DECLARATION of AUTHENTICITY Securities and Exchange Commission Secretariat Building, PICC Complex Roxas Boulevard, Pasay City EE
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DECLARATION OF AUTHENTICITY Securities and Exchange Commission Secretariat Building, PICC Complex Roxas Boulevard, Pasay City I, Raymundo H. Marras, Jr., designated as Vice President, Financial Controller of EEI Corporation, with contact number (63-2) 8-8801884 and office address at 12 Manggahan St. Brgy. Bagumbayan, Quezon City, Philippines do hereby certify the authenticity of the attached SEC 17-A Annual Reports including attached consolidated financial statements for the years ended December 31, 2020, 2019 and 2018. We declare our commitment to submit physical versions of the exact same submitted documents to Securities and Exchange Commission once the state of public health emergency is lifted. Raymundo H. Marras, Jr. Vice President, Financial Controller C O V E R S H E E T for AUDITED FINANCIAL STATEMENTS SEC Registration Number P W - 9 3 7 C O M P A N Y N A M E E E I C O R P O R A T I O N A N D S U B S I D I A R I E S PRINCIPAL OFFICE ( No. / Street / Barangay / City / Town / Province ) N o . 1 2 M a n g g a h a n S t r e e t , B a g u m b a y a n , Q u e z o n C i t y Form Type Department requiring the report Secondary License Type, If Applicable 1 7 - A C R M D N / A C O M P A N Y I N F O R M A T I O N Company’s Email Address Company’s Telephone Number Mobile Number [email protected] 8-334-2677 N/A No. of Stockholders Annual Meeting (Month / Day) Fiscal Year (Month / Day) Every Third 3,119 December 31 Friday of June CONTACT PERSON INFORMATION The designated contact person MUST be an Officer of the Corporation Name of Contact Person Email Address Telephone Number/s Mobile Number Atty. George T. Hipolito [email protected] 8-334-2677 N/A CONTACT PERSON’s ADDRESS No. 12 Manggahan Street, Bagumbayan, Quezon City, Metro Manila, Philippines NOTE 1 : In case of death, resignation or cessation of office of the officer designated as contact person, such incident shall be reported to the Commission within thirty (30) calendar days from the occurrence thereof with information and complete contact details of the new contact person designated. 2 : All Boxes must be properly and completely filled-up. Failure to do so shall cause the delay in updating the corporation’s records with the Commission and/or non-receipt of Notice of Deficiencies. Further, non-receipt of Notice of Deficiencies shall not excuse the corporation from liability for its deficiencies. 1 SECURITIES AND EXCHANGE COMMISSION AMENDED SEC FORM 17-A ANNUAL REPORT PURSUANT TO SECTION 11 OF THE REVISED SECURITIES ACT AND SECTION 141 OF THE CORPORATION CODE OF THE PHILIPPINES 1. For the calendar year ended December 31, 2020 2. SEC Identification Number 937 3. BIR Tax Identification No. 000-391-438-000 4. Exact name of registrant as specified in its charter: EEI Corporation 5. Philippines Province, Country or other jurisdiction of incorporation or organization 6. ___________(SEC Use Only) Industry Classification Code: 7. No. 12 Manggahan Street, Bagumbayan, Quezon City 1110 Address of principal office Postal Code 8. (632) 8334-2677 Registrant’s telephone number, including area code 9. Not applicable Former address, changed since last report 10. Securities registered pursuant to Section 4 and 8 of the RSA Number of Shares of Common Stock Title of Each Class Outstanding and Amount of Debt Outstanding Preferred shares-P1 par value Common Shares-P1 par value No. of Shares Amount Authorized 2,000,000,000 2,000,000,000 Issued and Outstanding 1,036,281,485 1,036,281,485 11. Are any or all of these securities listed on the Philippine Stock Exchange? Yes [X] No [ ] 2 EEI CORPORATION Supplementary Schedules Required By the Securities and Exchange Commission As of and for the Year Ended December 31, 2019 TABLE OF CONTENTS Page No. PART I - BUSINESS AND GENERAL INFORMATION Item 1 Business and General Information 3 Item 2 Properties 16 Item 3 Legal Proceedings 17 Item 4 Submission of Matters to a Vote of Security Holders 31 PART II - OPERATIONAL AND FINANCIAL INFORMATION Item 5 Market Price of and Dividends on Registrant’s Common Equity and Related Stockholders’ Matters 32 Item 6 Management’s Discussion and Analysis or Plan of Operations 33 Item 7 Financial Statements 51 Item 8 Changes in and Disagreements With Accountants 68 and Financial Disclosure PART III - CONTROL AND COMPENSATION INFORMATION Item 9 Directors and Executive Officers of the Registrant 69 Item 10 Executive Compensation 76 Item 11 Security Ownership of Certain Beneficial Owners and Management 77 Item 12 Certain Relationships and Related Transactions 79 PAR 1V - CORPORATE GOVERNANCE Item 13 Corporate Governance 82 PART V - EXHIBITS AND SCHEDULES Item 14 Exhibits and Reports on SEC Form 17-C 83 SIGNATURES INDEX TO CONSOLIDATED FINANCIAL STATEMENTS, ANALYTICAL REVIEW AND SUPPLEMENTARY SCHEDULES INDEX TO EXHIBITS 3 PART I – BUSINESS AND GENERAL INFORMATION ITEM 1. BUSINESS AND GENERAL INFORMATION EEI Corporation (EEI or the Company) was founded in 1931 as machinery and mills supply house for the mining industry. Over the past 88 years, aside from broadening the range of industrial machinery and systems it distributes, the Company also expanded into construction services, and in the supply of manpower in the Philippines and overseas. Today, EEI is one of the country’s leading construction companies, with a reputable track record in general contracting and specialty works. It is a member of the Yuchengco Group of Companies (YGC), one of the country’s most diversified conglomerates with interests in banking, education, financial services, property development, and renewable energy. Through its long years of working and collaborating with global contractors, EEI has achieved World class caliber project management and execution expertise with the use of better technologies in all disciplines of the construction industry. It has been involved in the installation, construction, and erection of power generating facilities; oil refineries; chemical production plants; cement plants; food and beverage manufacturing facilities; semiconductor assembly plants; roads, bridges, railroads, ports, airports, elevated expressways, metro rail transit system and other infrastructure; high rise residential and office towers, and hotel buildings. The Company also operates one of the country’s modern steel fabrication plants. Driven by a commitment to Philippine development and to have greater presence in the economy, EEI continues to expand its core business to a wide array of construction competencies. The Company has also been engaged in doing construction projects overseas for more than forty years. 4 a.) The Company’s Subsidiaries Percentage of Company Ownership Nature of Business EEI Limited and Subsidiaries 100% Engages in labor supply and project management and supervision services. (formerly EEI BVI Limited) Holds interest in joint-venture companies outside the Philippines. Formed under BVI laws on September 25, 1996. Re- registered in the British Virgin Islands under the BVI Business Companies Act 2044 on January 1, 2007. EEI Construction and Marine, Inc. (ECMI) 100% Offers construction and repair of VCR Storage Tanks, Tank Cleaning & Degassing, Tank Relocation and Dismantling, Construction of Gas Service Stations, Fabrication of aboveground and underground steel tanks, Piping, Structural and Civil Works. Incorporated on November 11, 1983, with SEC Registration No. 117378. EEI Power Corporation (EPC) 100% Owns investments in Renewable Energy power projects. It also offers power-related products and solutions and looking at various energy storage solutions and technologies. Incorporated on August 10, 1993, with SEC Registration No. ASO95-006133. EEI Realty Corporation (ERC) 100% Develops and sells housing developments. The company also manages the different real estate properties of the group. The company is currently working on various housing solutions. Incorporated on May 15, 1995, with SEC Registration No. ASO95-004658. Equipment Engineers, Inc. (EE) 100% EEI's main trading company. EE has expansive product lines covering industrial equipment and systems to serve varied groups in the construction space: heavy industries, oil and petroleum companies, manufacturing enterprises and other construction firms. Incorporated on January 05, 1972, with SEC Registration No. 46252. Gulf Asia International Corporation and 100% Provides manpower, professional and skilled workers alike, to international Subsidiaries contractors and companies. GAIC is a Private Recruitment Agency duly licensed by the POEA to recruit, process and deploy Filipino workers for (GAIC) overseas land-based jobs. Incorporated on March 08, 1984 with SEC Registration No. 119508. EEI Corporation (Guam), Inc. 100% Organized to engage in construction, construction service, trading of construction materials and equipment, maintenance and operations of industrial facilities, and construction equipment rental, repair and maintenance. Incorporated on August 25, 2009 under the laws of Guam. Has not started commercial operations since incorporation. EEI Subic Corporation 100% Organized to engage in general contracting and specialty construction services, fabrication and production of equipment systems for building, property development and infrastructure sectors. Incorporated on September 14, 2009 with SEC Registration No. CS200914058. Has not started commercial operations since incorporation. Bagumbayan Equipment & Industrial Plant, Inc. 100% Organized to engage in consultancy and management services. Incorporated (BEIPI) on October 08, 2001 with SEC Registration No. AS091-196568. Has not started commercial operations since its incorporation. Philrock Construction and Services, Inc. (PCSI) 100% Engages in providing manpower services. Incorporated on July 04, 2001 with SEC Registration No. A2001-09600. Has suspended regular business operations since 2010. Philmark, Inc. 100% Engages in general construction and sale of supplies and materials. Incorporated on March 27, 1996 with SEC Registration No. 30009. Has suspended business operations beginning year 2011. On July 21, 2014 the Board of Directors and shareholders approved the closure and dissolution of the Company.