COVER SHEET - 2Go

viii. approval for treasury matters related to opening of accounts and bank transactions
(including removal of/revisions to authorized bank signatories);
ix. authority to apply for VAT exemption under RA 9295;
x. authority to apply for local government permits;
xi. authority to apply for registration of certain trademarks;
xii. authority to enter into asset swap transaction;
xiii. authority to subscribe additional shares in SFFC;
xiv. authority to accept BOI terms and conditions;
xv. authority to enter shipping agreements with Nestle Philippines, Inc.;
xvi. appointment of authorized representatives to make purchases for loyalty awards
and prizes;
xvii. authority to sell its investments in ABOJEB, AJMSI, JMI and JMBVI; and
xviii. authority to declare cash dividends.
xix. approval of the 2011 Budget;
xx. acceptance of pre-approval’s terms and conditions of the company’s registration
with BOI;
xxi. general authority of the president to pass resolutions for day-to-day operations of
the company;
xxii. approval of the 2010 audited financial statements;
xxiii. approval for the availment of credit facilities with BDO;
xxiv. approval of the execution of suretyship in favor of BPI;
b) Minutes of Stockholders Meeting held last July 15, 2010
During the Special Stockholders Meeting held, stockholders representing at least twothirds
of the outstanding capital stock of the Corporation approved the statutory merger of
ATS and its wholly owned subsidiary Reefer Van Specialists Inc. with ATS as the surviving
corporation.
Item 13. VOTING PROCEDURES
As to each matter, which is to be submitted to a vote of security holders, furnish the following
information:
(a)
Vote required for Approval
The affirmative vote of stockholders representing at least a majority of the
outstanding voting common shares of the Registrant is required for the approval
and/or ratification:
i. Minutes of Previous Special Stockholders’ Meeting;
ii.
iii.
iv.
Management Annual Reports for the preceding year;
Election of the Board of Directors; and
All Acts and Resolutions of the Board of Directors and Management since May
28, 2010.
The affirmative vote of stockholders representing at least two-thirds (2/3) of the
outstanding capital stock of the Registrant is required for the approval and/or
ratification of the following matters:
i. Amendments to the First, Second and Sixth Articles of the Company’s Articles
of Incorporation, changing the Company’s corporate name, business purpose,
and increase the number of directors;
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