SEC Form 20-IS - iRemit Global Remittance

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OTHER MATTERS Action with Respect to Reports The Company will seek the stockholders’ approval of the Minutes of the 2011 Stockholders’ Meeting during which the following were taken up: (i) Call to Order; (ii) Certification of Notice and Quorum; (iii) Approval of the Minutes of the Previous Stockholders’ Meeting; (iv) President’s Report and 2011 Financial Statements; (v) Ratification of All Acts and Resolutions of the Board of Directors, Officers and Management of the Company; (vi) Election of Directors; and (vii) Appointment of SGV & Co. as External Auditors. Management reports will be submitted for approval by the stockholders at the meeting. Approval of the reports will constitute approval and ratification of the acts of Management for the past year. Acts of the Board of Directors The items covered with respect to the ratification of the acts of the Board of Directors and officers for the past year up to the date of the meeting are those items entered into in the ordinary course of business, such as, but not limited to: the opening of bank accounts and designation of bank signatories; the availment of credit and banking facilities and approvals concerning daily operations in the Company’s foreign offices. The minutes of the Annual Stockholder’s meeting held on July 29, 2011 and the relevant resolutions approved by the Board of Directors for ratification by the stockholders are attached as Annexes “E” and “F”. Voting Procedures (a) Actions to be taken at the Annual Stockholders’ Meeting shall require the vote of the stockholders representing at least a majority of the Company’s outstanding capital stock. (b) The approval of the declaration of stock dividend shall require the affirmative vote of stockholders representing at least two-thirds of the issued and outstanding capital stock of the Company. (c) Three (3) inspectors shall be appointed by the Board of Directors before or at each meeting of the stockholders, at which an election of directors shall take place; if no such appointment shall have been made or if the inspectors appointed by the Board of Directors refuse to act or fail to attend then the appointment shall be made by the presiding officer of the meeting. (d) Stockholders may vote at all meetings either in person or by proxy duly given in writing in favor of any person of their confidence and each stockholder shall be entitled to one vote for each share of stock standing in his name in the books of the Corporation; provided, however, that in the election of Directors, each stockholder shall be entitled to cumulate his votes in the manner provided for by law. (e) The By-Laws of the Company is silent as to the method by which votes are to be counted. In practice, however, the same is done by the raising of hands or viva voce. (f) With respect to the election of eleven (11) directors, each stockholder may vote such number of shares for as many as eleven (11) persons he may choose to be elected from the list of nominees, or he may cumulate said shares and give one (1) candidate as many votes as the number of his shares multiplied by eleven (11) shall equal, or he may distribute them on the same principle among as many candidates as he shall see fit, provided that the total number of votes cast by him shall not exceed the number of shares owned by him multiplied by eleven (11). (g) Upon confirmation by the inspectors that there is a mathematical impossibility for certain nominees to be elected into office based on proxies held and votes present or represented in the meeting, the actual casting and counting of votes for the election of Directors may be dispensed with. (h) Counting of the votes will be done by the Corporate Secretary with the assistance of the external auditors and the Company's stock transfer agent. Items 10, 11, 12, 13, 14, 16, 17 and 18 are not responded to in this report, the Company having no intention to take any action with respect to the information required therein. 17
SIGNATURES After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this report is true, complete and correct. By: I-REMIT, INC. June 25, 2012 E CINDY C. TIU esident & Chief Financial Officer ch 18
Page 1 and 2: • 1!I~lJllr June 25, 2012 THE PHI
Page 3 and 4: IRE:lftlr I-Remit, Inc. TO: ALL STO
Page 5 and 6: GENERAL INFORMATION Date, time and
Page 7 and 8: Note: The PCD Nominee Corporation (
Page 9 and 10: Harris Edsel D. Jacildo Mr. Jacildo
Page 11 and 12: Mr. Tan has also been the Corporate
Page 13 and 14: Ronald A. Benito Mr. Benito joined
Page 15 and 16: Involvement in Certain Legal Procee
Page 17 and 18: The compensation of the key managem
Page 19: Compensation Plans As described abo
Page 23 and 24: I-Remit Australia Pty Ltd, a wholly
Page 25 and 26: Properties I-Remit, Inc. and its su
Page 27 and 28: Company’s shareholders. Any stock
Page 29 and 30: Committees of the Board of Director
Page 31 and 32: Plan of Operation MANAGEMENT’S DI
Page 33 and 34: Full Years 2011 compared to 2010 I-
Page 35 and 36: Total liabilities declined by PHP 1
Page 37 and 38: 2010 compared to 2009 I-Remit reali
Page 39 and 40: IREMIT EUROPE Remittance Consulting
Page 41 and 42: I-Remit New Zealand Limited Perform
Page 43 and 44: Below are the comparative key perfo
Page 45 and 46: Goodwill decreased by PHP 1.5 milli
Page 47: IREMIT Remittance Consulting GmbH M
Page 64 and 65: I-REMIT, INC. AND SUBSIDIARIES NOTE
Page 66 and 67: - 3 - Statement of Compliance The a
Page 68 and 69: - 5 - Changes in Accounting Policie
Page 70 and 71:
- 7 - deferred cumulative amount pr
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- 9 - For all other financial instr
Page 74 and 75:
- 11 - Estimates of changes in futu
Page 76 and 77:
- 13 - Gains or losses arising from
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- 15 - Once a financial asset or a
Page 80 and 81:
- 17 - Income Taxes Current tax Cur
Page 82 and 83:
- 19 - Related party relationships
Page 84 and 85:
- 21 - PFRS 13, Fair Value Measurem
Page 86 and 87:
- 23 - d. Discontinued Operations M
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- 25 - As of December 31, 2011 and
Page 90 and 91:
- 27 - The following methods and as
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- 29 - As at December 31, 2011, the
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- 31 - Change in nominal 2010 Chang
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6. Cash and Cash Equivalents This a
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10. Other Current Assets This accou
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Office and Communication Equipment
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- 39 - value of the additional inte
Page 104 and 105:
16. Interest-Bearing Loans - 41 - T
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- 43 - The Group’s objective is t
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The major categories of plan assets
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- 47 - (f) On July 1, 2011, the Par
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- 49 - In the ordinary course of bu
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- 51 - The table below shows the in
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- 53 - Segment information as of an
Page 118:
- 55 - The results of IRCGmbH’s o
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- 1 - I-REMIT, INC. SCHEDULE OF RET
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- 3 - Schedule II Page 2 of 5 PFRSs
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- 5 - Schedule II Page 4 of 5 Impor
Page 127 and 128:
- 7 - I-REMIT, INC. AND SUBSIDIARIE
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Name of Debtor - 9 - I-Remit, Inc.
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- 11 - I-Remit, Inc. and Subsidiari
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- 13 - I-Remit, Inc. and Subsidiari
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Title of Issue (i) Number of shares
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I-REMIT, INC. NOTES TO PARENT COMPA
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- 3 - The adoption of the following
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- 5 - After initial measurement, ot
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- 7 - If the Parent Company determi
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- 9 - assets or groups of assets, i
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- 11 - actuarial gains and losses a
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- 13 - A change in the ownership in
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- 15 - PFRS 11, Joint Arrangements
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- 17 - d. Contingencies The Parent
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- 19 - As of December 31, 2011 the
Page 164 and 165:
- 21 - The main risks arising from
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- 23 - The following tables set for
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6. Cash and Cash Equivalents This a
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10. Investments in Subsidiaries and
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- 29 - IRCL On October 1, 2004, the
Page 174 and 175:
- 31 - 2009 Balance Sheets Statemen
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13. Beneficiaries and Other Payable
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- 35 - In 2009 and 2008, the Parent
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- 37 - The amounts of retirement ex
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- 39 - (b) A lease agreement with W
Page 184 and 185:
22. Related Party Transactions - 41
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- 43 - The amounts payable to PSAGL
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- 45 - In the opinion of management
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- 47 - Taxes and licenses Other tax
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I-REMIT, INC. 26/F Discovery Centre
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I-REMIT, INC. AND SUBSIDIARIES (Com
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I-REMIT, INC. AND SUBSIDIARIES Cons
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I-REMIT, INC. AND SUBSIDIARIES Cons
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Item 1. Financial Statements PART I
Page 203 and 204:
Below are the comparative key perfo
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Worldwide Exchange Pty Ltd Performa
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million as of March 31, 2012, a dec
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Lucky Star Management Limited Perfo
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Power Star Asia Group Limited Perfo
Page 213 and 214:
Summary of Significant Accounting P
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Day 1 difference Where the transact
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Historical loss experience is adjus
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Foreign Currency Risk Foreign curre
Page 222 and 223:
MINUTES OF THE ANNUAL STOCKHOLDERS
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RELEVANT RESOLUTIONS APPROVED BY TH
Page 226:
February 17, 2012 March 23, 2012 Ma
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SEC Form 20-IS - iRemit Global Remittance

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