RE PU BL IC O F T H E P H IL IPP I N ES
SECURITY AND EXCHANGE COMMISSION
SE C Bu ild i ng , E DS A, Gr een hi ll s
City o f Ma nd aluy o n g, Me tr o Ma nil a
Co m pa ny Re g . N o . D K -9 8
CERTIFICATE OF FILING
OF
Articles of Partnership
Of
ToonHub
KNOWN TO ALL MEN BY THESE PRESENTS:
That we, the undersigned partners, all of legal age, residents and
citizens of the Philippines, have on this day voluntarily associated
ourselves together for the purpose of forming a general partnership
under the following terms and conditions and subject to ex isting and
applicable laws of the Republic of the Philippines:
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AND WE HEREBY CERTIFY AS FOLLOWS:
FIRST. That the name of the said partnership shall be
“ToonHub”
SECOND. That the purposes for which said partnership is
formed are to install, maintain, and operate offices and satellite areas,
lines, instruments, cables stations, exchanges, apparatus and any and
all kinds of equipment, or contrivances, for communications and the
transmission of the channels, programs, networks and signals, or any
other means which may hereafter be used for television program
purposes; to install, maintain, operate, or lease, in whole, or in part,
cable lines and systems and all other systems and program lines, and to
purchase, sell and deal in all kinds of appa ratus and objects and
products which may be advantageously combined with the building,
installing and operation of those systems and lines and in general, to
engage in any and all acts of business which may be necessary, or
convenient, in the furtherance o f such lines of television programs and
the business.
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Powers of each partner. Without limiting or restricting in any
manner the general powers and all other rights and privileges now or
hereafter granted by the laws of the Philippines or any country or
territory where partners does business or owns property, to
partnerships of the character of said part nership:
1. To invest and deal with the money and properties of the
said partnership and to sell, dis pose of or transfer the
business, properties and goodwill of said corporation or
any part thereof for such consideration and under such
terms and conditions as the managing partner may
determine to be wise or expedient for the benefit or
advancement of the interest of said partnership, subject
to the requirements of applicable law;
2. To purchase, acquire, own lease, sell and convey real
properties with respect to the business affairs of the
television program such as but not limited lands,
buildings, warehouses, other personal properties as may
be necessary or incidental to the operation of the
partnership business or as the managing partner may
determine to be wise or expedient for the benefit or
advancement of the interest of the said partnership, and
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to pay for any property purchased or acquired by or
leased to said partnership, in cash, in kind and other
evidences of indebtedness, or other securities;
3. To redevelop any and all properties owned or acquired
by said partnership of preserving, enhancing or
maximizing their value or as may be wise or expedient
for the advancement of its interest, and is such manner
and under such terms and conditions, as the managing
partner may determine;
4. To borrow or raise money necessary to meet the financial
requirements of the business of said corporation by the
issuance of bonds, promissory notes and other evidences
of indebtedness, and to secure the repayment of any such
bonds, promissory notes and other evidences of
indebtedness by mortgage, pledge, deed of trust or lien
upon the properties of said partnership;
5. To enter into any lawful arrangement for sharing profits,
reciprocal concession, cooperation or joint venture with
any corporation, association, partnership, entity, person
or governmental, municipal or public authority,
domestic or foreign, in carrying our any business or
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transaction deemed necessary, convenient or incidental
to accomplish the purposes of said partnership;
6. To establish and operate one or more branch offices or
agencies within or outside the Philippines and to carry
out any or all its operations and business es in or through
such branch offices or agencies without any restrictions,
except those provided in applicable laws; and
7. To conduct and transact any and all lawful business, and
to do or cause to be done any one or more of the acts
and things herein set forth as its purposes, within or
outside the Philippines, and everything necessary,
desirable or incidental to the accomplishment of the
purposes or the exercise of any one or more of the
powers herein enumerated, or which shall at any time
appear conducive to or expedient for the protection or
benefit of said partnership.
THIRD. That the place where the principal office of the
partnership is to be established, or located, is No. 21, P. Burgos st.,
Baguio City.
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FOURTH. That the term for which said partnersh ip is to exist
is TWENTY (20) years from the original recording of the said
partnership by the Securities and Exchange Commission.
FIFTH. That the firm shall be under the management of a
General Manager and as such he/she shall have charge of the
management of the affairs of the partnership, the managing partner
shall be:
Name Residence Citizenship
Pagaoa, Harry Dave Ilocos Sur Filipino - Italiano
SIXTH. That the name and resident of the general partners of
said partnership are as follows:
Name Residence Citizenship
Montereal, King Anthony Ilagan Filipino - Spanish
Paroy, Kurdel Johansen Tabuk Filipino - Japanese
Gomeyac, Ian Cliff Baguio Filipino
Olarte, Yna Darla Baguio Filipino
Basat, Ria Laureen Baguio Filipino
Alonzo, Charisse Joy Baguio Filipino
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SEVENTH. That the capital of this partnership shall be Sixty
Nine Million (69,000,000) Philippine Currency contributed in cash
and properties by the partners as follows:
Name Amount Properties Percentage of
Contributed Contributed Contribution
Montereal, King Anthony Php 7,500,000 10.87%
Paroy, Kurdel Johansen Php 11,000,000 15.94%
Three (3) minivans valued
at 1 million ea ch;
Gomeyac, Ian Cliff and 08.70%
Two (2) pickup trucks
valued at 1.5 million each
Olarte, Yna Darla Php 9,3 00,000 13.48%
Basat, Ria L aureen Php 8,200,000 11.88%
Alonzo, Char isse Joy Php 6,500,000 9.42%
One (1) par cel of land
valued at 15 million;
including the
Pagaoa, Harr y Dave 29.71%
improvements thereon i.e.
4-storey building valued
at 5.5 million
TOTAL Php 42,500,000 Php 26,500,000 100.00%
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That no transfer which will reduce the owner ship of Filipino
Citizens to less than the required percentage of capital shall be
recorded in the proper books of the partnership;
Technical descriptions of the motor vehicles:
Motor Vehicle 1
MAKE : TOYOTA HI-ACE MOTOR NO : KB503014-002673E
SERIES : 2018 SERIAL/CHASSIS NO : KB503-014-002673
TYPE OF BODY : Minivan PLATE NO : EL5083
COLOR : Pearl White C.R. NO : 1516-000000064980
Motor Vehicle 2
MAKE : TOYOTA HI-ACE MOTOR NO : KB503014-002674E
SERIES : 2018 SERIAL/CHASSIS NO : KB503-014-002674
TYPE OF BODY : Minivan PLATE NO : EL5084
COLOR : Pearl White C.R. NO : 1516-000000064981
Motor Vehicle 3
MAKE : TOYOTA HI-ACE MOTOR NO : KB503014-002675E
SERIES : 2018 SERIAL/CHASSIS NO : KB503-014-002675
TYPE OF BODY : Minivan PLATE NO : EL5085
COLOR : Pearl White C.R. NO : 1516-000000064982
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Motor Vehicle 4
MAKE : TOYOTA HILUX MOTOR NO : LO565404-003240E
SERIES : 2018 L-Edition SERIAL/CHASSIS NO : LO565404-003240E
TYPE OF BODY : Pickup truck PLATE NO : DX8700
COLOR : Silver Mettalic C.R. NO : 1516-000000064980
Motor Vehicle 5
MAKE : TOYOTA HILUX MOTOR NO : LO565404-003241E
SERIES : 2018 L-Edition SERIAL/CHASSIS NO : LO565404-003241E
TYPE OF BODY : Pickup truck PLATE NO : DX8701
COLOR : Silver Mettalic C.R. NO : 1516-000000064981
Technical description of the real properties
1. “A PARCEL OF LAND (Lot No. 21, P. Burgos st., Baguio
City.) (Lot 21 of consolidation subdivision plan (LRC) Pcs -13265,
being a portion of the consolidation of Lots 4751 -A and 4751-B (LRC)
Psd-50533, Lot 3, Psd-100703, Lot 1, Psd150980, LRC Rec. Nos. Nos.
N-27024, 51768, 89632, N-11782, N-13466, and 21071 situated in the
Bo. of Bokawkan cor. P. Burgos st., Baguio City, Is. of Luzon. Bounded
on NE., point 4 to 1 by Road Lot 21, on to the point of beginning;
containing an area of (700) square meters more or less .” And;
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2. “A 4-STOREY COMMERCIAL BUILDING situated in the
parcel of land mentioned above i.e. Lot No. 21, P. Burgos st., Baguio
City, situated in the Bo. of Bokawkan cor. P. Burgos st. , Baguio City,
Is. of Luzon. Bounded on NE.; containing an area of (150) square
meters per storey more or less.”
EIGHT. That the profits and losses shall be divided pro-rata
among the partners
NINTH. That the partners undertake to change the name of the
partnership immediately upon receipt of notice or directive from the
Securities and Exchange Commission that another partnership,
corporation or person has acquired a prio r right to the use of that
name or that the name has been declared misleading, deceptive,
confusingly similar to a registered name, or contrary to public morals,
good customs or public policy.
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IN WITNESS WHEREOF, we have hereunto affixed our
signatures this 9 t h day of November, 2018, at Baguio City,
Philippines.
Republic of the Philippines }
City of Baguio
S.S.
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ACKNOWLEDGEMENT
BEFORE ME, a Notary Public, for and in the City of Baguio,
Philippines, this 9 t h day of November 2018, personally appeared the
following persons with their Community Tax Certificate as follows :
Harry Dave Pagaoa
TIN NO. 640644
05.06.10
King Anthony Montereal Ria Laureen Basat
TIN NO. 987912 TIN NO. 548751
15.06.05 08.18.13
Yna Darla Olarte Kurdel Johansen Paroy
TIN NO. 650864 TIN NO. 640644
10.02.10 02.12.11
Ian Cliff Gomeyac Charisse Joy Alonzo
TIN NO. 015508 TIN NO. 045127
10.07.12 12.06.09
Known to me and to me known to be the same persons who
executed the foregoing Articles of Partnership constituting of thirteen
(13) pages, including this page where the acknowledgement is written,
and they acknowledged to me that the same is their free and voluntary
act and deed.
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WITNESS MY HAND AND SEAL this 9 t h day of November
2018 at Baguio City, Philippines.
Doc. No. 01;
Page No. 69;
Book No. II;
series of 2018.
ISAGANI M. CRUZ III
Roll No. 10500 06.21.16 Manila
IBP Baguio-Benguet Chapter
PTR No. 654165 07.08.12
MCLE Compliance No. 65460-III 09.06.12
Notarial Commission No. 6540640 08.09.12
Until 12.07.22
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