ADRIANO, PRINCESS RUTH B.

JD 2A
BY LAWS
OF
ALDUB PRODUCTIONS INC.

Article I
Name & Domicile

Section 1. Name: This corporation shall be known as Aldub Productions Inc.

Section 2. Domicile. The principal office of the Aldub Productions Inc. shall be
located at #69 Guinhawa St. City of Malolos, Bulacan Philippines. Representative
offices in other parts of the Philippines may, from time to time, be established
and/or maintained upon approval by the Board of Directors of the Corporation.
Article II
Meeting of Stockholders
Section 1. Annual Meetings An annual meeting shall be held once in each
year for the purpose of electing directors and for the transaction of such other
business as may properly come before the meeting. The annual meeting shall
be held at #69 Guinhawa St. City of Malolos, Bulacan Philippines, or on any
other places as may be designated by the Board of Directors on every 3 rd
Monday of October each year. Should such day be a legal holiday, the annual
meeting shall be held on the next succeeding business days at the same place.
Section 2. Special Meetings - Special meetings of the stockholders may be
requested by the President, the Board of Directors, or the holder(s) of a majority
of the outstanding capital stock of the corporation.
Section 3. Notice of Meeting Written notice of all stockholder meetings,
whether regular or special meetings, shall be provided under this section or as
otherwise required by law. The notice shall state the place, date, and hour of
meeting, and if for a special meeting, the purpose of the meeting. Such notice
shall be given either personally, by email or by special delivery mail, or by
publication once in a newspaper of general circulation fifteen (15) business
days prior to the meeting inclusive of the date of mailing or publication.

Section 4.

Place of Meeting. Stockholders meetings shall be held at the

Page | 1

ADRIANO, PRINCESS RUTH B.

JD 2A
corporations principal place of business unless otherwise stated in the notice.
Section 5. Quorum At any meeting of stockholders, a majority of the
outstanding voting shares, whether represented in person or by proxy, shall
constitute a quorum unless otherwise provided by the Corporation Code.
Likewise, a majority of such quorum shall decide any question that may be
brought before the meeting except in cases where the laws expressly requires a
greater proportion.
Section 6. Order of Business - The order of business at the annual meeting of
the members shall be as follows:
a.

Proof of due notice of the meeting;

b.

Proof of the presence of a quorum;

c.

Reading and approval of the minutes of the previous annual

meeting;

d.

Reports of officers;

e.

Unfinished business;

f.

New business;

g.

Report of the President;

h.

Election of the officers for the ensuing year; and

i.

Other matters.

Section 7. Voting Proxy - Each member shall be entitled to one vote, and he
may vote either in person or by proxy which shall be in writing and filed with the
Secretary of the association before the scheduled meeting.

Article III
Page | 2

ADRIANO, PRINCESS RUTH B.

JD 2A
The Board of Directors
Section 1. Number of Directors. The corporation shall be managed by a Board
of Directors consisting of five (5) directors.
Section 2. Election and Term of Office. The directors shall be elected at the
annual stockholders meeting. Each director shall serve a term of one (1) year, or
until a successor has been elected and qualified.
Section 3. Regular Meeting. A regular meeting shall be held , without notice ,
immediately following and at the same place as the annual meeting of the
stockholders. The Board of Directors may provide, by resolution, for additional
regular meetings without notice other than the notice provided by the resolution.
Section 4. Special Meeting, Special meetings may be requested by the
President, Vice President, Secretary, or any two directors by providing five (5)
days written notice by ordinary mail, effective when mailed. Minutes of the
meeting shall be sent to the Board of Directors within two (2) weeks after the
meeting.
Section 5. Removal/ Vacancies. A director shall be subject to removal, with or
without cause, at a meeting of the stockholders called for that purpose. Any
vacancy that occurs on the Board of Directors, whether by death, resignation,
removal or any other cause, may be filled by the remaining directors. A director
elected to fill a vacancy shall serve the remaining term of his or her predecessor,
or until a successor has been elected and qualified.
Article IV
Officers
Section 1. Number of Officers. The officer of the corporation shall be a
President, Vice President, a Treasurer, and a Secretary.
a. President. The President shall be the Chief Executive Officer and shall
preside at all meetings of the Board of Directors. He shall also perform all
such other duties as are properly required of him by the Board.

b. Vice President. The Vice President shall perform the duties of the
President in the absence of the President and shall assist that office in the
Page | 3

ADRIANO, PRINCESS RUTH B.

JD 2A
discharge of its leadership duties.
c. Secretary. The secretary shall give notice of all meetings of the Board of
Directors, shall keep an accurate list of the directors, and shall have the
authority to certify any records, or copies of records, as the official records
of the corporation. The secretary shall maintain the minutes of the Board
of Directors meetings.
d. Treasurer. The treasurer shall be responsible for conducting the financial
affairs of the corporation as directed and as authorized by the Board of
Directors and shall make reports of the corporations finances as required,
but no less often than at each meeting of the Board of Directors.
.
Section 2. Election and Term of Office. The officers shall be elected annually
by the Board of Directors at the first meeting of the Board of Directors,
immediately following the annual meeting of the stockholders. Each officer shall
serve a one (1) year term or until a successor has been elected and qualified.
Section 3. Removal/ Vacancies. The Board of Directors shall have the power
to remove an officer of the corporation. Any vacancy that occurs for any reason
may be filled by the Board of Directors.
Article V
Amendment to By Laws
The By-Laws may be amended, modified, altered or repealed by the
Board of Directors or the stockholders by a two thirds majority of a quorum vote
at any regular or special meeting called for the purpose; provided however, that
the stockholders may from time to time specify particular provisions of the bylaws
which shall not be amended or repealed by the Board of Directors.
Article VI
Indemnification
Any director or officer who is involved in litigation by reason of his or her
position as a director or officer of this corporation shall be indemnified and held
harmless by the corporation to the fullest extent authorized by law as it now
exists or may subsequently be amended (but, in the case of any such
amendment, only to the extent that such amendment permits the corporation to
Page | 4

ADRIANO, PRINCESS RUTH B.

JD 2A
provide broader indemnification rights.

Article VII
Stock Certificates
The corporation may issue shares of the corporations stock without
certificates, within a reasonable time after the issue or transfer of shares without
certificates , the corporation shall send the shareholder a written statement of the
information that id required by law to be on the certificates. Upon written request
to the corporate secretary by a holder of such shares, the secretary shall provide
a certificate in the form prescribed by the directors.
Article VIII
Dissolution
The Corporation may be dissolved only with authorization of its Board of
Directors given at a special meeting called for that purpose, and with the
subsequent approval by no less than two thirds (2/3) vote of the members.
Certification
, Secretary of ALDUB Productions Inc. hereby certifies
that the foregoing is a true and correct copy of the bylaws of the above named
corporation, duly adopted by the initial Board of Directors on December 12, 2015.

Secretary

Members of the Board of Directors and Incorporators

Page | 5

ADRIANO, PRINCESS RUTH B.

JD 2A
Name

Nationality

Residence

Reginal Turla

Filipino

Christian Linag

Filipino

Paul Casaje

Filipino

James Perez

Filipino

Bernadette Teodoro

Filipino

#56 Mapayapa St.

Pulilan, Bulacan ,
Philippines.
Lot 4 Blk 58 Maguinhawa
Subd. Calumpit, Bulacan,
Philippines.
#33 WalangBuhay St.
Malolos City, Philippines.
Lot 54 Blk 4 Mahusay
Subd. Malolos City,
Philippines
Lot 5 Blk9 Batongbuhay
Subd. Malolos City,
Philippines.

______________________________
Reginal Turla

____________________________
Christian Linag

______________________________
Paul Casaje

____________________________
James Perez

____________________________________
Bernadette Teodoro
___________________________
Date
Signed in the Presence of:
________________________________ ________________________________

Page | 6