Boulevard Holdings Inc. Notice of Annual Stockholders’ Meeting

Boulevard Holdings, Inc.
17th Floor The Peak Tower, 107 L.P. Leviste Street,
Salcedo Village, Makati City
Tel. No. (632) 7753-1405

To All Stockholders:

Pleased be advised that the Annual Stockholders’ Meeting of Boulevard Holdings, Inc. (“BHI”) will be held on April 29, 2021 at 2:00 P.M. virtually. The record date is on March 29, 2021.

Agenda:
1. Call to Order;

2. Proof of Notice and Certification of Quorum;

3. Approval of the Minutes of the previous Annual Stockholders’ Meeting;

4. Management Report and Audited Financial Statement for the Fiscal Year Ended May 31, 2020;

5. Ratification of Previous Corporate Acts;

6. Increase in Authorized Capital Stock;
a) Re-approval of the increase in authorized capital stock from 12 Billion shares with par value of P0.10 per share to 14.4 Billion shares with par value of P0.10 per share. The increase of the 2.4 Billion shares was subscribed by JP Guilds, Inc. at a subscription price of P0.10 per share. Motion of stockholders re-approval for the 2.4B shares is in lieu of JPGI’s cash advances to BHI since 2017 and to lower the overall BHI non-current payables under Deposit for Future Stock Subscription. The increase was already approved by the Board of Directors and stockholders last April 20, 2018 and the purpose of the re-approval is for BHI’s application for the increase of the authorized capital stock in compliance to SEC Revised Corporation Code.

b) Approval of the increase in authorized capital stock from 14.4 Billion shares with par value of P0.10 per share to 17 Billion shares with par value of P0.10 per share. The increase of the 2.6 Billion shares shall be subscribed by JP Guilds, Inc. at a subscription price of P0.10 per share.

7. Waiver by the Minority Stockholders of the Requirements of the PSE of a Rights or Public Offering;

8. Election of Directors;

9. Re-appointment of Alas, Oplas & Co., CPAs as External Auditor;

10. Other Matters; and

11. Adjournment

For purposes of the meeting, stockholders of record as of March 29, 2021 will be entitled to vote.

Stockholders who wish to participate in the meeting are required to register by 5:00pm on April 20, 2021 through the web address: www.boulevardholdings.com/bhiasm2021. Stockholders who have successfully registered will receive an email with instructions on how to access an online web address, which will allow them to join the meeting and cast votes in absentia or by proxy. By registering to participate in the meeting, a stockholder or proxy or representative of the stockholder agrees for the company and its service providers to process their sensitive personal information necessary to verify their identity and authority. A stockholder who fails to comply with the registration requirement will not be able to participate in the meeting.

The Company is not soliciting proxies. However, in order that your shares may be represented at the meeting in case you could not be present thereat, you may designate your authorized representative by submitting an accomplished proxy* form online through the link provided herein or to the Office of the Corporate Secretary, 1704 The Peak Tower, 107 L.P. Leviste Street, Salcedo Village, Makati City on or before April 20, 2021. Validation of proxies shall be held on April 26, 2021 at 5:00 P.M. at the Company’s office premises.

The requirements and procedure for participating and voting are set forth in Annex “A” of the Information Statement which is available on the Company’s website https://www.boulevardholdings.com/ and on PSE Edge.

Makati City, Metro Manila, March 12, 2021.

*With Secretary’s Certificate/Board Resolution for corporations, partnerships and other entities