General Announcement::Results of Special Stockholders' Meeting

Issuer & Securities

Issuer/ Manager
EMPERADOR INC.
Securities
EMPERADOR INC. - PHY2290T1044 - EMI
Stapled Security
No

Announcement Details

Announcement Title
General Announcement
Date &Time of Broadcast
14-Nov-2024 14:03:37
Status
New
Announcement Sub Title
Results of Special Stockholders' Meeting
Announcement Reference
SG241114OTHRV8M1
Submitted By (Co./ Ind. Name)
Anna Michelle T. Llovido
Designation
Corporate Secretary
Effective Date and Time of the event
14/11/2024 14:00:00
Description (Please provide a detailed description of the event in the box below)
Emperador Inc. held its special stockholders meeting today, 14 November 2024, conducted through remote communication. All of the members of the Board of Directors attended the meeting and at least two-thirds (2/3) of the stockholders of record attended or were represented at the said meeting.

The stockholders approved the following matters, as laid out in the agenda:

1. Extension of the validity and effectivity period of the employee stock option plan, as amended, for an additional period of three (3) years or from 15 December 2024 to 14 December 2027, under the existing terms and conditions; and

2. the amendment of the Corporation s By-Laws, particularly, the amendments to Article II, Sections 3 and 4; Article III (Board of Directors), Sections 2, 8 and 14; Article III (Committees) paragraphs A, C, D & E; and Article IV, Sections 1 and 5 of the Amended By-Laws, in order to:
(i) comply with the provisions in the Revised Corporation Code, and other relevant rules and regulations and good corporate governance standards;
(ii) to allow the holding of stockholders meeting fully or partially through teleconferencing, video conferencing or other remote or electronic means of communication, in accordance with the relevant regulations of the Securities and Exchange Commission, and to allow stockholders in the Singapore Exchange to participate in meetings and consistent with prevailing practices by publicly-listed corporations;
(iii) to formalize the sending of notices to be done via electronic and other efficient means;
(iv) to transfer or merge the functions of the former Nomination Committee and Compensation and Remuneration Committee to the Corporate Governance Committee, consistent with the provisions of the Manual on Corporate Governance of the Corporation;
(v) to correct the references to the appropriate committees pursuant to SEC Memorandum Circular 19, series of 2016 or the Code of Corporate Governance for Publicly Listed Companies; and,
(vi) to provide distinction between elected and appointed positions and officers and the institutionalization of the position of the Assistant Corporate Secretary.

Attachments

EMI SEC Form 17C Results of the Special Stockholders Meeting.pdf
Stock Transaction Tax Reminder_updated as of 14Nov2024.pdf
Total size =242K