reorganize their assets in order to meet their bottom line goals. We provide flexible end-to-end solutions that assist companies and individuals to meet their objectives by giving the best possible service at an affordable prices to realize the highest net dollar from their assets. We welcome small and large projects and would be happy to quote you free of any charges or commitments. That the purposes for which the Corporation is formed are: To provide interior design and construction services to households and businesses. That the corporation shall have all the express powers of a corporation as provided for under the Corporation Code of the Philippines. Provided that the corporation shall not solicit, accept or take investments/placements from the public neither shall it issue investment contracts; We are located at:
8/F Times Plaza Bldg. United Nations corner Taft Ave.,
Ermita Manila, 1000; The authorized capital stock of the corporation is Fifteen Million Pesos (P15,000,000.00) in lawful money of the Philippines, divided into One Hundred Thousand (100,000) shares, divided into two classes of shares with a par value as follows: Common Stocks Holders Voting Only the holders of shares of Common Stock shall be entitled to vote for the election of directors of the corporation and for all other corporate purposes.
Except as otherwise provided by law, upon any
such vote, each holder of Common Stock shall be entitled to one vote for each share of Common Stock held of record by such shareholder. Common Stocks Holders Dividends shall be entitled to receive such dividends as may be declared thereon from time to time by the Board of Directors, in its discretion, out of any funds of the corporation at the time legally available for payment of dividends on Common Stock. Common Stocks Holders Liquidation In the event of the voluntary or involuntary dissolution, liquidation or winding up of the corporation, after there have been paid to or set aside for the holders of shares of Preferred Stock the full preferential amounts to which they are entitled as provided in the By-Laws, the holders of outstanding shares of Common Stock shall be entitled to share ratably, according to the number of shares held by each, in the remaining assets of the corporation available for distribution. Preferred Stock Holders Voting not entitled to vote Preferred Stock Holders 3.1.Entitle the shall Such dividends holders Dividends thereof be payable to bycumulative, determined the Board of 5.The holders oforPreferred Directors. noncumulative Stock shall dividends. partially cumulative not, however, 4.Such be dividends entitled to shall be paid or participate in declared any and or other set additional apart for 2.Entitled payment to dividend for each receive,period when, asany before and if declared by dividend. earnings the The Boardor profits of of the Directors, corporation, out of except funds for such legally same period shall be paid upon or set apart for payment premiums, onavailable the Common if Stock, any, and, therefor, as ifmay dividends beatpayable dividends onthe in case the annual Preferred Stockof rate redemption, fixed shall by theliquidation, be cumulative Board of dissolution or partially Directors or unpaid cumulative, with all winding respect up.to dividends thereon for any past each series dividendand of shares periodnoshall be fully paid or declared more. and set apart for payment, but without interest, before any dividend (other than a dividend payable solely in Common Stock) shall be paid upon or set apart for payment in the Common Stock. Preferred Stock Holders Liquidation 1.The holders of shares of Preferred Stock shall be entitled to be paid the full amount payable on such shares upon the liquidation, dissolution or winding up of the corporation fixed by the Board of Directors with respect to such shares as provided in the By-Laws, before any amount shall be paid to the holders of the Common Stock. That at least twenty-five (25%) percent of the authorized capital stock above has been subscribed as follows: NO. OF SHARES SUBSCRIBED AMOUNT NAME OF SUBSCRIBER NATIONALITY COMMON PREFERRED SUBSCRIBED Augusta A. Cruz Filipino 5,000 0 P 500,000.00 Bo C. Dies Filipino 2,500 0 P 250,000.00 Cielo F. Guzman Filipino 2,500 0 P 250,000.00 Diosdado E. Herman Filipino 2,000 0 P 200,000.00 John M. Smith American 0 11,875 P 2,375,000.00 Frederick G. Hernandez Filipino 1,750 0 P 175,000.00
TOTAL 13,750 11,250 P3,750,000.00
That the above-named subscribers have paid at least twenty-five (25%) percent of the total subscription as follows: NAME OF SUBSCRIBER AMOUNT TOTAL PAID-UP SUBSCRIBED Augusta A. Cruz P 500,000.00 P 125,000.00 Bo C. Dies P 250,000.00 P 62,500.00 Cielo F. Guzman P 250,000.00 P 62,500.00 Diosdado E. Herman P 200,000.00 P 50,000.00
John M. Smith P 2,375,000.00 P 593,750.00
Frederick G. Hernandez P 175,000.00 P 43,750.00
TOTAL P 3,750,000.00 P 937,500.00
That Augusta A. Cruz 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 and in the name and for the benefit of the corporation, all subscriptions or donations paid or given by the subscribers. 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. 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. SALAS, PAULA BLANCA B. |SARABUSING, JEFFREY B. SICCUAN, MARK NIKOLA I SILVA, CINDY ANN H. ROMERO, STARSKI JOSEPH D.|SIQUIAN, CELINE JEANNE A. SIUAGAN, MARIA KRISTINA D.|VELASCO, SHERYL C. TANJUTCO, FATIMA GRACE | TORIO, MARK