Definitive SRC 20-IS 2024-A

COVER SHEET

4 0 9 7 9 SEC Registration Number

S E A F R O N T

R E S O U R C E S

C O R P O R A T I O N

(Company’s Full Name)

7 T H

F L O O R

A D B

A V E N U E

P A S I G

J M T

B U I L D I N G

O R T I G A S

C E N T E R

C I T Y

(Business Address: No. Street City/Town/Province)

Louie Mark R. Limcolioc (Contact Person)

1 2

3 1

Month

Day

8637-2917 Definitive SEC - Form

2 0 -

I

(Company Telephone Number)

S

(Fiscal Year)

0 6

2 0

Month

Day

(Annual Meeting)

(Secondary License Type, If Applicable)

Dept. Requiring this Doc.

Amended Articles Number/Section Total Amount of Borrowings

Total No. of Stockholders

Domestic

Foreign

To be accomplished by SEC Personnel concerned

File Number

LCU

Document ID

Cashier

STAMPS Remarks: Please use BLACK ink for scanning purposes.

SEAFRONT RESOURCES CORPORATION 7th Floor, JMT Building, ADB Avenue Ortigas Center, Pasig City

8637-2917 Telephone Number

31 December 2023 Fiscal Year Ending

Notice of Regular Annual Stockholders’ Meeting

SEC Form 20-IS Information Statement Pursuant to Section 20 of the Securities Regulation Code Form Type

1

SEAFRONT RESOURCES CORPORATION NOTICE OF REGULAR ANNUAL STOCKHOLDERS’ MEETING TO OUR STOCKHOLDERS: NOTICE IS HEREBY GIVEN that the Regular Annual Meeting of the Stockholders of Seafront Resources Corporation (the “Company”) will be conducted virtually (or via online means of communication) on Thursday, June 20, 2024 at 3:30 PM, with the following agenda: (1) (2) (3) (4) (5) (6)

(7) (8) (9)

Certification of Service of Notice; Determination of Quorum/Call to Order; Approval of Minutes of the last Regular Stockholders’ Meeting held on June 22, 2023; Approval of Management Report and the 2023 Audited Financial Statements contained in the 2022 Annual Report; Confirmation and Ratification of all acts, contracts and investments made and entered into by Management and/or the Board of Directors during the period from June 22, 2023 to June 20, 2024; Election of Members of the Board of Directors for 2024-2025: a. Approval of the retention and reelection of Mr. Nicasio I. Alcantara and Atty. Ernestine Carmen Jo D. Villareal as Independent Directors.

Appointment of External Auditors; Other Matters; and Adjournment.

Only stockholders of record at close of business on May 3, 2024 shall be entitled to vote at said meeting or any adjournment thereof.

Pursuant to the alternative modes of notice as provided for in the Securities and Exchange Commission’s NOTICE dated March 13, 2023, this notice to Stockholders shall be published in the business section of two (2) newspapers of general circulation, in print and online format, for two (2) consecutive days not later than 21 days before the scheduled meeting.

The Information Statement, Management Report, SEC Form 17-A, Minutes of the Annual Stockholders Meeting for the year 2023 and other pertinent meeting documents shall be made available in the Company’s website (www.seafrontresources.com.ph) and via PSE Edge.

As allowed under the Company’s Amended By-Laws, the Regular Annual Meeting shall be held virtually or via online/remote communication. The stockholders shall be allowed to cast their votes by proxy, or by remote communication, or in absentia pursuant to Section 49 of the Revised Corporation Code of the Philippines and SEC Memorandum Circular No. 6-2020.

To participate in the Annual Meeting, stockholders must register from 9:00 a.m. of June 3, 2024 until 5:00 p.m. of June 6, 2024 through the following link: http://seafrontresources.com.ph/investor_relations and follow the steps provided therein. The procedures for participation via remote communication and in absentia can be found in the said link. Please see Annex “B” of the Information Statement.

Stockholders who wish to appoint proxies may submit proxy forms until 5:00 p.m. of June 6, 2024 to the Office of Corporate Secretary at 7th Floor, JMT Building, ADB Ave., Ortigas Center, Pasig City or by email to asm@seafrontresources.com.ph. Validation of proxies will be held on June 6, 2024. A sample proxy form will be enclosed in the Information Statement for your convenience.

ATTY. SAMUEL V. TORRES Corporate Secretary 2

AGENDA DETAILS AND RATIONALE

1.

Call to Order The Chairman of the Board of Directors, Mr. Roberto Jose L. Castillo, will call the meeting to order.

2.

Certification of Notice and Quorum The Corporate Secretary will certify that the written Notice for the meeting was duly sent to stockholders of record, including the date of publication and the newspaper where the notice was published. He will also certify that the quorum exists, and the Stockholders representing at least a majority of the outstanding capital stock, present in person or by proxy, shall constitute a quorum for the transaction of business.

Pursuant to Sections 23 and 57 of the Revised Corporation Code and SEC Memorandum Circular No. 6, Series of 2020, stockholders may participate and vote through remote communication or in absentia. Stockholders may register by submitting the requirements via email at asm@seafrontresources.com.ph and vote in absentia on the matters for resolution at the meeting. A stockholder who votes in absentia, as well as a stockholder participating by remote communication, shall be deemed present for the purpose of quorum.

Please refer to Annex “B” on the Procedures and Requirements for Voting and Participation in the 2024 Regular Annual Stockholders’ Meeting for complete information on remote participation or voting in absentia, as well as on how to join the livestream for the 2024 ASM.

3.

Approval of the Minutes of the Annual Stockholders’ Meeting held on June 22, 2023 The Minutes of the Meeting held on June 22, 2023 are available at the Company’s website: www.seafrontresources.com.ph and at the PSE Edge.

4.

Approval of Management Report and the 2023 Audited Financial Statements contained in the 2023 Annual Report The Report summarizes the milestones and key achievements of Seafront Resources Corporation (the “Company”) and provides a clear picture of how the Company achieved its goals and strategic objectives for the year 2023. The Company’s audited financial statements, the highlights of which are explained in the President and Chief Executive Officer’s Report and in the Information Statement. Copies of the 2023 Audited Financial Statements, previously approved by the Board of Directors, were also submitted to the Securities and Exchange Commission (SEC) and the Bureau of Internal Revenue (BIR). Please see Annex “D” for AFS 2023.

5.

Confirmation and Ratification of all acts contracts and investments made and entered into by the Management and/or Board of Directors during the period June 22, 2023 to June 20, 2024 The actions for approval are those taken by the Board and/or its committees and the Management since the Annual Stockholders’ Meeting on June 22, 2023 until June 20, 2024, including the internal procedures for participation in meetings and voting through remote communication or in absentia. Agreements, projects, investments, treasury-related matters and other matters covered by disclosures to the SEC and the Philippine Stock Exchange will likewise be presented for approval. The acts of the officers were those taken to implement the resolutions of the Board or its committees or made in the general conduct of business.

6.

Election of Nine (9) members of the Board of Directors for the year 2024-2025 At its meeting held on May 6, 2024, the Corporate Governance Committee, as the standing committee of the Board of Directors constituted for the purpose of reviewing and evaluating the qualifications of persons nominated to become members of the Board of Directors (including the independent directors) and pursuant to the provisions of the Revised Manual on Corporate Governance Manual of the Company, reviewed the candidates for director to ensure that they have all the qualifications and none of the disqualifications for nomination and election as members of the Board of Directors.

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The nine (9) nominees will be submitted for election to the Board of Directors by the stockholders at the Annual Stockholders’ Meeting. For this year, the candidates to the Board are the following: a.

As Regular Directors: 1) Mr. Roberto Jose L. Castillo 2) Mr. Medel T. Nera 3) Mr. Jose Luis F. Gomez 4) Mr. Victor V. Benavidez 5) Ms. Milagros V. Reyes 6) Ms. Yvonne S. Yuchengco

b.

As Independent Directors: 7) Atty. Ernestine Carmen Jo D. Villareal-Fernando 8) Mr. Nicasio I. Alcantara 9) Mr. Basil L. Ong

Please refer to Item 5 – Directors and Executive Officers of the Information Statement for the profile of the nominees to the Board. Stockholders will have the opportunity to elect the directors who will serve for the term 2024- 2025 by way of individual voting, by ballot and by proxy.

7.

Appointment of the Company’s External Auditors The Company’s Board Audit Committee assessed and evaluated the performance for the previous year of the Company’s external auditor, SYCIP GORRES VELAYO & CO. (SGV). Based on the Board Audit Committee, the Board of Directors will recommend the reappointment of SGV as the Company’s external auditor for 2024.

SGV, one of the top auditing firms in the country, is fully accredited by the SEC. A resolution for the appointment of the Company’s external auditor for 2024 shall be presented to the stockholders for approval.

9.

Other Matters The Chairman of the meeting will inquire whether there are other relevant matters and concerns to be discuss.

10. Adjournment Upon determination that there are no other relevant matters to be discuss, the meeting will be adjourn on motion duly made and seconded.

4

SECURITIES AND EXCHANGE COMMISSION SEC FORM 20-IS Information Statement Pursuant to Section 20 of Securities Regulation Code 1.

Check the appropriate box: Preliminary Information Statement √ Definitive Information Statement

2.

Name of Registrant as specified in its charter: SEAFRONT RESOURCES CORPORATION

3.

Province, country or other jurisdiction of incorporation or organization: PASIG CITY, PHILIPPINES

4.

SEC Identification Number: 40979

5.

BIR Tax Identification Code: 000-194-465

6.

Address of principal office: 7TH FLOOR, JMT BUILDING, #27 ADB AVENUE, ORTIGAS CENTER PASIG CITY 1605, PHILIPPINES

7.

Registrant’s telephone number, including area code: (632) 8637-2917

8.

Date, time and place of the meeting of security holders: June 20, 2024 at 3:30 p.m. virtually or via online/remote communication. http://seafrontresources.com.ph/investor_relations.

9.

Approximate date on which the Information Statement is first to be sent or given to security holders: May 22, 2024.

10. Securities registered pursuant to Section 4 and 8 of the RSA (information on number of shares and amount of debt is applicable only to corporate registrants):

Title of Each Class Common

Number of Shares of Common Stock Outstanding 163,000,000 shares

11. Are any or all of registrant’s securities listed on the Philippine Stock Exchange?

Yes______________No_____________ If so, disclose name of the Exchange: The Philippine Stock Exchange, Inc.

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Information Required by Items of SEC Form 20-IS A. GENERAL INFORMATION

Item 1 Date, time and place of meeting of security holders The Regular Annual Meeting of the Stockholders of Seafront Resources Corporation (the “Company”) will be held on Thursday, June 20, 2024, at 3:30 p.m. To be called and conducted and presided virtually or via online/remote communication by the presiding officer at the Company’s principal office address at 7th Floor, JMT Building, ADB Avenue, Ortigas Center, Pasig City. http://seafrontresources.com.ph/investor_relations.

Mailing Address –7th Floor, JMT Building, #27 ADB Avenue, Ortigas Center, Pasig City, Philippines.

Approximate date of which the Information Statement is to be first sent or given to security holders: May 22, 2024 WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY

Item 2 Dissenters’ Right of Appraisal There are no corporate matters or actions that will entitle dissenting stockholders to exercise their right of appraisal as provided in Section 80 of the Revised Corporation Code of the Philippines (RCC).

The Dissenter’s Right of Appraisal shall be available under the following instances: a.

b. c. d.

In case of any amendment to the articles of incorporation has the effect of changing or restricting the rights of any stockholders or class of shares, or of authorizing preferences in any respect superior to those outstanding shares of any class, or extending or shortening the term of corporate existence; In case of sale, lease, exchange, transfer, mortgage, pledge or other disposition of all or substantially all of the corporate property and assets as provided in the RCC; In case of merger or consolidation; and In case of investment of corporate funds for any purpose other than the primary purpose of the Company.

In the event that a dissenting stockholder exercises his Right of Appraisal, he shall be entitled to demand payment of the fair value of his shares. The right of appraisal shall be exercised by making a written demand to the Company for the payment of the fair value of shares held, within thirty (30) days after the date on which the vote was taken. Failure to make the demand within such period shall be deemed a waiver of the Appraisal Right. If the proposed corporate action is implemented, the dissenting stockholder shall be paid the fair value his shares as of the day before the vote was taken, excluding any appreciation or depreciation, upon surrender of the certificate or certificates of stock representing the stockholder’s shares (Sec. 81, RCC).

If the dissenting/withdrawing stockholder and the Company cannot agree on the fair value of the shares within sixty (60) days from the approval of the corporate action, the same shall be determined and appraised by three (3) disinterested persons, the first shall be named by the dissenting/withdrawing stockholder, the second by the Corporation, and the third by the two (2) thus chosen. The findings of the majority of the appraisers shall be final, and their award shall be paid by the Company within 30 days after such award is made, but no payment shall be made unless the Company has unrestricted retained earnings in its books to cover such payment. Upon payment by the Company of the agreed or awarded price, the stockholder shall forthwith transfer the shares to the Company (Sec. 81, RCC).

Item 3 Interest of Certain Persons in Matters to be Acted Upon No director, nominee for election as director, associate of the nominee or executive officer of the Company at any time since the beginning of the last fiscal year had any substantial interest, direct or indirect, by security holdings or otherwise, in any of the matters to be acted upon in the meeting, other than election to office.

No director has informed the Corporation in writing that he intends to oppose any action to be taken by the registrant at the meeting.

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B. CONTROL AND COMPENSATION INFORMATION

Item 4 Voting Securities and Principal Holders Thereof a) Number of Shares Outstanding as of April 30, 2024: Number of Votes Entitled

163,000,000 One (1) vote per share

Foreign Equity Ownership as of April 30, 2024: The Company Foreign equity ownership, as follows: No. of Shares % Ownership Shares held by Filipino 162,186,984 common 99.50% Shares held by foreign nationals 813,016 common 0.50% Total 163,000,000 common 100.00% b) Only holders of the Company’s stock of record at the close of business on May 3, 2024, acting in person or by proxy, on the day of the meeting are entitled to notice and to vote at the Annual Stockholders Meeting to be held on June 20, 2024. Stockholders of record are entitled to one vote per share. Voting may be done viva voce or by balloting or in absentia.

c)

Manner of Voting Section 5.0 of Article II of the By-Laws of the Corporation provides that stockholder may vote at all meetings the number of shares registered in their respective names either in person or by proxy executed in writing, or through remote communication or in absentia as allowed by the Board of Directors. No proxy shall be recognized unless presented to the Secretary for inspection and registration at least ten (10) calendar days before the date of said meeting.

The stockholders have cumulative voting right with respect to the election of the Company’s Directors: (See also Page 17 Item 19 Voting Procedures).

1. Election of Directors shall be held at the Annual Stockholders’ Meeting. It shall be done by majority (2/3 for the amendment of the By-Laws) of stock represented in the meeting, or vote through remote communication or in absentia, and shall be conducted in the manner provided in Section 23 of the RCC, and with such formalities and in such manner as the presiding officer at the meeting shall then and there determine and provide: a) he/she may vote such number of shares for as many persons as there are Directors to be elected; b) he/she may cumulate said share and give one candidate as many votes as the number of Directors to be elected multiplied by his/her shares; c) he/she may distribute them on the same principle among as many candidates as he/she may see fit. In any of these instances, the total number of votes cast by the stockholders should not exceed the number of shares owned by him/her as shown in the books of the Corporation multiplied by the total number of Directors to be elected. d) Discretionary authority to cumulate vote is not solicited.

d) Security Ownership of Certain Record and Beneficial Owners and Management 1.

Security Ownership of Certain Record and Beneficial Owners:

The following table sets forth information with respect to a record or beneficial owner directly or indirectly owning more than 5% of the Company’s Capital Stock as of April 30, 2024.

Title of Class

Name, Address of Record Owner

Relationship with Issuer

Name of Beneficial Owner

Common

PCD Nominee Corp.

MSE Building, Ayala Ave., Makati City

Stockholder

Various clients (Note 1)

Common

Common

Common

Common

PMMIC 10th Floor, GPL Building, Buendia Ave., Makati City Alsons Cons. Res., Inc. 2286 Pasong Tamo Ext. Makati City CBC T/A-SCA#0010 CBC Building, Trust Dept.

Paseo de Roxas, Makati City CBC T/A-SCA#0011 CBC Building, Trust Dept.

P. de Roxas, Makati City

Stockholder

Stockholder

No. of shares held

Percentage of Ownership

Filipino

67,010,118*

41.11%

Filipino

30,469,858

18.69%

Filipino

15,544,911

9.54%

Citizenship

Pan Malayan Management and Investment Corporation (Note 2) Alsons Consolidated Resources, Inc.(Note 3)

Stockholder

China Banking Corp.

(Note 4)

Filipino

14,178,625

8.70%

Stockholder

-do-

Filipino

10,204,120

6.26%

NOTE: 1. None of the holders of the Company’s common shares registered under the name of PCD Nominee owns more than 5% of the company’s common shares.

2. The corporate acts of PMMIC are carried out by its Board of Directors and Management.Ms. Michele Y. Dee is the President of PMMIC. 3. The Corporate acts of Alsons Cons. Res., Inc. are carried out by its Board of Directors. Mr. Nicasio I. Alcantara is the current Chairman and President of the Company.

4. CBC T/A-SSC#0010 and T/A-SSC#0011 are Trust Accounts with China Banking Corporation as Trustee. The Corporate acts of CBC are carried out by its Board of Directors and Management. Mr. Romeo D. Uyan, Jr. is the current President and CEO of the Company. * PCD total shares include Filipino and Non-Filipino.

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2.

Security Ownership of Management as of April 30, 2024.

The following are the number of shares owned of record by the Directors, the Chief Executive Officer and each of the key officers of the Company and the percentage of shareholdings of each:

Title of Class Common Common Common Common Common Common Common Common Common Common Common Total

Name of Beneficial Owner Amount and Nature Name and Position Beneficial Ownership Roberto Jose L. Castillo Chairman 1 “Direct” Milagros V. Reyes President and Director 1 “Direct” Basil L. Ong Independent Director 1 “Direct” Yvonne S. Yuchengco Director 1 “Direct” Nicasio I. Alcantara 425 “Direct” Independent Director 2,834 “Indirect” Medel T. Nera Director/Treasurer 1 “Direct” Ernestine Carmen Jo D. Villareal-Fernando Independent Director 1 “Direct” Raul M. Leopando Director 661 “Indirect” Victor V. Benavidez Director 1,000 “Direct” Samuel V. Torres Corporate Secretary Louie Mark R. Limcolioc Asst. Corporate Secretary 4,926 shares

of Citizenship

Percent of Class

Filipino

-

Filipino

-

Filipino

-

Filipino

-

Filipino

-

Filipino

-

Filipino

-

Filipino

-

Filipino

-

Filipino

-

Filipino

0.40%

As of April 30, 2024, the Company’s directors and executive officers owned an aggregate of 4,926 shares equivalent to 0.40% of the Company’s outstanding shares. None of the members of the Company’s directors and management owns more than 2% of the outstanding capital stock of the Company.

Voting Trust Holders of 5% or more -The Company is not aware of any voting trust or similar arrangement among persons holding more than 5% of a class of shares.

Changes in Control - There had been no change in the control of the Company since the beginning of the last fiscal year.

The Company has no existing voting trust or change in control agreements.

Item 5

Directors and Executive Officers:

Name Roberto Jose L. Castillo Milagros V. Reyes Basil L. Ong Raul M. Leopando Yvonne S. Yuchengco Nicasio I. Alcantara Victor V. Benavidez Medel T. Nera Ernestine Carmen Jo D. Villareal-Fernando

Age 70 82 72 73 70 81 72 68 62

Position Chairman of the Board Director/President Independent Director Director Director Independent Director Director Director/Treasurer Independent Director

Citizenship Filipino Filipino Filipino Filipino Filipino Filipino Filipino Filipino Filipino

Period of Service 2018 to present 1999 to present 2021 to present 2017 to present 2000 to present 1995 to present 2017 to present 2011 to present 2012 to present

Executive Officers: Milagros V. Reyes Medel T. Nera Atty. Samuel V. Torres Vanessa G. Peralta Atty. Louie Mark R. Limcolioc

82 68 59 38 37

President Treasurer Corporate Secretary Data Privacy Officer Asst. Corporate Secretary

Filipino Filipino Filipino Filipino Filipino

1999 to present 2011 to present 2006 to present 2021 to present 2022 to present

The Directors of the Company are elected at the annual meeting of stockholders to hold office until the next annual meeting and until each respective successor shall have been elected and qualified. Each Board member serves for a term of one year or until his successor is duly elected and qualified.

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The following are the incumbent directors of the Company and their business experience for the past five (5) years: Board of Directors Mr. Roberto Jose L. Castillo, 70, Filipino, Chairman (Non-Executive Director) Publicly-Listed Companies: Mr. Castillo is the Chairman of the Board since 2018.

Non Listed: He is the Director of the following companies Brightnote Assets Corporation, Kubota-Kasui Philippines Corporation, SQ Resources, Inc., SN Resources, Inc., Somerset Hospitality Holdings Philippines, Inc., Ascott Hospitality Holdings Philippines, Inc. and Tong Hsing Electronics Philippines, Inc. He is also Chairman of the Advisory Board, Carmelray Industrial Corporation and Chairman CJC Corporation.

Educational Background: Master’s degree in Business Administration, Wharton Graduate School of the University of Pennsylvania, Bachelor of Science in Commerce, University of Santo Tomas, Bachelor of Arts, University of Santo Tomas.

Professional Qualification: Certified Public Accountant (CPA) Ms. Milagros V. Reyes, 82, Filipino, Director/President Publicly-Listed Companies: She is the Director and President of PetroEnergy Resources Corporation and formerly of iPeople, inc.

Non-Listed: She is presently the Chairman of PetroGreen Energy Corporation, Chairman of Maibarara Geothermal, Inc. and Chairman/President of PetroSolar Corporation; Director/Treasurer of Hermosa Ecozone & Development Corporation. She was formerly a Director/Consultant of PNOC-EC and a Senior Vice President of Basic Petroleum and Minerals, Inc. Educational Background: Bachelor of Science in Geology and Physical Sciences (Double Degree) from the University of the Philippines. She pursued various technical trainings from the National Iranian Oil Co., University of Illinois and Ajman Fields in U.A.E. Ms. Yvonne S. Yuchengco, 70, Filipino, Director Publicly-Listed Companies: She is a Director of House of Investments, Inc. Director/Treasurer of PetroEnergy Resources Corporation and Director of iPeople, Inc. Non-Listed: She is the Chairperson/President/Director of Phil. Integrated Advertising Agency, Inc., Royal Commons, Inc., Y Realty Corporation, Y Tower II Office Condominium Corporation, Yuchengco Museum, Inc., Yuchengco Tower Office Cond.

Corporation, Chairperson of XYZ Assets Corporation, Director/President of Alto Pacific Corporation, RCBC Land, Inc., Mico Equities, Inc. She is Director/Treasurer of Honda Cars Kaloocan, Inc., Malayan High School of Science, Inc., Mona Lisa Development Corporation, PetroEnergy Resources Corporation, Water Dragon, Inc., DirectorTreasurer/CFO of Pan Malayan Mgm’t. & Inv’t. Corp., Director/Vice Chairperson of Malayan Insurance Co., Inc., Director/Vice President/Treasurer of Pan Managers, Inc., Trustee/Chairperson of The Malayan Plaza Condominium Owners Association, Inc., Trustee of AY Foundation, Inc, Mapua Institute of Technology, Inc., Phil-Asia Assistance Foundation, Inc., She is a member of Advisory Committee of Rizal Banking Corporation, Director/Corporate Secretary of MPC Investment Corporation. She is also a member of the Board of Directors of the following companies: Annabelle Y. Holdings & Management Corporation, Asia-Pac Reinsurance Co., Ltd., A.T.Yuchengco, Inc. DS Realty, Inc., Enrique T. Yuchengco, Inc., GPL Holdings, Inc., House of Investment, Inc., HYDee Management and Resource Corp., iPeople, inc., La Funeraria Paz, Inc.-Sucat, Luisita Industrial Park Corp., Malayan College Laguna, Inc., Malayan Colleges, Inc., Malayan High School of Science, Inc., Malayan International Insurance Corp., Manila Memorial Park Cemetery, Inc., National Reinsurance Corporation of the Philippines, Pan Malayan Express, Inc., Pan Malayan Realty Corporation, Shayamala Corporation and YGC Corporate Services, Inc, Yuchengco Center, Inc. Educational Background: Bachelor of Arts in Interdisciplinary Studies from the Ateneo De Manila University Mr. Medel T. Nera, 68, Filipino, Director/Treasurer Publicly-Listed Companies: Mr. Nera is the Director of iPeople, Inc.; EEI, Inc. and House of Investments, Inc. Non-Listed: He is also a Director of Generika Group. His past experience include: President and CEO of House of Investments, Inc., Director and President of RCBC Realty Corp.; Chairman of the Board of Greyhounds Security & Investigation Agency Corporation, and Zamboanga Industrial Finance Corporation (ZIFC); Chairman and President of Honda Cars Kalookan, Inc.;Director of HI-Eisai Pharmaceuticals, Inc., Investment Managers, Inc., Landev Corp., Malayan Colleges Laguna, Inc. Manila Memorial Cemetery Park, Inc., YGC Corporate Services, Inc., Chairman of Risk Oversight Committee and member of the Audit Committee of Rizal Commercial Banking Corp.; and Senior Partner at Sycip Gorres Velayo & Co. Educational Background: Master in Business Administration from Stern School of Business, New York University, USA and Bachelor of Science in Commerce from Far Eastern University, Philippines, International Management Program from Manchester Business School, UK, Pacific Rim Program from University of Washington, USA.

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Mr. Nicasio I. Alcantara, 81, Filipino, Independent Director Publicly-Listed Companies: He is presently Chairman and President of Alsons Consolidated Resources, Inc., an Independent Director of The Philodrill Corporation and Phoenix Petroleum Philippines, Inc. Non-Listed: Chairman and President of ACR Mining Corporation, Alsons Development and Investment Corporation, Sarangani Agricultural Company, Inc., Conal Corporation, Thermal Energy Corporation, Alto Power Management Corporation and many other subsidiaries under the Alcantara Group. He is the Chairman of the SITE Group International, Ltd. Mr. Alcantara serves as the Chairman of both the Corporate Governance Committee and Related Party Transactions Committee of the BDO Private Bank, Inc. and a member of the Bank’s Audit Committee. He is the Vice-Chairman of Aviana Development Corporation. Director of Enderun Colleges, Inc. Prior to this, Mr. Alcantara held the position of Chairman and President in various corporations, namely, Petron Corporation, Iligan Cement Corporation, Alson Cement Corporation, Northern Mindanao Power Corporation and Refractories Corporation of the Philippines. He was also the Chairman of Alsons Prime Investments Corporation until recently and served as Director of the Bank One Savings Bancasia Capital Corporation, C. Alcantara & Sons, Inc. and Alsons Corporation.

Educational Background: Bachelor of Science in Business Administration from the Ateneo de Manila University, Master’s in Business Administration from Sta. Clara University, California, USA Atty. Ernestine Carmen Jo Villareal-Fernando, 62, Filipino, Independent Director Non-Listed: She is the Director of various corporations such as: Country Bankers Insurance Corporation, Country Bankers Life Insurance Corporation, Jose E. Desiderio, Inc. and Fuego y Hielo, Inc., Founding Partner, Platon Martinez Flores San Pedro Leano Fernando Panagsagan Bantilan Law Office from 1996-2004. Independent Director of RCBC Securities, Inc., RCBC Forex Brokers Corporation and RP Land Development Corporation, Treasurer – Trustee of Philippine Bar Association.

Educational Background: Bachelor of Laws from the University of the Philippines, A.B. Economics-College Scholar, Dean’s Medal from the University of the Philippines, Certificate in Math and Computer Programming at Michigan State University, Computer Center.

Mr. Victor V. Benavidez, 72, Filipino, Director Publicly-Listed Companies: He is a Director of Boulevard Holdings, Inc. Non-Listed: He is formerly the General Manager of Alakor Securities, Inc, Director, Mariwasa Siam Holdings, Anglo Philippines Holdings Corporation, VP and Director Mabuhay Holdings Corporation and Tagaytay Properties & Holdings Corporation, Columnist, The Daily Globe, Investment Research Consultant of James Capel, Manager/Corplan of Banco Filipino and Manager/Investment Research of Anselmo Trinidad & Co. Educational Background: Bachelor of Science in Economics from the University of Sto. Tomas, Master’s Degree in Economics from the University of Sto. Tomas, Professional Development Program from CRC. Mr. Raul M. Leopando, 73, Filipino, Director Publicly-Listed Companies: He is presently a member of a Board of Director of UPSON International Corporation.

Non Listed: He was formerly a Director of Maibarara Geothermal Incorporated. He was formerly President/CEO of RCBC Capital Corporation; Chairman of the Board of RCBC Securities Corporation, Vice Chairman of the Board of RCBC Bankard, Senior Consultant to the Chairman of RCBC; Director of PetroEnergy Resources Corporation and PetroGreen Corporation. He was also member of the Board of Directors of several other corporations. He was also formerly President of Investment Houses Association of the Phils. (IHAP). He is a lifetime member of the Financial Executive Institure (FINEX).

Educational Background: Bachelor of Arts in Economics from the University of the Philippines and Bachelor of Science in Commerce-Accounting from San Beda University.

Mr. Basil L. Ong, 72, Filipino, Independent Director Publicly-Listed Companies: He is formerly an Independent Director at PetroEnergy Resources Corporation since 2011 to 2020 Non-Listed: Mr. Ong likewise has board membership in various corporations, namely: Transnational Diversified Group, Inc., Wordtext Systems, Inc. (WSI),Transnational Medical and Diagnostic Center, Inc. Botika TDG, Inc., Wellcare Health Maintenance, Inc. Educational Background: Mr. Ong, received his Bachelor’s Degree in Management from the Ateneo de Manila University and he completed his post graduate the Program for Management Development at the Harvard Business School.

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Executive Officers: Ms. Milagros V. Reyes, 82, Filipino, Director/President Publicly-Listed Companies: She is a Director and President of PetroEnergy Resources Corporation and formerly of iPeople, Inc. Non-Listed: She is presently the Chairman PetroGreen Energy Corporation, Chairman of Maibarara Geothermal, Inc. and PetroSolar Corporation; Director/Treasurer of Hermosa Ecozone & Development Corporation. She was formerly a Director/Consultant of PNOC-EC and a Senior Vice President of Basic Petroleum and Minerals, Inc. Educational Background: Bachelor of Science in Geology and Physical Sciences (Double Degree) from the University of the Philippines. She pursued various technical trainings from the National Iranian Oil Co., University of Illinois and Ajman Fields in U.A.E. Atty. Samuel V. Torres, 59, Filipino, is the Gen. Counsel/Corporate Secretary of AY Foundation, Alto Pacific Company, Inc. (Formerly: The Pacific Fund, Inc.), Bankers Assurance Corp., FBIA Insurance Agency, Inc., Bluehounds Security & Invt.

Agency, Enrique T. Yuchengco, Inc., First Nationwide Assurance Corp., GPL Holdings, Inc. GPL Cebu Tower Office Cond.

Corp., GPL Holdings, Inc., Grepaland, Inc., Grepa Reality Holding Corporation, Hexagon Integrated Financial & Insurance Agency, Hi-Eisai Pharmaceutical, Inc., Honda Cars Kalookan, Inc, House of Investments, Inc.,Hexagon Integrated Fin. Ins. Agency, Inc., Hexagon Lounge, Inc., iPeople, Inc., Investment Managers, Inc.,Landev Corporation, La Funeraria Paz-Sucat, Inc., Malayan High School of Science, Inc., Malayan Insurance Co., Inc., Mico Equities, Inc., Malayan Colleges, Inc., Malayan Colleges Laguna, Inc., Malayan Securities Corporation, Mapua Information Technology Center, Inc., MJ888 Corporation, Mona Lisa Development Corporation, Pan Malayan Management & Investment Corporation, Pan Malayan Realty Corporation, Pan Malayan Express, Inc., Pan Pacific Computer Center, Inc., People eServe Corporation, PetroEnergy Resources Corporation, Philippine Integrated Advertising Agency, Inc., Royal Commons, Inc.,RCBC Forex Corporation, RCBC Realty Corporation, RCBC Land, RCBC Securities, Inc., RCBC Bankard Services Corporation, RCBC Securities, Inc., RP Land Development Corporation, Sun Life Grepa Financial, Inc., Yuchengco Museum, YGC Corporate Services, Inc., Y Realty Corporation, Y Tower II Office Condominium Corp., Yuchengco Tower Office Condominium Corp. and Xamdu Motors, Inc. Educational Background: Bachelor of Science in Business Economics from the University of the Philippines and Bachelor of Laws from Ateneo de Manila University.

BOARD ATTENDANCE The record of attendance of the Board of Directors in the Board Meetings and Stockholders’ Meeting for the calendar year 2023 and also Board Committee Meetings.

No. of Meetings Held During the Year Board

Name

Audit Chairman

Corporate Governance

Mr. Roberto Jose L. Castillo

No. of Meetings Attended

Board

ASM

OM

8

1

1

10

8

1

1

10

Member

Ms. Milagros V. Reyes

Member

Mr. Medel T. Nera

8

1

1

10

Independent Director

Mr. Nicasio I. Alcantara

7

1

7

1

1

17

Independent Director

Atty. Ernestine Carmen Jo D. Villareal-Fernando

8

1

8

1

1

19

Independent Director Member

Mr. Basil L. Ong

8

1

Ms. Yvonne S. Yuchengco

8 8

1 1

1 1

19 10

Member Member

Mr. Raul M. Leopando

8

Mr. Victor V. Benavidez

8

1 1

1 1

10 10

Note: Board Meetings CG Committee Meeting Audit Committee Meetings Annual Stockholders' Meeting Organizational Meeting TOTAL

8 1 8 1 1 19

11

Nominees for Election as Members of the Board of Directors for the year 2024-2025: The following incumbent directors except for Mr. Jose Luis F. Gomez who has been nominated to the Board of Directors of the Company for the ensuing year 2024-2025 and have been approved for election by the Corporate Governance Committee at its meeting on May 6, 2024.

1.

2.

3.

4.

5.

Mr. Roberto Jose L. Castillo – Director Ms. Milagros V. Reyes – Director Mr. Jose Luis F. Gomez – Director Ms. Yvonne S. Yuchengco - Director Mr. Medel T. Nera– Director

6.

7.

8.

9.

Mr. Nicasio I. Alcantara – Independent Director Atty. Ernestine Carmen Jo D. Villareal-Fernando–Independent Director Mr. Basil L. Ong – Independent Director Mr. Victor V. Benavidez– Director

Below are the qualifications of Mr. Luis F. Gomez, 62 Filipino He is the Chairman of RCBC Securities, Inc, Director of RCBC Capital Corporation and RCBC Bankard Services, Inc. He is formerly the President and Chief Executive Officer of RCBC Capital Corporation, Associate Director of AIG Investment Corporation, Peregrine Capital Phils., Director and General Manager of Falcon Properties and Resources Corporation, Assistant Vice President of Bank of America NT & SA and Investment and Capital Corporation of the Philippines.

Educational Background: Bachelor of Science in Management Engineering from Ateneo de Manila University

Nomination and Election of Independent Directors: Atty. Arturo B. Maulion, a stockholder of record, formally nominated Mr. Nicasio I. Alcantara, Atty. Ernestine Carmen Jo D. Villareal-Fernando and Mr. Basil L. Ong as Independent Directors. Atty. Maulion has no relations with the Nominees. (Please see attached Annex “A” for the Certification of Independent Directors).

Re-election of Mr. Nicasio I. Alcantara and Atty. Ernestine Carmen Jo Villareal-Fernando as Independent Directors.

Mr. Nicasio I. Alcantara, 81, Filipino, Independent Director Mr. Alcantara is a product of Ateneo de Manila University with a degree in BS Business Administration in 1964. He then pursued his studies abroad and finished his Masters in Business Administration post-graduate diploma at Sta. Clara University, California, U.S.A. in 1968. Mr. Alcantara is a distinguished and an astute businessperson who has been at the helm of numerous different companies in finance, real estate, agriculture, mining, oil and power. He is presently the Chairman and President of Alsons Consolidated Resources, Inc., Alto Power Management Corp., Alsons Thermal Energy Corp., ACR Mining Corp., the Chairman of Site Group International Limited, an Australian company, and Conal Corporation, and the Vice Chairman of Aviana Development Corp.

From 2001 until 2009, he led Petron Corporation, the largest oil refining and marketing company, one of the leading oil suppliers in the Philippines, as its Chairman and CEO. He likewise served as Chairman and President for various corporations, namely, Western Mindanao Power Corporation, Northern Mindanao Power Corporation, Southern Phil. Power Corp., Refractories Corporation of the Phils., Davao Industrial Plantation, Inc., Alsons Insurance Brokers Corp., Alsons Cement Corporation, Alsons Aquaculture Corporation, and Chairman of Acil Corporation.

In addition to the aforementioned executive positions, Mr. Alcantara held and continues to hold directorships with numerous companies. Alcantara’s first directorship experience traces as far back as 1973 with Alsons Insurance Brokers Corp. and has been well-sought as director by several companies ever since. For five (5) decades, or from 1973 onwards, Mr. Alcantara served and continues to serve as director for various corporations, namely: Aces Technical Services, Inc., Acil Corporation, Alabel Sa Lipa Farms, Inc., Alcor Transport Corporation, Aleca Corp., Alsing Power Holdings, Inc., Alsons Aquaculture Corporation, Alsons/AWS Information System, Inc., ACR Mining Corporation, Alsons Corporation, Alsons Development and Investments Corp., Alsons Land Corporation, Alsons Power Holdings Corporation, Alson Properties Corporation, Alsons Security Co., Inc., Alsons Thermal Energy Corp., Alsons Prime Investments Corp., Alto Power Management Corporation, Alsons Cement Corporation, Alsons Consolidated Resources, Inc., Aquasur Resources Corporatioon, Buayan Cattle Co., Inc., C. Alcantara and Sons, Inc., Bank One Savings & Trust Corp., Bancasia Finance and Investment Cop., Bancasia Capital Corporation, Conal Corporation, Enderun Colleges Inc., Finfish Hatcheries, Inc., Indophil Resources NL, Kennemer Foods International, Lima Agri Farms, Inc., Lima Land, Inc., Roscal Corporation, Samal Agricultural Dev’t. Corporation, San Ramon Power, Inc., Sarangani Agricultural Co., Inc., Sarangani Cattle Co., Inc., Sarangani Energy Corporation, Sagittarius Mines, Inc., Seawood Holdings Incorporated, South Star Aviation Corporation, Sunfoods Agri. Ventures, Inc., Site Group International, Ltd., Southern Philippines Power Corporation, T'boli Agro-Industrial Development, Inc., Trusto Corporation, Western Mindanao Power Corporation, WWF Philippines, United Pulp and Paper Co. Mr. Alcantara likewise holds independent director position with BDO Private Bank, Inc., Phoenix Petroleum Philippines, Inc., and The Philodrill Corporation.

With the above, Mr. Alcantara’s extensive experience in various industries and remarkable professional reputation is beyond question. His guidance, through the knowledge and wisdom he gained over the years, would therefore be more than necessary in stimulating the Company’s financial growth.

12

Atty. Ernestine Carmen Jo Villareal-Fernando, 62, Filipino, Independent Director Atty. Villareal-Fernando graduated from the University of the Philippines with a degree in A.B. Economics in 1982 with a Dean’s Medal award and having been a college scholar. Atty. Villareal- Fernando pursued her law studies in the University of the Philippines and graduated Bachelor of Laws in 1987. Prior to her UP education, she was granted a scholarship and secured a Certificate in Math and Computer Programming from Michigan State University. She was also granted a scholarship in the revived UP LLM Program. She is a member of the UP Delta Lambda Sigma Sorority and served as its Grand Archon in 1986.

She was also President of the UP Delta Lambda Sigma Alumni Association.

Atty. Villareal-Fernando was admitted to the Philippine Bar in 1988. In the early years of Atty. Villareal-Fernando’s law practice, she worked with Siguion Reyna Montecillo & Ongsiako Law Office, one of the oldest law firms in the Philippines, wherein she became its first female partner. She subsequently became one of the founding and Senior Partners of Platon Martinez Flores San Pedro Leano Fernando Panagsagan Bantilan Law Office in 1996, one of the top and prominent law firms in the Philippines. She co-headed its Labor Department as well. Her law practice covers the areas of general litigation, product liability, labor law, corporate law, property and due diligence.

Atty. Villareal-Fernando left the Firm in 2004 to live overseas. She continued a distinguished career in the corporate practice as she held and continues to hold directorships with various notable corporations. Atty. Villareal-Fernando serves as independent director for RCBC Forex Inc., RP Land Development Corp., Seafront Resources Corporation. She also sits on the board of directors of Fuego y Hielo Publishing, Country Bankers Insurance Corporation, Country Bankers Life Insurance Corporation, and Jose E. Desiderio, Inc. Simultaneous to these directorships, as Independent Director of RCBC Securities Inc., she presided as Chairman of RCBC Securities Inc.’s Audit Committee and Corporate Governance Committee; and was a member of various committees such as Risk Management Committee and Compensation and Remuneration Committee. She is also on the Audit Committee of Seafront Resources Corporation. She is likewise in the Executive Committee, Corporate Governance Committee and Audit Committee of both Country Bankers Life Insurance Corp. and Country Bankers Insurance Corp. She is also on the Board of the Philippine Bar Association, the oldest voluntary lawyers’ group of the Philippines where she is likewise its Treasurer. She is with the University of the Philippines Law Alumni Foundation where she is Vice Treasurer. She is also a Fellow of the Institute of Corporate Directors.

Notwithstanding the above, Atty. Villareal-Fernando still finds the time to share her knowledge and wisdom as an academe in several institutions and companies. She is a lecturer at the UP College of Law and is the lone Lecturer representative on the UP Law Academic Personnel Committee. She was once Chairman of the UP Law Commercial Law Cluster. She has likewise lectured for the National Convention of the Integrated Bar of the Philippines, the UP Law Center and private corporations. She has been trained in the United Kingdom and in the Asia Pacific region on litigation and evidentiary training.

Given Atty. Villareal-Fernando’s aforementioned deep and impressive professional track-record in the fields of law and corporate practice, together with her passion as an academe, it is undeniable that her knowledge and wisdom would prove to be invaluable in leading and guiding the Company towards a much robust future.

Considering the above, the Corporate Governance Committee passed upon the qualifications of the above-named nominees and found no disqualifications in accordance with Rule 38 of Republic Act No. 8799 or otherwise known as the Securities Regulation Code (SRC) and the Company’s Manual on Corporate Governance, and as provided for in the Company’s By-Laws, as amended and approved by the Board of Directors and Stockholders on June 29, 2020, and July 27, 2020, respectively.

The Corporate Governance Committee adheres to the criteria and guidelines governing the conduct of the nominations as set forth in the procedures under SRC Rule 38 on the Nomination and Election of Independent Directors, Amended By-Laws, and the Company’s Manual on Corporate Governance.

The Company has adopted SRC Rule 38 and compliance therewith has been made. Only nominees whose names appear on the Final List of Candidates shall be eligible for election as Independent Director. No further nominations shall be entertained or allowed on the floor during the actual annual stockholders’ meeting. An Independent Director is a person who is independent of management and the controlling shareholder, and is free from any business or other relationship which could, or could reasonably be perceived to, materially interfere with his exercise of independent judgement in carrying out his responsibilities as a director. (Please see Annex “A” for the Certification of Independent Director).

The members of the Board of Directors and the Independent Directors are elected at the general meeting of stockholders, who shall hold office for the term of one (1) year or until their successors shall have been elected and qualified.

The Management Committee members and other Officers of the Company, unless removed by the Board of Directors, shall serve as such until their successors are elected or appointed.

13

Significant Employees Other than the aforementioned Directors and Executive Officers identified in the item on Directors and Executive Officers in this Information Statement, there are no other employees of the Company who may have significant influence in the Company’s major and/or strategic planning and decision-making. The Corporation values its human resources. It expects each employee to do his share in achieving the Corporation’s set goals.

Family Relationship There are no family relationships known to the Company.

Certain Relationships and Related Transactions (refer to Note 13 of the 2023 Audited Financial Statements) Related party relationship exists when one party has the ability to control, directly, or indirectly through one or more intermediaries, the other party or exercise significant influence over the other party in making financial and operating decisions.

Such relationship also exists between and/or among entities, which are under common control with the reporting enterprises and its key management personnel, directors, or its shareholders. In considering each related party relationship, attention is directed to the substance of the relationship, and not merely the legal form. The Company in its regular conduct of business has entered into the following transactions with related parties consisting of reimbursement of expenses and management and accounting services agreements.

All of the related party transactions disclosed in the Notes to the AFS are required disclosures of the law under the SEC and BIR regulations.

Involvement in Certain Legal Proceedings For the past five (5) years, none of the Directors or Executive Officers was involved nor has any such officer or director has been involved in any legal cases under the Insolvency Law or the Philippine Revised Penal Code either as defendant or accused, nor has any such officer or director been the subject of any court order, judgment or decree barring, suspending or otherwise limiting him from engaging in the practice of any type of business including those connected with securities trading, investments, insurance or banking activities.

As of this report, the Company is not a party to any litigation or arbitration proceedings of material importance, which could be expected to have a material adverse effect on the Company or on the results of its operations. No litigation or claim of material importance is known to be pending or threated against the Company or any of its properties.

As of the record date, to the best of Company’s knowledge, there are no legal proceedings against the directors and executive officers of the company within the categories described in SRC Rule 12, Part 1V paragraph (A) (4).

Stocks Warrants or Options No warrants or options were granted to the Directors and Officers from 1999.

Disagreements with the Company No director has resigned or declined to stand for re-election for the Board of Directors since the date of the annual meeting of security holders due to any disagreement with the Corporation relative to the Corporation’s operations, policies and practices.

Item 6

Compensation of Directors and Executive Officers

Summary Compensation Table (CEO and Top 4 Highest Paid Executive Officer) Name Designation Milagros V. Reyes President Medel T. Nera Treasurer Atty. Samuel V. Torres Corporate Secretary Atty. Louie Mark R. Limcolioc Asst. Corporate Secretary

Compensation * -

14

Summary Compensation Table (All Directors as a group)

Particulars

Year

Salary

Bonuses

2021 2022 All Directors as a group* 2023 2024** *all executive officers of the company do not receive any compensation. ** 2024 projected per diem during BOD meetings.

Other Annual Compensation 315,000 300,000 405,000 435,000

Total 315,000 300,000 405,000 435,000

There is no employment contract between the registrant and the Chairman and all others Executive Officers. Director’s per diem is P5,000.00 per BOD meeting.

There are no other arrangements pursuant to which any director of the company was compensated, or is to be compensated, directly or indirectly.

Item 7

Independent Public Accountant

The external auditor of the Corporation is the auditing firm of SyCip Gorres Velayo & Co. (SGV), which was endorsed by the Audit Committee to the Board. The Board approved the endorsement and submitted the same for stockholders’ approval at the scheduled annual meeting of the stockholders. SGV accepted the Company’s nomination for re-election this year.

SGV performed the following audit services for the calendar year ended December 31, 2023 and 2022: 1) the examination of the financial statements of the Company; 2) review of income tax returns; and 3) such other services related to the filing of reports made to the SEC and the Bureau of Internal Revenue (BIR).

The representatives of SGV were consistently present during previous shareholders’ meeting and are expected to attend this year’s stockholders’ meeting to address questions as regards matters for which their services were engaged.

In compliance with SRC Rule 68 Paragraph 3 (b) (1V) (Re: Rotation of External Auditors), Ms. Ana Lea Bergado’s engagement as signing partner for SGV for the purpose of examining the Company’s 2022 financial statements, did not exceed the five-year term limit. Ms. Ana Lea Bergado’s engagement as signing partner of SGV for Calendar year 2023 is likewise subject to the approval by the shareholders. A two-year cooling off period shall be observed in the re-engagement of the same signing partner or individual audit.

Disagreements with Accountants on Accounting and Financial Disclosures As of December 31, 2023, there were no reported disagreements with Accountants on Accounting and Financial Disclosure.

Audit and audit- related fees External audit fees amounted to ₱423,360 (inclusive of VAT) as of December 31, 2023. Said fees are for the audit and review of registrant’s annual financial statements and other services rendered in connection with filing of said financial statements with the government institution such as SEC and BIR. Aside from those discussed above, there were no other fees incurred for the assurance and other services, such as tax accounting, compliance, advice, planning and any other form of tax services for year end 2023 and 2022.

It is the policy of the Company that all audit findings are presented to its Audit Committee which reviews and make recommendations to the Board on actions to be taken thereon. The Board of Directors of the Company passes upon and approves the Audit Committee/BROC’s recommendations. The Audit/Board Risk Oversight Committee (BROC), the Board of Directors and the stockholders of Seafront Resources Corporation approved the engagement of SGV & Co as the Company’s external auditor. The members of the Audit Committee/BROC are as follows: Nicasio I. Alcantara Chairman - Independent Director Basil L. Ong Member – Independent Director Ernestine Carmen Jo Villareal-Fernando Member - Independent Director

15

Item 8

Compensation Plan

No action is to be taken with respect to any plan pursuant to which cash or non-cash compensation may be paid or distributed.

C. ISSUANCE AND EXCHANGE OF SECURITIES Item 9 Authorization or Issuance of Securities Otherwise than for Exchange There is no matter or corporate action to be taken up in the meeting with respect to issuance of securities.

Item 10 Modification or Exchange of Securities No Modification of Outstanding Securities Item 11 Financial and Other Information The Audited Financial Statements of the Company is attached as Annex “D”. The Management’s Discussion & Analysis is incorporated in the attached Management Report.

Item 12 Mergers, Consolidation, Acquisition and Similar Matters Not Applicable.

Item 13 Acquisition or Disposition of Property Not Applicable.

Item 14 Restatement of Accounts None.

16

D. OTHER MATTERS

Item 15 Action with Respect to Reports a)

Approval of the Minutes of the 2023 Annual Shareholders’ Meeting; The Minutes of 2023 Annual Shareholders Meeting reflects the following: 1.

Approval of Management Report and the 2023 Audited Financial Statements contained in the 2022 Information Statement.

2.

Confirmation and Ratification of all acts, contracts and investments made and entered into by Management and/or the Board of Directors during the period of 23 June 2022 to 22 June 2023.

3.

Election of Nine (9) members of the Board of Directors for the year 2023-2024.

4.

Appointment of External Auditors.

b)

Approval of Management Report and the 2023 Audited Financial Statements;

c)

Confirmation and Ratification of all acts, contracts and investments made and entered into by Management and/or the Board of Directors during the period of June 22, 2023 to June 23, 2024; 1.

Constitution of various Committees and Appointment of Chairman and Members: (Organizational Meeting held June 22, 2023). Such as: Corporate Governance Committee Chairperson Ernestine Carmen Jo D. Villareal-Fernando - Independent Director Members Nicasio I. Alcantara - Independent Director Basil L. Ong – Independent Director

Audit Committee/BROC Chairperson Nicasio I. Alcantara – Independent Director Members Ernestine Carmen Jo D. Villareal-Fernando - Independent Director Basil L. Ong – Independent Director Corporate Information Officer/ -Atty. Samuel V. Torres Asst. Corporate Information Officer/ Compliance Officer - Atty. Louie Mark R. Limcolioc 2.

Ratification of acts and resolutions of Management and of the Board of Directors as referred to in the Notice of the Annual Meeting refers only to acts and resolutions done in the ordinary course of business and operation of the Company. Ratification is being sought in the interest of transparency and as a matter of customary practice or procedure undertaken at every Annual Meeting of Stockholders of the Company.

There are no other acts and resolutions of Management and of the Board of Directors that needs the approval of the stockholders.

d) Election of Nine (9) members of the Board of Directors (including Independent Directors) for the year 2024-2025.

Item 16 Matters Not Required to be Submitted a) Proof of the required notice of the meeting b) Proof of the presence of a quorum

17

Item 17 Amendment of Charter, By-Laws or Other Document None.

Item 18 Other Proposed Action None.

Item 19 Voting Procedures Considering that the Company will dispense with the physical attendance of its stockholders, the Board of Directors has adopted an internal procedure for the voting and participation in the 2024 Annual Stockholders’ Meeting, which covers both electronic voting in absentia and proxy voting. For the detailed steps and guidelines, please see attached Annex “B” Procedures and Requirements for Voting and Participation in the 2024 Annual Stockholders’ Meeting.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this report is true, complete and correct. This report is signed in the City of Pasig on May 7, 2024.

SEAFRONT RESOURCES CORPORATION By:

SAMUEL V. TORRES Corporate Secretary

18

MANAGEMENT REPORT TO STOCKHOLDERS PART I - BUSINESS AND GENERAL INFORMATION INCORPORATED HEREIN ARE THE AUDITED CONSOLIDATED FINANCIAL STATEMENTS OF SEAFRONT RESOURCES CORPORTION FOR THE YEAR ENDED DECEMBER 31, 2023 WITH THE CORRESPONDING STATEMENT OF MANAGEMENT RESPONSIBILITY. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

For the last five (5) years, there have been no disagreements with the independent accountants on any matter of accounting principles or practices, financial statement disclosures or auditing scope or procedure. (Please see discussion on page 15 of the Information Statement Item 7 – Independent Public Accountant, Audit and Audit-Related Fees.

Description of Business Item 1 - Business Development Seafront Resources Corporation (the “Company”) was registered with the Securities and Exchange Commission (SEC) on April 16, 1970 as an oil exploration and production company. On October 18, 1996, the Company amended its Articles of Incorporation which provides for the revision of its primary purpose from engaging in the business of oil exploration and production into a holding company and to include oil exploration and production business as one of its secondary purposes.

The Company implemented a quasi-reorganization plan whereby (a) its authorized capital stock was decreased from P800 Million divided into 800 Million shares, to P388 Million divided into 388 Million shares, both at par value of P1; and (b) its issued and subscribed capital stock were decreased from P575 Million to P163 Million applied proportionately for all stockholders. The reduction surplus resulting from the quasi-reorganization was used to offset the Company’s deficit as of December 31, 1997.

The quasi-reorganization plan was approved by the SEC on October 5, 1998.

The registered office address of the Company is 7th Floor, JMT Building, ADB Avenue, Ortigas Center, Pasig City.

The Company’s shares of stocks are listed and are currently traded at the Philippine Stock Exchange.

Business of Issuer A. Investments in Financial Assets at Fair Value through Profit and Loss (FVTPL) (Notes 8 and 14 of the AFS) The Company maintains a portfolio of investments in stocks traded in the Philippine Stock Exchange and investment in Government Securities. These financial assets at FVTPL are carried at fair value as follows:

Listed securities: Equity securities

2023

2022

P =38,107,024

P =36,828,021

B. Investment in Financial Assets at Fair value through other comprehensive income (FVOCI) (Notes 8 and 14 of the AFS) Financial assets at FVOCI consist of quoted and unquoted shares of stock held for long-term investment purposes and are carried at fair value. The carrying values of these investments are as follows:

Listed equity securities: PetroEnergy Resources Corporation (PERC) Benguet Corporation Non-listed equity security: Hermosa Ecozone Development Corporation (HEDC) Investment in Government Securities

2023

2022

P =19,063,263 ‒ 19,063,263

P =18,485,589 10,281,176 28,766,765

490,649,813 4,993,340 P =514,706,416

507,957,260 3,885,443 P =540,609,468 19

Investment in HEDC On January 31, 1997, the Company entered into a Project Shareholders’ Agreement with five other companies led by Investment and Capital Corporation of the Philippines (ICCP) and Penta Capital Investment Corporation (PCIC) to develop 500 to 600 hectares of raw land in Hermosa, Bataan into a new township consisting of industrial estates, residential communities, a golf and country club and a commercial center.

The Management of HEDC is continuing its strategic initiatives aimed at maximizing the potential of its properties. Efforts are being intensified to sell the remaining saleable properties. Acknowledging the criticality of thorough planning, HEDC has initiated a detailed master planning process for the Hermosa Ecozone Industrial Park (HEIP) 168 hectares proposed expansion, previously earmarked 229 hectares for leisure and residential purposes. The master planning process will ensure that the development signs with the company’s vision for sustainable growth while adhering to regulatory requirements and environmental considerations.

On June 27, 2023, the President of the Philippines signed the Presidential Proclamation of Hermosa Ecozone Industrial Park (HEIP) for the inclusion of 20.43 hectares into the existing HEIP Special Economic Zone.

The fair value of investment in HEDC is determined using the adjusted net asset method wherein the assets of HEDC consisting mainly of parcels of land are adjusted from cost to its fair value. The valuation of the parcels of land was performed by a Securities and Exchange Commission - accredited independent valuer as at December 31, 2023 and 2022. This measurement falls under Level 3 in the fair value hierarchy.

Fair value measurement disclosures for the determination of fair value of unquoted equity securities are provided in Note 14 of the AFS. Transaction with and/or dependence on related parties Not applicable Percentage of sale or revenue and net income contributed by foreign sales Revenues which are mainly from the unrealized gains on market value changes of FVPL, interest income, dividend and rental income are denominated in Pesos. There are no revenues from foreign sales.

Total number of employees The Company has no employees; PERC provides administrative, accounting and legal services to the Company. The Company does not anticipate any special undertaking that would warrant hiring some people for regular employment.

Competition The Company itself has no competitor because it is a holding company. Its major investment, HEDC has competitors such as Clark Development Corporation, Subic Gateway Park and other nearby industrial zones.

Patent, trade, copyright, licenses and etc.

The Company has no existing patents, trademarks, copyrights, licenses, franchises, concessions or royalty agreements.

Research and development activities No amount of money was spent for development activities for the last three fiscal years. The Company does not intend to acquire additional properties in the next twelve (12) months. However, the Company can sustain its need for operating expenses in the ordinary course of business.

Products The Company has its investments in stocks (as discussed in the “Business of the Issuer”) as its principal product. Total revenue as of December 31, 2023 amounted to P6.642 million, bulk of which is from the interest income from the money market placements and net gain on fair value changes on financial assets at FVTPL. Other than discussed, the Company has no principal product which contributes 10% or more to sales or revenues. No government approval is needed for its principal product.

Risk Factors Political, Economic and Legal Risks in the Philippines The Philippines has, from time to time, experienced military instability, mass demonstrations, and similar occurrences, which have led to political instability. The country has also experienced periods of slow growth, high inflation and significant depreciation of the Peso. The regional economic crisis which started in 1997 negatively affected the Philippine economy resulting in the decline of the Peso, higher interest rate, increased unemployment, greater volatility and lower value of the stock market,

20

lower credit rating of the country and the reduction of the country’s foreign currency reserves. There has also been growing concerns about the unrestrained judicial intervention in major infrastructure project of the government.

There is no assurance that the political environment in the Philippines will be stable and that current or future governments will adopt economic policies conducive to sustained economic growth.

The general political situation in and the state of the economy of the Philippines may influence the growth and profitability of the Company. Any future political or economic instability in these countries may have a negative effect on the financial results of the Company.

Equity Partnership Risk The Company entered into a Project Shareholder’s Agreement with five (5) other companies led by Investment and Capital Corporation of the Philippines and Penta Capital Investment Corporation to develop 500-600 hectares of raw land in Hermosa, Bataan. Into a township consisting of industrial estates, residential communities, a golf and country club and a commercial center.

This situation may involve special risks associated with the possibility that the equity partner (i) may have economic or business interests or goals that are inconsistent with those of the Company; (ii) take actions contrary to the interests of the Company; (iii) be unable or unwilling to fulfill its obligations under the Project Shareholder’s Agreement; or (iv) experience financial difficulties. These conflicts may adversely affect the Company’s operations. To date, the Company has not experienced any significant problems with respect to its equity partners.

Financial Risk Management Objectives and Policies (Note 14 of AFS) The Company’s financial instruments comprise cash and cash equivalents, receivables, financial assets, accounts payable and accrued expenses and subscriptions payable. The main purpose of these financial instruments is to fund its own operations and capital expenditures. The BOD reviews and approves policies for managing these risks. Also, the Audit Committee of the BOD meets regularly and exercises oversight role in managing these risks.

Financial Risks The main financial risks arising from the Company’s financial instruments are liquidity risk, market risk and credit risk. a. Liquidity Risk Liquidity risk is the risk that the Company is unable to meet its financial obligation when due. The Company has substantial investments in shares of stock which are not listed in the Philippine Stock Exchange and may not be readily convertible to liquid assets necessary to meet any potential additional liquidity requirements of the Company. Investments in unquoted equity securities classified as financial assets at FVOCI amounted to ₱490.65 million and ₱507.96 million, as of December 31, 2023 and 2022, respectively.

The Company monitors its cash position and overall liquidity position in assessing its exposure to liquidity risk. The Company maintains a level of cash and cash equivalents deemed sufficient to finance operations and to mitigate the effects of fluctuation in cash flows.

The Company’s accounts payable and accrued expenses are all settled on a monthly basis.

Please refer to Note 14 of the AFS for the maturity profile of the Company’s financial assets and liabilities b. Market Risk Market risk is the risk of loss on future earnings, on fair values or on future cash flows that may result from changes in market prices. The value of a financial instrument may change as a result of changes in interest rates, foreign currency exchanges rates, commodity prices, equity prices and other market changes. The Company’s market risk emanates from its holdings in debt and equity securities.

The Company closely monitors the prices of its debt and equity securities as well as macroeconomic and entity-specific factors which could directly or indirectly affect the prices of these instruments. In case of an expected decline in its portfolio of equity securities, the Company readily disposes or trades the securities for replacement with more viable and less risky investments.

Equity Price Risk The Company closely monitors the prices of its debt and equity securities as well as macroeconomic and entity-specific factors which could directly or indirectly affect the prices of these instruments. In case of an expected decline in its portfolio of equity securities, the Company readily disposes or trades the securities for replacement with more viable and less risky investments.

21

Such investment securities are subject to price risk due to changes in market values of instruments arising either from factors specific to individual instruments or their issuers, or factors affecting all instruments traded in the market.

Interest Rate Risk The Company’s exposure to market risk for changes in fixed interest rates relates primarily to the Company’s money market placements and debt securities.

There is no other impact on the Company’s equity other than those already affecting net income. c. Credit Risk Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. With respect to credit risk arising from cash and cash equivalents, receivables, financial assets at FVTPL and financial assets at FVOCI, the Company’s exposure to credit risk is equal to the carrying amount of these instruments. The Company limits its credit risk on these assets by dealing only with reputable counterparties.

For cash and cash equivalents, the Company applies the low credit risk simplification where the Company measures the ECLs on a 12-month basis based on the probability of default and loss given default which are publicly available. The Company also evaluates the credit rating of the bank and other financial institutions to determine whether the debt instrument has significantly increased in credit risk and to estimate ECLs. The Company considers its cash and cash equivalents as high grade since these are placed in financial institutions of high credit standing. Accordingly, ECLs relating to these debt instruments rounds to nil.

The Company’s receivables are aged current as of December 31, 2023 and 2022. No receivables are considered creditimpaired.

As of December 31, 2023 and 2022, the carrying values of the Company’s financial instruments represent maximum exposure as of reporting date.

Please refer to Note 14 of the 2023 AFS for the maximum credit risk exposures on the financial instruments.

Capital Management (Note 15 of the AFS) The primary objective of the Company’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximize shareholders’ value.

The Company manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders or issue new shares.

The Company monitors capital using a debt-to-equity ratio, which is total debt divided by total equity. The Company includes within total debt the following: accounts payable and accrued expenses and subscriptions payable. Total equity includes capital stock, net unrealized gains (losses) on financial assets at FVOCI and retained earnings (deficit).

The Company has no externally imposed capital requirements as of December 31, 2023 and 2022.

Please refer to Note 15 of the AFS for the table of the debt-to-equity ratios of the Company as of December 31, 2023 and 2022, respectively: There were no changes in the objectives, policies or processes for the years ended December 31, 2023 and 2023.

Item 3 - Legal Proceedings There are no pending legal proceedings to which the Company is party or which any of its property is the subject.

Item 4 - Submission of Matters to a Vote of Security Holders There were no matters submitted to a vote of security holders during the fourth quarter of the fiscal year covered by this report.

22

PART II – SECURITIES OF THE REGISTRANT Item 5 – Market for Registrant’s Common Equity and Related Stockholders Matters Market Price of and Dividends on Registrant’s Common Equity and Related Stockholder Matters

a)

1.

Market Information Stock Market Price and Dividend on Registrant’s Common Equity (last 2 years). st

ParValue

High Low Volume

2.

Quarter

2nd Quarter

3rd Quarter

4th Quarter

2023 2022 2023 2022 2023 2022 2023 2022 P1.00 P1.00 P1.00 P1.00 P1.00 P1.00 P1.00 P1.00 1.96 2.79 1.80 2.69 1.98 2.16 1.98 1.81 1.68 2.01 1.69 2.16 1.70 1.82 1.41 1.70 .370M .434M .168M .240M .170M 1.016M .277M .280M The Company’s common equity is traded in the Philippine Stock Exchange (PSE)

1st Quarter 2024 P1.00 1.92 1.02 .190M

April 30 2024 P1.00 1.04 1.04 .003M

Holders As of April 30, 2024, the Company has 4,683 stockholders.

Hereunder is the list of the top 20 Stockholders as of 30 April 2024: STOCKHOLDERS

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20

PCD NOMINEE CORP - FILIPINO PAN MALAYAN MANAGEMNT & INV. CORP. ALSONS CONSOLIDATED RESOURCES, INC. CHINA BANKING CORP. T/A-SCA-#0010 CHINA BANKING CORP. T/A-SCA-#0011 HOUSE OF INVESTMENTS, INC. YUCHENGCO,ALFONSO T. HYDEE MGMT. & RESOURCES CORP. CBC TA #SCA 0013 CHINA BANKING CORP. T/A #SCA0012 PCD NOMINEE CORP - NON FILIPINO ONG, CLEMENTE PACIFIC BASIN SEC. CO., INC. FLOIRENDO,ANTONIO O. PAZ, WENCESLAO R. DE LA A.T. YUCHENGCO, INC. REYES,VICENTA S. SANTIAGO,VIOLETA G. KENSINGTON MANAGEMENT CORPORATION TY,A. N. Sub-Total Others Grand Total

Note:1.

2.

3.

4.

TITLE OF CLASS Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common

SHARES 67,010,118 30,469,858 15,544,911 14,178,625 10,204,120 4,697,613 1,283,348 1,042,093 571,427 556,122 330,992 287,644 271,248 214,104 195,594 186,637 147,850 147,655 138,207 137,882 147,599,971 15,400,029 163,000,000

PERCENT OF CLASS 41.111 18.693 9.537 8.699 6.260 2.882 0.787 0.639 0.351 0.341 0.203 0.176 0.166 0.131 0.120 0.115 0.091 0.091 0.085 0.085 90.56 9.44 100

None of the holders of the Company’s common shares registered under the name of PCD owns more than 5% of the Company’s common shares.

The corporate acts of PMMIC are carried out by its Board of Directors and Management. Ms. Michelle Y. Dee is the President of the Company.

The corporate acts of Alsons Consolidated Resources Inc. are carried out by its Board of Directors. Mr. Nicasio I. Alcantara is the current President of the Company.

CBC T/A-SSC#0010 and T/A-SSC#0011 are Trust Accounts between China Banking Corporation as Trustee. The Corporate acts of CBC are carried out by its Board of Directors and Management. Mr. Romeo D. Uyan, Jr. – is the current President and CEO of the Company.

23

3.

Dividends In accordance with the RCC, the Company intends to declare dividends (either in cash or stock or both) in the future.

Shareholders of the Company are entitled to receive a proportionate share in cash dividends that maybe declared by the Board of Directors out of surplus profits derived from the Company’s operations. The same right exists with respect to a stock dividend, the declaration of which is subject to the approval of stockholders representing at least two-thirds (2/3) of the outstanding shares entitled to vote. The amount of dividend will depend on the Company’s profits and its capital expenditure and investment requirements at the relevant time.

The Company did not declare any cash or stock dividends in the last two (2) fiscal years 2023 and 2022.

The last stock dividend (15%) was paid in 1997. Prior to 1997, the last cash/stock dividend paid was in 1990.

4.

Recent sale of Unregistered Securities There was no sale of unregistered securities for the past three years.

5.

Minimum Public Ownership The Company is compliant with the required Minimum Public Ownership of at least 10% of the total issued and outstanding capital stock, as mandated by Section 3, Article XVlll of the Continuing Listing Requirements of the Listing and Disclosure Rules. As of December 31, 2023, the Company’s public float was 81.30%.

b)

Description of Registrant`s Securities 1.

Common Stock

The details of the Company’s capital stock are as follows:

Authorized - (₱1.00 par value) Issued and outstanding

6.

Debt Securities - Not Applicable

7.

Stock Options - Not Applicable

No. of Shares 388,000,000 163,000,000

Amount ₱388,000,000.00 ₱163,000,000.00

24

PART 111 - FINANCIAL INFORMATION Item 6 - Management’s Discussion and Analysis or Plan of Operation Management’s Discussion and Analysis of Financial Conditions and Results of Operations Management’s Discussion and Analysis or Plan of Operations for 1 st QUARTER 2023 Report ended March 31, 2024 (SEC-Form 17-Q) Please see pages 124-126.

1. Financial Condition (As of December 31, 2023 and 2022)

31-Dec-23 ASSETS Cash & cash equivalents Financial assets at fair value through profit or loss (FVTPL) Receivables Other current assets Financial assets at fair value through other comprehensive income (FVOCI) TOTAL ASSETS

₱

111,060,664

31-Dec-22

₱

% Change % in Total Asset

99,386,480

11.75%

16.64%

38,107,024 1,854,420 1,676,677

36,828,021 1,065,871 1,446,410

3.47% 73.98% 15.92%

5.71% 0.28% 0.25%

514,706,416 667,405,201

540,609,468 679,336,250

-4.79% 77.12% -1.76% 100.00%

984,140 58,589,318 59,573,458

1,137,974 61,185,435 62,323,409

-13.52% -4.24% -4.41%

617,012,841 679,336,250

-1.49% 91.07% -1.76% 100.00%

LIABILITIES AND EQUITY Accounts payable and accrued expenses Deferred tax liability TOTAL LIABILITIES EQUITY TOTAL LIABILITIES AND EQUITY

₱

607,831,743 667,405,201

₱

0.15% 8.78% 8.93%

Total assets amounted to ₱667.405 million and ₱679.336 million as of December 31, 2023 and December 31, 2022, respectively.

The Company’s cash and cash equivalents amounted to ₱111.061 million and ₱99.386 million as of December 31, 2023 and 2022, respectively. The 11.75% net increase was due to the cash proceeds from sale of 2,507,604 Benguet Corp.’s shares at ₱4.45/share in October 2023.

Financial assets at fair value through profit or loss amounted to ₱38.107 million from ₱36.828 million as of December 31, 2023 and as of December 31, 2022, respectively. The 3.47% net increase is due to slight recovery in market values of investments in stocks traded at PSE. The 73.98% net increase in receivables mainly pertains to interest receivable from MMPs, special CASA and dividend receivable from various stock investments during the period.

Other current assets consists of prepayments, prepaid taxes and input tax carry-overs. This amounted to ₱1.677 million and ₱1.446 million as of December 31, 2023 and 2022, respectively. The 15.92% net increase in this account mainly represents additional input taxes recorded during the period.

Financial assets at fair value through other comprehensive income (FVOCI) account as of December 31, 2023 amounted to ₱514.706 million as compared with December 31, 2022 of ₱540.609 million. The net decrease pertains to the downward adjustment of the fair value of the investment in HEDC and sale of investment in Benguet Corp.

25

(please refer to Note 8 of the 2022 AFS).

Accounts payable and accrued expenses amounted to ₱0.984 million and ₱1.138 million as of December 31, 2023 and December 31, 2022, respectively. The 13.52% net decrease is attributable to settlement of payables during the year.

The Company recognized deferred tax liability amounting to ₱58.589 million and ₱61.185 million as of December 31, 2023 and 2022, respectively. The decrease is due to the adjustment in the set-up of tax liability associated with the decrease in the fair value of the investment in HEDC. Total stockholders’ equity as of December 31, 2023 is ₱607.832 million or ₱3.73 book value per share as compared with last year’s ₱617.013 million or ₱3.79 book value per share.

2. Results of Operations (For the years ended December 31, 2023, 2022 and 2021)

31-Dec-23 REVENUES Interest income Net gain on fair value changes on financial assets at FVTPL Dividend income Foreign exchange gain Other income TOTAL REVENUES EXPENSES AND CHARGES General and administrative expenses Net loss on fair value changes on financial assets at FVTPL Foreign exchange loss TOTAL EXPENSES Income before income tax Provision for income tax NET INCOME

31-Dec-22

% Change 2023 vs. 2022

% in Total Revenue

623,611

154.01%

64.30%

31-Dec-21

₱ 4,270,734 ₱ 1,681,314 ₱ 1,279,003 696,418 395,657 6,641,812

715,724 419,470 3,464 402,057 3,222,029

31,710,079 1,774 339,858 32,675,322

78.70% 66.02% -100.00% -1.59% 106.14%

19.25% 10.49% 0.00% 5.96% 100.00%

2,668,396

2,006,107

10,255,154

33.01%

40.18%

2,286,995 358 2,668,754 2,006,107 12,542,149 3,973,058 1,215,922 20,133,173 6,060 4,021 1,714 ₱ 3,966,998 ₱ 1,211,901 ₱ 20,131,459

0.00% 100.00% 33.03% 226.75% 50.71% 227.34%

0.00% 0.00% 40.18% 59.82% 0.09% 59.73%

The Company posted a net income of ₱3.967 million or ₱0.0243 earnings per share as of December 31, 2023 as compared with ₱1.212 million or ₱0.0074 earnings per share as of December 31, 2022.

Interest income amounted to ₱4.271 million and ₱1.681 million as of December 31, 2023 and December 31, 2022, respectively. The increase is attributable to higher cash balance and average interest rates from MMPs and special CASA during the year.

Net unrealized gain (loss) on fair value changes on financial assets at FVTPL amounts to ₱0.716 million last year to ₱1.279 million this year mainly due to slight recovery of the investments in stocks traded at the PSE. Dividend income amounted to ₱0.696 million and ₱0.419 million as of December 31, 2023 and December 31, 2022, respectively. The increase refers to cash dividends from various stock investments.

Bulk of the increase in the general and administrative expenses is due to expenses paid for advertisement, directors’ fees and management fees.

Provision for income tax pertains to the Minimum Corporate Income Tax (MCIT) set-up. The Company set-up MCIT rather than the 25% regular tax because most of its income are from unrealized market changes of investments and passive income subject to final tax. The decrease from last year’s provision is mainly due to lower MCIT rate as prescribed in CREATE law.

26

3. Financial Conditions (As of December 31, 2022 and 2021) Total assets amounted to ₱679.336 million and ₱573.623 million as of December 31, 2022 and December 31, 2021, respectively.

The Company’s cash and cash equivalents amounted to ₱99.386 million and ₱100.293 million as of December 31, 2022 and 2021, respectively. The 0.90% net decrease was due to payment of working capital requirements.

Financial assets at fair value through profit or loss amounted to ₱36.828 million from ₱36.112 million as of December 31, 2022 and as of December 31, 2021, respectively. The 1.98% net increase is due to slight recovery in market values of investments in stocks traded at PSE. The 223.19% net increase in receivables mainly pertains to interest receivable from money market placements and dividend receivable from various stock investments during the period.

Other current assets consists of prepayments, prepaid taxes and input tax carry-overs. This amounted to ₱1.446 million and ₱1.278 million as of December 31, 2022 and 2021, respectively. The 13.16% net increase in this account mainly represents additional input taxes recorded during the period.

Financial assets at fair value through other comprehensive income (FVOCI) account as of December 31, 2022 amounted to ₱540.609 million as compared with December 31, 2021 of ₱435.610 million. The net increase pertains to the upward adjustment of the revaluation of the investment in HEDC (please refer to Note 8 of the 2022 AFS).

Accounts payable and accrued expenses amounted to ₱1.138 million and ₱0.634 million as of December 31, 2022 and December 31, 2021, respectively. The 79.43% net increase is attributable to additional accruals at the end of December 2022.

The Company recognized deferred tax liability amounting to ₱61.185 million and ₱45.649 million as of December 31, 2022 and 2021, respectively. The increase is due to the adjustment in the set-up of tax liability associated with the increase in the revaluation of the investment in HEDC, more particularly, the related 15% capital gains tax should there be any sale of HEDC shares.

Total stockholders’ equity as of December 31, 2022 is ₱617.013 million or ₱3.79 book value /share as compared with previous year’s ₱527.340 million or ₱3.24 book value per share.

4. Results of Operations (For the years ended December 31, 2022 and 2021) The Company posted a net income of ₱1.212 million or ₱0.0074 earnings per share as compared with ₱20.131 million or ₱0.1235 earnings per share as of December 31, 2021.

Dividend income amounted to ₱0.419 million and ₱31.710 million as of December 31, 2022 and December 31, 2021, respectively. Bulk of this amount refers to cash dividend from various stock investments. Decline for the period is mainly due to no dividend received from HEDC. Interest income amounted to ₱1.681 million and ₱0.624 million as of December 31, 2022 and December 31, 2021, respectively. The increase is attributable to higher interest rates from MMPs during the year.

Other income as of December 31, 2022 and 2021 pertains to accounting services rendered by the Company to HEDC and rental income.

Net unrealized gain (loss) in the changes in market values (of investment in stocks at FVTPL) from (₱2.287) million in 2021 to ₱0.716 million in 2022 is mainly due to slight recovery of the investments in stocks traded at the PSE. Bulk of the decrease in the general and administrative expenses is mainly due to the payment in 2021 of Company’s share in the plug / abandonment cost of previous oil exploration project (refer to Note 11 of the 2022 AFS). None in year 2022.

27

Provision for income tax pertains to the Minimum Corporate Income Tax (MCIT) set-up. The Company set-up MCIT rather than the 25% regular tax because most of its income are from unrealized market changes of investments and passive income subject to final tax. The increase from last year’s provision is mainly due to the increase in other income.

5. Financial Conditions (As of December 31, 2021 and 2020) Total assets amounted to ₱573.623 million and ₱584.095 million as of December 31, 2021 and December 31, 2020, respectively.

The Company’s cash and cash equivalents amounted to ₱100.293 million and ₱77.118 million as of December 31, 2021 and 2020, respectively. The 30.05% net increase was due to cash dividends received from HEDC during the year, net of payment of working capital requirements.

Financial assets at fair value through profit or loss amounted to ₱36.112 million from ₱38.399 million as of December 31, 2021 and as of December 31, 2020, respectively. The 5.96% net decrease is due to decline in market values of investments in stocks traded at PSE. The 6.62% net decline in receivables mainly pertains to receipt of dividends, interest income and other income during the period.

Other current assets consists of prepayments, prepaid taxes and input tax carry-overs. This amounted to ₱1.278 million and ₱1.175 million as of December 31, 2021 and 2020, respectively. The 8.78% net increase in this account mainly represents additional input taxes recorded during the period.

Financial assets at fair value through other comprehensive income (FVOCI) account as of December 31, 2021 amounted to ₱435.610 million as compared with December 31, 2020 of ₱467.050 million. The net decrease pertains to the downward adjustment of the revaluation of the investment in HEDC (please refer to Note 8 of the 2021 AFS).

Accounts payable and accrued expenses amounted to ₱0.634 million and ₱0.802 million as of December 31, 2021 and December 31, 2020, respectively. The 20.95% net decline pertains to payment of accruals and payables during the period.

The Company recognized deferred tax liability amounting to ₱45.649 million and ₱51.104 million as of December 31, 2021 and 2020, respectively. The decrease is due to the adjustment in the set-up of tax liability associated with the decline in the revaluation of the investment in HEDC, more particularly, the related 15% capital gains tax should there be any sale of HEDC shares.

Total stockholders’ equity as of December 31, 2021 is ₱527.340 million or ₱3.24 book value per share as compared with last year’s ₱532.189 million or ₱3.26 book value per share.

6. Results of Operations (For the years ended December 31, 2021 and 2020) The Company posted a net income of ₱20.131 million or ₱0.1235 earnings per share as of December 31, 2021 as compared with ₱26.498 million or ₱0.1626 earnings per share as of December 31, 2020.

Dividend income amounted to ₱31.710 million and ₱34.029 million as of December 31, 2021 and December 31, 2020, respectively. Bulk of this amounts pertains to cash dividend from HEDC. Decline for the period is mainly due to lower dividends from HEDC. Interest income amounted to ₱0.624 million and ₱0.667 million as of December 31, 2021 and December 31, 2020, respectively. The slight decline is attributed to lower interests from MMPs during the year.

Other income as of December 31, 2021 and 2020 pertains to accounting services rendered by the Company to HEDC and rental income.

28

Lower net unrealized losses in the changes in market values (of investment in stocks at FVTPL) from ₱6.889 million in 2020 to ₱2.287 million in 2021 is mainly due to slight recovery of the investments in stocks traded at the PSE. Bulk of the increase in the General and administrative expenses is mainly due to the Company’s share in the plug / abandonment cost of previous oil exploration project.

Provision for income tax pertains to the Minimum Corporate Income Tax (MCIT) set-up. The Company set-up MCIT rather than the 25% regular tax because most of its income are from unrealized market changes of investments and passive income subject to final tax. The decline from last year’s provision is mainly due to the change in the MCIT rate from 2% to 1%.

Key Performance Indicators Please refer to the attached Financial Soundness Indicators Plan of Operations A. Investment in Financial Assets at FVOCI not traded in the market (Investment in HEDC) As of December 31, 2023 the Company holds 11.33% interest in its investment in Hermosa Development Corporation (HEDC).

Significant progress has been made in Phase 2 of Hermosa Ecozone Industrial Park (HEIP), including the completion of stone masonry retaining wall, roadways, underground utilities, and various site grading works for optimal land use. Furthermore, new facilities, such as administrative building, telecommunication room, and security and maintenance building, have been completed. These developments show HEDC’s commitment to serve the locators and stakeholders efficiently.

B. Investment in Financial Assets at FVPL and FVOCI traded in the market The Company will continue to closely monitor the prices of its securities as well as those specific factors which could directly or indirectly affect the prices of these instruments. Because such investments are subject to price risk due to changes in market values, an expected decline in the portfolio will prompt the Company to dispose or trade the securities for replacement with more viable and less risky investments in the future.

With the Company’s current cash position, it can sustain its needs for its operating expenses. There are no possible material commitment expected in the next twelve months. Thus, it does not intend to raise additional funds.

Aside from the Company’s investments stated above, there are no other researches or development plans, and purchase or sale of significant equipment that the Company expects perform.

Commitments There are no known trends, demands, commitments, events or uncertainties that will have material impact on the Company’s liquidity.

Discussion of indicators of the Company’s level of performance Receivable Management The Company manages its receivables by monitoring on a regular basis to ensure timely execution of necessary intervention efforts.

Bulk of the receivables as of December 31, 2022 pertains to the dividends receivable and accrued interest receivable.

Liquidity management The Company has substantial investments in shares of stock which are not listed in the Philippine Stock Exchange and may not be readily convertible to liquid assets necessary to meet any potential additional liquidity requirements of the Company. Investment in unquoted securities included in financial assets at FVOCI amounted to ₱490.650 million and ₱507.957 million as of December 31, 2023 and 2022, respectively.

29

Management of liquidity requires a flow and stock perspective. Constraint such as political environment, taxation, foreign exchange, interest rates and other environmental factors can impose significant restrictions on firms in management of their financial liquidity.

Seafront has considered the above factors and paid special attention to its cash flow management. The Company identifies all its cash requirements for a certain period and invests unrestricted funds to maximize interest earnings, i.e. money market placements.

Rate of return of each stockholder The company has no existing dividend policy. However, the Company intends to declare dividends in the future out of its unrestricted retained earnings accordance with the RCC. Cost-reduction effort In order to minimize expenses, the Company has engaged the services of PetroEnergy Resources Corporation to handle its legal, administrative, accounting and treasury functions.

Item 7 - Financial Statements The 2023 Audited Financial Statements (AFS) and Supplementary Schedules of the Company are incorporated herein by reference.

Item 8 - Changes in and Disagreements with Accountants on Accounting and Financial Disclosure As of December 31, 2023, there are no disagreements with Accountants on Accounting and Financial Disclosure.

PART IV – MANAGEMENT AND CERTAIN SECURITY HOLDERS Please refer to page 8 to page 12 of the Information Statement for the discussion on the identity of each of Company’s directors and executive officers, their principal occupation or employment, the name of the principal business of any organization by which such directors and executive officers are employee.

PART V – CORPORATE GOVERNANCE Compliance with Leading Practices on Corporate Governance a.

Evaluation System to Determine Compliance with Manual of Corporate Governance – The Company’s Board of Directors and management substantially adheres to and complies with the principles and best practices contained in its Manual on Code of Corporate Governance. The Company is adopting the Integrated Annual Corporate Governance Report, pursuant to the Code of Corporate Governance for Publicly-listed Companies (CG Code for PLCs), as an evaluation system for the company to measure or determine the level of compliance of the Board of Directors and top management with its Manual of Corporate Governance.

b.

Measures Undertaken/to be undertaken to Comply with Leading Practices on Corporate Governance – Among the measures undertaken/to be undertaken to comply the Company’s Manual of Corporate Governance, are as follows: 1.

The attendance of each Director in the scheduled meetings of the Board of Directors is monitored and recorded.

2.

The Company has Committee on Audit/Board Risk Oversight Committee (BROC) and Corporate Governance Committee under the CG Code for PLCs.

3.

The financial reports and reports of operations are thoroughly reviewed by the external auditor before these are released to shareholders, the SEC and PSE. 30

c.

Deviation from the Company’s Manual of Corporate Governance - There is no deviation from the Company’s Manual of Corporate Governance.

d.

Plan to Improve Corporate Governance – The Company updated its Manual as mandated by SEC Memorandum Circular No. 19, series of 2016, based on the CG Code for PLCs and will, as far as they are practicable and relevant to the Company, adopt the recommendations therein. The Company will likewise accomplish and submit the Integrated Annual Corporate Governance Report.

General Notes to Financial Statements 1.

Assets subject to Lien and Restrictions on Sales of Assets As of December 31, 2023, there were no assets mortgaged, pledged or otherwise subject to lien.

2.

Subsequent Events There were no subsequent events that required adjustments on the December 31, 2023 Audited Financial Statements.

3.

Defaults - None

4.

The following are not applicable in the preparation of this report. a. b. c. d.

Adjustments made that lead to the revenue recognition but which adjustments cannot be properly supported.

Changes in estimates without proper disclosure which have the impact of improving results of operations.

Non-application or misapplication of accounting principles and standards, misstatements, omissions, etc.

Other cases involving accounting and auditing matters resulting to possible concealment of a fraud or the creation of a risk for the commission of fraud.

5.

Schedule of Receivable account – please refer to Note 9 of the 2023 AFS

6.

Breakdown of Accounts payable and accrued expenses

Professional fees Related party

₱

Other G&A Total

460,680 159,339 364,121

₱

984,140

7.

As of December 31, 2023, the Corporation has no receivables from any officer, directors, employees and principal stockholders.

8.

The Company has no liability guaranteed by others.

9.

There were no assets pledged against secured liabilities.

31

Undertaking to Provide Annual Report UPONTHE WRITTEN REQUEST OF THE STOCKHOLDERS, THE COMPANY UNDERTAKES TO FURNISH SAID STOCKHOLDER WITH A COPY OF SEC FORM 17-A FREE OF CHARGE. ANY WRITTEN REQUEST FOR A COPY OF SEC FORM-17A SHALL BE ADDRESSED TO THE FOLLOWING:

Office of the Corporate Secretary SEAFRONT RESOURCES CORPORATION 7th Floor, JMT Building, ADB Avenue Ortigas Center, Pasig City

Pursuant to the requirements of the Securities Regulation Code, the Issuer has duly caused this report to sign on its behalf by the undersigned hereunto duly authorized, this May 7, 2024 in Pasig City

SEAFRONT RESOURCES CORPORATION Issuer By:

SAMUEL V. TORRES Corporate Secretary

32

ANNEX “A”

CERTIFICATION OF

INDEPENDENT DIRECTOR

33

Republic of the Philippines) Pasig City ) s.s.

SECRETARY'S

CERTIFICATE

I, SAMUEL V. TORRES, Corporate Secretary of SEAFRONT RESOURCES CORPORATION ("Corporation"), with office address at 4th Floor, Grepalife Building, 221 Sen. Gil J. Puyat Avenue, Makati City, do hereby certify that:

1.

I am duly elected Corporate Secretary of Seafront Resources Corporation ("the Corporation"), a corporation and existing under and by virtue of the laws of the Republic of the Philippines, with principal office at 7th Floor, JMT Building, ADB Avenue, Ortigas Center, Pasig City.

2. I hereby certify that to the best of my knowledge none of the nominated Directors of the Corporation works or connected with Government of the Republic of the Philippines.

IN WITNESS WHEREOF, I have hereunto set my hand this MAY 2 0 2024Pasig City, Metro Manila, Philippines

~~t?~ ~~L V. TORRES Corporate Secretary SUBSCRIBED AND SWORN to before me this day of MAY 2 0 2024 2024, affiant exhibiting to me his Passport bearing number P2022842C, valid until 13 October 2032 and issued in DFA Manila, as competent evidence of his identity.

Doc. No. -,.,--H Page No. q , Book No. T_. ; Seriesof2~

ATTY. LOI -; ~Am< R. LI

LIOC

Appoint ent No. '357 (2023-2024) Notary P lie for Pasig and Pateros Un I 31 December 2024 7F JMT Bl g. Ortigas Center Pasig City Roll No. 63341 PTR No. 155011AA I 01-12-2024 / Pasig City IBP No. 409791 / 01·08·2024 /RSM MCLE Compliance No. Vil-0030498

ANNEX “B”

SEAFRONT RESOURCES CORPORATION Procedures and Requirements for Voting and Participation in the 2023 Annual Stockholders’ Meeting Seafront Resources Corporation (the “Company”) will dispense with the physical attendance of its stockholders for the 2024 Annual Stockholders’ Meeting (ASM). Instead, the Company will conduct the 2024 ASM scheduled on June 20, 2024 at 3:30 PM by remote communication and will conduct electronic voting in absentia.

Only stockholders of record as of May 3, 2024 are entitled to participate and vote in the 2024 ASM. The Company has adopted the following procedures and requirements to enable its stockholders to participate and vote in the 2024 ASM: I.

ONLINE REGISTRATION STEPS AND REQUIREMENTS A. Stockholders may register from 9:00 AM of June 3, 2024 until 5:00 PM of June 6, 2024 to signify his/her/its intention to participate in the 2024 ASM by remote communication. The registration steps and requirements are available through the following link: http://seafrontresources.com.ph/investor_relations.

B. To register, stockholders shall submit the following requirements to the Office of the Corporate Secretary via email at asm@seafrontresources.com.ph: B.1. For Individual Stockholders: (i) Scanned valid government issued identification card; (ii) Valid email address and active contact number; B.2. For Stockholders with Joint Accounts: (i) Authorization letter signed by all stockholders indicating the name of the person authorized to cast the votes; (ii) Valid email address and active contact number of the authorized stockholder; (iii) Scanned copy of valid government-issued identification card of the authorized stockholder; B.3. For Stockholders under PCD Participant/Brokers Account or holding ‘Scripless Shares’: (i) Broker’s Certification on the stockholder’s number of shareholdings; (ii) Valid email address and active contact number of the stockholder; (iii) Scanned copy of valid government-issued identification card of stockholder; and B.4. For Corporate Stockholders: (i) Secretary’s Certificate attesting to the authority of the representative to vote the shares on behalf of the corporate stockholder; (ii) Valid email address and active contact number of authorized representative; and (iii) Valid government-issued identification card of authorized representative.

C. The documents submitted will then be verified by the Office of the Corporate Secretary with the assistance of the Stock Transfer Agent. The validation process will be completed by the Company no later than three (3) business days from the stockholder’s receipt of an email from the Company acknowledging receipt of the stockholder’s registration documents. Once validated, the stockholder will receive an email that his/her/its account has been verified and shall be provided instructions for the stockholder’s access to the Company’s electronic voting and to access the ASM livestreaming link.

II. ELECTRONIC VOTING IN ABSENTIA A. Duly registered stockholders have the option to vote for the matters contained in the agenda for the 2024 ASM through electronic voting in absentia. The deadline for registration is 5:00 PM of June 6, 2024. Beyond this date, stockholders may no longer avail of the option to electronically vote in absentia.

34

B. After verification, the Company shall send a ballot to the registered stockholder through his/her/its e-mail address which shall contain all the agenda items for approval as indicated in the Notice of Meeting and the registered stockholder may vote as follows: (1) For items other than Election of Directors, the registered stockholder has the option to vote: In Favor of, Against, or Abstain. The vote is considered cast for all the registered stockholder’s shares.

(2) For the Election of Directors, the registered stockholder may vote for all nominees, not vote for any of the nominees, or vote for some nominees only, in such number of shares as preferred by the stockholder, provided that the total number of votes cast shall not exceed the number of shares owned, multiplied by the number of directors to be elected. The total number of votes the stockholder is allowed to cast shall be based on the number of shares he/she or it owns.

(3) Once voting on the agenda items is finished, the stockholder can proceed to submit the accomplished ballot via email to asm@seafrontresources.com.ph.

(4) After the ballot has been submitted, the stockholder may no longer change his/her vote. The stockholder will receive a confirmation email that his/her/its vote has been recorded.

C. Thereafter, the Office of the Corporate Secretary, shall tabulate all valid and confirmed votes cast through electronic voting, together with the votes through proxies.

D. Registered stockholders shall have until 5:00 PM of June 6, 2024 to cast their votes in absentia. Stockholders will not be allowed to cast votes during the livestream of the 2024 ASM. III. VOTING BY PROXY A. For individual stockholders holding certificated shares of the Company – Download the proxy form that is available at http://seafrontresources.com.ph/investor_relations.

B. For stockholders holding ‘scripless’ shares, or shares held under a PCD Participant/Broker – Download the proxy form that is available at http://seafrontresources.com.ph/investor_relations. Stockholders are advised to coordinate with their brokers first for the execution of this type of proxy.

C. For corporate stockholders Download the proxy form that is available at http://seafrontresources.com.ph/investor_relations. A copy of the duly signed and notarized Secretary’s Certificate must be submitted together with the proxy form.

D. General Instructions on Voting by Proxy: (1) (2)

(3) (4) (5)

Download and fill up the appropriate proxy form. Follow the instructions on how to cumulate or allocate votes in the election of directors.

Send the scanned copy of the duly executed proxy form via email to corporate secretary via asm@seafrontresources.com.ph or submit the original proxy form to the Office of the Corporate Secretary at 7th Floor, JMT Building, ADB Avenue, Ortigas Center, Pasig City.

Deadline for the submission of proxies is at 5:00 PM of June 6, 2024 Validation of proxies will be on June 6, 2024.

If a stockholder avails of the option to cast his/her vote electronically in absentia and also issues proxy votes with differing instructions, the duly accomplished ballots sent through e-mail shall replace the proxy votes issued by the stockholder.

IV. PARTICIPATION BY REMOTE COMMUNICATION A. Only duly registered stockholders will be included in determining the existence of a quorum.

B. Duly registered stockholders may send their questions and/or comments prior to the ASM through email at asm@seafrontresources.com.ph. The deadline for submitting questions shall be at 5:00 PM of June 6, 2024.

C. The proceedings during the 2024 ASM will be recorded. For any clarifications, please contact the Office of the Corporate Secretary via email at asm@seafrontresources.com.ph.

35

ANNEX “C” SAMPLE ONLY PROXY SEAFRONT RESOURCES CORPORATION 2024 STOCKHOLDERS’ MEETING I/WE hereby name and appoint, _____________________________, or in his absence, the Chairman of the meeting, as my/our proxy at the annual stockholders’ meeting of SEAFRONT RESOURCES CORPORATION. (“SRC”) to be held on June 20, 2024 and/or at any postponement or adjournment thereof, and/or any annual stockholders’ meeting of SRC, which appointment shall not exceed five (5) years from date hereof.

In particular, I hereby direct my said proxy to vote all my shares on the agenda items set forth below as I have expressly indicated by marking the same with an “X”.

Item Subject Action No. For Against Abstain I. Approval of Minutes of the Annual Meeting on June 22, 2023 II. Approval of Management Report and the 2023 Audited Financial Statements contained in the 2023 Annual Report III. Confirmation and Ratification of all acts, contracts and investment made and entered during the period June 22, 2023 to June 20, 2024.

IV. Election of Directors for the year 2024-2025 1. Roberto Jose L. Castillo 2. Milagros V. Reyes 3. Nicasio I. Alcantara 4. Ernestine Carmen Jo D. Villareal-Fernando 5. Yvonne S. Yuchengco 6. Jose Luis F. Gomez 7. Medel T. Nera 8. Basil L. Ong 9. Victor V. Benavidez VI. Appointment of External Auditors I am accomplishing this Proxy Form this _____ day of June 2024.

___________________________________ PRINTED NAME OF STOCKHOLDER

_____________________________ AUTHORIZED SIGNATORY

THIS PROXY SHOULD BE SUBMITTED UNTIL 5:00 PM OF JUNE 6, 2024, TO THE OFFICE OF THE CORPORATE SECRETARY AT 7th Floor, JMT Building, ADB Avenue, Ortigas Center, Pasig City OR BY EMAIL AT asm@seafrontresources.com.ph. THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER AS DIRECTED HEREIN BY THE STOCKHOLDER(S). IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR THE ELECTION OF ALL NOMINEES AND FOR THE APPROVAL OF THE MATTERS STATED ABOVE AND FOR SUCH OTHER MATTERS AS MAY PROPERLY COME BEFORE THE MEETING IN THE MANNER DESCRIBED IN THE INFORMATION STATEMENT. A STOCKHOLDER GIVING A PROXY HAS THE POWER TO REVOKE IT AT ANY TIME BEFORE THE RIGHT GRANTED IS EXERCISED. A PROXY IS ALSO CONSIDERED REVOKED IF THE STOCKHOLDER ATTENDS THE MEETING IN PERSON AND EXPRESSED HIS INTENTION TO VOTE IN PERSON. THIS PROXY DOES NOT NEED TO BE NOTARIZED.

36

ANNEX “C-1” SEAFRONT RESOURCES CORPORATION 2024 STOCKHOLDERS’ MEETING ELECTRONIC VOTING IN ABSENTIA B.

Duly registered stockholders have the option to vote for the matters contained in the agenda for the 2024 ASM through electronic voting in absentia. The deadline for registration is 5:00 PM of June 6, 2024. Beyond this date, stockholders may no longer avail of the option to electronically vote in absentia.

B.

After verification, the Company shall send a ballot to the registered stockholder through his/her/its e-mail address which shall contain all the agenda items for approval as indicated in the Notice of Meeting and the registered stockholder may vote as follows: (1)

For items other than Election of Directors, the registered stockholder has the option to vote: In Favor of, Against, or Abstain. The vote is considered cast for all the registered stockholder’s shares.

(2)

For the Election of Directors, the registered stockholder may vote for all nominees, not vote for any of the nominees, or vote for some nominees only, in such number of shares as preferred by the stockholder, provided that the total number of votes cast shall not exceed the number of shares owned, multiplied by the number of directors to be elected. The total number of votes the stockholder is allowed to cast shall be based on the number of shares he/she or it owns.

(3)

Once voting on the agenda items is finished, the stockholder can proceed to submit the accomplished ballot via email to asm@seafrontresources.com.ph.

After the ballot has been submitted, the stockholder may no longer change his/her vote. The stockholder will receive a confirmation email that his/her/its vote has been recorded.

(4)

C.

Thereafter, the Office of the Corporate Secretary and the Transfer Agent, shall tabulate all valid and confirmed votes cast through electronic voting, together with the votes through proxies.

D.

Registered stockholders shall have until 5:00 PM of June 6, 2024 to cast their votes in absentia. Stockholders will not be allowed to cast votes during the livestream of the 2024 ASM

Item No.

Subject

Action For

I. II. III.

IV.

VI.

Against

Abstain

Approval of Minutes of the Annual Meeting held on June 22, 2023 Approval of Management Report and the 2023 Audited Financial Statements contained in the 2023 Annual Report Confirmation and Ratification of all acts, contracts and investment made and entered during the period June 22, 2023 to June 20, 2024 Election of Directors for the year 2024-2025 1. Roberto Jose L. Castillo 2. Milagros V. Reyes 3. Nicasio I. Alcantara (reelection & retention) 4. Ernestine Carmen Jo D. Villareal-Fernando (reelection & retention) 5. Yvonne S. Yuchengco 6. Jose Luis F. Gomez 7. Medel T. Nera 8. Basil L. Ong 9. Victor V. Benavidez Appointment of External Auditors

37

ANNEX “D” AUDITED FINANCIAL STATEMENT

38

-----Original Message----From: ICTD Submission <ictdsubmission+canned.response@sec.gov.ph> Sent: Monday, April 15, 2024 2:43 PM To: Seafront Resources Corporate Affairs <corpaffairs@seafrontresources.com.ph> Subject: Re: CGFD_SEAFRONT RESOURCES CORPORATION_2023 SEC 17A REPORT & GFFS CAUTION: This email originated from outside of the organiza on. Do not click links or open a achments unless you recognize the sender and know the content is safe.

CAUTION: This email originated from outside of the organiza on. Do not click links or open a achments unless you recognize the sender and know the content is safe.

Thank you for reaching out to ictdsubmission@sec.gov.ph!

Your submission is subject for Verifica on and Review of the Quality of the A ached Document only for Secondary Reports. The Official Copy of the submi ed document/report with Barcode Page (Confirma on Receipt) will be made available a er 7 working days via order through the SEC Express at h ps://secexpress.ph/. For further clarifica ons, please call (02) 8737-8888.

------------------------------------------------ NOTICE TO COMPANIES ----------------------------------------------Please be informed of the reports that shall be filed only through ictdsubmission@sec.gov.ph.

Pursuant to SEC MC Circular No. 3 s 2021, scanned copies of the printed reports with wet signature and proper notariza on shall be filed in PORTABLE DOCUMENT FORMAT (pdf) through email at ictdsubmission@sec.gov.ph such as the following SECONDARY REPORTS: 1. 17-A 6. ICA-QR 11. IHAR 16. 39-AR 21. Monthly Reports 2. 17-C 7. 23-A 12. AMLA-CF 17. 36-AR 22. Quarterly Reports 3. 17-L 8. 23-B 13. NPM 18. PNFS 23. Le ers 4. 17-Q 9. GIS-G 14. NPAM 19. MCG 24. OPC (Alternate Nominee) 5. ICASR 10. 52-AR 15.BP-FCLC 20.S10/SEC-NTCE-EXEMPT Further, effec ve 01 July 2023, the following reports shall be submi ed through h ps://efast.sec.gov.ph/user/login.

1. FORM MC 18 7. Comple on Report 2. FORM 1 - MC 19 8. Cer ficate-SEC Form MCG- 2009 3. FORM 2- MC 19 9. Cer ficate-SEC Form MCG- 2002, 2020 ETC. 4. ACGR 10. Cer fica on of A endance in Corporate Governance 5. I-ACGR 11. Secretary's Cer ficate Mee ng of Board Directors (Appointment) 1

6. MRPT Please be informed that the submission of the abovemen oned eleven (11) reports through the ictdsubmission@sec.gov.ph shall no longer be accepted. For further informa on, please access this link No ce for guidance on the filing of reports: Likewise, the following reports shall be filed through the Electronic Filing and Submission Tool (eFAST) at h ps://efast.sec.gov.ph/user/login : 1. AFS 7. IHFS 13. SSF 2. GIS 8. LCFS 14. AFS with Affidavit of No Opera on 3. BDFS 9. LCIF 15. AFS with NSPO Form 1,2, and 3 4. FCFS 10. OPC_AO 16. AFS with NSPO Form 1,2,3 and 4,5,6 5. FCIF 11. PHFS 17. FS - Parent 6. GFFS 12. SFFS 18. FS – Consolidated For the submission and processing of compliance in the filing of Memorandum Circular No. 28 Series of 2020, please visit this link – h ps://apps010.sec.gov.ph/ For your informa on and guidance.

Thank you.

The contents of this e-mail message and any a achments are confiden al and are intended solely for the addressee.

The informa on may also be legally privileged. This transmission is sent in trust, for the sole purpose of delivery to the intended recipient. If you have received this transmission in error, any use, reproduc on or dissemina on of this transmission is strictly prohibited. If you are not the intended recipient, please immediately no fy the sender via email or phone and delete this message and its a achments, if any.

The contents of this e-mail message and any a achments are confiden al and are intended solely for the addressee.

The informa on may also be legally privileged. This transmission is sent in trust, for the sole purpose of delivery to the intended recipient. If you have received this transmission in error, any use, reproduc on or dissemina on of this transmission is strictly prohibited. If you are not the intended recipient, please immediately no fy the sender via email or phone and delete this message and its a achments, if any.

The contents of this e-mail message and any a achments are confiden al and are intended solely for the addressee.

The informa on may also be legally privileged. This transmission is sent in trust, for the sole purpose of delivery to the intended recipient. If you have received this transmission in error, any use, reproduc on or dissemina on of this transmission is strictly prohibited. If you are not the intended recipient, please immediately no fy the sender via email or phone and delete this message and its a achments, if any.

2

C O V ER SH E ET

4 0 9 7 9 SEC Registration Number S E A F R O N T

R E S O U R C E S

C O R P O R A T I O N

(Company’s Full Name) 7 T H

F L O O R

A D B

A V E N U E

P A S I G

J M T

B U I L D I N G

O R T I G A S

C E N T E R

C I T Y (Business Address: No. Street City/Town/Province)

MILAGROS V. REYES (Contact Person) 1 2 3 1 Month Day (Fiscal Year)

8637-2917 (Company Telephone Number) 1

Form Type 7 - A

0 6 Month

2 2 Day

(Annual Meeting)

(Secondary License Type, If Applicable)

Dept. Requiring this Doc.

Amended Articles Number/Section Total Amount of Borrowings

4,676 Total No. of Stockholders

Domestic

Foreign

__________________________________________________________________________________________ To be accomplished by SEC Personnel concerned

File Number

LCU

Document ID

Cashier

STAMPS Remarks: Please use BLACK ink for scanning purposes.

1

SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-A ANNUAL REPORT PURSUANT TO SECTION 17 OF THE SECURITIES REGULATION CODE AND SECTION 141 OF THE CORPORATION CODE OF THE PHILIPPINES 1.

For the fiscal year ended December 31, 2023

2.

SEC Identification Number 40979

4.

Exact name of issuer as specified in its charter Seafront Resources Corporation

5.

Metro Manila, Philippines (SEC Use Only) Province, Country or other jurisdiction of incorporation or organization

3. BIR Tax Identification No.000-194-465-000

6.

Industry Classification Code:

7.

7th F, JMT Bldg., ADB Avenue, Ortigas Center, Pasig City Address of principal office

1605 Postal Code

8.

(632) 8637-2917 Issuer's telephone number, including area code

9.

Not Applicable Former name, former address, and former fiscal year, if changed since last report.

10. Securities registered pursuant to Sections 8 and 12 of the SRC, or Sec. 4 and 8 of the RSA Title of Each Class

Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding

Common (par value of P =1.00/share)

163,000,000

11. Are any or all of these securities listed on a Stock Exchange.

Yes [X] No [ ] If yes, state the name of such stock exchange and the classes of securities listed therein: Philippine Stock Exchange 12. Check whether the issuer: (a) has filed all reports required to be filed by Section 17 of the SRC and SRC Rule 17.1 thereunder or Section 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections 26 and 141 of The Corporation Code of the Philippines during the preceding twelve (12) months (or for such shorter period that the registrant was required to file such reports); Yes [X]

No [ ]

(b) has been subject to such filing requirements for the past ninety (90) days.

Yes [X] No [ ] 13. As of December 31, 2023 the aggregate market value of the voting stock held by non-affiliates of the Company is equivalent to One Hundred Eighty-Six Million Eight Hundred Sixty Thousand Five Hundred Fifty-Four Pesos and 56/100 (₱186,860,554.56) or 132,525,216 shares at P1.41/share.

2

APPLICABLE ONLY TO ISSUERS INVOLVED IN INSOLVENCY/SUSPENSION OF PAYMENTS PROCEEDINGS DURING THE PRECEDING FIVE YEARS: 13. Check whether the issuer has filed all documents and reports required to be filed by Section 17 of the Code subsequent to the distribution of securities under a plan confirmed by a court or the Commission.

Not Applicable DOCUMENTS INCORPORATED BY REFERENCE  

2023 Audited Financial Statements (AFS) 2023 Sustainability Report

3

TABLE OF CONTENTS Page No. PART I – BUSINESS AND GENERAL INFORMATION Item 1.

Item 2.

Item 3.

Item 4.

Business Development Properties Legal Proceedings Submission of Matters to a Vote of Security Holders

5 9 9 9

PART II – OPERATIONAL AND FINANCIAL INFORMATION Item 5.

Item 6.

Item 7.

Item 8.

Market for Registrant’s Common Equity and Related Stockholder’s Matters Management’s Discussion and Analysis or Plan of Operation Financial Statements Changes and Disagreements with Accountants on Accounting and Financial Disclosure

10 12 17 17

PART III – CONTROL AND COMPENSATION INFORMATION Item 9.

Item 10.

Item 11.

Item 12.

Directors and Executive Officers of the Registrant Executive Compensation Security Ownership of Certain Beneficial Owners and Management Certain Relationships and Related Transactions

18 22 22 23

PART IV – EXHIBITS AND SCHEDULES Item 13.

Exhibits and reports a. 2023 and 2022 Financial Statements with Management Responsibility b. Supplementary information and disclosures required on SRC Rule 68 and 68.1 as amended c. Sustainability Report d. Reports on SEC Form 17-C (Current Report)

24

Item 14.

General Notes to Financial Statements

24

SIGNATURES

25

4

PART I - BUSINESS AND GENERAL INFORMATION Description of Business Item 1 - Business Development Seafront Resources Corporation (the “Company”) was registered with the Securities and Exchange Commission (SEC) on April 16, 1970 as an oil exploration and production company. On October 18, 1996, the Company amended its Articles of Incorporation which provides for the revision of its primary purpose from engaging in the business of oil exploration and production into a holding company and to include oil exploration and production business as one of its secondary purposes.

The Company’s shares of stock were listed on May 7, 1974 and are currently traded at the Philippine Stock Exchange.

The registered office address of the Company is 7th Floor, JMT Building, ADB Avenue, Ortigas Center, Pasig City.

Business of Issuer A. Investments in Financial Assets at Fair Value through Profit and Loss (FVTPL) (Notes 8 and 14 of the AFS) The Company maintains a portfolio of investments in stocks traded in the Philippine Stock Exchange and investment in Government Securities. These financial assets at FVTPL are carried at fair value as follows: Listed securities: Equity securities

2023

2022

P =38,107,024

P =36,828,021

B. Investments in Financial Assets at Fair value through Other Comprehensive Income (FVOCI) (Notes 8 and 14 of the AFS) Financial assets at FVOCI consist of quoted and unquoted shares of stock held for long-term investment purposes and are carried at fair value. The carrying values of these investments are as follows: Listed equity securities: PetroEnergy Resources Corporation (PERC) Benguet Corporation Non-listed equity security: Hermosa Ecozone Development Corporation (HEDC) Investment in Government Securities

2023

2022

P =19,063,263 ‒ 19,063,263

P =18,485,589 10,281,176 28,766,765

490,649,813 4,993,340 P = 514,706,416

507,957,260 3,885,443 P =540,609,468

Investment in HEDC On January 31, 1997, the Company entered into a Project Shareholders’ Agreement with five other companies led

by Investment and Capital Corporation of the Philippines (ICCP) and Penta Capital Investment Corporation (PCIC) to develop 500 to 600 hectares of raw land in Hermosa, Bataan into a new township consisting of industrial estates, residential communities, a golf and country club and a commercial center.

The Management of HEDC is continuing its strategic initiatives aimed at maximizing the potential of its properties. Efforts are being intensified to sell the remaining saleable properties. Acknowledging the criticality of thorough planning, HEDC has initiated a detailed master planning process for the Hermosa Ecozone Industrial Park (HEIP) 168 hectares proposed expansion, previously earmarked 229 hectares for leisure and residential purposes. The master planning process will ensure that the development signs with the company’s vision for sustainable growth while adhering to regulatory requirements and environmental considerations.

5

On June 27, 2023, the President of the Philippines signed the Presidential Proclamation of Hermosa Ecozone Industrial Park (HEIP) for the inclusion of 20.43 hectares into the existing HEIP Special Economic Zone.

The fair value of investment in HEDC is determined using the adjusted net asset method wherein the assets of HEDC consisting mainly of parcels of land are adjusted from cost to its fair value. The valuation of the parcels of land was performed by a Securities and Exchange Commission - accredited independent valuer as at December 31, 2023 and 2022. This measurement falls under Level 3 in the fair value hierarchy.

Fair value measurement disclosures for the determination of fair value of unquoted equity securities are provided in Note 14 of the AFS. Products The Company has its investments in stocks (as discussed in the “Business of the Issuer”) as its principal product.

Total revenue as of December 31, 2023 amounted to ₱6.642 million, bulk of which is from the interest income from the money market placements (MMPs), special current account/savings account (CASA) and net gain on fair value changes on financial assets at FVTPL. Other than discussed, the Company has no principal product which contributes 10% or more to sales or revenues. No government approval is needed for its principal product.

Percentage of sale or revenue and net income contributed by foreign sales There are no revenues from foreign sales.

Distribution Method Not applicable Status of publicly –announced new product or service The Company has no new product or service.

Competition The Company itself has no competitor because it is a holding company. Its major investment, HEDC has competitors such as Clark Development Corporation, Subic Gateway Park and other nearby industrial zones.

Sources and Availability of Raw Materials and Names of Principal Suppliers The Company is not into manufacturing and has no need for raw materials for its business.

Dependence on a single customer or few customers The Company is not dependent upon a single customer or a few customers.

Transaction with and/or dependence on related parties Not applicable Summary of principal terms and expiration dates of all patents, trademarks, copy rights, licenses, franchises, concessions and royalty agreements The Company has no existing patents, trademarks, copyrights, licenses, franchises, concessions or royalty agreements.

Need for Government approvals of Principal Products and effect of existing or probable governmental regulation No government approval is needed for its principal product.

Research and development activities No amount of money was spent for development activities for the last three fiscal years. The Company does not intend to acquire additional properties in the next twelve (12) months. However, the Company can sustain its need for operating expenses in the ordinary course of business.

Total number of employees The Company has no employees; PERC provides administrative, accounting and compliance services to the Company. The Company does not anticipate any special undertaking that would warrant hiring some people for regular employment.

6

Risk Factors Political, Economic and Legal Risks in the Philippines The Philippines has, from time to time, experienced military instability, mass demonstrations, and similar occurrences, which have led to political instability. The country has also experienced periods of slow growth, high inflation and significant depreciation of the Peso. The regional economic crisis which started in 1997 negatively affected the Philippine economy resulting in the decline of the Peso, higher interest rate, increased unemployment, greater volatility and lower value of the stock market, lower credit rating of the country and the reduction of the country’s foreign currency reserves. There has also been growing concerns about the unrestrained judicial intervention in major infrastructure project of the government.

There is no assurance that the political environment in the Philippines will be stable and that current or future governments will adopt economic policies conducive to sustained economic growth.

The general political situation in and the state of the economy of the Philippines may influence the growth and profitability of the Company. Any future political or economic instability in these countries may have a negative effect on the financial results of the Company.

Equity Partnership Risk The Company entered into a Project Shareholder’s Agreement with five other companies led by Investment and Capital Corporation of the Philippines and Penta Capital Investment Corporation to develop 500-600 hectares of raw land in Hermosa, Bataan. Into a township consisting of industrial estates, residential communities, a golf and country club and a commercial center. This situation may involve special risks associated with the possibility that the equity partner (i) may have economic or business interests or goals that are inconsistent with those of the Company; (ii) take actions contrary to the interests of the Company; (iii) be unable or unwilling to fulfill its obligations under the Project Shareholder’s Agreement; or (iv) experience financial difficulties. These conflicts may adversely affect the Company’s operations. To date, the Company has not experienced any significant problems with respect to its equity partners.

Financial Risk Management Objectives and Policies (Note 14 of AFS) The Company’s financial instruments comprise cash and cash equivalents, receivables, financial assets, accounts payable and accrued expenses. The main purpose of these financial instruments is to fund its own operations and capital expenditures. The BOD reviews and approves policies for managing these risks. Also, the Audit Committee of the BOD meets regularly and exercises oversight role in managing these risks.

Financial Risks The main financial risks arising from the Company’s financial instruments are liquidity risk, market risk and credit risk. a. Liquidity Risk Liquidity risk is the risk that the Company is unable to meet its financial obligation when due. The Company has substantial investments in shares of stock which are not listed in the Philippine Stock Exchange and may not be readily convertible to liquid assets necessary to meet any potential additional liquidity requirements of the Company. Investments in unquoted equity securities classified as financial assets at FVOCI amounted to ₱490.65 million and ₱507.96 million, as of December 31, 2023 and 2022, respectively.

The Company monitors its cash position and overall liquidity position in assessing its exposure to liquidity risk.

The Company maintains a level of cash and cash equivalents deemed sufficient to finance operations and to mitigate the effects of fluctuation in cash flows.

The Company’s accounts payable and accrued expenses are all settled on a monthly basis.

Please refer to Note 14 of the AFS for the maturity profile of the Company’s financial assets and liabilities. b. Market Risk Market risk is the risk of loss on future earnings, on fair values or on future cash flows that may result from changes in market prices. The value of a financial instrument may change as a result of changes in interest rates, foreign currency exchanges rates, commodity prices, equity prices and other market changes. The Company’s market risk emanates from its holdings in debt and equity securities.

7

The Company closely monitors the prices of its debt and equity securities as well as macroeconomic and entityspecific factors which could directly or indirectly affect the prices of these instruments. In case of an expected decline in its portfolio of equity securities, the Company readily disposes or trades the securities for replacement with more viable and less risky investments.

Please refer to Note 14 of the AFS for the analysis performed for reasonably possible change in the market price of quoted shares classified as financial assets at FVTPL. Equity Price Risk The Company closely monitors the prices of its debt and equity securities as well as macroeconomic and entityspecific factors which could directly or indirectly affect the prices of these instruments. In case of an expected decline in its portfolio of equity securities, the Company readily disposes or trades the securities for replacement with more viable and less risky investments.

Such investment securities are subject to price risk due to changes in market values of instruments arising either from factors specific to individual instruments or their issuers, or factors affecting all instruments traded in the market.

Interest Rate Risk The Company’s exposure to market risk for changes in fixed interest rates relates primarily to the Company’s money market placements and debt securities.

There is no other impact on the Company’s equity other than those already affecting net income. c. Credit Risk Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. With respect to credit risk arising from cash and cash equivalents, receivables, financial assets at FVTPL and financial assets at FVOCI, the Company’s exposure to credit risk is equal to the carrying amount of these instruments. The Company limits its credit risk on these assets by dealing only with reputable counterparties.

For cash and cash equivalents, the Company applies the low credit risk simplification where the Company measures the ECLs on a 12-month basis based on the probability of default and loss given default which are publicly available. The Company also evaluates the credit rating of the bank and other financial institutions to determine whether the debt instrument has significantly increased in credit risk and to estimate ECLs. The Company considers its cash and cash equivalents as high grade since these are placed in financial institutions of high credit standing. Accordingly, ECLs relating to these debt instruments rounds to nil.

The Company’s receivables are aged current as of December 31, 2023 and 2022. No receivables are considered credit-impaired.

As of December 31, 2023 and 2022, the carrying values of the Company’s financial instruments represent maximum exposure as of reporting date.

Please refer to Note 14 of the AFS for the maximum credit risk exposures on the financial instruments.

Capital Management The primary objective of the Company’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximize shareholders' value.

The Company manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders or issue new shares.

The Company monitors capital using a debt-to-equity ratio, which is total debt divided by total equity. The Company includes within total debt the following: accounts payable, accrued expenses and subscriptions payable.

Total equity includes capital stock, net unrealized gains (losses) on financial assets at FVOCI and retained earnings (deficit).

8

The Company has no externally imposed capital requirements as of December 31, 2023 and 2022.

Please refer to Note 15 of the AFS for the table of the debt-to-equity ratios of the Company as of December 31, 2023 and 2022, respectively.

There were no changes in the objectives, policies or processes for the years ended December 31, 2023 and 2022.

Item 2 - Properties Aside from the investments in Financial Assets discussed above, the Company owns two parking lot slots in Tektite Tower in Ortigas City. This property is accounted as investment property of the Company. In 2013, the Company fully depreciated the investment. Fair value of this investment is estimated at ₱800,000 - ₱1,000,000 per slot.

Item 3 - Legal Proceedings There are no pending legal proceedings to which the Company is party or which any of its property is the subject.

Item 4 - Submission of Matters to a Vote of Security Holders There were no matters submitted to a vote of security holders during the fourth quarter of the fiscal year covered by this report.

9

PART II - OPERATIONAL AND FINANCIAL INFORMATION Item 5 - Market for Registrant’s Common Equity and Related Stockholder Matters a)

Market Price of and Dividends on Registrant’s Common Equity and Related Stockholder Matters 1.

Market Information Stock Market Price and Dividend on Registrant’s Common Equity (last 2 years) 1st Quarter 2023 2022

2nd Quarter 2023 2022

3rd Quarter 2023 2022

4th Quarter 2023 2022

High Low

P1.00 1.96 1.68

P1.00 1.80 1.69

P1.00 1.80 1.69

P1.00 2.69 2.16

P1.00 1.98 1.70

P1.00 2.16 1.82

P1.00 1.98 1.41

P1.00 1.81 1.70

Volume

.370M

.439M

.168M

.242M

.170M

1.018M

.278M

.282M

Par Value

2.

Holders As of December 31, 2023, the Company has 4,676 stockholders.

Hereunder is the list of the top 20 Stockholders (as of 31 December 2023): Stockholders Title of Class No. of Shares

1. PCD Nominee Corporation (Filipino) 2. Pan Malayan Mgnt & Inv. Corp. (PMMIC) 3. Alsons Consolidated Resources, Inc. 4. China Banking Corporation T/A-SCA-#0010 5 China Banking Corporation T/A-SCA-#0011 6. House of Investments, Inc. 7. Yuchengco, Alfonso T. 8. Hydee Management & Resources Corporation 9. China Banking Corporation T/A-SCA-#0013 10. China Banking Corporation T/A-SCA-#0012 11. PCD Nominee Corporation (NF) 12. Ong, Clemente 13. Pacific Basin Sec. Co., Inc. 14. Floreindo, Antonio O. 15. Paz, Wenceslao R. de la 16. A.T. Yuchengco, Inc. 17. Reyes, Vicenta S. 18. Santiago, Violeta G. 19. Kensigton Management Corporation 20. Ty. A.N. Sub-Total Others Grand Total

Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common

Percent of Class

66,959,303 30,469,858 15,544,911 14,178,625 10,204,120 4,697,613 1,283,348 1,042,093 571,427 556,122 341,419 287,644 271,248 214,104 195,594 186,637 147,850 147,655 138,207 137,882 147,575,660 15,424,340 163,000,000

1.

None of the holders of the Company’s common shares registered under the name of PCD owns more than 5% of the Company’s common shares.

2.

The corporate acts of PMMIC are carried out by its Board of Directors and Management. Ms. Michele Marie Y. Dee is the current President while the Chairman of the Company is Ms. Helen Y. Dee.

3.

The corporate acts of Alsons Consolidated Resources Inc. are carried out by its Board of Directors. Mr. Nicasio I. Alcantara is the current Chairman and President of the Company.

4.

CBC T/A-SSC#0010 and T/A-SSC#0011 are Trust Accounts between China Banking Corporation as Trustee. The Corporate acts of CBC are carried out by its Board of Directors and Management. Mr. Romeo D. Uyan is the current CBC President and COE.

10

41.08% 18.69% 9.54% 8.70% 6.26% 2.88% 0.79% 0.64% 0.35% 0.34% 0.21% 0.18% 0.17% 0.13% 0.12% 0.12% 0.09% 0.09% 0.08% 0.08% 90.54% 9.46% 100.00%

As of December 31, 2023, the Company has a total of 163,000,000 shares issued and outstanding. Of the total outstanding common capital stock, 162,173,984 shares or 99.49% are owned by Filipino citizens, while 826,016 shares or 0.51% are owned by foreigners.

1.

Minimum Public Ownership The Company is compliant with the required Minimum Public Ownership of at least 10% of the total issued and outstanding capital stock, as mandated by Section 3, Article XVIII of the Continuing Listing Requirements of the Listing and Disclosure Rules. As of December 31, 2023, the Company’s public float was 81.30%.

2.

Dividends In accordance with the Corporation Code of the Philippines, the Company intends to declare dividends (either in cash or stock or both) in the future. Shareholders of the Company are entitled to receive a proportionate share in cash dividends that may be declared by the Board of Directors out of surplus profits derived from the Company’s operations. The same right exists with respect to a stock dividend, the declaration of which is subject to the approval of stockholders representing at least two-thirds (2/3) of the outstanding shares entitled to vote. The amount of dividend will depend on the Company’s profits and its capital expenditure and investment requirements at the relevant time.

The Company did not declare any cash or stock dividends in the last two (2) fiscal years 2023 and 2022.

The last stock dividend (15%) was paid in 1997. Prior to 1997, the last cash/stock dividend paid was in 1990.

3.

Recent Sale of Unregistered Securities There was no sale of unregistered securities for the past three (3) years.

b)

Description of Registrant’s Securities 1. Common Stock The details of the Company’s capital stock are as follows:

Authorized (₱1.00 par value) Issued and outstanding

388,000,000 163,000,000

2. Debt Securities - Not Applicable 3. Stock Options - Not Applicable 4. Securities Subject to Redemption call – Not Applicable 5. Warrants – Not applicable 6. Market Information for Securities Other than Common Equity – Not Applicable 7. Other Securities – Not Applicable

11

₱388,000,000 ₱163,000,000

Item 6 - Management’s Discussion and Analysis or Plan of Operation Management’s Discussion and Analysis of Financial Conditions and Results of Operations 1. Financial Condition (As of December 31, 2023 and 2022)

31-Dec-23 ASSETS Cash & cash equivalents Financial assets at fair value through profit or loss (FVTPL) Receivables Other current assets Financial assets at fair value through other comprehensive income (FVOCI) TOTAL ASSETS

₱

31-Dec-22

% Change % in Total Asset

99,386,480

11.75%

16.64%

38,107,024 1,854,420 1,676,677

36,828,021 1,065,871 1,446,410

3.47% 73.98% 15.92%

5.71% 0.28% 0.25%

514,706,416 667,405,201

540,609,468 679,336,250

-4.79% 77.12% -1.76% 100.00%

984,140 58,589,318 59,573,458

1,137,974 61,185,435 62,323,409

-13.52% -4.24% -4.41%

617,012,841 679,336,250

-1.49% 91.07% -1.76% 100.00%

111,060,664

₱

LIABILITIES AND EQUITY Accounts payable and accrued expenses Deferred tax liability TOTAL LIABILITIES EQUITY TOTAL LIABILITIES AND EQUITY

₱

607,831,743 667,405,201

₱

0.15% 8.78% 8.93%

Total assets amounted to ₱667.405 million and ₱679.336 million as of December 31, 2023 and December 31, 2022, respectively.

The Company’s cash and cash equivalents amounted to ₱111.061 million and ₱99.386 million as of December 31, 2023 and 2022, respectively. The 11.75% net increase was due to the cash proceeds from sale of 2,507,604 Benguet Corp.’s shares at ₱4.45/share in October 2023.

Financial assets at fair value through profit or loss amounted to ₱38.107 million from ₱36.828 million as of December 31, 2023 and as of December 31, 2022, respectively. The 3.47% net increase is due to slight recovery in market values of investments in stocks traded at PSE. The 73.98% net increase in receivables mainly pertains to interest receivable from MMPs, special CASA and dividend receivable from various stock investments during the period.

Other current assets consists of prepayments, prepaid taxes and input tax carry-overs. This amounted to ₱1.677 million and ₱1.446 million as of December 31, 2023 and 2022, respectively. The 15.92% net increase in this account mainly represents additional input taxes recorded during the period.

Financial assets at fair value through other comprehensive income (FVOCI) account as of December 31, 2023 amounted to ₱514.706 million as compared with December 31, 2022 of ₱540.609 million. The net decrease pertains to the downward adjustment of the fair value of the investment in HEDC and sale of investment in Benguet Corp. (please refer to Note 8 of the 2022 AFS).

Accounts payable and accrued expenses amounted to ₱0.984 million and ₱1.138 million as of December 31, 2023 and December 31, 2022, respectively. The 13.52% net decrease is attributable to settlement of payables during the year.

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The Company recognized deferred tax liability amounting to ₱58.589 million and ₱61.185 million as of December 31, 2023 and 2022, respectively. The decrease is due to the adjustment in the set-up of tax liability associated with the decrease in the fair value of the investment in HEDC. Total stockholders’ equity as of December 31, 2023 is ₱607.832 million or ₱3.73 book value per share as compared with last year’s ₱617.013 million or ₱3.79 book value per share.

2. Results of Operations (For the years ended December 31, 2023, 2022 and 2021)

31-Dec-23 REVENUES Interest income Net gain on fair value changes on financial assets at FVTPL Dividend income Foreign exchange gain Other income TOTAL REVENUES EXPENSES AND CHARGES General and administrative expenses Net loss on fair value changes on financial assets at FVTPL Foreign exchange loss TOTAL EXPENSES Income before income tax Provision for income tax NET INCOME

31-Dec-22

% Change 2023 vs. 2022

% in Total Revenue

623,611

154.01%

64.30%

31-Dec-21

₱ 4,270,734 ₱ 1,681,314 ₱ 1,279,003 696,418 395,657 6,641,812

715,724 419,470 3,464 402,057 3,222,029

31,710,079 1,774 339,858 32,675,322

78.70% 66.02% -100.00% -1.59% 106.14%

19.25% 10.49% 0.00% 5.96% 100.00%

2,668,396

2,006,107

10,255,154

33.01%

40.18%

2,286,995 358 2,668,754 2,006,107 12,542,149 3,973,058 1,215,922 20,133,173 6,060 4,021 1,714 ₱ 3,966,998 ₱ 1,211,901 ₱ 20,131,459

0.00% 100.00% 33.03% 226.75% 50.71% 227.34%

0.00% 0.00% 40.18% 59.82% 0.09% 59.73%

The Company posted a net income of ₱3.967 million or ₱0.0243 earnings per share as of December 31, 2023 as compared with ₱1.212 million or ₱0.0074 earnings per share as of December 31, 2022.

Interest income amounted to ₱4.271 million and ₱1.681 million as of December 31, 2023 and December 31, 2022, respectively. The increase is attributable to higher cash balance and average interest rates from MMPs and special CASA during the year.

Net unrealized gain (loss) on fair value changes on financial assets at FVTPL amounts to ₱0.716 million last year to ₱1.279 million this year mainly due to slight recovery of the investments in stocks traded at the PSE. Dividend income amounted to ₱0.696 million and ₱0.419 million as of December 31, 2023 and December 31, 2022, respectively. The increase refers to cash dividends from various stock investments.

Bulk of the increase in the general and administrative expenses is due to expenses paid for advertisement, directors’ fees and management fees.

Provision for income tax pertains to the Minimum Corporate Income Tax (MCIT) set-up. The Company set-up MCIT rather than the 25% regular tax because most of its income are from unrealized market changes of investments and passive income subject to final tax. The decrease from last year’s provision is mainly due to lower MCIT rate as prescribed in CREATE law.

13

3. Financial Condition (As of December 31, 2022 and 2021) Total assets amounted to ₱679.336 million and ₱573.623 million as of December 31, 2022 and December 31, 2021, respectively.

The Company’s cash and cash equivalents amounted to ₱99.386 million and ₱100.293 million as of December 31, 2022 and 2021, respectively. The 0.90% net decrease was due to payment of working capital requirements.

Financial assets at fair value through profit or loss amounted to ₱36.828 million from ₱36.112 million as of December 31, 2022 and as of December 31, 2021, respectively. The 1.98% net increase is due to slight recovery in market values of investments in stocks traded at PSE. The 223.19% net increase in receivables mainly pertains to interest receivable from money market placements and dividend receivable from various stock investments during the period.

Other current assets consists of prepayments, prepaid taxes and input tax carry-overs. This amounted to ₱1.446 million and ₱1.278 million as of December 31, 2022 and 2021, respectively. The 13.16% net increase in this account mainly represents additional input taxes recorded during the period.

Financial assets at fair value through other comprehensive income (FVOCI) account as of December 31, 2022 amounted to ₱540.609 million as compared with December 31, 2021 of ₱435.610 million. The net increase pertains to the upward adjustment of the revaluation of the investment in HEDC (please refer to Note 8 of the 2022 AFS).

Accounts payable and accrued expenses amounted to ₱1.138 million and ₱0.634 million as of December 31, 2022 and December 31, 2021, respectively. The 79.43% net increase is attributable to additional accruals at the end of December 2022.

The Company recognized deferred tax liability amounting to ₱61.185 million and ₱45.649 million as of December 31, 2022 and 2021, respectively. The increase is due to the adjustment in the set-up of tax liability associated with the increase in the revaluation of the investment in HEDC, more particularly, the related 15% capital gains tax should there be any sale of HEDC shares.

Total stockholders’ equity as of December 31, 2022 is ₱617.013 million or ₱3.79 book value /share as compared with previous year’s ₱527.340 million or ₱3.24 book value per share.

4. Results of Operations (For the years ended December 31, 2022 and 2021) The Company posted a net income of ₱1.212 million or ₱0.0074 earnings per share as compared with ₱20.131 million or ₱0.1235 earnings per share as of December 31, 2021.

Dividend income amounted to ₱0.419 million and ₱31.710 million as of December 31, 2022 and December 31, 2021, respectively. Bulk of this amount refers to cash dividend from various stock investments. Decline for the period is mainly due to no dividend received from HEDC. Interest income amounted to ₱1.681 million and ₱0.624 million as of December 31, 2022 and December 31, 2021, respectively. The increase is attributable to higher interest rates from MMPs during the year.

Other income as of December 31, 2022 and 2021 pertains to accounting services rendered by the Company to HEDC and rental income.

Net unrealized gain (loss) in the changes in market values (of investment in stocks at FVTPL) from (₱2.287) million in 2021 to ₱0.716 million in 2022 is mainly due to slight recovery of the investments in stocks traded at the PSE. Bulk of the decrease in the general and administrative expenses is mainly due to the payment in 2021 of Company’s share in the plug / abandonment cost of previous oil exploration project (refer to Note 11 of the 2022 AFS). None in year 2022.

14

Provision for income tax pertains to the Minimum Corporate Income Tax (MCIT) set-up. The Company set-up MCIT rather than the 25% regular tax because most of its income are from unrealized market changes of investments and passive income subject to final tax. The increase from last year’s provision is mainly due to the increase in other income.

5. Financial Conditions (As of December 31, 2021 and 2020) Total assets amounted to ₱573.623 million and ₱584.095 million as of December 31, 2021 and December 31, 2020, respectively.

The Company’s cash and cash equivalents amounted to ₱100.293 million and ₱77.118 million as of December 31, 2021 and 2020, respectively. The 30.05% net increase was due to cash dividends received from HEDC during the year, net of payment of working capital requirements.

Financial assets at fair value through profit or loss amounted to ₱36.112 million from ₱38.399 million as of December 31, 2021 and as of December 31, 2020, respectively. The 5.96% net decrease is due to decline in market values of investments in stocks traded at PSE. The 6.62% net decline in receivables mainly pertains to receipt of dividends, interest income and other income during the period.

Other current assets consists of prepayments, prepaid taxes and input tax carry-overs. This amounted to ₱1.278 million and ₱1.175 million as of December 31, 2021 and 2020, respectively. The 8.78% net increase in this account mainly represents additional input taxes recorded during the period.

Financial assets at fair value through other comprehensive income (FVOCI) account as of December 31, 2021 amounted to ₱435.610 million as compared with December 31, 2020 of ₱467.050 million. The net decrease pertains to the downward adjustment of the revaluation of the investment in HEDC (please refer to Note 8 of the 2021 AFS).

Accounts payable and accrued expenses amounted to ₱0.634 million and ₱0.802 million as of December 31, 2021 and December 31, 2020, respectively. The 20.95% net decline pertains to payment of accruals and payables during the period.

The Company recognized deferred tax liability amounting to ₱45.649 million and ₱51.104 million as of December 31, 2021 and 2020, respectively. The decrease is due to the adjustment in the set-up of tax liability associated with the decline in the revaluation of the investment in HEDC, more particularly, the related 15% capital gains tax should there be any sale of HEDC shares.

Total stockholders’ equity as of December 31, 2021 is ₱527.340 million or ₱3.24 book value per share as compared with last year’s ₱532.189 million or ₱3.26 book value per share.

6. Results of Operations (For the years ended December 31, 2021 and 2020) The Company posted a net income of ₱20.131 million or ₱0.1235 earnings per share as of December 31, 2021 as compared with ₱26.498 million or ₱0.1626 earnings per share as of December 31, 2020.

Dividend income amounted to ₱31.710 million and ₱34.029 million as of December 31, 2021 and December 31, 2020, respectively. Bulk of this amounts pertains to cash dividend from HEDC. Decline for the period is mainly due to lower dividends from HEDC. Interest income amounted to ₱0.624 million and ₱0.667 million as of December 31, 2021 and December 31, 2020, respectively. The slight decline is attributed to lower interests from MMPs during the year.

Other income as of December 31, 2021 and 2020 pertains to accounting services rendered by the Company to HEDC and rental income.

Lower net unrealized losses in the changes in market values (of investment in stocks at FVTPL) from ₱6.889 million in 2020 to ₱2.287 million in 2021 is mainly due to slight recovery of the investments in stocks traded at the PSE. 15

Bulk of the increase in the General and administrative expenses is mainly due to the Company’s share in the plug / abandonment cost of previous oil exploration project.

Provision for income tax pertains to the Minimum Corporate Income Tax (MCIT) set-up. The Company set-up MCIT rather than the 25% regular tax because most of its income are from unrealized market changes of investments and passive income subject to final tax. The decline from last year’s provision is mainly due to the change in the MCIT rate from 2% to 1%.

Key Performance Indicators (KPI) Please refer to Financial Soundness Indicators Plan of Operations A. Investment in AFS not traded in the market (Investment in HEDC) As of December 31, 2023 the Company holds 11.33% interest in its investment in Hermosa Development Corporation (HEDC).

Significant progress has been made in Phase 2 of Hermosa Ecozone Industrial Park (HEIP), including the completion of stone masonry retaining wall, roadways, underground utilities, and various site grading works for optimal land use. Furthermore, new facilities, such as administrative building, telecommunication room, and security and maintenance building, have been completed. These developments show HEDC’s commitment to serve the locators and stakeholders efficiently.

B. Investment in Financial Assets at FVTPL and FVOCI traded in the market The Company will continue to closely monitor the prices of its securities as well as those specific factors which could directly or indirectly affect the prices of these instruments. Because such investments are subject to price risk due to changes in market values, an expected decline in the portfolio will prompt the Company to dispose or trade the securities for replacement with more viable and less risky investments in the future.

With the Company’s current cash position, it can sustain its needs for its operating expenses. There are no possible material commitment expected in the next twelve months. Thus, it does not intend to raise additional funds.

Aside from the Company’s investments stated above, there are no other researches or development plans, and purchase or sale of significant equipment that the Company expects perform.

Liquidity management The Company has substantial investments in shares of stock which are not listed in the Philippine Stock Exchange and may not be readily convertible to liquid assets necessary to meet any potential additional liquidity requirements of the Company. Investment in unquoted securities included in financial assets at FVOCI amounted to ₱490.650 million and ₱507.957 million as of December 31, 2023 and 2022, respectively.

Management of liquidity requires a flow and stock perspective. Constraint such as political environment, taxation, foreign exchange, interest rates and other environmental factors can impose significant restrictions on firms in management of their financial liquidity.

Seafront has considered the above factors and paid special attention to its cash flow management. The Company identifies all its cash requirements for a certain period and invests unrestricted funds to maximize interest earnings, i.e. money market placements.

Commitments There are no known trends, demands, commitments, events or uncertainties that will have material impact on the Company’s liquidity.

16

Item 7 - Financial Statements The 2023 AFS of the Company are incorporated herein by reference. The schedules listed in the accompanying index to Supplementary Schedules are filed as part of this Form 17-A. Item 8 - Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Information on Independent Auditor The external auditor of the Corporation is the auditing firm SyCip Gorres Velayo & Co. (SGV). The same accounting firm has been endorsed by the Audit Committee to the Board. The Board, in turn, approved the endorsement and will nominate the reappointment of the said auditing firm for the stockholders’ approval at the scheduled annual stockholders’ meeting. The said auditing firm has accepted the Company’s invitation to stand for re-election this year.

Audit services of SGV for the calendar year ended December 31, 2023 cover the examination of the financial statements of the Company, review of income tax returns and other services related to filing of reports made with the Securities and Exchange Commission and Bureau of Internal Revenue.

Pursuant to SRC Rule 68 Paragraph 3 (b) (1V) (Re: Rotation of External Auditors), the Company has not engaged Ms. Ana Lea C. Bergado, partner of SGV & Co., for more than five (5) years. She was engaged by the Company for examination of the Company’s 2023 AFS. The company is compliant with the Rotation requirement of its external auditor’s certifying partner as required under SRC Rule 68 (3)(b) (1V). A two year cooling off period shall be observed in the re-engagement of same signing partner or individual auditor.

Disagreements with Accountants on Accounting and Financial Disclosures As of December 31, 2023, there are no disagreements with Accountants on Accounting and Financial Disclosure.

Audit and audit- related fees External audit fees amounted to ₱423,360 (inclusive of VAT) as of December 31, 2023. Said fees are for the audit and review of registrant’s annual financial statements and other services rendered in connection with filing of said financial statements with the government institution such as SEC and BIR. There were no fees paid or accrued for the last two years relative to tax accounting, compliance, advice, planning and any other form of tax services.

The Audit Committee approved the above fees based on the services rendered and the amount paid from the previous year’s audit.

It is the policy of the company that all audit findings are presented to its Audit Committee which reviews and make recommendations to the Board on actions to be taken thereon. The Board of Directors of the Company passes upon and approves the Audit Committee’s recommendations. The members of the Audit Committee are as follows: Nicasio I. Alcantara Basil L. Ong Ernestine Carmen Jo D. Villareal-Fernando

17

- Chairman, Independent Director - Member, Independent Director - Member, Independent Director

PART III - CONTROL AND COMPENSATION INFORMATION Item 9 - Directors and Executive Officers of the Registrant Roberto Jose L. Castillo Milagros V. Reyes Ernestine Carmen Jo Villareal-Fernando Nicasio I. Alcantara Basil L. Ong Raul M. Leopando Victor V. Benavidez Yvonne S. Yuchengco Medel T. Nera Officers: Milagros V. Reyes Medel T. Nera Samuel V. Torres Louie Mark R. Limcolioc

-

Chairman of the Board Director Independent Director Independent Director Independent Director Director Director Director Director President Treasurer Corporate Secretary Asst. Corporate Secretary

a) Board of Directors Seafront’s Board of Directors is composed of nine (9) members elected by and from among the Company’s stockholders. The Board is responsible for providing overall management and direction to the Company. Board meetings are held on a quarterly basis or as often as required to discuss the Company’s operations, business strategy, policies and other corporate matters. A brief background of each member of the Company’s Board of Directors is provided below: Directors: Name of Director

Age

Position

Nationality

Tenure

Roberto Jose L. Castillo Milagros V. Reyes Basil L. Ong Raul M. Leopando Yvonne S. Yuchengco Nicasio I. Alcantara Victor V. Benavidez Medel T. Nera Ernestine Carmen Jo D. Villareal-Fernando

68 82 72 73 70 81 72 68 62

Chairman of the Board Director/President Independent Director Director Director Independent Director Director Director/Treasurer Independent Director

Filipino Filipino Filipino Filipino Filipino Filipino Filipino Filipino Filipino

2018 to present 1999 to present 2021 to present 2017 to present 2000 to present 1995 to present 2017 to present 2011 to present 2012 to present

Age 82 68 59 38 36

Position President Treasurer Corporate Secretary Data Privacy Officer Asst. Corporate Secretary

Nationality Filipino Filipino Filipino Filipino Filipino

Tenure 1999 to present 2011 to present 2006 to present 2021 to present 2022 to present

Executive Officers: Name of officer Milagros V. Reyes Medel T. Nera Atty. Samuel V. Torres Vanessa G. Peralta Atty. Louie Mark R. Limcolioc

The members of the Board are elected at the Annual Stockholders’ Meeting to hold office until the next Annual Stockholders’ Meeting and until their respective successors have been appointed or elected and qualified.

18

Below is the list of the members of the Board and the corporate officers, and their business experience during the past five (5) years: Mr. Roberto Jose L. Castillo, 68, Filipino, Chairman of the Board. He was the former President & CEO of EEI Corporation. Mr. Castillo used to oversee EEI subsidiaries namely: Equipment Engineers, EEI Construction and Marine, Inc., EEI Power Corporation, Al Rushaid Petroleum Investment Company in Saudi Arabia, EEI Realty Corporation and Gulf Asia International Corporation. EEI is a member of the Yuchengco Group of Companies.

He was also a former Director of the following: PetroWind Energy Inc., PetroGreen Energy Corporation, PetroSolar Corporation, Brightnote Assets Corporation, Hermosa Ecozone Development Corporation, KubotaKasui Philippines Corporation, SQ Resources, Inc., SN Resources, Inc., Somerset Hospitality Holdings Philippines, Inc., Ascott Hospitality Holdings Philippines, Inc. and Tong Hsing Electronics Philippines, Inc. He is also Chairman of the Advisory Board, Carmelray Industrial Corporation and Chairman CJC Corporation.

Educational Background: Master’s degree in Business Administration, Wharton Graduate School of the University of Pennsylvania, Bachelor of Science in Commerce, University of Santo Tomas, Bachelor of Arts, University of Santo Tomas. Professional Qualification: Certified Public Accountant (CPA) Ms. Milagros V. Reyes, 82, Filipino, President/Director. She is presently the Chairman of PetroGreen Energy Corporation, Maibarara Geothermal, Inc., Rizal Green Energy Corporation, Dagohoy Green Energy Corporation, Bugallon Green Energy Corporation, San Jose Green Energy Corporation, She is the President of PetroEnergy Resources Corporation, an oil exploration and development company. She is also President of PetroWind Energy Inc. and PetroSolar Corporation. Director/Treasurer of Hermosa Ecozone & Development Corporation. She was formerly a President of PetroGreen Energy Corporation and Director/Consultant of PNOC-EC and a Senior Vice President of Basic Petroleum and Minerals, Inc. Educational Background: Bachelor of Science in Geology and Physical Sciences (Double Degree) from the University of the Philippines. She pursued various technical trainings from the National Iranian Oil Co., University of Illinois and Ajman Fields in U.A.E. Mr. Basil L. Ong, 72, Filipino, Independent Director. He is presently the Director of Transnational Diversified Group, Inc., Adventure International Tours, Inc. (Philippine representative of American Express, Inc.), Nike Stadium Stores and Kidz Station Stores) and Wordtext Systems, Inc. (WSI) and W.S. Pacific Publications, Inc. Educational Background: Mr. Ong received his Bachelor’s Degree in Management from the Ateneo de Manila University and he completed his post graduate, the Program for Management Development, at the Harvard Business School.

Mr. Raul M. Leopando, 73, Filipino, Director. He is currently a member of the Board of Directors of UPSON International Corporation. He was formerly President/CEO of RCBC Capital Corporation, Chairman of the Board of RCBC Securities Corporation and Nominee to the Philippine Stock Exchange, Vice Chairman of the Board of RCBC Bankard, Senior Consultant to the Chairman of RCBC, Director of PetroEnergy Corporation, PetroGreen Energy Corporation and Maibarara Geothermal, Inc. He was also member of the board of directors of several other corporations. He was also formerly President of the Investment Houses Association of the Philippines. He is a lifetime member of the Financial Executives Institute (FINEX).

Educational background: He studied in University of the Philippines, AB Economics, and San Beda University, BSC Accounting.

Ms. Yvonne S. Yuchengco, 70, Filipino, Director. She is also the Chairman and President of Philippine Integrated Advertising Agency, Inc., Y Tower II Office Condominium Corp., Yuchengco Tower Office Condominium Corp. and Royal Commons, Inc.; Chairman of Y Realty Corporation, RCBC Capital Corporation and XYZ Assets Corporation; Vice Chairperson of National Reinsurance Corp. of the Philippines and Malayan Insurance Co., Inc.; Director, Treasurer and CFO of Pan Malayan Management & Investment Corp.; Director and President of Alto Pacific Corporation, MICO Equities, Inc. and RCBC Land, Inc.; Director and Treasurer of Water Dragon, Inc., HI Cars, Inc., Malayan High School of Science, Inc., Mona Lisa Development Corp., Petro Energy Resources Corp., Mayahin Holdings Corporation, and Pan Malayan Realty Corp.; Director and VicePresident of AY Holdings, Inc.; Trustee and Chairperson of The Malayan Plaza Condominium Owners and Yuchengco Museum, Inc.; Director of Annabelle Y. Holdings & Management Corporation, A.T. Yuchengco, Inc., Enrique T. Yuchengco, Inc., DS Realty, Inc., GPL Holdings, Inc., House of Investments, Inc., HYDee Management & Resources Corp., iPeople inc., La Funeraria Paz-Sucat, Inc., Luisita Industrial Park Corp., Malayan International Insurance Corp., Manila Memorial Park Cemetery, Inc., MPC Investment Corporation, Pan Malayan Express, Inc., Seafront Resources Corp., Shayamala Corporation, YGC Corporate Services, Inc., and Asia-Pac Reinsurance Co., Ltd.; Trustee of Avignon Tower Condominium Corporation, Phil-Asia Assistance Foundation, Inc., Malayan Education System, Inc. (Operating Under the Name of Mapua University), AY 19

Foundation, Inc., Yuchengco Center, Inc.; Advisory Member of Rizal Commercial Banking Corporation.

Educational Background: Bachelor of Arts in Interdisciplinary Studies from Ateneo De Manila University, Philippines and took up further studies at the University of Asia and the Pacific under the Strategic Business Economics Program (SBEP) program.

Mr. Nicasio I. Alcantara, 81, Filipino, Independent Director. He is presently the Chairman and President of Alsons Consolidated Resources, Inc., ACR Mining Corporation, Alsons Development and Investment Corporation, Sarangani Agricultural Company, Inc., Conal Holdings Corporation, Alsons Thermal Energy Corporation, Alto Power Management Corporation and other subsidiaries under the Alcantara Group. He is the Chairman of the Board of SITE Group International, Ltd. Mr. Alcantara serves as the Chairman of both the Corporate Governance Committee and Related Party Transactions Committee of BDO Private Bank, Inc. and a member of the Bank’s Audit Committee. He is the Vice Chairman of Avaina Development Corporation. He is a Director of The Philodrill Corporation, Enderun Colleges, Inc., Sagittarius Mines, Inc. and Phoenixs Petroleum Philippines, Inc. Prior to this, Mr. Alcantara held the position of Chairman and President in various corporation, namely, Petron Corporation, Iligan Cement Corporation, Alsons Cement Cement Corporation, Northern Mindanao Power Corporation and Refratories Corporation of the Philippines. He was also the Chairman of Alsons Prime Investments Corporation until recently and served as Director of Bank One Savings, Bancasia Capital Corporation, C Alcantara & Sons, Inc. and Alsons Corporation.

Educational Background: Bachelor of Science in Business Administration from the Ateneo de Manila University, Master’s in Business Administration from Sta. Clara University, California, USA. Mr. Victor V. Benavidez, 72, Filipino, Director. He is also a Director of Boulevard Holdings, Inc. Formerly: General Manager of Alakor Securities, Inc, Director, Mariwasa Siam Holdings, Anglo Philippines Holdings Corporation, VP and Director Mabuhay Holdings Corporation and Tagaytay Properties & Holdings Corporation, Columnist, The Daily Globe, Investment Research Consultant of James Capel, Manager/Corplan of Banco Filipino and Manager/Investment Research of Anselmo Trinidad & Co. Educational Background: Bachelor of Science in Economics from the University of Sto. Tomas, Master’s Degree in Economics from the University of Sto. Tomas, Professional Development Program from CRC. Mr. Medel T. Nera, 68, Filipino, is a Director of House of Investments, Inc. from 2011 to present. He is also a Director of iPeople Inc., EEI Corp., National Reinsurance Corporation and Generika Group. His past experiences include: President & CEO of House of Investments, Inc.; President of Honda Cars Kalookan, Inc., Director and President of RCBC Realty Corp.; Chairman of the Board of Greyhounds Security & Investigation Agency Corp., Zamboanga Industrial Finance Corporation, EEI Realty Corp., Hi-Eisai Pharmaceuticals Inc., Investments Manager Inc., Landev Corp., Malayan Colleges Laguna, Inc., Manila Memorial Park Cemetery Inc., YGC Corporate Services, Director and Chairman of Risk Committee of Rizal Commercial Banking Corp.; Director and Treasurer of CRIBS Foundation, Inc., and Senior Partner at Sycip Gorres Velayo & Co. Educational Background: Master in Business Administration from Stern School of Business, New York University, USA and Bachelor of Science in Commerce from Far Eastern University, Philippines, International Management Program from Manchester Business School, UK, Pacific Rim Program from University of Washington, USA. Atty. Ernestine Carmen Jo Villareal-Fernando, 62, Filipino, is the Director of various corporation such as: Country Bankers Insurance Corporation, Country Bankers Life Insurance Corporation, Jose E. Desiderio, Inc., Fuego y Hielo, Inc. Senior Partner, Platon Martinez Flores San Pedro Leano Fernando PanagsaganBantilan Law Office. Independent Director of RCBC Securities, Inc., RCBC Forex Brokers Corporation and RP Land Development Corporation, President-Trustee Delta Lambda Sigma Alumni Assn.

Educational Background: Bachelor of Laws from the University of the Philippines, A.B. Economics-College Scholar, Dean’s Medal from the University of the Philippines, Certificate in Math and Computer Programming at Michigan State University, Computer Center.

Atty. Samuel V. Torres, 59, Filipino, Corporate Secretary. He is also General Counsel/Corporate Secretary of AY Foundation, Alto Pacific Company, Inc. (Formerly: The Pacific Fund, Inc.), Bankers Assurance Corp., FBIA Insurance Agency, Inc., Bluehounds Security & Invt. Agency,Enrique T. Yuchengco, Inc., First Nationwide Assurance Corp., GPL Holdings, Inc. GPL Cebu Tower Office Cond. Corp., GPL Holdings, Inc., Grepaland, Inc., Grepa Reality Holding Corporation, Hexagon Integrated Financial & Insurance Agency, Hi-Eisai Pharmaceutical, Inc., Honda Cars Kalookan, Inc, House of Investments, Inc.,Hexagon Integrated Fin. Ins. Agency, Inc., Hexagon Lounge, Inc., iPeople, Inc., Investment Managers, Inc.,Landev Corporation, La Funeraria Paz-Sucat, Inc., Malayan High School of Science, Inc., Malayan Insurance Co., Inc., Mico Equities, Inc., Malayan Colleges, Inc., Malayan Colleges Laguna, Inc., Malayan Securities Corporation, Mapua Information Technology Center, Inc., 20

MJ888 Corporation, Mona Lisa Development Corporation, Pan Malayan Management & Investment Corporation, Pan Malayan Realty Corporation, Pan Malayan Express, Inc., Pan Pacific Computer Center, Inc., People eServe Corporation, PetroEnergy Resources Corporation, Philippine Integrated Advertising Agency, Inc., Royal Commons, Inc.,RCBC Forex Corporation, RCBC Realty Corporation, RCBC Land, RCBC Securities, Inc., RCBC Bankard Services Corporation, RCBC Securities, Inc., RP Land Development Corporation, Seafront Resources Corporation, Sun Life Grepa Financial, Inc., Yuchengco Museum, YGC Corporate Services, Inc., Y Realty Corporation, Y Tower II Office Condominium Corp., Yuchengco Tower Office Condominium Corp. and Xamdu Motors, Inc. Educational Background: Bachelor of Science in Business Economics from the University of the Philippines and Bachelor of Laws from Ateneo de Manila University.

Ms. Vanessa G. Peralta, 38, Filipino, Data Privacy Officer. She is also PetroEnergy Resources Corporation’s current AVP for Corporate Communication and Chief Information Officer and Data Privacy Officer.

Educational Background: She took Bachelor of Science in Development Communication from the University of the Philippines.

Atty. Louie Mark R. Limcolioc, 36, Filipino, Asst. Corporate Secretary. He is also the Asst. Corporate Secretary of PetroEnergy Resources Corporation; Corporate Secretary of the following corporations: PetroGreen Energy Corporation, PetroSolar Corporation and PetroWind Energy Inc. Educational Background: He took his Bachelor of Laws degree from the San Beda College Alabang School of Law. Significant Employees Other than the aforementioned Directors and Executive Officers identified in the item on Directors and Executive Officers in this report, there are no other employees of the Company who may have significant influence in the Company’s major and/or strategic planning and decision-making.

The Corporation values its human resources. It expects each employee to do his share in achieving the Corporation’s set goals.

There is no significant employee of the registrant that is expected to make significant contribution to the business.

The Directors of the Company are elected at the annual stockholders’ meeting to hold office until the next succeeding annual meeting and until their respective successors have been elected and qualified.

Officers are appointed or elected annually by the Board of Directors at its first meeting following the Annual Meeting of Stockholders, each to hold office until the next annual stockholders’ meeting or until a successor shall have been elected, appointed or shall have qualified.

Family Relationship There are no family relationships known to the Company.

Involvement in Certain Legal Proceedings For the past five (5) years, none of the Directors or Executive Officers was involved nor has any such officer or director has been involved in any legal cases under the Insolvency Law or the Philippine Revised Penal Code either as defendant or accused, nor has any such officer or director been the subject of any court order, judgment or decree barring, suspending or otherwise limiting him from engaging in the practice of any type of business including those connected with securities trading, investments, insurance or banking activities.

Certain Relationships and Related Transactions Please refer to Note 13 of the 2023 AFS for the disclosure of the related party transactions.

Aside from the disclosure in the Audited Financial Statements, there were no other related transactions or proposed transactions during the last two (2) years to which the registrant was or is to be a party.

21

Item 10 - Executive Compensation Compensation of Directors and Executive Officers Summary Compensation Table (CEO and Top 4 Highest Paid Executive Officer) Name Designation Compensation * Milagros V. Reyes President Medel T. Nera Treasurer Atty. Samuel V. Torres Corporate Secretary Atty. Louie Mark L. Limcolioc Asst. Corporate Secretary Summary Compensation Table (All Directors as a group)

Particulars

Year

Salary

Bonuses

2021 2022 All Directors as a group* 2023 2024**

-

-

Other Annual Compensation

Total

315,000 300,000 405,000 435,000

315,000 300,000 405,000 435,000

*All executive officers of the company do not receive any compensation. ** 2024 projected per diem during BOD meetings.

There is no employment contract between the registrant and the Chairman and all others Executive Officers.

There are no other arrangements pursuant to which any director of the company was compensated, or is to be compensated, directly or indirectly.

Item 11 - Security Ownership of Certain Record and Beneficial Owners and Management (as of December 31, 2023) a) Security Ownership of Certain Record and Beneficial Owners.

The following table sets forth information with respect to a record or beneficial owner directly or indirectly owning more than 5% of the Company’s Capital Stock as of December 31, 2023.

Title of Class Common

Common

Common Common

Common

Name, Address of Record Owner PCD Nominee Corp.

MSE Building, Ayala Ave., Makati City PMMIC 10th Floor, GPL Building, Buendia Ave., Makati City Alsons Cons. Res., Inc. 2286 Pasong Tamo Ext. Makati City CBC T/A-SCA#0010 CBC Building, Trust Dept.

Paseo de Roxas, Makati City CBC T/A-SCA#0011 CBC Building, Trust Dept.

P. de Roxas, Makati City

Relationship with Issuer

Name of Beneficial Owner

Stockholder

Various clients (Note 1)

Stockholder

Stockholder Stockholder

Pan Malayan Management and Investment Corporation (Note 2) Alsons Consolidated Resources, Inc.(Note 3)

China Banking Corp.

(Note 4)

-do-

Stockholder

Others Total * PCD total shares include Filipino and Non-Filipino.

22

Citizenship

No. of shares held

Percentage of Ownership

Filipino

67,300,722 *

41.29%

Filipino

30,469,858

18.69%

Filipino

15,544,911

9.54%

Filipino

14,178,625

8.70%

Filipino

10,204,120

6.26%

137,698,236 25,301,764 163,000,000

84.48% 15.52% 100.00%

NOTE: 1.

2.

3.

4.

None of the holders of the Company’s common shares registered under the name of PCD Nominee owns more than 5% of the company’s common shares.

The corporate acts of PMMIC are carried out by its Board of Directors and Management. Mrs. Helen Y. Dee is the Chairman of PMMIC. The Corporate acts of Alsons Cons. Res., Inc. are carried out by its Board of Directors. Mr. Tomas I. Alcantara is the current president of the Company.

CBC T/A-SSC#0010 and T/A-SSC#0011 are Trust Accounts with China Banking Corporation as Trustee. The Corporate acts of CBC are carried out by its Board of Directors and Management. Mr. Romeo D. Uyan, Jr. is the current CBC President and Executive Director.

b) Security Ownership of Management as of December 31, 2023.

The following are the number of shares owned of record by the Directors, the Chief Executive Officer and each of the key officers of the Company and the percentage of shareholdings of each: Title of Class

Name of Beneficial Owner Name and Position

Amount and Nature of Beneficial Ownership

Citizenships

Percent of Class

1 “Direct”

Filipino

-

1 “Direct”

Filipino

-

1 “Direct”

Filipino

-

1 “Direct” 425 “Direct” 2,834 “Indirect”

Filipino

-

Filipino

-

1 “Direct”

Filipino

-

Common

Roberto Jose L. Castillo Chairman of the Board Milagros V. Reyes President and Director Basil L. Ong Independent Director Yvonne S. Yuchengco Director Nicasio I. Alcantara Independent Director Medel T. Nera Director

Common

Ernestine Carmen Jo D. Villareal-Fernando Independent Director

1 “Direct”

Filipino

-

Common

Raul M. Leopando Director

661 “Indirect”

Filipino

-

Common

Victor V. Benavidez Director

1,000 “Direct”

Filipino

-

Common

Samuel V. Torres Corporate Secretary

-

Filipino

-

Common

Louie Mark R. Limcolioc Asst. Corporate Secretary

-

Filipino

Common Common Common Common Common

Total

4,926 shares

-

0 .003%

As of December 31, 2023, the Company’s directors and executive officers owned an aggregate of 4,926 shares equivalent to 0.003% of the Company’s outstanding shares. None of the members of the Company’s directors and management owns more than 2% or more of the outstanding capital stock of the Company.

Voting Trust Holders of 5% or more - The Company is not aware of any voting trust or similar arrangement among persons holding more than 5% of a class of shares.

Changes in Control - There had been no change in the control of the Company since the beginning of the last fiscal year. The Company has no existing voting trust or change in control agreements.

Item 12 - Certain Relationships and Related Transactions There were no related transactions or proposed transactions during the last two (2) years to which the registrant was or is to be a party.

23

PART IV - EXHIBITS AND SCHEDULES Item13 - Exhibits and Reports a. b. c. d.

2023 and 2022 Audited Financial Statements Supplementary Information and Disclosures required on SRC Rule 68 and 68.1 as amended Sustainability Report Reports on SEC Form 17-C 1.

March 30, 2023 - Notice of 2023 Annual Stockholders’ Meeting 2.

April 14, 2023 - Approval of 2022 AFS 3.

June 22, 2023 - Results of Annual Stockholders’ Meeting 2023 4.

June 22, 2023 - Results of Organizational Meeting 2023 5.

November 29, 2023 - Change of Stock Transfer Agent 6.

December 15, 2023 - Amendment on Change of Stock Transfer Agent

Item 14 - General Notes to Financial Statements 1.

2.

3.

4.

5.

6.

7.

Assets subject to Lien and Restrictions on Sales of Assets As of December 31, 2023, there were no assets mortgaged, pledged or otherwise subject to lien.

Subsequent Events There were no subsequent events that required adjustments on the December 31, 2023 Audited Financial Statements.

Defaults -None The following are not applicable in the preparation of this report. a. Adjustments made that lead to the revenue recognition but which adjustments cannot be properly supported. b. Changes in estimates without proper disclosure which have the impact of improving results of operations. c. Non-Application or misapplication of accounting principles and standards, misstatements, omissions, etc. d. Other cases involving accounting and auditing matters resulting to possible concealment of a fraud or the creation of a risk for the commission of fraud.

The Company has no liability guaranteed by others.

There were no assets pledged against secured liabilities.

Events after the date of Statement of Financial Position. a. Dividends There is no dividend proposal or declaration neither after the Statement of Financial Position date nor before the financial statements are authorized for issue. b. Discontinuing Operations There were no significant events after the Statement of Financial Position date but before the financial statements are authorized for issue that may warrant suspension of the Corporation’s operations. c. Earnings per share There are no significant events after the Statement of Financial Position date that will affect the computation of earnings per share.

SIGNATURES: The President acts as the Principal Operating Officer and Principal Executive Officer; and the Treasurer as the Principal Financial Officer of the Company.

24

SIGNATURES Pursuant to the requirements of Section l7 of the Code and Section 141 of the Corporation Code, this repor is signed on behalf oi th" isr.. by the undersigned, thereunto duly authorized, in the City of Pasig on April li , 2024.

SEAFRONT RESOURCES CORPORATION Issuer

MILAGROS V. REYES

President/CEO/COO

d

MEDEL T. NERA Principal Financial Offi cer/Treasurer

SAMUELV. TORRES Corporate Secretary

day of April 2024, at Pasig City.

SUBSCRIBED AND SWORN to before rne this ltlh (TIN) beside each name. indicated Nurnber Tax Identification Affiant(s) exhibiting to rne their NAMES MILAGROS V. REYES MEDEL T. NERA SAMUEL V. TORRES

Doc. No. St.}

;

Pase

;

Bo;k

No. 104

No.E;

TIN 100-732-77 5

113-423-143 133-'734-895

No. 357 12023-2024\l for Pasig and Pateros December 2024 7F JmT BHg. Ortigas Genter Pasig City Roll No. 63341 PTR No. t550llAA 101-12-20241Pasig City IBP No. 40S791 / 01-08-2024 / RsM MCLE Gompliance No. V11.0030498

Series of2024

25

ANNEX “D”

2023 AUDITED FINANCIAL STATEMENTS

STATEMENT OF MANAGEMENT'S RESPONSIBILITY FOR FINANCIAL STATEM ENTS

March 21 ,2024 Securities and Exchange Commission PICC, Roxas Boulevard, Pasay City

The management of Seafront Resources Corporation is responsible fbr the preparation and fair presentation of the financi il statements including the schedules attached therein, for the years ended December 31 , 2023 and 2022, in accordance wi'h the prescribed financial rcporting framework indicated therein, and for such internal control as management determines ,s necessary to enable the preparation of financial statements that are free fi'om material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company's ability to continue as a goirg concem, disclosing, as applicable matters related to going concern and using the going concern basis of accounting unle:s management either intends to liquidate the Cornpany ol to cease operations, or has not realistic alternative but to do so.

The Board of Directors is responsible for overseeing the Company's financial reporting process.

The Board of Directors reviews and approves the financial statements including the schedules attached therein, and submi-s the same to the stockholders or members.

SyCip Gorres Velayo & Co., the independent auditor appointed by the stockholders, has audited the financial statemen-s of the company in accordance with Philippine Standards on Auditing, and in its report to the stocl<holders or members, has expressed its on the fairness of presentation upon completion of such audit.

Jose L. Castillo Jr.

Chairman

th',

APR 0 5 ?021'

PASIG

Cmy suBSCRIBED AND swoRN to me before Affiants exhibited to me their Tax Identification Numbers (TIN) indicated below each name.

"t

NAMES

TIN

Roberto Jose L. Castillo Jr.

123-304-975

ffi ARIA dARX{Et/[ o.

Milagros V, Reyes Medel T. Nera

noc.

No.474

iT-, B;kNoZ-;

;

Pase No.

I

Series of2024,

:iIt ^.r PHILS.o.-J}' * a SEAFRONT

uault;r

Appointnent HumU# try (2c23-20?4) tlolary-plt,tic tor the Cities of P8'si( and San Juan and tre MunicjPalitY of Pateros Conmission Expiros on De@mbor 31'2024 7F, JMT Bldg., ADB'Avo., Ortigas Centor, Pasig City Roll of AttomeYs No. 6685 MCLE ComPliance No. V1I{016267 IBP No. 24tS870/01 4&20 ? /RSM ptR No. 1550112Arr/01-12-203/Pasig city

Ma. Theresa A. Calate From: Sent: To: Cc: Subject:

eafs@bir.gov.ph April 15, 2024 9:41 am Emerson T. Azul Ma. Theresa A. Calate Your BIR AFS eSubmission uploads were received

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Hi SEAFRONT RESOURCES CORPORATION, Valid files     

EAFS000194465OTHTY122023.pdf EAFS000194465ITRTY122023.pdf EAFS000194465AFSTY122023.pdf EAFS000194465TCRTY122023-01.pdf EAFS000194465RPTTY122023.pdf

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Transaction Code: AFS-0-6AGAAEH50AL8E9LEKMRXNVQYP0N4XPVRVR Submission Date/Time: Apr 15, 2024 09:40 AM Company TIN: 000-194-465 Please be reminded that you accepted the terms and conditions for the use of this portal and expressly agree, warrant and certify that:   

The submitted forms, documents and attachments are complete, truthful and correct based on the personal knowledge and the same are from authentic records; The submission is without prejudice to the right of the BIR to require additional document, if any, for completion and verification purposes; The hard copies of the documents submitted through this facility shall be submitted when required by the BIR in the event of audit/investigation and/or for any other legal purpose.

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2

COVER

SHEET for

AUDITED FINANCIAL STATEMENTS SEC Registration Number

4 0 9 7 9 COMPANY

NAME

S E A F R O N T

R E S O U R C E S

C O R P O R A T I O N

PRINCIPAL OFFICE ( No. / Street / Barangay / City / Town / Province )

7

t h

F l

A D B P a s

o o r

,

A v e n u e i

g

C i

J M T ,

O r

B u i t

i

l

d i

g a s

n g

,

C e n t

e r

,

t y

Form Type

Department requiring the report

A A F S

Secondary License Type, If Applicable

S E C COMPANY

N / A

INFORMATION

Company’s Email Address

Company’s Telephone Number

Mobile Number

N/A

8637-2917

N/A

No. of Stockholders

Annual Meeting (Month / Day)

Fiscal Year (Month / Day)

4,676

6/22

12/31

COMPANY

INFORMATION

The designated contact person MUST be an Officer of the Corporation Name of Contact Person

Email Address

Telephone Number/s

Mobile Number

Milagros V. Reyes

mvreyes@petroenergy.com.ph

8637-2917

N/A

CONTACT PERSON’s ADDRESS

7th Floor, JMT Building, ADB Avenue, Ortigas Center, Pasig City NOTE 1 : In case of death, resignation or cessation of office of the officer designated as contact person, such incident shall be reported to the Commission within thirty (30) calendar days from the occurrence thereof with information and complete contact details of the new contact person designated.

2 : All Boxes must be properly and completely filled-up. Failure to do so shall cause the delay in updating the corporation’s records with the Commission and/or non-receipt of Notice of Deficiencies. Further, non-receipt of Notice of Deficiencies shall not excuse the corporation from liability for its deficiencies.

*SGVFS188897*

SyCip Gorres Velayo & Co. 6760 Ayala Avenue 1226 Makati City Philippines

Tel: (632) 8891 0307 Fax: (632) 8819 0872 ey.com/ph

INDEPENDENT AUDITOR’S REPORT

The Board of Directors and Stockholders Seafront Resources Corporation 7th Floor, JMT Building, ADB Avenue Ortigas Center, Pasig City Report on the Audit of the Financial Statements Opinion We have audited the financial statements of Seafront Resources Corporation (the Company), which comprise the statements of financial position as at December 31, 2023 and 2022, and the statements of comprehensive income, statements of changes in equity and statements of cash flows for each of the three years in the period ended December 31, 2023, and notes to the financial statements, including material accounting policy information.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2023 and 2022, and its financial performance and its cash flows for each of the three years in the period ended December 31, 2023 in accordance with Philippine Financial Reporting Standards (PFRSs).

Basis for Opinion We conducted our audits in accordance with Philippine Standards on Auditing (PSAs). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics for Professional Accountants in the Philippines (Code of Ethics) together with the ethical requirements that are relevant to our audit of the financial statements in the Philippines, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For the matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report, including in relation to this matter. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures, including the procedures performed to address the matter below, provide the basis for our audit opinion on the accompanying financial statements.

*SGVFS188897* A member firm of Ernst & Young Global Limited

-2Valuation of unquoted equity securities The Company has an investment in the unquoted equity security of Hermosa Ecozone Development Corporation (HEDC) classified as financial assets at fair value through other comprehensive income which is carried at the estimated fair value of = P490.65 million as of December 31, 2023 comprising 73.51% of its total assets. The valuation of this investment is significant to our audit because it is inherently subjective as it involves the use of valuation inputs that are not market observable.

Management also applied judgement in selecting the valuation technique and the assumptions to be used.

The Company’s disclosures about its unquoted equity investment in HEDC are included in Note 8 to the financial statements.

Audit response We evaluated the valuation technique and assumptions used. These assumptions include comparative sales price of substitute properties and cost to develop the parcels of land. We compared the key assumptions such as relevant information supporting the sales price of similar properties and the adjustments made to the sales price against real estate industry data. We also reviewed the Company’s disclosures about those assumptions to which the outcome of the valuation is most sensitive; specifically, those that have the most significant effect on the determination of the fair value of the unquoted equity investment.

Other Information Management is responsible for the other information. The other information comprises the information included in the SEC Form 20-IS (Definitive Information Statement), SEC Form 17-A and Annual Report for the year ended December 31, 2023, but does not include the financial statements and our auditor’s report thereon. The SEC Form 20-IS (Definitive Information Statement), SEC Form 17-A and Annual Report for the year ended December 31, 2023 are expected to be made available to us after the date of this auditor’s report.

Our opinion on the financial statements does not cover the other information and we will not express any form of assurance conclusion thereon.

In connection with our audits of the financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audits, or otherwise appears to be materially misstated.

Responsibilities of Management and Those Charged with Governance for the Financial Statements Management is responsible for the preparation and fair presentation of the financial statements in accordance with PFRSs, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

*SGVFS188897* A member firm of Ernst & Young Global Limited

-3In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with PSAs will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with PSAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: 

Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.



Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.



Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.



Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.



Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

*SGVFS188897* A member firm of Ernst & Young Global Limited

-4We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on the Supplementary Information Required Under Revenue Regulations 15-2010 The supplementary information required under Revenue Regulations NO. 15-2010 for purposes of filing with the Bureau of Internal Revenue is presented by the management of Seafront Resources Corporation in a separate schedule. Revenue Regulations No. 15-2010 requires the information to be presented in the notes to financial statements. Such information is not a required part of the basic financial statements. The information is also not required by the Revised Securities Regulation Code Rule 68. Our opinion on the basic financial statements is not affected by the presentation of the information in a separate schedule.

The engagement partner of the audit resulting in this independent auditor’s report is Ana Lea C. Bergado.

SYCIP GORRES VELAYO & CO.

Ana Lea C. Bergado Partner CPA Certificate No. 80470 Tax Identification No. 102-082-670 BOA/PRC Reg. No. 0001, August 25, 2021, valid until April 15, 2024 BIR Accreditation No. 08-001998-063-2023, September 12, 2023, valid until September 11, 2026 PTR No. 10079908, January 5, 2024, Makati City March 21, 2024

*SGVFS188897* A member firm of Ernst & Young Global Limited

SEAFRONT RESOURCES CORPORATION STATEMENTS OF FINANCIAL POSITION

December 31 2023 2022 ASSETS Current Assets Cash and cash equivalents (Notes 6, 7, 8 and 14) Receivables (Notes 8, 9 and 14) Financial assets at fair value through profit or loss (FVTPL) [Notes 8 and 14] Other current assets Total Current Assets

P =111,060,664 1,854,420

=99,386,480 P 1,065,871

38,107,024 1,676,677 152,698,785

36,828,021 1,446,410 138,726,782

Noncurrent Asset Financial assets at fair value through other comprehensive income (FVOCI) [Notes 8 and 14]

514,706,416

540,609,468

TOTAL ASSETS

P =667,405,201

=679,336,250 P

Current Liability Accounts payable and accrued expenses (Notes 13, 14 and 15)

P =984,140

=1,137,974 P

Noncurrent Liability Deferred tax liability (Note 12) Total Liabilities

58,589,318 59,573,458

61,185,435 62,323,409

Equity Capital stock - P =1 par value (Note 15) Authorized - 388,000,000 shares Issued and outstanding - 163,000,000 shares Net unrealized gains on financial assets at FVOCI (Notes 8 and 15) Retained earnings (Note 15) Total Equity

163,000,000 337,293,862 107,537,881 607,831,743

163,000,000 361,525,568 92,487,273 617,012,841

TOTAL LIABILITIES AND EQUITY

P =667,405,201

=679,336,250 P

LIABILITIES AND EQUITY

See accompanying Notes to Financial Statements.

*SGVFS188897*

SEAFRONT RESOURCES CORPORATION STATEMENTS OF COMPREHENSIVE INCOME

For the Years Ended December 31 2022 2023 REVENUES Interest income (Note 6) Net gain on fair value changes on financial assets at FVTPL (Note 8) Dividend income (Note 9) Foreign exchange gain - net Other income (Note 10)

2021

=4,270,734 P

=1,681,314 P

=623,611 P

1,279,003 696,418 ‒ 395,657 6,641,812

715,724 419,470 3,464 402,057 3,222,029

‒ 31,710,079 1,774 339,858 32,675,322

2,668,396

2,006,107

10,255,154

‒ 358 2,668,754

‒ ‒ 2,006,107

2,286,995 – 12,542,149

3,973,058

1,215,922

20,133,173

6,060

4,021

1,714

3,966,998

1,211,901

20,131,459

1,563,233

422,263

5,932,504

Total other comprehensive income (loss) [Note 8]

(17,307,023) ‒ (423) 2,596,117 (14,711,329) (13,148,096)

113,492,649 ‒ (9,917,269) (15,536,307) 88,039,073 88,461,336

13,444,025 (31,710,079) (18,102,091) 5,455,222 (30,912,923) (24,980,419)

TOTAL COMPREHENSIVE INCOME (LOSS)

(P =9,181,098)

=89,673,237 P

(P =4,848,960)

Basic and Diluted Earnings Per Share (Note 16)

=0.02434 P

=0.00743 P

=0.12351 P

EXPENSES AND CHARGES General and administrative expenses (Note 11) Net loss on fair value changes on financial assets at FVTPL (Note 8) Foreign exchange loss - net

INCOME BEFORE INCOME TAX PROVISION FOR CURRENT INCOME TAX (Note 12) NET INCOME OTHER COMPREHENSIVE INCOME (LOSS) Item not to be reclassified to profit or loss in subsequent periods: Net unrealized gains on financial assets at FVOCI - net of tax (Notes 8 and 14): Quoted shares: Fair value changes Unquoted shares-changes in adjusted net asset of HEDC arising from: Increase (decrease) in value of remaining real estate held for sale and development Dividends declared Cost, expenses, gains and losses Income tax effect

See accompanying Notes to Financial Statements.

*SGVFS188897*

SEAFRONT RESOURCES CORPORATION STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED 2023, 2022 and 2021

Net Unrealized Gains (Losses) on Financial Capital Stock Assets at FVOCI (Note 15) (Notes 8 and 15)

Retained Earnings (Note 15)

Total

BALANCES AT JANUARY 1, 2021 Net income Other comprehensive loss Total comprehensive income (loss)

=163,000,000 P ‒ ‒ ‒

= 298,044,651 P ‒ (24,980,419) (24,980,419)

P71,143,913 = 20,131,459 ‒ 20,131,459

= 532,188,564 P 20,131,459 (24,980,419) (4,848,960)

BALANCES AT DECEMBER 31, 2021 Net income Other comprehensive income Total comprehensive income

163,000,000 ‒ ‒ ‒

273,064,232 ‒ 88,461,336 88,461,336

91,275,372 1,211,901 ‒ 1,211,901

527,339,604 1,211,901 88,461,336 89,673,237

BALANCES AT DECEMBER 31, 2022 Net income Other comprehensive loss Total comprehensive income (loss) Transfer of cumulative gain on equity securities at FVOCI realized through disposal (Note 8)

163,000,000 ‒ ‒ ‒

361,525,568 ‒ (13,148,096) (13,148,096)

92,487,273 3,966,998 ‒ 3,966,998

617,012,841 3,966,998 (13,148,096) (9,181,098)

‒

(11,083,610)

11,083,610

‒

BALANCES AT DECEMBER 31, 2023

=163,000,000 P

= 337,293,862 P

= 107,537,881 P

= 607,831,743 P

See accompanying Notes to Financial Statements.

*SGVFS188897*

SEAFRONT RESOURCES CORPORATION STATEMENTS OF CASH FLOWS

2023 CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Net loss (gain) on fair value changes on financial assets at FVTPL [Note 8] Dividend income (Note 9) Interest income (Note 6) Operating loss before working capital changes Decrease (increase) in: Receivables Other current assets Increase (decrease) in accounts payable and accrued expenses Cash used in operations Dividends received Interest received Net cash provided by operating activities

Years Ended December 31 2022 2021

=3,973,058 P

=1,215,922 P

=20,133,173 P

(1,279,003) (696,418) (4,270,734) (2,273,097)

(715,724) (419,470) (1,681,314) (1,600,586)

2,286,995 (31,710,079) (623,611) (9,913,522)

(4,076) (230,265) (159,895) (2,667,333) 315,393 3,867,286 1,515,346

(34,907) (168,238) 499,725 (1,304,006) 180,692 1,218,930 95,616

‒ (103,121) (169,774) (10,186,417) 31,710,079 646,984 22,170,646

CASH FLOWS FROM INVESTING ACTIVITIES Purchase of financial assets at FVOCI (Note 8) Proceeds from disposal of financial assets at FVOCI (Note 8) Net cash provided by (used in) investing activities

(1,000,000) 11,158,838 10,158,838

(1,001,721) ‒ (1,001,721)

‒ 1,004,210 1,004,210

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

11,674,184

(906,105)

23,174,856

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR

99,386,480

100,292,585

77,117,729

CASH AND CASH EQUIVALENTS AT END OF YEAR (Note 6)

=111,060,664 P

=99,386,480 P

=100,292,585 P

See accompanying Notes to Financial Statements.

*SGVFS188897*

SEAFRONT RESOURCES CORPORATION NOTES TO FINANCIAL STATEMENTS

1. Corporate Information Seafront Resources Corporation (the Company or SRC) was registered with the Securities and Exchange Commission (SEC) on April 16, 1970 as an oil exploration and production company. On October 18, 1996, the Company amended its Articles of Incorporation which provides for the revision of its primary purpose from engaging in the business of oil exploration and production into a holding company and to include oil exploration and production business as one of its secondary purposes. The Company’s shares of stock were listed on May 7, 1974 and are currently traded at the Philippine Stock Exchange.

The registered office address of the Company is 7th Floor, JMT Building, ADB Avenue, Ortigas Center, Pasig City.

The accompanying financial statements were approved and authorized for issue by the Board of Directors (BOD) on March 21, 2024.

2. Basis of Preparation Basis of Preparation The accompanying financial statements of the Company have been prepared under the historical cost basis, except for the financial assets at fair value through profit or loss (FVTPL) and financial assets at fair value through other comprehensive income (FVOCI), which have been measured at fair value. The Company’s financial statements are presented in Philippine Peso (P =), which is also the Company’s functional and presentation currency.

The Company has investment in trust funds. The transactions and balances of the Company’s trust funds (see Note 7) are consolidated on a line by line basis with the Company. The trust fund reports are prepared for the same reporting year as the Company, using consistent accounting policies in accordance with Philippine Financial Reporting Standards (PFRSs).

Statement of Compliance The financial statements of the Company have been prepared in accordance with PFRSs. The term PFRSs, in general, include all applicable PFRSs, Philippine Accounting Standards (PASs) and Interpretations issued by the Standing Interpretations Committee, the Philippine Interpretations Committee (PIC) and the International Financial Reporting Interpretations Committee (IFRIC), which have been approved by the Philippine Financial Reporting Standards Council (FRSC) and adopted by the Philippine SEC. 3. Changes in Accounting Policies and Disclosures The accounting policies adopted are consistent with those of the previous financial year, except that the Company adopted the following new standards effective in 2023. The adoption of these new standards did not have an impact on the financial statements of the Company.   

Amendments to PAS 1 and PFRS Practice Statement 2, Disclosure of Accounting Policies Amendments to PAS 8, Definition of Accounting Estimates Amendments to PAS 12, Deferred Tax related to Assets and Liabilities arising from a Single Transaction

*SGVFS188897*

-2Standards Issued but not yet Effective Pronouncements issued but not yet effective are listed below. The Company does not expect that the future adoption of the said pronouncements will have a significant impact on its financial statements.

The Company intends to adopt the following pronouncements when they become effective.

Effective beginning on or after January 1, 2024  Amendments to PAS 1, Classification of Liabilities as Current or Non-current  Amendments to PFRS 16, Lease Liability in a Sale and Leaseback  Amendments to PAS 7 and PFRS 7, Disclosures: Supplier Finance Arrangements Effective beginning on or after January 1, 2025  PFRS 17, Insurance Contracts  Amendments to PAS 21, Lack of exchangeability Deferred effectivity  Amendments to PFRS 10, Consolidated Financial Statements, and PAS 28, Sale or Contribution of Assets between an Investor and its Associate or Joint Venture 4. Summary of Material Accounting Policies Financial Instruments Initial recognition and subsequent measurement A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Financial assets - Initial recognition and measurement Financial assets are classified, at initial recognition, as subsequently measured at amortized cost; FVOCI; and FVTPL. The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the Company’s business model for managing them. The Company initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs.

In order for a financial asset to be classified and measured at amortized cost or fair value through OCI, it needs to give rise to cash flow that are ‘solely payments of principal and interest (SPPI)’ on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level.

The Company’s business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or both.

Subsequent measurement For purposes of subsequent measurement, financial assets are classified in four categories:    

Financial assets at amortized cost (debt instruments) Financial assets at FVOCI with recycling of cumulative gains and losses (debt instruments) Financial assets designated at FVOCI with no recycling of cumulative gains and losses upon derecognition (equity instruments) Financial assets at FVTPL

*SGVFS188897*

-3Financial assets at amortized cost (debt instruments) The Company measures financial assets at amortized cost if both of the following conditions are met:  

The financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows; and The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Financial assets at amortized cost are subsequently measured using the effective interest (EIR) method and are subject to impairment. Gains and losses are recognized in profit or loss when the asset is derecognized, modified or impaired.

The Company’s financial assets at amortized cost includes cash and cash equivalents and receivables.

Financial assets at FVTPL Financial assets at fair value through profit or loss include financial assets held for trading, financial assets designated upon initial recognition at fair value through profit or loss, or financial assets mandatorily required to be measured at fair value. Financial assets are classified as held for trading if they are acquired for the purpose of selling or repurchasing in the near term. Derivatives, including separated embedded derivatives, are also classified as held for trading unless they are designated as effective hedging instruments. Financial assets with cash flows that are not solely payments of principal and interest are classified and measured at fair value through profit or loss, irrespective of the business model. Notwithstanding the criteria for debt instruments to be classified at amortized cost or at fair value through OCI, as described above, debt instruments may be designated as at FVTPL on initial recognition if doing so eliminates, or significantly reduces, an accounting mismatch.

Financial assets at FVTPL are carried in the statement of financial position at fair value with net changes in fair value recognized in profit or loss.

This category includes derivative instruments and quoted equity investments which the Company had not irrevocably elected to classify at fair value through OCI. Dividends on quoted equity investments are also recognized as other income in profit or loss when the right of payment has been established.

The Company’s financial assets at FVTPL consists of investments in quoted equity securities held for trading.

Financial assets designated at FVOCI (equity instruments) Upon initial recognition, the Company can elect to classify irrevocably its equity investments as equity instruments designated at FVOCI when they meet the definition of equity under PAS 32 and are not held for trading. The classification is determined on an instrument-by-instrument basis.

Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognized as other income in profit or loss when the right of payment has been established, except when the Company benefits from such proceeds as a recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at FVOCI are not subject to impairment assessment.

The Company’s financial assets at FVOCI include quoted and unquoted equity securities and quoted government securities.

*SGVFS188897*

-4Impairment of financial assets The Company recognizes an allowance for ECLs for all debt instruments not held at FVTPL. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Company expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.

ECLs are recognized in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).

The Company may consider a financial asset to be in default when internal or external information indicates that the Company is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by the Company. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows.

Financial liabilities - Initial recognition and measurement The Company’s financial liabilities consist of payables and accrued expenses classified, at initial recognition, as loans and borrowings recognized at fair value.

After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the EIR method.

Derecognition of financial assets and financial liabilities Financial assets A financial asset (or where applicable, a part of a financial asset or part of a group of similar financial assets) is derecognized when:   

the rights to receive cash flows from the asset have expired; the Company retains the rights to receive cash flows from the asset, but has assumed an obligation to pay them in full without material delay to a third party under a “pass-through” arrangement; or the Company has transferred its right to receive cash flows from the asset and either (a) has transferred substantially all the risks and rewards of the asset, or (b) has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

Financial liabilities A financial liability is derecognized when the obligation under the liability is discharged, cancelled or has expired.

Fair Value Measurement Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:  

In the principal market for the asset or liability, or In the absence of a principal market, in the most advantageous market for the asset or liability.

*SGVFS188897*

-5The principal or the most advantageous market must be accessible to by the Company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:   

Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

For assets and liabilities that are recognized in the financial statements on a recurring basis, the Company determines whether transfers have occurred between Levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

Capital Stock Capital stock is measured at par value for all shares issued. Incremental costs incurred directly attributable to the issuance of new shares are shown in equity as a deduction from proceeds, net of tax.

When the Company purchases its own capital stock (treasury shares), the consideration paid, including any attributable incremental costs, is deducted from equity until the shares are cancelled, reissued or disposed of. Where such shares are subsequently sold or reissued, any consideration received, net of any directly attributable incremental transaction costs and the related tax effects is included in equity.

Retained Earnings Retained earnings represent accumulated earnings of the Company less dividends declared and with consideration of any changes in accounting policies and other adjustments applied retroactively. The retained earnings of the Company are available for dividends only upon approval and declaration of the BOD. Earnings Per Share (EPS) Basic earnings per share are computed on the basis of the weighted average number of shares outstanding during the year after giving retroactive effect for any stock dividends declared in the current year.

Revenue Recognition Interest income Interest income is recognized as the interest accrues taking into account the effective yield on the asset.

Dividend income Dividend income is recognized when the Company’s right to receive the payment is established, which is generally when the BOD approves the dividend declaration.

*SGVFS188897*

-6Rental income Rental income under non-cancellable leases is recognized in the statement of comprehensive income on a straight-line basis over the lease terms, as provided under the terms of the lease contract.

Management income Management income from contacts with customers is recognized when control of the services is transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods. The Company has concluded that it is the principal in its revenue arrangement since it is the primary obligor in all revenue arrangements, has pricing latitude and is also exposed to credit risk. Management income is recognized over time, using an input method to measure progress towards complete satisfaction of the service, because the customer simultaneously receives and consumes the benefits provided by the Company.

General and Administrative Expenses Expenses are recorded when incurred. administering the business.

General and administrative expenses constitute costs of

Income Tax Current tax Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantially enacted by the reporting date.

Deferred tax Deferred tax is provided on all temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

Deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized for all deductible temporary differences, carryforward of unused tax credits from excess minimum corporate income tax (MCIT) over regular corporate income tax and unused net operating loss carryover (NOLCO), to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carryforward of unused tax credits from excess MCIT and unexpired NOLCO can be utilized.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized. Unrecognized deferred tax assets are reassessed at each reporting date and are recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantially enacted at the reporting date.

Events After the Reporting Date Post year-end events up to the date of auditors’ report that provide additional information about the Company’s situation at the reporting date (adjusting events) are reflected in the financial statements, if any. Post year-end events that are not adjusting events are disclosed in the notes when material.

*SGVFS188897*

-75. Significant Accounting Judgments, Estimates and Assumptions The preparation of the accompanying financial statements requires management to make judgments, estimates and assumptions that affect amounts reported in the financial statements and related notes.

The judgments, estimates and assumptions used in the financial statements are based upon management’s evaluation of relevant facts and circumstances as of the date of the Company’s financial statements. Actual results could differ from such estimates.

Judgments and estimates are contractually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Judgments In the process of applying the Company’s accounting policies, management has made the following judgments, apart from those involving estimations, which has the most significant effect on the amounts recognized in the financial statements: Recognition of deferred tax assets The Company’s deferred tax assets pertain to the carryforward benefits of NOLCO and excess MCIT over RCIT. Judgment is required to determine the amount of deferred tax assets that can be recognized, based upon the likely timing and level of future taxable profits together with future tax planning strategies.

The Company did not recognize deferred tax assets amounting to P =3.79 million and P =3.22 million as of December 31, 2023 and 2022, respectively (see Note 12). Management believes that it may not be probable that sufficient taxable income will be available against which the income tax benefits can be realized prior to their expiration.

Estimates and Assumptions The key assumptions concerning the future and other key sources of estimation uncertainty at the statements of financial position date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.

Estimation of fair value of unquoted equity securities classified as financial assets at FVOCI The Company uses its judgment to select the most appropriate valuation methodology to value its unquoted equity investments and make assumptions that are mainly based on market conditions existing at each reporting period. As of December 31, 2023 and 2022, the Company valued the unquoted equity securities classified as financial assets at FVOCI using the adjusted net asset method which is a combination of the market and income approaches. It involves directly measuring the fair value of the assets and liabilities of the investee company, as mainly determined by the Company’s external appraiser. Assets of the investee company consist mainly of parcels of land for sale which is adjusted to its fair value. The fair value adjustments arising from changes in fair value of unquoted equity securities are fully disclosed in Note 8.

6. Cash and Cash Equivalents Cash in banks (Note 7) Cash equivalents (Note 7)

2023 P =1,313,469 109,747,195 P =111,060,664

2022 =12,043,393 P 87,343,087 =99,386,480 P

*SGVFS188897*

-8Cash in banks earn interest at the prevailing bank deposit rates. Cash equivalents are short-term investments that are made for varying periods of up to three months depending on the immediate cash requirements of the Company and earn interest at the prevailing short-term placement rates.

Interest income earned on cash in banks and cash equivalents amounted to P =4.27 million, =1.68 million and = P P0.67 million in 2023, 2022 and 2021, respectively.

7. Investment in Trust Funds The Company established trust funds (the Trust) which are being administered by a local bank under two trust agreements. The details of the trust funds based on the financial statements issued by the trustee bank as of December 31 are as follows: Assets Cash and cash equivalents (Note 6) Financial assets at FVTPL (Note 8) Financial assets at FVOCI - government securities (Note 8) Receivables (Note 9) and other current assets Liabilities Accounts payable and accrued expenses Equity Principal fund Accumulated trust fund loss at beginning of year Trust fund income for the year Accumulated trust fund loss at end of year

2023

2022

P =5,631,837 17,888,567

P6,217,937 = 17,346,490

4,993,340 55,872 28,569,616

3,885,443 48,461 27,498,331

(25,739) P =28,543,877

(52,026) =27,446,305 P

P =28,006,730 (560,425) 1,097,572 537,147 P =28,543,877

=28,006,730 P (3,357,535) 2,797,110 (560,425) =27,446,305 P

The assets, liabilities and performance of the fund are consolidated in the applicable accounts of the Company for financial statement presentation purposes.

8. Financial Assets The Company’s financial assets are summarized by measurement categories as follows: Cash and cash equivalents (Note 6) Receivables (Note 9) Financial assets at FVTPL (Note 7) Financial assets at FVOCI (Note 14)

2023 P =111,060,664 1,854,420 38,107,024 514,706,416 P =665,728,524

2022 =99,386,480 P 1,065,871 36,828,021 540,609,468 =677,889,840 P

*SGVFS188897*

-9Financial Assets at FVTPL Details of financial assets at FVTPL consisting of quoted equity securities follow: Fair value Acquisition cost

2022 =36,828,021 P 48,100,916

2023 P =38,107,024 48,100,916

The net gain on fair value changes on financial assets at FVTPL amounted to P =1.28 million and =0.72 million for the years ended December 31, 2023 and 2022, while the net loss on fair value changes P on financial assets at FVTPL amounted to P =2.29 million for the year ended December 31, 2021.

The movements in financial assets at FVTPL for the years ended December 31 are as follows: Balance at beginning of year Fair value gains recognized during the year Balance at end of year

2023 P =36,828,021 1,279,003 P =38,107,024

2022 =36,112,297 P 715,724 =36,828,021 P

Financial Assets at FVOCI Financial assets at FVOCI consist of quoted and unquoted shares of stock held for long-term investment purposes and are carried at fair value. The carrying values of these investments are as follows: Quoted equity securities: PetroEnergy Resources Corporation (PERC) (Note 14) Benguet Corporation (Note 14) Unquoted equity security: Hermosa Ecozone Development Corporation (HEDC) (Note 14) Investments in government securities (Note 7 and 14)

2023

2022

P =19,063,263 19,063,263

=18,485,589 P 10,281,176 28,766,765

490,649,813

507,957,260

4,993,340 P =514,706,416

3,885,443 =540,609,468 P

‒

The movements in financial assets at FVOCI for the years ended December 31 are as follows: Balance at beginning of year Fair value gain (loss) recognized during the year Disposal of financial assets Purchase of government securities Balance at end of year

2023 P =540,609,468 (15,744,214) (11,158,838) 1,000,000 P =514,706,416

2022 =435,610,104 P 103,997,643 ‒ 1,001,721 =540,609,468 P

*SGVFS188897*

- 10 Movements in the net unrealized gains on financial assets at FVOCI in equity are as follows: Balance at beginning of year Unrealized gain (loss) recognized in other comprehensive income Cumulative gain on disposed financial asset transferred to retained earnings Balance at end of year

2023 P =361,525,568

2022 =273,064,232 P

(13,148,096)

88,461,336

(11,083,610) P =337,293,862

‒ =361,525,568 P

Investment in HEDC On January 31, 1997, the Company entered into a Project Shareholders’ Agreement with five other companies led by Investment and Capital Corporation of the Philippines (ICCP) and Penta Capital Investment Corporation (PCIC) to develop 500 to 600 hectares of raw land in Hermosa, Bataan into a new township consisting of industrial estates, residential communities, a golf and country club and a commercial center.

The fair value of investment in HEDC is determined using the adjusted net asset value method wherein the assets of HEDC consisting mainly of parcels of land are adjusted from cost to its fair value.

The valuation of the parcels of land was performed by a SEC-accredited independent valuer as at December 31, 2023 and 2022. This measurement falls under Level 3 in the fair value hierarchy.

Fair value measurement disclosures for the determination of fair value of unquoted equity securities are provided in Note 14.

9. Receivables Accrued interest receivable Dividend receivable Receivable from HEDC (Note 13) Rent receivable

2023 P =903,627 858,412 59,196 33,185 P =1,854,420

2022 =500,179 P 477,387 56,920 31,385 =1,065,871 P

2022 =342,857 P 59,200 =402,057 P

2021 =267,858 P 72,000 =339,858 P

10. Other Income Management income (Note 13) Rental income

2023 P =342,857 52,800 P =395,657

Management income pertains to accounting, legal and administrative services rendered by the Company to HEDC (see Note 13).

Rental income pertains to rentals earned from the two (2) parking slots owned by the Company which are classified as investment property. As of December 31, 2023 and 2022, the cost of the fully depreciated parking slots amounted to = P207,598.

*SGVFS188897*

- 11 The fair value of the investment property ranges from P =800,000 to P =1,000,000 per slot as of December 31, 2023 and 2022, respectively. This has been determined on the basis of recent sales of similar properties in the same area as the investment property and taking into account the economic conditions prevailing at the time the valuation was made. The significant unobservable inputs used in determining the fair value include the location, size, shape, and highest and best use (Level 3 - Significant unobservable inputs). There are no related costs for the operation of the investment property.

11. General and Administrative Expenses Professional fees and services Management fees (Note 13) Directors’ fees Stock transfer expenses Stock listing maintenance fees Advertising Stockholders’ meeting expenses Taxes and licenses Rent (Note 13) Commission Insurance expense Plug and abandonment cost Miscellaneous

2023 P =623,155 420,000 405,000 311,155 260,250 247,013 157,260 95,437 72,000 55,794 3,646

2022 =489,159 P 315,000 300,000 296,668 250,000

2021 =415,834 P

‒

‒

240,128 28,861 54,000

280,127 34,269

‒

‒

17,686 P =2,668,396

24,528 =2,006,107 P

‒

6,840

‒

315,000 282,321 253,000

‒ ‒

1,247 8,657,568 15,788 =10,255,154 P

Plug and abandonment cost pertains to the Company’s share in the plug and abandonment of Service Contract 14 of Tara South Well 1 (the Tara South Well 1). As discussed in Note 1, the Company was registered with SEC in 1970 as an oil exploration and production company. The Company invested in various oil exploration projects, including the Tara South Well 1. The Tara South Well 1 operated, generated revenues and was permanently plugged and abandoned. As stated in the service contract of Tara South Well 1, the Company, being a member of the consortium is liable for its share in its plug and abandonment. In 2021, the Company received the final billing of said share.

Miscellaneous expenses consist of condominium dues, office supplies, bank charges, notarial fees, IT services, among others.

12. Income Taxes a. The current provision for income tax for the years ended December 31, 2023, 2022 and 2021 represents MCIT. On June 20, 2023, the Bureau of Internal Revenue issued Revenue Memorandum Circular (RMC) No. 69-2023 reverting the MCIT rate to 2% of gross income effective July 1, 2023 pursuant to Republic Act (RA) No. 11534, otherwise known as the “Corporate Recovery and Tax Incentives for Enterprises (CREATE)” Act. MCIT rate was previously reduced from 2% to 1% effectively July 1, 2020 to June 30, 2023 upon the effectivity of CREATE Act in 2021.

*SGVFS188897*

- 12 Consequently, the Company recognized MCIT using the effective rate of 1.5% in 2023 in accordance with RMC 69-2023. b. As of December 31, 2023 and 2022, the Company has the following unexpired MCIT and NOLCO. The details of unexpired MCIT and NOLCO are as follows: 2023 Year incurred 2023 2022

MCIT P6,060 = 4,021

NOLCO P2,269,275 = 1,602,276

2021 2020

3,399 – =13,480 P

9,917,051 1,301,801 =15,090,403 P

Year incurred 2022

MCIT =4,021 P

NOLCO =1,602,276 P

2021

3,399

9,917,051

2020

6,737 =14,157 P

1,301,801 =12,821,128 P

Expiry Date December 31, 2026 December 31, 2025 December 31, 2026 and 2024, for NOLCO and MCIT, respectively December 31, 2025

2022 Expiry Date December 31, 2025 December 31, 2026 and 2024, for NOLCO and MCIT, respectively December 31, 2025 and 2023, for NOLCO and MCIT, respectively

The Company has incurred NOLCO in taxable years 2020 and 2021 which can be claimed as deduction from the regular taxable income for the next five (5) consecutive taxable years pursuant to the Bayanihan to Recover As One Act. Rollforward of NOLCO follows: Balance at beginning of year Additions Expirations Balance at end of year

2023 P =12,821,128 2,269,275 – P =15,090,403

2022 =13,107,519 P 1,602,276 (1,888,667) =12,821,128 P

2023 P =14,157 6,060 (6,737) P =13,480

2022 =16,714 P 4,021 (6,578) =14,157 P

Rollforward of MCIT follows: Balance at beginning of year Additions Expirations Balance at end of year

The Company did not recognize deferred tax assets on the carryforward benefits on the above NOLCO and excess MCIT over RCIT, totaling P =3.79 million and P =3.22 million as of December 31, 2023 and 2022, respectively, as management assessed that there will be no future available taxable income against which the deferred tax assets can be utilized prior to their expiration.

*SGVFS188897*

- 13 c. As of December 31, 2023 and 2022, the Company recognized deferred tax liability amounting to =58.59 million and = P P61.19 million, respectively, which pertains to the setup of 15% deferred tax on unrealized gains on unquoted shares of stock classified as financial assets at FVOCI. d. The reconciliation of the income tax computed at the statutory tax rate to the provision for income tax as shown in the statements of comprehensive income follows: Income tax at statutory tax rate Add (deduct) reconciling items: Movement in unrecognized DTA Interest income subjected to final tax Net loss (gain) on fair value changes on financial assets at FVTPL Dividend income Effect of CREATE Act Provision for income tax

2023 P =993,265

2022 =303,981 P

2021 =5,033,293 P

574,335

404,168

2,481,779

(1,067,684)

(420,329)

(155,903)

(319,751) (174,105)

(178,931) (104,868)

571,749 (7,927,520) (1,684) =1,714 P

‒

‒

P =6,060

=4,021 P

13. Related Party Transactions Related party relationship exists when one party has the ability to control, directly, or indirectly through one or more intermediaries, the other party or exercise significant influence over the other party in making financial and operating decisions. Such relationship also exists between and/or among entities, which are under common control with the reporting enterprises and its key management personnel, directors, or its shareholders. In considering each related party relationship, attention is directed to the substance of the relationship, and not merely the legal form.

The Company in its regular conduct of business has entered into the following transactions with related parties consisting of reimbursement of expenses and management and accounting services agreements.

The Company’s financial statements include the following amounts resulting from transactions with related parties:

Nature of transaction Affiliate: PERC HEDC

Rent and Management fee Reimbursements Management income (Notes 9 and 10)

Amount/ Volume P =492,000 113,199 342,857 P =948,056

2023 Receivables/ (Accounts payable)

Terms

Conditions

Noninterest bearing; (P = 35,804)* due and demandable –

Unsecured

59,196

- do -

Unsecured, no impairment

*included as part of accounts payable and accrued expenses

*SGVFS188897*

- 14 -

Nature of transaction Affiliate: PERC HEDC

Rent and Management fee Reimbursements Management income (Notes 9 and 10)

2022 Amount/ Receivables/(Acc Volume ounts payable) =369,000 P 26,578 342,857 =738,435 P

Terms

Conditions

Noninterest bearing; (P =479,074)* due and demandable –

Unsecured

56,920

- do -

Unsecured, no impairment

* included as part of accounts payable and accrued expenses

The Company has no employee and PERC provides administrative support to the Company.

On April 1, 2022, the Company entered into a management agreement with PERC. Under the said agreement, PERC provides the Company management and technical services including compliance, administration and supervision of operations, finance, accounting, and treasury, and general services.

The agreement took effect on the date of execution of the management agreement and may be terminated by either party upon 30 days of prior written notice. The Company pays a monthly service fee amounting to = P35,000, exclusive of VAT. Furthermore, PERC also charges direct costs as an incidence of the performance of services such as rent of office space and other office-related costs.

Therefore, no compensation and short-term benefits for key management personnel were charged in profit or loss for the years ended December 31, 2023, 2022 and 2021.

Terms and conditions of transactions with related parties Outstanding balances at year-end are to be settled in cash. There have been no guarantees provided or received for any related party receivables or payables.

14. Financial Instruments Categories and Fair Values of Financial Instruments The methods and assumptions used by the Company in estimating the fair values of the financial instruments are: Cash and cash equivalents and receivables Due to the short-term nature of the instruments, carrying amounts approximate fair values as of the reporting date.

Government securities Fair values are generally based on quoted market prices at reporting date. This is under Level 1 category of the fair value hierarchy.

Equity securities For quoted equity securities, fair values are based on published quoted prices.

Level 1 category of the fair value hierarchy.

This is under

For unquoted equity securities, fair values are determined using the adjusted net asset value method which involves directly measuring the fair value of the assets and liabilities of the investee company.

This measurement falls under Level 3 in the fair value hierarchy.

Accounts payable and accrued expenses Carrying values approximate fair values due to their short-term nature.

*SGVFS188897*

- 15 Description of significant unobservable inputs to valuation: The significant unobservable inputs used in the fair value measurement categorized within Level 3 of the fair value hierarchy together with a quantitative sensitivity analysis as at December 31, 2023 and 2022 are shown below:

Unquoted equity shares at FVOCI

Valuation technique Significant unobservable inputs Adjusted net asset Price per square meter value method

Range 2023 =650 - P P =7,500

2022 =650 - P P =7,500

The appraised value of the land was determined using the market approach which is a valuation technique that uses prices and other relevant information generated by market transactions involving identical or comparable assets. Adjustment factors arising from external and internal factors (i.e. location, size/shape/terrain, and development) affecting the subject properties as compared to the market listing of comparable properties ranges from -20% to -12% in 2023 and from -20% to -10% in 2022. Significant favorable (unfavorable) adjustments to the aforementioned factors based on the professional judgment of the independent appraisers would increase (decrease) the fair value of land, in return the fair value of the unquoted financial asset.

Financial Risk Management Objectives and Policies The Company’s financial instruments comprise cash and cash equivalents, receivables, financial assets and accounts payable and accrued expenses. The main purpose of these financial instruments is to fund its own operations and capital expenditures. The BOD reviews and approves policies for managing these risks. Also, the Audit Committee of the BOD meets regularly and exercises oversight role in managing these risks.

Financial Risks The main financial risks arising from the Company’s financial instruments are market risk and credit risk.

The tables below summarize the maturity profile of the Company’s financial assets and liabilities as of December 31, 2023 and 2022 based on contractual undiscounted payments.

2023 Financial assets Financial assets at FVTPL: Equity securities Financial assets at amortized cost: Cash and cash equivalents Receivables: Receivable from HEDC Rent receivable Accrued interest receivable Dividends receivable Financial assets at FVOCI: Quoted equity securities: PERC Unquoted equity security: HEDC Government securities Financial liabilities Accounts payable and accrued expenses Net financial assets

On demand

Within one year

More than one year

Total

P = 38,107,024

P =‒

P =‒

P = 38,107,024

111,060,664

‒

‒

111,060,664

59,196 33,185 903,627 ‒

‒ ‒ ‒ 858,412

‒ ‒ ‒ ‒

59,196 33,185 903,627 858,412

‒

‒

19,063,263

19,063,263

‒ ‒ 150,163,696

‒ ‒ 858,412

490,649,813 4,993,340 514,706,416

490,649,813 4,993,340 665,728,524

984,140

‒

‒

984,140

P = 149,179,556

P = 858,412

P = 514,706,416

P = 664,744,384

*SGVFS188897*

- 16 2022 Financial assets Financial assets at FVTPL: Equity securities Financial assets at amortized cost: Cash and cash equivalents Receivables: Receivable from HEDC Rent receivable Accrued interest receivable Dividends receivable Financial assets at FVOCI: Quoted equity securities: PERC Benguet Corporation Unquoted equity security: HEDC Government securities Financial liabilities Accounts payable and accrued expenses Net financial assets

On demand

Within one year

More than one year

Total

=36,828,021 P

=‒ P

=‒ P

=36,828,021 P

99,386,480

‒

‒

99,386,480

56,920 31,385 500,179 ‒

‒ ‒ ‒ 477,387

‒ ‒ ‒ ‒

56,920 31,385 500,179 477,387

‒ ‒

‒ ‒

18,485,589 10,281,176

18,485,589 10,281,176

‒ ‒ 136,802,985

‒ ‒ 477,387

507,957,260 3,885,443 540,609,468

507,957,260 3,885,443 677,889,840

1,137,974 1,137,974 =135,665,011 P

‒ ‒ =477,387 P

‒ ‒ P =540,609,468

1,137,974 1,137,974 =676,751,866 P

Market risk Market risk is the risk of loss on future earnings, on fair values or on future cash flows that may result from changes in market prices. The value of a financial instrument may change as a result of changes in interest rates, foreign currency exchanges rates, commodity prices, equity prices and other market changes. The Company’s market risk emanates from its holdings in debt and equity securities.

The Company closely monitors the prices of its debt and equity securities as well as macroeconomic and entity-specific factors which could directly or indirectly affect the prices of these instruments. In case of an expected decline in its portfolio of equity securities, the Company readily disposes or trades the securities for replacement with more viable and less risky investments.

The analysis below is performed for reasonably possible change in the market price of quoted shares classified as financial assets at FVTPL, with all other variables held constant, showing the impact on income before tax: Increase (decrease) in market price 2023 2022

Effect on income before tax +2.36% P =898,121 -2.36% (898,121) +2.11% =776,546 P -2.11% (776,546)

The table below demonstrates the sensitivity to a reasonably possible change in the market price of quoted shares classified as financial assets at FVOCI, with all other variables held constant, showing the impact on equity: Increase (decrease) in market price 2023 2022

+2.29% -2.29% +1.89% -1.89%

Effect on equity P =435,740 (435,740) =543,976 P (543,976)

*SGVFS188897*

- 17 The percentage of increase and decrease in market price is based on the movement in the Philippine Stock Exchange Index from beginning to end of the year.

Credit risk Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. With respect to credit risk arising from cash and cash equivalents, receivables, financial assets at FVTPL and financial assets at FVOCI, the Company’s exposure to credit risk is equal to the carrying amount of these instruments. The Company limits its credit risk on these assets by dealing only with reputable counterparties.

For cash and cash equivalents and quoted government securities, the Company applies the low credit risk simplification where the Company measures the ECLs on a 12-month basis based on the probability of default and loss given default which are publicly available. The Company also evaluates the credit rating of the bank and other financial institutions to determine whether the debt instrument has significantly increased in credit risk and to estimate ECLs. The Company considers its cash and cash equivalents and quoted government securities as high grade since these are placed in financial institutions of high credit standing. Accordingly, ECLs relating to these debt instruments rounds to nil.

The Company’s receivables are aged current as of December 31, 2023 and 2022. No receivables are considered credit-impaired.

As of December 31, 2023 and 2022, the carrying values of the Company’s financial instruments represent maximum exposure as of reporting date.

The table below shows the comparative summary of maximum credit risk exposures on financial instruments as of December 31, 2023 and 2022: Financial assets at FVTPL: Equity securities Financial assets at amortized cost: Cash and cash equivalents Accrued interest receivable Dividend receivable Receivable from HEDC Rent receivable Financial assets at FVOCI: Quoted equity securities: PERC Benguet Corporation Unquoted equity security: HEDC Investments in government securities

2023

2022

P =38,107,024

=36,828,021 P

111,060,664 903,627 858,412 59,196 33,185

99,386,480 500,179 477,387 56,920 31,385

P =19,063,263 ‒

=18,485,589 P 10,281,176

490,649,813 4,993,340 P =665,728,524

507,957,260 3,885,443 =677,889,840 P

*SGVFS188897*

- 18 The following tables show financial instruments recognized at fair value as of December 31, 2023 and 2022, analyzed between those whose fair values are based on: 1. quoted prices in active markets for identical assets or liabilities (Level 1); 2. those involving inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly (Level 2); and 3. those with inputs for the asset or liability that are not based on observable market data (unobservable inputs) (Level 3).

2023 Level 1 Level 2 Financial assets: Financial assets at FVTPL: Equity securities Financial assets at FVOCI: PERC HEDC Investments in government securities

Fair Value

=38,107,024 P

=‒ P

=‒ P

=38,107,024 P

19,063,263 ‒

‒ ‒

‒ 490,649,813

19,063,263 490,649,813

4,993,340 =62,163,627 P

‒ P‒ =

‒ =490,649,813 P

4,993,340 =552,813,440 P

Level 1 Financial assets: Financial assets at FVTPL: Equity securities Financial assets at FVOCI: PERC Benguet Corporation HEDC Investments in government securities

Level 3

2022 Level 2

Level 3

Fair Value

=36,828,021 P

=‒ P

=‒ P

=36,828,021 P

18,485,589 10,281,176 ‒

‒ ‒ ‒

‒ ‒ 507,957,260

18,485,589 10,281,176 507,957,260

3,885,443 =69,480,229 P

‒ =‒ P

‒ =507,957,260 P

3,885,443 =577,437,489 P

There were no transfers between Level 1 and Level 2 fair value measurements and no transfers into and out of Level 3 fair value measurements in 2023 and 2022.

15. Capital Management The primary objective of the Company’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximize shareholders’ value.

The Company manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders or issue new shares.

The Company monitors capital using a debt-to-equity ratio, which is total debt divided by total equity.

The Company includes within total debt the following: accounts payable and accrued expenses. Total equity includes capital stock, net unrealized gains on financial assets at FVOCI and retained earnings.

*SGVFS188897*

- 19 The Company has no externally imposed capital requirements as of December 31, 2023 and 2022.

The table below demonstrates the debt-to-equity ratios of the Company as of December 31, 2023 and 2022: Total liabilities: Accounts payable and accrued expenses Total equity: Capital stock Net unrealized gains on financial assets at FVOCI Retained earnings Debt-to-equity ratio

2023

2022

P =984,140

=1,137,974 P

P =163,000,000 337,293,862 107,537,881 607,831,743 0.0016:1

=163,000,000 P 361,525,568 92,487,273 617,012,841 0.0018:1

There were no changes in the objectives, policies or processes for the years ended December 31, 2023 and 2022.

The Company has declarable dividends amounting to = P103.64 million as of December 31, 2023.

The Company’s track record of capital stock is as follows:

Listing date - May 7, 1974 Add (deduct): 50% stock dividend 60% stock dividend 1:2.400 stock rights offering 1:2.125 stock rights offering 15% stock dividend Change in par value from =0.01/share to P P =1.00/share Quasi-reorganization December 31, 2010 Add (deduct): Movement December 31, 2011 Add (deduct): Movement December 31, 2012 Add (deduct): Movement December 31, 2013 Add (deduct): Movement December 31, 2014 Add (deduct): Movement December 31, 2015 Add (deduct): Movement December 31, 2016 Add (deduct): Movement

Number of shares registered

Issue/ offer price

Date of SEC approval

10,000,000,000

=0.01/share P

November 5, 1973

5,000,000,000 9,000,000,000 10,000,000,000 16,000,000,000 7,500,000,000

0.01/share November 27, 1981 0.01/share October 31, 1990 0.01/share September 28, 1992 0.01/share February 8, 1994 0.01/share January 20, 1997

(56,925,000,000) (412,000,000) 163,000,000 − 163,000,000 − 163,000,000 − 163,000,000 − 163,000,000 − 163,000,000 − 163,000,000 −

1/share

August 14, 1997 October 5, 1998

−

−

−

−

−

−

−

−

− − − − −

− − − −

Number of holders as of year-end

4,941 (38) 4,903 (156) 4,747 71 4,818 (32) 4,786 (28) 4,758 − 4,758 (41)

(Forward)

*SGVFS188897*

- 20 -

December 31, 2017 Add (deduct): Movement December 31, 2018 Add (deduct): Movement December 31, 2019 Add (deduct): Movement December 31, 2020 Add (deduct): Movement December 31, 2021 Add (deduct): Movement December 31, 2022 Add (deduct): Movement December 31, 2023

Number of shares registered 163,000,000 − 163,000,000 − 163,000,000 ‒ 163,000,000 ‒ 163,000,000 ‒ 163,000,000 ‒ 163,000,000

Issue/ offer price =− P − − − − − − − − − − − −

Date of SEC approval − − − − − − − − − − − − −

Number of holders as of year-end 4,717 (11) 4,706 (14) 4,692 (3) 4,689 (5) 4,684 (1) 4,683 (7) 4,676

16. Basic and Diluted Earnings Per Share The computations of the Company’s basic earnings per share are as follows: Net income Weighted average number of shares Basic/Diluted earnings per share

2023 P3,966,998 = 163,000,000 =0.02434 P

2022 P1,211,901 = 163,000,000 =0.00743 P

2021 P20,131,459 = 163,000,000 =0.12351 P

The Company has no potentially dilutive common stock in 2023, 2022 and 2021.

*SGVFS188897*

SyCip Gorres Velayo & Co. 6760 Ayala Avenue 1226 Makati City Philippines

Tel: (632) 8891 0307 Fax: (632) 8819 0872 ey.com/ph

INDEPENDENT AUDITOR’S REPORT ON SUPPLEMENTARY SCHEDULES

The Board of Directors and Stockholders Seafront Resources Corporation 7th Floor, JMT Building, ADB Avenue Ortigas Center, Pasig City We have audited in accordance with Philippine Standards on Auditing, the financial statements of Seafront Resources Corporation as at December 31, 2023 and 2022 and for each of the three years in the period ended December 31, 2023, included in this Form 17-A and have issued our report thereon dated March 21, 2024. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The schedules listed in the Index to Financial Statements and Supplementary Schedules are the responsibility of the Company’s management. These schedules are presented for purposes of complying with the Revised Securities Regulation Code Rule 68 and are not part of the basic financial statements. These schedules have been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, fairly state, in all material respects, the information required to be set forth therein in relation to the basic financial statements taken as a whole.

SYCIP GORRES VELAYO & CO.

Ana Lea C. Bergado Partner CPA Certificate No. 80470 Tax Identification No. 102-082-670 BOA/PRC Reg. No. 0001, August 25, 2021, valid until April 15, 2024 BIR Accreditation No. 08-001998-063-2023, September 12, 2023, valid until September 11, 2026 PTR No. 10079908, January 5, 2024, Makati City March 21, 2024

*SGVFS188897* A member firm of Ernst & Young Global Limited

SyCip Gorres Velayo & Co. 6760 Ayala Avenue 1226 Makati City Philippines

Tel: (632) 8891 0307 Fax: (632) 8819 0872 ey.com/ph

INDEPENDENT AUDITOR’S REPORT ON COMPONENTS OF FINANCIAL SOUNDNESS INDICATORS

The Board of Directors and Stockholders Seafront Resources Corporation 7th Floor, JMT Building, ADB Avenue Ortigas Center, Pasig City We have audited in accordance with Philippine Standards on Auditing, the financial statements of Seafront Resources Corporation (the Company) as at December 31, 2023 and 2022 and for each of the three years in the period ended December 31, 2023, and have issued our report thereon dated March 21, 2024. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The Supplementary Schedule on Financial Soundness Indicators, including their definitions, formulas, calculation, and their appropriateness or usefulness to the intended users, are the responsibility of the Company’s management. These financial soundness indicators are not measures of operating performance defined by Philippine Financial Reporting Standards (PFRSs) and may not be comparable to similarly titled measures presented by other companies. This schedule is presented for the purpose of complying with the Revised Securities Regulation Code Rule 68 issued by the Securities and Exchange Commission and is not a required part of the basic financial statements prepared in accordance with PFRSs. The components of these financial soundness indicators have been traced to the Company’s financial statements as at December 31, 2023 and 2022 and for each of the three years in the period ended December 31, 2023 and no material exceptions were noted.

SYCIP GORRES VELAYO & CO.

Ana Lea C. Bergado Partner CPA Certificate No. 80470 Tax Identification No. 102-082-670 BOA/PRC Reg. No. 0001, August 25, 2021, valid until April 15, 2024 BIR Accreditation No. 08-001998-063-2023, September 12, 2023, valid until September 11, 2026 PTR No. 10079908, January 5, 2024, Makati City March 21, 2024

*SGVFS188897* A member firm of Ernst & Young Global Limited

SEAFRONT RESOURCES CORPORATION SUPPLEMENTARY INFORMATION AND DISCLOSURES REQUIRED ON REVISED SRC RULE NO. 68 DECEMBER 31, 2023

Philippine Securities and Exchange Commission (SEC) issued the Revised Securities Regulation Code Rule No. 68 (Revised SRC Rule No. 68) which consolidates the two separate rules and labeled in the amendment as “Part I” and “Part II”, respectively. It also prescribed the additional information and schedule requirements for issuers of securities to the public.

Below are the additional information and schedules required by Revised SRC Rule No. 68, that are relevant to the Company. This information is presented for purposes of filing with the SEC and is not required part of the basic financial statements.

Schedule A. Financial Assets Below is the detailed schedule of the Company’s financial assets as of December 31, 2023: Number of Amount Shown Shares or in the Principal Statement of Name of Issuing Entity and Association of Amount of Financial Each Issue Bonds and Notes Position Financial assets at FVTPL Equity Securities: PetroEnergy Resources Corporation 3,613,852 =17,888,567 P House of Investments, Inc. 2,484,000 8,048,160 Ayala Land, Inc. 128,193 4,416,249 Araneta Properties, Inc. 3,756,788 3,681,652 EEI Corporation 372,500 2,223,825 Others 840,370 1,848,571 =38,107,024 P

Name of Issuing Entity and Association of Each Issue Financial assets at FVTOCI Debt equities Philippine Government Quoted: PetroEnergy Resources Corporation Unquoted: Hermosa Ecozone Development Corporation

Number of Shares or Amount Shown Principal in the Amount of Statement of Bonds and Financial Notes Position

Income Received and Accrued =180,693 P 124,200 47,765 ‒ ‒ 151,202 =503,860 P

Income Received and Accrued

‒

=4,993,340 P

=‒ P

3,851,164

19,063,263

192,558

‒

490,649,813 =514,706,416 P

‒ =192,558 P

-2The fair value for financial instruments traded in active markets at the reporting date is based on their quoted market price without any deduction for transaction costs. For securities in which current bid and asking prices are not available, the price of the most recent transaction provides evidence of the current fair value as long as there has not been a significant change in economic circumstances since the time of the transaction.

For unquoted financial securities, the Company uses its judgment to select the most appropriate valuation methodology to value its unquoted equity investments and make assumptions that are mainly based on market conditions existing at each reporting period. It involves directly measuring the fair value of the assets and liabilities of the investee company, as mainly determined by the Company’s external appraiser.

Assets of the investee company consist mainly of parcels of land for sale which is adjusted to its fair value.

Schedule B. Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties) The Company has no outstanding receivables from its directors, officers, employees and principal stockholders as of December 31, 2023.

Schedule C. Amounts Receivable from/Payable to Related Parties which are Eliminated during the Consolidation of Financial Statements Not applicable.

Schedule D. Long-term Debt The Company has no outstanding long-term debt as of December 31, 2023.

Schedule E. Indebtedness to Related Parties (Long Term Loans from Related Companies) The Company has no long-term indebtedness to related parties as of December 31, 2023.

Schedule F. Guarantees of Securities of Other Issuers The Company does not have guarantees of securities of other issuers as of December 31, 2023.

Schedule G. Capital Stock

Title of issue Common Shares

Number of shares authorized 388,000,000

Number of shares issued and outstanding as shown under related balance sheet caption 163,000,000

Number of Shares reserved for options, warrants, conversion and other rights

−

Number of shares held by related parties 30,469,858

Directors, officers and employees 4,926

Others 132,525,216

SEAFRONT RESOURCES CORPORATION SCHEDULE OF FINANCIAL SOUNDNESS INDICATORS AS OF DECEMBER 31, 2023 AND 2022

Financial Soundness Indicators Below are the financial ratios that are relevant to the Company for the years ended December 31, 2023 and 2022: Financial ratios Current ratio

Current assets Current liabilities

2023 155.16:1

2022 121.91:1

Debt to assets

Total debt Total assets

0.002:1

0.002:1

Asset-to-equity ratio

Total assets Total equity

1.10:1

1.10:1

Earnings per share

Net income Weighted average no. of shares

0.02433:1

0.00743:1

Price earnings ratio

Closing price Earnings per share

57.94

228.65

Return on revenue

Net income Total revenue

0.60

0.48

Long-term debt to equity ratio

Long-term debt Equity

N/A

N/A

EBITDA to total interest paid

EBITDA* Total interest paid

N/A

N/A

*Earnings before interest, taxes, depreciation and amortization (EBITDA)

SEAFRONT RESOURCES CORPORATION SCHEDULE OF RECONCILIATION OF RETAINED EARNINGS AVAILABLE FOR DIVIDEND DECLARATION DECEMBER 31, 2023

The table below presents the retained earnings available for dividend declaration as of December 31, 2023: Unappropriated retained earnings, as adjusted to available for dividend distribution, beginning Net income during the period closed to retained earnings Add: Non-actual/unrealized income net of tax Fair value loss adjustments (market-to-market) Less: Non-actual/unrealized income net of tax Fair value gain adjustments (mark-to-market) Impairment loss on financial assets at fair value through other comprehensive income Net income earned during the year Less: Dividend declarations during the year Total unappropriated retained earnings available for dividend declaration as of December 31, 2023

P =100,947,670 3,966,998 ‒ 1,279,003 ‒ 2,687,995 ‒ P =103,635,665

SEAFRONT RESOURCES CORPORATION MAP OF RELATIONSHIPS OF THE COMPANIES WITHIN THE GROUP

Group Structure All existing stockholders as of December 31, 2023 neither constitute control nor significant influence over the Company. Also, the Company’s investments neither constitute control nor significant influence.

SEAFRONT RESOURCES CORPORATION INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTARY SCHEDULES SEC FORM 17-A

FINANCIAL STATEMENTS Statement of Management’s Responsibility for Financial Statements Report of Independent Auditors’ Report Statements of Financial Position as at December 31, 2023 and 2022 Statements of Comprehensive Income for the years ended December 31, 2023, 2022 and 2021 Statements of Changes in Equity for the years ended December 31, 2023, 2022 and 2021 Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021 Notes to Financial Statements SUPPLEMENTARY SCHEDULES Report of Independent Auditors’ on Supplementary Schedules Schedules Required under SRC Rule 68-E A. Financial Assets B. Amounts Receivable from Directors, Officers, Employees, Related Parties, and Principal Stockholders (Other than Related Parties) C. Amounts Receivable from Related Parties which are Eliminated during the Consolidation of Financial Statements D. Long-term Debt E. Indebtedness to Related Parties F. Guarantees of Securities of Other Issuers G. Capital Stock Additional Components Schedule of Financial Soundness Indicators Reconciliation of Retained Earnings Available for Dividend Declaration Map of Relationship of the Companies within the Group

Annex A to the SEC Form 17-A: SRC Sustainability Report Contextual Information Company Details Name of Organization

Seafront Resources Corporation (SPM or SRC)

Location of Headquarters

7F, JMT Building, ADB Avenue, Ortigas Center, Pasig City

Location of Operations

Pasig City, Metro Manila; Bataan, Philippines This report mainly covers SRC’s business as a Holding Company and its investment in Hermosa Ecozone Development Corporation (HEDC).

Report Boundary: Legal entities (e.g. subsidiaries) included in this report* Business Model, including Primary Activities, Brands, Products, and Services

SRC, as a holding company, owns investments in shares of stocks of HEDC and in various shares of stocks of companies listed in the Philippine Stock Exchange. These investments represent 82.83% of the total Assets of the Company.

Reporting Period

January 1 to December 31, 2023

Highest Ranking Person responsible for this report

Milagros V. Reyes - President

Materiality Process Explain how you applied the materiality principle (or the materiality process) in identifying your material topics As a holding Company, SRC has very minimal operations. Its sustainability focus was to ensure that its investment in capital market and business venture would yield optimum values for its shareholders. For this report, the material topics that were identified were those relating to economic impact and how the Company mitigates risks and recognizes opportunities.

In succeeding Sustainability Reports, the following additional steps will be employed to identify other material topics: a) Identification – this involves discussion on sustainability issues and how the Company can focus its efforts on crafting its sustainability agenda; b) Prioritization – this entails determination and prioritization of the material topics based on the relevance and degree of impact to business’ operations; and c) Validation – this pertains to the process of gathered pertinent data to further deliberate on the topic and validate results.

SRC 2023 Sustainability Report

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ECONOMIC Economic Performance Direct Economic Value Generated and Distributed Disclosure Direct economic value generated (revenue)* Direct economic value distributed: a. Operating costs b. Taxes given to government

Amount 6,641,812 2,668,396 2,572,959 95,437

Units PhP PhP PhP PhP

* Direct economic value generated (revenue) and operating costs includes SRC’s revenues and operating costs from its investments in capital markets and in Hermosa Ecozone Development Corporation (HEDC).

Direct Economic Value Discussion on Impact, Risks, and Management Approach Seafront Resources Corporation (SPM or SRC) was registered with the Securities and Exchange Commission (SEC) on April 16, 1970 as an oil exploration and production company. On October 18, 1996, the Company amended its Articles of Incorporation which provides for the revision of its primary purpose from engaging in the business of oil exploration and production into a holding company.

On January 31, 1997, the Company entered into a Project Shareholders’ Agreement with five other companies led by Investment and Capital Corporation of the Philippines and Penta Capital Investment Corporation to develop 500 to 600 hectares of raw land in Hermosa, Bataan (through Hermosa Ecozone Development Corporation or HEDC) into a new township consisting of industrial estates, residential communities, a golf and country club and a commercial center. SRC holds 11.33% shares interest in HEDC. HEDC started its land development in 2002 and has developed a total of 163 hectares in the industrial area.

The remaining 368 hectares are allocated for leisure area. Initial sale of lot was at Php1,400/sqm in 2007. Sales started to pick up from 2017 to 2023. From 2017 to 2023, HEDC sold a total of 1,034,104 sqm of lots for a gross revenue of Php3.691 billion.

HEDC has already declared and paid a total of Php1.049 million of dividends, wherein SRC received its share in the amount of Php119 million.

For 2023, the direct economic value contributed by SRC amounted to Php 6.64 million composed of costs from operation and taxes to government.

SRC’s management and administration are done by its affiliate Company, PetroEnergy Resources Corporation (PERC). PERC oversees the financial, treasury, legal, and administrative functions of SRC. As a holding company, SRC has very minimal to no environmental and social impact. However, its generated economic value, which include taxes paid to government, indirectly contributes to social development projects of host local government units where it operates.

SRC recognizes the following risks and implements several management approaches to mitigate the identified risks.

(1) Political, Economic, and Legal Risks in the Philippines As an emerging market, the Philippines is exposed to various political and economic risks that may affect the Company. Over the years, the country was met with political instability brought by mass demonstrations, military coup, and election-related issues. These scenarios undeniably affect the Philippine economy resulting in negative impact such as decline in Peso, higher interest rates , increased SRC 2023 Sustainability Report

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unemployment, greater volatility and lower value of stock market, lower credit rating of the country, and the reduction of the country’s foreign currency reserves. Any negative impact may also pose a negative effect to SRC’s financial performance.

(2) Equity Partnership Risk The Company entered into a Project Shareholder’s Agreement with five other companies led by Investment and Capital Corporation of the Philippines and Penta Capital Investment Corporation to develop 500-600 hectares of raw land in Hermosa, Bataan into a township consisting of industrial estates, residential communities, a golf and country club and a commercial center. This situation may involve special risks associated with the possibility that the equity partner (i) may have economic or business interests or goals that are inconsistent with those of the Company; (ii) take actions contrary to the interests of the Company; (iii) be unable or unwilling to fulfill its obligations under the Project Shareholder’s Agreement; or (iv) experience financial difficulties. These conflicts may adversely affect the Company’s operations.

(3) Financial Risk The main financial risks arising from the Company’s financial instruments are liquidity risk, market risk and interest rate risk.

Liquidity risk is the risk that the Company is unable to meet its financial obligation when due. The Company has substantial investments in shares of stock which are not listed in the Philippine Stock Exchange and may not be readily convertible to liquid assets necessary to meet any potential additional liquidity requirements of the Company.

Market risk is the risk of loss on future earnings, on fair values or on future cash flows that may result from changes in market prices. The value of a financial instrument may change as a result of changes in interest rates, foreign currency exchanges rates, commodity prices, equity prices and other market changes. The Company’s market risk emanates from its holdings in debt and equity securities.

The Company’s exposure to market risk for changes in fixed interest rates relates primarily to the Company’s money market placements and debt securities.

(4) Risks due to health crisis or pandemic Health crisis, such as the COVID-19 pandemic which started in late 2019 has also negatively affected the financial markets. SRC is exposed to this risk because of its investments in HEDC shares of stocks. On the other hand, as Company with limited or very little on-site operations, SRC was also able to perform its corporate function despite many disruptions in many businesses.

To mitigate these risks, SRC closely monitors global and national economic and political issues that may have impact to the Company. In addition, it also establishes and cultivates good relationship and mutual respect among its partners to ensure that equity risk is mitigated.

To manage health-related risks, SRC will ensure unhampered operations by employing business continuity practices and tools.

To manage its financial risks, SRC continuously monitors its cash position and overall liquidity position. The Company maintains a level of cash and cash equivalents deemed sufficient to finance operations and to SRC 2023 Sustainability Report

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mitigate the effects of fluctuation in cash flows.

SRC also closely monitors the prices of its debt and equity securities as well as macroeconomic and entityspecific factors which could directly or indirectly affect the prices of these instruments. In case of an expected decline in its portfolio of equity securities, the Company readily disposes or trades the securities for replacement.

Discussion on Opportunities To further improve the economic value of SRC, the Company recognizes other opportunities in capital market by building up on its reputation as a profitable holding company. SRC also expects to increase its direct and indirect economic impact when HEDC is fully developed and operated.

Climate-related risks and opportunities As a holding Company, SRC is not directly at risk of climate-related threats. However, the SRC Board of Directors is tasked to primarily manage the overall risks and opportunities by establishing the Board Risk Oversight Committee (BROC).

At present the Company has no formal climate-related risk strategies and metrics. Nonetheless, the Company will consider adopting a formal enterprise risk management program.

Procurement Practices Proportion of spending on local suppliers Disclosure Percentage of procurement budget used for significant locations of operations that is spent on local suppliers

Quantity

Units

N/A

%

Quantity

Units

N/A*

%

N/A

%

N/A

%

N/A

%

Quantity

Units

0

#

The current operations of SRC does not involve spending on local suppliers.

Anti-corruption Training on Anti-corruption Policies and Procedures Disclosure Percentage of employees to whom the organization’s anticorruption policies and procedures have been communicated to Percentage of business partners to whom the organization’s anticorruption policies and procedures have been communicated to Percentage of directors and management that have received anti-corruption training Percentage of employees that have received anti-corruption training *SRC has no employees.

Incidents of Corruption Disclosure Number of incidents in which directors were removed or disciplined for corruption SRC 2023 Sustainability Report

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Number of incidents in which employees were dismissed or disciplined for corruption Number of incidents when contracts with business partners were terminated due to incidents of corruption

0

#

0

#

Anti-Corruption SRC’s Board of Directors participate in annual seminar on Corporate Governance to be abreast of the best practices in corporate governance. No corruption incidents were reported in 2023.

ENVIRONMENT Over the years, SRC’s investee, HEDC follows best practices in environmental management and adheres to the highest environmental protection standards. It likewise implements waste reduction and proper disposal protocols to ensure that impact to environment is managed and mitigated. HEDC also encourages and welcomes locators who are into the renewable energy business. In 2016, an all-Filipino solar company, YH Green Energy Company, started to generate electricity from its 14.5 MW utility scale solar power project located in HEDC. This project does not only contribute to power stability in the country, but most importantly help combat GHG emissions.

Resource Management Energy consumption within the organization: Disclosure Energy consumption (renewable sources) Energy consumption (gasoline) Energy consumption (LPG) Energy consumption (diesel) Energy consumption (electricity)

Quantity N/A 4.50 N/A 9.89 2,806.7

Units GJ GJ GJ GJ kWh

Quantity 120 96 0

Units m3 m3 m3

Water consumption within the organization Disclosure Water withdrawal Water consumption Water recycled and reused

Materials used by the organization Disclosure Materials used by weight or volume  Renewable  Non-renewable

SRC 2023 Sustainability Report

Quantity

Units

20 N/A

kg/liters

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Ecosystems and biodiversity (whether in upland/watershed or coastal/marine) Disclosure Operational sites owned, leased, managed in, or adjacent to, protected areas and areas of high biodiversity value outside protected areas Habitats protected or restored IUCN1 Red List species and national conservation list species with habitats in areas affected by operations

Quantity N/A

Units

N/A N/A

ha

Quantity N/A N/A N/A

Units Tonnes CO2e Tonnes CO2e Tonnes

Environmental impact management Air Emissions GHG Disclosure Direct (Scope 1) GHG Emissions Energy indirect (Scope 2) GHG Emissions Emissions of ozone-depleting substances (ODS) Air pollutants Disclosure NOx SOx Persistent organic pollutants (POPs) Volatile organic compounds (VOCs) Hazardous air pollutants (HAPs) Particulate matter (PM)

Quantity N/A N/A N/A N/A N/A N/A

Units kg kg kg kg kg kg

Solid Waste Disclosure Total solid waste generated Reusable Recyclable Composted Incinerated Residuals/Landfilled

Quantity 100 N/A 30 60 N/A 10

Units kg kg kg kg kg kg

Hazardous Waste Disclosure Total weight of hazardous waste generated Total weight of hazardous waste transported

Quantity N/A N/A

Units kg kg

Solid and Hazardous Wastes

Effluents Disclosure Total volume of water discharges

Quantity 24

Units Cubic meters 6 of 11

SRC 2023 Sustainability Report

Percent of wastewater recycled

0

%

Environmental compliance

Non-compliance with Environmental Laws and Regulations Disclosure Total amount of monetary fines for non-compliance with environmental laws and/or regulations No. of non-monetary sanctions for non-compliance with environmental laws and/or regulations No. of cases resolved through dispute resolution mechanism

Quantity 0

Units PhP

N/A

#

N/A

#

SOCIAL This section is not applicable directly to SRC since the Company has no employees. The data presented in this section pertains to the HEDC’s which SRC owns 11.33% interest.

Employee Management Employee Hiring and Benefits Employee data Disclosure Total number of employees2 a. Number of female employees b. Number of male employees Attrition rate3 Ratio of lowest paid employee against minimum wage Employee benefits List of Benefits SSS PhilHealth Pag-ibig Parental leaves Vacation leaves Sick leaves Medical benefits (aside from PhilHealth) Housing assistance (aside from Pagibig) Retirement fund (aside from SSS) 2

Y/N

Quantity 1 1 0

Units # # rate ratio

Y Y Y N/A Y Y HMO

% of female employees who availed for the year 100% 100% 100% N/A 100% 100% N/A

% of male employees who availed for the year N/A N/A N/A N/A N/A N/A N/A

N/A

N/A

N/A

N/A

N/A

N/A 7 of 11

Employees are individuals who are in an employment relationship with the organization, according to national law or its application (GRI Standards 2016 Glossary) 3 Attrition are = (no. of new hires – no. of turnover)/(average of total no. of employees of previous year and total no. of employees of current year)

SRC 2023 Sustainability Report

Further education support Company stock options Telecommuting Flexible-working Hours (Others)

N/A N/A N.A N/A

N/A N/A N/A N/A

N/A N/A N/A N/A

Employee Training and Development Disclosure Total training hours provided to employees a. Female employees b. Male employees Average training hours provided to employees a. Female employees b. Male employees

Quantity

Units

0 0

hours hours

0 0

hours/employee hours/employee

Quantity N/A

Units %

N/A

#

Quantity N/A N/A N/A

Units % % #

Labor-Management Relations Disclosure % of employees covered with Collective Bargaining Agreements Number of consultations conducted with employees concerning employee-related policies

Diversity and Equal Opportunity Disclosure % of female workers in the workforce % of male workers in the workforce Number of employees from indigenous communities and/or vulnerable sector*

*Vulnerable sector includes, elderly, persons with disabilities, vulnerable women, refugees, migrants, internally displaced persons, people living with HIV and other diseases, solo parents, and the poor or the base of the pyramid (BOP; Class D and E).

Workplace Conditions, Labor Standards, and Human Rights Occupational Health and Safety Disclosure Safe Man-Hours No. of work-related injuries No. of work-related fatalities No. of work related ill-health No. of safety drills

Quantity N/A N/A N/A N/A N/A

Units Man-hours # # # #

Labor Laws and Human Rights Disclosure No. of legal actions or employee grievances involving forced or child labor

Quantity

Units #

Do you have policies that explicitly disallows violations of labor laws and human rights (e.g. harassment, SRC 2023 Sustainability Report

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bullying) in the workplace?

Topic Forced labor Child labor Human Rights

Y/N N N N

If Yes, cite reference in the company policy

Supply Chain Management

Do you have a supplier accreditation policy? If yes, please attach the policy or link to the policy: _________________________ Do you consider the following sustainability topics when accrediting suppliers?

Topic Y/N If Yes, cite reference in the supplier policy Environmental performance N Forced labor N Child labor N Human rights N Bribery and corruption N

Relationship with Community Significant Impacts on Local Communities Operations with significant (positive or negative) impacts on local communities (exclude CSR projects; this has to be business operations)

Location

Vulnerable groups (if applicable)*

Does the particular operation have impacts on indigenous people (Y/N)?

Collective or individual rights that have been identified that or particular concern for the community

Mitigating measures (if negative) or enhancement measures (if positive)

Customer Management Customer Satisfaction Disclosure

Score

Customer satisfaction

N/A

Health and Safety Disclosure

SRC 2023 Sustainability Report

Did a third party conduct the customer satisfaction study (Y/N)?

Quantity

Units 9 of 11

No. of substantiated complaints on product or service N/A # health and safety* No. of complaints addressed # *Substantiated complaints include complaints from customers that went through the organization’s formal communication channels and grievance mechanisms as well as complaints that were lodged to and acted upon by government agencies.

Marketing and labelling Disclosure Quantity Units No. of substantiated complaints on marketing and N/A # labelling* No. of complaints addressed # *Substantiated complaints include complaints from customers that went through the organization’s formal communication channels and grievance mechanisms as well as complaints that were lodged to and acted upon by government agencies.

Customer privacy Disclosure Quantity Units No. of substantiated complaints on customer privacy* 0 # No. of complaints addressed # No. of customers, users and account holders whose # information is used for secondary purposes *Substantiated complaints include complaints from customers that went through the organization’s formal communication channels and grievance mechanisms as well as complaints that were lodged to and acted upon by government agencies.

Data Security Disclosure No. of data breaches, including leaks, thefts and losses of data

SRC 2023 Sustainability Report

Quantity 0

Units #

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UN SUSTAINABLE DEVELOPMENT GOALS Product or Service Contribution to UN SDGs Key products and services and its contribution to sustainable development.

Key Products and Societal Value / Potential Negative Services Contribution to UN SDGs Impact of Contribution Investment in stocks and capital market

SRC’s investment in HEDC contributes to SDG 9 by helping companies finance projects that will boost manufacturing industries and infrastructure

Absence of risk management program may consequently result in negative impact to financed businesses and investments

Management Approach to Negative Impact SRC closely monitors the various economic, political, and financial risks that may affect the Company.

* None/Not Applicable is not an acceptable answer. For holding companies, the services and products of its subsidiaries may be disclosed.

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Control No.: Form Type:

GFFS (rev 2006)

GENERAL FORM FOR FINANCIAL STATEMENTS NAME OF CORPORATION: SEAFRONT RESOURCES CORPORATION CURRENT ADDRESS: 7th Floor JMT Building, ADB Avenue, Ortigas Center, Pasig City TEL. NO.: 8637-2917 FAX NO.: COMPANY TYPE : HOLDING If these are based on consolidated financial statements, please so indicate in the caption.

PSIC:

Table 1. Statements of Financial Position FINANCIAL DATA A.

ASSETS (A.1 + A.2 + A.3 + A.4 + A.5 + A.6 + A.7 + A.8 + A.9 + A.10) A.1 Current Assets (A.1.1 + A.1.2 + A.1.3 + A.1.4 + A.1.5) A.1.1 Cash and cash equivalents (A.1.1.1 + A.1.1.2 + A.1.1.3) A.1.1.1 On hand A.1.1.2 In domestic banks/entities A.1.1.3 In foreign banks/entities A.1.2 Trade and Other Receivables (A.1.2.1 + A.1.2.2) A.1.2.1 Due from domestic entities (A.1.2.1.1 + A.1.2.1.2 + A.1.2.1.3 + A.1.2.1.4) A.1.2.1.1 Due from customers (trade) A.1.2.1.2 Due from related parties A.1.2.1.3 Others, specify (A.1.2.1.3.1+A.1.2.1.3.2) A.1.2.1.3.1 Receivables from a consortium operator A.1.2.1.3.2 Accrued interest A.1.2.1.3.3 Loans receivable A.1.2.1.3.4 Dividends receivable A.1.2.1.3.5 Advances to Suppliers A.1.2.1.3.6 Receivable from HEDC A.1.2.1.3.7 Others A.1.2.1.4 Allowance for doubtful accounts (negative entry) A.1.2.2 Due from foreign entities, specify (A.1.3.2.1 + A.1.3.2.2 + A.1.3.2.3 + A.1.3.2.4) A.1.2.2.1 A.1.2.2.2 A.1.2.2.3 Allowance for doubtful accounts (negative entry) A.1.3 Inventories (A.1.3.1 + A.1.3.2 + A.1.3.3 + A.1.3.4 + A.1.3.5 + A.1.3.6) A.1.3.1 Raw materials and supplies A.1.3.2 Goods in process (including unfinished goods, growing crops, unfinished seeds) A.1.3.3 Finished goods A.1.3.4 Merchandise/Goods in transit A.1.4 Financial Assets other than Cash/Receivables/Equity investments (A.1.4.1 + A.1.4.2 + A.1.4.3 + A.1.4.4+A.1.4.5+A.1.4.6) A.1.4.1 Financial Assets at Fair Value through Profit or Loss - issued by domestic entities (A.1.4.1.1 + A.1.4.1.2 + A.1.4.1.3 + A.1.4.1.4 + A.1.4.1.5) A.1.4.1.1 National Government A.1.4.1.2 Public Financial Institutions A.1.4.1.3 Public Non-Financial Institutions A.1.4.2 Held to Maturity Investments - issued by domestic entities (A.1.4.2.1 + A.1.4.2.2 + A.1.4.2.3 + A.1.4.2.4 + A.1.4.2.5)

2023

2022

( in P'000 )

( in P'000 )

667,405 152,699 111,061

679,336 138,727 99,386

111,061

99,386

1,854 1,854

1,066 1,066

1,854

1,066

904

500

858

477

92

88

38,107

36,828

38,107

36,828

38,107

36,828

NOTE: This general form is applicable to companies engaged in Agriculture, Fishery, Forestry, Mining, and Quarrying, Manufacturing, Electricity, Gas and Water, Construction, Wholesale and Retail Trade, Transportation, Storage and Communications, Hotels and Restaurants, Real Estate, Community, Social and Personal Services, other forms of production, and general business operations. This form is also applicable to other companies that do not have industry-specific Special Forms. Special forms shall be used by publicly-held companies and those engaged in non-bank financial intermediation activities, credit granting, and activities auxiliary to financial intermediation, which require secondary license from SEC. Domestic corporations are those which are incorporated under Philippine laws or branches/subsidiaries of foreign corporations that are licensed to do business in the Philippines where the center of economic interest or activity is within the Philippines. On the other hand, foreign corporations are those that are incorporated abroad, including branches of Philippine corporations operating abroad.

Financial Institutions are corporations principally engaged in financial intermediation, facilitating financial intermediation, or auxiliary financial services. Non-Financial institutions refer to corporations that are primarily engaged in the production of market goods and non-financial services.

Page 1

Control No.: Form Type: GFFS (rev 2006) GENERAL FORM FOR FINANCIAL STATEMENTS NAME OF CORPORATION: SEAFRONT RESOURCES CORPORATION CURRENT ADDRESS: 7th Floor JMT Building, ADB Avenue, Ortigas Center, Pasig City TEL. NO.: 8637-2917 FAX NO.: COMPANY TYPE : HOLDING If these are based on consolidated financial statements, please so indicate in the caption.

Table 1. Statements of Financial Position

PSIC: 2023 ( in P'000 )

Table 1. Statements of Financial Position A.1.4.3 Loans and Receivables - issued by domestic entities: A.1.4.3.1 National Government A.1.4.3.2 Public Financial Institutions A.1.4.3.3 Public Non-Financial Institutions A.1.4.4 Financial Assets at Fair Value Thruogh other Comprhensive Income (FVOCI) A.1.4.4.1 National Government A.1.4.4.2 Public Financial Institutions A.1.4.4.3 Public Non-Financial Institutions A.1.4.4.4 Private Financial Institutions A.1.4.4.5 Private Non-Financial Institutions A.1.4.5 Financial Assets issued by foreign entities: (A.1.4.5.1+A.1.4.5.2+A.1.4.5.3+A.1.4.5.4) A.1.4.5.1 Financial Assets at fair value through profit or loss A.1.4.5.2 Held-to-maturity investments A.1.4.6 Allowance for decline in market value (negative entry) A.1.5 Other Current Assets (state separately material items) (A.1.5.1 + A.1.5.2 + A.1.5.3) A.1.5.1 Creditable Input VAT A.1.5.2 Other investment A.1.5.3 Prepaid taxes A.1.5.3 Supplies Inventory A.1.5.3 Prepaid expenses A.1.5.3 Other current asset A.2 Property, plant, and equipment (A.2.1 + A.2.2 + A.2.3 + A.2.4 + A.2.5 + A.2.6 + A.2.7+A.2.8) A.2.1 Land A.2.2 Building and improvements including leasehold improvement A.2.3 Machinery and equipment (on hand and in transit) A.2.4 Transportation/motor vehicles, automotive equipment, autos and trucks, and delivery equipment A.2.5 Others, specify (A.2.5.1 + A.2.5.2 + A.2.5.3 + A.2.5.4 + A.2.5.5) A.2.5.1 Property, or equipment used for education purposes A.2.5.2 Construction in progress A.2.6 Appraisal increase, specify (A.2.6.1 + A.2.6.2 + A.2.6.3 + A.2.6.4) A.2.7 Accumulated Depreciation (negative entry) A.2.8 Impairment Loss or Reversal (if loss, negative entry) A.3 Investments accounted for using the equity method (A.3.1 + A.3.2 + A.3.3 ) A.3.1 Equity in domestic subsidiaries/affiliates A.3.2 Equity in foreign branches/subsidiaries/affiliates A.3.3 Others, specify (A.3.1.1 + A.3.2.1 + A.3.3.1 + A.3.3.4) A.3.3.1 A.3.3.2 A.4 Investment Property A.5 Biological Assets A.6 Intangible Assets (A.6.1 + A.6.2) A.6.1 Major item/s, specify (A.6.1.1 + A.6.1.2 + A.6.1.3 + A.6.1.4) A.6.1.1 A.6.1.2 A.6.1.3 A.6.2 Others, specify (A.6.2.1 + A.6.2.2 + A.6.2.3 + A.6.2.4) A.6.2.1 A.7 Assets Classified as Held for Sale A.8 Assets included in Disposal Groups Classified as Held for Sale

Page 2

2022 ( in P'000 )

514,706 4,993

540,609 3,885

509,713

536,724

1,677 1,167

1,446 985

509

461

Control No.: Form Type:

Control No.: Form Type:

GENERAL FORM FOR FINANCIAL STATEMENTS NAME OF CORPORATION: SEAFRONT RESOURCES CORPORATION CURRENT ADDRESS: 7th Floor JMT Building, ADB Avenue, Ortigas Center, Pasig City TEL. NO.: 8637-2917 FAX NO.: COMPANY TYPE : HOLDING If these are based on consolidated financial statements, please so indicate in the caption.

Table 1. Statements of Financial Position

PSIC: 2023 ( in P'000 )

Table 1. Statements of Financial Position A.9 Long-term receivables (net of current portion) (A.9.1 + A.9.2 + A.9.3) A.9.1. From domestic entities, specify (A.9.1.1 + A.9.1.2 + A.9.1.3 + A.9.1.4) A.9.1.1 A.9.1.2 A.9.1.3 A.9.1.4 A.9.2 From foreign entities, specify (A.9.2.1 + A.9.2.2 + A.9.2.3 + A.9.2.4) A.9.2.1 A.9.2.2 A.9.2.3 A.9.3 Allowance for doubtful accounts, net of current portion (negative entry) A.10 Other Assets (A.10.1 + A.10.2 + A.10.3 + A.10.4+A.10.5) A.10.1 Deferred charges - net of amortization A.10.2 Deferred Income Tax A.10.3 Advance/Miscellaneous deposits A.10.4 Others, specify (A.10.4.1 + A.10.4.2 + A.10.4.3 + A.10.4.4) A.10.5 Allowance for write-down of deferred charges/bad accounts (negative entry) B. LIABILITIES (B.1 + B.2 + B.3 + B.4 + B.5) B.1 Current Liabilities (B.1.1 + B.1.2 + B.1.3 + B.1.4 + B.1.5 + B.1.6 + B.1.7) B.1.1 Trade and Other Payables to Domestic Entities B.1.1.1 Loans/Notes Payables B.1.1.2 Trade Payables B.1.1.3 Payables to Related Parties, specify (B.1.1.3.1 + B.1.1.3.2 + B.1.1.3.3) B.1.1.3.1 B.1.1.3.2 B.1.1.3.3 B.1.1.4 Others, specify (B.1.1.4.1 + B.1.1.4.2 + B.1.1.4.3) B.1.1.4.1 Accruals B.1.1.4.2 Withholding tax payable B.1.1.4.3 Deferred credits B.1.1.4.4 Accounts payable B.1.1.4.5 Due from broker B.1.2 Trade and Other Payables to Foreign Entities (specify) (B.1.2.1+B.1.2.2+B.1.2.3+B.1.2.4) B.1.2.1 Derivative liability B.1.2.2 B.1.2.3 B.1.3 Provisions B.1.4 Financial Liabilities (excluding Trade and Other Payables and Provisions) B.1.5 Liabilities for Current Tax B.1.6 Deferred Tax Liabilities B.1.7 Others, specify (If material, state separately; indicate if the item is payable to public/private or B.1.7.1 Dividends declared and not paid at balance sheet date B.1.7.2 Acceptances Payable B.1.7.3 Liabilities under Trust Receipts B.1.7.4 Portion of Long-term Debt Due within one year B.1.7.5 Deferred Income B.1.7.6 Any other current liability in excess of 5% of Total Current Liabiilities, specify: B.1.7.6.1 B.1.7.6.2

Page 3

GFFS (rev 2006)

2022 ( in P'000 )

59,573 984 984

62,323 1,138 1,138

984 926 6 4 47

1,138 639 11 489

58,589

61,185

Control No.: Form Type: GENERAL FORM FOR FINANCIAL STATEMENTS NAME OF CORPORATION: SEAFRONT RESOURCES CORPORATION 7th Floor JMT Building, ADB Avenue, Ortigas Center, Pasig City CURRENT ADDRESS: TEL. NO.: 8637-2917 FAX NO.: COMPANY TYPE : HOLDING If these are based on consolidated financial statements, please so indicate in the caption.

Table 1. Statements of Financial Position

PSIC: 2023 ( in P'000 )

Table 1. Statements of Financial Position B.2 Long-term Debt - Non-current Interest-bearing Liabilities (B.2.1 + B.2.2 + B.2.3 + B.2.4 + B.2.5) B.2.1 Domestic Public Financial Institutions B.2.2 Domestic Public Non-Financial Institutions B.2.3 Domestic Private Financial Institutions B.2.4 Domestic Private Non-Financial Institutions B.2.5 Foreign Financial Institutions B.3 Indebtedness to Affiliates and Related Parties (Non-Current) B.4 Liabilities Included in the Disposal Groups Classified as Held for Sale B.5 Other Liabilities (B.5.1 + B.5.2) B.5.1 Deferred Income Tax B.5.2 Others, specify (B.5.2.1 + B.5.2.2 + B.5.2.3 + B.5.2.4) B.5.2.1 Subscription payable B.5.2.2 B.5.2.3 B.5.2.4 C. EQUITY (C.3 + C.4 + C.5 + C.6 + C.7 + C.8 + C.9+C.10) C.1 Authorized Capital Stock (no. of shares, par value and total value; show details) C.1.1 Common shares 388,000,000 shares, P1 par value C.1.2 Preferred Shares C.1.3 Others C.2 Subscribed Capital Stock (no. of shares, par value and total value) (C.2.1 + C.2.2 + C.2.3) C.2.1 Common shares C.2.2 Preferred Shares C.2.3 Others C.3 Paid-up Capital Stock (C.3.1 + C.3.2) C.3.1 Common shares C.3.2 Preferred Shares C.4 Additional Paid-in Capital / Capital in excess of par value / Paid-in Surplus C.5 Minority Interest C.6 Others, specify (C.6.1 + C.6.2 + C.6.3 + C.6.4 + C.6.5) C.6.1 Net unrealized gains on financial assets at FVOCI C.6.2 C.6.3 C.6.4 C.6.5 C.7 Appraisal Surplus/Revaluation Increment in Property/Revaluation Surplus C.8 Retained Earnings (C.8.1 + C.8.2) C.8.1 Appropriated C.8.2 Unappropriated C.9 Head / Home Office Account (for Foreign Branches only) C.10 Cost of Stocks Held in Treasury (negative entry) D. TOTAL LIABILITIES AND EQUITY (B + C)

Page 4

2022 ( in P'000 )

607,832 388,000 388,000

617,013 388,000 388,000

163,000 163,000

163,000 163,000

337,294 337,294

361,526 361,526

107,538

92,487

107,538

92,487

667,405

679,336

GFFS (rev 2006)

Control No.: Form Type: GENERAL FORM FOR FINANCIAL STATEMENTS NAME OF CORPORATION: SEAFRONT RESOURCES CORPORATION CURRENT ADDRESS: 7th Floor JMT Building, ADB Avenue, Ortigas Center, Pasig City TEL. NO.: 8637-2917 FAX NO.: COMPANY TYPE : HOLDING If these are based on consolidated financial statements, please so indicate in the caption.

GFFS (rev 2006)

PSIC:

Table 2. Statements of Income 2022 ( in P'000 )

FINANCIAL DATA A.

B.

C.

D.

REVENUE / INCOME (A.1 + A.2 + A.3) A.1 Net Sales or Revenue / Receipts from Operations (manufacturing, mining,utilities, trade, A.2 Share in the Profit or Loss of Associates and Joint Ventures accounted for using the A.3 Other Revenue (A.3.1 + A.3.2 + A.3.3 + A.3.4 + A.3.5) A.3.1 Rental Income from Land and Buildings A.3.2 Receipts from Sale of Merchandise (trading) (from Secondary Activity) A.3.3 Sale of Real Estate or other Property and Equipment A.3.4 Royalties, Franchise Fees, Copyrights (books, films, records, etc.)

A.3.5 Others, specify (A.3.5.1 + A.3.5.2 + A.3.5.3 + A.3.5.4 + A.3.5.5 + A.3.5.6 + A.3.5.7) A.3.5.1 Net gains on fair value changes on financial assets at FVPL A.4 Other Income (non-operating) (A.4.1 + A.4.2 + A.4.3 + A.4.4) A.4.1 Interest Income A.4.2 Dividend Income A.4.3 Net gain on FV changes on financial asset at FVPTL A.4.4 Gain / (Loss) from selling of Assets, specify A.4.3.1 Gain from sale of financial assets A.4.4 Gain / (Loss) on Foreign Exchange (A.4.4.1 + A.4.4.2 + A.4.4.3 + A.4.4.4) A.4.4.1 Net foreign currency exchange gain A.4.4.2 Miscellaneous A.4.4.3 COST OF GOODS SOLD (B.1 + B.2 + B.3) B.1 Cost of Goods Manufactured (B.1.1 + B.1.2 + B.1.3 + B.1.4 + B.1.5) B.1.1 Direct Material Used B.1.2 Direct Labor B.1.3 Other Manufacturing Cost / Overhead B.3 Finished Goods, End (negative entry) COST OF SALES (C.1 + C.2 + C.3) C.1 Purchases C.2 Merchandise Inventory, Beginning C.3 Merchandise Inventory, End (negative entry) COST OF SERVICES, SPECIFY (D.1 + D.2 + D.3 + D.4 + D.5 + D.6) D.1 D.2 D.3 D.4 D.5

Page 5

2022 ( in P'000 )

2021 ( in P'000 )

6,641

3,222

32,675

6,641 4,271 696 1,279

3,222 1,681 419 716

32,675 624 31,710

395 -.36 396

406 3 402

342 2 340

Control No.: Form Type: GENERAL FORM FOR FINANCIAL STATEMENTS NAME OF CORPORATION: SEAFRONT RESOURCES CORPORATION CURRENT ADDRESS: 7th Floor JMT Building, ADB Avenue, Ortigas Center, Pasig City TEL. NO.: 8637-2917 FAX NO.: COMPANY TYPE : HOLDING If these are based on consolidated financial statements, please so indicate in the caption.

GFFS (rev 2006)

PSIC:

Table 2. Statements of Income 2023 ( in P'000 )

FINANCIAL DATA E. OTHER DIRECT COSTS, SPECIFY (E.1 + E.2 + E.3 + E.4 + E.5 + E.6) E.1 E.2 E.3 E.4 E.5 E.6 F. GROSS PROFIT (A - B - C - D - E) G. OPERATING EXPENSES (G.1 + G.2 + G.3 + G.4) G.1 Selling or Marketing Expenses G.2 Administrative Expenses G.3 General Expenses G.4 Other Expenses, specify (G.4.1 + G.4.2 + G.4.3 + G.4.4 + G.4.5 + G.4.6) G.4.1 Net loss on fair value changes on financial assets at FVPL G.4.2 Unrealized foreign currency exchange loss G.4.3 Realized foreign currency exchange loss G.4.4 Unrealized marked-to market loss from currency forward G.4.5 Impairment loss on available-for-sale financial assets G.4.6 H. FINANCE COSTS I. NET INCOME (LOSS) BEFORE TAX ( F - G - H) J. INCOME TAX EXPENSE (negative entry) K. INCOME AFTER TAX L. Amount of (i) Post-Tax Profit or Loss of Discontinued Operations; and (ii) L.1 L.2 M. Profit or Loss Attributable to Minority Interest N. Profit or Loss Attributable to Equity Holders of the Parent

Page 6

2022 ( in P'000 )

2021 ( in P'000 )

6,641 2,668

3,222 2,006

32,675 12,542

2,668

2,006

10,255 2,287 2,287

3,973 6 3,967

1,216 4 1,212

20,133 2 20,131

Control No.: Form Type: GENERAL FORM FOR FINANCIAL STATEMENTS NAME OF CORPORATION: SEAFRONT RESOURCES CORPORATION CURRENT ADDRESS: 7th Floor JMT Building, ADB Avenue, Ortigas Center, Pasig City TEL. NO.: 8637-2917 FAX NO.: COMPANY TYPE : HOLDING If these are based on consolidated financial statements, please so indicate in the caption.

GFFS (rev 2006)

PSIC:

Table 3. Statements of Cash Flows 2023 ( in P'000 )

Table 1. Statements of Financial Position CASH FLOWS FROM OPERATING ACTIVITIES Net Income (Loss) Before Tax and Extraordinary Items Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities Depreciation Amortization, specify: Impairment (recovery of) loss on receivables Others, specify: Net unrealized foreign currency exchange loss (gain) Net unrealized loss (gains) on financial assets at FVTPL Net unrealized loss (gains) on sale financial assets at FVTPL Unrealized marked-to-market loss from currency forward Dividend income Interest income Impairment loss on available-for-sale financial assets Write-down of Property, Plant, and Equipment Changes in Assets and Liabilities: Decrease (Increase) in: Receivables Short-term investment Inventories Other Current Assets Others, specify: Increase (Decrease) in: Trade and Other Payables Income and Other Taxes Payable Subscriptions payable Dividends received Interest received Income taxes paid A. Net Cash Provided by (Used in) Operating Activities (sum of above rows) CASH FLOWS FROM INVESTING ACTIVITIES Reductions/(Additions) to Property, Plant, and Equipment Others, specify: Proceeds from sale of financial assets at FVPL Proceeds from disposal of AFS financial assets Acquisitions of AFS financial assets Acquisitions of financial assetsat FVPL Decrease in AFS Payment of subscriptions payable B. Net Cash Provided by (Used in) Investing Activities (sum of above rows) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from: Issuance of Securities Payments of: (Stock Subscriptions) C. Net Cash Provided by (Used in) Financing Activities (sum of above rows) NET INCREASE IN CASH AND CASH EQUIVALENTS (A + B + C) Cash and Cash Equivalents Beginning of year End of year

Page 7

2022 ( in P'000 )

2021 ( in P'000 )

3,973

1,216

20,133

-1,279

-716

2,287

-696 -4,271

-419 -1,681

-31,710 -624

-4

-35

-230

-168

-103

-160

500

-170

315 3,867

181 1,219

31,710 647

1,515

96

22,171

11,159 -1,000

-1,002

10,159

-1,002

1,004

11,674

-906

23,175

99,386 111,061

100,293 99,386

77,118 100,293

1,004

Control No.: Form Type: GFFS (rev 2006) GENERAL FORM FOR FINANCIAL STATEMENTS NAME OF CORPORATION: SEAFRONT RESOURCES CORPORATION CURRENT ADDRESS: 7th Floor JMT Building, ADB Avenue, Ortigas TEL. NO.: 8637-2917 FAX NO.: COMPANY TYPE : HOLDING If these are based on consolidated financial statements, please so indicate in the caption.

Table 4. Statements of Changes in Equity (Amount in P'000)

Table 1. Statements of Financial Position

FINANCIAL DATA A. Balance, 1-Jan-21 A.1 Correction of Error (s) A.2 Changes in Accounting B. Restated Balance C. Surplus C.1 Surplus (Deficit) on C.2 Surplus (Deficit) on C.3 Currency Translation C.4 Other Surplus (specify) C.4.1 C.4.2 C.4.3 C.4.4 C.4.5 D. Net Income (Loss) for the Period E. Dividends (negative entry) F. Appropriation for (specify) F.1 F.2 F.3 F.4 F.5 G. Issuance of Capital Stock G.1 Common Stock G.2 Preferred Stock G.3 Others H. Balance, 1-Jan-22 H.1 Correction of Error (s) H.2 Changes in Accounting I. Restated Balance J. Surplus J.1 Surplus (Deficit) on J.2 Surplus (Deficit) on J.3 Currency Translation J.4 Other Surplus (specify) J.4.1 J.4.2 J.4.3 J.4.4 J.4.5 K. Net Income (Loss) for the Period L. Dividends (negative entry) M. Appropriation for (specify) M.1 M.2 M.3 M.4 M.5 N. Issuance of Capital Stock N.1 Common Stock N.2 Preferred Stock N.3 Others O. Balance, 1-Jan-23 O.1 Correction of Error (s) O.2 Changes in Accounting P. Restated Balance Q. Surplus Q.1 Surplus (Deficit) on Q.2 Surplus (Deficit) on Q.3 Currency Translation Q.4 Other Surplus (specify) Q.4.1 Transfer of cumulative gain on equity securities at FVOCI realized through disposal Q.4.2 Q.4.3 Q.4.4 Q.4.5 R. Net Income (Loss) for the Period S. Dividends (negative entry) T. Appropriation for (specify) T.1 T.2 T.3 T.4 T.5 U. Issuance of Capital Stock U.1 Common Stock U.2 Preferred Stock U.3 Others V. Balance, 31-Dec-23

PSIC:

Capital Stock 163,000

Additional Paidin Capital

Revaluation Increment

Translation Differences

Net Unrealized Gains (Losses) on Financial Assets at FVOCI 298,044

Retained Earnings 71,144

-24,980

TOTAL 532,189

-24,980

-24,980

163,000

273,064

20,131

20,131

91,275

527,340

88,461

88,461

88,461

163,000

1,212

1,212

361,526

92,487

617,013

-24,232

11,084

-13,148

-13,148 -11,084

163,000

337,294

Page 8

11,084

3,967

3,967

107,538

607,832

4/15/24, 10:45 AM

Notice of Annual or Special Stockholders' Meeting

C02419-2023

SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER

1. Date of Report (Date of earliest event reported)

Mar 30, 2023 2. SEC Identification Number

40979 3. BIR Tax Identification No.

000-194-465 4. Exact name of issuer as specified in its charter

SEAFRONT RESOURCES CORPORATION 5. Province, country or other jurisdiction of incorporation

Metro Manila, Philippines 6. Industry Classification Code(SEC Use Only) 7. Address of principal office

7F JMT BUILDING ADB AVE., ORTIGAS CENTER, PASIG CITY 1605 Postal Code

1605

8. Issuer's telephone number, including area code

(632) 86372917 9. Former name or former address, if changed since last report

-10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Title of Each Class

Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding

COMMON

163,000,000

11. Indicate the item numbers reported herein

Item No. 9 The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.

https://edge.pse.com.ph/openDiscViewer.do?edge_no=72d521e5dc5d154d9e4dc6f6c9b65995

1/3

4/15/24, 10:45 AM

Notice of Annual or Special Stockholders' Meeting

Seafront Resources Corporation SPM PSE Disclosure Form 7-1 - Notice of Annual or Special Stockholders' Meeting References: SRC Rule 17 (SEC Form 17-C) and Sections 7 and 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Notice of Annual Stockholders' Meeting of Seafront Resources Corporation Background/Description of the Disclosure

Please be informed that at the Board of Directors' meeting of Seafront Resources Corporation, held on March 30, 2023 through Electronic Means of Communication, at which a quorum was present, the Board of Directors approved the holding of the Annual Stockholders' Meeting on June 22, 2023. The record date of stockholders entitled to notice and to vote at the meeting shall be on May 5, 2023.

Type of Meeting Annual Special

Date of Approval by Board of Directors

Mar 30, 2023

Date of Stockholders' Meeting

Jun 22, 2023

Time

4:00 PM

Venue

Thru Electronic Means of Communication

Record Date

May 5, 2023

Agenda

Agenda to be announced and to be included in the Information Statement.

Inclusive Dates of Closing of Stock Transfer Books Start Date

N/A

End Date

N/A

Other Relevant Information

--

Filed on behalf by: Name

Louie Mark Limcolioc

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4/15/24, 10:45 AM

Designation

Notice of Annual or Special Stockholders' Meeting

Asst. Corporate Secretary

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COVER SHEET 4 0 9 7 9 SEC Registration Number

S E A F R O N T

R E S O U R C E S

C O R P O R A T I O N

(Company’s Full Name)

7 T H

F L O O R

A D B

A V E N U E

P A S I G

J M T

B U I L D I N G

O R T I G A S

C E N T E R

C I T Y (Business Address: No. Street City/Town/Province)

LOUIE MARK R. LIMCOLIOC

8637-2917

(Contact Person)

(Company Telephone Number)

1 2

3 1

Month

Day

17C_Notice of ASM 2023

6 Month

(Fiscal Year)

2 2 Day

(Annual Meeting)

(Secondary License Type, If Applicable)

Dept. Requiring this Doc.

Amended Articles Number/Section Total Amount of Borrowings

Total No. of Stockholders

Domestic

Foreign

To be accomplished by SEC Personnel concerned

File Number

LCU

Document ID

Cashier

STAMPS Remarks: Please use BLACK ink for scanning purposes.

SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER 1.

March 30, 2023 Date of Report (Date of earliest event reported)

2.

SEC Identification Number: 40979

3.

BIR Tax Identification Number: 000-194-465

4.

SEAFRONT RESOURCES CORPORATION Exact name of issuer as specified in its charter

5.

Metro Manila, Philippines Province, country or other jurisdiction of incorporation

7.

6.

(SEC Use Only)

Industry Classification Code:

7F JMT BUILDING, ADB AVE., ORTIGAS CENTER, PASIG CITY Address of principal office

1605 Postal Code

8. (632) 86372917 Issuer's telephone number, including area code 9. N/A Former name or former address, if changed since last report 10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Number of Shares of Common Stock Title of Each Class Outstanding and Amount of Debt Outstanding Common stock shares 163,000,000

11.

Indicate the item numbers reported herein: Item No. 9 – Other Events At the meeting of the Board of Directors of Seafront Resources Corporation (SPM), held on March 30, 2023, through electronic means of communication, at which meeting a quorum was present, the Board approved the holding of the Annual Stockholders’ Meeting (ASM) of SPM thru electronic means of communication on June 22, 2023 and the setting of the record date for said ASM on May 5, 2023.

SIGNATURES Pursuant to the requirements of the Securities Regulation Code, the issuer has duly caused this report to be signed on behalf by the undersigned hereunto duly authorized.

SEAFRONT RESOURCES CORPORATION Issuer

By:

Atty. Louie Mark R. Limcolioc Assistant Corporate Secretary

Alternate Information Officer Compliance Officer

Date: March 30, 2023

4/15/24, 10:47 AM

Material Information/Transactions

C02698-2023

SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER

1. Date of Report (Date of earliest event reported)

Apr 14, 2023 2. SEC Identification Number

40979 3. BIR Tax Identification No.

000-194-465 4. Exact name of issuer as specified in its charter

SEAFRONT RESOURCES CORPORATION 5. Province, country or other jurisdiction of incorporation

Metro Manila, Philippines 6. Industry Classification Code(SEC Use Only) 7. Address of principal office

7th Floor, JMT Building, ADB Ave., Ortigas Center, Pasig City Postal Code

1605

8. Issuer's telephone number, including area code

(632) 86372917 9. Former name or former address, if changed since last report

-10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Title of Each Class

Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding

COMMON

163,000,000

11. Indicate the item numbers reported herein

Item No. 9 The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.

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Material Information/Transactions

Seafront Resources Corporation SPM PSE Disclosure Form 4-30 - Material Information/Transactions References: SRC Rule 17 (SEC Form 17-C) and Sections 4.1 and 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Please be informed that, at the meeting of the Board of Directors of Seafront Resources Corporation, held on April 14, 2023, through electronic means of communication, at which meeting a quorum was present, upon recommendation by the Audit Committee, the Board approved the 2022 Audited Financial Statements.

Background/Description of the Disclosure

-Other Relevant Information

Please see attached SEC 17C

Filed on behalf by: Name

Louie Mark Limcolioc

Designation

Asst. Corporate Secretary

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COVER SHEET 4 0 9 7 9 SEC Registration Number

S E A F R O N T

R E S O U R C E S

C O R P O R A T I O N

(Company’s Full Name)

7 T H

F L O O R

A D B

A V E N U E

P A S I G

J M T

B U I L D I N G

O R T I G A S

C E N T E R

C I T Y (Business Address: No. Street City/Town/Province)

LOUIE MARK R. LIMCOLIOC

88637-2917

(Contact Person)

(Company Telephone Number)

1 2

3 1

Month

Day

17C Month

(Fiscal Year)

Day

(Annual Meeting)

(Secondary License Type, If Applicable)

Dept. Requiring this Doc.

Amended Articles Number/Section Total Amount of Borrowings

Total No. of Stockholders

Domestic

Foreign

To be accomplished by SEC Personnel concerned

File Number

LCU

Document ID

Cashier

STAMPS Remarks: Please use BLACK ink for scanning purposes.

SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER 1.

April 14, 2023 Date of Report (Date of earliest event reported)

2.

SEC Identification Number: 40979

3.

BIR Tax Identification Number: 000-194-465

4.

SEAFRONT RESOURCES CORPORATION Exact name of issuer as specified in its charter

5.

Metro Manila, Philippines Province, country or other jurisdiction of incorporation

7.

6.

(SEC Use Only)

Industry Classification Code:

7F JMT BUILDING, ADB AVE., ORTIGAS CENTER, PASIG CITY Address of principal office

1605 Postal Code

8. (632) 86372917 Issuer's telephone number, including area code 9. N/A Former name or former address, if changed since last report 10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Number of Shares of Common Stock Title of Each Class Outstanding and Amount of Debt Outstanding Common stock shares 163,000,000

11.

Indicate the item numbers reported herein: Item No. 9 – Other Events At the meeting of the Board of Directors of Seafront Resources Corporation (SPM), held on April 14, 2023, through electronic means of communication, at which meeting a quorum was present, upon recommendation by the Audit Committee, the Board approved and authorized the release of the 2022 Audited Financial Statements.

SIGNATURES Pursuant to the requirements of the Securities Regulation Code, the issuer has duly caused this report to be signed on behalf by the undersigned hereunto duly authorized.

SEAFRONT RESOURCES CORPORATION Issuer

By:

Atty. Louie Mark R. Limcolioc Assistant Corporate Secretary

Alternate Information Officer Compliance Officer

Date: April 14, 2023

4/15/24, 10:47 AM

Results of Annual or Special Stockholders' Meeting

C04942-2023

SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER

1. Date of Report (Date of earliest event reported)

Jun 22, 2023 2. SEC Identification Number

40979 3. BIR Tax Identification No.

000-194-465 4. Exact name of issuer as specified in its charter

SEAFRONT RESOURCES CORPORATION 5. Province, country or other jurisdiction of incorporation

Philippines 6. Industry Classification Code(SEC Use Only) 7. Address of principal office

7F, JMT Building, ADB Ave., Ortigas Center, Pasig City Postal Code

1605

8. Issuer's telephone number, including area code

(632) 8637-2917 9. Former name or former address, if changed since last report

---10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Title of Each Class

Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding

common

163,000,000

11. Indicate the item numbers reported herein

Item No. 9 The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.

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4/15/24, 10:47 AM

Results of Annual or Special Stockholders' Meeting

Seafront Resources Corporation SPM PSE Disclosure Form 4-24 - Results of Annual or Special Stockholders' Meeting References: SRC Rule 17 (SEC Form 17-C) and Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Results of Seafront Resources Corporation's Annual Stockholders' Meeting 2023 Background/Description of the Disclosure

Seafront Resources Corporation’s 2022 ASM was conducted through Remote Means of Communication today, June 22, 2023 (Thursday) at 4:00 P.M.

List of elected directors for the ensuing year with their corresponding shareholdings in the Issuer Name of Person

Shareholdings in the Listed Company Direct

Nature of Indirect Ownership

Indirect

Roberto Jose L. Castillo

1

- -

Milagros V. Reyes

1

- -

Medel T. Nera

1

- -

Ernestine Carmen Jo D. Villareal-Fernando

1

- -

Nicasio I. Alcantara

425

2,834 Lodged with PDTC

Basil L. Ong

1

- -

Yvonne S. Yuchengco

1

- -

Raul M. Leopando

-

Victor V. Benavidez

1,000

External auditor

661 Lodged with PDTC - -

SyCip Gorres Velayo & Co.

List of other material resolutions, transactions and corporate actions approved by the stockholders

(1) Certification of Service of Notice; (2) Determination of Quorum/Call to Order; (3) Approval of Minutes of the last Regular Stockholders’ Meeting held on June 23, 2022; (4) Approval of Management Report and the 2022 Audited Financial Statements contained in the 2022 Annual Report; (5) Confirmation and Ratification of all acts, contracts and investments made and entered into by Management and/or the Board of Directors during the period July 23, 2022 to June 22, 2023; (6) Election of nine (9) members of the Board of Directors for the year 2023-2024: (7) Appointment of External Auditors; (8) Other Matters; and (9) Adjournment.

Other Relevant Information

Please see attached SEC Form 17C on the Results of Annual Stockholders' Meeting of Seafront Resources Corporation. https://edge.pse.com.ph/openDiscViewer.do?edge_no=3b519659455601439e4dc6f6c9b65995

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4/15/24, 10:47 AM

Results of Annual or Special Stockholders' Meeting

Filed on behalf by: Name

Louie Mark Limcolioc

Designation

Asst. Corporate Secretary

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COVER SHEET 4 0 9 7 9 SEC Registration Number

S E A F R O N T

R E S O U R C E S

C O R P O R A T I O N

(Company’s Full Name)

7 T H

F L O O R

A D B

A V E N U E

P A S I G

J M T

B U I L D I N G

O R T I G A S

C E N T E R

C I T Y (Business Address: No. Street City/Town/Province)

LOUIE MARK R. LIMCOLIOC

8637-2917

(Contact Person)

(Company Telephone Number)

1 2

3 1

6

17C_RESULTS OF THE

2 2

ASM 2023 Month

Day

Month

(Fiscal Year)

Day

(Annual Meeting)

(Secondary License Type, If Applicable)

Dept. Requiring this Doc.

Amended Articles Number/Section Total Amount of Borrowings

Total No. of Stockholders

Domestic

Foreign

To be accomplished by SEC Personnel concerned

File Number

LCU

Document ID

Cashier

STAMPS Remarks: Please use BLACK ink for scanning purposes.

SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER 1.

June 22, 2023 Date of Report (Date of earliest event reported)

2.

SEC Identification Number: 40979

3.

BIR Tax Identification Number: 000-194-465

4.

SEAFRONT RESOURCES CORPORATION Exact name of issuer as specified in its charter

5.

Metro Manila, Philippines Province, country or other jurisdiction of incorporation

7.

6.

(SEC Use Only)

Industry Classification Code:

7F JMT BUILDING, ADB AVE., ORTIGAS CENTER, PASIG CITY Address of principal office

1605 Postal Code

8. (632) 86372917 Issuer's telephone number, including area code 9. N/A Former name or former address, if changed since last report 10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Number of Shares of Common Stock Title of Each Class Outstanding and Amount of Debt Outstanding Common stock shares 163,000,000

11. Indicate the item numbers reported herein: Item No. 9 – Other Events At the Annual Stockholders’ Meeting held today, June 22, 2023, the Stockholders approved the following: (1) Approval of Minutes of the last Regular Stockholders’ Meeting held on June 23, 2022; (2) Approval of Management Report and the 2022 Audited Financial Statements contained in the 2022 Annual Report;

(3) Confirmation and Ratification of all acts, contracts and investments made and entered into by Management and/or the Board of Directors during the period June 23, 2022 to June 22, 2023; (4) Election of the following nine (9) members of the Board of Directors for the year 20232024 and until their successors are elected and qualified: ROBERTO JOSE L. CASTILLO MILAGROS V. REYES MEDEL T. NERA BASIL L. ONG ERNESTINE CARMEN JO D. VILLAREAL-FERNANDO NICASIO I. ALCANTARA YVONNE S. YUCHENGCO RAUL M. LEOPANDO VICTOR V. BENAVIDEZ

Director/Chairman Director/President Director/Treasurer Lead Independent Director Independent Director Independent Director Director Director Director

(5) Appointment of SyCip Gorres Velayo & Company (SGV & Co.), as the External Auditors of the Company for the year 2022-2023.

SIGNATURES Pursuant to the requirements of the Securities Regulation Code, the issuer has duly caused this report to be signed on behalf by the undersigned hereunto duly authorized.

SEAFRONT RESOURCES CORPORATION Issuer

By:

Atty. Louie Mark R. Limcolioc Assistant Corporate Secretary

Alternate Information Officer Compliance Officer

Date: June 22, 2023

4/15/24, 10:48 AM

Results of Organizational Meeting of Board of Directors

C04943-2023

SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER

1. Date of Report (Date of earliest event reported)

Jun 22, 2023 2. SEC Identification Number

40979 3. BIR Tax Identification No.

000-194-465 4. Exact name of issuer as specified in its charter

SEAFRONT RESOURCES CORPORATION 5. Province, country or other jurisdiction of incorporation

Metro Manila, Philippines 6. Industry Classification Code(SEC Use Only) 7. Address of principal office

7F, JMT Building, ADB Ave., Ortigas Center, Pasig City Postal Code

1605

8. Issuer's telephone number, including area code

(632) 8637-2917 9. Former name or former address, if changed since last report

Item 9 10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Title of Each Class

Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding

common

163,000,000

11. Indicate the item numbers reported herein

Item No. 9 The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.

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4/15/24, 10:48 AM

Results of Organizational Meeting of Board of Directors

Seafront Resources Corporation SPM PSE Disclosure Form 4-25 - Results of Organizational Meeting References: SRC Rule 17 (SEC Form 17-C) and Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Results of Seafront Resources Corporation's Organizational Meeting of the Board of Directors after the Annual Stockholders' Meeting on June 22, 2023.

Background/Description of the Disclosure

Results of Seafront Resources Corporation’s Organizational Meeting of the Board of Directors on June 22, 2023.

(Thursday) at 4:00 P.M.

List of elected officers for the ensuing year with their corresponding shareholdings in the Issuer Name of Person

Shareholdings in the Listed Company

Position/Designation

Direct

Nature of Indirect Ownership

Indirect

Roberto Jose L. Castillo

Chairman

1

- -

Milagros V. Reyes

President

1

- -

Medel T. Nera

Treasurer

1

- -

Samuel V. Torres Corporate Secretary, Chief Information Officer

-

- -

Louie Mark R. Limcolioc

Assistant Corporate Secretary, Alternate Information Officer, Compliance Officer

-

- -

Vanessa G. Peralta

Data Privacy Officer

-

- -

List of Committees and Membership Name of Committees

Members

Position/Designation in Committee

Corporate Governance Committee

Ernestine Carmen Jo D. Villareal-Fernando

Chairman

Corporate Governance Committee

Nicasio I. Alcantara

Member

Corporate Governance Committee

Basil L. Ong

Member

Audit Committee/BROC

Nicasio I. Alcantara

Chairman

Audit Committee/BROC

Ernestine Carmen Jo D. Villareal-Fernando

Member

Audit Committee/BROC

Basil L. Ong

Member

List of other material resolutions, transactions and corporate actions approved by the Board of Directors

Please see attached SEC Form 17-C Cover for SRC Organizational Meeting.

Other Relevant Information

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Results of Organizational Meeting of Board of Directors

--

Filed on behalf by: Name

Louie Mark Limcolioc

Designation

Asst. Corporate Secretary

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COVER SHEET 4 0 9 7 9 SEC Registration Number

S E A F R O N T

R E S O U R C E S

C O R P O R A T I O N

(Company’s Full Name)

7 T H

F L O O R

A D B

A V E N U E

P A S I G

J M T

B U I L D I N G

O R T I G A S

C E N T E R

C I T Y (Business Address: No. Street City/Town/Province)

LOUIE MARK R. LIMCOLIOC

8637-2917

(Contact Person)

(Company Telephone Number)

1 2

3 1

17C_RESULTS OF THE

6

2 2

ORGANIZATIONAL MEETING 2023 Month

Day

Month

(Fiscal Year)

Day

(Annual Meeting)

(Secondary License Type, If Applicable)

Dept. Requiring this Doc.

Amended Articles Number/Section Total Amount of Borrowings

Total No. of Stockholders

Domestic

Foreign

To be accomplished by SEC Personnel concerned

File Number

LCU

Document ID

Cashier

STAMPS Remarks: Please use BLACK ink for scanning purposes.

SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER 1.

June 22, 2023 Date of Report (Date of earliest event reported)

2.

SEC Identification Number: 40979

3.

BIR Tax Identification Number: 000-194-465

4.

SEAFRONT RESOURCES CORPORATION Exact name of issuer as specified in its charter

5.

Metro Manila, Philippines Province, country or other jurisdiction of incorporation

7.

6.

(SEC Use Only)

Industry Classification Code:

7F JMT BUILDING, ADB AVE., ORTIGAS CENTER, PASIG CITY 1605 Postal Code

Address of principal office 8. (632) 86372917 Issuer's telephone number, including area code 9. N/A Former name or former address, if changed since last report

10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Number of Shares of Common Stock Title of Each Class Outstanding and Amount of Debt Outstanding Common stock shares 163,000,000

11. Indicate the item numbers reported herein: Item No. 9 – Other Events At the Organizational Meeting held immediately after the Annual Stockholders, the Board of Directors elected the following:

1. Corporate Officers Mr. Roberto Jose L. Castillo Ms. Milagros V. Reyes Mr. Medel T. Nera

– – –

Chairman President Treasurer

– –

Atty. Samuel V. Torres Atty. Louie Mark R. Limcolioc

Corporate Secretary Assistant Corporate Secretary

2. Chairperson and Members of Board Committees a) Corporate Governance Committee Chairperson

Atty. Ernestine Carmen Jo D. Villareal-Fernando Independent Director

Member

Mr. Nicasio I. Alcantara Independent Director

Member

Mr. Basil L. Ong Lead Independent Director

b) Audit Committee and Board Risk Oversight Committee Chairperson

Mr. Nicasio I. Alcantara Independent Director

Member

Atty. Ernestine Carmen Jo D. Villareal-Fernando Independent Director

Member

Mr. Basil L. Ong Lead Independent Director

3. Other Appointments Atty. Samuel V. Torres Atty. Louie Mark M. Limcolioc

– –

Ms. Vanessa G. Peralta

–

Chief Information Officer Alternate Information Officer and Compliance Officer Data Privacy Officer

SIGNATURES Pursuant to the requirements of the Securities Regulation Code, the issuer has duly caused this report to be signed on behalf by the undersigned hereunto duly authorized.

SEAFRONT RESOURCES CORPORATION Issuer

By:

Atty. Louie Mark R. Limcolioc Assistant Corporate Secretary

Alternate Information Officer Compliance Officer

Date: June 22, 2023

4/15/24, 10:50 AM

Change in Stock Transfer Agent

C08425-2023

SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER

1. Date of Report (Date of earliest event reported)

Nov 29, 2023 2. SEC Identification Number

40979 3. BIR Tax Identification No.

000-194-465 4. Exact name of issuer as specified in its charter

SEAFRONT RESOURCES CORPORATION 5. Province, country or other jurisdiction of incorporation

METRO MANILA, PHILIPPINES 6. Industry Classification Code(SEC Use Only) 7. Address of principal office

7F, JMT Building, ADB Ave., Ortigas Center, Pasig City Postal Code

1605

8. Issuer's telephone number, including area code

(632) 8637-2917 9. Former name or former address, if changed since last report

--10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Title of Each Class

Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding

common

163,000,000

11. Indicate the item numbers reported herein

Item No. 9 The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.

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4/15/24, 10:50 AM

Change in Stock Transfer Agent

Seafront Resources Corporation SPM PSE Disclosure Form 12-1 - Change in Stock Transfer Agent References: Section 12 of the Revised Disclosure Rules

Subject of the Disclosure

Change of Stock Transfer Agent Background/Description of the Disclosure

RCBC Trust Corporation as the Company’s new Stock Transfer Agent of our company.

Details of Changes in Stock Transfer Agent Date of Approval by Board of Directors

Nov 29, 2023

Previous Stock Transfer Agent

RCBC Stock Transfer Department

Effective Date of Termination

Dec 31, 2023

New Stock Transfer Agent

RCBC Trust Corporation

Date of Engagement

Jan 1, 2024

Effective Date of Engagement

Jan 1, 2024

Reason(s) for Replacement

The Board approved the termination of the services of Rizal Commercial Banking Corporation (“RCBC”), through its Stock Transfer Department, as the Company’s Stock Transfer Agent effective December 31, 2023, and the engagement of RCBC Trust Corporation as the Company’s new Stock Transfer Agent effective January 1, 2024, following RCBC’s spin-off of its Trust and Investments Group into a Stand-Alone Trust Corporation, pertaining to the RCBC Trust Corporation.

Other Relevant Information

Please see attached SEC FORM 17C.

Filed on behalf by: Name

Louie Mark Limcolioc

Designation

Asst. Corporate Secretary

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COVER SHEET 4 0 9 7 9 SEC Registration Number

S E A F R O N T

R E S O U R C E S

C O R P O R A T I O N

(Company’s Full Name)

7 T H

F L O O R

A D B

A V E N U E

P A S I G

J M T

B U I L D I N G

O R T I G A S

C E N T E R

C I T Y (Business Address: No. Street City/Town/Province)

LOUIE MARK R. LIMCOLIOC

8637-2917

(Contact Person)

(Company Telephone Number)

1 2

3 1

Month

Day

17C

6 Month

(Fiscal Year)

2 2 Day

(Annual Meeting)

(Secondary License Type, If Applicable)

Dept. Requiring this Doc.

Amended Articles Number/Section Total Amount of Borrowings

Total No. of Stockholders

Domestic

Foreign

To be accomplished by SEC Personnel concerned

File Number

LCU

Document ID

Cashier

STAMPS Remarks: Please use BLACK ink for scanning purposes.

SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER 1.

November 29, 2023 Date of Report (Date of earliest event reported)

2.

SEC Identification Number: 40979

3.

BIR Tax Identification Number: 000-194-465

4.

SEAFRONT RESOURCES CORPORATION Exact name of issuer as specified in its charter

5.

Metro Manila, Philippines Province, country or other jurisdiction of incorporation

7.

6.

(SEC Use Only)

Industry Classification Code:

7F JMT BUILDING, ADB AVE., ORTIGAS CENTER, PASIG CITY Address of principal office

1605 Postal Code

8. (632) 86372917 Issuer's telephone number, including area code 9. N/A Former name or former address, if changed since last report 10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Number of Shares of Common Stock Title of Each Class Outstanding and Amount of Debt Outstanding Common stock shares 163,000,000

11. Indicate the item numbers reported herein: Item No. 9 – Other Events

Please be informed that the Board of Directors of Seafront Resources Corporation held its regular meeting today, November 29, 2023. The highlights of the meeting is as follows: The Board approved the termination of the services of Rizal Commercial Banking Corporation (“RCBC”) through its Stock Transfer Department, as the Company’s Stock Transfer Agent effective December 31, 2023, and the engagement of RCBC Trust Corporation as the Company’s new Stock Transfer Agent effective January 1, 2024, following RCBC’s spin-off of its Trust and Investments Group into a Stand-Alone Trust Corporation, pertaining to the RCBC Trust Corporation.

SIGNATURES Pursuant to the requirements of the Securities Regulation Code, the issuer has duly caused this report to be signed on behalf by the undersigned hereunto duly authorized.

SEAFRONT RESOURCES CORPORATION Issuer

By:

Atty. Louie Mark R. Limcolioc Assistant Corporate Secretary

Alternate Information Officer Compliance Officer

4/15/24, 10:51 AM

[Amend-1]Change in Stock Transfer Agent

C08751-2023

SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER

1. Date of Report (Date of earliest event reported)

Dec 15, 2023 2. SEC Identification Number

40979 3. BIR Tax Identification No.

000-194-465 4. Exact name of issuer as specified in its charter

SEAFRONT RESOURCES CORPORATION 5. Province, country or other jurisdiction of incorporation

METRO MANILA, PHILIPPINES 6. Industry Classification Code(SEC Use Only) 7. Address of principal office

7F, JMT Building, ADB Ave., Ortigas Center, Pasig City Postal Code

1605

8. Issuer's telephone number, including area code

(632) 8637-2917 9. Former name or former address, if changed since last report

--10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Title of Each Class

Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding

common

163,000,000

11. Indicate the item numbers reported herein

Item No. 9 The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.

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4/15/24, 10:51 AM

[Amend-1]Change in Stock Transfer Agent

Seafront Resources Corporation SPM PSE Disclosure Form 12-1 - Change in Stock Transfer Agent References: Section 12 of the Revised Disclosure Rules

Subject of the Disclosure

Change of Stock Transfer Agent Background/Description of the Disclosure

Following the spin-off of the stock transfer business of the Trust and Investments Group of Rizal Commercial Banking Corporation ("RCBC") to RCBC Trust Corporation, the Company approved the appointment of RCBC Trust Corporation and the termination of RCBC as the Company’s stock transfer agent subject to compliance by RCBC Trust Corporation of regulatory requirements.

Details of Changes in Stock Transfer Agent Date of Approval by Board of Directors

Nov 29, 2023

Previous Stock Transfer Agent

RCBC Stock Transfer Department

Effective Date of Termination

TBA

New Stock Transfer Agent

RCBC Trust Corporation

Date of Engagement

TBA

Effective Date of Engagement

TBA

Reason(s) for Replacement

RCBC's spin off of its Trust and Investments Group into a stand-alone trust corporation, pertaining to the RCBC Trust Corporation Other Relevant Information

The amendment is being made to change to "TBA" the following: (1) Effective date of termination of RCBC Trust and Investments Group; (2) Date of engagement of RCBC Trust Corporation; and (3) Effective date of engagement of RCBC Trust Corporation.

The Corporation will disclose in due course the new effectivity date of the engagement with RCBC Trust Corporation after the latter's completion of all regulatory requirements.

Filed on behalf by: Name

Louie Mark Limcolioc

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ANNEX “E”

2024 FIRST QUARTER FINANCIAL STATEMENTS

From: ICTD Submission Sent: Monday, 13 May 2024 1:27 pm To: Seafront Resources Corporate Affairs Subject: Re: GFD_SEAFRONT RESOURCES CORPORATION_SEC 17 Q First Quarter 2024_13May2024 CAUTION: This email originated from outside of the organization. Do not click links or open attachments unless you recognize the sender and know the content is safe.

Thank you for reaching out to ictdsubmission@sec.gov.ph!

Your submission is subject for Verification and Review of the Quality of the Attached Document only for Secondary Reports. The Official Copy of the submitted document/report with Barcode Page (Confirmation Receipt) will be made available after 7 working days via order through the SEC Express at https://secexpress.ph/. For further clarifications, please call (02) 8737-8888.

------------------------------------------------ NOTICE TO COMPANIES ----------------------------------------------Please be informed of the reports that shall be filed only through ictdsubmission@sec.gov.ph.

Pursuant to SEC MC Circular No. 3 s 2021, scanned copies of the printed reports with wet signature and proper notarization shall be filed in PORTABLE DOCUMENT FORMAT (pdf) through email at ictdsubmission@sec.gov.ph such as the following SECONDARY REPORTS: 1. 17-A 6. ICA-QR 11. IHAR 16. 39-AR 21. Monthly Reports 2. 17-C 7. 23-A 12. AMLA-CF 17. 36-AR 22. Quarterly Reports 3. 17-L 8. 23-B 13. NPM 18. PNFS 23. Letters 4. 17-Q 9. GIS-G 14. NPAM 19. MCG 24. OPC (Alternate Nominee) 5. ICASR 10. 52-AR 15.BP-FCLC 20.S10/SEC-NTCE-EXEMPT Further, effective 01 July 2023, the following reports shall be submitted through https://efast.sec.gov.ph/user/login.

1. FORM MC 18 7. Completion Report 2. FORM 1 - MC 19 8. Certificate-SEC Form MCG- 2009 1

3. FORM 2- MC 19 9. Certificate-SEC Form MCG- 2002, 2020 ETC. 4. ACGR 10. Certification of Attendance in Corporate Governance 5. I-ACGR 11. Secretary's Certificate Meeting of Board Directors (Appointment) 6. MRPT Please be informed that the submission of the abovementioned eleven (11) reports through the ictdsubmission@sec.gov.ph shall no longer be accepted. For further information, please access this link Notice for guidance on the filing of reports: Likewise, the following reports shall be filed through the Electronic Filing and Submission Tool (eFAST) at https://efast.sec.gov.ph/user/login : 1. AFS 7. IHFS 13. SSF 2. GIS 8. LCFS 14. AFS with Affidavit of No Operation 3. BDFS 9. LCIF 15. AFS with NSPO Form 1,2, and 3 4. FCFS 10. OPC_AO 16. AFS with NSPO Form 1,2,3 and 4,5,6 5. FCIF 11. PHFS 17. FS - Parent 6. GFFS 12. SFFS 18. FS – Consolidated For the submission and processing of compliance in the filing of Memorandum Circular No. 28 Series of 2020, please visit this link – https://apps010.sec.gov.ph/ For your information and guidance.

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2

COVER SHEET

4 0 9 7 9 SEC Registration Number

S E A F R O N T

R E S O U R C E S

C O R P O R A T I O N

(Company’s Full Name)

7 T H

F L O O R ,

A D B

A V E N U E ,

P A S I G

J M T

B U I L D I N G ,

O R T I G A S

C E N T E R ,

C I T Y (Business Address: No. Street City/Town/Province)

MS. MILAGROS V. REYES

8637-2917

(Contact Person)

(Company Telephone Number)

1st Quarter Report

1 2

3 1

Month

Day

1 7 - Q

(Fiscal Year)

0 6

2 0

Month

Day

(Annual Meeting)

(Secondary License Type, If Applicable)

Dept. Requiring this Doc.

Amended Articles Number/Section Total Amount of Borrowings

4,674 Total No. of Stockholders

Domestic

Foreign

To be accomplished by SEC Personnel concerned

File Number

LCU

Document ID

Cashier

STAMPS Remarks: Please use BLACK ink for scanning purposes.

SECURITIES AND EXCHANGE COMMISSION

1

SEC FORM 17-Q QUARTERLY REPORT PURSUANT TO SECTION 11 OF THE SECURITIESS REGULATION CODE (SRC) AND SRC RULE 17(a)-1(b)(2) THEREUNDER 1.

March 31, 2024 For the quarterly period ended

2.

SEC Identification Number 40979

3.

Seafront Resources Corporation Exact name of registrant as specified in its charter

4.

Manila, Philippines Province, country or other jurisdiction of incorporation

5.

7th Floor, JMT Condominium, ADB Avenue, Ortigas Center, Pasig City Address of principal office Postal Code

6.

(632) 8637-29-17 Registrant’s telephone number, including area code

7.

Not applicable Former name, former address and former fiscal year, if changed since last report

8.

Securities registered pursuant to Sections 8 and 12 of the Code, or Sections 4 and 8 of the RSA Title of Each Class

9.

3. BIR Tax Identification No. 000-194-465-000

5.

(SEC Use Only) Industry Classification Code: 1605

Number of Shares of Common Stock Outstanding

Common (par value of P1.00/share)

163,000,000

Amount of Debt Outstanding

₱59,132,722

Are any or all of the securities listed on the Philippine Stock Exchange?

All issued and outstanding common shares are listed in the Philippine Stock Exchange

10.

Indicate by check mark whether the registrant: (a) has filed all reports required to be filed by Section 11 of the Securities Regulation Code(SRC) and SRC Rule 11(a)-1 thereunder and Sections 26 and 141 of the Corporation Code of the Philippines, during the preceding 12 months (or for such shorter period the registrant was required to file such reports) Yes [] (b) has been subject to such filing requirements for the past 90 days Yes []

2

TABLE OF CONTENTS Page no.

PART I

FINANCIAL INFORMATION

Item 1. Financial Statements 1. Statements of Financial Position As of March 31, 2024, March 31, 2023 and December 31, 2023 2. Statements of Comprehensive Income For the 1st quarter ended March 31, 2024 and March 31, 2023 3. Statement of Changes in Equity As of March 31, 2024, March 31, 2023 and December 31, 2023 4. Statement of Cash flows As of March 31, 2024, March 31, 2023 and December 31, 2023 5. Notes to Financial Statements

4 5 6 7 8 - 25

Item 2. Management Discussion and Analysis of Financial Condition and Results of Operations 1. Financial Condition – March 31, 2024 and March 31, 2023 2. Results of Operations – For the quarter ended March 31, 2024 and March 31, 2023 3. Financial Condition – March 31, 2024 and December 31, 2023 4. Key Performance Indicators 5. Discussion of Indicators of the Company’s Level of Performance 6. Disclosure in view of the current financial condition 7. Results and Plan of Operations PART II OTHER INFORMATION

26 - 27 27 - 28 28 - 29 29 29 - 30 30 30 - 31 31

OTHER SUPPLEMENTARY SCHEDULES Supplementary Information and disclosures required on SRC Rule 68 Schedule of Financial Soundness Indicators Reconciliation of Retained Earnings Available for Dividend Declaration Map of relationships of companies within the group

32 - 33 34 35 36

SIGNATURES

37

3

SEAFRONT RESOURCES CORPORATION STATEMENTS OF FINANCIAL POSITION

31-Mar-24 (Unaudited)

31-Mar-23 (Unaudited)

31-Dec-23 (Audited)

P =12,418,611 2,062,412 100,000,000

=99,499,677 P 1,274,816

=111,060,664 P 1,854,420

−

−

36,448,508 1,760,000 152,689,531

35,494,435 1,518,593 137,787,521

38,107,024 1,676,677 152,698,785

Noncurrent Assets Financial assets at fair value through other comprehensive income (FVOCI) [Notes 8 and 13]

512,332,194

541,555,788

514,706,416

TOTAL ASSETS

P =665,021,725

=679,343,309 P

=667,405,201 P

Current Liabilities Accounts payable and accrued expenses (Notes 12, 13 and 14)

P =543,404

=1,048,412 P

=984,140 P

Noncurrent Liability Deferred tax liability Total Liabilities

58,589,318 59,132,722

61,185,435 62,233,847

58,589,318 59,573,458

163,000,000

163,000,000

163,000,000

335,919,640 106,969,363 605,889,003

362,471,888 91,637,574 617,109,462

337,293,862 107,537,881 607,831,743

P =665,021,725

=679,343,309 P

=667,405,201 P

ASSETS Current Assets Cash and cash equivalents (Notes 6, 7, 8 and 13) Receivables (Notes 8, 9 and 13) Notes Receivable (Notes 8, 10 and 13) Financial assets at fair value through profit or loss (FVTPL) [Notes 8 and 13] Other current assets Total Current Assets

LIABILITIES AND EQUITY

Equity Capital stock - P =1 par value (Note 14) Authorized - 388,000,000 shares Issued and outstanding - 163,000,000 shares Net unrealized gains om financial assets at FVOCI (Notes 8 and 14) Retained earnings (Note 14) Total Equity TOTAL LIABILITIES AND EQUITY See accompanying Notes to Financial Statements.

4

SEAFRONT RESOURCES CORPORATION STATEMENTS OF COMPREHENSIVE INCOME

31-Mar-24 (Unaudited)

31-Mar-23 (Unaudited)

P =1,582,573 34,819 436 105,164 1,722,992

=958,451 P 80,164 1,038,615

630,891

552,830

Foreign exchange loss - net

(1,658,516) − 2,289,407

(1,333,586) 1,096 1,887,512

LOSS BEFORE INCOME TAX

(P =566,415)

(P =848,897)

2,103

802

(P =568,518)

(P =849,699)

(1,374,222) (P =1,942,740)

946,320 P96,621 =

(P =0.003)

(P =0.005)

REVENUES Interest income (Note 6) Dividend income (Note 9) Foreign exchange gain - net Other income (Note 11) EXPENSES AND CHARGES General and administrative expenses Net gain (loss) on fair value changes on financial assets at FVTPL (Note 8)

PROVISION FOR INCOME TAX NET LOSS OTHER COMPREHENSIVE INCOME (LOSS) Items not to be reclassified to profit or loss in subsequent periods: Net unrealized gains (losses) on financial assets at FVOCI net of tax [Note 8] TOTAL COMPREHENSIVE INCOME (LOSS) Basic and Diluted Earnings (Loss) Per Share (Note 15) See accompanying Notes to Financial Statements.

5

− −

SEAFRONT RESOURCES CORPORATION STATEMENTS OF CHANGES IN EQUITY

Capital Stock (Note 14) Authorized - 388,000,000 shares Issued and outstanding - 163,000,000 shares Net Unrealized Gains on Financial Assets at FVOCI (Notes 8 and 14) Balance at beginning of year Other comprehensive income (loss) Transfer of cumulative gain on equity securities at FVOCI realized through disposal Retained Earnings (Note 14) Balance at beginning of year Net income (loss) Transfer of cumulative gain on equity securities at FVOCI realized through disposal TOTAL EQUITY See accompanying Notes to Financial Statements.

6

31-Mar-24 (Unaudited)

31-Mar-23 (Unaudited)

31-Dec-23 (Audited)

P =163,000,000 163,000,000

=163,000,000 P 163,000,000

=163,000,000 P 163,000,000

337,293,862 (1,374,222)

361,525,568 946,320

361,525,568 (13,148,096)

−

−

335,919,640

362,471,888

(11,083,610) 337,293,862

107,537,881 (568,518)

92,487,273 (849,699)

92,487,273 3,966,998

−

−

106,969,363

91,637,574

11,083,610 107,537,881

P =605,889,003

=617,109,462 P

=607,831,743 P

SEAFRONT RESOURCES CORPORATION STATEMENTS OF CASH FLOWS

31-Mar-24 (Unaudited)

31-Mar-23 (Unaudited)

31-Dec-23 (Audited)

(P =566,415)

(P =848,897)

=3,973,058 P

1,658,516 (34,819) (1,582,573) (525,291)

1,333,586 ‒ (958,451) (473,762)

(1,279,003) (696,418) (4,270,734) (2,273,097)

2,276 (83,323) (442,839) (1,049,177) ‒ 1,407,124 357,947

37,947 (72,184) (90,364) (598,363) ‒ 711,560 113,197

(4,076) (230,265) (159,895) (2,667,333) 315,393 3,867,286 1,515,346

CASH FLOWS FROM INVESTING ACTIVITIES Movement of government securities (Note 8) Proceeds from disposal of financial assets at FVOCI (Note 8) Decrease (increase) in notes receivable Net cash used by (used in) investing activities

1,000,000 ‒ (100,000,000) (99,000,000)

‒ ‒ ‒ ‒

(1,000,000) 11,158,838 ‒ 10,158,838

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

(98,642,053)

113,197

11,674,184

CASH AND CASH EQUIVALENTS, BEGINNING

111,060,664

99,386,480

99,386,480

CASH AND CASH EQUIVALENTS, ENDING (Note 6)

P =12,418,611

=99,499,677 P

=111,060,664 P

CASH FLOWS FROM OPERATING ACTIVITIES Income (loss) before income tax Adjustments for: Net loss (gain) on fair value changes on financial assets at FVTPL [Note 8] Dividend income (Note 9) Interest income (Note 6) Operating loss before working capital changes Decrease (increase) in: Receivables Other current assets Increase (decrease) in accounts payable and accrued expenses Cash used in operations Dividends received Interest received Net cash provided by operating activities

See accompanying Notes to Financial Statements.

7

SEAFRONT RESOURCES CORPORATION NOTES TO FINANCIAL STATEMENTS

1. Corporate Information Seafront Resources Corporation (the Company or SRC) was registered with the Securities and Exchange Commission (SEC) on April 16, 1970 as an oil exploration and production company. On October 18, 1996, the Company amended its Articles of Incorporation which provides for the revision of its primary purpose from engaging in the business of oil exploration and production into a holding company and to include oil exploration and production business as one of its secondary purposes. The Company’s shares of stock were listed on May 7, 1974 and are currently traded at the Philippine Stock Exchange.

The registered office address of the Company is 7th Floor, JMT Building, ADB Avenue, Ortigas Center, Pasig City.

The accompanying financial statements were approved and authorized for issue by the Board of Directors (BOD).

2. Basis of Preparation Basis of Preparation The accompanying financial statements of the Company have been prepared under the historical cost basis, except for the financial assets at fair value through profit or loss (FVTPL) and financial assets at fair value through other comprehensive income (FVOCI), which have been measured at fair value. The Company’s financial statements are presented in Philippine Peso (P =), which is also the Company’s functional and presentation currency.

The Company has investment in trust funds. The transactions and balances of the Company’s trust funds (see Note 7) are consolidated on a line by line basis with the Company. The trust fund reports are prepared for the same reporting year as the Company, using consistent accounting policies in accordance with Philippine Financial Reporting Standards (PFRSs).

Statement of Compliance The financial statements of the Company have been prepared in accordance with PFRSs. The term PFRSs, in general, include all applicable PFRSs, Philippine Accounting Standards (PASs) and Interpretations issued by the Standing Interpretations Committee, the Philippine Interpretations Committee (PIC) and the International Financial Reporting Interpretations Committee (IFRIC), which have been approved by the Philippine Financial Reporting Standards Council (FRSC) and adopted by the Philippine SEC.

3. Changes in Accounting Policies and Disclosures The accounting policies adopted are consistent with those of the previous financial year, except that the Company adopted the following new standards effective as at January 1, 2024. The adoption of these new standards did not have an impact on the financial statements of the Company.  

Amendments to PAS 1, Classification of Liabilities as Current or Non-current Amendments to PFRS 16, Lease Liability in a Sale and Leaseback 8



Amendments to PAS 7 and PFRS 7, Disclosures: Supplier Finance Arrangements

Standards Issued but not yet Effective Pronouncements issued but not yet effective are listed below. The Company does not expect that the future adoption of the said pronouncements will have a significant impact on its financial statements.

The Company intends to adopt the following pronouncements when they become effective.

Effective beginning on or after January 1, 2025  PFRS 17, Insurance Contracts  Amendments to PAS 21, Lack of exchangeability Deferred effectivity  Amendments to PFRS 10, Consolidated Financial Statements, and PAS 28, Sale or Contribution of Assets between an Investor and its Associate or Joint Venture

4. Summary of Significant Accounting Policies Financial Instruments Initial recognition and subsequent measurement A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Financial assets - Initial recognition and measurement Financial assets are classified, at initial recognition, as subsequently measured at amortized cost; FVOCI; and FVTPL. The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the Company’s business model for managing them. The Company initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs.

In order for a financial asset to be classified and measured at amortized cost or fair value through OCI, it needs to give rise to cash flow that are ‘solely payments of principal and interest (SPPI)’ on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level.

The Company’s business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or both.

Subsequent measurement For purposes of subsequent measurement, financial assets are classified in four categories:    

Financial assets at amortized cost (debt instruments) Financial assets at FVOCI with recycling of cumulative gains and losses (debt instruments) Financial assets designated at FVOCI with no recycling of cumulative gains and losses upon derecognition (equity instruments) Financial assets at FVTPL

Financial assets at amortized cost (debt instruments) The Company measures financial assets at amortized cost if both of the following conditions are met:

9

 

The financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows; and The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Financial assets at amortized cost are subsequently measured using the effective interest (EIR) method and are subject to impairment. Gains and losses are recognized in profit or loss when the asset is derecognized, modified or impaired.

The Company’s financial assets at amortized cost includes cash and cash equivalents and receivables.

Financial assets at FVTPL Financial assets at fair value through profit or loss include financial assets held for trading, financial assets designated upon initial recognition at fair value through profit or loss, or financial assets mandatorily required to be measured at fair value. Financial assets are classified as held for trading if they are acquired for the purpose of selling or repurchasing in the near term. Derivatives, including separated embedded derivatives, are also classified as held for trading unless they are designated as effective hedging instruments. Financial assets with cash flows that are not solely payments of principal and interest are classified and measured at fair value through profit or loss, irrespective of the business model. Notwithstanding the criteria for debt instruments to be classified at amortized cost or at fair value through OCI, as described above, debt instruments may be designated as at FVTPL on initial recognition if doing so eliminates, or significantly reduces, an accounting mismatch.

Financial assets at FVTPL are carried in the statement of financial position at fair value with net changes in fair value recognized in profit or loss.

This category includes derivative instruments and quoted equity investments which the Company had not irrevocably elected to classify at fair value through OCI. Dividends on quoted equity investments are also recognized as other income in profit or loss when the right of payment has been established.

The Company’s financial assets at FVTPL consists of investments in quoted equity securities held for trading.

Financial assets designated at FVOCI (equity instruments) Upon initial recognition, the Company can elect to classify irrevocably its equity investments as equity instruments designated at FVOCI when they meet the definition of equity under PAS 32 and are not held for trading. The classification is determined on an instrument-by-instrument basis.

Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognized as other income in profit or loss when the right of payment has been established, except when the Company benefits from such proceeds as a recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at FVOCI are not subject to impairment assessment.

The Company’s financial assets at FVOCI include quoted and unquoted equity securities and quoted government securities.

Impairment of financial assets The Company recognizes an allowance for ECLs for all debt instruments not held at FVTPL. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Company expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.

10

ECLs are recognized in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-month (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).

The Company may consider a financial asset to be in default when internal or external information indicates that the Company is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by the Company. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows.

Financial liabilities - Initial recognition and measurement The Company’s financial liabilities consist of payables and accrued expenses classified, at initial recognition, as loans and borrowings recognized at fair value.

After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the EIR method.

Derecognition of financial assets and financial liabilities Financial assets A financial asset (or where applicable, a part of a financial asset or part of a group of similar financial assets) is derecognized when:   

the rights to receive cash flows from the asset have expired; the Company retains the rights to receive cash flows from the asset, but has assumed an obligation to pay them in full without material delay to a third party under a “pass-through” arrangement; or the Company has transferred its right to receive cash flows from the asset and either (a) has transferred substantially all the risks and rewards of the asset, or (b) has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

Financial liabilities A financial liability is derecognized when the obligation under the liability is discharged, cancelled or has expired.

Fair Value Measurement Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:  

In the principal market for the asset or liability, or In the absence of a principal market, in the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible to by the Company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

11

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:   

Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

For assets and liabilities that are recognized in the financial statements on a recurring basis, the Company determines whether transfers have occurred between Levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

Capital Stock Capital stock is measured at par value for all shares issued. Incremental costs incurred directly attributable to the issuance of new shares are shown in equity as a deduction from proceeds, net of tax.

When the Company purchases its own capital stock (treasury shares), the consideration paid, including any attributable incremental costs, is deducted from equity until the shares are cancelled, reissued or disposed of. Where such shares are subsequently sold or reissued, any consideration received, net of any directly attributable incremental transaction costs and the related tax effects is included in equity.

Retained Earnings Retained earnings represent accumulated earnings of the Company less dividends declared and with consideration of any changes in accounting policies and other adjustments applied retroactively. The retained earnings of the Company are available for dividends only upon approval and declaration of the BOD. Earnings Per Share (EPS) Basic earnings per share are computed on the basis of the weighted average number of shares outstanding during the year after giving retroactive effect for any stock dividends declared in the current year.

Revenue Recognition Interest income Interest income is recognized as the interest accrues taking into account the effective yield on the asset.

Dividend income Dividend income is recognized when the Company’s right to receive the payment is established, which is generally when the BOD approves the dividend declaration.

Rental income Rental income under non-cancellable leases is recognized in the statement of comprehensive income on a straight-line basis over the lease terms, as provided under the terms of the lease contract.

Management income Management income from contacts with customers is recognized when control of the services is transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods. The Company has concluded that it is the principal in its revenue arrangement since it is the primary obligor in all revenue arrangements, has pricing latitude and is also exposed to credit risk. Management income is recognized over time, using an input method 12

to measure progress towards complete satisfaction of the service, because the customer simultaneously receives and consumes the benefits provided by the Company.

General and Administrative Expenses Expenses are recorded when incurred. General and administrative expenses constitute costs of administering the business.

Income Tax Current tax Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantially enacted by the reporting date.

Deferred tax Deferred tax is provided on all temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

Deferred tax liabilities are recognized for all taxable temporary differences. Deferred tax assets are recognized for all deductible temporary differences, carryforward of unused tax credits from excess minimum corporate income tax (MCIT) over regular corporate income tax and unused net operating loss carryover (NOLCO), to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carryforward of unused tax credits from excess MCIT and unexpired NOLCO can be utilized.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized. Unrecognized deferred tax assets are reassessed at each reporting date and are recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantially enacted at the reporting date.

Events After the Reporting Date Post year-end events up to the date of auditors’ report that provide additional information about the Company’s situation at the reporting date (adjusting events) are reflected in the financial statements, if any. Post year-end events that are not adjusting events are disclosed in the notes when material.

5. Significant Accounting Judgments, Estimates and Assumptions The preparation of the accompanying financial statements requires management to make judgments, estimates and assumptions that affect amounts reported in the financial statements and related notes.

The judgments, estimates and assumptions used in the financial statements are based upon management’s evaluation of relevant facts and circumstances as of the date of the Company’s financial statements. Actual results could differ from such estimates.

Judgments and estimates are contractually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

13

Judgments In the process of applying the Company’s accounting policies, management has made the following judgments, apart from those involving estimations, which has the most significant effect on the amounts recognized in the financial statements: Recognition of deferred tax assets The Company’s deferred tax assets pertain to the carryforward benefits of NOLCO and excess MCIT over RCIT. Judgment is required to determine the amount of deferred tax assets that can be recognized, based upon the likely timing and level of future taxable profits together with future tax planning strategies.

The Company did not recognize deferred tax assets because the management believes that it may not be probable that sufficient taxable income will be available against which the income tax benefits can be realized prior to their expiration.

Estimates and Assumptions The key assumptions concerning the future and other key sources of estimation uncertainty at the statements of financial position date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.

Estimation of fair value of unquoted equity securities classified as financial assets at FVOCI The Company uses its judgment to select the most appropriate valuation methodology to value its unquoted equity investments and make assumptions that are mainly based on market conditions existing at each reporting period. As of March 31, 2024 and December 31, 2023, the Company valued the unquoted equity securities classified as financial assets at FVOCI using the adjusted net asset method which is a combination of the market and income approaches. It involves directly measuring the fair value of the assets and liabilities of the investee company. Assets of the investee company consist mainly of parcels of land for sale which is adjusted to its fair value. The fair value adjustments arising from changes in fair value of unquoted equity securities are fully disclosed in Note 8.

6. Cash and Cash Equivalents 31-Mar-24 (Unaudited) P =1,212,219 11,206,392 P =12,418,611

Cash in banks (Note 7) Cash equivalents (Note 7)

31-Dec-23 (Audited) =1,313,469 P 109,747,195 =111,060,664 P

Cash in banks earn interest at the prevailing bank deposit rates. Cash equivalents are short-term investments that are made for varying periods of up to three months depending on the immediate cash requirements of the Company and earn interest at the prevailing short-term placement rates.

Interest income earned on cash in banks and cash equivalents amounted to P =1.58 million and P =0.96 million for the 1st quarter of 2024 and 2023, respectively.

7. Investment in Trust Funds The Company established trust funds (the Trust) which are being administered by a local bank under two trust agreements. The details of the trust funds based on the financial statements issued by the trustee bank are as follows: 14

Assets Cash and cash equivalents (Note 6) Financial assets at FVTPL (Note 8) Financial assets at FVOCI - government securities (Note 8) Receivables and other current assets Liability Accounts payable and accrued expenses Equity Principal fund Accumulated trust fund loss at beginning of year Trust fund income (loss) for the period Accumulated trust fund loss at end of period

31-Mar-24 (Unaudited)

31-Dec-23 (Audited)

P =6,760,935 16,623,719

P5,631,837 = 17,888,567

3,966,934 25,551 27,377,139

4,993,340 55,872 28,569,616

(47,306) P =27,329,833

(25,739) =28,543,877 P

P =28,006,730

=28,006,730 P

537,147 (1,214,044) (676,897) P =27,329,833

(560,425) 1,097,572 537,147 =28,543,877 P

The assets, liabilities and performance of the fund are consolidated in the applicable accounts of the Company for financial statement presentation purposes.

8. Financial Assets The Company’s financial assets are summarized by measurement categories as follows: 31-Mar-24 (Unaudited) P =12,418,611 2,062,412 100,000,000 36,448,508 512,332,194 P =663,261,725

Cash and cash equivalents (Note 6) Receivables (Note 9) Notes receivable (Note 10) Financial assets at FVTPL (Note 7) Financial assets at FVOCI (Note 13)

31-Dec-23 (Audited) =111,060,664 P 1,854,420 38,107,024 514,706,416 =665,728,524 P

Financial Assets at FVTPL Details of financial assets at FVTPL consisting of quoted equity securities are as follows: 31-Mar-24 (Unaudited) P =36,448,508 48,100,916

Fair value Acquisition cost

31-Dec-23 (Audited) =38,107,024 P 48,100,916

The net loss on fair value changes on financial assets at FVTPL amounted to P =1.66 million and P =1.33 million for the 1st quarter 2023 and 2022, respectively.

15

The movements in financial assets at FVTPL for the 1st quarter ended March 31, 2024 and year ended December 31, 2023 are as follows: 31-Mar-24 31-Dec-23 (Unaudited) (Audited) Balance at beginning of year P =38,107,024 =36,828,021 P Fair value gain (loss) recognized during the period (1,658,516) 1,279,003 Balance at end of period P =36,448,508 =38,107,024 P Financial Assets at FVOCI Financial assets at FVOCI consist of quoted and unquoted shares of stock held for long-term investment purposes and are carried at fair value. The carrying values of these investments are as follows:

Quoted equity securities: PetroEnergy Resources Corporation (PERC) [Note 13] Unquoted equity security: Hermosa Ecozone Development Corporation (HEDC) [Note 13] Investments in government securities (Note 7 and 13)

31-Mar-24 (Unaudited)

31-Dec-23 (Audited)

P =17,715,447

=19,063,263 P

490,649,813 3,966,934 P =512,332,194

490,649,813 4,993,340 =514,706,416 P

The movements in financial assets at FVOCI for the 1st quarter ended March 31, 2024 and year ended December 31, 2023 are as follows: 31-Mar-24 31-Dec-23 (Unaudited) (Audited) Balance at beginning of year P =514,706,416 =540,609,468 P Fair value gain (loss) recognized during the period (1,374,222) (15,744,214) Disposal of financial assets ‒ (11,158,838) Movement of government securities (1,000,000) 1,000,000 Balance at end of period P =512,332,194 =514,706,416 P Movements in the net unrealized gains on financial assets at FVOCI in equity are as follows:

Balance at beginning of year Unrealized gain (loss) recognized in other comprehensive income Cumulative gain on disposed financial asset transferred to retained earnings Balance at end of period

31-Mar-24 (Unaudited) P =337,293,862

31-Dec-23 (Audited) =361,525,568 P

(1,374,222)

(13,148,096)

‒ P =335,919,640

(11,083,610) =337,293,862 P

Dividend income earned on its investments amounted to P =0.03 million for 1st quarter of 2024 and nil st for 1 quarter of 2023.

Investment in HEDC On January 31, 1997, the Company entered into a Project Shareholders’ Agreement with five other companies led by Investment and Capital Corporation of the Philippines (ICCP) and Penta Capital Investment Corporation (PCIC) to develop 500 to 600 hectares of raw land in Hermosa, Bataan into a

16

new township consisting of industrial estates, residential communities, a golf and country club and a commercial center.

The fair value of investment in HEDC is determined using the adjusted net asset value method wherein the assets of HEDC consisting mainly of parcels of land are adjusted from cost to its fair value. The valuation of the parcels of land was performed by a SEC-accredited independent appraiser as at September 30, 2023. This measurement falls under Level 3 in the fair value hierarchy.

Fair value measurement disclosures for the determination of fair value of unquoted equity securities are provided in Note 13.

9. Receivables 31-Mar-24 (Unaudited) P =1,079,076 893,231 56,920 33,185 P =2,062,412

Accrued interest receivable Dividends receivable Receivable from HEDC (Note 12) Rent receivable

31-Dec-23 (Audited) =903,627 P 858,412 59,196 33,185 =1,854,420 P

10. Notes Receivable On February 1, 2024, the Company placed P =100 million in a 362-day tenor promissory note through RCBC Capital Corporation. The interest rate per annum is 8%, subject to quarterly interest payment.

11. Other Income

Management income (Note 12) Rental income

31-Mar-24 (Unaudited) P =91,964 13,200 P =105,164

31-Mar-23 (Unaudited) =66,964 P 13,200 =80,164 P

31-Dec-23 (Audited) =342,857 P 52,800 =395,657 P

Management income pertains to accounting, legal and administrative services rendered by the Company to HEDC (see Note 12).

Rental income pertains to rentals earned from the two (2) parking slots owned by the Company which are classified as investment property. As of March 31, 2024 and December 31, 2023, the cost of the fully depreciated parking slots amounted to P =207,598.

The fair value of the investment property ranges from P =800,000 to P =1,000,000 per slot as of March 31, 2024 and December 31, 2023, respectively. This has been determined on the basis of recent sales of similar properties in the same area as the investment property and taking into account the economic conditions prevailing at the time the valuation was made. The significant unobservable inputs used in determining the fair value include the location, size, shape, and highest and best use (Level 3 - Significant unobservable inputs). There are no related costs for the operation of the investment property.

17

12. Related Party Transactions Related party relationship exists when one party has the ability to control, directly, or indirectly through one or more intermediaries, the other party or exercise significant influence over the other party in making financial and operating decisions. Such relationship also exists between and/or among entities, which are under common control with the reporting enterprises and its key management personnel, directors, or its shareholders. In considering each related party relationship, attention is directed to the substance of the relationship, and not merely the legal form.

The Company in its regular conduct of business has entered into the following transactions with related parties consisting of reimbursement of expenses and management and accounting services agreements.

The Company’s financial statements include the following amounts resulting from transactions with related parties:

Nature of transaction

31-Mar-24 (Unaudited) Receivables/ Amount/ (Accounts Volume payable)

Terms

Conditions

Noninterest bearing; (P =37,658)* due and demandable –

Unsecured

Affiliate: PERC HEDC

Rent and Management fee Reimbursements Management income (Notes 9 and 11)

P =123,000 37,658

56,920

- do -

Unsecured, no impairment

31-Dec-23 (Audited) Receivables/ (Accounts payable)

Terms

Conditions

Noninterest bearing; (P =35,804)* due and demandable –

Unsecured

91,964 P =252,622

* included as part of accounts payable and accrued expenses

Nature of transaction

Amount/ Volume

Affiliate: PERC HEDC

Rent and Management fee Reimbursements Management income (Notes 9 and 11)

=492,000 P 113,199 342,857 =948,056 P

59,196

- do -

Unsecured, no impairment

* included as part of accounts payable and accrued expenses

The Company has no employees and PERC provides administrative support to the Company.

On April 1, 2022, the Company entered into a management agreement with PERC. Under the said agreement, PERC provides the Company management and technical services including compliance, administration and supervision of operations, finance, accounting, and treasury, and general services.

The agreement took effect on the date of execution of the management agreement and may be terminated by either party upon 30 days of prior written notice. The Company pays a monthly service fee amounting to P =35,000, exclusive of VAT. Furthermore, PERC also charges direct costs as an incidence of the performance of services such as rent of office space and other office-related costs.

Therefore, no compensation and short-term benefits for key management personnel were charged in profit or loss for the quarter ended March 31, 2024 and 2023 and year ended December 31, 2022.

18

Terms and conditions of transactions with related parties Outstanding balances at year-end are to be settled in cash. There have been no guarantees provided or received for any related party receivables or payables.

13. Financial Instruments Categories and Fair Values of Financial Instruments The methods and assumptions used by the Company in estimating the fair values of the financial instruments are: Cash and cash equivalents and receivables Due to the short-term nature of the instruments, carrying amounts approximate fair values as of the reporting date.

Government securities Fair values are generally based on quoted market prices at reporting date. This is under Level 1 category of the fair value hierarchy.

Equity securities For quoted equity securities, fair values are based on published quoted prices.

Level 1 category of the fair value hierarchy.

This is under

For unquoted equity securities, fair values are determined using the adjusted net asset value method which involves directly measuring the fair value of the assets and liabilities of the investee company.

This measurement falls under Level 3 in the fair value hierarchy.

Accounts payable and accrued expenses Carrying values approximate fair values due to their short-term nature.

Description of significant unobservable inputs to valuation: The significant unobservable inputs used in the fair value measurement categorized within Level 3 of the fair value hierarchy together with a quantitative sensitivity analysis as at March 31, 2024 and December 31, 2023 are shown below: Valuation Significant technique unobservable inputs Unquoted equity Adjusted net asset Price per square meter shares at value method FVOCI

Range =650 - P P =7,500

The appraised value of the land was determined using the market approach which is a valuation technique that uses prices and other relevant information generated by market transactions involving identical or comparable assets. Net adjustment factors arising from external and internal factors (i.e. location, size/shape/terrain, and development) affecting the subject properties as compared to the market listing of comparable properties ranges from -20% to -10%. Significant favorable (unfavorable) adjustments to the aforementioned factors based on the professional judgment of the independent appraisers would increase (decrease) the fair value of land, in return the fair value of the unquoted financial asset.

Financial Risk Management Objectives and Policies 19

The Company’s financial instruments comprise cash and cash equivalents, receivables, financial assets and accounts payable and accrued expenses. The main purpose of these financial instruments is to fund its own operations and capital expenditures. The BOD reviews and approves policies for managing these risks. Also, the Audit Committee of the BOD meets regularly and exercises oversight role in managing these risks.

Financial Risks The main financial risks arising from the Company’s financial instruments are liquidity risk, market risk and credit risk.

The tables below summarize the maturity profile of the Company’s financial assets and liabilities as of March 31, 2024 and December 31, 2023 based on contractual undiscounted payments.

31-Mar-24 (Unaudited) Financial assets Financial assets at FVTPL: Equity securities Financial assets at amortized cost: Cash and cash equivalents Receivables: Receivable from HEDC Rent receivable Accrued interest receivable Dividends receivable Notes receivable Financial assets at FVOCI: Quoted equity securities: PERC Unquoted equity security: HEDC Government securities Financial liabilities Accounts payable and accrued expenses Net financial assets

On demand

Within one year

More than one year

Total

P = 36,448,508

P =‒

P =‒

P = 36,448,508

12,418,611

‒

‒

12,418,611

56,920 33,185 1,079,076 ‒ ‒

‒ ‒ ‒ 893,231 100,000,000

‒ ‒ ‒ ‒ ‒

56,920 33,185 1,079,076 893,231 100,000,000

‒

‒

17,715,447

17,715,447

‒ ‒ 50,036,300

‒ ‒ 100,893,231

490,649,813 3,966,934 512,332,194

490,649,813 3,966,934 663,261,725

543,404

‒

‒

543,404

P =49,492,896

P = 100,893,231

P =512,332,194

P =662,718,321

31-Dec-23 (Audited) Financial assets Financial assets at FVTPL: Equity securities Financial assets at amortized cost: Cash and cash equivalents Receivables: Receivable from HEDC Rent receivable Accrued interest receivable Dividends receivable Financial assets at FVOCI: Quoted equity securities: PERC Unquoted equity security:

On demand

Within one year

More than one year

Total

= 38,107,024 P

=‒ P

=‒ P

= 38,107,024 P

111,060,664

‒

‒

111,060,664

59,196 33,185 903,627 ‒

‒ ‒ ‒ 858,412

‒ ‒ ‒ ‒

59,196 33,185 903,627 858,412

‒

‒

19,063,263

19,063,263

20

HEDC Government securities Financial liabilities Accounts payable and accrued expenses Net financial assets

‒ ‒ 150,163,696

‒ ‒ 858,412

490,649,813 4,993,340 514,706,416

490,649,813 4,993,340 665,728,524

984,140

‒

‒

984,140

=149,179,556 P

=858,412 P

=514,706,416 P

=664,744,384 P

Market risk Market risk is the risk of loss on future earnings, on fair values or on future cash flows that may result from changes in market prices. The value of a financial instrument may change as a result of changes in interest rates, foreign currency exchanges rates, commodity prices, equity prices and other market changes. The Company’s market risk emanates from its holdings in debt and equity securities.

The Company closely monitors the prices of its debt and equity securities as well as macroeconomic and entity-specific factors which could directly or indirectly affect the prices of these instruments. In case of an expected decline in its portfolio of equity securities, the Company readily disposes or trades the securities for replacement with more viable and less risky investments.

Credit risk Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. With respect to credit risk arising from cash and cash equivalents, receivables, financial assets at FVTPL and financial assets at FVOCI, the Company’s exposure to credit risk is equal to the carrying amount of these instruments. The Company limits its credit risk on these assets by dealing only with reputable counterparties.

For cash and cash equivalents and quoted government securities, the Company applies the low credit risk simplification where the Company measures the ECLs on a 12-month basis based on the probability of default and loss given default which are publicly available. The Company also evaluates the credit rating of the bank and other financial institutions to determine whether the debt instrument has significantly increased in credit risk and to estimate ECLs. The Company considers its cash and cash equivalents and quoted government securities as high grade since these are placed in financial institutions of high credit standing. Accordingly, ECLs relating to these debt instruments rounds to nil.

The Company’s receivables are aged current as of March 31, 2024 and December 31, 2023. No receivables are considered credit-impaired.

As of March 31, 2024 and December 31, 2023, the carrying values of the Company’s financial instruments represent maximum exposure as of reporting date.

The table below shows the comparative summary of maximum credit risk exposures on financial instruments as of March 31, 2024 and December 31, 2023:

Financial assets at FVTPL: Equity securities Financial assets at amortized cost: Cash and cash equivalents Accrued interest receivable Dividend receivable 21

31-Mar-24 (Unaudited)

31-Dec-23 (Audited)

P =36,448,508

=38,107,024 P

12,418,611 1,079,076 893,231

111,060,664 903,627 858,412

Receivable from HEDC Rent receivable Notes receivable Financial assets at FVOCI: Quoted equity securities: PERC Unquoted equity security: HEDC Investments in government securities

31-Mar-24 (Unaudited)

31-Dec-23 (Audited)

56,920 33,185 100,000,000

59,196 33,185 ‒

P =17,715,447

=19,063,263 P

490,649,813 3,966,934 P =663,261,725

490,649,813 4,993,340 =665,728,524 P

The following tables show financial instruments recognized at fair value as of March 31, 2024 and December 31, 2023, analyzed between those whose fair values are based on: 1. quoted prices in active markets for identical assets or liabilities (Level 1); 2. those involving inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly (Level 2); and 3. those with inputs for the asset or liability that are not based on observable market data (unobservable inputs) (Level 3).

31-Mar-24 (Unaudited) Level 1 Level 2 Financial assets: Financial assets at FVTPL: Equity securities Financial assets at FVOCI: PERC HEDC Investments in government securities

Financial assets: Financial assets at FVTPL: Equity securities Financial assets at FVOCI: PERC HEDC Investments in government securities

Level 3

Fair Value

P = 36,448,508

P =‒

P =‒

P =36,448,508

17,715,447 ‒

‒ ‒

‒ 490,649,813

17,715,447 490,649,813

3,966,934 P = 58,130,889

‒ P =‒

‒ P =490,649,813

3,966,934 P =548,780,702

31-Dec-23 (Audited) Level 1 Level 2

Level 3

Fair Value

=38,107,024 P

=‒ P

=‒ P

=38,107,024 P

19,063,263 ‒

‒ ‒

‒ 490,649,813

19,063,263 490,649,813

4,993,340 =62,163,627 P

‒ =‒ P

‒ P =490,649,813

4,993,340 P =552,813,440

There were no transfers between Level 1 and Level 2 fair value measurements and no transfers into and out of Level 3 fair value measurements in March 31, 2024 and December 31, 2023.

22

14. Capital Management The primary objective of the Company’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximize shareholders’ value.

The Company manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders or issue new shares.

The Company monitors capital using a debt-to-equity ratio, which is total debt divided by total equity.

The Company includes within total debt the following: accounts payable and accrued expenses. Total equity includes capital stock, net unrealized gains on financial assets at FVOCI and retained earnings.

The Company has no externally imposed capital requirements as of March 31, 2024 and December 31, 2023.

The table below demonstrates the debt-to-equity ratios of the Company as of March 31, 2024 and December 31, 2023: 31-Mar-24 (Unaudited)

31-Dec-23 (Audited)

P =543,404

=984,140 P

P =163,000,000 335,919,640 106,969,363 605,889,003 0.0009:1

=163,000,000 P 337,293,862 107,537,881 607,831,743 0.0016:1

Total liabilities: Accounts payable and accrued expenses Total equity: Capital stock Net unrealized gains on financial assets at FVOCI Retained earnings Debt-to-equity ratio

There were no changes in the objectives, policies or processes for the 1st quarter 2024 and year ended December 31, 2023.

The Company has retained earnings available for dividend declaration amounting to P =102.04 million as of March 31, 2024.

The Company’s track record of capital stock is as follows:

Listing date - May 7, 1974 Add (deduct): 50% stock dividend 60% stock dividend 1:2.400 stock rights offering 1:2.125 stock rights offering

15% stock dividend Change in par value from =0.01/share to P P =1.00/share Quasi-reorganization

Number of shares registered

Issue/ offer price

Date of SEC approval

10,000,000,000

=0.01/share P

November 5, 1973

5,000,000,000 9,000,000,000 10,000,000,000 16,000,000,000

0.01/share November 27, 1981 0.01/share October 31, 1990 0.01/share September 28, 1992 0.01/share February 8, 1994

7,500,000,000

0.01/share

January 20, 1997

(56,925,000,000) (412,000,000)

1/share

August 14, 1997 October 5, 1998

23

Number of holders as of year-end

December 31, 2010 Add (deduct): Movement December 31, 2011 Add (deduct): Movement December 31, 2012 Add (deduct): Movement December 31, 2013 Add (deduct): Movement December 31, 2014 Add (deduct): Movement December 31, 2015 Add (deduct): Movement December 31, 2016 Add (deduct): Movement December 31, 2017 Add (deduct): Movement December 31, 2018 Add (deduct): Movement December 31, 2019 Add (deduct): Movement December 31, 2020 Add (deduct): Movement December 31, 2021 Add (deduct): Movement December 31, 2022 Add (deduct): Movement December 31, 2023 Add (deduct): Movement March 31, 2024

Number of shares registered 163,000,000 − 163,000,000 − 163,000,000 − 163,000,000 − 163,000,000 − 163,000,000 − 163,000,000 − 163,000,000 − 163,000,000 − 163,000,000 ‒ 163,000,000 ‒ 163,000,000 ‒ 163,000,000 ‒ 163,000,000 ‒ 163,000,000

Issue/ offer price

Date of SEC approval

−

−

−

−

−

−

−

−

−

−

− − − − − − − − − − ‒ ‒ ‒ ‒ ‒ ‒ ‒ ‒

− − − − − − − − − − ‒ ‒ ‒ ‒ ‒ ‒ ‒ ‒

Number of holders as of year-end 4,941 (38) 4,903 (156) 4,747 71 4,818 (32) 4,786 (28) 4,758 − 4,758 (41) 4,717 (11) 4,706 (14) 4,692 (3) 4,689 (5) 4,684 (1) 4,683 (7) 4,676 (2) 4,674

15. Basic and Diluted Earnings Per Share The computations of the Company’s basic earnings per share are as follows:

Net income (loss) Weighted average number of shares Basic/Diluted earnings (loss) per share

31-Mar-24 (Unaudited) (P =568,518) 163,000,000 (P =0.003)

31-Mar-23 (Unaudited) (P =849,699) 1163,000,000 (P =0.005)

31-Dec-23 (Audited) =3,966,998 P 163,000,000 =0.024 P

The Company has no potentially dilutive common stock as of March 31, 2024, March 31, 2023, and December 31, 2023.

24

16. Others a) The Interim Financial Report as of March 31, 2024 is in compliance with generally accepted accounting principles (all effective standards and interpretations under PFRS). b) The same policies and methods of computation were followed in the preparation of the interim financial report compared to the December 31, 2023 Audited Financial Statements. c) There are no unusual item or items that affected the assets, liabilities, equity and cash flows of the March 31, 2024 Financial Statements. d) There are no material events happened subsequent to the end of March 31, 2024 that might affect the result of said financial statements. e) Earnings (loss) per share is presented in the face of the unaudited statements of income for the period ended March 31, 2024 and March 31, 2023. f) No significant events happened during the quarter that will affect the March 31, 2024 Unaudited Financial Statements. g) There are no seasonal aspects that had a material effect on the financial condition or results of operation of the Company. h) There is no foreseeable event that will trigger direct or contingent financial obligation that is material to the Company, including any default of accelerated obligation. i)

There are no material off-balance sheet transactions, arrangements, obligations and other relationship of the Company with other entities or persons that were created during the period.

j)

There are no changes in estimates of amounts reported in prior periods of the current financial year or changes in estimates of amounts reported in prior financial years that could have material effect in the current period.

k) There are no issuances, repurchases, repayments, repayments of debt and equity securities. l)

There are no changes in the composition of the issuer during the interim period, including business combinations, acquisition or disposal of subsidiaries and long term investments, restructuring and discounting operations during the period.

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ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND

RESULTS OF OPERATIONS 1. Financial Condition (As of March 31, 2024 and March 31, 2023)

31-Mar-24 ASSETS Cash and cash equivalents Financial assets at FVTPL Receivables Notes receivable Other current assets Financial assets at FVOCI TOTAL ASSETS

31-Mar-23

% Change

% to Asset

₱12,418,611 36,448,508 2,062,412 100,000,000 1,760,000 512,332,194 665,021,725

₱99,499,677 35,494,435 1,274,816 1,518,593 541,555,788 679,343,309

-87.52% 1.87% 2.69% 5.48% 61.78% 0.31% 100.00% 15.04% 15.90% 0.26% -5.40% 77.04% -2.11% 100.00%

Accounts payable and accrued expenses Deferred tax liability TOTAL LIABILITIES

543,404 58,589,318 59,132,722

1,048,412 61,185,435 62,233,847

-48.17% -4.24% -4.98%

EQUITY TOTAL LIABILITIES AND EQUITY

605,889,003 ₱665,021,725

617,109,462 ₱679,343,309

LIABILITIES AND EQUITY 0.08% 8.81% 8.89%

-1.82% 91.11% -2.11% 100.00%

Total assets amounted to P =665.022 million and P =679.343 million as of March 31, 2024 and March 31, 2023, respectively.

The Company’s cash and cash equivalents amounted to P =12.419 million as of March 31, 2024 and P =99.500 million as of March 31, 2023. The Company extended a loan of ₱100MM to Cebu Landmasters Inc. (CLI) resulting in 87.52% net decrease in the account.

Financial assets at FVTPL amounted to P =36.449 million and P =35.494 million as of March 31, 2024 and as of March 31, 2023, respectively. The 2.69% increase is due to upward movement of market values of investments in stocks traded at PSE. Receivables account as of March 31, 2024 amounted to P =2.062 million compared to P =1.275 million as of March 31, 2023. The 61.78% net increase mainly refers to interest receivable from money market placements (MMPs) and dividend receivable from various stock investments during the period.

Notes receivable of P =100 million as of March 31, 2024 refers to promissory note from CLI, with tenor of 362 days at 8% per annum.

Other current assets consist of prepayments, prepaid taxes and input tax carry-overs. This amounted to =1.760 million and P P =1.519 million as of March 31, 2024 and March 31, 2023, respectively. The 15.90% net increase mainly represents additional input taxes recorded during the period.

Financial assets at FVOCI as of March 31, 2024 amounted to P =512.332 million and P =541.556 million as of March 31, 2023. The 5.40% net decrease is due to downward adjustment of the fair value of the investment in HEDC and sale of investment in Benguet Corp.

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Accounts payable and accrued expenses amounted to P =0.543 million and P =1.048 million as of March 31, 2024 and March 31, 2023, respectively. The 48.17% decrease is due to settlement of payables during the period.

Total stockholders’ equity as of as of March 31, 2024 amounted to P =605.889 million or P =3.717 book value per share and P =617.109 million or P =3.786 book value per share as of March 31, 2023.

2. Results of Operations (For the Quarter ended March 31, 2024 and March 31, 2023)

31-Mar-24 REVENUES Interest income Dividend income Foreigh exchange gain Other income TOTAL REVENUES EXPENSES AND CHARGES General and administrative expenses Net loss on fair value changes on financial assets at FVTPL Foreigh exchange loss TOTAL EXPENSES Loss before income tax Provision for income tax NET LOSS

₱

₱

31-Mar-23

% Change 2024 vs. 2023

% in Total Revenue

1,582,573 ₱ 34,819 436 105,164 1,722,992

958,451 80,164 1,038,615

65.12% 100.00% 100.00% 31.19% 65.89%

91.85% 2.02% 0.03% 6.10% 100.00%

630,891

552,830

14.12%

36.62%

1,658,516 2,289,407 (566,415) 2,103 (568,518) ₱

1,333,586 1,096 1,887,512 (848,897) 802 (849,699)

24.37% -100.00% 21.29% -33.28% 162.22% -33.09%

96.26% 0.00% 132.87% -32.87% 0.12% -33.00%

The Company posted a net loss of P =0.569 million or P = 0.003 loss per share as of March 31, 2024 compared to = P0.850 million as of March 31, 2023.

Interest income amounted to P =1.583 million and P =0.958 million as of March 31, 2024 and March 31, 2023, respectively. The increase is attributable to higher interest rates from MMPs and notes receivable during the period.

Dividend income amounted to ₱0.035 million and nil as of March 31, 2024 and December 31, 2023, respectively. The increase refers to cash dividends from various stock investments.

Other income amounted to P =0.105 million and P =0.080 as of March 31, 2024 and March 31, 2023 respectively. This refers to the rental income from the Company’s owned parking space in Tektite Towers and management services rendered to HEDC. General and administrative expenses amounted to P =0.631 million and P =0.553 million as of March 31, 2024 and March 31, 2023, respectively. The 14.12% increase accounts for higher stock transfer agent fees brought about by rising costs of operations and system enhancements.

The Company’s net loss on fair value changes on financial assets at FVTPL amounted to P =1.659 million and P =1.334 million as of March 31, 2024 and March 31, 2023, respectively. The 24.37% increase is due to the downward movement of investments in stocks during the period.

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Provision for income tax refers to the Minimum Corporate Income Tax (MCIT) of 2% and 1% as of March 31, 2024 and March 31, 2023, respectively. The Company set-up MCIT rather than the 25% regular corporate income tax because most of its income are from unrealized market changes of investments and passive income subject to final tax.

3. Financial Conditions (As of March 31, 2024 and December 31, 2023)

31-Mar-24 ASSETS Cash and cash equivalents Financial assets at FVTPL Receivables Notes receivable Other current assets Financial assets at FVOCI TOTAL ASSETS

31-Dec-23 % Change % Asset

P12,418,611 36,448,508 2,062,412 100,000,000 1,760,000 512,332,194 665,021,725

P111,060,664 38,107,024 1,854,420 1,676,677 514,706,416 667,405,201

-88.82% 1.87% -4.35% 5.48% 11.22% 0.31% 100.00% 15.04% 4.97% 0.26% -0.46% 77.04% -0.36% 100.00%

543,404 58,589,318 59,132,722

984,140 58,589,318 59,573,458

-44.78% 0.00% -0.74%

0.08% 8.81% 8.89%

605,889,003

607,831,743

-0.32%

91.11%

P665,021,725

P667,405,201

-0.36% 100.00%

LIABILITIES AND EQUITY Accounts payable and accrued expenses Deferred tax liability TOTAL LIABILITIES EQUITY TOTAL LIABILITIES AND EQUITY

Total assets amounted to P =665.022 million as of March 31, 2024 compared to P =667.405 million as of December 31, 2023.

The Company’s cash and cash equivalents amounted to P =12.419 million as of March 31, 2024 compared to =111.061 million as of December 31, 2023. The 88.82% net decrease was due to the loan extended by the P Company to CLI amounting to ₱100MM. Financial assets at FVTPL amounted to P =36.449 million compared to P =38.107 million as of March 31, 2024 and December 31, 2023, respectively. The 4.35% decrease refers to downward movement of market values of investments in stocks traded at PSE during the period.

Receivables account as of March 31, 2024 amounted to P =2.062 million compared to P =1.854 million as of December 31, 2023. The 11.22% increase mainly refers to interest receivable from MMPs and dividend receivable from various stock investments during the period.

Notes receivable of P =100 million as of March 31, 2024 refers to the promissory note from CLI dated February 1, 2024, with tenor of 362 days at 8% per annum.

Decrease of 0.46% in financial assets at FVOCI refers to the downward movement in market value of investment in PERC.

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Accounts payable and accrued expenses amounted to P =0.543 million and P =0.984 million as of March 31, 2024 and December 31, 2023, respectively. The 44.78% net decrease accounts for the settlement of payables and accruals during the period.

Total stockholders’ equity as of March 31, 2024 amounted to P =605.889 million or P3.717 book value per share compared to = P607.832 million or P3.729 book value as of December 31, 2023.

Except for items discussed above, there are no more changes in the financial statements that will reach the materiality threshold of 5%.

KEY PERFORMANCE INDICATORS (KPI): The following liquidity and profitability ratios indicate acceptable levels of financial condition and performance of the company:

Current ratio

Unaudited 31-Mar-24 280.987:1

Unaudited 31-Mar-23 131.425:1

Debt-equity ratio Net profit margin Asset turnover Earnings/(loss) per share

0.0009:1 N/A 0.0026:1 (0.004)

0.0017:1 N/A 0.0015:1 (0.005)

Audited 31-Dec-23 155.16:1

Formula Total Current Assets/Total Current Liabilities 0.0016:1 Total Debt/Total Stockholders' Equity 59.73% Net Income/Total Revenue 0.01:1 Revenue/Total Assets 0.024 Net Income (Loss)/Issued & Outstanding Shares

There is an increase in the Company’s current ratio as of March 31, 2024 as compared to March 31, 2023 mainly due to the increase in current assets as a result of increase in cash from sale of investment in Benguet Corp. in October 2023.

There is a decrease in the Company’s debt-equity ratio as of March 31, 2024 compared to March 31, 2023 due to decrease in stockholders’ equity during the period as a result of downward adjustment of the fair value of the investment in HEDC. Asset turnover for the 1st quarter 2024 is higher compared to the 1st quarter 2023 due to increase in revenues during the period as a result of higher interest income.

Please refer to Financial Soundness Indicators for additional KPIs Discussion of indicators of the Company’s level of performance Receivable Management The Company’s receivables reported in the Statements of Financial Position include the following: 1. Cash Dividends from various stock investments.

2. Accrued Interest Receivable from the Company’s short term investments as of March 31, 2024 of which the Company will receive upon maturity.

Furthermore, the Company manages its receivables by monitoring on a regular basis to ensure timely execution of necessary interventions efforts.

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Liquidity Management The Company has substantial investments in shares of stock which are not listed in the Philippine Stock Exchange and may not be readily convertible to liquid assets necessary to meet any potential additional liquidity requirements of the Company. Investment in unquoted securities included in financial assets at FVOCI amounted to P =490.650 million as of March 31, 2024 and December 31, 2023.

Management of liquidity requires a flow and stock perspective. Constraint such as political environment, taxation, foreign exchange, interest rates and other environmental factors can impose significant restrictions on firms in management of their financial liquidity.

Seafront has considered the above factors and paid special attention to its cash flow management. The Company identifies all its cash requirements for a certain period and invests unrestricted funds to maximize interest earnings, i.e. money market placements.

Rate of Return of Each Stockholder The Company has no existing dividend policy. However, the Company intends to declare dividends in the future out of its unrestricted retained earnings in accordance with the Corporation Code of the Philippines.

Cost Reduction Effort In order to minimize expenses, the Company has engaged the services of PetroEnergy Resources Corporation to handle its legal, administrative, accounting and treasury functions.

Financial disclosures in view of the current financial condition The Company is still on wait-and-see attitude with respect to investing in other businesses. It has no intention of increasing its capital stock. The current market does not warrant an aggressive stance towards investments. The Company is generating its funds from interest earnings on money market placements.

There are no known trends, demands, commitments, events or uncertainties that will have material impact on the Company’s liquidity.

The Company assesses the financial risks exposures particularly on currency, interest credit, and market and liquidity risks. If any change thereof would materially affect the financial condition and results of operation of the Company, provide a discussion in the report on quantitative impact or such risks and include a description of enhancement in the company’s risk management policies to address the same.

The Company’s principal financial instruments include cash and cash equivalents, trading and investment securities (financial assets at FVTPL) and receivables. The main purpose of these financial instruments is to fund the Company’s working capital requirements.

Financial Risk Management Objectives and Policies Please refer to Note 13.

Plan of Operations A. Investment in Financial Assets at FVOCI not traded in the market (Investment in HEDC) 30

As of March 31, 2024 the Company holds 11.33% interest in its investment in Hermosa Development Corporation (HEDC).

Significant progress has been made in Phase 2 of Hermosa Ecozone Industrial Park (HEIP), including the completion of stone masonry retaining wall, roadways, underground utilities, and various site grading works for optimal land use. Furthermore, new facilities, such as administrative building, telecommunication room, and security and maintenance building, have been completed. These developments show HEDC’s commitment to serve the locators and stakeholders efficiently.

B. Investment in Financial Assets at FVTPL and FVOCI traded in the market The Company will continue to closely monitor the prices of its securities as well as those specific factors which could directly or indirectly affect the prices of these instruments. Because such investments are subject to price risk due to changes in market values, an expected decline in the portfolio will prompt the Company to dispose or trade the securities for replacement with more viable and less risky investments in the future.

With the Company’s current cash position, it can sustain its needs for operating expenses. The only possible material commitment is a cash call from HEDC, of which is not expected to call in the next twelve months.

Thus, it does not intend to raise additional funds.

Aside from the Company’s investments stated above, there are no other researches or development plans, and purchase or sale of significant equipment that the Company expects perform.

PART II - Other Information The Company has no other information that need to be disclosed other than disclosures made under SEC Form 17-C (if any).

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SEAFRONT RESOURCES CORPORATION SUPPLEMENTARY INFORMATION AND DISCLOSURES REQUIRED ON SRC RULE 68 AS AMENDED MARCH 31, 2024 Philippine Securities and Exchange Commission (SEC) issued the amended Securities Regulation Code Rule SRC Rule 68 which consolidates the two separate rules and labeled in the amendment as “Part I” and “Part II”, respectively. It also prescribed the additional information and schedule requirements for issuers of securities to the public.

Below are the additional information and schedules required by Revised SRC Rule No. 68, that are relevant to the Company. This information is presented for purposes of filing with the SEC and is not required part of the basic financial statements.

Schedule A. Financial Assets Below is the detailed schedule of the Company’s financial assets as of March 31, 2024: Number of Amount Shown Shares or in the Principal Statement of Name of Issuing Entity and Association of Amount of Financial Each Issue Bonds and Notes Position Financial assets at FVTPL Equity Securities: PetroEnergy Resources Corporation 3,613,852 =16,623,719 P House of Investments, Inc. 2,484,000 8,197,200 Araneta Prop.

3,756,788 3,568,949 Ayala Land, Inc. 128,193 4,134,224 EEI Corporation 372,500 2,007,775 Others 838,359 1,916,641 =36,448,508 P

Name of Issuing Entity and Association of Each Issue Financial assets at FVOCI Debt equities Philippine Government Quoted: PetroEnergy Resources Corporation Unquoted: Hermosa Ecozone Development Corporation

Number of Shares or Amount Shown Principal in the Amount of Statement of Bonds and Financial Notes Position

Income Received and Accrued =− P − − 26,280 − 8,539 =34,819 P

Income Received and Accrued

−

=3,966,934 P

=− P

3,851,164

17,715,447

−

− −

490,649,813 =512,332,194 P

− =− P

The fair value for financial instruments traded in active markets at the reporting date is based on their quoted market price without any deduction for transaction costs. For securities in which current bid and asking prices are not available, the price of the most recent transaction provides evidence of the current fair value

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as long as there has not been a significant change in economic circumstances since the time of the transaction.

For unquoted financial securities, the Company uses its judgment to select the most appropriate valuation methodology to value its unquoted equity investments and make assumptions that are mainly based on market conditions existing at each reporting period. It involves directly measuring the fair value of the assets and liabilities of the investee company, as mainly determined by the Company’s external appraiser.

Assets of the investee company consist mainly of parcels of land for sale which is adjusted to its fair value.

Schedule B. Amounts Receivable from Directors, Officers, Employees and Principal Stockholders (Other than Related Parties) The Company has no outstanding receivables from its directors, officers, employees and principal stockholders as of March 31, 2024 and December 31, 2023.

Schedule C. Amounts Receivable from/Payable to Related Parties which are Eliminated during the Consolidation of Financial Statements Not applicable.

Schedule D. Long-term Debt The Company has no outstanding long-term debt as of March 31, 2024 and December 31, 2023.

Schedule E. Indebtedness to Related Parties (Long Term Loans from Related Companies) The Company has no long-term indebtedness to related parties as of March 31, 2024 and December 31, 2023.

Schedule F. Guarantees of Securities of Other Issuers The Company does not have guarantees of securities of other issuers as of March 31, 2024 and December 31, 2023.

Schedule H. Capital Stock

Title of issue Common Shares

Number of shares authorized 388,000,000

Number of shares issued and outstanding as shown under related balance sheet caption 163,000,000

Number of Shares reserved for options, warrants, conversion and other rights −

33

Number of shares held by related parties 30,469,858

Directors, officers and employees 4,926

Others 132,525,216

SEAFRONT RESOURCES CORPORATION SCHEDULE OF FINANCIAL SOUNDNESS INDICATORS Financial Soundness Indicators Below are the financial ratios that are relevant to the Company for the 1st quarter ended March 31, 2024, March 31, 2023 and for the year ended December 31, 2023: Financial ratios Current ratio

Current assets Current liabilities

31-Mar-24 (Unaudited) 280.99:1

31-Mar-23 (Unaudited) 131.43:1

31-Dec-23 (Audited) 155.16:1

Debt to assets

Total debt Total assets

0.001:1

0.002:1

0.002:1

Asset-to-equity ratio

Total assets Total equity

1.10:1

1.10:1

1.10:1

Earnings/(loss) per share

Net income (loss) Weighted average no. of shares

(0.004:1)

(0.005:1)

0.024:1

Price earnings ratio

Closing price Earnings per share

N/A

N/A

57.94

Return on revenue

Net income Total revenue

N/A

N/A

0.60

Long-term debt to equity ratio Long-term debt Equity

N/A

N/A

N/A

EBITDA to total interest paid EBITDA* Total interest paid

N/A

N/A

N/A

*Earnings before interest, taxes, depreciation and amortization (EBITDA)

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SEAFRONT RESOURCES CORPORATION RECONCILIATION OF RETAINED EARNINGS AVAILABLE FOR DIVIDEND DECLARATION MARCH 31, 2024 The table below presents the retained earnings available for dividend declaration as of March 31, 2024: Unappropriated retained earnings, as adjusted to available for dividend distribution, beginning Net loss during the period closed to retained earnings Add: Non-actual/unrealized income net of tax Fair value loss adjustments (market-to-market) Less: Non-actual/unrealized income net of tax Fair value gain adjustments (mark-to-market) Impairment loss on financial assets at fair value through other comprehensive income Net income earned during the period

P =103,635,665 (568,518) 1,658,516 ‒ ‒ 1,089,998

Less: Dividend declarations during the period

‒

Total unappropriated retained earnings available for dividend declaration as of March 31, 2024

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P =102,037,668

SEAFRONT RESOURCES CORPORATION MAP OF RELATIONSHIPS OF THE COMPANIES WITHIN THE GROUP Group Structure All existing stockholders as of March 31, 2024 neither constitute control nor significant influence over the Company. Also, the Company’s investments neither constitute control nor significant influence.

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