Disclose the Name of Such Stock Exchange and the Class of Securities Listed Therein
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COVER SHEET 0 0 1 - 3 1 7 4 SEC Registration Number L E I S U R E & R E S O R T S W O R L D C O R P O R A T I O N & S U B S I D I A R I E S (Company’s Full Name) 2 6 t h F l o o r , W e s t T o w e r , P S E C e n t e R E x c h a n g e R o a d O r t i g a s C e n t e r P a s i g C i t y (Business Address: No. Street City/Town/Province) Carol V. Padilla 8634-2598 (Contract Person) (Company Telephone Number) 1 2 3 1 2 0 - I S 0 8 2 8 Month Day (Form Type) Month Day (Fiscal Year) (Annual Meeting) Not Applicable (Secondary License Type, If Applicable) Not 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. SECURITIES AND EXCHANGE COMMISSION SEC FORM 20-IS INFORMATION STATEMENT PURSUANT TO SECTION 20 OF THE SECURITIES REGULATION CODE 1. Check the appropriate box: [ ] Preliminary Information Statement [ / ] Definitive Information Statement 2. Name of Registrant as specified in its Charter: LEISURE & RESORTS WORLD CORPORATION 3. Province, country or other jurisdiction of incorporation or organization: PHILIPPINES 4. SEC Identification Number: 13174 5. BIR Tax Identification Code: 108-278-000 6. Address of Principal Office: 26F, West Tower, PSE Center, Exchange Road, Ortigas, Pasig City, 1605 7. Registrant’s telephone number, including area code: (632) 8634-5099 8. Date, time and place of the meeting of security holders: Date - 28 August 2020 Time - 2:00 p.m. Place - Zoom Teleconference at the provided link below: https://zoom.us/j/95451819920?pwd=MUFpOFREbnE5UUZ2RG VPeWJ5QkE5Zz09 9. Approximate date on which the Information Statement is first to be sent or given to security holders: 4 August 2020 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) Title of Each Class Number of Shares of Common Stock Outstanding and amount of Debt Outstanding Common Stock, 2,417,500,000 / Not applicable PhP1.00, par value Preferred Shares, 0 / Not applicable PhP1.00, par value Warrants 82,500,000 / Not applicable Nil-paid 11. Are any of the registrant’s securities listed in the Philippine Stock Exchange? ___/___ Yes ______ No If yes, disclose the name of such Stock Exchange and the class of securities listed therein: PHILIPPINE STOCK EXCHANGE, Common shares, Preferred Shares, Warrants 2 NOTICE OF ANNUAL STOCKHOLDERS’ MEETING TO ALL STOCKHOLDERS: NOTICE IS HEREBY GIVEN that the Annual Meeting of the Stockholders (“ASM”) of Leisure & Resorts World Corporation (the “Corporation”) will be held on Friday, 28 August 2020, at 2:00 p.m. The meeting will be conducted virtually via Zoom Teleconference with the following details: Link: https://zoom.us/j/95451819920?pwd=MUFpOFREbnE5UUZ2RGVPeWJ5QkE5Zz09 Meeting ID: 954 5181 9920 Meeting Password: 082820 The agenda of the meeting will be as follows: 1. Call to Order 2. Proof of Notice 3. Determination of Quorum 4. Approval of the Minutes of the Annual Meeting held on July 26, 2019 5. Management Report 6. Approval of Annual Report and Audited Financial Statement for the fiscal year 2019 and Ratification of actions taken by the Board of Directors and Officers since the last annual meeting held on July 26, 2019 7. Nomination and Election of Directors 8. Appointment of External Auditor 9. Other Matters 10. Adjournment For the purpose of the meeting, only stockholders of record at the close of business on July 28, 2020 will be entitled to notice and vote thereat. In light of the COVID-19 global pandemic, the Company will not be conducting a physical annual stockholders’ meeting. The conduct of the annual stockholders’ meeting will be via Zoom Teleconference, and stockholders may attend the meeting by registering on or before 1:00 p.m. on 28 August 2020. Due to the limitations of available technology, voting will not be possible during the Teleconference, but participants may send in questions or remarks via Zoom chat, and vote through the submission of their respective signed proxy forms with the specific votes per item in the agenda that is subject to the shareholders’ approval. If you wish to cast your votes as a stockholder, you may vote remotely or in absentia, or through proxy. Voting by remote communication or in absentia, may be done by sending your respective votes by e-mail to [email protected] on or before 5:30 p.m. on 27 August 2020. The procedures for attendance and voting during the 2020 ASM will be posted in the Company’s website at https://lrwc.com.ph/annual-stockholders-meeting/. Stockholders who cannot attend the meeting in person may designate their authorized representative by submitting a Proxy instrument in accordance with Sec. 57 of the Revised Corporation Code. Validation of the proxies shall be held on August 21, 2020 at the office of the Corporation’s transfer agent, Stock Transfer Services, Inc., Unit 34-D Rufino Pacific Tower, 6784 Ayala Avenue, Makati City. WE ARE NOT SOLICITING PROXIES. To facilitate your registration of attendance, please have available some form of identification such as company I.D., passport or driver’s license. Thank you. Pasig City. August 4, 2020. FOR THE BOARD CAROL V. PADILLA Corporate Secretary 3 Proxy Form Corporate Stockholder 26th Floor, West Tower, Philippine Stock Exchange Centre Exchange Road, Ortigas Center, Pasig City, 1605 Philippines The undersigned stockholder of LEISURE & RESORTS WORLD CORPORATION (the “Company”) hereby appoints or, in his absence, the Chairman of the meeting, as attorney-in-fact and proxy, with power of substitution, to represent and vote all shares registered in the name of undersigned stockholder, at the Annual Stockholders’ Meeting of the Company on August 28, 2020 at 2:00 p.m. via Zoom Teleconference, and at any adjournments thereof. The above-named proxy is to vote as follows: 1. Approval of minutes of previous stockholders’ meeting held 5. Ratification of the Acts, Resolutions and Proceedings of the last July 26, 2019 Board of Directors, Corporate Officers, and Management from 2019 up to August 28, 2020 Yes No Abstain 2. Approval of the 2019 Annual Report and Financial Statements Yes No Abstain 6.Any issue/question that may arise related to any item in the Yes No Abstain Agenda of the meeting 3. Appointment of the Company’s External Auditor for 2020 Yes No Abstain Yes No Abstain 4. Election of Directors Vote my shares as follows (Please check one): Equally to all eleven (11) nominees for directors; PRINTED NAME OF CORPORATE STOCKHOLDER Abstain for all eleven (11) nominees for directors; Distribute or cumulate my shares to the nominee/s, as follows: (Indicate the number of shares to be voted for each nominee) NAME AND SIGNATURE OF AUTHORIZED NAME OF NOMINEE YES ABSTAIN SIGNATORY OF CORPORATE STOCKHOLDER** Eusebio H. Tanco Eng Hun Chuah Alfredo Abelardo B. Benitez DATE Paolo Martin O. Bautista No. of Shares Held in LRWC Tel No./Mobile Phone No. of Willy N. Ocier Stockholder Winston Chan (Independent Director) Lawrence Cobankiat (Independent Director) Renato G. Nuñez Max Aaron Wong Xiaolu “Lucy” Dong Atty. Mardomeo Raymundo Jr. **This proxy must be submitted together with a duly executed TOTAL Secretary’s Certificate showing the authority of the representative to *Total votes cast should not exceed the number of shares held by sign on behalf of the stockholder corporation. the stockholder multiplied by the number of board seats (11). This proxy must be received by the Office of the Corporate Secretary on or before 12:00 P.M. on August 20, 2020 through email at [email protected] and hard copies at the 26th Floor, West Tower, Philippine Stock Exchange Centre, Exchange Road, Ortigas Center, Pasig City, 1605 Philippines. This proxy, when properly executed, will be voted in the manner as directed herein by the stockholder(s). If no direction is made, this proxy will be voted for the election of all nominees and for the approval of the matters stated above and for such other matters as may properly come before the meeting in the manner described in the Information Statement and/or as recommended by management or the Board of Directors. A stockholder giving a proxy has `the power to revoke it at any time before the right granted is exercised. A proxy is also considered revoked if the stockholder attends the meeting in person and expressed his intention to vote in person. Notarization of this proxy is not required. Proxy Form Individual Stockholder 26th Floor, West Tower, Philippine Stock Exchange Centre Exchange Road, Ortigas Center, Pasig City, 1605 Philippines The undersigned stockholder of LEISURE & RESORTS WORLD CORPORATION (the “Company”) hereby appoints or, in his absence, the Chairman of the meeting, as attorney-in-fact and proxy, with power of substitution, to represent and vote all shares registered in the name of undersigned stockholder, at the Annual Stockholders’ Meeting of the Company on August 28, 2020 at 2:00 p.m. via Zoom Teleconference, and at any adjournments thereof. The above-named proxy is to vote as follows: 1. Approval of minutes of previous stockholders’ meeting 5.