General Announcement::BPI Board Approval of Calling a Special Stockholders Meeting & 2H22 Cash Dividend Declaration

Issuer & Securities

Issuer/ Manager
BANK OF THE PHILIPPINE ISLANDS
Securities
BANKOFPHILIS US$600M4.25%N2309 - XS1841618421 - FNDB
Stapled Security
No

Announcement Details

Announcement Title
General Announcement
Date &Time of Broadcast
17-Nov-2022 17:43:51
Status
New
Announcement Sub Title
BPI Board Approval of Calling a Special Stockholders Meeting & 2H22 Cash Dividend Declaration
Announcement Reference
SG221117OTHRIT6N
Submitted By (Co./ Ind. Name)
Maria Ramona O. Ang
Designation
Investor Relations Officer
Description (Please provide a detailed description of the event in the box below)
Please be advised that:
1. During its regular meeting held on 16 November 2022, the Board of Directors of Bank of the Philippine Islands ( BPI ) approved the following resolutions:
Calling of a Special Stockholders Meeting to be held on 17 January 2023, 9:00 AM for purposes of securing the required shareholders' approval for the following transactions:

a. Execution of the Plan of Merger and Articles of Merger for purposes of the proposed merger between BPI and Robinsons Bank Corporation ( RBC ), with BPI as the surviving bank;
b. Amendment of Article SEVENTH of BPI s Articles of Incorporation to:
i. increase BPI s authorized capital stock by Four Billion Pesos (P4,000,000,000.00);
ii. combine the allocation of authorized common shares for Executive Stock Option Plan and Stock Purchase Plan into a 3% allocation for all employee stock incentive plans; and
iii. deny the pre-emptive rights over the Four Hundred Six Million One Hundred Seventy-Nine Thousand Two Hundred Seventy-Six (406,179,276) treasury shares which shall be disposed of by BPI in accordance with Republic Act No. 8791, otherwise known as the General Banking Law of 2000.
The Record Date shall be 01 December 2022, while deadline for submission of proxy forms shall be on 06 January 2023.
2. At the same meeting, the Board approved the declaration of cash dividend of One Peso and Six Centavos (PHP1.06) per share, for the second semester of the year 2022, on the total outstanding common shares of the capital stock of BPI. Record date is 01 December 2022 and payment date is on 23 December 2022.
The ff. regulators have been duly informed of the same:
1. Philippine Stock Exchange (PSE)
https://edge.pse.com.ph/openDiscViewer.do?edge_no=7a3ffa156be578033470cea4b051ca8f
2. Philippine Dealing and Exchange Corporation (PDEx)

Attachments

SEC Form 17C - Results of Regular Board Meeting 11162022.pdf
Total size =1196K