Articles of Incorporation

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ARTICLES OF INCORPORATION

OF

ALPHA ACOUSTICS & AUDIO VISUALS PHILS., INC.

KNOW ALL MEN BY THESE PRESENTS:

THAT WE, all of legal ages, majority of whom are residents of the
Philippines on this date have voluntarily associated ourselves together for
the purpose of forming a corporation under the laws of the Philippines;

AND WE HEREBY CERTIFY: THAT --

FIRST: The name of the corporation shall be:

ALPHA ACOUSTICS & AUDIO VISUALS PHILS., INC.

SECOND: The purposes for which said corporation is formed and


organized are as follows:

PRIMARY PURPOSES

1. To provide international-quality acoustic and audio-visual


consultancy services.

2. To provide an optimum combination of effective acoustical


and audio-visual solutions with highly pleasing aesthetic and
high technology designs in the process of treating sound &
noise sensitive environment to:

a. Enhance the acoustical & audio-visual environment


of rooms;
b. Minimize the exposure of the general public to
excessive noise pollution; and
c. Improve the auditory sound perception using the
most advanced methods of active & passive sound
treatment methods and equipment.

pg. 1
3. To provide effective, economical and aesthetically pleasing
customer-focused solutions to the acoustical and audio-visual
needs of customers using quality products and customer-
oriented services.

SECONDARY PURPOSES

AND IN FURTHERANCE OF ANY OF THE AFORESAID PURPOSES,


the Corporation shall have the following incidental powers:

a. To purchase, acquire, own, lease, sell and convey, within the


limits allowed by law, any and all real and/or personal properties
of every kind and description, whether tangible or intangible,
which the Corporation may deem necessary or appropriate or
incidental to the conduct of the corporate business and to pay in
cash, shares in its capital stocks, debentures and other
evidences of indebtedness, or other securities as may be deemed
expedient, for any business or property acquired by the
corporation;

b. To borrow and raise money necessary to meet the financial


requirements of its business by the issuance of bonds,
promissory notes and other evidence of indebtedness, and to
secure the repayment thereof by mortgage, pledge, deed of trust
or lien 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;

c. To invest and deal with the funds and properties of the


corporation in such a manner as may from time to time be
considered wise and expedient for the advancement of its interest
and to sell, dispose of or transfer business properties and
goodwill of the corporation or any part thereof for sufficient
consideration and under such terms as it shall see fit to accept;

d. To aid in any manner any corporation, association, or trust


estate, domestic or foreign, or any firm or individual, and shares
of stock in which any bonds, debentures, notes, securities,
evidences of indebtedness, contracts or obligations which are
held by or for the corporation, directly or indirectly or through
other corporations or otherwise;

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e. To enter into any lawful arrangement for sharing profits or union
of interest, unitization or farm-out agreement, reciprocal
concession, or cooperation, with any corporation, association,
partnership, syndicate, entity, person or governmental,
municipal or public authority, domestic 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;

f. To acquire or obtain from any government or authority, national,


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

g. To establish and operate one or more offices or agencies and to


carry on any or all of its operations and business without any
restrictions, as to place or amount including the right to hold,
purchase or otherwise acquire, lease, mortgage, pledge, and
convey or otherwise deal in and with real and personal property
anywhere within the Philippines; and

h. To engage in other activities which are reasonably necessary or


essential or incidental to carry out the purposes for which it is
organized.

THIRD: The principal office of the corporation is located at #6 Ilang-


ilang Road, Pilar Village, Las Piñas City, Philippines.

FOURTH: The term for which this corporation is to exist is FIFTY


(50) YEARS, from and after the date of incorporation.

FIFTH: The names, nationalities, and the residences of the


incorporators of the said corporation are as follows:

Name Nationality Residence


Michael Wee Liang EE Singaporea No. 26 Sin Ming Lane #04-113
n Midview City, Singapore
573971
Tan Tai Wee Gary Singaporea No. 26 Sin Ming Lane #04-113
n Midview City, Singapore
573971
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Jaymee Vicencio Castillo Filipino B17 L14 Tulip Street, Camella
Homes, Alabang 1, Muntinlupa
City
Floresita Vicencio Castillo Filipino # Ilang-ilang Road, Pilar
Village, Las Piñas City
Mary Ada Faeldog Filipino 2880 Road 2 Barretto
Subdivision, Pandacan, Manila

SIXTH: That the number of directors of the said corporation shall be


five (5) and that the names, 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


Michael Wee Liang EE Singaporea No. 26 Sin Ming Lane #04-113
n Midview City, Singapore
573971
Tan Tai Wee Gary Singaporea No. 26 Sin Ming Lane #04-113
n Midview City, Singapore
573971
Jaymee Vicencio Castillo Filipino B17 L14 Tulip Street, Camella
Homes Alabang 1, Muntinlupa
City
Floresita Vicencio Castillo Filipino # Ilang-ilang Road, Pilar
Village, Las Piñas City
Mary Ada Faeldog Filipino 2880 Road 2 Barretto
Subdivision, Pandacan, Manila

SEVENTH: That the authorized capital stock of the said corporation


is PHILIPPINE PESOS: TWO MILLION (Php2,000,000.00), and said capital
stock is divided into TWENTY THOUSAND (20,000) COMMON SHARES
with the par value of PHILIPPINE PESOS: ONE HUNDRED (Php100.00)
per share.

EIGHTH: The amount of said capital stock which has actually been
subscribed is PHILIPPINE PESOS: FIVE HUNDRED THOUSAND
(Php500,000.00), and the following persons have subscribed for the
number of shares and the amount of capital stock indicated opposite their
respective names:

Name Nationality No. of Amount

pg. 4
Shares Subscribed
Subscribed (Php)
Alpha Acoustics Engineering Singaporean 1,998 199,800.00
Pte Ltd.
Michael Wee Liang EE Singaporean 1 100.00
Tan Tai Wee Gary Singaporean 1 100.00

Jaymee Vicencio Castillo Filipino 2,998 299,800.00


Floresita Vicencio Castillo Filipino 1 100.00
Mary Ada Faeldog Filipino 1 100.00

TOTAL 5,000 500,000.00

NINTH: The following persons have paid on the shares of capital


stock for which they have subscribed, the amount set out after respective
names:

Name No. of Amount Amount Paid


Shares Subscribed (Php)
Subscribed (Php)
Alpha Acoustics 1,998 199,800.00 49,800.00
Engineering Pte Ltd.
Michael Wee Liang EE 1 100.00 100.00
Tan Tai Wee Gary 1 100.00 100.00
Jaymee Vicencio Castillo 2,998 299,800.00 74,800.00
Floresita Vicencio Castillo 1 100.00 100.00
Mary Ada Faeldog 1 100.00 100.00
TOTAL 5,000 500,000.00 125,000.00

TENTH: JAYMEE VICENCIO CASTILLO 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, she has been authorized to receive for the
corporation and in its name all subscriptions paid in by said subscribers.

IN WITNESS WHEREOF, we have hereunto set our hands this __


day of August 2016 at ________________, Metro Manila, Philippines.

______________________________ ________________________________

pg. 5
MICHAEL WEE LIANG EE TAN TAI WEE GARY
TIN: ______________ TIN: _________________

______________________________ ________________________________
JAYMEE VICENCIO CASTILLO FLORESITA VICENCIO CASTILLO
TIN: 306-078-099-000 TIN: __________________

_______________________
MARY ADA FAELDOG
TIN: 252-606-671-000

SIGNED IN THE PRESENCE OF:

ACKNOWLEDGMENT

pg. 6
Republic of the Philippines)
_____________________ ) s.s.

BEFORE ME, a Notary Public for and in the City of ____________,


appeared the following:

Name TIN/PASSPORT DATE/PLACE


NO. OF
ISSUE/DATE
OF EXPIRY
Michael Wee Liang EE
Tan Tai Wee Gary

Jaymee Vicencio Castillo


Floresita Vicencio Castillo
Mary Ada Faeldog

-- known to me to be the same persons who executed the foregoing


instrument and they acknowledged to me that the same is their own free
act and deed.

This instrument refers to the Articles of Incorporation of Alpha


Acoustics & Audio Visuals Phils., Inc. and consists of Seven (7) pages
including this page of acknowledgement, and impressed with my notarial
seal.

WITNESS MY HAND AND SEAL this __ day of August 2016 at


______________________, Philippines.

Doc. No. ___; NOTARY PUBLIC


Page No. ___;
Book No. ___;
Series of 2016.

pg. 7

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