EX-99.2 3 phi-ex992_7.htm EX-99.2 (1) APPOINTMENT OF THE COMPANY'S EXTERNAL AUDITORS (2) APPOINTMENT OF AN OFFICER AND (3) CASH DIVIDEND DECLARATION phi-ex992_7.htm

 

 

 

Exhibit 99.2

 

 

 

 

 

 

Exhibit No.

 

Exhibits

 

 

 

 

 

 

 

99.2

 

 

Appointment by the Audit Committee of Sycip Gorres Velayo & Company as the Company’s external auditors for 2019;

 

 

 

 

 

 

 

Appointment of Mr. Alfredo S. Panlilio as Chief Revenue Officer, effective July 1, 2019; and

 

 

 

 

 

 

 

Cash dividend declaration on the Company’s Series IV Cumulative Non-Convertible Redeemable Preferred Stock and Series JJ 10% Cumulative Convertible Preferred Stock.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exhibit 2

 

 

 

May 9, 2019

 

 

Philippine Stock Exchange

6/F Philippine Stock Exchange Tower

28th Street corner 5th Avenue

Bonifacio  Global City, Taguig City

 

 

Attention:  Ms. Janet A. Encarnacion

Head, Disclosure Department

 

Gentlemen:

 

In compliance with Section 17.1 (b) of the Securities Regulation Code and SRC Rule 17.1.1.1.3(b).2, we submit herewith a copy of SEC Form 17-C with respect to certain discloseable events/information.

 

 

This shall also serve as the disclosure letter for the purpose of complying with PSE Revised Disclosure Rules.

 

 

Very truly yours,

 

 

 

/s/Ma. Lourdes C. Rausa-Chan

MA. LOURDES C. RAUSA-CHAN

Corporate Secretary

 

 

 

 

 

 

 

 

 

 

 

 

 

Page 1 of 5

 

 

 

 

 

 

 

 

 

 

Exhibit 2

 

 

 

 

 

May 9, 2019

 

Securities & Exchange Commission

Secretariat Building, PICC Complex

Roxas Boulevard, Pasay City

 

Attention:  Mr. Vicente Graciano P. Felizmenio, Jr.

     Director – Markets and Securities Regulation Dept.

 

Gentlemen:

 

In compliance with Section 17.1 (b) of the Securities Regulation Code and SRC Rule 17.1.1.1.3(a), we submit herewith two (2) copies of SEC Form 17-C with respect to certain discloseable events/information.

 

 

 

Very truly yours,

 

 

 

/s/Ma. Lourdes C. Rausa-Chan

MA. LOURDES C. RAUSA-CHAN

Corporate Secretary

 

 

 

 

 

 

 

 

 

 

 

 

Page 2 of 5

 


 

 

 

 

 

 

Exhibit 2

 

COVER SHEET

 

SEC Registration Number

P

W

-

5

5

 

 

 

 

 

 

Company Name

P

L

D

T

 

I

N

C.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Principal Office (No./Street/Barangay/City/Town/Province)

R

A

M

O

N

 

C

O

J

U

A

N

G

C

O

 

B

U

I

L

D

I

N

G

 

 

 

 

 

 

 

M

A

K

A

T

I

 

A

V

E

N

U

E

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

M

A

K

A

T

I

 

C

I

T

Y

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Form Type

 

 

 

Department requiring the report

 

 

 

Secondary License Type, If Applicable

 

 

17

-

C

 

 

 

 

 

 

 

 

M

S

R

D

 

 

 

 

 

 

 

 

 

 

 

 

 

COMPANY INFORMATION

 

Company’s Email Address

 

Company’s Telephone Number/s

 

Mobile Number

 

 

 

 

8168534

 

 

 

 

 

No. of Stockholders

 

Annual Meeting
Month/Day

 

Fiscal Year
Month/Day

 

 

11,641

As of March 31, 2019

 

Every 2nd Tuesday of June

 

December 31

 

CONTACT PERSON INFORMATION
The designated contact person MUST be an Officer of the Corporation

Name of Contact Person

 

Email Address

 

Telephone Number/s

 

Mobile Number

Ma. Lourdes C. Rausa-Chan

 

lrchan@pldt.com.ph

 

8168553

 

 

Name of Contact Person

 

Email Address

 

Telephone Number/s

 

Mobile Number

 

Contact Person’s Address

MGO Building, Legaspi St. corner Dela Rosa St., Makati City

 

Note:  In case of death, resignation or cessation of office of the officer designated as contact person, such incident shall be reported to the Commission within thirty (30) calendar days from the occurrence thereof with information and complete contact details of the new contact person designated.

 

Page 3 of 5

 


 

 

 

 

 

 

Exhibit 2

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

CURRENT REPORT UNDER SECTION 17

OF THE SECURITIES REGULATION CODE

AND SRC RULE 17.1

 

 

 

1.

May 9, 2019

 

Date of Report (Date of earliest event reported)

 

 

 

2.

SEC Identification Number PW-55

 

 

 

3.

BIR Tax Identification No. 000-488-793

 

 

 

4.

PLDT Inc.

 

Exact name of issuer as specified in its charter

 

 

 

5.

PHILIPPINES

6. ____________ (SEC Use Only)

 

Province, country or other jurisdiction of Incorporation

    Industry Classification Code

 

 

 

7.

Ramon Cojuangco Building, Makati Avenue, Makati City

1200

 

Address of principal office

Postal Code

 

 

 

8.

(632) 816-8553

 

 

Issuer's telephone number, including area code

 

 

 

9.

Not Applicable

 

 

Former name or former address, if changed since last report

 

 

 

10.

Securities registered pursuant to Sections 8 and 12 of the Securities Regulation Code and Sections 4 and 8 of the Revised Securities Act

 

Title of Each Class

Number of Shares of Common Stock

Outstanding and Amount of Debt Outstanding

 

 

 

 

 

 

 

 

 

Page 4 of 5

 

 

 

 

 

 

 

 

 

Exhibit 2

 

11.  Item 4 (Resignation, Removal or Election of Directors of Officers) and Item 9 (Other Events)

 

We disclose that at the meeting of the Board of Directors of PLDT Inc. (respectively, the “Board” and the “Company”) held on May 9, 2019:

 

1.

The Board noted and confirmed the appointment of Sycip Gorres Velayo & Co. as the Company’s external auditors to audit the financial statements of the Company for the year 2019 by the Audit Committee in its meeting held on May 8, 2019.

 

2.

The Board confirmed the appointment of Mr. Alfredo S. Panlilio as Chief Revenue Officer, effective July 1, 2019.

 

As previously disclosed, Mr. Panlilio will relinquish his post as Senior Vice President and Head of Customer Retail Services of Manila Electric Company (“Meralco”) and take over the role of Chief Revenue Officer (“CRO”) for PLDT and Smart Communications, Inc. (“SMART”) starting July 1, 2019. Mr. Ernesto R. Alberto, Executive Vice President and PLDT and SMART’s CRO will step down from his post effective June 30, 2019. He is availing of optional retirement and will pursue other opportunities within the First Pacific Group.

 

Mr. Panlilio joined Meralco in 2010 after serving as President and CEO of PLDT Global Corporation from June 2004. Prior thereto, he was a senior officer at PLDT and was the Corporate Business Group Head from 1999 until 2003 when he assumed the position of International and Carrier Business Group Head.

 

Mr. Panlilio is the Chairman/Vice Chairman or a director of several subsidiaries/affiliates of Meralco, an independent director of Cemex Holdings Philippines, Inc., and a trustee of several foundations. He is also the President of the Samahang Basketbol ng Pilipinas, Inc. and MVP Sports Foundation and the Treasurer of the National Golf Association of the Philippines. He is a recipient of multiple local and international awards for customer management and business communication excellence. He obtained his Bachelor of Science Degree in Business Administration (Computer Information Systems) from California State University – San Francisco State University, and Master in Business Administration from J. L. Kellogg School of Management of Northwestern University/The Hong Kong University of Science and Technology.

 

3.

The Board declared the following cash dividends out of the audited unrestricted retained earnings of the Company as at December 31, 2018, which are sufficient to cover the total amount of dividends declared:

 

 

a.

Php12,420,000.00 on all of the outstanding shares of the Company’s Series IV Cumulative Non-Convertible Redeemable Preferred Stock, for the quarter ending June 15, 2019, payable on June 15, 2019 to the holder of record on May 24, 2019, and

 

 

b.

Php1.00 per outstanding share of the Company’s Series JJ 10% Cumulative Convertible Preferred Stock, for the annual period ending May 31, 2019, payable on June 28, 2019 to the holder of record on May 31, 2019.

 

Pursuant to the requirements of the Securities Regulation Code, the Company has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

PLDT Inc.

 

/s/Ma. Lourdes C. Rausa-Chan

MA. LOURDES C. RAUSA-CHAN

Corporate Secretary

Page 5 of 5

 

 

 

 

 

 

 

Signatures

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

 

 

 

PLDT Inc.

 

 

 

By

:

/s/ Ma. Lourdes C. Rausa-Chan

Name

:

Ma. Lourdes C. Rausa-Chan

Title

:

Corporate Secretary

 

 

 

 

 

Date:  May 9, 2019