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Amended-Articles-of-Incorporation SEC

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AMENDED
ARTICLES OF INCORPORATION
OF
CORP NAME
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.
THAT WE HEREBY CERTIFY:
FIRST: The name of this corporation shall be:
(As amended on May 8, 2021)
SECOND: A. That the primary purpose of this corporation is:
To engage in the business of operating restaurants, bars, canteens and
other eating & drinking places.
SECONDARY PURPOSES
1. To invest in, hold, purchase, acquire , lease, sell, convey, encumber, or
otherwise, within the limits allowed by law, any and all real and
personal properties of every kind and description whatsoever, which
the corporation may deem necessary or appropriate, and to own, hold,
operate, improve, develop, manage, administer, lease, sell, convey,
encumber, exchange or otherwise dispose of the whole or any part
thereof, for itself or for others, for profit or advantage, without,
however, managing securities portfolio or similar securities or to act as
broker of securities.
2. To raise capital or borrow money from not more than 19 lenders
including stockholders, to meet the financial requirements of the
business with or without security;
3. To invest and deal with the money and properties of the corporation in
such manner as may from time to time be considered wise or expedient
for the advancement of its interests;
4. To establish and operate one or more branch offices or agencies and to
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carry on any or all of its operations and business without any restrictions
as to place or amount.
B. That the corporation shall have all express powers of a corporation as provided for
under Section 36 of the Corporation Code of the Philippines.
THIRD: That the place where the principal office of the corporation is to be
established is at:
FOURTH: That the term for which the corporation is to exist is fifty (50) years from
and after the date of issuance of the certificate of incorporation.
FIFTH: That the names, nationalities, and residences of the incorporators are as
follows:
SIXTH: That the number of directors of said corporation shall be Five (5) and that
the names, nationalities and residences of the first directors who are to serve until their
successors are elected and qualified as provided by the by-laws are as follows:
Name
Nationality
2
Residence
(Complete Address)
SEVENTH: That the authorized capital stock of the corporation is _ten million
pesos (P10,000,000) pesos in lawful money of the Philippines divided into one hundred
thousand_(100,000) shares with par value of one hundred_ (P100.00) pesos per share.
EIGHTH: That at least 25% of the authorized capital stock has been subscribed and
at least 25% of the total subscription has been paid as follows:
Name
Nationality
No. of
Shares
Subscribed
Amount
Subscribed
Amount Paid
NINTH: That no transfer of stock or interest which would reduce the stock 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 indicate in the stock certificates issued by the
corporation.
TENTH: That ________________________ 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 paid in by the
subscribers.
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ELEVENTH: 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 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 customs or public policy.
IN WITNESS WHEREOF, we have set our hands this________________ at
________________ Philippines.
(SGD)
(SGD)
(SGD)
TIN
TIN
TIN
(SGD)
(SGD)
TIN
TIN
WITNESSES:
(SGD______________________________
(SGD)__________________________
(All incorporators appearing on the fifth article and the two witnesses should affix their signatures
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on the blanks provided in this page above their respective names.)
ACKNOWLEDGMENT
Republic of the Philippines)
MANILA
) S. S.
BEFORE ME, a Notary Public in and for ___ MANILA__ Philippines, this
day of ___ personally appeared:
Name
Community Tax
Certificate No.
Date & Place Issued
all known to me and to me known to be the same persons who executed the foregoing
Articles of Incorporation and they acknowledged to me that the same is their free and
voluntarily act and deed.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my notarial
seal on the date and at place first above written.
Doc. No. __
Page No. ___
Book No.___
Series of ___
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