Arthaland Corporation · PSE:ALCO
Arthaland — Shareholder Meeting (June 2020)
29 slides from Arthaland's shareholder meeting presentation, Jun 26, 2020
Slide 1: Cover Sheet
COVER SHEET A|S/|9/4}0/0/7/1|6)0 SEC Registration Number A|R/T|H/A|L/AIN|D C\O|R|P|O|RIA/T/ TIOIN (Company’s Full Name) 7\/F A|R|T|H/A/LJA|N/D C/EJN/T/UJR P/A/C}I]F/1}C TJO|W/E|R], 5|T|H A|V/E|N|U c|o N/E|R 3)0|)T|H S|T|RJEJE P BJO|N/T/FIJA/C|1T/O G O|BJA/L CU PEAY TIA/G/U/I|G CLIT Y 1}6)3)4 (Busine
Slide 2: SEC Number 7160
ce: SEC Number 7160 File Number ARTHALAND CORPORATION (Company’s Full Name) 7/F Arthaland Century Pacific Tower, 5" Avenue corner 30" Street Bonifacio Global City, Taguig City 1634 (Company’s Address) (+632) 8403-6910 (Telephone Number) December 31 (Fiscal Year Ending) (Month and Day) FORM 17-C (For
Slide 3: SEC Form 17-C Current Report
9. 10. 11. SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER 26 June 2020 Date of Report (Date of earliest event reported) SEC Identification No. ASO-94-007160 3. BIR Tax Identification No. 126-004-450-7
Slide 4: Item 9. Other Events
Item 9. Other Events In its Annual Stockholders’ Meeting held today, 26 June 2020, the stockholders of Arthaland Corporation (the “Corporation”) elected the following as the members of its Board of Directors for the term 2020-2021 to hold office as such and until their respective successors are duly
Slide 5: Board Appointments and Auditor Ratification
Jaime C. Gonzalez, Vice Chairman Ricardo Gabriel T. Po, Vice Chairman Jaime Enrique Y. Gonzalez Christopher Paulus Nicolas T. Po Leonardo Arthur T. Po, and Ferdinand A. Constantino Item 9, Other Events During the annual meeting, the stockholders ratified' the Board’s appointment of Reyes Tacandong &
Slide 6: Stock Option Plan and Cash Dividend Declaration
such option will be granted and its effectivity dates, and the number of common shares to be allocated to each Qualified Employee. The period during which a Qualified Employee may exercise the option to purchase such number of common shares granted to him/her will be three (3) years commencing after
Slide 7: Principal and Branch Offices
Annex “A” Principal and Branch Offices Metro Manila, Philippines. The Corporation may establish branch offices and agencies in such places within or outside the Philippines as the Board of Directors may determine. (As amended on 25 June 2010) All meetings of stockholders shall be held at the princip
Slide 8: Section 4. Voting Right
Annex “A” Section 4. Voting Right At all stockholders’ meetings, every stockholder entitled to vote in accordance with Section 4 of Article VI of these By-laws shall be entitled to one (1) vote for each share of voting stock standing in his name on the proper book of the Corporation at the time of c
Slide 9: Section 6. Special Meetings
Annex “A” Section 6. Special Meetings Special meetings of the stockholders may be called by the Board of Directors, the Chairman, the President or upon written demand to the Secretary by stockholders owning a majority of the outstanding voting stock. The Board of Directors shall set the date, time a
Slide 10: Section 2. Number, Tenure and Qualifications
Annex “A” Section 2. Number, Tenure and Qualifications f. Election of Directors g. Unfinished business g. Unfinished business h. New business h. New business i. Other matters i. Other matters j. Adjournment. (As amended on 25 June 2010) i Adjournment. (As amended on 25 June 2010) The Board of Direct
Slide 11: Independent Director Qualifications
Annex “A” with his exercise of independent judgment in carrying out his responsibilities as a director, and includes, among other persons, one who: a. 2 is not or has not been an officer or employee of the Corporation, its subsidiaries or affiliates or related interests during the past three (3) yea
Slide 12: Independent Director Criteria
Annex “A” and does not engage in any transaction with the Corporation or with any of its related companies or with any of its substantial shareholders, whether by himself or with other persons, or through a firm of which he is a partner or a company of which he is a director or substantial sharehold
Slide 13: Director Disqualifications
Annex “A” relationships; or (ii) if he is employed by any government agency or a government owned or controlled corporation; or iii) if he has or had instituted any action or has a pending suit against any of the Corporation’s directors or any stockholder who ownsat least 10% of the total outstandin
Slide 14: Nominations and Disqualifications
Annex “A” consultant of theCorporation; d. Judicial declaration of bankruptcy or insolvency;and, e. Final judgment or order of a foreign court or equivalent regulatory authority of acts, violations or misconduct similar to any of the acts, violations or misconduct enumerated in sub-paragraphs (a) to
Slide 15: Nomination Committee Evaluation Criteria
Annex “A” The following reasons shall also be considered by the Nomination Committee in evaluating the qualifications of all persons nominated to the Board and such other appointments which require Board approval: a. Refusal to fully disclose the extent of his business interests as required under th
Slide 16: Section 3. Regular Meetings
Annex “A” Section 3. Regular Meetings The Board of Directors shall hold regular meetings at least once every quarter, at such time and place, within or outside the Philippines that the Board of Directors may set. The Board of Directors may, however, change the dates and frequency of such regular mee
Slide 17: Board Voting and Minutes
Annex “A” election of officers which requires the vote of the majority of all the directors. directors. For meetings of the Board of Directors conducted through remote communication as provided in Section 11 of this Article III, a director who participates through remote communication shall be deeme
Slide 18: Remote Participation and Executive Committee
Annex “A” laws and regulations. For this purpose, internal procedures shall be implemented by the Board of Directors to address administrative. technical, and logistical issues. (New Provision) The director participating in the meeting through remote communication may cast his vote through electroni
Slide 19: Officers' Duties
Annex “A” b. The President — The President, who shall be chosen from among the Board, shall have active supervision of the operations of the Corporation. He shall perform in general all duties and functions incident to the office of the President and such other duties and functions as from time to t
Slide 20: Section 3. Internal Auditor
Annex “A” Section 3. Internal Auditor functions incident to the Office of the Secretary and such other duties and functions as from time to time may be assigned to him by the Board of Directors, the Chairman or the President. (As amended on 25 June 2010) The Corporation shall have an Internal Audito
Slide 21: Internal Auditor Duties
Annex “A” e. to analyze and review operating and accounting procedures using generally accepted auditing standards, and evaluate systems of internal control; f. to conduct regular audits, as well as any other examination that may be required by the Board of Directors or the Audit Committee; g. to pa
Slide 22: Section 1. Stock and Transfer Book
Annex “A” Section 1. Stock and Transfer Book 1. to regularly report results of his examinations, other findings and recommendations to the Board of Directors or to the Audit Committee; and, m.to perform such other duties as are incident to his office or as may be assigned to him by the Board of Dire
Slide 23: Section 4. Closing of Stock and Transfer Book
Annex “A” Section 4. Closing of Stock and Transfer Book The Board of Directors may direct that the stock and transfer book of the Corporation be closed for a stated period of not less than fifteen (15) business days but not more than twenty (20) business days counted from and before the date of the
Slide 24: Section 2. Dividends
Section 2. Dividends Dividends shall be declared from the unrestricted retain earnings of the Corporation, including stock dividends from paid-in surplus, at such time and in such amounts as the Board of Directors may determine. Dividend declarations shall not in any manner reduce the paid-in capita
Slide 25: Certification
ARTHALAND BUILDING SUSTAINABLE LEGACIES CERTIFICATION I, RIVA KHRISTINE V. MAALA, of legal age, with office address at the 7/F Arthaland Century Pacific Tower, 5" Avenue corner 30" Street, Bonifacio Global City, Taguig City, subscribing under oath, do hereby certify, as follows: i; I am the incumben
Slide 26: SEC Acknowledgement Notice Email
7/1/2020 Arthaland Corporation Mail - FW: Acknowledgement Notice Re: ARTHALAND CORPORATION_SEC Form 17-C_26June2020 O ARTHALAND Sarah Joy |. Samulde <sjsamulde@arthaland.com> FW: Acknowledgement Notice Re: ARTHALAND CORPORATION_SEC Form 17- C_26June2020 2 messages Margeline C. Hidalgo <mchidalgo@art
Slide 27: Email Confidentiality Note
7/1/2020 Arthaland Corporation Mail - FW: Acknowledgement Notice Re: ARTHALAND CORPORATION_SEC Form 17-C_26June2020 SEC ICTD. CONFIDENTIALITY/PRIVILEGE NOTE: This message and the information it contains is confidential and/or privileged. If you are not the intended recipient, please be aware that an
Slide 28: Shipper's Copy Waybill
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Slide 29: Track and Trace Shipment Details
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