SEC OPC Requirements

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COMPANY REGISTRATION AND MONITORING DEPARTMENT ‘CHECKLIST OF REQUIREMENTS Conversion from ORDINARY STOCK CORPORATION (OSC) TO ONE PERSON CORPORATION/OPC) pea E REQUIREMENTS Campane “Ramaris (Frequent rit comlied with or sujet of coreeion) 1 Cover Sheat 2. Applicaion for Convertor ofan Orainany | Shock Gorporation toa One Person Corporation in the form preserbed by the (Commission ‘Signed by the single stockholder who | has acquired” atthe outstanding shares of the capita stock of an ‘erdinary corporation: Bo Shred by — the — Corporation's | —C Corporate Secreta 3Oiginal or Cerifed True Copy of the ocuments effecting the transfers of fll titelownership f shares: 3. Deeds of Assignmant-oF any Tega] —C ‘ocument transferring the shares to the ‘single slocknolaer and. i ‘pplcabl, Certified True Copy af Prato | ‘Authorty to act on bohai of the Inusteetesta _ Caiticate Authoring RegivaionTax | Clearance from the ‘5 Notarized Sectetay’s Certifeate of No Ina corporate Dispute ._Aricles of Incorporation of an OPC (with sample format the SEC Website) 3. Must be duly prepared, signed and | ——C acknowledged or authenteated by the shgle stockholder and by the L corporation's Treasurer B Provsionfaride — indeatig he | namele and addreseies ofthe oiginal Incorporstris of ne OS L © Provsion/arices on the number of rectors, teir payment details were ‘modifi io reflect the name, address, subscription and payment detais of {Mo ‘single stockholder tn the form prescribed by the Commission @Othor detale paricular to on OPC | Indcatad in MC No. 07, Series of 2016, © Must contain the olowng a8 @ naw |G Arce in the Atlee of Incorporation ofthe One Person Coxporation “Upon issuance by the Securities and Exchange Commission ofthe Certificate of Filing of Amended Articles of Incorporation, effecting ts conversion ‘nto One. Perzan ‘Corporation, the ‘attached Articles of Incorporation of the Ordinary ‘Stock Corporation shall be deemed ‘superseded " 7A apy of the laest Ariclas of | —C Incorporation ‘ofthe Ordinary Stock Corporation (OSC) ‘ELetorofaccoptance of appointment by c ‘Nominee and Atemate Nominee ‘8. Salhappomied Treasurers Bond, Wa applicable 10. Name Reservation Ti. Wonton Cearance fom oer ravant | Department ofthe SEC or om the Compliance Monitoring Dion (CMD) of Company Registration and Mortoing |_Depariment (CRMO) Jo} = a! ‘Note ils Chee ma be abe a Form ar of apc Wasa TE Endarsomiont Searance fom appropiate WA Government agencies, applicable 73 Undariakng fo Change Corporate Name |W uy executed underoath by the single ‘Stockholder ofthe sole remaining drctor, Inet yet inci in he Articles of Incorgoration Ta_Underaking to Assume Al Labities of he 668, duty executes under oath by the single ‘stockholder ofthe ORC, not yet included in the Aricles of incorporation. ‘C-Compllant—NC- Not compliant NA Not Appieable ‘Nove Tis Chet ma be abd orm par of he aplion docu COMPANY REGISTRATION AND MONITORING DEPARTMENT ‘CHECKLIST OF REQUIREMENTS RSON CO (OPC) TO ‘STOCK CORPORAT PHILIPPINES FLYWAY CONIMUNICATION SERVICES INC, (Formerly: PHILIPPINES FLYWAY COMMUNICATION SERVICES OPC MENTS ant Renae iB C0 WIT BF BUR BCT oF CITE ] 1 Caver Sheet T | 2. Notice of Conversion of a Ona Parson | ~ Corporation into’ an Orsnary "Stock orzraton ‘Signed by the Roler of shares of he ‘oustanding caytal stock: BCountersigned. by the —Camparate Secretary In the form prescribed by the Commission ‘© Fld withthe Commawionwatin sty | —C (60) day fom such transfer of shares in accordance to Sessions & to 10 of ‘SECMC No. 27, Series of 2020 3. Orginal or Ceriied True Cony of the | 1 documents effecting the transfers of fal ttelownership of shares: ‘a. Subscription convaels,— deeds at | assignment, or any legal document Goctaring the legal hoe ofthe single Stockholders, %Caiiicate Authoring Regiskaton Tax Gearance fom the BIR '_Acles of incorporation and Bylaws of an (OSC fled in accordance with te requirements provided under Section 14 ofthe RCC, which Sha comp wih ardor contan te flewing "| Duly prepared, signed and) ‘cknowedged or utherticated by the stockholders who voted for their adoption, and by the corporation's treasurer Bo Must cleat sate tat agnataree |G. voluntary agieed to convert OPC. to (O8C in the following manner. “KNOW ALL MEN BY THESE PRESENTS: ‘The undersigned stockholders, of legal age, voluntary agrood to convert @ one. person Corporation” (OPC) to” Ordinary Stock Corporation (OSC) under the laws of the Republic of the Philippines “and certly the follwing. Provslon/arile —tadkeatng the | —C ame/s and address of the original Incorporatr of the OPC. Provsonsfarices — refecing te | numberof decors, thelenames and addresses, as voll a their Ssubscipton and payment” details, ‘and Other detais paricular to an OSC} —C shall ‘hewise be indicated in ‘accordance wth the provisions ofthe RCC. and" guidetnes that the Commission has issued and/or may eteafer issue The folowing shal owes be added | —C as a new Arie in the Arties of incoporaion of the Ordinary Stock Coxpeation (OSC) “Upon issuance by the Securities and Exchange Commission of the Certificate of Filing of Amended Articles of Incorporation and of By-laws of this ‘corporation, reflecting iis conversion lito an’ Ordinary Stock Corporation (0SC)," the attached Artclos of Incorporation ‘of the One Person Corporation (OPC) shall be deemed _supersedod.” ‘Nowe hs CheM mst Be be Yarm part ote pcan document 18, A copy ofthe latest Arles of incorporation | of the OPC etal be stached tothe Aric of Incorporation of the Ordinary Stock Corporation (08) c 7. Nama Reservation 3, Monarng Grarance Yor afer relevant partment ofthe SEC or fom the CMD of the (CRMO. whichever is apsicabe: 8, Endorsement clearance from appropriate (government agencies, applicable, WR 70. Undertaking to Change Corporate Name duly excouted under doth by the auhorzod representaive or drecter ofthe OSC, it not yet inched in the Arties of Incorporation, we Ti. Underiatng to Assume Al Lisbifes ofthe (Ose Person Corporation (OPC), duly executed under th by sl the stockholders of tho ‘Ordinary Stock Corporation (OSC), not yet Inckided in the Arles of Incorporation We ‘Compliant NC Not compliant Mare Mt Velasquez ‘Socutes Spcisits I-CPRD Reviued by ‘ty. Eunee Dalsay Salazar ‘Offene-n-Charge Corporate and Partenrship Registration Dison 'NA- Not Applicable ‘ater Tals Chee a Be abe Jorma the application doses

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