“Love is Us this Christmas” is this year’s theme for the ABCI / ABERDI Mindanao and ABCI QC/Tanay Christmas parties last December 2 at the Marquee Tent, Xavier Estates and December 12 at Vikings Buffet, SM Marikina.
Employees donned their KPOP Christmas outfits, showcased their talents and received team competition prizes up to Php 10,000 and raffle prizes such as a 58” inch Smart TV, Dining Set, Sofa Set, Washing Machines and many more.
A Brown rejuvenates and strengthens its ‘Drug-free Workplace’ Program
ABCI rejuvenates and strengthens its advocacy program that promotes a drug-free workplace in A Brown’s offices, warehouses, and project sites.
A huge crowd of four-hundred eighty (480) employees from A Brown Company, Inc. and its subsidiary ABERDI including construction workers and security guards of the company’s service providers -Service Partners Inc. (SPI) and Envisage Security Agency Inc (ESAI) – gathered last October 20, 2022, in XSCC Covered Courts, Xavier Estates, CDO for the Anti- Drug Education and Awareness Seminar, with Resource Speaker from PDEA Region X.
Among the topics discussed were: the current drug situation and salient features of Republic Act 9165, or The Comprehensive Dangerous Drug Act of 2002; and drug abuse awareness and prevention inside the workplace including the ill-effects of dangerous drugs, and enforcement of random drug tests for officers and employees.
The Drug-Free Workplace Program is continuing advocacy. This aims for full management support of the company including its business partners i.e., Manpower agency and security agencies, through the strict enforcement of drug-free workplace policies. On top of the anti-drug education and training, the program also covers provisions for Mandatory Drug Tests, Employee Assistance for Referral, Rehabilitation & Treatment.
In the photo: Vivien M Lawansa, Assistant Vice President – HR & Development, and EJ Torculas, L&D Officer present the Certificate of Appreciation to resource speaker, Ms. Rosemarie A. Bajao, Regional Information Officer III, Section Chief, Preventive Education & Community Involvement Section, PDEA-X during the said webinar.
Employees from ABCI NorthMin, Caraga, and ABERDI Impasug-ong boarded a trip to Duka Bay, Medina, Misamis Oriental at the crack of dawn and spent a fun day there last July 15, 2022.
Among the fun activities in the said event were Mr. & Ms. KAISA 2022 and the Amazing Race where 4 teams participated in. All 185 attendees were divided into 4 teams, Blue Alexandrites, Red Skyliners, Green Zircons, and Yellow Coral Bay Suites, named after ABCI’s newest projects.
Aimed at building camaraderie among ABCI & ABERDI employees, everyone had a great laugh, good time and applied the spirit of teamwork in each game. Needless to say, the event served its purpose.
A Brown Company Inc celebrated its 24th Annual Employees’ Service Awards on May 26, 2022, with the theme: “Commemorating and honoring our past, inspiring and enabling our future” at the Marquee Tent, Xavier Estates in time for A Brown’s 30th Anniversary in operations in Cagayan de Oro.
Witnessed by loved ones, thirty (30) employees who served the company for 5, 10, 20, and 25 years were awarded a plaque of recognition and cash incentives.
Recognizing good performance and appreciating employees’ loyalty is a must-have for productive businesses. HRD team and A Brown’s business leaders acknowledge the importance of long service awards and the impact this has on employee engagement and positive business culture.
NOTICE OF ANNUAL STOCKHOLDERS’ MEETING
TO: ALL STOCKHOLDERS
NOTICE is hereby given that there will be an annual meeting of the stockholders of A BROWN COMPANY, INC. on June 30, 2022 (Thursday), at 1:00 p.m. The meeting will be conducted virtually via remote communication and can be accessed at the link provided in the Company’s website at https://www.abrown.ph/asmvirtual2022/.
Items in the agenda of the meeting are as follows:
AGENDA
The close of business on May 20, 2022 has been fixed as the record date for the determination of the stockholders entitled to notice of and vote at said meeting and any adjournment thereof.
Due to the COVID-19 Pandemic resulting in the imposition by the government of regulations limiting mobility and mass gatherings, the Company will not be conducting a physical annual stockholders’ meeting. In lieu thereof, the annual stockholders’ meeting will be held virtually through an online webinar platform for stockholders to attend by remote communication. They can join by registering online at https://www.abrown.ph/asmregister2022/ on or before 5:00 p.m. on June 20, 2022. The identities of those registering to participate online will be going through a process of verification, after which an email from the Company will be sent to them giving instructions as to how they will be able to watch the livestream of the annual stockholders’ meeting. Please see attached Guidelines for Participating by Remote Communication and Voting in Absentia.
The stockholders are likewise encouraged to participate in the meeting by either of the following:
For corporate stockholders, the proxies should be accompanied by a Secretary’s Certification on the appointment of the corporation’s authorized signatory.
Validation of proxies is set on June 21, 2022 at 2:00 p.m. The votes already cast using the e-voting platform by that time will also be verified on said date.
For details and rationale of each agenda item, and the draft resolutions, if applicable, please refer below.
City of Pasig, Metro Manila, June 1, 2022.
JASON C. NALUPTA
Corporate Secretary
DETAILS AND RATIONALE OF THE AGENDA
Copies of the minutes of the stockholder’s meeting held on June 24, 2021, will be distributed to the stockholders upon their registration for this meeting. The minutes are also available at the Company website, https://abrown.ph/kooroast/2021/07/ABCI_ASM-2021.pdf
The stockholders will be requested to approve the draft minutes of the previous stockholders’ meeting and to acknowledge the completeness and accuracy thereof.
2. Agenda Item No. 5 – President’s Report and Presentation of Audited Financial Statements
A report on the highlights of the financial performance of the Corporation for the year ended December 31, 2021 will be presented to the Stockholders. A summary of the Corporation’s performance for the year is also provided in the “Management Discussion and Analysis of Operating Performance and Financial Condition” section on page 30 hereof.
The Corporation’s Audited Financial Statements, for which the external auditors have issued an unqualified opinion, have likewise been reviewed by the Audit Committee and the Board of Directors. A summary of the 2021 AFS shall also be presented to the Stockholders.
3. Agenda Item No. 6 – Ratification of all Acts of the Board of Directors and Officers
The Chairman will request the stockholders to ratify all acts and resolutions adopted during the preceding year by the Board of Directors, the Board Committees, the Management Committee, and the officers of the Company.
The acts and resolutions of the Board and its Committees are reflected in the minutes of meetings and they include approval of contracts and agreements, projects and investments, treasury matters and acts and resolutions covered by disclosures to the SEC and PSE. The acts of the Management and officers were those taken to implement the resolutions of the Board or its Committees or taken in the general conduct of business.
4. Agenda Item No. 7 – Retention of Independent Directors
The Code of Corporate Governance for Listed Companies requires that independent directors should serve for a maximum cumulative term of nine (9) years, after which, the independent director will be perpetually barred from reelection as such in the same company. However, a company may seek the approval of the shareholders should it wish to retain an independent director to serve beyond 9 years, provided, that meritorious justification(s) is/are given therefor.
By the end of their current terms, Engr. Elpidio M. Paras and Mr. Thomas G. Aquino would have served the Company as Independent Directors for 9 years. However, for the justifications provided in page 18 of this Information Statement, the Board of Directors has agreed to seek the approval of the shareholders that Engr. Paras and Mr. Aquino be allowed to continue serving as Independent Directors beyond the maximum period allowed.
5. Agenda Item No. 8 – Election of Directors
The current members of the Board of Directors, as reviewed, qualified and recommended by the Corporate Governance Committee, have been nominated for re-election.
The proven expertise and qualifications of the candidates, based on current regulatory standards and the Corporation’s own criteria, will help sustain the Company’s solid performance that will result to its stockholders’ benefit. The profiles of the candidates for election as directors are available in the Company website, as well as in this Information Statement. If elected, they shall serve as Directors for a period of one (1) year from June 30, 2022 or until their successors shall have been duly elected and qualified.
6. Agenda Item No. 9 – Appointment of External Auditor
The stockholders’ approval for the re-appointment of Sycip Gorres & Velayo (SGV & Co.), the Company’s external auditor, will be sought at the meeting.
The Audit Committee has recommended to the Board, and the Board is endorsing to the stockholders, the re-appointment of SGV & Co. as external auditor for the ensuing year. The profile of the external auditor is provided in the Information Statement.
Stockholders are given the opportunity to raise questions regarding the operations and report of the Corporation as well as other concerns, by emailing corporatesecretary@abrown.ph (Subject: Questions for ASM 2022) on or before 12:00 noon on June 30, 2022. Questions will be responded to during the question and answer portion of the annual stockholders’ meeting before the end of the proceedings. Due to the limited time, however, not all questions may be responded to during the livestream of the annual stockholders’ meeting. Questions not addressed at the meeting proper, including those that may be received after the livestream, will be responded to via email by the corporate officers concerned.
Click the link for the Guidelines for Participating via Remote Communication and Voting in Absentia
Click the link for the Sample Proxy Form
Click the link for the Sample Secretary’s Certificate on Proxy Form
Click the link for the SEC Form 20-IS (Definitive)
Click the link for the SEC Form 17-Q (1st Quarter 2022)
Click the link for the SEC Form 17-A (Annual Report)
In celebration of the Rabies Awareness Month and as part of the company’s advocacy to promote a safe and rabies-free subdivision, the Safety & Health Committee of A Brown Company, Inc. (ABCI) in partnership with A Brown Employees Credit Coop (ABECCo) and CDO City Veterinary Office conducted, ‘Pet ko, Luv Ko,’ an animal welfare event that provides a free anti-rabies vax and neuter/spay service, Thursday, May 5, 2022 at the Adelaida Park Residences.
83 dogs and cats are vaccinated and 1 cat is neutered.
This event hopes to put the spotlight on the role of responsible pet ownership in reducing the number of stray animals in the subdivision and protecting them against rabies. Kudos to everybody who contributed to the success of this worthwhile event.
A Brown Company joins in the Lenten observance of the Universal Catholic Church with the Way of the Cross. Led by 14 employees from ABCI and ABERDI, more than 30 employees and agency partners joined in the 14-station devotion at the Our Lady of Guadalupe Chapel, Xavier Estates, on April 13, 2022, Holy Wednesday.
The Way of the Cross is a Catholic devotion commemorating the last day of Jesus Christ on Earth as a man. The devotion consists of 14 stations where each honors specific events of His last day, beginning with His condemnation.
As part of its continuing CSR to a life-saving mission of blood-donation, A Brown Company Inc (ABCI), subsidiaries, affiliates and A Brown Employees Credit Coop (ABECco) in partnership with Philippine Red Cross – CDO Chapter successfully celebrated year 12 of #DugongABrown with 45 donors donating a total of 40 pints or equivalent to 20,000 cc of blood Friday, March 25, 2022 at the XSCC Employees Lounge.
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