COVER SHEET - 2Go
COVER SHEET - 2Go
COVER SHEET - 2Go
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Section 6 of the Corporation Code with respect to which holders of non-voting shares shall<br />
nevertheless be entitled to vote, i.e.:<br />
(1) Amendment of the articles of incorporation;<br />
(2) Adoption and amendment of by-laws;<br />
(3) Sale, lease, exchange, mortgage, pledge or other disposition of all or substantially<br />
all of the corporate property;<br />
(4) Incurring, creating or increasing bonded indebtedness;<br />
(5) Increase or decrease of capital stock;<br />
(6) Merger or consolidation of the corporation with another corporation or other<br />
corporations;<br />
(7) Investment of corporate funds in another corporation or business in accordance<br />
with this Code; and<br />
(8) Dissolution of the corporation.<br />
Accordingly, during the annual stockholders’ meeting, holders of both common and redeemable<br />
preferred shares shall each be entitled to vote with respect to the following:<br />
a) Approval of the amendment to the First Article of the Articles of Incorporation of ATS,<br />
to change the corporate name “Aboitiz Transport System (ATSC) Corporation” to<br />
“ATS Consolidated (ATSC), Inc.”;<br />
b) Approval of the amendment to the Second Article of the Articles of Incorporation of<br />
ATS, to include the following purpose:<br />
(i) To conduct the business of rendering technical services requirement to<br />
customers nationwide for refrigerated marine container vans and related<br />
equipments or accessories including but not limited to repair and<br />
maintenance, equipment rental and leasing, technical consultancy and<br />
training, selling of spare parts, components and accessories, service<br />
contracting and to act as service agent on behalf of the various domestic and<br />
foreign container manufacturer with services but not limited to performing<br />
warranty and non-warranty repair services, selling of service parts,<br />
components and accessories, and consultancy services; and<br />
(ii) To conduct and transact any and all lawful business, and to do or cause to be<br />
done any one or more of the acts and things herein set forth as its purposes,<br />
within or without the Philippines, and in any and all foreign countries, and to do<br />
everything necessary, desirable or incidental to the accomplishment of the<br />
purposes or the exercise of any one of more of the powers herein enumerated,<br />
or which shall at any time appear conducive to or expedient for the protection<br />
or benefit of this corporation<br />
c) Approval of the amendment to the Sixth Article of the Articles of Incorporation of ATS,<br />
to increase the number of directors from nine (9) to thirteen (13);<br />
d) Approval of the amendment of Section 2, Article III of the Company’s By-Laws, to<br />
increase the number of directors from nine (9) to thirteen (13);<br />
(2) The record date for determining stockholders entitled to notice and to vote during the annual<br />
stockholders meeting and also to this information statement is May 20, 2011.<br />
(3) At each election for directors, every common stockholder shall have the right to vote, in person or<br />
by proxy, the number of shares owned by him for as many persons as there are directors to be<br />
elected, or to cumulate his vote by giving one candidate as many votes as the number of such<br />
directors multiplied by the number of shares shall equal, or by distributing such votes on the same<br />
principle among any number of candidates.<br />
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