OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.2(c) THEREUNDER 1. Date of Report (Date of earliest event reported) May 20, 20222. SEC Identification Number PW-3053. BIR Tax Identification No. 000-067-1684. Exact name of issuer as specified in its charter Keppel Philippines Properties, Inc.5. Province, country or other jurisdiction of incorporation Metro Manila, Philippines6. Industry Classification Code(SEC Use Only) 7. Address of principal office 12 ADB Avenue, Ortigas Center, Mandaluyong City (business office address changed to: 18th Floor, Units 1802B-1803, The Podium West Tower, 12 ADB Avenue, Ortigas Center, Mandaluyong City, 1550Postal Code15508. Issuer's telephone number, including area code 8584-61709. 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 shares | 293,828,900 |
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Keppel Philippines Properties, Inc.KEP 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 |
Amendments to the By Laws of KEP |
Background/Description of the Disclosure |
These amendments to the bylaws are relative to the place and notice of meetings of Stockholders (Article II), the Board of Directors' election and term, vacancies, meeting, notice of meeting, conduct of meetings (Article III), the definition, composition, disqualification and term limit of Independent Directors (Article IV), composition and functions of Audit and Compliance Committee and Governance, Nomination and Compensation Committee (Article VI), and responsibilities of officers pursuant (Article VII). The proposed amendments will be taken up in the forthcoming Annual Stockholders' Meeting for ratification. |
Date of Approval by Board of Directors | May 4, 2022 |
Date of Approval by Stockholders | TBA |
Other Relevant Regulatory Agency, if applicable | - |
Date of Approval by Relevant Regulatory Agency, if applicable | N/A |
Date of Approval by Securities and Exchange Commission | TBA |
Date of Receipt of SEC approval | TBA |
Article and Section Nos. | From | To |
Article II Sections 3 and 4 | Please See Attached | Please see attached |
Article III Sections 4, 4-A, 5,6,7, and 9 | Please See Attached | Please See Attached |
Article IV Sections 1,2,5, and 6-A | Please See Attached | Please See Attached |
Article VI Sections 2, 3, and 4 | Please See Attached | Please See Attached |
Article VII Sections 2, 2-A, 4,7,11,12, and 13 | Please See Attached | Please See Attached |
Rationale for the amendment(s) |
These amendments to the bylaws are needed to be consistent with the Revised Corporation Code and the KEP New Manual of Corporate Governance as of January 2022 relative to the place and notice of meetings of Stockholders (Article II), the Board of Directors' election and term, vacancies, meeting, notice of meeting, conduct of meetings (Article III), the definition, composition, disqualification and term limit of Independent Directors (Article IV), composition and functions of Audit and Compliance Committee and Governance, Nomination and Compensation Committee (Article VI), and responsibilities of officers (Article VII) |
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 |
N/A |
Other Relevant Information |
Updated to correct typographical error which was the non-inclusion of Article VII Section 2-A as one of the approved amendments to the ByLaws. |
Name | Ma. Melva Valdez |
Designation | Compliance Officer/Corporate Secretary |
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Keppel Philippines Properties Inc. published this content on 20 May 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 May 2022 02:24:00 UTC.