Articles of Incorporation

Of

(CORPORATE NAME)

KNOW ALL MEN BY THESE PRESENTS:

The undersigned incorporators, all of legal age and majority of whom are
residents of the Philippines, have this day voluntarily agreed to form a stock
corporation under the laws of the Republic of the Philippines;

AND WE HEREBY CERTIFY:

FIRST: That the name of said corporation shall be CORPORATE NAME

SECOND: That the primary purposes for which such corporation are
incorporated:

(a) To establish, maintain, operate, own, and manage sensory

integration, pain management, health and wellness,
habilitation, and rehabilitation institutions which shall cater to
all populations by offering standard, appropriate, and
evidence-based procedures, and enhance the clinical
practice and competencies of aspiring professionals and
professionals alike by providing the facility for scientific and
medical research;
(b) To carry on activities related to the maintenance and
promotion of health, wellness, and the medical and allied
health professions which, in the opinion of the Board of
Directors, may be justified by the facilities, personnel, funds, or
other requirements that are available;
(c) To cooperate with organized medical and allied health
societies, agencies of the government and private sector;
(d) To establish rules and regulations consistent with the highest
professional ethics.

That the secondary purposes are:

(a) To purchase, acquire, own, lease, except financial leasing, sell

and convey real properties such as lands, buildings, factories
and warehouses, machinery, equipment and other personal
properties as may be necessary or incidental to the conduct of
the corporate business and to pay in cash, shares of its capital
stock, debentures and other evidence of indebtedness, or
other securities as may deem expedient, for any business or
property acquired by the corporation;
(b) To import, export, buy, sell and generally deal in all kinds of
machinery, equipment, appliances, and other materials
required for such operations and related to the primary
purpose;
(c) To own, manage, run, and operate gift or book shops,
merchandise stores, canteens and refreshment parlors, as may
be incidental to the operations of the corporation;
(d) To borrow or raise money, from not more than nineteen (19)
lenders including its stockholders, which may be necessary to
meet the financial requirements of its business, by the issuance
of bonds, promissory notes and other evidence of
indebtedness, and to secure the repayment of by mortgage,
pledge, deed of trust or lien upon the properties of the
corporation or to issue pursuant to the shares of its capital
stock, debentures and other evidence in payment for
properties acquired by the corporation or for money borrowed
in the prosecution of its lawful business;
(e) To invest and deal with the funds and properties of the
corporation in such manner as may from time to time be
considered wise or expedient for the advancement of its
interest and to sell, dispose of or transfer the business,
properties and goodwill of the corporation or any part thereof
for such consideration and under such terms as it shall see fit to
accept;
(f) To establish and operate one or more branch offices or
agencies and to carry on any or all of its operations and
business without any restrictions as to place or amount
including the right to hold, purchase or otherwise acquire,
lease, mortgage, pledge and convey or otherwise deal in and
with real and personal property anywhere within the
Philippines;
(g) To apply for, register, hold, own, use, sell, assign, or otherwise
dispense trademarks, trade names, patents, inventions,
formula, and processes in connection or resulting therefrom;
(h) Subject to existing laws, to purchase, acquire, hold, dispose of,
or otherwise deal in shares, stocks, bonds, securities of any
corporation having subjects altogether or in part similar to
those of the corporation and while the holder thereof, to
exercise all the rights and incidents of ownership, including the
right to vote the same and to receive dividends and dispose
the same;
(i) To guarantee, for and in behalf of the corporation, obligations
of the corporation as they mature, including payment for any
property, or in stocks, bonds, debentures, or other securities of
the corporation lawfully issued for the purpose;
(j) Without limiting any of the foregoing purpose and objects, do
and perform and conduct such acts of things whatsoever
 which are necessary or incidental to the purposes of the
corporation and in general, to do, perform and to exercise
such powers.

Provided that the corporation shall not solicit, accept or take

investments/placements from the public neither shall it issue
investment contracts.

THIRD: That the principal office of the corporation is located in UNIT 413
DIAMOND, ROSEWOOD POINTE, ACACIA ESTATES, BRGY. USUSAN,
TAGUIG CITY 1632.

FOURTH: That the corporation shall exist perpetually from and after the date
of issuance of the certificate of incorporation;

FIFTH: That the names, nationalities and residences of the incorporators are as
follows:

NAME NATIONALITY ADDRESS

ANZURES, ANGELIQUE C.
CATACUTAN, JERELL D.
LACANLALE, JULIAN PHILIP D.
MEDINA, JUNE NICCA R.
MINA, ADRIAN PAOLO R.
NUCUP, RIC SAMUEL D.
PAGTALUNAN, CHRISTIAN DARREL A.
7 P. Burgos Street, San
Filipino Isidro I, Concepcion Uno,
Marikina City, 2nd District,
NCR, Philippines 1807
216 Juliana Subdivision,
Filipino San Fernando City,
Pampanga, Region III,
Philippines, 2000
1663 Interior, 15 F. Varona
Filipino Street, Barangay 79,
Tondo I/II, Manila City,
NCR, Philippines 1410
17 E. Gonzales Street,
Filipino Barangay San Vicente II,
Silang, Cavite, Region IV-
A, Philippines, 4118
12 McArthur Highway
Filipino Barangay Bacag, Villasis,
Pangasinan, Region ,I
Philippines, 2427
6 Bettina Alley, Paradise
Filipino Compound, Barangay
Cutcut, Angeles City,
Pampanga, Region III,
Philippines, 2009
Block 13, Lot 26, Sodexo
Filipino Street, Pacific Terraces
Community – South,
Barangay Carsadang
Bago I, Imus, Cavite,
Region IV-A, Philippines,
4103

PELLEJO, HANNAH M.
POSADAS, JOHN HENDERSON C.
RAGADIO, APRIL BERNADETTE V.
SEVILLEJA, RAREA B.
SIXTH: That the number of directors of the corporation shall be ELEVEN
(11); and the names, nationalities and residences of the first
directors of the corporation are as follows:
NAME NATIONALITY
ANZURES, ANGELIQUE C.
CATACUTAN, JERELL D.
LACANLALE, JULIAN PHILIP D.
MEDINA, JUNE NICCA R.
MINA, ADRIAN PAOLO R.
NUCUP, RIC SAMUEL D.
PAGTALUNAN, CHRISTIAN DARREL A.
Block 4, Lot 5 Cityville
Filipino Subdivision, Barangay
Estefania, Bacolod City,
Negros Occidental,
Region VI, Philippines, 6100
Filipino
Block 8, Lot 42, Karilagan
Filipino Street, Andreaville,
Barangay Salitran IV,
Dasmariñas City, Cavite,
Region IV-A, Philippines
4114
Block 13, Lot 26, Sodexo
Filipino Street, Pacific Terraces
Community – South,
Barangay Carsadang
Bago I, Imus, Cavite,
Region IV-A, Philippines,
4103
ADDRESS
7 P. Burgos Street, San
Filipino Isidro I, Concepcion Uno,
Marikina City, 2nd District,
NCR, Philippines 1807
216 Juliana Subdivision,
Filipino San Fernando City,
Pampanga, Region III,
Philippines, 2000
1663 Interior, 15 F. Varona
Filipino Street, Barangay 79,
Tondo I/II, Manila City,
NCR, Philippines 1410
17 E. Gonzales Street,
Filipino Barangay San Vicente II,
Silang, Cavite, Region IV-
A, Philippines, 4118
12 McArthur Highway
Filipino Barangay Bacag, Villasis,
Pangasinan, Region ,I
Philippines, 2427
6 Bettina Alley, Paradise
Filipino Compound, Barangay
Cutcut, Angeles City,
Pampanga, Region III,
Philippines, 2009
Block 13, Lot 26, Sodexo
Filipino Street, Pacific Terraces
Community – South,

PELLEJO, HANNAH M.
Barangay Carsadang
Bago I, Imus, Cavite,
Region IV-A, Philippines,
4103
Block 4, Lot 5 Cityville
Filipino Subdivision, Barangay
Estefania, Bacolod City,
Negros Occidental,
Region VI, Philippines, 6100

POSADAS, JOHN HENDERSON C. Filipino

Block 8, Lot 42, Karilagan

RAGADIO, APRIL BERNADETTE V.
SEVILLEJA, RAREA B.
Filipino Street, Andreaville,
Barangay Salitran IV,
Dasmariñas City, Cavite,
Region IV-A, Philippines
4114
Block 13, Lot 26, Sodexo
Filipino Street, Pacific Terraces
Community – South,
Barangay Carsadang
Bago I, Imus, Cavite,
Region IV-A, Philippines,
4103

SEVENTH: That the authorized capital stock of the corporation is TWELVE

MILLION PESOS (PHP 12,000,000.00) in lawful money of the
Philippines, divided into:

a. ONE MILLION FIVE HUNDRED FIFTY THOUSAND (1,550,000)

founder’s voting shares with par value of One Pesos (PHP 1.00) per
share;

b. TEN MILLION FOUR HUNDRED FIFTY THOUSAND (10,450,000)

common voting shares with par value of One Pesos (PHP 1.00) per
share.

Founder’s share shall have a 1:2 ratio as opposed to 1:1 ratio for
the common shares in terms of voting rights. In other words, one
founder’s share is equivalent to two common shares. Founder’s
share and common share shall be allowed to vote on all matters
of the corporation, including the right to vote and be voted upon
for in the election of directors.

The holders of Common Capital Stock shall be entitled to receive

such dividends as may be declared from time to time by the
Board of Directors out of legally available funds therefor.
 The holders of shares of Common Capital Stock shall have the
right to vote for the election of directors and any all matters voted
upon by the stockholders. Each holder of shares of Common
Capital Stock shall have one vote in respect of each share of
stock held by him.

All Common Capital Stockholders are entitled to purchase from a

registered stockholder any sale or transfer of his or her shares.

EIGHT: That the amount of the said capital stock which has been
SUBSCRIBED is FIVE MILLION TWO HUNDRED THOUSAND PESOS (PHP
5,200,000.00), Philippine Currency, and the following persons have
subscribed for the type and number of shares set out opposite
their respective names, to wit:

NAME NATIONALITY SHARE TYPE NO. OF SHARES SUBSCRIBED

AMOUNT
ANZURES, FILIPINO FOUNDER’S 150,000 PHP 150,000
ANGELIQUE C. COMMON 50,000 PHP 50,000
CATACUTAN, FILIPINO FOUNDER’S 150,000 PHP 150,000
JERELL D. COMMON 150,000 PHP 150,000
LACANLALE, FILIPINO FOUNDER’S 150,000 PHP 150,000
JULIAN PHILIP D. COMMON 50,000 PHP 50,000
MEDINA, JUNE FILIPINO FOUNDER’S 150,000 PHP 150,000.00
NICCA R. COMMON 450,000 PHP 450,000.00
MINA, ADRIAN FILIPINO FOUNDER’S 150,000 PHP 150,000.00
PAOLO R. COMMON 1,850,000 PHP
1,850,000.00
NUCUP, RIC FILIPINO FOUNDER’S 150,000 PHP 150,000.00
SAMUEL D. COMMON 50,000 PHP 50,000
PAGTALUNAN, FILIPINO FOUNDER’S 150,000 PHP 150,000.00
CHRISTIAN COMMON 50,000 PHP 50,000
DARREL A.
PELLEJO, FILIPINO FOUNDER’S 150,000 PHP 150,000.00
HANNAH M. COMMON 400,000 PHP 400,000.00
POSADAS, JOHN FILIPINO FOUNDER’S 50,000 PHP 50,000.00
HENDERSON C. COMMON 0 0
RAGADIO, APRIL FILIPINO FOUNDER’S 150,000 PHP 150,000
BERNADETTE V.
COMMON 50,000 PHP 50,000
SEVILLEJA, FILIPINO FOUNDER’S 150,000 PHP 150,000
RAREA B. COMMON 450,000 PHP 450,000.00
NINTH: That the following persons have paid on the shares of capital stock
for which they have subscribed the amount set out after their
respective names and their mode of payment:

NAME NATIONALITY PAID-UP ADDITIONAL TOTAL MODE OF

CAPITAL PAID-IN AMOUNT PAYMENT
CAPITAL PAID
ANZURES, FILIPINO PHP 0 PHP CASH
ANGELIQUE C. 200,000 200,000
CATACUTAN, FILIPINO PHP 0 PHP CASH
JERELL D. 300,000 300,000
LACANLALE, FILIPINO PHP 0 PHP CASH
JULIAN PHILIP D. 200,000 200,000
MEDINA, JUNE FILIPINO PHP 0 PHP CASH
NICCA R. 600,000 600,000
MINA, ADRIAN FILIPINO PHP 0 PHP CASH
PAOLO R. 2,000,000 2,000,000
NUCUP, RIC FILIPINO PHP 0 PHP CASH
SAMUEL D. 200,000 200,000
PAGTALUNAN, FILIPINO PHP 0 PHP CASH
CHRISTIAN 200,000 200,000
DARREL A.
PELLEJO, FILIPINO PHP 0 PHP CASH
HANNAH M. 550,000 550,000
POSADAS, JOHN FILIPINO PHP 50,000 0 PHP 50,000 CASH
HENDERSON C.
RAGADIO, APRIL FILIPINO PHP 0 PHP CASH
BERNADETTE V. 200,000 200,000
SEVILLEJA, FILIPINO PHP 0 PHP CASH
RAREA B. 400,000 400,000

TENTH: That Mr. Adrian Paolo R. Mina has been elected by the subscribers
as Treasurer of the Corporation to act as such until his successor is
duly elected and qualified in accordance with the by-laws, and
that as such Treasurer, he has been authorized to receive for an in
the name and for the benefit of the corporation, all subscriptions
or donations paid or given by the subscribers.

ELEVENTH: That no transfer of stock or interest which will reduce the ownership
of Filipino Citizens to less than the required percentage of the
capital stock as provided by existing laws shall be allowed or
permitted to be recorded in the proper books of the corporation
and this restriction shall be indicated in all the stock certificates
issued by the corporation.

TWELFTH: That the incorporators and directors undertake to change the

name of the corporation as herein provided, or as amended
thereafter, immediately upon receipt of notice or directive from
the Securities and Exchange Commission that another
corporation, partnership or person has acquired a prior right to the
use of that name or that the name has been declared as
 misleading, deceptive, confusingly similar to a registered name or
contrary to public morals, good custom or public policy.

In WITNESS WHEREOF, we have hereunto signed these ARTICLES OF

INCORPORATION, this 29th Day of April 2021, in the City of Manila, National
Capital Region, Republic of the Philippines.

NAME TIN NUMBER SIGNATURE

ANZURES, ANGELIQUE C. 747-729-

610-000

CATACUTAN, JERELL D. 341-778-

285-000

LACANLALE, JULIAN PHILIP D. 489-601-

013-000

MEDINA, JUNE NICCA R. 315-272-

514-000

MINA, ADRIAN PAOLO R. 433-109-

316-000

NUCUP, RIC SAMUEL D. 368-548-

369-000

PAGTALUNAN, CHRISTIAN DARREL 431-949-

A. 406-000

PELLEJO, HANNAH M. 335-882-

355-000
POSADAS, JOHN HENDERSON C.

RAGADIO, APRIL BERNADETTE V. 747-730-

750-000

SEVILLEJA, RAREA B. 445-481-

034-000
 ACKNOWLEDGEMENT

Republic of the Philippines }

} S.S.

Before me, a Notary Public, for and in _______________, Philippines, this

__________ day of _______________, 2021, personally appeared the following
persons:

NAME TIN
ANZURES, ANGELIQUE C. 747-729-610
CATACUTAN, JERELL D. 341-778-285
LACANLALE, JULIAN PHILIP D. 489-601-013
MEDINA, JUNE NICCA R. 315-272-514
MINA, ADRIAN PAOLO R. 433-109-316
NUCUP, RIC SAMUEL D. 368-548-368
PELLEJO, HANNAH M. 335-882-355
PAGTALUNAN, CHRISTIAN DARREL A. 431-949-406
POSADAS, JOHN HENDERSON C.
RAGADIO, APRIL BERNADETTE V. 747-730-750
SEVILLEJA, RAREA B. 445-481-034

known to me and to me known to be the same persons who executed the

foregoing Articles of Incorporation constituting of 10 pages, including this
page where the acknowledgement is written, and they acknowledge to me
that the same is their free act and voluntary deed.

WITNESS MY HAND AND SEAL on the day first above-written.

 NOTARY PUBLIC

Doc. No. ______

Page No. ______
Book No. ______
Series of 2021.