NASBI Article

ARTICLES OF INCORPORATION

OF THE

NATIONAL ASSOCIATION OF SECURITIES BROKER SALESMEN, INC.

KNOW ALL MEN BY THESE PRESENTS :

That WE, all of legal age and residents of the Philippines, have this day voluntarily associated ourselves together for the purpose of forming a corporation under the laws of the Philippines.

AND WE HEREBY CERTIFY :

FIRST.  That the name of said corporation shall be NATIONAL ASSOCIATION OF SECURITIES BROKER SALESMEN, INC. also known as NASBI

SECOND.  That the purposes for which the corporation is formed are:

• To institutionalize a medium through which its members can collectively promote the interest of the broker salesmen, assist and cooperate among themselves and with all the other players of the capital market industry including the government and its appropriate agencies and instrumentalities, in the development of the capital market, and in the promotion and expansion of a vibrant market for securities in the Philippines.

• To formalize the vehicle through which its members can standardize and adopt best market practices and principles with the view of promoting investor protection and education, a high standard of commercial honor and integrity, and to encourage and promote among members observance of the provisions of the Securities Regulations Code and any amendments thereof and the rules and regulations promulgated therein.

• To promote just and fair market practices and to prevent fraudulent and manipulative acts which are inimical to just and equitable principles of trade for the protection of the investors and the public interest.

• To promote self-discipline among members, and to investigate legitimate grievances between the investing public and members and among members.

• And in furtherance of the purposes enumerated herein above and not in limitation of the powers granted by statute, the corporation may do and perform any and all things which may be reasonably necessary, proper or convenient for the due carrying of the purposes of the corporation, and to exercise any and all the rights, privileges, powers and attributes of other corporations in general and especially of corporations of like nature organized under and by virtue of the laws of the Republic of the Philippines such as, among others, to transact business and to acquire by purchase or lease, such real and personal property exclusively for its office or otherwise as may be necessary for the purpose of the corporation; and to borrow money for the purpose of acquiring such real and personal property and to secure the same with a pledge or mortgage or other security arrangement on the property of the corporation.

THIRD.   That the place where the principal office of the corporation is to be established or located is in Sagittarius Bldg., H.V. Dela Costa St., Salcedo Village, Makati City.  Whenever necessary or useful for the purposes of the corporation, it may, from time to time, establish and maintain regional or provincial chapters elsewhere in the Philippines.

FOURTH.   That the terms for which said corporation is to exist is FIFTY (50) YEARS from and after the date of incorporation, renewable for such other term or terms as may now or hereafter be allowed under the laws of the Philippines.

FOURTH-A.   That any profits to be incurred by the association will not be distributed as dividends to its members.

FIFTH.   That the name, citizenship and residence of the incorporators of said corporation are as follows:

SIXTH.   That the number of directors of the corporation shall be eleven (11) who shall have a term of one (1) year until their successors are elected and qualified, provided, however, that in no case may more than one (1) director from the same institution be elected. Thereafter, an election of directors shall be held annually but in no case may a member be elected to the Board for more than three (3) consecutive terms.

The names and residences of the directors of the corporation who are to serve until their successors are elected and qualified as provided for in the By-Laws are as follows:

• Grahambell G. Tacda

Malugay St., UPS-I, Parañaque City

• Rose Adela T. Quitoriano

Augusto Santos St., BF Homes, Parañaque City

• Ruth B. Bandera

Francisco Dalupan St., BF Homes Parañaque, Parañaque City

SEVENTH.   That the corporation shall be a membership and a non-stock, non-profit  corporation, and shall be maintained and financed by means of dues, fees, assessments, voluntary contribution, donations or endowments.

EIGHTH.   That the corporation is not organized and shall not be conducted for profit, and no part of its nets revenues or earnings shall inure to the benefit of any individual, member, officer or director, except in the form of salaries or remunerations for services rendered to the corporation.

NINTH.   That , JOSEFINA T. TUPLANO, has been elected by the members as Treasurer of the corporation, to act as such until his successor is duly elected and qualified in accordance with the By-Laws and that as such Treasurer, he has been authorized for and in behalf of the corporation to receipt in its name all dues, fees, assessments, contributions and other charges to which the corporation is entitled.

IN WITNESS WHEREOF, we have hereunto set our hands on this __________ day of ______________________ in the City of ____________________, Philippines.

RUTH B. BANDERA

TIN: 135-549-549

REPUBLIC OF THE PHILIPPINES     }

MAKATI CITY                                      }   S.S.

BEFORE ME, a notary public in and for the City of __________________, Philippines, this _________ day of _____________________________, personally came and appeared:

all known to me and to me known to be the same persons who executed the foregoing By-laws and acknowledged to me that the same is their free and voluntary act and deed for the purposes and uses therein stated.

WITNESS MY HAND AND OFFICIAL SEAL on the date, place and year first above written.

Doc. No. _____________

Page No. _____________

Book No. _____________

Series of 2009