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BDOLF Definitive Information Statement for 2012 Annual

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BDOLF Definitive Information Statement for 2012 Annual BmLeasing March 79,2072 THE DISCLOSURE DEPARTMENT 3/F PhilippineStock Exchange Plaza Ayala Triangle, Ayala Avenue Makati City Attention: Ms. Janet A. Encarnacion H eai, Dit cbswv D Eartn mi Gendemen: We hereby submit with this letter the Definitive Information Statement(SEC Form 20-IS) of BDO Leasingand Finance,'Inc.submitted today to the Securitiesand ExchangeCommission. Thank you very much. BDOLeasing & Finance,Inc. BDOLeasing Cenlre CorinthianGardens, OrtigasAvenue QuezonCity Philippines Tel+63(2) 63s 6416 Fax+63(2) 635 5811, 635 5801 635 3898 Wefind ways BmLeasing March16,2012 SECURMESAND EXCHANGECOMMISSION 6/FSEC Building, EDSA, Greenhills MandaluyongCity MetroManila Attention: Atty.Justiana F. Callangan Director/CorporationFinance Dept. Gentlemen: In compliancewith existingrules and regulations,we are submittingherewith two (2) copiesof BDOLeasing and Finance,Inc.'s DefinitiveInformation Statement. We have incorporatedtherein the additionalinformation/requirements requested by your office whichwe receivedon March13,20t2. Thankyou for yourkind attention. Verytruly yours, a? k"."A ("^ ta 7/az^ *",7t JOSEPH]ASON M. NATIVIDAD CorporateSecretary Enclosed:a/s BOOLeasing & Finance,Inc. BDOLeasing Centre CorinthianGardenq Ortigas Avenue QuezonCity Philippines Tel+63(2) 635 6416 Fax+63(2) 635 581 1 , 6355805, 635 3898 Wefind ways' COVERSHEET S.E.C.Registration Number ( Company'sFull Name ) ( BusinessAddress : No.Street City / Town/ Provinces) ATTY.SERGIO M. CENIZA 635-6416 ContactPerson CompanyTelephone Number anyday in Aprilof every (SECFORM 2O.IS [trm DEFINITIVEINFOSTATEMENT yearas determinedby Month Day FORMTYPE the BOD FiscalYear AnnualMeeting N/A SecondaryLicense Type, lf Applicable Dept.Requiring this Doc AmendedArticles Number / Sec. TotalAmount of Borrowinqs Domestic Foreign To be accomplishedby SEC Personnel ioncerned FileNumber LCU Documentl.D. Cashier 7 r SECURITIES AND EXCHANGE COMMISSION SEC FORM 2O-IS INronvlrrolr SrertMENT PuRsunNT To SecroN 20 Op Tne Srcunrles Recunlrrol Cooe I 1,. I lr I '' | Cnrcr tlte appromtarE gox: [ | Preliminary Information' Statement ['/] Defi nitive Informarion Statement 2. ff^ve on Rrcrsrr^rvr. AsspEcrFIED rN rrs CnARTER: BDO LEASING AND FINANCE, INC, Pnovrrcr, courrrr.v ot bnron lurusotcloN oF iNcorpoRATIoN oR oRcjNrz,{Tio\ Metno Meula, PurulerNes 4. SEC lqexrrercanoN Nurom: 97869 5. BIRTaxIoeNrrFrcalor,JCoos: 000-486-050-000 6. Aoonrss or. Pnlvcrpal Orncs: BDO I.easrNc Cer.rrnr , ConrutnrN G,rnoeNs Ornc,rs AlxNue QuezoN Crrv 1100 7. Rrcrsr&lNl'sTsrrpHoNe Nuloen" INcruon,rcAlpa Cops: (632) 635-6416/ 635-s8LL (632)635-5805/63s-3898 8. IJ,ATE, TIME AND PLACE OF THB ANNUrlt MBSTING OF THE SECURITy HOLDERS: Dlre Anrul 18,2012 (Weorrreso,rv) TrMe 9:30AM PrrcE - Fnalcnco Sertr-lco llerr MrzzalrNr Fr_oon, BDO Conronere CeNren ?899 M,rxerr AveNue. Mexarr Crry 9. Appnoroaareoats oN wtlcH rns Ilinol.rvAttoN StatgMsNr n FEsr ro BESENT oR GMEN TO SECL'PJTY HOLDERS: Mmor 20, 2012 10. SECURITIES REGISTERED PURSUANT TO SECTIONS 8 AND 12 OF THE CODE OR SECTIONS 4 AND 8 OF THE RSA (INFORMATION ON NUMBER OF SHARES AND AMOUNT OF DEBT IS APPLICABLE ONLY TO CORPORATE REGISTRANTS): SUBSCRIBED AND OUTSTANDING TITLE OF EACH CLASS NO. OF SHARES AMOUNT IN PESOS COMMON 2,162,475,312 PHP 2,162,475,312.00 ---------------- --------------------------- TOTAL 2,162,475,312 PHP 2,162,475,312.00 AUTHORIZED OUTSTANDING Short Term Commercial Paper Php 15,000,000,000.00 8,121,900,000.00 Long Term Commercial Paper 0 0 --------------------------- ---------------------- Total Php 15,000,000,000.00 8,121,900,000.00 11. ARE ANY OR ALL OF REGISTRANT’S SECURITIES LISTED ON THE PHILIPPINES STOCK EXCHANGE? Yes () No ( ) NAME OF STOCK EXCHANGE : PHILIPPINE STOCK EXCHANGE, INC. CLASS OF SECURITIES LISTED : COMMON SHARES 2 BDOLeasing NOTICEOF ANNUAL STOCKHOLDERS' MEETING DearStockholder: Noticeis herebygiven that the AnnualMeeting of Stockholdersof BDO LEASINGAND FINANCE,INC. will be heldon April 18, 2012 at 9:30 a,m. at the FranciscoSantiago Hall, MezzanineFloor, South Tower, BDOCorporate Center, 7899 MakatiAvenue, Makati City, Metro Manila,to considerand approve the mattersset fofth in the followingAgenda: AGENDA I. - Callto order II. Certificationof Noticeand Quorum III. Approvalofthe Minutesofthe Annual Stockholders' Meeting held on May30, 2011 ry. Presentationof AnnualReport V. Approvaland Ratification of Actsand Proceedingsof the Boardof Directors,the duly ConstitutedCommittees and Coroorate Officers VI. Electionof the Boardof Directors VII. Appointmentof ExternalAuditor VIII. OtherBusiness F Amendmentto the SixthArticle of the Articlesof IncorDoration X. Adjournment The recorddate for the determinationof the stockholdersentitled to noticeof, andto vote at, saidmeeting is fixedat the closeof businesshours on March2,20L2. Pleasebring any form of identificationin orderto facilitateregistration. fu 4o"^ z*tz?a.az^.< JOSEPH'ASON M, NATIVIDAD CorporateSecretary 8DO Leasing & Finance,Inc. BOO Leasing Centre CorinlhianGardens, Ortjgas Avenue QuezonCity, Philippines Tel+63(2) 635 6416 Fax +63(2) 635 5811 , 635 5805, 635 3898 We find ways WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY. BDO LEASING AND FINANCE, INC. INFORMATION STATEMENT THIS INFORMATION STATEMENT IS BEING FURNISHED TO STOCKHOLDERS OF RECORD OF BDO LEASING AND FINANCE, INC. AS OF MARCH 2, 2012 IN CONNECTION WITH THE ANNUAL STOCKHOLDERS’ MEETING. COPIES OF THE INFORMATION STATEMENT WILL BE FIRST SENT OR GIVEN TO SECURITY HOLDERS ON MARCH 20, 2012. INFORMATION REQUIRED IN INFORMATION STATEMENT A. GENERAL INFORMATION ITEM 1. DATE, TIME AND PLACE OF ANNUAL MEETING OF SECURITY HOLDERS The Annual Stockholders’ Meeting of BDO Leasing and Finance, Inc. for 2012 will be held on Wednesday, April 18, 2012 at 9:30 in the morning at the Francisco Santiago Hall, Mezzanine Floor BDO Corporate Center, 7899 Makati Avenue Makati City, Metro Manila. CCOMPLETE MAILING ADDRESS OF PRINCIPAL OFFICE OF REGISTRANT The Company’s complete mailing address, principal address and principal office is at BDO Leasing Centre, Corinthian Gardens, Ortigas Avenue, Quezon City. ITEM 2. DISSENTER’S RIGHT OF APPRAISAL At BDO Leasing and Finance, Inc.’s (the “Company”) Annual Stockholders’ Meeting, among the matters to be submitted to its shareholders for approval is the amendment to the Sixth Article of the Articles of Incorporation of the Company to decrease the number of directors from fifteen (15) to eleven (11). The proposed amendment shall read as follows: “SIXTH – That the number of the directors of said Corporation shall be eleven (11) and that the names and residence of the directors who are to serve until their successors are elected and qualified as provided by the By- Laws, are as follows: x x x.” Pursuant to Section 81 of the Corporation Code of the Philippines, a stockholder has the right to dissent and demand payment of the fair value of his share: (1) in case any amendment to the Articles of Incorporation has the effect of changing or restricting the rights of any stockholder or class of shares or of authorizing preferences over the outstanding shares or of extending or shortening the term of corporate existence; (2) in case of any sale, lease, mortgage or disposition of all or substantially all of the corporate property or assets; and (3) in case of merger or consolidation. The proposed amendment to the Sixth Article of the Articles of Incorporation of the Company decreasing the number of directors from fifteen (15) to eleven (11) entitles a dissenting shareholder to exercise its appraisal right. As provided under Section 82 of the Corporation Code, this appraisal right may be exercised by any stockholder who shall have dissented to such corporate action by making a written demand on the Company within (30) days after the date on which the vote was taken for payment of the fair value of his shares. Failure to make the demand within such period shall be deemed a waiver of the appraisal right. 3 Within ten (10) days after demanding payment for his shares, a dissenting stockholder shall submit the certificate(s) of stock representing his shares to the Company for notation thereon that such shares are dissenting shares. His failure to do so shall, at the option of the Company, terminate his appraisal rights. (Section 86, Corporation Code) No demand for payment as aforesaid may be withdrawn by the dissenting stockholder unless the Company consents thereto. If the corporate action is implemented or effected, the Company shall pay to such dissenting stockholder, upon surrender of the certificate(s) of stock representing his shares, the fair value thereof as of the day prior to the date on which the vote was taken, excluding any appreciation or depreciation in anticipation of a merger if such be the corporate action involved. If within a period of sixty (60) days from the date the corporate action was approved by the stockholders, the withdrawing stockholder and the Company cannot agree on the fair value of the shares, it shall be determined and appraised by three (3) disinterested persons, one of whom shall be named by the stockholder, another by the Company, and the third by the two (2) thus chosen. The findings of the majority of the appraisers shall be final, and their award shall be paid by the Company within thirty (30) days after such award is made. No payment shall be made to any dissenting stockholder unless the Company has unrestricted retained earnings in its books to cover such payment. Upon payment by the Company of the agreed or awarded price, the stockholder shall forthwith transfer his shares to the Company. Other than the amendment to the Sixth Article of the Company’s Articles of Incorporation to decrease the number of directors, no matter will be presented to the stockholders for approval during the Annual Shareholders’ Meeting that may occasion the exercise of the right of appraisal. ITEM 3. INTEREST OF CERTAIN PERSONS IN OR OPPOSITION TO MATTERS TO BE ACTED UPON The Registrant is not aware of any substantial interest, direct or indirect, by security holdings or otherwise, of any director of the Registrant, nominee for election or associate of any of the foregoing in any matter to be acted upon, other than the election to office.
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