NOTICE OF ANNUAL MEETING OF STOCKHOLDERSJUNE 26, 2024 / 2:00 P.M.
DEAR STOCKHOLDERS:
Please be advised that the Annual Meeting of Stockholders of NATIONAL REINSURANCE CORPORATION OF THE PHILIPPINES (the “Company”) will be held on June 26, 2024, Wednesday, at 2:00 p.m., at the Carlos P. Romulo Auditorium, Podium 4, Tower II, RCBC Plaza, 6819 Ayala Avenue, Makati City, with the following agenda:
Call to Order
Proof of Notice of Meeting and Certification of Quorum
Approval of Minutes of Previous Stockholders’ Meeting held on July 5, 2023
Management Report for the Year Ended December 31, 2023
Ratification of All Acts of the Board of Directors and Officers during the Preceding Year
Appointment of Independent Auditors for 2024 and 2025
Increase in Directors’ Per Diem for attendance in Board and Committee Meetings
Election of Directors
Re-election of Mr. Medel T. Nera as Independent Director
Other Matters
Adjournment
Only stockholders of record at the close of business on May 13, 2024 are entitled to notice of, to attend, and to participate in this year’s Annual Meeting. Stockholders who are unable to attend the Annual Meeting in person may execute a proxy or vote in absentia.
ProxyProxies must be submitted and addressed to the attention of the Corporate Secretary at the 31st Floor BPI-Philam Life Makati, 6811 Ayala Avenue, Makati City, Philippines or via email at asm@nat-re.com not later than 3:00 p.m. on or before June 14, 2024.
A proxy executed by a corporation shall be in the form of a board resolution duly certified by the Corporate Secretary or in a proxy form executed by a duly authorized corporate officer accompanied by a Corporate Secretary’s Certificate quoting the board resolution authorizing the said corporate officer to execute the proxy. Validation of proxies shall be held on June 21, 2024, at 2:00 p.m. at the principal office of the Corporation.
Voting in AbsentiaStockholders who intend to vote in absentia must submit the requirements by email at asm@nat-re.com or at the registration portal. Please refer to this link for the list of requirements – https://www.nat-re.com/investor-relations/annual-stockholders-meeting/#rvj.
The link for the online voting facility will be emailed to the concerned stockholders after the Company has validated the submitted requirements. Stockholders may cast their votes in absentia from May 28, 2024, until 11:00 a.m. of June 26, 2024.
On-site RegistrationTo avoid any inconvenience in registering your attendance at the meeting, you or your duly designated proxy, are required to bring this Notice, and any identification documents containing a photograph and signature, such as a passport, driver’s license, or any government-issued identification. Registration starts at exactly 1:00 p.m. and will close at 2:00 p.m. on June 26, 2024.
Copies of the Notice of the Meeting, Definitive Information Statement, and other related documents in connection with the annual meeting may be accessed through the company’s website and through the PSE Edge portal at https://edge.pse.com.ph.
For any concerns, please reach us through asm@nat-re.com.
For complete information on the Company’s annual meeting, please visit www.nat-re.com/investor-relations/annual-stockholders-meeting.
May 23, 2024, Makati City, Metro Manila.
Access to Notice of Meeting, Agenda Items and Explanation of Agenda Items, Proxy Form, Sample Secretary Certificate, Definitive Information Statement, Management Report, Financial Statements, SEC Form 17A and Minutes of Stockholders’ Meeting dated July 5, 2023 can be downloaded by scanning the QR code provided herewith.
Likewise, you may also download it from the Company’s website by clicking this link https://www.nat-re.com/investor-relations/annual-stockholders-meeting/#files.
Electronic copies of the same documents are also available at the PSE Edge.
For the Board of Directors,
(Original Signed)NOEL A. LAMAN Corporate Secretary
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