First Philippine : Minutes of the 2022 Annual Stockholders’ Meeting

`

MINUTES OF THE ANNUAL MEETING OF THE STOCKHOLDERS OF

FIRST PHILIPPINE HOLDINGS CORPORATION

VIA VIDEOCONFERENCE

ON MAY 30, 20221

CALL TO ORDER AND ROLL CALL

The Chairman of the Board and Chief Government Officer, Mr. Federico R. Lopez, referred to as the assembly to order and thereafter presided. He mentioned that that is the third time that the corporate is constrained to carry the assembly nearly because of the ongoing pandemic. He thanked everybody who registered, despatched proxies and who have been current on the assembly. He suggested the stockholders that the next members of the board have been current:

1DRAFT ONLY. For ratification by the stockholders on the subsequent annual normal assembly.

The Chairman additional said that the senior administration, the Firm’s valued Board advisers in addition to its exterior auditors, SGV & Co., have been all current on the assembly, and which the Company Secretary, Mr. Enrique I. Quiason, formally recorded as follows:

Mr. Victor Emmanuel B. Santos, Jr. – Government Vice President & Compliance Officer

Mr. Anthony M. Mabasa – Senior Vice President Mr. Nestor J. Padilla – Senior Vice President

Mr. Joaquin E. Quintos IV – Senior Vice President

Mr. Renato A. Castillo – Senior Vice President & Chief Danger Officer Mr. Oscar R. Lopez, Jr. – Vice President

Mr. Benjamin R. Lopez – Vice President Mr. Ariel C. Ong – Vice President

Ms. Anna Karina P. Gerochi – Vice President, Head Human Assets Administration

Mr. Anthony L. Fernandez – Vice President

`

Ms. Emelita D. Sabella – Vice President & Investor Relations Officer Mr. Jonathan C. Tansengco – Vice President

Mr. Ramon A. Carandang – Vice President

Ms. Shirley H. Cruz – Vice President & Chief of Workers, Workplace of the Chairman

Mr. Jose Valentin A. Pantangco, Jr. – Vice President & Head, Company Planning

Ms. Maria Carmina Z. Ubaña – Vice President/Comptroller Mr. Alexander M. Roque – Vice President

Mr. Denardo M. Cuayo – Vice President

Mr. Esmeraldo C. Amistad – Vice President &Assistant Company Secretary/ Assistant Compliance Officer

Ms. Milagros D. Fadri – Vice President

Ms. Agnes C. De Jesus – Vice President & Chief Sustainability Officer Mr. Rene J. Mayol – Vice President

Mr. Angelo G. Macabuhay – Head, Inside Audit

Mr. Ernie G. Imperial – Vice President & Chief Digital Officer Ms. Karen Y. Chung – Vice President

Mr. Jonathan C. Russell – Senior Board Adviser

Mr. Mario L. Bautista – Senior Board Adviser

Additionally current have been Ms. Editha V. Estacio, Mr. Noel P. Rabaja, Ms. Frances Rose J. Villamayor, Ms. Jhoanna Feliza C. Go, Ms. Dione Cristy Velina, Mr. Eduardo Luis D. Andin, and Ms. Mariane M. Reyes, all representing the exterior auditors of the Company, SyCip, Gorres, Velayo & Co.

PROOF OF NOTICE

The Company Secretary confirmed that he had precipitated notices of this annual assembly to be printed in accordance with relevant rules of the Securities and Change Fee (SEC). In compliance with the SEC’s necessities, the discover and agenda of the assembly have been printed within the Manila Occasions and the Enterprise Mirror, each being newspapers of normal circulation, final Could 8 and 9, 2022 in each printed type and on-line. The assembly supplies together with the Discover and Agenda, Clarification of the Agenda Gadgets, Definitive Data Assertion, Registration and Validation Procedures together with for Voting, the Administration Report, and the Audited Monetary Statements along with the quarterly financials and interim report have been additionally posted within the Philippine Inventory Change’s (PSE) EDGE Disclosure System and/or within the firm’s web site. He confirmed his execution of a Certificates testifying to this truth. The Chairman instructed the Company Secretary to append that Certificates to the unique minutes of the assembly.

`

DETERMINATION OF QUORUM/GROUND RULES

Upon the inquiry of the Chairman, the Company Secretary reported that out of the 487,318,944 widespread shares issued and excellent, there have been current both in particular person or represented by proxy 338,061,101 shares of the widespread inventory representing 69.37% of the excellent voting inventory of the Company. There being a quorum, the Chairman declared the assembly open for the transaction of enterprise, noting that the assembly needed to be carried out nearly however that the corporate had taken steps to make sure that the shareholders had the chance to take part within the assembly to the identical extent potential if it had been carried out in particular person. He then requested the Company Secretary to debate the process and guidelines to be noticed for the assembly.

The Company Secretary defined that beneath the Firm’s Articles of Incorporation, all widespread shares have full voting rights. Apart from delinquent inventory, all widespread stockholders of document as of April 13, 2022 have been entitled to register and vote the variety of shares of their title as of the document date. For the election of administrators, every stockholder might cumulate his votes. The Discover and Agenda as printed included a proof of the agenda objects. As said within the Registration and Validation Procedures furnished to the stockholders, a validation of the stockholders was carried out from Could 23, 2022 to Could 27, 2022.

Certified stockholders and proxies who efficiently registered and validated for the assembly have been despatched a affirmation by means of electronic mail and the hyperlinks for them to attend the digital ASM and to forged their vote on or earlier than Could 20, 2022 by means of a safe on-line voting platform. This on-line voting platform contained all of the objects for approval as indicated within the agenda set out within the discover until different issues have been raised. The proposed decision for every of those was to be proven on the display throughout the course of the assembly.

For objects apart from the election of administrators, the stockholders had the choice to both vote in favor of or in opposition to a matter for approval, or to abstain.2

For the election of administrators, the stockholders had the choice to vote their shares for every of the nominees, not vote for any nominee, or vote for one or some nominees solely, in such variety of shares because the stockholders want; offered that the

2 The tabulation of votes doesn’t embrace the proxies protecting 459,888 shares the place the shareholders didn’t point out any vote. Solely formal abstentions have been counted as such with respect to the issues introduced for approval by the shareholders.

`

complete variety of votes forged doesn’t exceed the variety of shares owned by them multiplied by the variety of administrators to be elected.

Votes obtained by means of digital voting or voting in absentia and votes forged by means of proxies have been tabulated by the Workplace of the Company Secretary and validated by Sycip Gorres and Velayo & Co. The outcomes of the voting, with full particulars of the affirmative and destructive votes, in addition to abstentions, have been to be mirrored within the minutes of this assembly.

Questions and feedback have been allowed to be submitted throughout registration and till Could 20, 2022. The Company Secretary said that the Company will endeavor to reply to all questions throughout the time allowed.

The Company Secretary defined that the style of voting shall be non- cumulative, besides as to the election of administrators. Every stockholder shall have one vote for every share entitled to vote and registered in his title. The vote of the stockholders representing at the least a majority of the shares current or represented on the assembly will likely be enough to approve any of the issues for approval. Within the election of administrators, cumulative voting shall be allowed and the highest fifteen nominees with probably the most variety of votes will likely be elected as administrators.

The Company Secretary mentioned that the participation and voting procedures have been additionally contained within the Definitive Data Assertion, accessible to all stockholders by means of the Firm’s web site and ASM portal in addition to on the EDGE disclosure system of the PSE. He reminded everybody that the assembly was being recorded, each video and audio. Apart from the designated audio system and presenters, the microphones of the opposite attendees have been muted.

APPROVAL OF MINUTES

OF THE PREVIOUS MEETING

The Chairman mentioned that the following order of enterprise was the approval of the minutes of the earlier stockholders assembly. He mentioned that an digital copy of the draft minutes of the Annual Stockholders’ Assembly final Could 21, 2021 was posted on the firm’s web site inside 5 (5) enterprise days after the date of the particular assembly. He requested the Company Secretary to learn the proposed decision on this regard.