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xx, INC.

Minutes of the Joing Special Meeting of the Stockholders


And the Board of Directors

Held on 30 March 2017


In Marikina City

STOCKHOLDERS AND DIRECTORS PRESENT

NAME OF STOCKHOLDERS NO. OF SHARES

DULAY, NICOLE xxx


--------------
TOTAL: xxx

TOTAL NO. OF SHARES OUTSTANDING: xxx

PERCENTAGE OF SHARES PRESENT IN PERSON


OR BY PROXY xx%

I. CALL TO ORDER AND PROOF OF QUORUM

The President, NICOLE DULAY, called the meeting to order and


presided over the same. The Corporate Secretary, xx xx, recorded the
minutes of the meeting.

II. CERTIFICATION OF QUORUM AND WAIVER OF NOTICE

The Corporate Secretary certified that a quorum was present for


the transaction of business there being present 75% of the outstanding
capital stock, and all of the directors of the Corporation. The
stockholders and directors consented to waive their right to formal
notice of this meeting.

III. INCREASED OF CAPITAL STOCK BY WAY OF ADVANCES

The President informed the stockholders and the board of


directors that of the increase in authorized capital stock of ONE
MILLION FIVE HUNDRED PESOS (P1,500,000), the following have
subscribed and paid to the Corporation by way of Advances in the total
amount of PHP 500,0000 to be distributed to the stockholders of the
Corporation as of 5 APRIL 2017 in the following manner:

NAME OF STOCKHOLDER NO. OF AMOUNT AMOUNT


SHARES SUBSCRIBED
& PAID
NICOLE DULAY 2,000 200,000 200,000
xx - - -
xx - - -
xx x - - -
xx x 2,000 200,000 200,000
xx x 1,000 100,000 100,000
xx - - -
TOTAL xx xx xx

The fractional shares arising from the Advances shall be eliminated and
rounded-off to the nearest whole number.

Upon motion duly made and seconded, all of the members of the Board
present passed and approved the following resolutions:

RESOLVED, that the Corporation, be, as it is hefeby,


authorized to increaseits authorized capital stock from ONE
MILLION PESOS (P1,000,000.00), Philippine Currency,
divided into ONE THOUSAND (1,000) shares with a par
value of ONE HUNDRED PESOS (P100) per share, to ONE
MILLION FIVE HUNDRED THOUSAND PESOS
(P1,500,000.00), Philippine Currency, divided into TEN
THOUSAND FIVE HUNDRED (10,500) SHARES with a par
value of ONE HUNDRED PESOS (P100) per share;

WHEREAS, the increase in capital stock shall be


subscribed and paid for by way of declaraton of stock
dividend in the total amount of FIVE HUNDRED THOUSAND
PESOS (P500,000.00) to be distributed to the Stockholders
of the Corporation as of 5 APRIL 2017.MA

RESOLVED FURTHER, that the capital stock stated in


ARTICLE SEVENTH of the Articles of Incorporation be
amended as to read as follows:

SEVENTH: That the Authorized Capital Stock of


the Corporation is ONE MILLION FIVE HUNDRED
THOUSAND (P1,500,000.00), Philippine Currency,
divided into TEN THOUSAND FIVE HUNDRED
(10,500) SHARES with a par value of ONE
HUNDRED PESOS (P100.00) each

RESOLVED FINALLY, that the Chairman, President,


Corporate Secretary, and other proper officers of the
Corporation, be, as they are hereby, authorized to submit
or cause the submission of a copy of the amended Articles
of Incorporation of the Corporation to the Securites and
Exchange Commision, and to sign, execute and deliver any
and all document necessary to implement the foregoing
resolution.

IV. ADJOURNMENT

There being no further business to discuss, the meeting was


adjourned upon motion duly made and seconded.

CERTIFIED CORRECT:

Corporate Secretary

ATTESTED BY:

President

MINUTES READ AND APPROVED:


NAME SIGNATURE

NICOLE DULAY

xx

xx

xx

xx

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