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Definitive Information Statement 2020

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Definitive Information Statement 2020 COVER SHEET 9 3 2 6 9 - A SEC Registration Number R O B I N S O N S L A N D C O R P O R A T I O N (Company’s Full Name) L E V E L 2 , G A L L E R I A C O R P O R A T E C E N T E R E D S A C O R N E R O R T I G A S A V E N U E , Q U E Z O N C I T Y , M E T R O M A N I L A (Business Address: No. Street City/Town/Province) Atty. Rosalinda F. Rivera 633-7631 to 40 Corporate Secretary (Contact Person) (Company Telephone Number) 1 2 3 1 2 0 - I S Last Wednesday of May Month Day (Form Type) Month Day (Fiscal Year) (Annual Meeting) Definitive Information Statement Issuer of Securities under SEC-BED Order No.125,Series of 1989; SEC-BED Order No.435, Series of 1989; SEC-BED Order No.523,Series of 1993; SEC-BED Order No.524 Series of 1993;SEC-BED Order No. 572, Series of 1995; SEC-BED Order No. 057, Series of 1997; SEC-CFD Order No. 128, Series of 2006; SEC-MSRD Order No 71, Series of 2015 (Secondary License Type, If Applicable) Dept. Requiring this Doc. Amended Articles Number/Section Total Amount of Borrowings Total No. of Stockholders Domestic Foreign To be accomplished by SEC Personnel concerned File Number LCU Document ID Cashier S T A M P S Remarks: Please use BLACK ink for scanning purposes. ROBINSONS LAND CORPORATION LEVEL 2, GALLERIA CORPORATE CENTER, EDSA CORNER ORTIGAS AVENUE, QUEZON CITY TEL. NO.: 8633-7631, 8637-1670, 8240-8801 FAX NO.: 8633-9387 OR 8633-9207 April 21, 2020 SECURITIES AND EXCHANGE COMMISSION (“SEC”) PICC Secretariat Building Philippine International Convention Center (PICC) Complex Roxas Boulevard Pasay City Attention: Mr. Vicente Graciano F. Felizmenio, Jr. Director Market and Securities Regulation Department Re: Definitive Information Statement for the Annual Meeting of the Stockholders of Robinsons Land Corporation on May 14, 2020 Dear Director Felizmenio, This is in reference to your letter dated April 13, 2020 addressed to Robinsons Land Corporation (the “Company”) directing the Company to: a. Comply with the requirements under SEC Memorandum Circular (MC) No. 06-2020 if the Company will be conducting a stockholders’ meeting through remote communication and voting in absentia. b. Update with information as of February 29, 2020 in the following sections: 1. Security Ownership of Certain Record and Beneficial Owners of more than 5% 2. Security Ownership of Management 3. Holders 4. Recent Sales of Unregistered or Exempt Securities including Recent Issuance of Securities Constituting an Exempt Transaction Please be advised that the Company has complied with the above directives, as follows: Information Required Page Reference A. Comply with the requirements under SEC Please see Annex “E” of the Definitive Memorandum Circular (MC) No. 06-2020 Information Statement which contains the detailed procedures for participation via remote communication and voting in absentia. B. Updated Information as of February 29, 2020 1. Security Ownership of Certain Record Please see page 3 of the Definitive Information and Beneficial Owners of more than Statement under Item 4 par. (d) subparagraph 5% (1), as updated to period as of February 29, 2020. 1. Security Ownership of Management Please see page 4 of the Definitive Information Statement under Item 4 par. (d) subparagraph (2), as updated to period as of February 29, 2020. A. Holders Please see page 14 of the Definitive Information Statement. B. Recent Sales of Unregistered or Exempt Not applicable. Please see page 13 of the Securities including Recent Issuance of Definitive Information Statement. Securities Constituting an ExemptTransaction The Company takes note of the reminder of the Commission concerning disclosure requirements under Section 49 of the Revised Corporation Code. Please find attached the Definitive Information Statement and Management Report of the Company in relation to the Annual Meeting of the Stockholders to be held on May 14, 2020. Thank you very much. Very truly yours, ROSALINDA F. RIVERA Corporate Secretary ROBINSONS LAND CORPORATION LEVEL 2, GALLERIA CORPORATE CENTER, EDSA CORNER ORTIGAS AVENUE, QUEZON CITY TEL. NO.: 8633-7631, 8637-1670, 8240-8801 FAX NO.: 8633-9387 OR 8633-9207 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS MAY 14, 2020 Notice is hereby given that the Annual Meeting of the Stockholders of ROBINSONS LAND CORPORATION will be held on May 14, 2020 at 12:00 noon at the Business Center Board Room, 4th Floor Crowne Plaza Manila Galleria Ortigas Avenue Coner ADB Ave., Quezon City. The Agenda for the meeting is as follows: 1. Proof of notice of the meeting and existence of a quorum. 2. Reading and approval of the Minutes of the Annual Meeting of the Stockholders held on May 29, 2019. 3. Presentation of annual report and approval of the financial statements for the preceding year. 4. Election of Board of Directors. 5. Appointment of External Auditor. 6. Ratification of the acts of the Board of Directors and its committees, officers and management 7. Consideration of such other matters as may properly come during the meeting. 8. Adjournment. A brief explanation of the agenda item which requires stockholders’ approval is provided herein. The Information Statement to be sent to the stockholders shall contain more detail regarding the rationale and explanation for each of such agenda items. In light of current conditions and in support of the efforts to contain the outbreak of COVID-19, stockholders may only attend the meeting via remote communication. Stockholders intending to participate via remote communication must notify the Corporation by email to [email protected] on or before May 7, 2020. Stockholders who wish to cast their votes may do so via the method provided for voting in absentia, or by accomplishing the attached proxy form to be sent together with the Information Statement. The procedures for attending the meeting via remote communication and for casting votes in absentia are explained further in the Information Statement. Shareholders who wish to vote by proxy shall send the proxies via email to [email protected] or hard copies to The Office of the Corporate Secretary, 40F Robinsons Equitable Tower, ADB Avenue cor. Poveda Road, Ortigas Center, Pasig City. Pursuant to Section 2, Article VII of the Amended By-Laws of Robinsons Land Corporation, proxies must be received by the Corporate Secretary for inspection and recording not later than five (5) working days before the time set for the meeting, or not later than May 7, 2020. Validation of proxies shall be held on May 11, 2020. We are not soliciting proxies. Only stockholders of record as of April 14, 2020 shall be entitled to vote. By Authority of the Chairman ROSALINDA F. RIVERA Corporate Secretary ROBINSONS LAND CORPORATION LEVEL 2, GALLERIA CORPORATE CENTER, edsa CORNER ORTIGAS AVENUE, QUEZON CITY TEL. NO.: 633-7631, 637-1670, 240-8801 FAX NO.: 633-9387 OR 633-9207 ANNUAL MEETING OF STOCKHOLDERS MAY 14, 2020 EXPLANATION OF AGENDA ITEMS FOR STOCKHOLDERS’ APPROVAL The Corporation has established a designated website in order to facilitate the registration of and voting in absentia by stockholders at the annual meeting, as allowed under Sections 23 and 57 of the Revised Corporation Code. A stockholder or member who participates through remote communication or votes in absentia shall be deemed present for purposes of quorum. The following is a summary of the guidelines for voting and participation in the meeting: (i) Stockholders may attend the meeting by viewing the livestream at this link: https://bit.ly/RLC_2020ASM. The livestream shall be broadcast via Microsoft Teams. Please refer to Annex “E” of the Information Statement for the detailed guidelines for participation via remote communication. (ii) Stockholders may cast their votes on any item in the agenda for approval via the following modes on or before May 7, 2020: a. By sending their proxies appointing the Chairman of the meeting to the Corporate Secretary; OR b. By registering and voting through the website for voting in absentia at this website: https://bit.ly/RLC_VIA. Registration shall be open from April 22 to 29, 2020. Voting in absentia shall be open from April 30, 2020, 12:01 a.m. to May 7, 2020, 11:59 p.m. Please refer to Annex “E” of the Information Statement for the detailed procedure for registration and voting in absentia. (iii) Stockholders who hold their shares through a broker (i.e. “scripless” shares) and who wish to vote may send their proxies appointing the Chairman of the meeting to the Corporate Secretary on or before May 7, 2020. (iv) Stockholders intending to participate via remote communication who have not sent their proxies or registered on the website for voting in absentia must notify the Corporation by email to [email protected] on or before May 7, 2020 in order to be counted for quorum. (v) Questions and comments on the items in the Agenda may be sent to [email protected]. Questions or comments received on or before May 7, 2020 may be responded to during the meeting. Any questions not answered during the meeting shall be answered via email. (vi) For purposes of quorum, the following stockholders shall be deemed present: a. Those who sent in their proxies before the deadline; b. Those who registered and voted before the cut off time; and c. Those who notified the Corporation before the deadline of their intention to participate via remote communication. (vii) Each item in the agenda for approval of the stockholders will be shown on the screen during the livestreaming as the same is taken up at the meeting.
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