REPUBLIC OF THE PHILIPPINES ‘SECURITIES AND EXCHANGE COMMISSION Ground Floor, Secretariat Balding, PCC ‘Cy OF Pasay, Meta Maria COMPANY REG. NO, 14829 (CERTIFICATE OF FILING OF AMENDED ARTICLES OF INCORPORATION KNOW ALL PERSONS BY THESE PRESENTS: ‘This isto cetfy that the amended articles of incorporation ofthe PILIPINAS SHELL PETROLEUM CORPORATION (Amending Asticte Il thereof) ‘copy annexed, adopted on February 27,2018 by majority vote of the Hoard of Directors and on May 3, 2018 by” the vote of the stockholders owning or representing at least two-thirds of the outstanding capital stock, and certified ‘under oath by the Corporate Secretary and a majority of the Board of Directors ‘of the corporation was approved by the Commission on this date persuant to the provision of Section 16 of the Corporation Code of the Philippines, Batas Pambansa Blg. 68, approved on May 1, 1960, and copies thereof ae filed with the ‘Commission. Untess this corporation obtains or already has obiained the appropriate Secondary License from this Commission, this Certificate dacs not authorize it to “undertake business activities requiring a Secondary License from this Commission such 25, but not limited to ating as: broker or dealer in securities, government securities eligible dealer (GSED), investment adviser of an investment company, close-end or open-end investment company, investment house, trinsfer agent, cmomodinasnl fae echangdiakeoenian Sniping company and time shares/club shareymembership certificates issuers oF sel agents thereof; nor to operate a fist money to virtual curency exchange Neither ddoes this Cerificate constitute as permit to undertake activites for which other jgovernment agencies require a license or permit IN WITNESS WHEREOF, I have set my hand and caused the seal of this Commission to beaffixed to this Certificate at Pasay City, Metro. Manila, Philippines, ehis lay of January, Twenty Nineteen.COVER SHEET Ola Trrr ‘SEC Rapin Nie ‘ATTY. ERWIN ROCIO Ca SS “Amend ras oF T] PL] Inearporaton an By CE] Ce aetenta) Day Fa FYFE am OF Pet Yar ‘mde CERTIACATEOF PERMIT T0 OFFER SECURITIES FOR SALE DATED 1¢ ‘OCTOBER 7016 Sse ee eT EPP [ Rai Arites aFcopoeon] Sesion, Asem a Ra ae Sz. ages] To be accomplished by SEC Perzonnel concerned ese w =aeAMENDED ARTICLES OF INCORPORATION oF PILIPINAS SHELL PETROLEUM CORPORATION KINOW ALL MEN BY THESE PRESENTS: That WE, all of whom are legal age, and residents ofthe Philippines, have this day voluntarily associated ourselves together fr the purposes of forming a corpration under the Twa of ie Philippe AND WE HEREBY CERTIFY: FIRST: That the name ofthe sid corporation shall be PILIPINAS SHELL PETROLEUM CORPORATION (Formerly Shell Philippines, Incorporated as ‘Amended August 18,1970) Amended as at 20 March 1973) SECOND: That the purposes for which such corporation is formed are: Primary Purpose (@) To construct, operate and maintain petroleum refineries, works, plant machinery, ‘equipment, deck and harbor facilities and auniliary works and other facilities of all [kinds used in or in connection with the manfactre of prodicts of al kinds which are wholly or partly derived from crude al Secondary Purpose (0) Tocary on business or petroleum refining in ll its branches {6} To purchase, acquire, import and store cade ol blending stock and other supplies and raw materia fo manfacare therefrom petroleum, chemi and/or Peto hemial products ofall Kinds; and tose at wholesale export exchange, transport ard Aispose of such prodcts. (Amended a at Apr 981) (@ Totheextent permited by lw toby, trade, exchange and sell at wholesale al kinds and lasses of goods, wares, merchandise and other articles of trade ncading, but not limited to, ry goods, foodsuls, products, electrical supplies, ofc equipment, rubber and synthetic products, hydrocarbon products, chemicel and chemical oducts (e) Fo purchase, nu, acgure charter, own and operate ships and vessels of Kinds forthe corporations own use (0) Tothe extent permite ty law to acqule by purchase lease or others and to hold all such property, whether real or personal, as may be necessary fr the purposes of the said corporation; and to make such contracts and ener into sich agreements a8 tay be incidental t theajets ofthe corpration. {@) Tothe extent permitted by law, to acquire any company or companis for the purpose of acguringal or any ofthe propery ght or lates of th sal corporation eforany purpose which may seem directly or indirectly calculated to benefit the said corporation. (by To the extent permitted by laws, to invest and deal with the monies of the sad “corporation not immediately required in such manner as the said corporation shall from time to time determine @ To borrow, raise or secure the payment of money in such manner as the sald couporation shall from time to ine think fi @ To purchase, create, generate, hold or otherwise acquire eletse current and electric power of every kind, description and source, and to sel, market, supply or otherwise {ispose of at wholesale/retail insofar as may be permitted by law, light, heat and power of every Kin, descriptions wal source (do Generally to do all ch other things and transact all such business as may be, directly or indiecly o¢ conducive to the attainment of the above objects or any of them, (mended by the Bord of Directors on 20 Apri 2017, and by the stockholders on 16 ‘May 2017) THIRD: __ Thatthe place where the prinpal office of the sald corporation is to be ‘sablished is at Ist Floor, The Finance Center, 26th Street commer 9th Avente, Bonifacio Global City, Brgy. Fort Bonifacio, Taguig City Metro Manila, 1685. (As approve by te oan (of Directors and Stockholders on 27 February 2018 and OS May 201, respectively, nd confirmed by ‘the Post Master) FOURTH: Thatthe terms for which the said corporation is to exists fifty (50) years {om an after Sth January 2009, the expiry date ofits original term. (Amended as at 18 April 2008), FIFTH: That thenames, nationalities, and residences ofthe incnporator of the sid corporation areas follows Name Nationality Residence ‘Alfonso Zabel de Ayala ilipino Philipines ‘Antonio F. Gonzalez lipino Philipines J. Antonio Arancta lipo Philipines Enrique Zobel Philippines 7.Olbes Philipines Rafael Ortigas Philipines George Hugh Winston Philipines Churchill, [Richard Anthony Meyjes Bash Philipines Lindsay de Clarke British Philipines lechynden James Campball Pullen Bash Philiprines John George Trimmer British Philippines [Robert Leslie Goldsack British Philipines SIXTH: That the numberof Directors ofthe sad Corporation shal be eleven (21) and that the names, nationalities and residences ofthe Digectors ofthe sid corporation ‘who ae to serve unl ther successors are duly elected and qualified as provided by the By- Lawsareas follows, to wit,Name ‘Nationality esidence ‘Alfonso Zobel de Ayata fi Philippines ‘Antonio F Gonzalez Philippines [Antonio Araneta Philippines George Hugh Winston Philippines Ghusehi Richard Anthony Meyjes Bets Piilippines Tindsay de Clarke British Philippines Blechynden ames Campbell Pllen| ‘eis Pilppines John George Trimmer British Philippines [Rober Leslie Gokdsack ‘British | Philippines (Amended by deletion as at 1 January 1992) SEVENTH: That the capital stock ofthe Corporation s PESOS: TWO BILLION FIVE HUNDRED MILLION (P2500,000 000.00), Philippine Currency, divided into TWO BILLION FIVE HUNDRED MILLION (2.500 000,00) shares with a par value of ONE FESO (1.00) each. (amendment approved by affirmative vote of at leat majority of the Board of Directors on 24 ‘March 2015 and approved, ratified on 12 May 2015 by the stockholders representing a least 2/30 the outstanding capital stock) ‘The holdess of shares shall not be entitled to pre-emptive rights to subscribe to any new issues of such shares of stock, nor dispositions of existing stocks, whether issued from its tnissued capital or from treasury. (As approved by the Banrdof Directors and Stckhoders on 13, Jue 2016 and 18 July 2016, respectively) EIGHT: That the amount of the said capital stock which Ins been actually subscribed is EIGHT HUNDRED THOUSAND PESOS (P800, 000.00) and the following persons, with a slatement oftheir respective nationalities and residences, have subscribed for the numberof shares and amount of capital stock set out opposite their respective names: ‘Name ‘Nationality [Residence] Novand | Amount of Classot | "Capt hares | _ Stock Subseribed Jose MO Flipine | Pippin | 3964 [P9600 [AF Gonzalez Filipino” [Philippines [139A 13500, [Alfonso Zobel de Ayala | Filipino | Philippines | 488 45,000| J. Antoni Araneta iipino | Philippines | 440 AT 4000 | ato! Ortigas iipino | Palippines_| 22922900, ‘Manny de Leon ‘piso | Palippnes zx[ ea Severo Tusson Filipino | Plippines S.A] sa00 Hans Menai Filipino | Pilippines ssa [8A [Carolina Tuason Vda De | Filipino | Piippines ax) 400 Zaragoza ‘Aurelio Mantinala lipina | Phlippines wal 170 Ms. Mercedes Zobel de} —Filpino | Pulippines 98 S00 Mebteing Fivigue Zabel Olgado Pippin an ooDilip Kelih-Major Patten | Bash UK Sona] 598300 George Hugh Winston | Beish | Philippines 1B: 100) Churchill, ‘Richard Anthony Myles | Bath UK iB 00 Lindsay de Clarke | British New 15 100 Blechynden Zealand _| [James Campbell Pullen Beis UK i 00, John George Trimmer Bris UK 1 100, Robert Leslie Goldsack British UK, Te 100, Bjooc| aon 00" “base on the orginal subscription and paid up NINTH: That the following persons have paid onthe shares ofcapital stock for ‘which they have subscribed the amounts set out opposite their respective meme: ‘Name Nationality Residence ‘Amount Paid on Subscription Tose M. Obes ipo Philippines P39 500 Filipino Philipines 73,900 Filipino Philippines ‘6500 Philipines -z00. Philippines 22.900 Philippines ‘3.0 Philippines ‘30 Philippines ‘8.300 Carolina Tuason’ Philippines 4400 Vida, De Zaragoza “Aurelio Montinola Philippines 700. ‘Mas. Mecedes Zobel Philippines ‘900 de McMicking. Enrique Zobel Philippines 00 Olgado Pa, 000° tase on the original subscription and paid TENTH; ‘That GEORGE HUGH WINSTON CHURCHILL has been elected by ‘the subscribers as Treasurer ofthe said Corporation, to at as such until his successor is duly lected an qualified in asordance withthe By-Laws, and that ag suck Trewaeer he has bron carporaion and to receipt in its name fr all subscription paid iby the sad subscribers ELEVENTH: The Chief Executive Officer of the Corporation shall be the President ‘who shal be elected annually bythe Boaed of Director from among the Directors nominated bythe Shell Group. The President shall not be removed except for cause. Inthe event the fice ofthe President shall bcome vacant, such vacancy shall be filled by a noriinee of the ShellGroup, whose appointment shall be confirmed by the Board of Directors, fr the unexpired term (or for such shorter period as the Board may determine) ‘A reference to the “Shell Group” isto the Royal Dutch Shell ple (he “Parent Company”) and ‘any company which is for the time being directly or indiectly controlled by the Parent Company. (As approved by He Boord of Directors and Stockholders on 13 fue 2016 and 18 July 2016, respectzly) In dalton and without prejudice to the powers conferred upon hrm by law and the By-Laws of the corporation, the President shall have the right to exercise, under the general ‘Supervision ofthe Board of Director he following power (0) To conduct the day to day businss of the Company; (6) Toappoint and remove agents and employees {©) Toenter into arrangements with Government or authorities, supreme, municipal, local or otherwise and to obtain fom any such Government or Authority any rights, privileges or concessions and to carry on and exercise or comply with any such rights, privileges or concessions (@) To enter into arrangements relating to the purchase and sale, whether for cash or “on credit of products marketed orto be marketed by the Company orany movable fequipment necessary to the business of the Company, and to make, sign and ‘execite any deeds or documents in relation thereto: (@) To enter into arrangements relating to any and all means of anspor, public or private (0 To take on lease any houses, offices, buildings and lands orto give on Tease or sublease any houses, offices, buildings or lands not necessary tothe busines of the Company: (a) Toddemand, sue for, enforce payment of and receive and giveeffectual receipts and lischarges forall moneys, securities for money, debts, goods, chattels and effects ‘whatever and effects whatever of orto which the Company is motor may hereafter become possessed or entitled or which is may become due, owing, payable or tele othe Company frm ary pen, pon, campany of bay whatsoever: (hy To charge, insite and prosecute or enter appearances to defend, answer or ‘oppose all actions and other legal proovedings and demands touching any matters in which the Company is ow of may hereafter be interested or concerned; (@ To adjust, setle or compromise any accounts, debts, claims and demands, isputesand matters touching any of the matters aforesaid or any other matters ‘which are now subsisting o may hereafter arse between the Company and any other company, body or person, not exceeding the amount lid down from time by the Board of Director foray one lai, detnand or copter Toattend by himslf or his duly appointed representative all mocings of creditors ‘of any person or persons, company or companies, or syndicate or syndicates indebted to the Company, whether in insolvency of otherwise, and to prove the ‘Company's claim at any such macting or meetings and vote forthe election of oficial receivers of liquidators o to consent to the assignment othe estate of any ofthe Company's debtors, o sign the necessary deed and vote fr the election of fn Assignee or Assignees and also to vote on all questions submitted to any such_mctings of creditors generally to exercise all rights attaching tone Company as creditor and to appoint and remove at pleasure, from time to time, any duly authorized representative appointed by him to act on his behalf (&) To execute, sign, enter into acknowledge, perfect and do all such deeds, agreements, declaration, instruments, acts and things a5 shall be requisite in relation toall or any of the purposes or matters aforesaid, furish such guarantees fs may be deemed expedient for recording, registering or otherwise completing and giving validity thereto () Subject as hereinafter provided to sign, endorse or negotiate bis of exchange, hoques, dials orders for delivery of scutes, goods or effect, bille of lading ‘nd other negotiable or mercantile instruments with power (i) To delegate to any two or more other persons the powers conferred hereunder of signing and drawing bills of exchange, cheques, drafts and orders for delivery of securities on behalf of the Company (which said ‘powers are hereinafter referred to asthe “Financial Powers”) and (i) To point one or more other persons to execute the Finncial Powers in conjunction with the Vice President-Finance of any sole substitute acting under im and itis hereby declared (@) that notwithstanding anything herein contained none ofthe Financial Powers shall be validly exercised except by not lst than two persons {whether or notte Present is ane of two such persons) and (@) that any such delegation oF appointment as aforesaid shall, bein ‘writing under the hand ofthe President and shal be revocable at any time atthe pleasure ofthe President by welting under his hand and hall continue in ful force and effect until so revokes (n)To borrow any sums of money not exceeding the amount aid dwn from time to time by the Board of Directors, whether froma bank or otherwis, om such terms, ‘whether by way overdraft, or otherwise and with or without security, as may be necessary or proper for any purposes hereof, (Amended as at 31 january 1992) ‘TWELFTH: Inconnection withthe initial public offering and intial isting of shares by the Corporation with the Philippine Stock Exchange, Inc, ("TSE") the corporation shall, ‘strictly comply with the following lock-up requirements prescribed by the rules and ‘egulations ofthe PSE as maybe amended from time to ime in accordance with amendments to the Rules ofthe PSE: {The corporation shall cause its existing stockholders who owr an equivalent of at leas ten percent (10%) ofthe sued and outstanding shames of stock af the Corporation at the time of listing of such shares to retain from selling, assigning or in any manner disposing of their shares fora peviod of One "Hundred Eighty (180) days after the listing of said shares ifthe company meets the track recoed requirements ofthe Exchange Rules or Three Hunelred Sixty Five (355) days if exempt from such requirements; {il) IF there i any isuance or transfer of shares (Le, private placsments, asset forshares swap of a similae transaction) or instruments which lad to issuance of shares (Le, convertible bonds, warrants or a simila instrumen) done and fully paid for within One hundred eighty (180) days prior to the stat of the offering period, and the transaction price is lower than that of the effer price in the Initial Pablic Offering, al shares availed of shall be subject to lock-up period of at least Three Hundred Sixty Five (365) days from full payment of the ‘aforesaid shares, (As aprowaiby the Boar Directors and Stackers on 13 June 2016 and 18 July 2016, respctcey) LIN WITNESS WHEREOF, we have hercunto st our han thi th day of January 1858 at Manila, Philippines, (66D) ALFONSO 7088 ILDE AYALA, (SGD) ENRIQUE]. ZOBEL. (SGD). ANTONIO ARANETA (SGD) AB. GONZALEZ {SGD JOSE MOLES. (SGD) RAFAEL ORTIGAS. ‘SIGNED IN THE PRESENCE OF: (GD) JAVIER]. NEPOMUCENO, [REPUBLICOF THEPHILIFPINES CITY OF MANILA ss (SGD) GH. W. CHURCHILL (SGD) RA. MEYIpS (SGD) L, DEC. BLECHYNDEN (SGD) |. PULLEN (SGD) 1G. TRIMMER (SGD) R-L.GOLDSACK (90D) DP HAMBLIN BEFORE ME, a Notary Public in and for the City of Manila, personally appeared the following persons exhibiting thee respective Residence Certificates and Alien Certificate of Registration a8 st forth opposite their name: NAME RESIDENCE | PLACEISSUES | DATEISSUED CERTIFICATE. NO. ‘ALFONSO ZOBEL DE ROUBSST ‘ania Sth January 1959 AYALA, 0085900 Mail 13th Febrary 1958, "ANTONIOF. GONZALEZ | A-0120686 ‘Manila it Janay 1958 wo0e038 Manila fd February 1958 J. ANTONIO ARANETA “A-0O120887 ‘Manila ‘hh January 1958 ‘wo100252 ‘Manila 13th March 1958 _ | ENRIQUE ZOBEL ‘A-ONESSS ‘Maile Sh January 1959 B.0nR5932 Marita {ith Februaey 1958, [LOLBES ‘A-0120613 Marila Oth Janey 1958 B.0001572 Mania an Febraary 1958. RAFAEL ORTIGAS “A-DO207SS ‘Manila Se Janry 1958 B.0002120, Marla oth January 1958, GEORGE HUGH WINSTON | A-o228144 ‘Marl Tih Febrary 1958 (CHURCHILL B.0U75587 Manila 1th February 1958 ACR.9520 Manila ‘7s Jay 1950 Reported: 2/12/58RICHARD ANTONIO; ASTD ‘Manila | 15th November 1958 ‘MEYIES BNONE Arrived | 10th November 1958 ACR.0029160 ‘Manila | 18h November 1958 TINDSAY DE CLARKE ‘0029160 Manila “nd January 1958 BLECHYNDEN B.0n27159 Manila {Mh Janwory 1958 ACR 7IN31 Cebu Sd August 1958 Reported 12/9/1957 TAMES CAMPBELL ROBOT ‘Manila ‘ih August 1958 PULLEN ‘BNONE Arsved: th August 1958 ACR 24641 Manila 3nd December 1958, [TORN GEORGE TRIMMER | —~A-ou4945 Manila ‘ah December 1955 B.NONE Arrived: | 27h December 1958 ACR 27634 Sid December 1958, ROBERT LESLIE “ALIDB90465 (tk March 1958 GOLDSACK B-000498, ‘oth March 1958 ACRDI5994 22nd April 1952 Reported: 7/5/58, known to me to be the persons wh executed the foregoing ARTICLES OF INCORPORATION, and each of them acknowledged fo me that the same isis free and voluntarily act IN WITNESS WHEREOF, Ihave hereunto set my hand and afixed my notarial eal, this Sth day of January 195 oe. No. 90; age No. 19; ‘Book No. Series of 1959 (SGD) MARINADE GUZMAN NOTARY 2UBLIC UNTIL. DECEMBER 31,1959DIRECTORS’ CERTIFICATE OF AMENDMENT OF THE ARTICLES OF INCORPORATION AND BY-LAWS OF PILIPINAS SHELL PETROLEUM CORPORATION KNOW ALL MEN BY THESE PRESENTS: We, the undersigned, consisting ofa least a majority ofthe members of the Board of Directors of PILIPINAS SHELL PETROLEUM CORPORATION (the Corporation’), with the Chairman of the Board, President and the Corporate Secretary ofthe stockholders’ meeting countersigning, do hereby cerify that: |L_On'T0 November 2017, a Regular Meeting of the Members of the Board of Directors of the Corporation was held at its principal office at the Shell House, No. 156 Valero Street, Salcedo Village, Brgy. Bel-Air Makati City, for the purpose of considering, among, other things, and subsequently approving the amendment ofthe By-Laws of the Corporation to move the date ofits Annual Stockholders’ Meeting: 2. Moreover, on 27 February 2018, a Regular Meeting of the Members ofthe Board of Directors ofthe Corporation was held at its principal office atthe Shell House, No. 156 Valero Street, Salcedo Village, Brgy. Bel-Air Makati Cty, for the purpose of considering, among other things, and sybsequently approving the amendment of the Articles of Inco of the Corporation to change is principal office; 3. Subsequently, on (3 May 2018, the Annual Meeting of the Stockholders of ‘the Corporation was held at the Turf Room, Manila Polo Club, Mckinley Road, Makati City, Metro Manila, during which the sjockholiore ratified the resolutions ofthe Board of Directors approving thé amend:ents to the ‘By-Laws and Articles of Incorporation ofthe Corppfation to mave the date of its Annual Stockholders’ Meeting and to opénge its principal office, respectively, gL @- Wyo" \ e-" Mets Bete oc tuehe4. Written notices ofthe time, place and agenda of said meetings were made upon each director and stockholder, respectively, at his/herjits place of residence or principal office as shown in the books ofthe Corporation; 5. Pursuant toad notices, a majority ofthe members ofthe Boardof Lirectors appeared in person and the stockholders representing atleast two thirds (2/3) of the outstanding capital stock were present either in person or by ‘proxy at said meetings: 6, At said meetings, upon motion duly made and seconded, the following, resolution on the amendment of the Corporation's By-Laws was adopted by at least a majority of the members of the Board of Direciors and the stockholders representing at least a majority of the members of the Board of Directors and the stockholders representing at least two thrds (2/3) of the outstanding capital stock were present either in person or by proxy: “RESOLVED, that the By-Laws be amended to move the annual stockholders meeting from the ‘third Tuesday in May of each year’ to the“second Tuesday in May of each year” and that Section 1, Article I of the By-laws of the Corporation, bbe amended accordingly: ARTICLE ‘STOCKHOLDERS’ MEETING Section 1. Annual Meeting: The Annual Meeting of the stockholders shall be held at the principal office of the ‘Company on the second Tuesday in May ofeach year. F'such date falls om a legal holiday, then the meeting shall be held on the following business day. (As approved by the Bound of Directors and Stockholders on 10 November 2017 and 0: May 2018, respectively) xxx" Paget7, Furthermore, at said meetings, upon motion duly made and seconded, the following resolution on the amendment of the Corporation's Articles of Incorporation was adopted by at least a majority of the members of the ‘Board of Directors and the stockholders representing atleast « majority of the members of the Board of Directors and the stockholders representing at Teast to thirds (2/3) ofthe outstanding capital stock were present either in person or by proxy: “RESOLVED, that the Articles of Incorporation be amended to change the principal office of the Corporation from Shell House in Salcedo Village, Makati City to ‘41st Floor, The Finance Center, 26th Street comer 9th Avenue, Bonifacio Global City, Brgy. Fort Bonifacio, Taguig City, Metro Manila, 1635° and that Article III of the Artices of Incorporation ofthe Corporatio: ‘THIRD: ‘That the place where the principal office ofthe said corporation isto be {stablished is at 4Yst Floor, The Finance Center, 26th Street corner 9th Avenue, Bonifacio Global cis Fort Bonifacio, Taguig City, Metro ‘Manila, 1635. (As approved by the Boord of Directorsand Stockholders on 27 February 2018 and (3 May 2018, respectively, and confirmed by the ost Master) 8, The attached Articles of Incorporation and By-Laws are true and correct copies ofthe Corporation's Articles of Incorporation and By-Laws amended as aforesaid Page ofSIN WITNESS WHEREOF, we have hereunto signed-thig certificate on this 68° day of November 2018 at Makati City. MZ ASADA HARINSIUT "ESAR'G. ROMERO Chairman, President/Directer “TIN No, 489:347-979 ‘TIN No, 150.316-865, JOSETEROMEM PASCUAL IL Lif B. eCHAUZ Director TIN No. 118-039-689 ‘Countersigned by: ASADA HARINSIUT ERWIN R. OROC!O Chairman Secretary TINNo. 439-347.979, ‘TIN No, 121-514-358 ‘SUBSCRIBED AND SWORN TO before me this day of November 2018 at Makati Cty, affiants exhibiting to me their respective competent evidence of identity as follows: ae ae fae ae eee foe are ete ee ortorlgn Ate — | than SARS TONERS Tampon PHIRSIA| RUG 017 J OFA Nani, Page ofC | esuanee JOSE JEROME. PASCUAL I | Passport WCS677175 | O7 FEB2016 / DFA Man TYDIAB BCHAUZ Passport # PSSO9DA | —ISTAN 218 / DFA TNCR East DENNSG-GAMAB Passport #ECIOW708 | “G7 MAY 2014 / DFA ‘ANTHONY LAWRENCED, | Passport #PEGEOIB9A | 08 AFR 2018 7 DFA | YAM Manila ERWINR OROGIO Passport ¥PRROROSA | ATAFR0I8 [DFA Manila NOTARY PUBIC) ‘Doe: No.. Page No, 2; MARK. Book No.2 > Brattle ii es Book No = coh er ay ene arene Weueomeue vores ae Pages ofte $86 L Romer ‘i050 1501308646 epocepaymendownloss ‘Repub ofthe Pippin DEPARTMENT OF FINANCE SECURITIES & EXCHANGE COMMISSION SEC Bailing EDSA, Greenhills ‘City of Mandaluyong, 1884 PAYMENT ASSESSMENT FORM no. 12142018-s20760 DATE RESPONSEILTY CENTER sananore OEPARTWENT)—-CRIMO TOR PILIPNAS SHELL PETROTEUIT CORPORATION Nea TRE OF conecTON pocow ‘on ODT 606 700.00 1,000.00 ‘ANENDED ARTICLES [AMENDED BY LAWS. 606 TOTAL AMOUNT TO BE PAD ee N a hs fh cine: (Wesales A 2x. Cooma HK _AvlJow Jl 2 AG Aetdore’ - 7T oft ariap0ts 10s A[REPUBLIC OF THE PHILIPPINES SECURITIES AND EXCHANGE COMMISSION (Ground Floor Secretariat Bling, PICC ‘City OF Pasay, Metro Manila COMPANY REG. NO. 1409 CERTIFICATE OF FILING OF AMENDED BY-LAWS KNOW ALL PERSONS BY THESE PRESENTS: ‘THIS IS TO CERTIFY that the Amended By-Laws of PILIPINAS SHELL PETROLEUM CORPORATION copy annexed, adopted on February 27,2018 by majority vote of the Board of Directors and on May 3, 2018 by the vote of the stockholders owning or ‘representing majority of the outstanding capital stock, and certified under oath by the Corporate Secretary and majority of the said Board was approved by the Commission on this date pursuant to the provisions of Section 48 of the Corporation Code of the Philippines Batas Pambansa Blg. 68, approved on ‘May 1, 1980, and copies thereof are filed with the Commission. IN WITNESS WHEREOF, I have set my hand and caused the seal of this ‘Commission to be affixed to this Certificate at Pasay City, Metro Manila, Philippines, this_OS{4 day of January, Twenty Nineteen.PILIPINAS SHELL. PETROLEUM CORPORATION ‘As amended March 29,1973 (Formerly: , Shell Refining Company (Philippines Ine. asincorporated January 9, 1959, bb Shell Philippines, Incorporated ssamended August 1, 1970) "ARTICLET ‘OFFICE “The Office ofthe Company shall be located in Makati, Metro Manila Philippines, ‘The Board of Directors may aso, rom time to time, establish and/or maintain branches in other parts ‘ofthe Philippines or abroad when the Business activities ofthe Company so raquire ARTICLE ‘STOCKHOLDERS’ MEETING Section 1, Annual Mectng: The Annwal Meeting ofthe stockholders shal be held at ‘the principal office ofthe Company onthe second Tuesday in May of each yea. If such date falls ‘on a legal holiday, then the meeting shall be held on the following business dy. (As approved by ‘the ard of Directors and Stockholders on 10 Novener 2017 au 03 May 2018, reseteey) Scction2. Special Meeting: Special Meetings of the stockholders may be elled by ‘the President, or by order of the Board of Director, whenever he or they shall deem it necessary, nd shal be duly of the President to order anc call such Special Meetings whenever the holders ‘of record of not less than one-fifth ofthe outstanding capital stock of the Company with voting privilege shal in writing so request, Section’. Notices: Written or printod notice ofthe time and place of Annual oF Special Mectings ofthe stockholders shal e given in any ofthe following marners, atthe option ‘ofthe Company: () by posting the same enclosed in a postage pre-paid envelope addres to tach stockholder of record eniled to vote at the address left by such stockholder with the Secretary, of at his last known postoffce address; (2) clecwonically, addressed to each stockholder of record entitled fo vote tothe elestonie or email address lft by such stockholder ‘withthe Secretary, or his lst known electron or e-mail addres; of) by dlivering the same tobimin person inany case atleast fifteen (15) business daysbefore the date se for such meting [Notice given as aforesaid shall be deemed fo have been given at the time of posting, electronic twansmission or delivery, asthe case may be. Every stockholder shal arnish he Secretary with the address, physical and/or electronic or email, at which notice of meetings and all other conporate notices may be served pon or mailed to him by airmail in dhe case of non-resident Stockholder and if any stockholder shall fait furnish such adress notice muy be served upon ‘hi by mall dinsted tom at his lst knovn adress. The notice of every Special Meeting, shall, state briefly the purpose of the mecting and no other business shall be tansacted at such teeling, except by consent of al thestockholders ofthe Company present and entitled to vote. When the mesting of stockholders is ‘ujourned to another tine o pace, it shall not be necessary to give any notice of the adjourned meeting ifthe ime an place to which the meeting i adjourned are annourcedat the meting at ‘which theadjournmentis taken, At the reconvened meeting any business may be transacted that ‘might have been transacted onthe original dat ofthe meeting. The stockholders ofthe Company ened to vote may, by writen consent, waive notice ofthe time, place and purpose of any ‘necting of stockholders and any action taken ata meeting eld pursuant to such waiver shal be ‘Valid and binding, No failure or itreguavty of noice of any Annual Metin shall invalidate ‘uch meeting or any proceeding thereat, and no failure of ievegularity of note of any Specal Meeting at which all ofthe stockholders are present or represented and voting without protest shall invalidate such meeting or any proceeding thereat (As approve fy the Board of Directors and Stokes on 13 ne 2016 and 18 uly 2017, respectively) Sections, Quorum: Ata regular or special meeting of stockholders a quorum shall consist of a majority ofthe subserbed capital stock ofthe company representa in person of by proxy and a majority of such quorum shall decide any question ata meting, save and except in {hove several matters in which the Corporation Law requires the affirmative vote ofa greater proportion. Inease a quorum isnot present on Uh day and hour scheduled fer the hoking of 2 egular or special meting, the stockholders present may adjourn the meeting to such other date fs they may, by resolution, determine, Ifon the day and hour ofthe resumption ofthe meeting Tess than a majority ofthe subscribed capital stock s present, chen inorder tht the interests of the company may notbeeopardized and tenable the tockhalders to takeaction onthe business for which they may been summoned, the stockholders present shall constitute a quorum anda ‘majority of those present shall deckle any question atthe moeting, save and except in those Several matters in which the Corporation Lave requires the affirmative vote of a greater proportion, Section. Onder of Busines) The order of business atthe Annual Meeting ofthe stockholders shal be as follows: 1) Proof ofthe required notice of the meeting 2) Proof ofthe presence of quorum. 13). Reading of mines ofthe previous meeting and action thereon. ‘4 Reportof the Board of Directors. 5) Unfinished business 6) Nev business 7) Histon of Directors forthe ensuing year 8) Adjournment. “The onder of business to be followed a any Specal Meeting may be determined by the LOtticar presiting a the meeting or hy vote ofa marily in interest ofthe stokholders ented to vote at such meeting, ‘The onder of busines tobe followed at any meeting may be change by a vole of a majority in interest ofthe stockholders present and ented o vote at such meetingSection 6. Voting: At every meeting, of the stockholders ofthe Company, every stockholder ented to vote shall be entitled to ne vote fr each share of stock standing in his ramen the books ofthe Company and may vote ether in person or by proxy duly given in ‘writing in favor of another person who need not be a stockholder and presented to the Secretary Forinspection and record ator prior tothe opening of the meeting, provided, however that tall ‘meetings for the election of Ditectors the shares of stock shall be voted as provided in the Corporation Lave. No proxy bearing a signature which is not legally acknowledged, if ‘unrecognized by the Secretary, shall be recognized at any meting, Section. Electnof Directors: The election of Directors shall behold atthe Annual Meeting ofthe stockholders in each year and shal be conducted in the manne: provided by the Corporation Law, and with such formalities and machinery as the Officer presiding at the ‘meeting shall then and there determine. Section 8, Closing of Transfet Hooks or Fixing of Record Date - Fer the purpose of Aetermining the seckholiers entitled f noice of, o to vote at, any meeting of stckholers or any adjournment thereof of to receive payment of any dividend, the Boar of Directors may provide that the stock and transfer books be closed fora last twenty (20) days immediately preceding such meeting or sta record date forthe purpose. (As approved bythe Baan of Directors fa Stocolders on 13 ne 2016 and 18 July 2016, respectively) u DIRECTORS Section 1. Boat of Directors: The management ofthe Company sal be exercised, its business conducted and its property contolled by Board of eleven (11) drstors, atleast wo (2) a whom must be Independent Directors as defined by the Securities Regulation Code, all of whom have been prescreened and shoristed by the Nomination’s Commie in accordance with the qualification requirements of the Company's Manual of Corporate Governance and Tubject always to the provision ofthe Corporation Law, the Articles of Incorporation and these By-Laws. The Board of Dissetors shall be clcted annually by the stockholders at the Annual ‘Meeting forthe tern of one (1) year ane shall serve unl their successors are duly elected and qualified. Section2. Mestngs of Disctors: The Board of Directors shall hold meetings at east ‘once every quarter a such time and place asthe Board of Directors may prescribe. Special Meetings othe Board of Directors shay be calle by the President or upon thewriten request of any thee Dirctors at such time ad place as shall be specified inthe call. ‘Any Director may alten the meetings of the Board of Directors through teleconferencing, for vidwosonfeencing, (ie. conferences. or meetings through electrenic mediim of {Clecommunications where participants who aze not physically present ae locate a different local or international places following the guidelines stn the Manual of Corporate Governance fn accordance with the SEC rules and regulations, (As approved ly the Bard of Directors and ‘Stokoe on 13 June 2016 and 18 Jy 2016, espetiey)Section, Notoss of Directo’ Meeting: Written or printed notices ofall speci meetings ofthe Board of Directors shall be wansmitted to each Director at his st known post- oie addres or electronic or e-mail address, or delivered to him personaly, Tet at his office, ‘or transmitted by telegraph or telephone n either case a least two days previous to the date fixed for the meetings provided that a special meeting ofthe Boant of Directors may be held ‘without notice by the unanimous writen consent of al the members of the Board who are then ‘resent within the Philipines or withthe presence and participation of all members of the Board ‘whose then presentin the Pilppines. Nonotice need be given of regular metings ofthe Board ‘OF Directors eld ata tine and place previously fixed by the Board of Directors. (As proved ty the Board of Directors and Stataders on 13 June 2016 and 18 uly 2016, respective) Section, Quorum: A quorum atany meeting of the Board of Directors shall consis ‘of a majority ofthe entire membership of the board. A majority of the Directors forming such {quorum shall decide any question that may come before the meeting, save and except any such Thatters in wich the Corporation Law may require the afirmatve vote of greater proportion ofthe members of the Board Section, Vacancies If any vacancy shall occur among the Directors by reason of death, esignation or for any other reason, the stockholders authorize the remaining Directors to fill such a vacancy by the election ofa duly qualified person holding the same cass of shares as that eld by the Director whose position has become Vacant, by a majority vote ofthe remaining Directors, Any Ditsctor so appointed shall hold office forthe unexpired tem, unless sooner removed in secordance with ve Section. Compensation: The Directors as such shall not receive any salary oF ‘compensation for their services, but for their attendance foreach regular or special mesting of the Board of Directors, dey shall receive an honorarium not exceeding such amounts as may be laid dove from time to ine by the stockholders ofthe Corporation. Nothing herein contained stall precade any Director ftom serving the Company in any other capacity and receiving ‘compensation therefor Section, Independent Directors: - As a publicly listed company, the Corporation shall conform to the requirement to bave such number of independent directors who are possessed of such qualifications as may be required by law and the Corporate Governance ‘Manual ofthe Corporation. (As approved by dh Board of Directors and the Stdolders on 13 June 2016 and 18 July 2016, respecte). Section, Board Commitees ~ The Boned of Directors shall canstitute an Audit CCommutee, | Nomination Committee and a Compensation Committee and such other Committees that the Corporate Governance Code may mandate, In addition, the Board of Disecte may ste ether purely internal committees or commissions with the powers tleternined by the Board of Directors. (As approved by the Board of Directors and the Stockade on 13 Je 2016 and 18 uly 2016, respectARTICLELY, ‘OFFICERS, Section 1. Officers: The Officers ofthe Company shall be & Chairman who shall bea member of the Board of Directors, a President who shall also be a member of the Board of Directors, one or more Vice Presidents, a Treasurer and a Secretary. ‘The Seretary shall be a Tilipino eigen and resident Section2. Election of Officers The officers shall be elected annually bythe Board ot Directors at the fist mesting ofthe Board ater ts election. Every Officer shall be subject to removal at any time by the Bard of Directors, except the President, who maybe removed only for enue. All Officers, unles so removed, sail occr among, the Oiers ofthe Company, such ‘vacancy shall be filled by the Board of Directors for the unexpired try inthe case of the Present such vacancy shall be filed by the Board of Directors forthe unexsized term (oe for such shorter period as the Bosed may determine) fom among the B directors, Section3. Assistants. Agents: The Board of Directors may appoint from time to time an Assistant Secretary an an Assistant Treasurer, and such agents ofthe Company as may bedeemed proper, and may authorize any Officer to appoint an remove agents ofthe Company. [Bach Assistant Secretary, Assistant Treasurer and agentso appointed shall hl office during the pleasure ofthe Board of Directors of ofthe Officer appointing him, as the case may be Section4. Compensation: The Boar of Directors shall form te to time fk the compensation ofthe Officers and agents ofthe Company. Section, Chaiemany ‘The Chairman shall preside at all meetings ofthe Board of Directors and ll meetings ofthe Stockholders ofthe Company. Section. President “The Prescen, in adlition to his powers st forth in Article XI of the Amend Arties of Incorporation, shall in the absence of the Chairman, preside at all ‘meetings of the Board of Directors and all meetings ofthe Stockholders of theCompany, and he ‘Shall have such powers and perform such dates and functions a may be prescribed from time to ime by the Board of Directors de as may be prescribed by these By-Laws Section 6. Vice Presidents; The Vie President shall have such powers an perform such duties asthe Hoard of Directors may from time to time prescribe or as may be prescribed by these By-Laws. In case of the absence oF disability ofthe Presiden, the Vice President, if ‘qualified, o if there be more than one, such Vice President if qualified, as the Board of Directors ‘may designate forthe purpose, shall have the powers and discharge the duties ofthe President. Section? Treasurer: "The Treasurer shall have charge ofall monies, securities and ‘valuables ofthe Company which come into his possesion, shall keep regular books of account Of all the transactions of the Company shall deposit or cause to be deposited all moneys, Securities and valuables inthe name and tothe credit ofthe Company in such banks or tust Companies or with such bankers or other depositories asthe Board of Directors may from time to time designate sll render to the President and to the Board of Decors arnaally and ‘whenever required reports and accounts of the fnaneil condition ofthe Company, andl of his‘transactions as Treasure, and shall have such other powers and perform such ther duties as are incident to his offce or are prescribed by these By-Laws or are properly assigned to him by the Board of Directors or by Ube President. In case ofthe absence o disability ofthe Treasurer, the ‘Assistant Treasure (ian) shall have the powers and discharge the duties ofthe Treasurer. Section, Secretary: The Secretary shal attend all mestings of the stockholders and ofthe Board of Director shall keep minutes of all sch meetings in books kept for that purpose tnd shall furish 9 copy ofall such minutes fo the President, shall keep in safe custody the Corporate seal ofthe Company and, when authorized by the Board of Directory shall affix such Sel to any instrument requiring. the sa; shall have charge of the stock cetficate book, the Stock and transfer book and such other books and papers as the Board of Directors may ect; Shall atfend to the giving, and serving of all notices of meetings of the stockholders of the ‘Company and of the Board of Directors: and shall have such other powers and perform such other duties as ate incident to hie office or are prescribed by these By-Laws o as are properly [Assigned to him by the Hoard of Directors othe President. Incase ofthe absence or disability of the Secretary, the Assistant Secretary (iF any) appointed by the Boar of Directors shall have the powers and discharge the duties of the Secretary. ARTICLE Invi AUTHORIZED D1 RIES, ‘CHECKS AND DRAFTS Section. Inysstments; No investments of any character shall be ade without the approval ofthe Hoar of Directors and/or the stockholders as the case may be Section2. Deposit of Funds All checks and drafts and all funds of the Company -sall be deposited tothe creit ofthe Company in such banks or trust companies or with such bhankers or other depositories, as the Board of Directors may from time to time designate Section3, Checks and Drafts. The fands of the Company shat be disbursed by checks or drafts dren upon the authorized depositories ofthe Company. Checks and drafts of the Company shall signed by two persons each of whom shal be nominated as signatories of checks and drafts bythe Board of Directors. No checks shall be drawn or funds wsed for any [purpose other than forthe corporate fisiness ofthe Company. No accomodation bil, not, [eceplance or anyother fort of financial borrowing by Ube Company shall be negotiated except by resolution of the Board of Directors in which resolution the Ofcer who shall sign the corresponding document shall be specified.ARTICLE VI SHARES RANSEER Section. Cerifiates of Stcks: The Board of Directors shall in accordance with aw and subject tothe provision ofthe Articles of Incorporation ofthe Company provide othe issue fd tansferof shares of stock ofthe Company and shall prescribe the form cf Ue certificate of Sock of the Company. Such certificate of stock shall be signed by the President or Vie- President and counter-sgned by the Secretary or Assistant Secretary and sealed with its ‘conporate seal, The certificate of stock shal be sued in consecutive oder and numbered inthe fer in which they ate ised. Upon the stub inthe stock certificate of stock issued shall be fnfered the name ofthe person, frm or corporation owning the stock represented by such Ctifcate the number and clas f shares in respect of wich certificate is ssved and, incase of ‘cancellation, the date thereof very certificate of stock surrendered for exchange or tansfer of stock shal be cancelled and afived to the original stub in the stock certfiste book, and no new certificate of stock shall ‘oe ishued in exchange for canceled certificates of stock until the old ceeticaies of stocks have ten so cancel and affised in the stock certificate book, excep in the cases provided for in Section &of Article VI ofthese By-Laws. Section?. Stock.and Transfer Boole ‘There sal be kept by the Sesetarya book tobe known as the "Stock and Transfer Book” containing the names, alphabetically arranged of the stockholders ofthe Company, showing thie places of residence, the number nd class of shares fof sock hell by Uhem respectively, the time when they respectively became the owners thereof, the amounts paid thereon anal other entries required by law. Section3. ‘Transfer of Stok: Transfer af stock shall be made only on the tock books cof the Company by the holder in person or by his legal representative or surrender of the Certificate or certificates representing the stock to be tansfered. Every power of attorney or “uthoriy to transfer stock shall be in writing duly executed and filed withthe Company. The ‘Company shall be ented to treat the registered holder of any share as the absolute owner thereot and shall ot be bound to recognize any equitable or other ams or any interest in such share onthe part of any other person, regardless of whether it shall or shall mot have express or fther notice thereof Section, Loss of Destruction of Certificate of Stock: The Beard of Directors may iret @ new certificate or ceifcates of stock to be israel inthe place of any catifiate ot ‘erlficates of stock previously ised and allged to have been lot or destroved. The Board of Directors when authorizing such issue of a new certificate or cetfcates of stock may, in its isretion,requite the owner of the stock or his legal representative to furnish prof by afidavit. Srolherwige fo the satifaction ofthe Bowed of Directs ae tm nnemership of the stock, and the acts which tend to prove the lors or destruction ofthe certificate or certifies of stock, The Board of Disstors may also require him to give notice of such loss or destruction by advertisement or otherwise as they may’ diet and cause the delivery othe Company af bond ‘with or without sureties in such sum a8 they may direc indemafying the Company from any aim that may be against t by reason of the lsue of such now cerbicate or certificates of stock land against all other ability inthe premises. ‘The Board of Disectors, however may, in thelrpir he capital ofthe Company and no stock dividends shall e declared without approval of the hoklers of the statutory majority ofthe voking shares. Section, Autos: Auditors shall be designated by thestockholdersateach Annual Meeting and shall audit and examine the books ofthe Company and shall certify to the Board of Directors and the stockholders the annal balance. No Digector or officer of tre Company and no firm or corporation of which such Director o fice sa member shal be eligible to discharge the duties of Auditor. The compensation ofthe Auditor shal be fixed by the Diretos ARTICLE DX [AMENDMENT OF BY-LAWS Section, Amendments: These By-Laws or any of the provsiors herein may be amensdd or repeated by the alienate wot of atleast a majority ofthe Board of Directors and Of the owner of the majority ofthe outstanding capital stock at any Annual Meeting or Special ‘Meeting duly calle for that purpose. However, the power to amend, modify, repeal or adopt new bylaws may be delegated tothe Board of Ditectors by the affirmative vor of stockholders representing not less than two-thieds of the outstanding capital stock; provided, however, that “any such delegation of powers othe Board of Directors to amend, repeal or adopt new by-laws Inay be revoked only By the vote of stockholders representing @ majority othe outstanding Capital stock ata regular or special meeting, (AS approve by the Band of Directs and Stckolders 6 15 Je 2016 and 18 uly 2016, respective) Section2, Additions The Board of Directors may adopt additional rales and regulations in harmony withthe foregoing By-Laws and any amendments thereto, but shall not tsmend or repel the foregoing By-Laves are amendments thereto, Adopted in the City of Manila, Philippines, this 2 day of February, 1959, by the affirmative vot of the wndersignd stockholders representing a majority of allof the subscribed ‘apt tock ofthe Company. (Spd) J.C. PULLEN (Sx) ).G. TRIMMER (ga) RL GOLDSACK (Sed) R.A. MEYES (Sed) F.J.Z0BEL (Ged) GHW. CHURCHILL (gd) L.deC. BLECHYNDEN (Sx) AR.GONZALEZ(ei) AURELIO MONTINOLA (gd) HLM. MENZL (S48) MANUEL DELEON (5) J ANTONIO ARANETA (Sed) ALEONSO ZUBEL DE AYALA, ATTES G.auw, CHURCHILL, President (Spd) SEVERO A. TUASON (S23) RAFAEL OFFIGAS (Sed) MARCIAL A. LICHAUCO SextetaryDIRECTORS’ CERTIFICATE OF AMENDMENT OF THE ARTICLES OF INCORPORATION AND BY-LAWS OF PILIPINAS SHELL PETROLEUM CORPORATION, KINOW ALL MEN BY THESE PRESENTS: ‘We, the undersigned, consisting ofat least majority of the members of the ‘Board of Directors of PILIPINAS SHELL PETROLEUM CORPORATION (the Corporation”), with the Chairman of the Board, President and the Corporate ‘Secretary ofthe stockholders’ meeting countersigning, do hereby certify that: 1, On 10 November 2017, a Regular Meeting ofthe Members ofthe Board of Directors of the Corporation was held at its principal office at the Shell House, No. 156 Valero Street, Salcedo Village, Brgy. Bel-Air Makati City, for the purpose of considering, among other things, and subsequentiy approving the amendment of the By-Laws ofthe Corporation to move the dlate ofits Annual Stockholders’ Meeting; 2, Moreover, on 27 February 2018, a Regular Meeting of the Members of the Board of Directors ofthe Corporation was held at its principal office at the Shell House, No. 156 Valero Street, Salcedo Village, Brgy, Bel-Air Makati City, for the purpose of considering, among other things, and subsequently approving the amendment of the Articles of Incorporition of the Corporation to change its principal office; ‘3. Subsequently, on 03 May 2018, the Annual Meeting of the Stackholders of the Corporation was held at the Turf Room, Manila Polo Club, Mckinley Road, Makati City, Metro Manila, during which the stockholders ratified the resolutions ofthe Board of Directors approving the amendments to the By-Laws and Articles of Incorporation ofthe Corporation to move the date ofits Annual Stockholders’ Meeting and to change its principal office, respectively: Paget ofSIN WITNESS WHEREOF, we have hereunto signed this certificate on this day of Novernber 2018 at Makati City, BE ‘CESAR G. ROMERO President/ Direcor “TIN Nos 150-316-865 oe LYpIA B. ECHAU: Director TINNo. 118-039.489 ASADA HARINSIUT JOSEJEROME R. Directo TINNo, 121514616 ‘Countersigned by: ASADA HARINSIUT Chairman, ‘TIN No. 489-347-979 ERWINR, OROCIO Secretary TIN No, 121-514-868 ‘SUBSCRIBED AND SWORN TO before me this 8 day of November 2018 at Makati City, affiants exhibiting to me their respective competent evidence of, identity as follows: a ‘Competent Evidence | Daie and Place of ieee of Identity Issuance Passport # A3260859 | 03 APR 2014 / Ministry ‘ASADA HARINSIUT of Foreign Affaies Thailand ‘CESAR G, ROMERO Passport # PaIO7953A | 29AUG 2017 / DFA Manila Page ofREGS ‘Competent Evidence | Date and Place of ‘of Identity Issuance JOSEJEROMER, PASCUAL IIT | Passport # EC5577175 | 07 FEB2016 / DFA Manila LYDIA B, ECHAUZ Passport #5601908 | —15JAN 2018 / DFA NCR East DENNISG. GAMAB Passport # ECIOI7A08 | 07 MAY 2014 / DEA ‘Manila ‘ANTHONY LAWRENCED. — | Passport #PG6BIG39A. [05 APR 2018 / DFA [YAM Manila ERWIN, OROCIO Passport PO5ORS05A | 2U APR 2018 / DFA Manila NOTARY PUBLIC Doe. 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