ALABANG COUNTRY CLUB, INC. ACACIAAVENUE, AYALAATABANGVITIAGT, MUNTINLUPACITY TEL. NOs.: 8442 3531TO 39membershipoacci.com.oh 0l February 2020 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON APRIL I4,2O2O To All Stockholders of ALABANG COUNTRY CLUB, INC. Notice is hereby given that the annual meeting of the stockholders of ALABANG COIINTRY CLUB, INC. ('ACCI") will be held on Tuesday, 14 April 2020 at the Ballroom B, Alabang Country Club, Inc., Ayala Alabang Village, Muntinlupa City at 6:00 p.m., with the following agenda: I Call to Order ) Proof of Notice of Annual Meeting and Certification of Quorum 3 To approve the Minutes of the 2019 meeting of Stockholders held on l2 April 2019 4 To approve the 2019 Financial Accounts and Reports 5 To approve and ratif the appointment of Sycip, Gones, Velayo & Co., as the independent public accountants for Fiscal year 2020 6 To ratifu and approve all acts and proceedings ofthe Board of Directors and Officers for the preceding year 7. President's Report/Message 8. To elect three (3) new directors ofACCI 9. Other Matters l0 Adjournment Stockholders of record who are regular members of good standing at the close of business on 31 March 2020 are entitled to vote at the Annual Meeting. Oficial ballots shall be issued l:00 mo ll il 202 lo rso ood standi Castin allowed {rom l:00 pm to 4:00 om of 14 Anril 2020. IN THE EVENT ANY STOCKIIOLDER WILL BE UNABLE TO PERSONALLY ATTEND THE SAID ANNUAL MEETING, SUCH STOCKHOLDER MAY APPOINT A REPRESf,NTATTVE TO ATTEND ON HIS/HER BEHALF BY ISSUING A VALID PROXY (KINDLY REFER TO THf, ATTACHED PROXY FORMS). ALL PROXIES MUST BE DULY FILLED, SIGNED AND RETURNED BY HAND, BY MAIL OR EMAIL TO THE MEMBERSHIP SERVICES DEPARTMf,NT OF ACCI NO LATER TIIAN 6:00 PM OF APRIL 3,2020. For and on be alfofthe Board of Directors EMIL HAYUDINI Corpo S /ray 1 SECURITIES AND EXCHANGE COMMISSION SEC FORM 2O-IS INFORMATION STATEMENT PURSUANT TO SECTION 20 OF THE SECURITIES REGULATION CODE lpcuhrrEs aro 6E! 1. Check the appropriate box: C<,r,c.ar. :.,a..u,,.u., ! Preliminary Information Statement l,r,^ IV - Z rlttit-t x Defi nitive Information Statement \ ,. nx r'. 2 Name of the Registrant as specified in its charter - ALABANG COUNTRY CLUB, INC. J Muntinlupa City, Philippines 4 SEC Identification Number - !!Qf! 5 BIR Tax Identification Code - 003-948-773 6 Acacia Avenue, Ayala Alabang Village, Muntinlupa City 1780 7 Registrant's telephone number, including area code - (!!|@l$l_.,[q]! 8 Date, time and place of Stockholders' Meeting: April 14.2020.6:00 p.m. at Alabans Countn' Club, Inc. 9 The Information Statement, together with the proxy form shall be first sent to stockholders on March 8,2020. 10. Name of person filing the statement/solicitor- Alabang Country Club, Inc. 11. Securities registered pursuant to Sections 8 and l2 ofthe Code or Sections 4 and 8 of the RSA (information on number ofshares and amount ofdebt is applicable only to Corporate registrants) : Title of Each Class Number of Shares Issued & Outstandins (as of February 2020) FOI.JNDERS' 9 9 COMMON - CLASS'A" t74t 1672 COMMON - CLASS "B" 750 660 12. Are any or all ofregistrant's securities listed on a Stock Exchange Yes No x If so, disclose name of Exchange - N/A ALABANG COUNTRY CLUB, INC. Information Stetement I. GENERAL INFORMATION Item l. Date, time 8nd place ofmeeting of s€curity holders The Annual Meeting of stockholders ofALABANG couNTRy CLUB,INc. shall be held at the principal oflice ofthe Corporation on Tuesday, April 14, 2020 at 6:00 p.m The complete mailing address ofthe principal office ofthe registrant is _ Alabsng Country Cluh lrc. Acacia Avenue Aysla Alsbarg Village Muntinlups City This information statement, together with proxy the form, shall be first sent to stockholders via mail on or before March E, 2020 or at least fifteen (15)_ business jry. - p.io, io ,""ung date, The same can also be downroaded through our website at www.acci.com.ph. be considered and acted 3l;,[:ffI":" upon at such meeting are referred to in rhe Notice of Annual Meeting of Item 2. Dissenters' Right ofAppraisal The corporation knows ofno matter to be.voted upon at the Meeting which may give rise to the stockholders, right ofappraisal' The apPraisal right is arailable in insaLn"". *t tt r-.?oatholders are requir€d to vote for or against a proposed amendment to the anicles of, incorporation "." which cr,un!", o. restricts the stockholders, rights or authorizes any preference superior to those-;f outstandirj arr*"i or extends or shortens the term of the corporation's existence lt mav also be exercised in instanc;s ,"here stocthotaers are called upon to ro. oI. agains a plan of merger or consoridation, or a saie, t*",;;;;;;sfer, mortgage, predge or orher disposition"ota ofall or slbstantially all of the corporate property and assets. ln iier for the stockholder to avail himself of the appraisal right, he must have voaed against any of the proposed corporate action, and by making a written demand on rhe corporation within rhirtyi3o) days' after tr,"l"i! *r,i"ri trre vote *as'tater,'#ffi*t or*," fair value ofthe dissenting stockholder'i shaies. ", Item 3. Interest persons ofCertain in or Opposition to Matters to be Acted Upon The present directors, o{ficers, each nominee for election of the directors and thei associates have no substantial interest, direct of indirecl bv security holdings or otherwi; i;-;;;;n", ," be acted upon other than elecrion to office. None of the direcrors has irfo;;; il;;;i.;; r'*irii"iJr-, intention to oppose any acrion to be taken during the annual stockholders' meeting. CONTROL AND COMPENSATION INFORMATION It€m 4. Voting Securities and principal Holder Thereof a) There are Nine (9) Founders'. Shares and2,49l outstanding common shares of stock ofthe corporation, which are further' subdivided into 1,741 class "A" and 750tlass "B" shares. one share is entitled vote. present to one At there are2,34l entitled to vote (undetermined A or B). b) only stockholders ofrecord as of 3r March 2020 shalr be entitled to vote at the meeting. The Stock and Transfer - Book ofthe Corporation shall be closed as of3t March 2020. c) For the purpose ofvoting the shares in the Meeting, one share is entitred to one vote. 2 However, with respect to the election of directors, the shares of the stockholder shall have as many votes as there are directors to be elected. A stockholder may distribute the votes he is entitled to in favor ofas many nominees as there are directors to be elected or he may cumulate such votes and give them all to one -many candidate. The stockholder may also distribute them on the same principle among as candidates as such stockholder would choose: hovided that, each share cannot have more uotJr thun the total number of directors to b€ elected. Candidates receiving the three (3) highest number of votes shall be declared elected. This is also to give discretionary authority to cumulate votes for the proxy. d) Security Ownership ofCertain Record, Beneficial Owners and Management. None ofthe directors or executive officers or any shareholder is beneficial owner of more than 5o/o of the shares ofthe Corporation as ofFebruary 2020. Security Ownership of Msnrgement All but one (l) present ofthe officers and directors of the Corporation are owners ofonly one qualirying share of the Company as of February 2020. Title of Class Name and Address Amount and nature of Cilizenship Percent of owner ownership ("R'/'8") of class as of Februan 2020 Common Share Mario A. Aguinaldo P r,050,000.00 -8" Fifipino 0.043% 185 Apitong Sheet Ayala Alabang Village Muntinlupa City Common *8" Share Virgilio P. Balaguer P 65,000.00 Filipino 0.043o/o I l3 Sarangani Street Ayala Alabang Village Munrinlupa City Common Share Arnold M. Corporal P 1,800,000.00 "8" Filipino 0.043% 239 Camachile Stret Ayala Alabang Village Muntinlupa City Common Share p Nilo S. Cruz 3,0OO,OOO.00 -B- Filipino 0.043o/o 90 V. Buencamino Stseet BF Manresa Paraffaque City Common Share Nestor B. Dayid P 800,000.00 "B" Filipino 0.043o/o 52 Geneya Street BF Homes paraflaque City Common Share Cesar I. Diomampo P 120,000.00 "B" Filipino 0.043o/o l0l Celery Drive Vale Verde 5 Pasig City Common perez Share Homer B. P 1,900,000.00 "8. Filipino 0.043% 58 Spinach Street Valle Verde 5 Pasig Ciry 3 Common Share Emily Sibulo-Hayudini P 1,900,000.00 "B" Filipino 0.043o/o 543 Ma. Cristina Street Ayala Alabang Vitlage Muntinlupa City Common Share Eduardo G. Sumulong P 2,000,000.00 .8" Filipino 0.043% 146 Pili Drive Ayala Alabang Village Muntinlupa City Common Share Dominador F. Tiongco P 1,150,000.00 "8" Filipino 0 .086% 172 Lauan Street P 4,000,000.00 *B" Ayala Alabang Village Muntinlupa City Total P 17.7 .00 e) The corporation has no knowledge of voting trust holders of5olo or more. f) The registrant has no knowledge of any change in the control ofthe corporation which has occurred since the beginning of its last fiscal year. Item 5. Directors and Executiye Officers The current Board ofDirectors and Officers ofthe Club tre as follolys: Name Age Citizership No. of yesr(s) Business Experience (last live (5) years) Served as Director Dominador F. Tiongco 88 Filipino 3 Work ExPerience: Chairman 1976-1981, Chairman ofthe Board, Philippine- Japan Marine Surveyors & Swom Measures Corp.