COVER SHEET - 2Go
COVER SHEET - 2Go
COVER SHEET - 2Go
Create successful ePaper yourself
Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.
The following agenda for the stockholders’ meeting to be held on June 22, 2011 call for the approval by<br />
stockholders representing at least two-thirds (2/3) of the Aboitiz Transport System (ATSC)<br />
Corporation’s (the “Registrant”, the “Company”, or “ATS”) outstanding capital stock:<br />
1. Approval of the amendment to the First Article of the Articles of Incorporation of ATS, to change<br />
the corporate name “Aboitiz Transport System (ATSC) Corporation” to “ATS Consolidated<br />
(ATSC), Inc.”<br />
2. Approval of the amendment to the Second Article of the Articles of Incorporation of ATS, to<br />
include the following purpose:<br />
a. To conduct the business of rendering technical services requirement to customers<br />
nationwide for refrigerated marine container vans and related equipments or<br />
accessories including but not limited to repair and maintenance, equipment rental and<br />
leasing, technical consultancy and training, selling of spare parts, components and<br />
accessories, service contracting and to act as service agent on behalf of the various<br />
domestic and foreign container manufacturer with services but not limited to<br />
performing warranty and non-warranty repair services, selling of service parts,<br />
components and accessories, and consultancy services; and<br />
b. To conduct and transact any and all lawful business, and to do or cause to be done any<br />
one or more of the acts and things herein set forth as its purposes, within or without<br />
the Philippines, and in any and all foreign countries, and to do everything necessary,<br />
desirable or incidental to the accomplishment of the purposes or the exercise of any<br />
one of more of the powers herein enumerated, or which shall at any time appear<br />
conducive to or expedient for the protection or benefit of this corporation.<br />
3. Approval of the amendment to the Sixth Article of the Articles of Incorporation of ATS, to<br />
increase the number of directors from nine (9) to thirteen (13).<br />
4. Approval of the amendment of Section 2, Article III of the Company’s By-Laws, to increase the<br />
number of directors from nine (9) to thirteen (13).<br />
These proposed corporate actions may give rise to a possible exercise by stockholders of their<br />
appraisal right.<br />
Item 3.<br />
INTEREST OF CERTAIN PERSONS IN OR OPPOSITION TO MATTERS TO BE ACTED UPON<br />
No director or officer of the Company at any time since the beginning of the last fiscal year or any<br />
nominee for election as a director of the Company or any associate of any of the foregoing persons has<br />
any substantial interest, direct or indirect, by security holdings or otherwise, in any matter to be acted<br />
upon in the stockholders’ meeting other than their re-election to their respective positions.<br />
No director has informed the Company in writing that he intends to oppose any action to be taken by<br />
the Company at the meeting.<br />
B. CONTROL & COMPENSATION INFORMATION<br />
Item 4. VOTING SECURITIES AND PRINCIPAL HOLDERS THEREOF<br />
(1) The Registrant has 2,446,136,400 outstanding common shares and 4,560,417 outstanding<br />
redeemable preferred shares as of May 17, 2011. Each common share shall be entitled to one<br />
vote with respect to all matters to be taken up during the annual stockholders’ meeting. Holders<br />
of redeemable preferred shares do not have the right to vote, except on matters specified in<br />
2