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ARTICLES OF INCORPORATION

OF

E-Shop Lending Solutions Inc.

KNOW ALL MEN BY THESE PRESENTS:

We, the Undersigned, all of legal age, majority of whom are residents of the Republic of the
Philippines, have this day, voluntarily associated ourselves together for the purpose of forming a stock
corporation under and virtue of the laws of the Republic of the Philippines.

THAT WE HEREBY CERTIFY:

FIRST: That the name of the said corporation shall be:


E-Shop Lending Solutions Inc.
SECOND: That the purpose for which said Corporation is formed are:

PRIMARY PURPOSE

The primary purpose of this corporation is to engage in the business of money lending
without however engaging in pawn broking under Presidential Decree No. 114 and financing under
Republic Act no. 8556, provided that the borrowings shall be sourced from not more than nineteen (19)
lenders including shareholders. Provided, however that there shall be continued compliance and
observance by the corporation of the SEC Memorandum Circulars on 1) Prohibition on Unfair Debt
Collections Practices of Financing Companies (FC) and Lending Companies (LC) and 2) Disclosure
Requirements on Advertisements of Financing Companies and Lending Companies and Reporting of
Online Lending platforms (MC Nos. 18 and 19, Series of 2019, respectively)

SECONDARY PURPOSE

1. To engage in online lending activities, internet information technology, and consulting


business related or incidental to money lending business and insofar as may be allowed or
permitted under existing laws:

2. To borrow of raised money from not more than 19 lenders including its stockholders necessary
to meet the financial requirements of its business by issuance of bonds, promissory notes and
other evidences of indebtedness, and to secure the repayment thereof by mortgage, pledge,
deed of trust or lien upon the properties of the corporations 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 prosecutions of its lawful business;

3. To invest and deal with the money and properties of the corporations 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 of any part thereof
for such consideration and under the terms as it shall see fit to accept.
4. To enter into any lawful arrangement by sharing profits, union of interest, utilization or farm
out agreement, reciprocal concessions, or cooperation, with any Corporation, association,
partnership, syndicate, entity, person or governmental, municipal or public authority,
domestics or foreign, in the carrying on of any business or transaction deemed necessary,
convenient or incidental to carrying out any of the purposes of this corporation;

5. To conduct and transact any all lawful activities, and to do or cause to be done any one or
more also acts and things herein set forth as its purposes, within and without the Philippines,
and any all foreign countries, and to do anything necessary, desirable or incidental to the
accomplishment of the purposes or the exercise of any one or more of the powers herein
enumerated, or which shall at any time appear conductive to or expedient for the protection
or benefit of this corporation;

6. To guarantee, for and in behalf of the corporation obligations of other corporations or


entities in which it has lawful interest;

7. That the corporation shall have all the 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 or
located at Unit 1404 AIC Burgundy Empire Tower, Sapphire corner Garnet road ADB Ave,
Ortigas Pasig City, Philippines.

FOURTH: That the term for which said corporation is to exist fifty (50) years from and the date
of incorporation.

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

Name Nationality Residence/Postal Address

RONALD SALAZAR FILIPINO

DIRECTOR 1

DIRECTOR 2

DIRECTOR 3

TREASURER
SIXTH: That the number of directors of said corporation shall be FIVE (5) and that the name,
nationalities and residences of the directors who are to serve until their successors are elected and
qualified as provided by the by-laws are as follows:

Name Nationality Residence/Postal Address

RONALD SALAZAR FILIPINO

DIRECTOR 1

DIRECTOR 2

DIRECTOR 3

TREASURER

SEVENTH: That the authorized capital stock of said corporation is TEN MILLION FOUR
HUNDRED THOUSAND PESOS (Php 10,400.00) Philippine Currency, and said capital stock is
divided into ONE HUNDRED FOUR THOUSANDS SHARES (104,000 shares) with the par value
of ONE HUNDRED PESOS ONLY (Php 100.00).

EIGHT: 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 Amount


Subscribed Subscribed

RONALD SALAZAR FILIPINO 100,999 P 10,099,900.00

DIRECTOR 1 1,000 100,000.00

DIRECTOR 2 1,000 100,000.00

DIRECTOR 3 1,000 100,000.00

TREASURER 1 100.00

104,000 P 10,400,000.00
NINTH: 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 corporation and this restriction shall be
indicated in the stocks certificates issued by the corporations.

TENTH: That the following persons have paid on the shares of capital stock for which
they have subscribe, the amount set out after respective names:

Name Amount Paid

RONALD SALAZAR P 10,099,900.00

DIRECTOR 1 100,000.00

DIRECTOR 2 100,000.00

DIRECTOR 3 100,000.00

TREASURER 100.00

P 10,400,000.00

ELEVENTH: That TREASURER NAME has been elected by the subscribers as Treasurer of
E-Shop Lending Solutions Inc. to act as such until his successor id duly elected and have qualified in
accordance with by-laws; and that, as such Treasure, he has been authorized to receive for the corporation,
and to issue in its name receipts for, all subscriptions paid in by the subscribers.

IN WITNESS WHEREOF, we have hereunto set our hands, this ______ day of ___________________,
2020 at _______________, Philippines.

RONALD SALAZAR DIRECTOR 2


TIN ID: TIN ID NO TIN ID:TIN ID NO

DIRECTOR 2 DIRECTOR 2
TIN ID:TIN ID NO TIN ID:TIN ID NO

TREASURER
TIN ID:TIN ID NO

Signed in the presence of:

___________________________ ______________________________
ACKNOWLEDGEMENT

Republic of the Philippines )


) S.S

BEFORE ME, a Notary public in and for, Philippines, this ____ day of _____________, 2020
personally appeared:

Name Tax Identification Number

RONALD SALAZAR

DIRECTOR 1

DIRECTOR 2

DIRECTOR 3

TREASURER

all known to me and to me known to be the same persons who executed for foregoing Articles of
Incorporation and they acknowledged to me that the same is their

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my notarial seal on
the date and at the place first above written.

Doc. No. __________;


Page No. __________;
Book No. _________ ;
Series of 2020.

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