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Articles of Incorporation

of
ORANGE LEGO SOLUTIONS CORPORATION

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

ORANGE LEGO SOLUTIONS CORPORATION

Second: That the purpose or purposes for which such corporation is


incorporated are:

To engage in the business of information technology products and services,


such as but not limited to the research, software development, production,
management, and operation of software and hardware technology, and other
information technology applications, and to do all activities directly or indirectly
connected therewith or incident thereto.

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 OP 303, 3/F
ONE PASEO MARAIA LUISA ROAD MARIA LUISA BANILAD , CEBU CITY
(Capital), CEBU, REGION VII (CENTRAL VISAYAS), 6000;

Fourth: That the corporation shall have perpetual existence;

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

Name Nationality Residence

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MELMAR JAY AGBANG Philippine, Filipino 303, 3F ONE PASEO MARIA
JABONERO LUISA ROAD MARIA LUISA
Banilad , CEBU CITY (Capital),
CEBU, REGION VII (CENTRAL
VISAYAS), 6000

MARIA CARLA ESTELLA Philippine, Filipino 303, 3F ONE PASEO MARIA


MARCELO LUISA ROAD MARIA LUISA
Banilad , CEBU CITY (Capital),
CEBU, REGION VII (CENTRAL
VISAYAS), 6000

JELLANY AGBANG Philippine, Filipino 303, 3F ONE PASEO MARIA


JABONERO LUISA ROAD MARIA LUISA
Banilad , CEBU CITY (Capital),
CEBU, REGION VII (CENTRAL
VISAYAS), 6600

Sixth: That the number of directors of the corporation shall be three (3); and
the names, nationalities and residences of the first directors of the corporation are as
follows:

Name Nationality Residence

MELMAR JAY AGBANG Philippine, Filipino 303, 3F ONE PASEO MARIA


JABONERO LUISA ROAD MARIA LUISA
Banilad , CEBU CITY (Capital),
CEBU, REGION VII (CENTRAL
VISAYAS), 6000

MARIA CARLA ESTELLA Philippine, Filipino 303, 3F ONE PASEO MARIA


MARCELO LUISA ROAD MARIA LUISA
Banilad , CEBU CITY (Capital),
CEBU, REGION VII (CENTRAL
VISAYAS), 6000

JELLANY AGBANG Philippine, Filipino 303, 3F ONE PASEO MARIA


JABONERO LUISA ROAD MARIA LUISA
Banilad , CEBU CITY (Capital),
CEBU, REGION VII (CENTRAL
VISAYAS), 6600

Seventh: That the authorized capital stock of the corporation is One Million
Five Hundred Thousand Pesos (P1,500,000.00), divided into:

a. Three (3) common voting shares with par value of Five Hundred
Thousand Pesos (P500,000.00) per share.

Eighth: That the authorized capital stock above has been subscribed and paid
as follows:

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No. of
Amount
Name Nationality Share Type Shares
Subscribed
Subscribed
MELMAR JAY AGBANG Philippine, Common - 1 P500,000.00
JABONERO Filipino Voting -
with Par
MARIA CARLA ESTELLA Philippine, Common - 1 P500,000.00
MARCELO Filipino Voting -
with Par
JELLANY AGBANG Philippine, Common - 1 P500,000.00
JABONERO Filipino Voting -
with Par
TOTAL 3 P1,500,000.00

Addt'l
Share Mode of
Name Amount Paid Paid-in
Type Payment
Capital
MELMAR JAY AGBANG Common - Voting -
Cash P50,000.00 P0.00
JABONERO with Par
MARIA CARLA ESTELLA Common - Voting -
Cash P25,000.00 P0.00
MARCELO with Par
JELLANY AGBANG Common - Voting -
Cash P25,000.00 P0.00
JABONERO with Par
TOTAL P100,000.00 P0.00

Ninth: That MARIA CARLA ESTELLA MARCELO has been elected by the
subscribers as Treasurer of the Corporation to act as such until after the successor is
duly elected and qualified in accordance with the bylaws, that as Treasurer,
authority has been given to receive in the name and for the benefit of the
corporation, all subscriptions, contributions or donations paid or given by the
subscribers or members, who certifies the information set forth in the seventh and
eighth clauses above, and that the paid-up portion of the subscription in cash and/or
property for the benefit and credit of the corporation has been duly received.

Tenth: 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.

Eleventh: That the incorporators undertake to change the name of the


corporation, as herein provided or as amended thereafter, immediately upon receipt
of notice from the Commission that another corporation, partnership or person has
acquired a prior right to the use of such name, that the name has been declared not
distinguishable from a name already registered or reserved for the use of another
corporation, or that it is contrary to law, public morals, customs or public policy.

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IN WITNESS WHEREOF, we have hereunto signed these Articles of
Incorporation, this 12th day of March, 2024 in the City/Municipality of CEBU CITY
(Capital), Province of CEBU, Republic of the Philippines.

Name TIN Signature

MELMAR JAY AGBANG


252-372-374-000
JABONERO

MARIA CARLA ESTELLA


251-788-649-000
MARCELO

JELLANY AGBANG JABONERO 353-766-854-000

MARIA CARLA ESTELLA


MARCELO 251-788-649-000
Treasurer

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CERTIFICATE OF AUTHENTICATION

ANNEX “A

We, MELMAR JAY AGBANG JABONERO, Filipino, MARIA CARLA


ESTELLA MARCELO, Filipino, JELLANY AGBANG JABONERO, Filipino, of
legal age, and with office address at OP 303, 3/F ONE PASEO MARAIA LUISA
ROAD MARIA LUISA BANILAD , CEBU CITY (Capital), CEBU, REGION VII
(CENTRAL VISAYAS), 6000, hereby certify that:

1. We are the incorporator/s and the duly appointed representative/s of ORANGE


LEGO SOLUTIONS CORPORATION, which is currently in the process of
securing business registration;

2. We have read and understood the registration system’s terms of use and
privacy policy;

3. In pursuance of the application for corporate registration of ORANGE LEGO


SOLUTIONS CORPORATION, and after verification with all of the
incorporator/s, the complete, true, and correct information has been
ascertained and personally encoded by an authorized representative of the
corporation through the registration system;

4. The fully-accomplished physical copies of the incorporation documents


submitted in support of the application for registration have been reviewed by
all incorporator/s and we confirm that the information indicated therein is
complete, true, and correct, and that the same accurately reflects and matches
the data already provided through the registration system;

5. As part of our compliance on Memorandum Circular No. 28, series of


2020, we have provided the principal and alternate email address as well
as the principal and alternate contact numbers in the registration system.
Moreover, we have reviewed the encoded data and confirm that the
information indicated therein is complete, true, and correct;

6. The documents submitted will be subjected to a post-registration evaluation to


determine compliance with the applicable laws, rules, and regulations;

7. Any defect in the Articles of Incorporation and/or Bylaws, as well as other


incorporation document/s, shall constitute a valid ground for the revocation of
the registration and cancellation of the certificate thus issued; Provided,
however, that if the defect may be cured by a Petition for Correction, or an
application for amendment, of the Articles of Incorporation and/or Bylaws,
ORANGE LEGO SOLUTIONS CORPORATION will file the necessary
remedial measure within ninety (90) days from receipt of notice of the defect;

8. Notice/s of proceedings relating to the registration of this company may be

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sent to the incorporators electronically through the following e-mail address :
melmarjayjabonero@gmail.com
mjjabonero@orangeplusph.com

9. We are fully aware that the formation of a corporation through fraud, as well as
assisting directly or indirectly thereto, is punishable under Section 164 of the
Revised Corporation Code, and that the willful certification of a report required
under the Revised Corporation Code, knowing that the same contains
incomplete, inaccurate, false, or misleading information or statements, is
likewise punishable under Section 162 of the Revised Corporation Code; and

10. All of the incorporator/s whose name/s appear/s below executed the attached
Articles of Incorporation, and other incorporation documents of ORANGE
LEGO SOLUTIONS CORPORATION and that the same are our free and
voluntary act and deed.

MELMAR JAY AGBANG JABONERO MARIA CARLA ESTELLA MARCELO


(Name and signature) (Name and signature)
TIN: 252-372-374-000 TIN: 251-788-649-000
Date: March 12, 2024 Date: March 12, 2024

JELLANY AGBANG JABONERO


(Name and signature)
TIN: 353-766-854-000
Date: March 12, 2024

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