Bank of Philippine Islands : Amendments to Articles of Incorporation
April 28, 2022 at 03:25 am
Share
SECURITIES AND EXCHANGE COMMISSIONSEC FORM 17-C
CURRENT REPORT UNDER SECTION 17
OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.2(c) THEREUNDER
1. Date of Report (Date of earliest event reported) Apr 28, 20222. SEC Identification Number PW-1213. BIR Tax Identification No. 000-438-366-0004. Exact name of issuer as specified in its charter BANK OF THE PHILIPPINE ISLANDS5. Province, country or other jurisdiction of incorporation MANILA, PHILIPPINES6. Industry Classification Code(SEC Use Only) 7. Address of principal office AYALA NORTH EXCHANGE TOWER 1 AYALA AVENUE COR. SALCEDO ST. LEGASPI VILLAGE, MAKATI CITY, METRO MANILA (current business address)Postal Code12298. Issuer's telephone number, including area code 8246-5902 (CorpSec Off)/ 8246-5860 (IR)9. Former name or former address, if changed since last report -10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA
Title of Each Class
Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding
Common
4,513,128,255
11. Indicate the item numbers reported herein -
The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.
Bank of the Philippine IslandsBPI
PSE Disclosure Form 4-3 - Amendments to Articles of Incorporation References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Amendment of Article Seventh of the Articles of Incorporation
Background/Description of the Disclosure
At the Annual Stockholders' Meeting held today 28 April 2022, stockholders representing at least two-thirds of the outstanding shares approved the amendment to Article Seventh of the Bank's Articles of Incorporation.
Date of Approval by
Board of Directors
Mar 16, 2022
Date of Approval by Stockholders
Apr 28, 2022
Other Relevant Regulatory Agency, if applicable
Bangko Sentral ng Pilipinas (BSP)
Date of Approval by Relevant Regulatory Agency, if applicable
TBA
Date of Approval by Securities and Exchange Commission
TBA
Date of Receipt of SEC approval
TBA
Amendment(s)
Article No.
From
To
Seventh
Please see attachment
Please see attachment
Rationale for the amendment(s)
1. The decrease in the authorized capital stock particularly the common stock from 5,000,000,000 shares to 4,593,820,724 shares by retiring the 406,179,276 common shares (previously acquired and recorded as treasury shares pursuant to the Bank's merger with BPI Family Bank Savings, Inc) to comply with the disposition requirement of Bangko Sentral ng PIlipinas (BSP).
2. Combining the allocation of authorized common shares for Executive Stock Option Plan (ESOP) and Stock Purchase Plan (SPP) will provide the Bank flexibility in designing future ESOP and/or SPP programs.
The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the Articles of Incorporation with the SEC
TBA
Expected date of SEC approval of the Amended Articles of Incorporation
TBA
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any
1. The decrease in the authorized capital stock particularly the common stock from 5,000,000,000 shares to 4,593,820,724 shares by retiring the 406,179,276 common shares (previously acquired and recorded as treasury shares pursuant to the Bank's merger with BPI Family Bank Savings, Inc.).
2. Combining the allocation of authorized common shares for Executive Stock Option Plan (ESOP) and Stock Purchase Plan (SPP).
Other Relevant Information
This disclosure is amended to reflect the approval of the stockholders during the BPI Annual Stockholders' Meeting held today 28 April 2022.
Filed on behalf by:
Name
Angela Pilar Maramag
Designation
Corporate Secretary
Attachments
Original Link
Original Document
Permalink
Disclaimer
BPI - Bank of the Philippine Islands published this content on 28 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 April 2022 07:24:07 UTC.
Bank of the Philippine Islands (the Bank) is a commercial bank, which offers a range of financial services. The Bank's segments include Consumer banking, Corporate banking, and Investment banking/ Financial Markets. The Consumer banking segment serves the individual and retail markets. It covers deposit taking and servicing, consumer lending, such as home mortgages, auto loans and credit card finance as well as the remittance business. The Corporate banking segment caters both high-end corporations and middle market clients. Its services include deposit taking and servicing, loan facilities, trade, cash management and Internet-based banking platforms for corporate and institutional customers. The Investment banking/ Financial Markets segment includes business groups operating in the investment markets and dealing in activities other than lending and deposit taking. These services cover corporate finance, securities distribution, asset management, trust, and fiduciary services.