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ARTICLES OF INCORPORATION

OF
______________________
(Name of Corporation)

KNOW ALL MEN BY THESE PRESENTS:

The undersigned incorporators, all of legal age and a 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 “_______________, INC. or


CORPORATION”;

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


incorporated are:

PRIMARY

(1) To acquire by purchase, lease, donation or otherwise, and to own, use,


improve, develop, subdivide, sell, mortgage, exchange, lease, develop and hold for
investment or otherwise deal in real estate of all kinds, nature and purpose and/or any
interest or right therein, whether improved or not, manage, deal in or otherwise dispose
of buildings, houses, apartments and other structures and immovables of whatever kind,
together with their appurtenances under such terms and conditions as may be permitted
by law.

SECONDARY

(2) To deal, engage and transact, directly or indirectly, in all forms of business
and mercantile acts and transactions concerning all kinds of real or personal property,
goods, wares, chattels, choses in action, tangible and intangible properties, technical
and industrial equipment, personal and real rights, commercial papers, evidences of
indebtedness, or other forms of obligations, services and all other things including future
ones, as may be reasonably necessary to enable the Corporation to carry out its
business and which are not excluded from the commerce of man or which are not
contrary to law or good morals;

(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 and to sell, dispose of or transfer the business, properties
and goodwill of the corporation or any part thereof for such consideration and under
such terms as it shall see fit to accept;
(4) To borrow or raise money necessary to meet the financial requirements of
its business by the issuance of bonds, promissory notes and other evidences of
indebtedness, and to secure the repayment thereof by mortgage, pledge, deed of trust
or sale upon the properties of the corporation or to issue pursuant to law shares of its
capital stock, debentures and other evidences of indebtedness in payment for
properties acquired by the corporation or for money borrowed in the prosecution of its
lawful business;

(5) To enter into any lawful arrangement for sharing profits, union of interest,
reciprocal concession or cooperation, including joint venture arrangements, with any
corporation, association, partnership, syndicate, entity, person or governmental, municipal or
public authority, domestic or foreign, in carrying of any business or transaction deemed
necessary, convenient or incidental to carrying out any of the purposes of the Corporation;

(6) To acquire or obtain from any government or authority, national,


provincial, municipal or otherwise, or any corporation, partnership or person, such
charter, contracts, franchise, privileges, exemption, licenses and concessions as may
be conducive to any of the objectives of the Corporation;

(7) To do all such other things and acts as are necessary or impliedly
included, incidental or conducive to the attainment of the above objects or any of them,
or which may be conveniently carried on or done in connection therewith, or which may
directly or indirectly enhance the value of or render profitable any business of the
Corporation; provided always that, nothing shall be done in connection with any of the
above objects of the Corporation which is prohibited by the laws of the Philippines now
or hereafter existing, and provided further that the funds of the Corporation invested for
one purpose shall not be diverted to another purpose except in accordance with the
Corporation Law of the Philippines.

THIRD: That the principal office of the corporation is located in the


City/Municipality of ______________________, Province of
_______________________, Philippines;

FOURTH: That the term for which the said corporation is to exist is
______________ years from and after the date of issuance of the certificate of
incorporation;

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

NAME NATIONALITY RESIDENCE


Jewel Katelyn C. Albañez Filipino Batangas City, Philippines
Francheska Paola G. Austria Filipino Batangas City, Philippines
Carlo Rodney A. Dotig Filipino Batangas City, Philippines
Mikaela Kyte R. Malabanan Filipino Batangas City, Philippines
Kurt Benedict V. Platon Filipino Batangas City, Philippines
SIXTH: That the number of directors or trustees of the corporation shall be
_________________; and the names, nationalities and residences of the first directors
or trustees of the corporation are as follows:

NAME NATIONALITY RESIDENCE


Jewel Katelyn C. Albañez Filipino Batangas City, Philippines
Francheska Paola G. Austria Filipino Batangas City, Philippines
Carlo Rodney A. Dotig Filipino Batangas City, Philippines
Mikaela Kyte R. Malabanan Filipino Batangas City, Philippines
Kurt Benedict V. Platon Filipino Batangas City, Philippines
SEVENTH: That the authorized capital stock of the corporation is
_____________ (P________) PESOS in lawful money of the Philippines, divided into
________ shares with the par value of ____________ (P________) Pesos per share.

(In case all the shares are without par value):

That the capital stock of the corporation is ___________ shares without par
value. (In case some shares have par value and some are without par value): That the
capital stock of said corporation consists of __________ share of which _________
shares are of the par value of (P________) PESOS each, and of which _________
shares are without par value.

EIGHT: That at least twenty-five percent (25%) of the authorized capital stock
above stated has been subscribed as follows:

No. of
Name of Shares Amount
Subscriber Nationality Subscribed Subscribed
__________ __________ __________ __________
__________ __________ __________ __________
__________ __________ __________ __________
__________ __________ __________ __________
__________ __________ __________ __________

NINTH: That the above-named subscribers have paid at least twenty-five percent
(25%) of the total subscription as follows:

Name of Amount Total Paid-In


Subscriber Subscribed
_______________ _______________ _______________
_______________ _______________ _______________
_______________ _______________ _______________
_______________ _______________ _______________
_______________ _______________ _______________
(Modify Nos. 8 and 9 if shares are with no par value. In case the corporation is
non-stock, Nos. 7, 8 and 9 of the above articles may be modified accordingly, and it is
sufficient if the articles state the amount of capital or money contributed or donated by
specified persons, stating the names, nationalities and residences of the contributors or
donors and the respective amount given by each.)

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 (or
fees) or contributions or donations paid or given by the subscribers or members.
ELEVENTH: (Corporations which will engage in any business or activity reserved
for Filipino citizens shall provide the following):

“No transfer of stock or interest which shall 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.”

In witness whereof, we have hereunto signed these Articles of Incorporation, this


_______ day of _____, 20_____, in the City/Municipality of ______________________,
Province of _______________________, Republic of the Philippines.

_______________________ _______________________
_______________________ _______________________
_______________________

(Names and Signatures of the incorporators)


SIGNED IN THE PRESENCE OF:
_______________________
_______________________

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