:

  • 1. Approval of the minutes of the 2012 Annual Stockholders’ Meeting held on 27 June 2012

  • 2. Approval of the Annual Report of the President

  • 3. Ratification of all Acts and Proceedings of the Board of Directors and Corporate Officers

  • 4. Approval of the 2012 Audited Consolidated Financial Statements of the Corporation

  • 5. Election of Members of the Board of Directors

  • 6. Appointment of External Auditors for 2013

  • 7. Appointment of Corporate Secretary

  • 8. Approval of the Amendment of the Articles of Incorporation for the Increase in ACS to Eighteen Billion shares at par value of 0.53 per share

  • 9. Approval of the Proposed Stock Dividends Declaration

    • 10. Approval of the Employee Stock Grant Program of the Corporation (ESGP)

    • 11. Shareholders Approval of the Treasury Buy-back

The following persons have been nominated and elected as members of the Board of Directors of the Company for 2013-2014 during the meeting:

  • 1. MR. JOSE E.B. ANTONIO

  • 2. MR. JOHN VICTOR R. ANTONIO

  • 3. MR. JOSE MARCO R. ANTONIO

  • 4. MR. JOSE ROBERTO R. ANTONIO

  • 5. MR. JOSE CARLO R. ANTONIO

6. MR. RICARDO P. CUERVA 7. MR. RAFAEL G. YAPTINCHAY 8. MR.WASHINGTON Z. SYCIP (Independent director)
  • 6. MR. RICARDO P. CUERVA

  • 7. MR. RAFAEL G. YAPTINCHAY

  • 8. MR.WASHINGTON Z. SYCIP (Independent director)

  • 9. MR. MONICO V. JACOB (Independent director)

The accounting firm of SyCip Gorres Velayo & Co. was re-appointed as the Company’s external auditor for 2013-2014.

The legal firm of Divina Law Office was appointed corporate legal counsel Company.

of the

The Stockholders likewise approve the proposed resolution for the amendment of the Articles of Incorporation Article 7th of the Company to increase the capital stock and following resolution adopted:

RESOLVED, that Article VII of the amended Articles of Incorporation of the

Corporation

be

amended

to

read

as

follows:

“SEVENTH, That the authorized capital stock of the said Corporation is Nine Billion Five Hundred Forty Million Pesos (P9,540,000,000.00) divided into Eighteen Billion 18,000,000,000 common shares, with par value of 0.53 Peso each.

“RESOLVED, FURTHER, that the proper officers of the Corporation are hereby authorized and directed to execute and file the proper certificates of the proceedings of this meeting, to execute, sign, and file any and all documents which may be required by the Securities and Exchange Commission, Philippine Stock Exchange, and other government agencies and to do all actions and things as may be necessary to comply with the provisions of the Corporation Code of the Philippines, Securities Regulation Code and other regulations relating to the subject matter of this resolution.”

Furthermore, the stockholders approve the declaration of stock dividends equivalent to Two Billion common shares amounting to Php1,060,000,000 to be taken out of the Corporation’s retained earnings. This amount represents at least the minimum 25% subscribed and paid-up capital for the proposed increase in the authorized capital stock.

The Company shall disclose further the developments on the approved employee stock grant plan. The following resolutions were adopted and approved by the stockholders present to wit:

RESOLVED, That the members of the Compensation, Remuneration and Nomination Committee of CENTURY PROPERTIES GROUP INC., after a comprehensive review of the company’s proposed Employee Stock Option Plan, considering the industry practice and in order to reward and encourage good performance and loyalty to the company, hereby approves and endorses to the Board of Directors the ESOP as attached to form an integral part hereof.”

“ RESOLVED FURTHER, that the Board of Directors of the Corporation hereby authorizes the Co. Chief

RESOLVED FURTHER, that the Board of Directors of the Corporation hereby authorizes the Co. Chief Operating Officer, Mr. Jose Carlo R. Antonio to sign, execute any document to effect the implementation of the foregoing resolutions.”

RESOLVED FINALLY, that the proper officers of the Corporation are hereby authorized and directed to execute and file the proper certificates of the proceedings of this meeting, to execute, sign, and file any and all documents which may be required by the Securities and Exchange Commission, Philippine Stock Exchange, and other government agencies and to do all actions and things as may be necessary to comply with the provisions of the Corporation Code of the Philippines, Securities Regulation Code and other regulations relating to the subject matter of this resolution

For the Organizational Meeting of the Board of Directors, which immediately followed the 2013 Annual Stockholders Meeting, the highlights of the meeting are as follows:

  • 1. Certification of the newly elected Directors

  • 2. Election of Officers of the Company as follows: Jose E.B. Antonio – President and CEO John Victor R. Antonio – Co. COO Jose Marco R. Antonio – Co. COO Jose Carlo R. Antonio – Chief Financial Officer Jose Roberto R. Antonio – Managing Director Atty. Marthe Lois V. Cordia – Corporate Secretary Carlos Benedict K. Rivilla, IV – Assistant Corporate Secretary Domie S. Eduvane – Senior Vice President for Legal and Corporate Affairs Gerry Joseph Albert Ilagan – VP for Human Resources and Sales Teresita Fucanan –Yu – VP for Corporate Communications Ramon S. Villanueva III – VP Controller Kristina Lowella Garcia – Investment Director Jose Romarx Salas – Vice President for Business Development Erickson Y. Manzano – Senior Vice President/Development Director Neko Lyree U. Cruz – Compliance Officer and Chief Information Officer

  • 2. Election of members of the Compensation and Remuneration Committee, the Audit Committee, and the Nomination Committee as follows: Nomination, Compensation and Remuneration Committee:

Jose E.B. Antonio – Chairman of the Committee Atty. Monico V. Jacob - Member John Victor R. Antonio - Member Carlos Benedict K. Rivilla IV – Non-voting Member

Audit Committee: Monico Jacob– Chairman of the Meeting Jose Carlo R. Antonio – Member Jose Marco

Audit Committee:

Monico Jacob– Chairman of the Meeting Jose Carlo R. Antonio – Member Jose Marco R. Antonio - Member

Executive Committee Jose E.B. Antonio – Chairman of the Committee John Victor R. Antonio – Member Jose Marco R. Antonio – Member Jose Roberto R. Antonio – Member Jose Carlo R. Antonio – Member

Risk Management Committee Jose E.B. Antonio – Chairman of the Committee Atty. Monico V. Jacob – Member (Ind. Director Washington Sycip – Member (Ind. Director) Jose Carlo R. Antonio – Member Lujer P. Danao – Risk Management Officer, Non-voting

This is being submitted in compliance with the Disclosure Rules of the Exchange.

Thank you.

Audit Committee: Monico Jacob– Chairman of the Meeting Jose Carlo R. Antonio – Member Jose Marco