ARTICLES OF INCORPORATION

OF
________________________________________

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

“________________________________________________________________________
__”.

SECOND: That the purposes for which said corporation is formed are:

PRIMARY PURPOSE

To acquire by purchase, lease or otherwise, buildings, improvements, condominiums,

lands, interests in lands; to own, hold, improve, sell, lease, develop and manage any real
estate so acquired; to erect, construct, alter or cause to be erected on any lands owned, held
or occupied, buildings and other structures with their appurtenances; to rebuild, enlarge,
alter or improve any building or buildings and structures now or may hereafter be erected on
any land so owned, held, occupied or held by the corporation; and to carry on the business
of buying, selling or otherwise dealing in real estate, engaging in real estate subdivision
business.

SECONDARY PURPOSES

1. To engage in and conduct the business of general construction such as but not
limited to building of condominium units, townhouses, industrial and commercial centers,
office and commercial buildings, factories, waterworks, roads, highways, power plants,
dams, ports, canals and all kinds of civil, electrical, mechanical, and similar and
miscellaneous works;

2. To manufacture, fabricate, service, import, export, purchase, sell or otherwise

deal in goods and wares of all kinds and descriptions, which are the lawful objects of
commerce, particularly but not limited to construction materials, plumbing, hardware,
electrical and mechanical supplies and apparata, industrial, agricultural and commercial
equipment and accessories, and other similar or allied products;

3. To buy or otherwise acquire tracts or parcels of land, improve and develop them
for residential, industrial, commercial or agricultural purposes;

4. To carry on a general mercantile and commercial business of buying, selling,

trading, importing, exporting, indenting, or otherwise dealing in any lawful goods, wares,
merchandise, and commodities of all kinds, on wholesale or retail;

5. To engage in planting, cultivation, raising, and production of all kinds of cattle,

swine, poultry, and all other animals suited for human consumption, and to acquire, own,
manage and operate agricultural lands or such other properties, real or personal, as the
 Articles of Incorporation
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corporation may acquire in furtherance of its above business of farming and animal
husbandry;

6. To invest, purchase or otherwise acquire, own, hold, pledge, mortgage, assign,

sell or otherwise dispose of all kinds of securities, such as shares in transportation,
manufacturing, industrial, agricultural and other mercantile enterprises as well as bonds,
debentures, and certificate of interest and other forms of securities; to provide assistance by
way of subsidy, guaranty or otherwise, of any person, firm, partnership, corporation,
syndicate or entity; domestic or foreign, engaged in lawful commercial or industrial activity;

7. To engage in any manufacturing enterprises using raw materials obtainable

locally or from foreign countries and to acquire, construct, erect, lease and operate plants,
factory sites, and the machinery and equipment required for the conduct of such
manufacturing operations; except in the manufacture of food, drugs and cosmetics;

8. To undertake the management and operation of business, industry, or enterprise

or portion thereof, of any other person, partnership, corporation or association and to
purchase, acquire, and take over, all or part of rights, assets, business, and property of any
person, partnership, corporation, or association, and in connection therewith to undertake
and assume the liabilities of such persons, partnership, corporation, or association, whose
rights, assets, business or property may be purchased, acquired, or taken over; in no case,
however, shall the corporation manage the funds, securities, portfolio and similar assets of
such managed entities;

9. To borrow or loan money, and to make and issue or accept notes, bonds,
securities, and other evidences of indebtedness of all kinds, and to secure the same by
mortgage, pledge or otherwise;

10. Generally, to perform all and everything necessary and proper for the
attainment of the purposes, or the furtherance of any of the powers set forth, either alone or
in association with other corporations, partnerships, associations, or individuals, within the
limits prescribed by law.

THIRD: That the place where the principal office of the corporation is to be
located or established in No. 11 Bulletin Street, West Triangle, Quezon City, Philippines,
and that branches of said office may be established at any or some other places in the
Philippines should the exigencies of the business so require.

FOURTH: That the term for which said corporation is to exist is fifty (50) years from
and after the date of issuance of certificate of incorporation.

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

Names Nationality Residence

Amado A. Castro Filipino ________________________

Patria A. Castro – Beltran Filipino ________________________

Ida Genevieve B. Lucila Filipino ________________________

Robert V. Lucila Filipino ________________________

Joanna Claire B. Nicolas Filipino ________________________

 Articles of Incorporation
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SIXTH: That the number of directors is five (5 ) who are also the incorporators.

SEVENTH: That the authorized capital stock of the corporation is

______________________________ (P ___________) pesos in lawful money of the
Philippines, divided into ________________________________ ( ) shares with the par
value of _______________ (P__________) pesos per share.

EIGHTH: That the subscribers to the capital stock and the amount paid-in to their
subscriptions are as follows:

No. of Amount
Amount
Name Nationality Shares Subscribed
Paid
Subscribed

Amado A. Castro Filipino

Patria A. C. Beltran Filipino

Ida Genevieve B. Lucila Filipino

Robert V. Lucila Filipino

Joanna Claire B. Nicolas Filipino

------------------ -----------------
-----------------
Total
========== ========== ==========

NINTH: That no transfer of stock or interest which would 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 stocks certificates issued by the
corporation.

TENTH: That _________________________ has been elected by the subscribers

as the 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, she has been
authorized to receive for and in the name and for the benefit of the corporation, all
subscriptions paid in by the subscribers.

ELEVENTH: That the corporation manifests its willingness to change its corporate
name in the event another person, firm or entity has acquired a prior right to use the said
firm name or one deceptively or confusingly similar to it.

In Witness whereof, we have set our hands this ______ day of ________, 200___ in
Quezon City, Philippines.

AMADO A. CASTRO PATRIA A. CASTRO – BELTRAN

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IDA GENEVIEVE B. LUCILA ROBERT V. LUCILA

JOANNA CLAIRE B. NICOLAS

WITNESSES:

_________________________ _________________________

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES)

Quezon City ) S. S.

BEFORE ME, a Notary Public in and for Quezon City, this ______ day of
___________, 200__, personally appeared:

Name CTC No. Date & Place

issued

Amado A. Castro _______________ ________________________

Patria A. Castro – Beltran _______________ ________________________
Ida Genevieve B. Lucila _______________ ________________________
Robert V. Lucila _______________ ________________________
Joanna Claire B. Nicolas _______________ ________________________

all known to me and to me known to be the same persons who executed the foregoing
Articles of Incorporation and they acknowledged me that the same is their free and voluntary
act and deed.

IN TESTIMONY WHEREOF, I have hereunto set may hand and affixed my notarial
seal on the date and at the place first above written.

Doc. No. _____

Page No. _____
Book No. _____
Series of ______