Energy Development Corporation

38th Floor, One Corporate Centre Building, Julia Vargas corner Meralco Avenue Ortigas Center, Pasig 1605, Philippines

Trunklines: +63 (2) 667-7332 (PLDT) / +63 (2) 755-2332 (Globe)

October 3, 2017

JOSE VALERIANO B. ZUÑO III

OIC-HEAD, Disclosures Department The Philippine Stock Exchange, Inc. Philippine Stock Exchange Plaza

Ayala Triangle, Ayala Avenue, Makati City

Dear Mr. Zuño:

Further to the acquisition by Philippines Renewable Energy Holdings Corporation (PREHC) of 31.7% of EDC's voting shares, the Board of Directors in its meeting today (October 3, 2017) accepted the resignation of the following directors:

  1. Oscar M. Lopez

  2. Peter D. Garrucho, Jr.

  3. Victor Emmanuel B. Santos, Jr.

To fill up the vacancies created by the said resignations, the remaining directors, still constituting a quorum of the Board, elected the following as directors:

  1. David Luboff

  2. David Baldwin

  3. Christopher Low

Oscar M. Lopez will continue as Chairman Emeritus of the company.

The new directors were also elected as members of EDC's Board Committees as follows:

  1. David Luboff - Audit and Governance Committee, Nomination and Compensation Committee, Related Party Transactions Committee

  2. David Baldwin - Operations Committee, Risk Management Committee, Corporate Social Responsibility Committee

The Board also reorganized the office of the Corporate Secretary and Assistant Corporate Secretary. The Board appointed Atty. Bernadette Ann V. Policarpio as Corporate Secretary and Atty. Ana Maria A. Katigbak as Assistant Corporate Secretary.

Finally the board approved amendments to the EDC Articles of Incorporation, By-Laws and Corporate Governance Manual covering the following:

  1. Appointment and Removal of Directors

  2. Qualifications and Disqualifications of Directors

  3. Quorum for Shareholder and Board Meetings

  4. Voting Requirements/Reserved Matters

  5. Committees

  6. Deadlock Resolution

  7. Pre-emptive Rights and Exclusions

cc: VINA VANESSA S. SALONGA

Head - Issuer Compliance and Disclosure Department (ICDD) Philippine Dealing & Exchange Corp.

Energy Development Corporation published this content on 04 October 2017 and is solely responsible for the information contained herein.
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