OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.2(c) THEREUNDER 1. Date of Report (Date of earliest event reported) Apr 22, 20222. SEC Identification Number A-1997-189633. BIR Tax Identification No. 005-011-651-0004. Exact name of issuer as specified in its charter Asia United Bank5. Province, country or other jurisdiction of incorporation Philippines6. Industry Classification Code(SEC Use Only) 7. Address of principal office Joy-Nostalg Center No. 17 ADB Avenue, Ortigas Center, Pasig CityPostal Code16008. Issuer's telephone number, including area code (632) 8633-6888; (632) 8631-33339. Former name or former address, if changed since last report n/a10. 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 | 485,310,538 |
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.
Asia United Bank CorporationAUB PSE Disclosure Form 4-4 - Amendments to By-Laws References: SRC Rule 17 (SEC Form 17-C) andSection 4.4 of the Revised Disclosure Rules
| Subject of the Disclosure |
Proposed Amendment to AUB's By-Laws |
| Background/Description of the Disclosure |
Please be advised that in a meeting held last April 22, 2022 the Bank's Board of Directors approved the following proposed amendments to the Bank's By-Laws: |
| Date of Approval by Board of Directors | Apr 22, 2022 |
| Date of Approval by Stockholders | TBA |
| Other Relevant Regulatory Agency, if applicable | Bangko Sentral ng Pilipinas |
| Date of Approval by Relevant Regulatory Agency, if applicable | TBA |
| Date of Approval by Securities and Exchange Commission | TBA |
| Date of Receipt of SEC approval | TBA |
| Article and Section Nos. | From | To |
| Article V, Section 5 | Notice of shareholders | Notice of shareholders meetings to be sent "at least twenty-eight (28) days" prior to the meeting |
| Article VII, Section 7 | No reference to Non-Executive Directors and Independent Directors | Add: The Board shall composed of at least a majority of Non-Executive Directors, of whom at least three (3) shall be independent |
| Article VII, Section 12.A and B | Nomination Committee and Compensation/Remuneration Committee | Functions of the Nomination Committee and the Compensation Committee to be made part of that of the Corporate Governance Committee |
| Article VIII, Section 8.3 | Chairman of the Board shall be the Chief Executive Officer | Chief Executive Officer will be the President |
| Article VIII, Section 8.5 | President shall be the Chief Operating Officer | President shall be the Chief Executive Officer |
| Rationale for the amendment(s) |
To adopt the new governance standards under the Manual of Regulations for Banks of the Bangko Sentral ng Pilipinas and the Code of Corporate Governance for Listed Companies of the Securities and Exchange Commission |
| Expected date of filing the amendments to the By-Laws with the SEC | TBA |
| Expected date of SEC approval of the Amended By-Laws | TBA |
| Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any |
No expected effects other than the realignment of the responsibilities/duties of the Chairman of the Board and the President |
| Other Relevant Information |
These proposed amendments to the By-Laws of the Bank will be submitted for stockholders' approval in the annual stockholders' meeting scheduled on 24 June 2022. |
| Name | Kristel Azucena |
| Designation | Corporate Planning and Investor Relations Officer |