China Banking Corp.PSE: CBC

Amendments to By-Laws

· Issued by China Banking Corp.
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) Jul 20, 20222. SEC Identification Number 4433. BIR Tax Identification No. 000-444-210-0004. Exact name of issuer as specified in its charter China Banking Corporation5. Province, country or other jurisdiction of incorporation Philippines6. Industry Classification Code(SEC Use Only) 7. Address of principal office China Bank Building, 8745 Paseo de Roxas corner Villar Street, Makati CityPostal Code12268. Issuer's telephone number, including area code 888-55-5559. 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 2,691,288,212
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.

China Banking CorporationCHIB PSE Disclosure Form 4-4 - Amendments to By-Laws References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure

Amendment of By-Laws

Background/Description of the Disclosure

During its special meeting on March 10, 2021, the Board of Directors amended its approval of March 3, 2021 relating to the proposed amendment of Article III, Section 1 of the By-Laws of the Bank on the schedule of the regular annual meeting of stockholders, as follows:

From: The regular meeting of stockholders shall be held annually on the first Thursday of the month of May of each year at such hour and place as may be fixed by the Board of Directors, provided, however, that should said day fall on a holiday, then the meeting shall instead be held on the second Thursday of the month of May at such hour and place as may be fixed by the Board of Directors.

To: The regular meeting of stockholders shall be held annually on the third Thursday of the month of April of each year at such hour and place as may be fixed by the Board of Directors, or if not practicable, on any day within the month of April at such hour and place as may be fixed by the Board of Directors.

Subsequently, the stockholders of the Bank, in their regular annual meeting held on May 6, 2021, confirmed the above amendment to the By-Laws. Further, the stockholders approved the delegation to the Board of Directors of the power to amend the By-Laws of the Bank in order to address the requirements of regulatory agencies as regards the amendments filed and pending and/or to be filed by the Bank.

During its regular meeting held on February 2, 2022, by virtue of the delegation to the Board of Directors of the power to amend By-Laws as approved by the stockholders on May 6, 2021, in order to address the recent comments of the Bangko Sentral ng Pilipinas and comply with the requirements of the Revised Corporation Code of the Philippines, the Board took up and approved further amendment to Article III, Section 1 of the By-Laws, superseding the March 10, 2021 approval.

In a letter dated March 14, 2022, the Bangko Sentral ng Pilipinas informed the Bank of its approval on February 24, 2022 of such amendment to the By-Laws and the issuance of a Certificate of Authority dated February 24, 2022, certifying that the amendment is in accordance with law and enabling the Bank to register the amendment with the Securities and Exchange Commission.

The Securities and Exchange Commission approved the amendments to the By-Laws on July 18, 2022. The Bank received the Commission's Certificate of Filing of Amended By-Laws on July 20, 2022.

Date of Approval by Board of Directors Feb 2, 2022
Date of Approval by Stockholders May 6, 2021
Other Relevant Regulatory Agency, if applicable Bangko Sentral ng Pilipinas and Securities and Exchange Commission
Date of Approval by Relevant Regulatory Agency, if applicable Feb 24, 2022
Date of Approval by Securities and Exchange Commission Jul 18, 2022
Date of Receipt of SEC approval Jul 20, 2022
Amendment(s)
Article and Section Nos. From To
Article III (Meeting of Stockholders) Section 1 Regular Meeting The regular meeting of stockholders shall be held annually on the first Thursday of the month of May of each year at such hour and place as may be fixed by the Board of Directors, provided, however, that should said day fall on a holiday, then the meeting shall instead be held on the second Thursday of the month of May at such hour and place as may be fixed by the Board of Directors. The regular meeting of stockholders shall be held annually on any date after April 15 of each year as determined by the Board of Directors and at such hour and place as may be fixed by the Board of Directors.
Rationale for the amendment(s)

To enable the Bank to apprise earlier its stockholders and stakeholders of the Bank's performance and agenda matters, and enhance corporate governance.

The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the By-Laws with the SEC Mar 17, 2022
Expected date of SEC approval of the Amended By-Laws Jul 20, 2022
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any

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Other Relevant Information

We amend the previous disclosure to include the approval by the Securities of Exchange Commission of the amendments to the By-Laws. Please see attached. Thank you.

Filed on behalf by:
Name LEILANI ELARMO
Designation CORPORATE SECRETARY

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