SRC Annual Report 2022

Ma. Theresa A. Calate

From: Seafront Resources Corporate Affairs

Sent: April 17, 2023 2:52 pm

To: Ma. Theresa A. Calate

Subject: FW: CGFD_Seafront Resources Corporation(SPM)_17-C (Board Approval of 2022 AFS Submission)

FYI. For your action.

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Sent: April 14, 2023 1:09 PM

To: Seafront Resources Corporate Affairs <corpaffairs@seafrontresources.com.ph>

Subject: Re: CGFD_Seafront Resources Corporation(SPM)_17-C (Board Approval of 2022 AFS Submission)

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SECURITIESANDEXCHANGECOMMISSION

SECFORM17-A

ANNUALREPORTPURSUANTTOSECTION17 OFTHESECURITIESREGULATIONCODEANDSECTION141 OFTHECORPORATIONCODEOFTHEPHILIPPINES

1. ForthefiscalyearendedDecember31,2022

2. SECIdentificationNumber40979

3. BIRTaxIdentificationNo.000-194-465-000

4. ExactnameofissuerasspecifiedinitscharterSeafrontResourcesCorporation

5. MetroManila,Philippines

6. (SECUseOnly) Province,Countryorotherjurisdictionof incorporationororganization IndustryClassificationCode:

7. 7thF,JMTBldg.,ADBAvenue, OrtigasCenter,PasigCity 1605 Addressofprincipaloffice PostalCode

8. (632)637-2917

Issuer'stelephonenumber,includingareacode

9. NotApplicable Formername,formeraddress,andformerfiscalyear,ifchangedsincelastreport.

10. SecuritiesregisteredpursuanttoSections8and12oftheSRC,orSec.4and8oftheRSA

TitleofEachClass

NumberofSharesofCommonStockOutstanding andAmountofDebtOutstanding

Common(parvalueofP=1.00/share) 163,000,000

11. AreanyorallofthesesecuritieslistedonaStockExchange.

Yes[X] No [ ]

If yes,statethenameofsuchstockexchangeandtheclassesofsecuritieslistedtherein: PhilippineStockExchange

12. Checkwhethertheissuer:

(a)hasfiledallreportsrequiredtobefiledbySection17oftheSRCandSRCRule17.1thereunderor Section11oftheRSAandRSARule11(a)-1thereunder,andSections26and141ofTheCorporation CodeofthePhilippinesduringtheprecedingtwelve(12)months(orforsuchshorterperiodthatthe registrantwasrequiredtofilesuchreports);

Yes [X] No [ ]

(b)hasbeensubjecttosuchfilingrequirementsforthepastninety(90)days.

Yes [X] No [ ]

13. As of December 31, 2022 the aggregate market value of the voting stock held by non-affiliates of the Companyisequivalent to TwoHundred TwentyFive Million TwoHundred NinetyTwoThousandEight HundredSixtySevenPesosand20/100.(P225,292,867.20)or132,525,216sharesatP1.70/share.

APPLICABLEONLYTOISSUERSINVOLVEDIN INSOLVENCY/SUSPENSIONOFPAYMENTSPROCEEDINGS

DURINGTHEPRECEDINGFIVEYEARS:

14. CheckwhethertheissuerhasfiledalldocumentsandreportsrequiredtobefiledbySection17ofthe CodesubsequenttothedistributionofsecuritiesunderaplanconfirmedbyacourtortheCommission.

NotApplicable.

DOCUMENTSINCORPORATEDBYREFERENCE

 2022AuditedFinancialStatements(AFS)

 2022SustainabilityReport

b.

PARTI-BUSINESSANDGENERALINFORMATION

DescriptionofBusiness

Item1-BusinessDevelopment

SeafrontResources Corporation(the“Company”) wasregisteredwiththeSecuritiesandExchange Commission (SEC) on April 16, 1970 as an oil exploration and production company. On October 18, 1996, the Company amendeditsArticlesofIncorporationwhichprovidesfortherevisionofitsprimarypurposefromengaginginthe business of oilexplorationandproductionintoaholdingcompanyandtoincludeoilexplorationandproduction businessasoneofitssecondarypurposes.

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.

BusinessofIssuer

A.InvestmentsinFinancialAssetsatFairValuethroughProfitandLoss(FVTPL)(Notes8and14ofthe AFS)

The Company maintains a portfolio of investments in stocks traded in the Philippine Stock Exchange and investmentinGovernmentSecurities.ThesefinancialassetsatFVTPLarecarriedatfairvalueasfollows:

B.InvestmentinFinancialAssetsatFairvaluethroughothercomprehensiveincome(FVOCI)(Notes8and 14oftheAFS)

FinancialassetsatFVOCIconsistofquotedandunquotedsharesofstockheldforlong-terminvestment purposesandarecarriedatfairvalue. Thecarryingvaluesoftheseinvestmentsareasfollows

Investment in HEDC

OnJanuary31,1997,theCompanyenteredintoaProjectShareholders’Agreementwithfiveothercompaniesled by Investment and Capital Corporation of the Philippines (ICCP) and Penta Capital Investment Corporation (PCIC)todevelop500to600hectaresofrawlandinHermosa,Bataanintoanewtownshipconsistingofindustrial estates,residentialcommunities,agolfandcountryclubandacommercialcenter.

Todate, HEDC has alreadydeveloped1,244,769 sqm. of lotsin Hermosa Ecozone Industrial Park(HEIP) area, of which 1,034,103 sqm. were sold as of December 31, 2022. Out of this total, 31,876 sqm. were sold in 2022. Whilethe200,000sqm.arestillawaitingforthePEZAPresidentialProclamation.

The fair value of investment in HEDC is determined using the adjusted net asset method wherein the assets of HEDCconsistingmainlyofparcelsoflandareadjustedfromcosttoitsfairvalue.Thevaluationoftheparcelsof land was performed bya Securities and Exchange Commission- accreditedindependent valuer as at December 31,2022and2021.ThismeasurementfallsunderLevel3inthefairvaluehierarchy.

Fairvaluemeasurementdisclosuresforthedeterminationoffairvalueofunquotedequitysecuritiesareprovided inNote14oftheAFS.

Products

TheCompanyhasitsinvestmentsinstocks(asdiscussedinthe“BusinessoftheIssuer”)asitsprincipalproduct.

Total revenue as of December 31, 2022 amounted to P3.222 million, bulk of which is from the interest income fromthe moneymarketplacementsandnet gainonfair valuechanges onfinancial assets at FVTPL. Otherthan discussed, the Company has no principal product which contributes 10% or more to sales or revenues. No governmentapprovalisneededforitsprincipalproduct.

Percentageofsaleorrevenueandnetincomecontributedbyforeignsales

Therearenorevenuesfromforeignsales.

DistributionMethod

Notapplicable

Statusofpublicly–announcednewproductorservice

TheCompanyhasnonewproductorservice.

Competition

The Company itself has no competitor because it is a holding company. Its major investment, HEDC has competitorssuchasClarkDevelopmentCorporation,SubicGatewayParkandothernearbyindustrialzones.

SourcesandAvailabilityofRawMaterialsandNamesofPrincipalSuppliers

TheCompanyisnotintomanufacturingandhasnoneedforrawmaterialsforitsbusiness.

Dependenceonasinglecustomerorfewcustomers

TheCompanyisnotdependentuponasinglecustomerorafewcustomers.

Transactionwithand/ordependenceonrelatedparties

Notapplicable

Summary of principal terms and expiration dates of all patents, trademarks, copy rights, licenses, franchises,concessionsandroyaltyagreements

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

Nogovernmentapprovalisneededforitsprincipalproduct.

Researchanddevelopmentactivities

Noamount ofmoneywasspent fordevelopmentactivitiesforthelastthree fiscal years. TheCompanydoesnot intend to acquire additional properties in the next twelve (12) months. However, the Company can sustain its needforoperatingexpensesintheordinarycourseofbusiness.

Totalnumberofemployees

The Company has no employees; PERC provides administrative, accounting and compliance services to the Company. TheCompanydoesnotanticipateanyspecialundertakingthatwouldwarranthiringsomepeoplefor regularemployment.

RiskFactors

Political,EconomicandLegalRisksinthePhilippines

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 volatilityandlower value ofthe stockmarket, lower credit ratingof the countryandthe

reductionofthecountry’sforeigncurrencyreserves. Therehasalsobeengrowingconcernsabouttheunrestrained judicialinterventioninmajorinfrastructureprojectofthegovernment.

There is no assurance that the political environment in the Philippines will be stable and that current or future governmentswilladopteconomicpoliciesconducivetosustainedeconomicgrowth.

The general political situation in and the state of the economy of the Philippines mayinfluence the growth and profitabilityoftheCompany. Anyfuturepoliticaloreconomicinstabilityinthesecountriesmayhaveanegative effectonthefinancialresultsoftheCompany.

EquityPartnershipRisk

TheCompanyenteredintoa ProjectShareholder’sAgreementwithfive other companies led byInvestment and CapitalCorporationofthePhilippinesandPentaCapitalInvestmentCorporationtodevelop500-600hectaresof rawlandinHermosa,Bataan.Intoatownshipconsistingofindustrialestates,residentialcommunities,agolfand countryclubandacommercialcenter.Thissituationmayinvolvespecialrisksassociatedwiththepossibilitythat 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 obligationsundertheProject Shareholder’sAgreement; or(iv)experiencefinancialdifficulties. These conflicts may adversely affect the Company’s operations. To date, the Company has not experienced any significant problemswithrespecttoitsequitypartners.

FinancialRiskManagementObjectivesandPolicies(Note14ofAFS)

TheCompany’sfinancialinstrumentscomprisecashandcashequivalents,receivables,financialassets,accounts payable and accruedexpenses andsubscriptions payable. The main purpose of these financial instruments isto 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

ThemainfinancialrisksarisingfromtheCompany’sfinancialinstrumentsareliquidityrisk,marketriskandcredit risk.

a. Liquidity Risk

LiquidityriskistheriskthattheCompanyisunabletomeetitsfinancialobligationwhendue. TheCompanyhas substantialinvestmentsinshares of stockwhichare notlistedinthePhilippineStockExchange and maynot be readily convertible to liquid assets necessary to meet any potential additional liquidity requirements of the Company. InvestmentsinunquotedequitysecuritiesclassifiedasfinancialassetsatFVOCIamountedto₱507.96 millionand₱404.38million,asofDecember31,2022and2021,respectively.

TheCompanymonitorsitscash positionandoverallliquidityposition inassessingitsexposure toliquidityrisk. The Company maintains a level of cash and cash equivalents deemed sufficient to finance operations and to mitigatetheeffectsoffluctuationincashflows.

TheCompany’saccountspayableandaccruedexpensesareallsettledonamonthlybasis.

Pleasereferto Note14oftheAFSforthematurityprofileoftheCompany’sfinancialassetsandliabilities.

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 changesinmarketprices. Thevalueofafinancialinstrumentmaychangeasaresultofchangesininterestrates, foreign currency exchanges rates, commodity prices, equity prices and other market changes. The Company’s marketriskemanatesfromitsholdingsindebtandequitysecurities.

TheCompanycloselymonitorstheprices of itsdebtandequitysecuritiesaswellasmacroeconomicandentityspecific factors which could directlyor indirectly affect the prices of these instruments. In case of an expected declineinitsportfolioofequitysecurities,theCompanyreadilydisposesortradesthesecuritiesforreplacement withmoreviableandlessriskyinvestments.

PleaserefertoNote14ofthe AFSfortheanalysisperformedforreasonablypossiblechangeinthemarketprice ofquotedsharesclassifiedasfinancialassetsatFVTPL.

EquityPriceRisk

TheCompanycloselymonitorstheprices ofitsdebtandequitysecuritiesaswellasmacroeconomicandentityspecific factors which could directlyor indirectly affect the prices of these instruments. In case of an expected declineinitsportfolioofequitysecurities,theCompanyreadilydisposesortradesthesecuritiesforreplacement withmoreviableandlessriskyinvestments.

Suchinvestmentsecuritiesare subjecttoprice riskduetochangesinmarket values of instrumentsarisingeither from factors specific to individual instruments or their issuers, or factors affecting all instruments traded in the market.

InterestRateRisk

The Company’s exposure to market risk for changes in fixed interest rates relates primarily to the Company’s moneymarketplacementsanddebtsecurities.

ThereisnootherimpactontheCompany’sequityotherthanthosealreadyaffectingnetincome.

c. Credit Risk

Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the otherpartytoincurafinancialloss.Withrespecttocreditriskarisingfromcashandcashequivalents,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 reputablecounterparties.

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 determinewhetherthedebtinstrumenthassignificantlyincreasedincreditriskandtoestimateECLs.

TheCompanyconsidersitscashandcashequivalentsashighgradesincetheseareplacedinfinancialinstitutions ofhighcreditstanding. Accordingly,ECLsrelatingtothesedebtinstrumentsroundstonil.

TheCompany’sreceivablesareagedcurrentasofDecember31,2022and 2021. Noreceivablesareconsidered credit-impaired.

As of December 31, 2022 and 2021, the carrying values of the Company’s financial instruments represent maximumexposureasofreportingdate.

Pleasereferto Note14oftheAFSforthemaximumcreditriskexposuresonthefinancialinstruments.

CapitalManagement

The primary objective of the Company’scapital managementistoensurethatitmaintainsa strongcredit rating andhealthycapitalratiosinordertosupportitsbusinessandmaximizeshareholders'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 shareholdersorissuenewshares.

The Company monitors capital using a debt-to-equity ratio, which is total debt divided by total equity. The Companyincludeswithintotaldebtthefollowing:accountspayable,accruedexpensesandsubscriptionspayable. Totalequityincludescapitalstock,netunrealizedgains(losses)onfinancialassetsatFVOCIandretainedearnings (deficit).

TheCompanyhasnoexternallyimposedcapitalrequirementsasofDecember31,2022and2021.

Please refertoNote 15oftheAFSforthe table of the debt-to-equityratios oftheCompanyasof December31, 2022and2021,respectively.

Therewerenochangesintheobjectives,policiesorprocessesfortheyearsendedDecember31,2022and2021.

Item2-Properties

Aside from the investments in Financial Assets discussed above, the Company owns two parking lot slots in Tektite TowerinOrtigas City. This propertyisaccountedas investment propertyof the Company. In2013,the Companyfullydepreciated the investment. Fair value of this investment is estimated at ₱800,000 - ₱1,000,000 perslot.

Item3-LegalProceedings

TherearenopendinglegalproceedingstowhichtheCompanyispartyorwhichanyofitspropertyisthesubject.

Item4-SubmissionofMatterstoaVoteofSecurityHolders

Therewerenomatterssubmittedtoavoteofsecurityholdersduringthefourthquarterofthefiscalyearcovered bythisreport.

PARTII-OPERATIONALANDFINANCIALINFORMATION

Item5-MarketforRegistrant’sCommonEquityandRelatedStockholderMatters

a) MarketPriceofandDividendsonRegistrant’sCommonEquityandRelatedStockholderMatters

1. MarketInformation

StockMarketPriceandDividendonRegistrant’sCommonEquity(last2years)

2. Holders

AsofDecember31,2022,theCompanyhas4,683stockholders.

Hereunderisthelistofthetop20Stockholders(asof31December2022):

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

2. ThecorporateactsofPMMICarecarriedoutbyitsBoardofDirectorsandManagement.Ms.HelenY.Deeisthecurrent Chairman of the Company.

3. The corporate acts of Alsons Consolidated Resources Inc. are carried out by its Board of Directors. Mr. Nicasio I. Alcantaraisthe currentChairmanandPresidentoftheCompany.

4. CBC T/A-SSC#0010 and T/A-SSC#0011 are Trust Accounts between China Banking Corporation as Trustee. The CorporateactsofCBCarecarriedoutbyitsBoardofDirectorsand Management. Mr.WilliamC. Whangisthecurrent CBC Presidentand COO.

AsofDecember31,2022,theCompanyhasatotalof163,000,000sharesissuedandoutstanding.Ofthetotal outstandingcommoncapitalstock,162,186,984sharesor99.50%areownedbyFilipinocitizens,while813,016 sharesor0.50%areownedbyforeigners.

1. MinimumPublicOwnership

TheCompanyiscompliantwiththerequiredMinimumPublicOwnershipofatleast10%ofthetotal issuedandoutstandingcapitalstock,asmandatedbySection3,ArticleXVIIIoftheContinuingListing Requirementsofthe ListingandDisclosure Rules. AsofDecember31,2022,theCompany’spublic floatwas81.30%.

2. Dividends

InaccordancewiththeCorporationCodeofthePhilippines,theCompanyintendstodeclaredividends (either in cash or stock or both) in the future. Shareholders of the Companyare entitled to receive a proportionate share in cash dividends that may be declared bythe Board of Directors out of surplus profitsderivedfromtheCompany’soperations. Thesamerightexistswithrespecttoastockdividend, thedeclarationofwhichissubjecttotheapprovalofstockholdersrepresentingatleasttwo-thirds(2/3) of the outstanding shares entitled to vote. The amount of dividend will depend on the Company’s profitsanditscapitalexpenditureandinvestmentrequirementsattherelevanttime.

The Company did not declare any cash or stock dividends in the last two (2) fiscal years 2022 and 2021.

Thelaststockdividend(15%) waspaidin1997. Priorto1997,thelastcash/stockdividendpaidwas in1990.

3. RecentsaleofUnregisteredSecurities

Therewasnosaleofunregisteredsecuritiesforthepastthreeyears.

b) DescriptionofRegistrant’sSecurities

1. CommonStock ThedetailsoftheCompany’scapitalstockareasfollows:

2. DebtSecurities-NotApplicable

3. StockOptions-NotApplicable

4. SecuritiesSubjecttoRedemptioncall–NotApplicable

5. Warrants–Notapplicable

6. MarketInformationforSecuritiesOtherthanCommonEquity–NotApplicable

7. OtherSecurities–NotApplicable

Item6-Management’sDiscussionandAnalysisorPlanofOperation

Management’sDiscussionandAnalysisofFinancialConditionsandResultsofOperations

1.FinancialCondition(AsofDecember31,2022and2021)

LIABILITIESANDEQUITY

Total assets amounted to P679.336 million and P573.623 million as of December 31, 2022 and December 31, 2021,respectively.

The Company’s cash and cash equivalents amounted to P99.386 million and P100.293 million as of December 31,2022and2021,respectively.The0.90%netdecreasewasduetopaymentofworkingcapitalrequirements.

Financial assets at fair value through profit or loss amounted to P36.828 million from P36.112 million as of December31,2022andasofDecember31,2021,respectively. The1.98%netincreaseisduetoslightrecovery inmarketvaluesofinvestmentsinstockstradedatPSE.

The 223.19% net increase in Receivables mainly pertains to interest receivable from moneymarket placements anddividendreceivablefromvariousstockinvestmentsduringtheperiod.

Other current assets consists of prepayments, prepaid taxes and input tax carry-overs. This amounted toP1.446 million and P1.278 million as of December 31, 2022 and 2021, respectively. The 13.16% net increase in this accountmainlyrepresentsadditionalinputtaxesrecordedduringtheperiod.

Financial Assets at fair value through other comprehensive income (FVOCI) account as of December 31, 2022 amounted to P540.609 million as compared with December 31, 2021 of P435.610 million. The net increase pertains to the upward adjustment of the revaluation of the investment in HEDC (please refer to Note 8 of the 2022AFS).

AccountspayableandaccruedexpensesamountedtoP1.138millionandP0.634millionasofDecember31,2022 andDecember31,2021,respectively.The79.43%netincreaseisattributabletoadditionalaccrualsattheendof December2022.

The Company recognized Deferred tax liability amounting to P61.185 million and P45.649 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% capitalgainstaxshouldtherebeanysaleofHEDCshares.

TotalStockholders’EquityasofDecember31,2022isP617.013millionorP3.79bookvalue/shareascompared withlastyear’sP527.340millionorP3.24bookvaluepershare.

2.ResultsofOperations(FortheyearsendedDecember31,2022,2021and2020)

The Companyposteda Netincome of P1.211 million or P0.0074earnings per share ascompared with P20.131 millionorP0.1235earningspershareasofDecember31,2021.

Dividendincome amountedto P0.419millionandP31.710 million as of December 31, 2022andDecember 31, 2021, respectively. Bulk of this amount refers tocash dividend from various stockinvestments. Decline for the periodismainlyduetonodividendreceivedfromHEDC.

InterestincomeamountedtoP1.681millionandP0.624millionasofDecember31,2022andDecember31,2021, respectively.TheincreaseisattributabletohigherinterestratesfromMoneyMarketPlacementduringtheyear.

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

Netunrealizedgains/(losses)inthechangesinmarketvalues(ofinvestmentinstocksatFVTPL)from(P2.887) millionlastyeartoP0.716millionthisyearismainlyduetoslightrecoveryoftheinvestmentsinstockstradedat thePSE.

Bulk of the decrease in the General and administrative expenses is mainly due to the payment in 2021 of Company’sshareintheplug/abandonmentcostofpreviousoilexplorationproject(refertoNote11oftheAFS). Noneinyear2022.

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 investmentsandpassiveincomesubjecttofinaltax.Theincreasefromlast year’sprovisionismainlydue tothe increaseinotherincome.

3. FinancialConditions(AsofDecember31,2021and2020)

Total assets amounted to P573.623 million and P584.095 million as of December 31, 2021 and December 31, 2020,respectively.

The Company’s cash and cash equivalents amounted to P100.293 million and P77.118 million as of December 31,2021and2020,respectively.The30.05%netincreasewasduetocashdividendsreceivedfromHEDCduring the year,netofpaymentofworkingcapitalrequirements.

Financial assets at fair value through profit or loss amounted to P36.112 million from P38.399 million as of December 31, 2021 and as of December 31, 2020, respectively. The 5.96% net decrease is due to decline in marketvaluesofinvestmentsinstockstradedatPSE.

The 6.62% netdecline in Receivables mainlypertains toreceipt of dividends, interest income and other income duringtheperiod.

Other current assets consists of prepayments, prepaid taxes and input tax carry-overs. This amounted toP1.278 million and P1.175 million as of December 31, 2021 and 2020, respectively. The 8.78% net increase in this accountmainlyrepresentsadditionalinputtaxesrecordedduringtheperiod.

Financial Assets at fair value through other comprehensive income (FVOCI) account as of December 31, 2021 amounted to P435.610 million as compared with December 31, 2020 of P467.050 million. The net decrease pertainstothedownwardadjustment oftherevaluationoftheinvestmentinHEDC(please refertoNote8ofthe 2021AFS).

AccountspayableandaccruedexpensesamountedtoP0.634millionandP0.802millionasofDecember31,2021 andDecember31,2020,respectively.The20.95%netdeclinepertainstopaymentofaccrualsandpayablesduring theperiod.

The Company recognized Deferred tax liability amounting to P45.649 million and P51.104 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% capitalgainstaxshouldtherebeanysaleofHEDCshares.

TotalStockholders’EquityasofDecember31,2021isP527.34millionorP3.24bookvalue/shareascompared withlastyear’sP532.189millionorP3.26bookvaluepershare.

4. ResultsofOperations(FortheyearsendedDecember31,2021and2020)

TheCompanypostedaNetincome ofP20.131millionorP0.1235earningspershareascomparedwithP26.498 millionorP0.1626earningspershareasofDecember31,2020.

DividendincomeamountedtoP31.710millionandP34.029millionasofDecember31,2021andDecember31, 2020,respectively. Bulk of thisamountspertainstocashdividendfromHEDC. Decline for theperiodismainly duetolowerdividendsfromHEDC.

InterestincomeamountedtoP0.624millionandP0.667millionasofDecember31,2021andDecember31,2020, respectively.TheslightdeclineisattributedtolowerinterestsfromMoneyMarketPlacementduringthe year.

Other income as of December 31, 2021 and 2020pertainsto- accountingservices rendered bythe Companyto HEDCandrentalincome.

Lower net unrealized losses in the changes in market values (of investment in stocks at FVTPL) from P6.889 millionlastyeartoP2.287millionthisyearismainlyduetoslightrecoveryoftheinvestmentsinstockstradedat thePSE.

BulkoftheincreaseintheGeneralandadministrativeexpensesismainlyduetotheCompany’sshareintheplug /abandonmentcostofpreviousoilexplorationproject.

Provision for income tax pertains to the Minimum Corporate Income Tax (MCIT) set-up. The Company set-up MCIT rather than the 30% regular tax because most of its income are from unrealized market changes of investments and passive income subject to final tax. The declinefrom last year’s provision is mainlydue tothe changeintheMCITratefrom2%to1%.

5. FinancialConditions(AsofDecember31,2020and2019)

Total assets amounted to P584.095 million and P630.211 million as of December 31, 2020 and December 31, 2019,respectively.

TheCompany’scashandcashequivalentsamountedtoP77.118millionandP43.037millionasofDecember31, 2020and2019,respectively.The79.19%netincreasewasduetocashdividendsreceivedduringtheyear,netof paymentofworkingcapitalrequirements.

Financial assets at fair value through profit or loss amounted to P38.399 million and P45.288 million as of December 31, 2020 and as of December 31, 2019, respectively. The 15.21% net decrease is due to decline in marketvaluesofinvestmentsinstockstradedatPSE.

The13.12%netdeclineinReceivablesmainlypertainstoreceiptofdividends,interestincomeandotherincome duringtheperiod.

Other current assets consists of prepayments, prepaid taxes and input tax carry-overs. This amounted toP1.175 million and P1.069 million as of December 31, 2020 and 2019, respectively. The 9.97% net increase in this accountmainlyrepresentsadditionalinputtaxesrecordedduringtheperiod.

FinancialAssets at fair value through other comprehensive income account as of December 31, 2020amounted toP467.050millionascomparedwithDecember31,2019of P540.410million.Thenetdecrease pertainstothe downwardadjustmentoftherevaluationoftheinvestmentinHEDC(pleaserefertoNote8ofthe2020AFS).

AccountspayableandaccruedexpensesamountedtoP0.802millionandP0.583millionasofDecember31,2020 and December 31, 2019, respectively. The 37.71% net increase in this account is due to accrual of professional feesandotherexpensesduringtheperiod.

TheCompanyrecognizedDeferredtaxliabilityamountingtoP51.104millionandP62.568million. Thedecrease isduetotheadjustmentintheset-upoftaxliabilityassociatedwiththedeclineintherevaluationoftheinvestment inHEDC,moreparticularly,therelated15%capitalgainstaxshouldtherebeanysaleofHEDCshares.

TotalStockholders’EquityasofDecember31,2020isP532.189millionorP3.26/sharebookvalueascompared toDecember31,2020ofP567.060millionorP3.48bookvaluepershare.

6. ResultsofOperations(FortheyearsendedDecember31,2020and2019)

TheCompanypostedaNetincomeofP26.498millionorP0.1626earningspershareasofDecember31,2020as comparedwithP32.422millionorP0.1989earningspershareinDecember31,2019.Thedownturninthebottomline figure is mainlydue to the negative movements of the market values of the investments in stocks traded in thePSE.

DividendincomeamountedtoP34.029millionandP33.464millionasofDecember31,2020andDecember31, 2019.BulkofthisamountspertainstocashdividendfromHEDC.

The changes in market values (of investment in stocks at FVTPL) amounted to net loss of P6.889 million as of December31,2020ascomparedtonetgainofP0.438millionasofDecember31,2019.Thedownturnismainly duetothenegativemovementsofthemarketvaluesoftheinvestmentsinstockstradedinthePSE,resultingfrom theslumpofthemarketduetotheCOVID19pandemic.

Interest income amounted to P0.667 million and P0.416 as of December 31, 2020 and December 31, 2019, respectively.TheincreaseisattributedtohigherinterestsfromMoneyMarketPlacementduringthe year.

Other income as of December 31, 2020 and 2019pertainsto- accountingservices rendered bythe Companyto HEDCandrentalincome.

General and administrative expenses amounted to P1.637 million and P2.216 million as of December 31, 2020 and December 31, 2019, respectively. The decline mainly pertains to lower expenses attributed to the travel restrictionsbroughtaboutbytheCOVID19pandemic.

Provision for income tax pertains to the Minimum Corporate Income Tax (MCIT) set-up. The Company set-up MCIT rather than the 30% regular tax because most of its income are from unrealized market changes of investmentsandpassiveincomesubjecttofinaltax.

Except for items discussed above, there are no more changes in the financial statements that will reach the materialitythresholdof5%.

KeyPerformanceIndicators(KPI)

PleaserefertoFinancialSoundnessIndicators

PlanofOperations

A. InvestmentinAFSnottradedinthemarket(InvestmentinHEDC)

As of December 31, 2022 the Company holds 11.3% interest in its investment in Hermosa Development Corporation(HEDC).

The Management of HEDC is taking all efforts to sell its saleable property, proceeds of which will be used to financethedevelopmentoftheundevelopedportionsoftheproperty.Portionsoftheproceedswerealsodeclared asdividendstoitsstockholders.

B. InvestmentinFinancialAssetsatFVTPLandFVOCItradedinthemarket

TheCompanywillcontinue tocloselymonitor the pricesofitssecuritiesaswellasthose specific factorswhich could directlyor indirectlyaffect the prices of these instruments. Because such investments are subject to price riskduetochangesinmarketvalues,anexpecteddeclineintheportfoliowillprompttheCompanytodisposeor tradethesecuritiesforreplacementwithmoreviableandlessriskyinvestmentsinthefuture.

WiththeCompany’scurrentcashposition,itcansustainitsneedsforitsoperatingexpenses.Therearenopossible materialcommitment expected inthenexttwelvemonths.Thus,itdoesnotintendtoraiseadditionalfunds.

Aside from the Company’s investments stated above, there are no other researches or development plans, and purchaseorsale ofsignificantequipmentthattheCompanyexpectsperform.

Liquiditymanagement

TheCompanyhassubstantialinvestmentsinsharesofstockwhicharenotlistedinthePhilippineStockExchange and may not be readily convertible to liquid assets necessary to meet any potential additional liquidity requirementsoftheCompany. InvestmentinunquotedsecuritiesincludedinfinancialassetsatFVOCIamounted toP507.957millionandP404.381millionasofDecember31,2022and2021,respectively.

Managementofliquidityrequiresaflowandstockperspective. Constraintsuchaspoliticalenvironment,taxation, foreign exchange, interest rates and other environmental factors can impose significant restrictions on firms in managementoftheirfinancialliquidity.

Seafronthasconsideredtheabovefactorsandpaidspecialattentiontoitscashflowmanagement. TheCompany identifiesallitscashrequirementsforacertainperiodandinvestsunrestrictedfundstomaximizeinterestearnings, i.e.moneymarketplacements.

Commitments

Therearenoknowntrends,demands,commitments,eventsoruncertaintiesthatwillhavematerialimpactonthe Company’sliquidity.

Item7-FinancialStatements

The 2022 AFS of the Company are incorporated herein byreference. The schedules listed in the accompanying indextoSupplementarySchedulesarefiledaspartofthisForm17-A.

Item8-ChangesinandDisagreementswithAccountantsonAccountingandFinancialDisclosure 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 endorsementandwill nominatethereappointment of the saidauditingfirmfor the stockholders’approvalat the scheduledannualstockholders’meeting. The saidauditingfirmhasacceptedtheCompany’s invitationtostand forre-electionthisyear.

Audit services of SGV for the calendar year ended December 31, 2022 are the examination of the financial statementsoftheCompany,reviewofincometaxreturnsandotherservicesrelatedtofilingofreportsmadewith theSecuritiesandExchangeCommissionandBureauofInternalRevenue.

PursuanttoSRCRule68Paragraph3(b)(1V)(Re:RotationofExternalAuditors),theCompanyhasnotengaged Ms.AnaLeaC.Bergado,partnerofSGV&Co.,formorethanfive(5)years.ShewasengagedbytheCompany forexaminationoftheCompany’s2022AFS.

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 coolingoff periodshall be observed inthe re-engagement of same signingpartnerorindividualauditor.

Disagreements with Accountants on Accounting and Financial Disclosures

AsofDecember31,2022,therearenodisagreementswithAccountantsonAccountingandFinancialDisclosure.

Audit and audit- related fees

ExternalauditfeesamountedtoP410,496(inclusiveofVAT)asofDecember31,2022.Saidfeesarefortheaudit andreviewofregistrant’sannualfinancialstatementsandotherservicesrenderedinconnectionwithfilingofsaid financialstatementswiththegovernmentinstitutionsuchasSECandBIR.

Therewerenofeespaidoraccruedforthelasttwoyearsrelativetotaxaccounting,compliance,advice,planning andanyotherformoftaxservices.

The Audit Committee approved the above fees based on the services rendered and the amount paid from the previousyear’saudit.

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 uponandapprovesthe AuditCommittee’s recommendations. The members ofthe Audit Committee are asfollows:

NicasioI.Alcantara

BasilL.Ong

ErnestineCarmenJoD.Villareal-Fernando

-Chairman,IndependentDirector

-Member,IndependentDirector

-Member,IndependentDirector

PARTIII-CONTROLANDCOMPENSATIONINFORMATION

Item9-DirectorsandExecutiveOfficersoftheRegistrant

RobertoJoseL.Castillo - ChairmanoftheBoard

MilagrosV.Reyes - PresidentandDirector

ErnestineCarmenJoVillareal-Fernando - IndependentDirector

Nicasio I.Alcantara - IndependentDirector

BasilL.Ong - IndependentDirector

RaulM.Leopando - Director

VictorV.Benavidez - Director

YvonneS.Yuchengco - Director

MedelT.Nera - Director

Officers:

MilagrosV.Reyes - President

MedelT.Nera - Treasurer

SamuelV.Torres - CorporateSecretary

LouieMarkR.Limcolioc - Asst.CorporateSecretary

a) BoardofDirectors

Seafront’s Board of Directors is composed of nine (9) members elected by and from among the Company’s stockholders. TheBoardisresponsibleforprovidingoverallmanagementanddirectiontotheCompany. 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 Directorsisprovidedbelow:

Directors:

Themembersof the Boardareelectedat theAnnual Stockholders’ MeetingtoholdofficeuntilthenextAnnual Stockholders’Meetinganduntiltheirrespectivesuccessorshavebeenappointedorelectedandqualified.

BelowisthelistofthemembersoftheBoardandthecorporateofficers,andtheirbusinessexperienceduringthe pastfive(5)years:

Mr.RobertoJoseL.Castillo,69,Filipino,ChairmanoftheBoard. HeispresentlythePresident&CEOofEEI Corporation. Mr. Castillo also oversees EEI subsidiaries namely: Equipment Engineers, EEI Construction and Marine, Inc., EEI Power Corporation, Al Rushaid Petroleum Investment Companyin Saudi Arabia, EEIRealty Corporation andGulf Asia International Corporation. EEIis a member of the Yuchengco Group of Companies. He is also a Director of the following: PetroWind Energy, Inc., PetroGreen Energy Corporation, PetroSolar Corporation, Brightnote Assets Corporation, Hermosa Ecozone Development Corporation, Kubota-Kasui PhilippinesCorporation,SQResources,Inc.,SNResources,Inc.,SomersetHospitalityHoldingsPhilippines,Inc., Ascott HospitalityHoldingsPhilippines,Inc.andTongHsingElectronicsPhilippines, Inc. HeisalsoChairman oftheAdvisoryBoard,CarmelrayIndustrialCorporationandChairmanCJCCorporation.

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, UniversityofSantoTomas. Professional Qualification: CertifiedPublicAccountant(CPA)

Ms.MilagrosV.Reyes, 81,Filipino,President/Director.SheispresentlytheChairman/PresidentofPetroGreen Energy Corporation, Chairman of Maibarara Geothermal, Inc. She is the President of PetroEnergy Resources Corporation, an oil exploration and development company. She is also President of PetroWind EnergyInc. and PetroSolarCorporation.Director/TreasurerofHermosaEcozone&DevelopmentCorporation.Shewasformerly aDirector/ConsultantofPNOC-ECandaSeniorVicePresidentofBasicPetroleumandMinerals,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., UniversityofIllinoisandAjmanFieldsinU.A.E.

Mr. Basil L. Ong, 70, Filipino, Independent Director. He is presently Director of Transnational Diversified Group, Inc., AdventureInternationalTours, Inc. (Philippine representative of American Express, Inc.), Nike StadiumStoresandKidzStationStores)andWordtextSystems,Inc.(WSI)andW.S.PacificPublications,Inc.

Educational Background: Mr.Ong,receivedhisBachelor’sDegreeinManagementfromtheAteneodeManila University and he completed his post graduate, the Program for Management Development, at the Harvard BusinessSchool.

Mr. Raul M. Leopando, 71, Filipino, Director. He is currently member of the Board of Directors of UPSON International Corporation, Seafront Resources Corporation and Maibarara Geothermal Energy 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, SeniorConsultanttotheChairmanofRCBC,DirectorofPetroEnergyCorporationandPetroGreenCorporation. Hewasalsomemberoftheboardofdirectorsofseveralothercorporations.HewasalsoformerlyPresidentofthe InvestmentHousesAssociationofthePhilippines.Heisa lifetime member of the FinancialExecutivesInstitute (FINEX).

Educational background: HestudiedinUniversityofthePhilippines,ABEconomics,andSanBedaUniversity, BSCAccounting.

Ms. Yvonne S. Yuchengco, 69, Filipino,Director.She is also theChairman and Presidentof Philippine Integrated Advertising Agency, Inc., Y Tower II Office Condominium Corp., Yuchengco Tower Office CondominiumCorp.andRoyalCommons,Inc.; ChairmanofYRealtyCorporation,RCBCCapitalCorporation andXYZ AssetsCorporation; Vice Chairpersonof NationalReinsuranceCorp. of the Philippines and Malayan Insurance Co., Inc.; Director, Treasurer and CFOof Pan Malayan Management & Investment Corp.;Director andPresidentofAltoPacificCorporation,MICOEquities,Inc.andRCBCLand, Inc.;DirectorandTreasurerof WaterDragon, Inc., HI Cars, Inc., MalayanHigh School of Science, Inc., Mona LisaDevelopmentCorp.,Petro Energy Resources Corp.,Mayahin Holdings Corporation, andPan Malayan Realty Corp.;Director and VicePresidentof AY Holdings, Inc.;Trustee and Chairperson of The Malayan Plaza Condominium Owners and Yuchengco Museum, Inc.;DirectorofAnnabelle 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., MalayanInternationalInsuranceCorp.,ManilaMemorialParkCemetery,Inc.,MPCInvestmentCorporation,Pan Malayan Express, Inc., Seafront Resources Corp., Shayamala Corporation, YGC Corporate Services, Inc., and Asia-Pac Reinsurance Co., Ltd.;Trusteeof Avignon Tower Condominium Corporation, Phil-Asia Assistance Foundation, Inc.,Malayan Education System, Inc. (Operating Under the Name of Mapua University), AY Foundation,Inc.,YuchengcoCenter,Inc;AdvisoryMemberofRizalCommercialBankingCorporation.

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 EconomicsProgram(SBEP)program.

Mr. Nicasio I. Alcantara, 80, 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 theBank’sAuditCommittee.Heisthe Vice Chairmanof Avaina DevelopmentCorporation. Heisa Director of The Philodrill Corporation, Enderun Colleges, Inc., Sagittarius Mines, Inc. and Phoenixs Petroleum Philippines,Inc.Priortothis, Mr.Alcantaraheldthe positionof Chairman andPresidentin variouscorporation, namely, Petron Corporation, Iligan Cement Corporation, Alsons Cement Cement Corporation, Northern MindanaoPowerCorporationandRefratoriesCorporationofthePhilippines. HewasalsotheChairmanofAlsons Prime Investments Corporation until recently and served as Director of Bank One Savings, Bancasia Capital Corporation,CAlcantara&Sons,Inc.andAlsonsCorporation.

Educational Background: Bachelor of Science in Business Administration from the Ateneo de Manila University,Master’sinBusinessAdministrationfromSta.ClaraUniversity,California,USA.

Mr. Victor V.Benavidez, 71, 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,VPandDirectorMabuhayHoldingsCorporationandTagaytayProperties&HoldingsCorporation, Columnist, The Daily Globe, Investment Research Consultant of James Capel, Manager/Corplan of Banco FilipinoandManager/InvestmentResearchofAnselmoTrinidad&Co.

EducationalBackground: BachelorofScienceinEconomicsfromtheUniversityofSto.Tomas,Master’sDegree inEconomicsfromtheUniversityofSto.Tomas,ProfessionalDevelopmentProgramfromCRC.

Mr.MedelT.Nera, 67, Filipino,isa Director ofHouse of Investments, Inc.from 2011topresent.He isalso a DirectorofiPeopleinc.,EEICorp.,NationalReinsuranceCorporationandGenerikaGroup.Hispastexperiences include: President&CEO of House of Investments,Inc.; Presidentof HondaCarsKalookan, Inc., Directorand President of RCBC Realty Corp.; Chairman of the Board of Greyhounds Security & Investigation Agency Corp., ZamboangaIndustrialFinanceCorporation,EEIRealtyCorp.,Hi-EisaiPharmaceuticalsInc.,Investments Manager Inc., Landev Corp., Malayan Colleges Laguna, Inc., Manila Memorial Park Cemetery Inc., YGC CorporateServices,DirectorandChairmanofRiskCommitteeofRizalCommercialBankingCorp.;Directorand TreasurerofCRIBSFoundation,Inc.,andSeniorPartneratSycipGorresVelayo&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, 61, Filipino, is the Director of various corporation such as: Country Bankers Insurance Corporation, Country Bankers Life Insurance Corporation, Jose E. Desiderio, Inc., FuegoyHielo, Inc.SeniorPartner,PlatonMartinezFloresSanPedroLeanoFernandoPanagsaganBantilanLaw Office. Independent Director of RCBC Securities, Inc., RCBC Forex Brokers Corporation and RP Land DevelopmentCorporation,President-TrusteeDeltaLambdaSigmaAlumniAssn.

Educational Background: Bachelor of Laws from the University of the Philippines, A.B. Economics-College Scholar,Dean’sMedalfromtheUniversityofthePhilippines,CertificateinMathandComputerProgrammingat MichiganStateUniversity,ComputerCenter.

Atty.SamuelV.Torres,58,Filipino,CorporateSecretary. HeisalsoGen.Counsel/CorporateSecretaryofAY 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 AssuranceCorp.,GPLHoldings,Inc.GPLCebuTowerOfficeCond.Corp.,GPLHoldings,Inc.,Grepaland,Inc., GrepaRealityHoldingCorporation,HexagonIntegratedFinancial&InsuranceAgency,Hi-EisaiPharmaceutical, Inc.,HondaCarsKalookan,Inc,HouseofInvestments,Inc.,HexagonIntegratedFin.Ins.Agency,Inc.,Hexagon Lounge, Inc., iPeople, Inc., Investment Managers, Inc.,Landev Corporation, La Funeraria Paz-Sucat, Inc., MalayanHighSchoolofScience,Inc.,MalayanInsuranceCo.,Inc.,MicoEquities,Inc.,MalayanColleges,Inc., Malayan Colleges Laguna, Inc., Malayan Securities Corporation, Mapua Information Technology Center, Inc., MJ888Corporation,MonaLisaDevelopmentCorporation,PanMalayanManagement&InvestmentCorporation,

PanMalayanRealtyCorporation,PanMalayanExpress, Inc., PanPacificComputerCenter,Inc.,PeopleeServe Corporation, PetroEnergy Resources Corporation, Philippine Integrated Advertising Agency, Inc., Royal Commons,Inc.,RCBCForexCorporation,RCBCRealtyCorporation,RCBCLand,RCBCSecurities,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,YTowerIIOfficeCondominiumCorp.,YuchengcoTowerOfficeCondominiumCorp.andXamdu Motors,Inc.

Educational Background:BachelorofScienceinBusinessEconomicsfromtheUniversityofthePhilippinesand BachelorofLawsfromAteneodeManilaUniversity.

Atty.LouieMarkR.Limcolioc,35,Filipino,Asst.CorporateSecretary. HeisalsotheAsst.CorporateSecretary of PetroEnergy Resources Corporation; Corporate Secretary of the following Corporations: PetroGreen Energy Corporation,PetroSolarCorporationandPetrowindEnergy,Inc.

Educational Background: HetookhisBachelor ofLawsdegreefromtheSanBedaCollegeAlabangSchool of Law.

Ms. VanessaG.Peralta, 37, Filipino, Data Privacy Officer. She is alsoPetroEnergy Resources Corporation’s currentAVPforCorporateCommunicationandChiefInformationOfficerandDataPrivacyOfficer.

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

SignificantEmployees

OtherthantheaforementionedDirectorsandExecutiveOfficersidentifiedintheitemonDirectorsandExecutive Officersin thisreport, there are no other employees of the Companywho mayhave significantinfluence in the Company’smajorand/orstrategicplanninganddecision-making.

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

Thereisnosignificantemployeeoftheregistrantthatisexpectedtomakesignificantcontributiontothebusiness.

The Directors of the Company are elected at the annual stockholders’ meeting to hold office until the next succeedingannualmeetinganduntiltheirrespectivesuccessorshavebeenelectedandqualified.

Officers are appointed or elected annually by the Board of Directors at its first meeting following the Annual MeetingofStockholders,eachtoholdofficeuntilthenextannualstockholders’meetingoruntilasuccessorshall havebeenelected,appointedorshallhavequalified.

FamilyRelationship

TherearenofamilyrelationshipsknowntotheCompany.

InvolvementinCertainLegalProceedings

For thepastfive (5) years,none oftheDirectorsor ExecutiveOfficerswasinvolvednorhasanysuch officer or director has been involved in any legal cases under the Insolvency Law or the Philippine Revised Penal Code eitherasdefendantoraccused,norhasanysuchofficerordirectorbeenthesubjectofanycourtorder,judgment or decree barring, suspending or otherwise limiting him from engaging in the practice of any type of business includingthoseconnectedwithsecuritiestrading,investments,insuranceorbankingactivities.

CertainRelationshipsandRelatedTransactions

PleaserefertoNote13ofthe2022AFSforthedisclosureoftherelatedpartytransactions.

AsidefromthedisclosureintheAuditedFinancialStatements,therewerenootherrelatedtransactionsorproposed transactionsduringthelasttwo(2)yearstowhichtheregistrantwasoristobeaparty.

Item10-ExecutiveCompensation

CompensationofDirectorsandExecutiveOfficers

SummaryCompensationTable(CEOandTop4HighestPaidExecutiveOfficer)

*allexecutiveofficersofthecompanydonotreceiveanycompensation. **2023projectedperdiemduringBODmeetings.

ThereisnoemploymentcontractbetweentheregistrantandtheChairmanandallothersExecutiveOfficers.

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

Item11-SecurityOwnershipofCertainRecordandBeneficialOwnersandManagement (asofDecember31,2022)

a)SecurityOwnershipofCertainRecordandBeneficialOwners.

Thefollowingtablesetsforthinformationwith respecttoarecordor beneficialowner directlyor indirectlyowning morethan5% of theCompany’sCapitalStockasof December31,2022.

*PCD total sharesinclude Filipino andNon-Filipino.

NOTE:

1. Noneoftheholders oftheCompany’scommonshares registered underthenameofPCD Nomineeowns morethan 5%ofthe company’scommonshares.

2. Thecorporateacts ofPMMICarecarried out by its BoardofDirectorsandManagement.Mrs.HelenY.DeeistheChairman ofPMMIC.

3. The Corporate acts ofAlsons Cons. Res., Inc.are carried out byits Board of Directors. Mr. Tomas I. Alcantara is the current presidentoftheCompany.

4. CBC T/A-SSC#0010and T/A-SSC#0011are Trust Accounts with China Banking Corporation asTrustee. The Corporateacts of CBC are carried outby its Board of Directors and Management. Mr. WilliamC. Whangis the current CBC President and ExecutiveDirector.

b)SecurityOwnershipofManagementasofDecember31,2022.

ThefollowingarethenumberofsharesownedofrecordbytheDirectors,theChiefExecutiveOfficerand eachofthekeyofficersoftheCompanyandthepercentageofshareholdingsofeach:

As of December 31, 2022, the Company’s directors and executive officers owned an aggregate of 4,926 shares equivalent to 0.003% of the Company’s outstandingshares. None of the members of the Company’s directors andmanagementownsmorethan2%ormoreoftheoutstandingcapitalstockoftheCompany.

Voting Trust Holders of 5% or more-The Company is not aware of any voting trust or similar arrangement amongpersonsholdingmorethan5%ofaclassofshares.

ChangesinControl- There had been no change in the control of the Companysince the beginning of the last fiscalyear. TheCompanyhasnoexistingvotingtrustorchangeincontrolagreements.

Item12-CertainRelationshipsandRelatedTransactions

Therewerenorelatedtransactionsorproposedtransactionsduringthelasttwo(2) yearstowhichtheregistrant wasoristobeaparty.

PARTIV-EXHIBITSANDSCHEDULES

Item13-ExhibitsandReports

a. 2022and2021AuditedFinancialStatements

b. SupplementaryInformationandDisclosuresrequiredonSRCRule68and68.1asamended

c. SustainabilityReport

d. ReportsonSECForm17-C

1. April01,2022 -NoticeofAnnualStockholders’Meeting

2. April12,2022 -Approvalof2021AFS

3. May31,2022 -AmendNoticeofAnnualMeetingtoincludetime,venueandAgenda ofASM.

4. June24,2022 -ResultsofAnnualStockholders’Meeting2022

5. June24,2022 -ResultsofOrganizationalMeeting2022

6. June24,2022 -ChangeinDirectors&/orOfficers

7. September12,2022 -AmendmenttoBy-Laws

8. September13,2022 -AmendmenttoBy-Laws

Item14- GeneralNotestoFinancialStatements

1. AssetssubjecttoLienandRestrictionsonSalesofAssets AsofDecember31,2022,therewerenoassetsmortgaged,pledgedorotherwisesubjecttolien.

2. SubsequentEvents

TherewerenosubsequenteventsthatrequiredadjustmentsontheDecember31,2022Audited FinancialStatements.

3. Defaults-None

4. Thefollowingarenotapplicableinthepreparationofthisreport.

a. Adjustments made that lead to the revenue recognition but which adjustmentscannotbeproperlysupported.

b. Changesinestimateswithoutproperdisclosurewhichhavetheimpactof improvingresultsofoperations.

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 offraud.

5. TheCompanyhasnoliabilityguaranteedbyothers.

6. Therewerenoassetspledgedagainstsecuredliabilities.

7. EventsafterthedateofStatementofFinancialPosition.

a. Dividends

ThereisnodividendproposalordeclarationneitheraftertheStatementofFinancial Positiondatenorbeforethefinancialstatementsareauthorizedforissue.

b. DiscontinuingOperations

TherewerenosignificanteventsaftertheStatementofFinancialPositiondatebut beforethefinancialstatementsareauthorizedforissuethatmaywarrantsuspension oftheCorporation’soperations.

c. Earningspershare

TherearenosignificanteventsaftertheStatementofFinancialPositiondatethatwill affectthecomputationofearningspershare.

SIGNATURES:

The President acts as the Principal Operating Officer and Principal Executive Officer; and the Treasurer as the PrincipalFinancialOfficeroftheCompany.

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STATEMENT OF MANAGEMENT'S RESPONSIBILITY FOR FINANCIAL STATEMENTS

PICC, Roxas Boulevard, Pasay City

The management ofSeafront Resources Corporation is responsible for the preparation and fair presentation ofthe financial statements including the schedules attached therein, for the years ended December 3l ,2022 and 2021, in accordance with the prescribed financial reporting framework indicated therein, and for such internal control as management determines is necessary to enable the preparation of financial statements that are liee from material misstatement, whether due to liaud or effor.

In preparingthe financial statements, management is responsible for assessing the Company's ability to continue as a going concem, disclosing, as applicable matters related to going concern and using the going concern basis ofaccounting unless management either intends to liquidate the Company or 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 submits the same to the stockholders or members.

SyCip Gorres Velayo & Co., the independent auditor appointed by the stockholders, has audited the financial statements ofthe company in accordance with Philippine Standards on Auditing, and in its report to the stockholders or members, has expressed its opinion on the fairness ofpresentation upon cornpletion ofsuch audit.

SUBSCRIBED AND SwoRN to me before this APR 1 4 2023

Affiants exhibited to me their Tax Identification Numbers (TIN) indicated below each name.

NAMES

Roberto Jose L. Castillo Jr.

Milagros !. Reyes

Medel T. Nera

Doc. No. 49P ; Page No. 12 ; Book No. lll ; Series of2023.

Ma. Theresa A. Calate

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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.

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, 2022 and 2021, 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, 2022, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2022 and 2021, and its financial performance and its cash flows for each of the three years in the period ended December 31, 2022 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.

Valuation 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 P=507.96 million as of December 31, 2022 representing 74.77% of its total assets. The Company used the adjusted net asset method in estimating the fair value, which involved directly measuring the fair value of the assets and liabilities of the investee company, determined mainly by the Company’s external appraiser. This matter is significant to our audit because estimating the fair value of an unquoted equity instrument is inherently subjective as it involves the application of significant judgment in selecting the valuation technique and in using valuation inputs that are not observable in the market. The assumptions include comparative sales price of substitute properties and cost to develop the parcels of land of HEDC by reference to historical and market data on comparable properties as determined by the Company’s external appraiser.

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

Audit response

We involved our internal specialist in the review of the scope, bases, and methodology assumptions used in the valuation and results of the work by the Company’s external appraiser. We reviewed the Company’s disclosures on the sensitivity of the fair value measurement to changes in unobservable inputs. We also considered the competence, capabilities and objectivity of management’s external appraiser who prepared the valuation estimates.

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, 2022, 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, 2022 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.

In 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.

We 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 No. 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 on the audit resulting in this independent auditor’s report is 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

SEC Partner Accreditation No. 80470-SEC (Group A)

Valid to cover audit of 2021 to 2025 financial statements of SEC covered institutions

SEC Firm Accreditation No. 0001-SEC (Group A)

Valid to cover audit of 2021 to 2025 financial statements of SEC covered institutions

BIR Accreditation No. 08-001998-063-2020, November 27, 2020, valid until November 26, 2023

PTR No. 9369782, January 3, 2023, Makati City

April 14, 2023

SYCIP GORRES VELAYO & CO.

Ana Lea C. Bergado

SEAFRONT RESOURCES CORPORATION STATEMENTS OF FINANCIAL POSITION

See accompanying Notes to Financial Statements.

SEAFRONT RESOURCES CORPORATION STATEMENTS OF COMPREHENSIVE INCOME

SEAFRONT RESOURCES CORPORATION STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED

2022, 2021 and 2020

See accompanying Notes to Financial Statements.

SEAFRONT RESOURCES CORPORATION STATEMENTS OF CASH FLOWS

See accompanying Notes to Financial Statements.

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 April 14, 2023.

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 havebeen 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 2022. The adoption of these new standards did not have an impact on the financial statements of the Company.

 Amendments to PFRS 3, Reference to the Conceptual Framework

 Amendments to PAS 16, Property, Plant and Equipment: Proceeds before Intended Use

 Amendments to PAS 37, Onerous Contracts – Costs of Fulfilling a Contract

 Annual Improvements to PFRSs 2018-2020 Cycle

 Amendments to PFRS 9, Financial Instruments, Fees in the ’10 per cent’ test for derecognition of financial liabilities

 Amendments to PAS 41, Agriculture, Taxation in fair value measurements

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, 2023

 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

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

Effective beginning on or after January 1, 2025

 PFRS 17, Insurance Contracts

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

Cash and Cash Equivalents

Cash includes cash on hand and in banks. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash with original maturities of three (3) months or less and that are subject to an insignificant risk of changes in value.

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:

 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 onspecified 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 hedginginstruments. Financial assetswith cash flowsthatare not solelypaymentsofprincipal 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.

FinancialassetsatFVTPL arecarriedinthestatementoffinancialpositionatfairvaluewithnetchanges 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.

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 accountany credit enhancements heldbytheCompany. A financial assetis written off when there is no reasonable expectation of recovering the contractual cash flows.

Financial liabilities - Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at FVTPL, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.

All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.

Subsequent measurement

The measurement of financial liabilities depends on their classification, as described below:

 Financial liabilities at FVTPL

 Loans and borrowings

Loans and borrowings

After initial recognition, interest-bearing loansand borrowings are subsequentlymeasured at amortized cost using the EIR method. Gains and losses are recognized in profit or loss when the liabilities are derecognized as well as through the EIR amortization process.

Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included as finance costs in the statement of comprehensive income.

The Company’s loans and borrowings include accounts payable and accrued expenses, excluding statutory liabilities.

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.

When the Company has transferred its rights to receive cash flows from an asset and has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, the asset is recognized to the extent of the Company’s continuing involvement in the asset. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Company could be required to repay.

Financial liabilities

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

Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognized in profit or loss.

Offsetting of Financial Instruments

Financial assets and financial liabilities are set off and the net amount is reported in the statement of financial position if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, or to realize the asset and settle the liability simultaneously.

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.

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 duringtheyearaftergiving retroactiveeffect foranystockdividendsdeclaredin thecurrent year.

Diluted earnings per share, if applicable, is computed on the basis of the weighted average number of shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares. There are no dilutive potential common shares that would require disclosure of diluted earnings per common share in the financial statements.

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 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 incomeis 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. 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.

Provisions and Contingencies

Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of apastevent, it is probablethatanoutflowofresources embodying economicbenefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate.

Contingent liabilities are not recognized in the financial statements. They are disclosed unless the possibility of an outflow of resources embodying economic benefits is remote. Contingent assets are not recognized in the financial statements but are disclosed when an inflow of economic benefits is probable. Contingent assets are assessed continually to ensure that developments are appropriately reflected in the financial statements. If it has become virtually certain that an inflow of economic benefits will arise, the asset and the related income are recognized in the financial statements.

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.

Judgments

In the process of applying the Company’s accounting policies, management has made the following judgments, apart fromthoseinvolvingestimations, which hasthemost significant effect ontheamounts 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. Judgmentis 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=3.22 million and P=3.29 million as of December 31, 2022 and 2021, 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 unquotedequityinvestmentsandmakeassumptionsthataremainly basedonmarket conditionsexisting at each reporting period. As of December31, 2022 and 2021, theCompany 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 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=1.68 million, P =0.62 million and P =0.67 million in 2022, 2021 and 2020, 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 follow:

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:

Financial Assets at FVTPL

Details of financial assets at FVTPL consisting of quoted equity securities follow:

The net gain on fair value changes on financial assets atFVTPL amounted toP=0.72 million for the year ended December 31, 2022, while the net loss on fair value changes on financial assets at FVTPL amounted to P =2.29 million and P =6.89 million for the years ended December 31, 2021 and 2020, respectively.

The movements in financial assets at FVTPL for the years ended December 31 follow:

Financial Assets at FVOCI

Financial

atFVOCIconsistof quoted andunquoted shares ofstockheldforlong-terminvestment purposes and are carried at fair value. The carrying values of these investments are as follows:

The movements in financial assets at FVOCI for the years ended December 31 follow:

during

Movements in the net unrealized gains on financial assets at FVOCI in equity are as follows:

recognized in other

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, 2022 and 2021. 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.

10.

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, 2022 and 2021, 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 December 31, 2022 and 2021, 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

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 consist of penalties paid, office supplies, bank charges, notarial fees, among others.

12. Income Taxes

a. The current provision for income tax for the years ended December 31, 2022, 2021 and 2020 represents MCIT.

b. As of December 31, 2022 and 2021, the Company did not recognize deferred tax assets on the carryforward benefits of the following NOLCO and excess MCIT over RCIT 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.

The details of unexpired MCIT and NOLCO are as follows:

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.

follows:

follows:

c. As of December 31, 2022 and 2021, the Company recognized deferred tax liability amounting to P =61.19 million and P=45.65 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:

13. Related Party Transactions

Related party relationship exists when one party hastheability to control, directly, orindirectly 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:

* included as part of accounts payable and accrued

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 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 years ended December 31, 2022, 2021 and 2020.

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

Fairvaluesaregenerallybasedonquotedmarket pricesatreportingdate. Thisis underLevel 1category of the fair value hierarchy.

Equity securities

For quoted equity securities, fair values are based on published quoted prices. This is under Level 1 category of the fair value hierarchy.

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 December 31, 2022 and 2021 are shown below:

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 -10% in 2022 and -20% to +20% in 2021. Significant favorable(unfavorable) adjustments totheaforementionedfactorsbasedontheprofessional 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 mainpurpose 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, 2022 and 2021 based on contractual undiscounted payments.

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:

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:

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 risksimplification wheretheCompanymeasurestheECLsona12-monthbasisbasedontheprobability 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, 2022 and 2021. No receivables are considered credit-impaired.

As of December 31, 2022 and 2021, 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, 2022 and 2021:

The following tables show financial instruments recognized at fair value as of December 31, 2022 and 2021, 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).

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 2022 and 2021.

15. Capital Management

The primary objective of the Company’s capital management is to ensure that it maintains a strong creditrating andhealthy capitalratiosinorderto supportitsbusinessandmaximizeshareholders’value.

The Companymanages its capital structureandmakesadjustmentsto it,in light ofchanges 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 December 31, 2022 and 2021.

The table below demonstrates the debt-to-equity ratios of the Company as of December 31, 2022 and 2021:

There were no changes in the objectives, policies or processes for the years ended December 31, 2022 and 2021.

The Company has declarable dividends amounting to P=100.95 million as of December 31, 2022.

The Company’s track record of capital stock is as follows:

16. Basic and Diluted Earnings Per Share

The computations of the Company’s basic earnings per share are as follows:

The Company has no potentially dilutive common stock in 2022, 2021 and 2020.

INDEPENDENT AUDITORS’ 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, 2022 and 2021 and for each of the three years in the period ended December 31, 2022, included in this Form 17-A and have issued our report thereon dated April 14, 2023. 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

SEC Partner Accreditation No. 80470-SEC (Group A)

Valid to cover audit of 2021 to 2025 financial statements of SEC covered institutions

SEC Firm Accreditation No. 0001-SEC (Group A)

Valid to cover audit of 2021 to 2025 financial statements of SEC covered institutions

BIR Accreditation No. 08-001998-063-2020, November 27, 2020, valid until November 26, 2023

PTR No. 9369782, January 3, 2023, Makati City

April 14, 2023

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

SEAFRONT RESOURCES CORPORATION

SUPPLEMENTARY INFORMATION AND DISCLOSURES REQUIRED ON REVISED SRC RULE NO. 68 DECEMBER 31, 2022

PhilippineSecuritiesandExchangeCommission(SEC)issuedtheRevisedSecuritiesRegulationCodeRule No. 68 (Revised SRCRule 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 informationand schedules required by Revised SRCRule 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, 2022:

Thefairvalueforfinancialinstruments tradedinactivemarkets atthereportingdateis basedontheirquoted 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, related parties and principal stockholders as of December 31, 2022.

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, 2022.

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, 2022.

Schedule F. Guarantees of Securities of Other Issuers

The Company does not have guarantees of securities of other issuers as of December 31, 2022.

Schedule G. Capital Stock

SEAFRONT RESOURCES CORPORATION SCHEDULE OF FINANCIAL SOUNDNESS INDICATORS

AS OF DECEMBER 31, 2022 AND 2021

Below are the financial ratios that are relevant to the Company for the years ended December 31, 2022 and 2021:

SEAFRONT RESOURCES CORPORATION RECONCILIATION OF RETAINED EARNINGS AVAILABLE FOR DIVIDEND DECLARATION

SEAFRONT RESOURCES CORPORATION

MAP OF RELATIONSHIPS OF THE COMPANIES WITHIN THE GROUP

Group Structure

All existing stockholders as of December 31, 2022 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, 2022 and 2021

Statements of Comprehensive Income for the years ended December 31, 2022, 2021 and 2020

Statements of Changes in Equity for the years ended December 31, 2022, 2021 and 2020

Statements of Cash Flows for the years ended December 31, 2022, 2021 and 2020

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, RelatedParties, andPrincipalStockholders (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

Location of Headquarters

Location of Operations

Report Boundary: Legal entities (e.g. subsidiaries) included in this report*

Business Model, including Primary Activities, Brands, Products, and Services

Reporting Period

Seafront Resources Corporation (SPM or SRC)

7F JMT Bldg. ADB Avenue, Ortigas Center, Pasig City

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).

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 74.77% and 10.23%, respectively, of the total Assets of the Company.

January 1 to December 31, 2022

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 agenda focuses is on ensuring 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.

Economic Performance

ECONOMIC

* 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 Develoment Corporation or HEDC) into a new township consisting of industrial estates, residential communities, a golf and country club and a commercial center. SRC holds 11.3% 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 360 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 2022 From 2017 to 2022, HEDC sold a total of 1,034,103 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.

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 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 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 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

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

The current operations of SRC does not involve spending on local suppliers.

Anti-corruption

Incidents of Corruption

Number of incidents when contracts with business partners were terminated due to incidents of corruption

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 2022.

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

Materials used by the organization

Ecosystems and biodiversity (whether in upland/watershed or coastal/marine)

Operational sites owned, leased, managed in, or adjacent to, protected areas and areas of high biodiversity value outside protected areas

Habitats protected or restored N/A

IUCN1 Red List species and national conservation list species with habitats in areas affected by operations

Environmental impact management

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.

2 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)

*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

Do you have policies that explicitly disallows violations of labor laws and human rights (e.g. harassment, bullying) in the workplace?

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?

cite reference in the supplier policy

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)?

Customer Management

Customer Satisfaction

Collective or individual rights that have been identified that or particular concern for the community

Mitigating measures (if negative) or enhancement measures (if positive)

Disclosure Score Did a third party conduct the customer satisfaction study (Y/N)?

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

No. of substantiated complaints on marketing and 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

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

UN SUSTAINABLE DEVELOPMENT GOALS

Product or Service Contribution to UN SDGs

Key products and services and its contribution to sustainable development. Key Products and Services Societal Value / Contribution to UN SDGs

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

Potential Negative Impact of Contribution Management Approach to Negative Impact

Absence of risk management program may consequently result in negative impact to financed businesses and investments

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.

GENERAL FORM FOR FINANCIAL STATEMENTS NAMEOFCORPORATION:SEAFRONTRESOURCESCORPORATION

CURRENTADDRESS: 8637-2917

7thFloorJMTBuilding,ADBAvenue,OrtigasCenter,PasigCity

TEL.NO.:

COMPANYTYPE: HOLDING

If these are based on consolidated financial statements, please so indicate in the caption.

Table1.StatementsofFinancial Position

FINANCIAL DATA

Current Assets (A.1.1 + A.1.2 + A.1.3 + A.1.4

A.1.3.2Goods in process (including unfinished goods, growing crops, unfinished seeds)

A.1.3.3Finished goods

A.1.3.4Merchandise/Goods in transit

A.1.4 National Government Public Financial Institutions

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.1.4.1Financial 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)

Public Non-Financial Institutions

NOTE:

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)

ThisgeneralformisapplicabletocompaniesengagedinAgriculture,Fishery,Forestry,Mining,andQuarrying,Manufacturing,Electricity,GasandWater,Construction,WholesaleandRetailTrade, Transportation,StorageandCommunications,HotelsandRestaurants,RealEstate,Community,SocialandPersonalServices,otherformsofproduction,andgeneralbusinessoperations.Thisformisalso applicabletoothercompaniesthatdonothaveindustry-specificSpecialForms.Specialformsshallbeusedbypublicly-heldcompaniesandthoseengagedinnon-bankfinancialintermediationactivities,credit granting, and activities auxiliary to financial intermediation, which require secondary license from SEC.

DomesticcorporationsarethosewhichareincorporatedunderPhilippinelawsorbranches/subsidiariesofforeigncorporationsthatarelicensedtodobusinessinthePhilippineswherethecenterofeconomic 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.

FinancialInstitutionsarecorporationsprincipallyengagedinfinancialintermediation,facilitatingfinancialintermediation,orauxiliaryfinancialservices.Non-Financialinstitutionsrefertocorporationsthatare primarily engaged in the production of market goods and non-financial services.

GENERAL FORM FOR FINANCIAL STATEMENTS

CURRENT ADDRESS: 8637-2917

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

TEL. NO.:

COMPANY TYPE :

HOLDING

If these are based on consolidated financial statements, please so indicate in the caption.

Loans and Receivables - issued by domestic entities: National Government

Financial Assets at Fair Value Thruogh other Comprhensive Income (FVOCI)

Public Non-Financial Institutions

Private Financial Institutions

Private Non-Financial Institutions

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)

Held-to-maturity investments

Other investment A.2

Prepaid taxes

Property, or equipment used for education purposes

Construction in progress

A.2.8 Impairment Loss or Reversal (if loss, negative entry)

Investments accounted for using the equity method (A.3.1 + A.3.2 + A.3.3 )

A.3.1Equity in domestic subsidiaries/affiliates

A.3.2

Equity in foreign branches/subsidiaries/affiliates

Investment Property

Assets

Table 1. Statements of Financial Position

Table 1. Statements of Financial Position

GENERAL FORM FOR FINANCIAL STATEMENTS NAME OF CORPORATION:SEAFRONT

7th Floor JMT Building, ADB Avenue, Ortigas Center, Pasig City CURRENT ADDRESS: 8637-2917

If these are based on consolidated financial statements, please so indicate in the caption.

Liabilities for Current Tax

Others, specify (If material, state separately; indicate if the item is payable to public/private or Deferred Tax Liabilities

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

Any other current liability in excess of 5% of Total Current Liabiilities, specify:

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

If these are based on consolidated financial statements, please so indicate in the caption.

B.2

Long-termDebt-Non-currentInterest-bearingLiabilities(B.2.1+B.2.2+B.2.3+B.2.4+B.2.5)

B.2.1DomesticPublicFinancialInstitutions

B.2.2

B.2.4 B.2.5

COMPANY TYPE : C.1

DomesticPrivateFinancialInstitutions

LiabilitiesIncludedintheDisposalGroupsClassifiedasHeldforSale

DeferredIncomeTax

C.3

C.9

EQUITY (C.3 + C.4 + C.5 + C.6 + C.7 + C.8 + C.9+C.10) 388,000,000 shares, P1 par value C.1.1

AuthorizedCapitalStock(no.ofshares,parvalueandtotalvalue;showdetails)

C.2.2

B.5.1 C.2.3

Subscriptionpayable B.5.2 C.1.2PreferredShares

Others,specify(B.5.2.1+B.5.2.2+B.5.2.3+B.5.2.4) Others

Commonshares

PreferredShares

NetunrealizedgainsonfinancialassetsatFVOCI

D. TOTAL LIABILITIES AND EQUITY (B + C)

Table 1. Statements of Financial Position

Table

GENERAL FORM FOR FINANCIAL STATEMENTS

NAME OF CORPORATION:SEAFRONT RESOURCES CORPORATION

CURRENT ADDRESS: 8637-2917

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

TEL. NO.:

COMPANY TYPE : HOLDING

If these are based on consolidated financial statements, please so indicate in the caption.

Table 2. Statements of Income

REVENUE/INCOME(A.1+A.2+A.3)

A.3.1 A.3.2 A.3.4

A.3.5

A.4

RentalIncomefromLandandBuildings

ReceiptsfromSaleofMerchandise(trading)(fromSecondaryActivity)

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)

Netgainsonfairvaluechangesonfinancial assetsatFVPL

OtherIncome(non-operating)(A.4.1+A.4.2+A.4.3+A.4.4)

A.4.1 InterestIncome

A.4.2 DividendIncome

A.4.3

A.4.4 A.4.4

NetgainonFVchangesonfinancialassetatFVPTL

Gain/(Loss)fromsellingofAssets,specify

Gain/(

Gainfromsaleoffinancialassets

CostofGoodsManufactured(B.1.1+B.1.2+B.1.3+B.1.4+B.1.5)

B.1.1 DirectMaterialUsed

B.1.2 DirectLabor COSTOFSALES(C.1+C.2+C.3)

OtherManufacturingCost/Overhead

B.3

FinishedGoods,End(negativeentry)

C.1 MerchandiseInventory,Beginning Purchases

C.2

C.3 MerchandiseInventory,End(negativeentry)

D.1 COSTOFSERVICES,SPECIFY(D.1+D.2+D.3+D.4+D.5+D.6)

D.2

D.3

D.4

D.5

Page 5

GENERAL FORM FOR FINANCIAL STATEMENTS

NAME OF CORPORATION: SEAFRONT RESOURCES CORPORATION

CURRENT ADDRESS: 8637-2917

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

TEL. NO.:

COMPANY TYPE : HOLDING

If these are based on consolidated financial statements, please so indicate in the caption.

Unrealized foreign currency exchange loss

Realized foreign currency exchange loss

Unrealized marked-to market loss from currency forward Impairment loss on available-for-sale financial assets

FINANCE COSTS

NET INCOME (LOSS) BEFORE TAX ( F - G - H)

Amount of (i) Post-Tax Profit or Loss of Discontinued Operations; and (ii)

Table 2. Statements of Income

If these are based on consolidated financial statements, please so indicate in the caption.

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) May 31, 2022

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)-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

TheExchangedoesnotwarrantandholdsnoresponsibilityfortheveracityofthefactsandrepresentationscontainedinallcorporate disclosures,includingfinancialreports.AlldatacontainedhereinarepreparedandsubmittedbythedisclosingpartytotheExchange, andaredisseminatedsolelyforpurposesofinformation.Anyquestionsonthedatacontainedhereinshouldbeaddresseddirectlyto theCorporateInformationOfficerofthedisclosingparty.

Seafront Resources Corporation

PSE Disclosure Form 7-1 - Notice of Annual or Special Stockholders' Meeting

References:SRCRule17(SECForm17-C)and

Sections7and4.4oftheRevisedDisclosureRules

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 31, 2022 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 23, 2022 (time and venue to be announced). The record date of stockholders entitled to notice and to vote at the meeting shall be on April 25, 2022.

Type of Meeting

Annual Special

Date of Approval by Board of Directors Mar 31, 2022

Date of Stockholders' Meeting Jun 23, 2022

Time 4:00 PM

Venue Thru Electronic Means of Communication

Record Date Apr 25, 2022

(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 24, 2021;

(4) Approval of Management Report and the 2021 Audited Financial Statements contained in the 2021 Annual Report;

Agenda

(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 27, 2020 to June 24, 2021;

(6) Election of nine (9) members of the Board of Directors for the year 2022-2023:

(7) Appointment of External Auditors;

(8) Other Matters; and

(9) Adjournment.

Inclusive Dates of Closing of Stock Transfer Books

Start Date N/A

End Date N/A

Other Relevant Information

To include time, manner and agenda of the 2022 Annual Stockholders' Meeting of Seafront Resources Corporation.

Filed on behalf by:

Name

Designation

Keel Achernar Dinoy

Alternate Information Officer and Assistant Corporate Secretary

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 12, 2022

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

TheExchangedoesnotwarrantandholdsnoresponsibilityfortheveracityofthefactsandrepresentationscontainedinallcorporate disclosures,includingfinancialreports.AlldatacontainedhereinarepreparedandsubmittedbythedisclosingpartytotheExchange, andaredisseminatedsolelyforpurposesofinformation.Anyquestionsonthedatacontainedhereinshouldbeaddresseddirectlyto theCorporateInformationOfficerofthedisclosingparty.

Seafront Resources Corporation

PSE Disclosure Form 4-30 - Material Information/Transactions

References:SRCRule17(SECForm17-C)and

Sections4.1and4.4oftheRevisedDisclosureRules

Subject of the Disclosure

Please be informed that, at the meeting of the Board of Directors of Seafront Resources Corporation, held on April 12, 2022, through electronic means of communication, at which meeting a quorum was present, upon recommendation by the Audit Committee, the Board approved the 2021 Audited Financial Statements.

Background/Description of the Disclosure

Other Relevant Information

Filed on behalf by:

Name Keel Achernar Dinoy

Designation Alternate Information Officer and Assistant Corporate Secretary

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 31, 2022

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)-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

TheExchangedoesnotwarrantandholdsnoresponsibilityfortheveracityofthefactsandrepresentationscontainedinallcorporate disclosures,includingfinancialreports.AlldatacontainedhereinarepreparedandsubmittedbythedisclosingpartytotheExchange, andaredisseminatedsolelyforpurposesofinformation.Anyquestionsonthedatacontainedhereinshouldbeaddresseddirectlyto theCorporateInformationOfficerofthedisclosingparty.

Seafront Resources Corporation

PSE Disclosure Form 7-1 - Notice of Annual or Special Stockholders' Meeting

References:SRCRule17(SECForm17-C)and

Sections7and4.4oftheRevisedDisclosureRules

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 31, 2022 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 23, 2022 (time and venue to be announced). The record date of stockholders entitled to notice and to vote at the meeting shall be on April 25, 2022.

Type of Meeting

Annual Special

Date of Approval by Board of Directors Mar 31, 2022

Date of Stockholders' Meeting Jun 23, 2022

Time TBA

Venue TBA

Record Date Apr 25, 2022

Agenda Agenda to be announced and to be included in the Preliminary Information Statement.

Inclusive Dates of Closing of Stock Transfer Books

Start Date N/A

End Date N/A

Other Relevant Information

SECURITIESAND 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 23, 2022

2. SEC Identification Number 40979

3 BIRTax Identification No 000-194-465

4 Exact name of issuer as specified in its charter SEAFRONTRESOURCES 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 JMTBUILDING,ADBAVE., ORTIGAS CENTER, PASIG CITY1605 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 andAmount 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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Seafront Resources Corporation SPM

PSE Disclosure Form 4-24 - Results ofAnnual 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'sAnnual Stockholders' Meeting 2022

Background/Description of the Disclosure

Seafront Resources Corporation’s 2022ASM was conducted through Remote Means of Communication today, June 23, 2022 (Thursday) at 4:00 P.M.

List of elected directors for the ensuing year with their corresponding shareholdings in the Issuer

External auditor 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 24, 2021;

(4)Approval of Management Report and the 2021Audited Financial Statements contained in the 2021Annual 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 June 24, 2021 to June 23, 2022;

(6) Election of nine (9) members of the Board of Directors for the year 2022-2023:

(7)Appointment of ExternalAuditors;

(8) Other Matters; and (9)Adjournment

Other Relevant Information

https://edge.pse.com.ph/openDiscViewer.do?edge_no=8b3dcc7e485ca6583470cea4b051ca8f

Filed on behalf by:

Name KeelAchernar Dinoy

Designation

Alternate Information Officer andAssistant Corporate Secretary

https://edge.pse.com.ph/openDiscViewer.do?edge_no=8b3dcc7e485ca6583470cea4b051ca8f

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 23, 2022

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

6. (SEC Use Only)

Province, country or other jurisdiction of incorporation Industry Classification Code:

7. 7F JMT BUILDING, ADB AVE., ORTIGAS CENTER, PASIG CITY

1605

Address of principal office 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

Title of Each Class

11. Indicate the item numbers reported herein:

Item No. 9 – Other Events

A. At the Annual Stockholders’ Meeting held today, June 23, 2022, the Stockholders approved the following:

(1) Approval of Minutes of the last Regular Stockholders’ Meeting held on June 24, 2021;

(2) Approval of Management Report and the 2021 Audited Financial Statements contained in the 2021 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 24, 2021 to June 23, 2022;

(4) Election of the following nine (9) members of the Board of Directors for the year 2022-2023 and until their successors are elected and qualified:

ROBERTO JOSE L. CASTILLO Director/Chairman

MILAGROS V. REYES Director/President

MEDEL T. NERA Director/Treasurer

BASIL L. ONG Lead Independent Director

ERNESTINE CARMEN JO D. Independent Director

VILLAREAL-FERNANDO

NICASIO I. ALCANTARA Independent Director

YVONNE S. YUCHENGCO Director

RAUL M. LEOPANDO Director

VICTOR V. BENAVIDEZ 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.

By:

Atty. Louie Mark R. Limcolioc Assistant Corporate Secretary Alternate Information Officer Compliance Officer

Date: June 23, 2022

SECURITIESAND 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 23, 2022

2. SEC Identification Number 40979

3 BIRTax Identification No 000-194-465

4 Exact name of issuer as specified in its charter SEAFRONTRESOURCES 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, JMTBuilding,ADBAvenue, 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 andAmount 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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Seafront Resources Corporation

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 theAnnual Stockholders' Meeting on June 23, 2022

Background/Description of the Disclosure

Results of Seafront Resources Corporation’s Organizational Meeting of the Board of Directors on June 23, 2022. (Thursday) at 4:30 PM

List of elected officers for the ensuing year with their corresponding shareholdings in the Issuer

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

https://edge.pse.com.ph/openDiscViewer.do?edge_no=e46e1cb7e8d4639b3470cea4b051ca8f

Filed on behalf by:

Name KeelAchernar Dinoy

Designation Alternate Information Officer andAssistant Corporate Secretary

https://edge.pse.com.ph/openDiscViewer.do?edge_no=e46e1cb7e8d4639b3470cea4b051ca8f

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 23, 2022

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

6. (SEC Use Only)

Province, country or other jurisdiction of incorporation Industry Classification Code:

7. 7F JMT BUILDING, ADB AVE., ORTIGAS CENTER, PASIG CITY

1605

Address of principal office 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

Title of Each Class

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 – Chairman

Ms. Milagros V. Reyes – President

Mr. Medel T. Nera – Treasurer

Atty. Samuel V. Torres – Corporate Secretary

Atty. Louie Mark R. Limcolioc – 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 – Chief Information Officer

Atty. Louie Mark M. Limcolioc – Alternate Information Officer

Ms. Vanessa G. Peralta – Dat and a P Complian rivacy O c ff e icer 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.

By:

Atty Louie Mark R. Limcolioc Assistant Corporate Secretary Alternate Information Officer Compliance Officer

Date: June 23, 2022

SECURITIESAND 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 23, 2022

2. SEC Identification Number 40979

3 BIRTax Identification No 000-194-465

4 Exact name of issuer as specified in its charter SEAFRONTRESOURCES 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 JMTBUILDING,ADBAVE., ORTIGAS CENTER, PASIG CITY1605 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 andAmount 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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Seafront Resources Corporation

PSE Disclosure Form 4-8 - Change in Directors and/or Officers (Resignation/Removal orAppointment/Election)

References: SRC Rule 17 (SEC Form 17-C) and Section 4 4 of the Revised Disclosure Rules

Subject of the Disclosure

Appointment of Dir Basil L Ong as Lead Independent Director during the Board Meeting on June 23, 2022 Appointment of Compliance Officer andAssistant Corporate Secretary during the Company's Organizational Meeting on June 23, 2022.

Background/Description of the Disclosure

Other Relevant Information

Please see attached SEC Form 17-C Cover for the above changes

Filed on behalf by:

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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 23, 2022

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

6. (SEC Use Only)

Province, country or other jurisdiction of incorporation Industry Classification Code:

7. 7F JMT BUILDING, ADB AVE., ORTIGAS CENTER, PASIG CITY

1605

Address of principal office 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

11. Indicate the item numbers reported herein:

Item No. 9 – Other Events

At the Annual Stockholders’ Meeting held today, June 23, 2022, the Stockholders approved the following:

Subject of the Disclosure

Appointment of Dir. Basil L. Ong as Lead Independent Director during the Board Meeting on June 23, 2022. Appointment of Compliance Officer and Assistant Corporate Secretary during the Company's Organizational Meeting on June 23, 2022.

Background/Description of the Disclosure

Resignation/Removal or Replacement

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.

By: Alternate Information Officer Compliance Officer

Atty. Louie Mark R. Limcolioc Assistant Corporate Secretary

Date: June 23, 2022

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

(Secondary License Type, If Applicable)

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) Sep 12, 2022

2. SEC Identification Number 40979

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

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 AVENUE, ORTIGAS CENTER, PASIG CITY Postal Code 1600

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 9

TheExchangedoesnotwarrantandholdsnoresponsibilityfortheveracityofthefactsandrepresentationscontainedinallcorporate disclosures,includingfinancialreports.AlldatacontainedhereinarepreparedandsubmittedbythedisclosingpartytotheExchange, andaredisseminatedsolelyforpurposesofinformation.Anyquestionsonthedatacontainedhereinshouldbeaddresseddirectlyto theCorporateInformationOfficerofthedisclosingparty.

Seafront Resources Corporation

PSE Disclosure Form 4-4 - Amendments to By-Laws

References:SRCRule17(SECForm17-C)and Section4.4oftheRevisedDisclosureRules

Subject of the Disclosure

Amendments to By-Laws

Background/Description of the Disclosure

The SEC approved the Company's Amended By-Laws on August 31, 2022 which we received on September 2, 2022.

Date of Approval by Board of Directors May 14, 2021

Date of Approval by Stockholders Jun 24, 2021

Other Relevant Regulatory Agency, if applicable Not Applicable

Date of Approval by Relevant Regulatory Agency, if applicable N/A

Date of Approval by Securities and Exchange Commission Aug 31, 2022

Date of Receipt of SEC approval Sep 2, 2022

Amendment(s)

Article and Section Nos. From To Pleas see Annex "A" and SEC Certificate of Amended ByLaws - -

Rationale for the amendment(s)

The Amendment to the By-Laws is being directed by the SEC to include Article lll, Section 8.

The timetable for the effectivity of the amendment(s)

Expected date of filing the amendments to the By-Laws with the SEC Jun 29, 2022

Expected date of SEC approval of the Amended By-Laws Aug 31, 2022

Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any

No seen significant effect in business, operations and/or capital structure, and there is no seen change in the rights of the stockholders and directors considering that the amendments merely confirmed the existence of the Corporate Governance Committee and the Audit and Board Risk Oversight Committee.

Other Relevant Information

This amends PSE Disclosure Form 4-4 - Amendments to By-Laws submitted on May 18, 2021 (Company Announcement No. C03474-2021)

Filed on behalf by:

Name Louie Mark Limcolioc

Designation

Asst. Corporate Secretary

Item 17 Amendment of Charter, By-Laws or Other Document

The Company’s By-Laws will be amended as directed by the SEC, following the SEC’s review for approval of the Amended By-Laws that was approved bythe Stockholders during the July27, 2020 Annual Stockholders’ Meeting. Please see below for the comparison of the proposed amendment vis-à-vis the original wordings of the By-Laws.

Article and Section Nos.

Article III, Section 8

From To

Section 8. Committees. The Board of Directors may create and appoint such other committees as it may consider necessary or advisable for the proper conduct and operation of the affairs of the Corporationandprescribetheirrespective powers and duties. The other committees shall be composed of Directors and shall be of such numbers as the Board may determine. The members of any such committee created and appointed by the Board of Directors may be removed at anytime by the Board, and any vacancies in any of said committees shall be filled by the Board of Directors.

Section8.Committees.TheBoardofDirectorsshallcreateand appoint an Audit and Board Risk Oversight Committee, and a Corporate Governance Committee. The Auditand Board Risk Oversight Committee shall be composed only of members of the Board. On the other hand, the Corporate Governance Committee shall likewise act as the Nomination and Remuneration Committee of the Corporation, and shall have at least three (3) members, one of whom is an independent director.

The Board of Directors may create and appoint such other committees as it may consider necessary or advisable for the proper conduct and operation of the affairs of the Corporation and prescribe theirrespective powers andduties.The othercommittees shall be composed of Directors and shall be of such numbers as the Board may determine. The members of any such committee created and appointed by the Board of Directors may be removed at anytime by the Board, and any vacancies in any of said committees shall be filled by the Board of Directors.

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) Sep 13, 2022

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 Avenue, 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 Not Applicable

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 9

TheExchangedoesnotwarrantandholdsnoresponsibilityfortheveracityofthefactsandrepresentationscontainedinallcorporate disclosures,includingfinancialreports.AlldatacontainedhereinarepreparedandsubmittedbythedisclosingpartytotheExchange, andaredisseminatedsolelyforpurposesofinformation.Anyquestionsonthedatacontainedhereinshouldbeaddresseddirectlyto theCorporateInformationOfficerofthedisclosingparty.

Seafront Resources Corporation

PSE Disclosure Form 4-4 - Amendments to By-Laws

References:SRCRule17(SECForm17-C)and Section4.4oftheRevisedDisclosureRules

Subject of the Disclosure

Amendments to By-Laws

Background/Description of the Disclosure

The SEC approved the Company's Amended By-Laws on August 31, 2022 which we received on September 2, 2022.

Date of Approval by Board of Directors Jun 29, 2020

Date of Approval by Stockholders Jul 27, 2020

Other Relevant Regulatory Agency, if applicable Not Applicable

Date of Approval by Relevant Regulatory Agency, if applicable N/A

Date of Approval by Securities and Exchange Commission Aug 31, 2022

Date of Receipt of SEC approval Sep 2, 2022

Amendment(s)

Article and Section Nos. From To Please see attached Annex A and Amended By Laws - -

Rationale for the amendment(s)

The amendment of the By-Laws is being proposed to update the same of the recent changes brought by the Revised Corporation Code, and issuances by the Securities and Exchange Commission. Further, certain rights are further clarified to avoid any confusion and interpretation.

The timetable for the effectivity of the amendment(s)

Expected date of filing the amendments to the By-Laws with the SEC Jun 29, 2022

Expected date of SEC approval of the Amended By-Laws Sep 2, 2022

Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any

No seen significant effect in business, operations and/or capital structure, except for minor effect particular to the place and conduct of annual stockholders' meeting and board of director's meetings. There is no seen change in the rights of the stockholders and directors since the amendments merely reflect the provisions of the Revised Corporation Code. The provision on disqualification of directors merely clarified the parameters for such disqualification.

Other Relevant Information

The Company will coordinate with the SEC to reflect the correct date of the approval of the Annual Stockholders' Meeting on July 27, 2020.

Filed on behalf by:

Name

Louie Mark Limcolioc Designation Asst. Corporate Secretary

SEAFRONT RESOURCES CORPORATION

Summary of Proposed Amendments to By-laws

Article and Section Nos. From To

Article I, Section 1 Section 1. Certificates of Stock. Each stockholder whose subscription has been fully paid shall be entitled to one or more certificates of stock showing the number of shares registered in his name. It shall be signed by the President and countersigned by the Secretary of the Company and sealed with its corporate seal. The certificates of stock shall be issued n consecutive order and upon the stub of each certificate shall be entered the number of the certificate, date of issue, number of shares, name of stockholders, address and such other pertinent data that may be necessary. The stub shall be signed by the stockholder upon issuance to him of the corresponding certificate and shall be considered, for all purposes of the corporation, as a valid receipt therefore from the stockholders. The necessary documentary stamps for each certificate of stock shall be borne by the stockholders, purchaser or transferee.

Article I, Section 3 Section 3. Transfer of Stock. Certificates of stock may be sold, transferred or hypothecated by endorsement or separate deed, but the corporation shall not consider any transfer effective until the endorsed certificate is submitted for cancellation and a new one issued in the name of the transferee.

All certificates submitted for transfer to another name shall be marked “CANCELED” by the Secretary and attached to its corresponding stub whereon the following data shall be shown:

a. The date when the shares were transferred.

b. To whom transferred.

c. Number of shares transferred.

Number or numbers of the new certificate or certificates.

Section 1. Certificates of Stock. Each stockholder whose subscription has been fully paid shall be entitled to a certificate of stock showing the number of shares registered in his name. It shall be signed by the President and countersigned by the Secretary of the Company and sealed with its corporate seal. The certificates of stock shall be issued in consecutive order and upon the stub of each certificate shall be entered the number of the certificate, date of issue, number of shares, name of stockholders, address and such other pertinent data that may be necessary. The stub shall be signed by the stockholder upon issuance to him of the corresponding certificate and shall be considered, for all purposes of the corporation, as a valid receipt therefore from the stockholders. The necessary documentary stamps for each share issued shall be borne by the stockholders, purchaser or subscriber

Article I, Section 4 Section 4. Lost, Stolen or Destroyed Certificates. Duplicate certificates of stock may be issued, in lieu of any certificate or certificates alleged to have been lost or destroyed only upon compliance with the requirements of the Corporation Code.

Article I, Section 6 Section 6. Inspection of the Stock Book or Register. The Stock Book or Register shall be available for inspection by any stockholder at a reasonable time during the office hours of the corporation.

Article I, Section 7 None

Article II, Section 1 Section 1. Annual Meetings. The annual meetings of the stockholders, for the purpose of electing directors and for the transaction of such business as may properly come before the

Section 3. Transfer of Stock

Subject to restrictions, terms and conditions contained in the Articles of Incorporation, shares may be transferred, sold, assigned or pledged by delivery of the certificates of stock duly indorsed by the stockholder, his attorney-in-fact or other legally authorized person. The transfer shall be valid and binding on the corporation only upon record thereof in the books of the corporation

All certificates submitted for transfer to another name shall be marked “CANCELLED” by the Secretary and attached to its corresponding stub whereon the following data shall be shown:

a. The date when the shares were transferred.

b. To whom transferred.

c. Number of shares transferred.

d. Number or numbers of the new certificate or certificates.

No share of stock against which the corporation holds unpaid claim shall be transferable in the books of the corporation.

Section 4. Lost, Stolen or Destroyed Certificates. Duplicate certificates of stock may be issued, in lieu of any certificate or certificates alleged to have been lost or destroyed only upon compliance with the requirements of the Revised Corporation Code.

Section 6. Inspection of the Stock Book or Register. The Stock and Transfer Book or Register shall be available for inspection by any stockholder at a reasonable time during the office hours of the corporation.

Section 7. Treasury Shares. The treasury shares of the corporation shall consists of such issued, fully paid and outstanding stock of the corporation as may be donated to it, or otherwise reacquired by it either through purchase, redemption or other lawful means, and shall be held subject to disposal by the Board of Directors or the stockholders as the case may be. Such stock shall neither vote nor participate in dividends while held by the corporation.

Section 1. Annual Meetings. The annual meetings of the stockholders, for the purpose of electing directors and for the transaction of such business as may properly come

meeting shall be held in the principal office of the Corporation or at any place designated by the Board of Directors in the city or municipality where the principal office of the Corporation is located on any day in May as may be fixed by the board of Directors.

Article II, Section 2 Section 2. Special Meetings. Special meetings of the stockholders may be called at the principal office of the Company at any time by resolution of the Board of Directors, or by order of the President, and must be called upon the written request of stockholders registered as the owners of one-third (1/3) of the total outstanding stock.

Article II, Section 3 Section 3. Notice of Meetings. Notices for regular or special meetings of the stockholders may be sent by the Secretary by personal delivery, or by mailing the notice at least fifteen (15) days prior to the date of the meetings to each stockholder of record at his last known post office address, or by publishing the notice in a newspaper of national circulation. The notice shall state the place, date, and hour of the meeting, and in case of a special meeting for the purpose for which the meetings is called. Notice of any meetings may be waived, expressly or impliedly by any stockholder, in person or by proxy, before or after the meetings.

before the meeting shall be held on any day in June as may be fixed by the board of Directors.

Section 2. Special Meetings. Special meetings of the stockholders may be called at any time by resolution of the Board of Directors, or by order of the President, or upon the written request of stockholders registered as the owners of one-third (1/3) of the total outstanding stock.

Section 3. Notice of Meetings. Notices for regular or special meetings of the stockholders may be sent by the Secretary by personal delivery, by mail, electronic mail, facsimile, or such other manner as may be allowed by the Securities and Exchange Commission (SEC), to each stockholder of record at his last known post office address, or by publishing the notice in a newspaper of general circulation, at least twenty (21) days prior to the meeting. The notice shall state the place, date, hour of the meeting, and the purpose for which the meeting is called. No failure or irregularity of notice of any regular meetings at which all the stockholders are present or represented without protest or challenge as to the legality or irregularity of said meeting, shall invalidate such meeting or any proceedings thereat Furthermore, notice of any meetings may be waived, expressly or impliedly by any stockholder, in person or by proxy, before or after the meetings.

Article II, Section 4 Section 4. Quorum. Unless otherwise prescribed by the Corporation Law, a quorum at any meeting of the stockholders shall consist of a majority of the subscribed capital stock of the Company represented in person or by proxy, and a majority of such quorum shall decide any question that may come before the meeting, save and except in those several matters in which the laws of the Philippines require the affirmative vote of a greater proportion.

Section 4. Quorum. Unless otherwise prescribed by the Revised Corporation Code, a quorum at any meeting of the stockholders shall consist of a majority of the subscribed capital stock of the Company, whether represented in person or by proxy, or by remote communication or in absentia as may be allowed by law A majority of such quorum shall decide any question that may come before the meeting, save and except in those several matters in which the laws of the Philippines, require the affirmative vote of a greater proportion. If no quorum is constituted, the meeting shall be adjourned until the requisite amount of stock shall be present or represented

A stockholder who participates through remote communication or in absentia shall be deemed present for the purpose of determining quorum.

Article II, Section 7 None

Article II, Section 8 None

Section 7. Place and Conduct of Meetings. Stockholders meetings, whether regular or special, shall be held in the principal office of the corporation, or in any city in Metro Manila, or at any place designated by the Board of Directors in the city of municipality where the principal office of the corporation is located, or through remote communication which shall include, but is not limited to, teleconferencing, videoconferencing, or other alternatives modes of communication.

If a stockholder intends to participate in a meeting through remote communication, he/she shall notify in advance the Presiding Officer and/or the Secretary of the Company of his/her intention to do so. The Secretary shall note such fact in the Minutes of the Meeting

Section 8. Conduct of Meeting. At all meetings of the stockholders, the Chairman of the Board, or in his absence, the President, or in the absence of both the Chairman and the President, a person chosen by the majority in interest of the stockholders of the corporation present in person or by proxy shall act as Chairman of the meeting. The

Secretary of the corporation shall act as secretary of all meetings of stockholders, or in his absence, any person appointed by the Chairman of the meeting

Article II, Section 9 None Section 9. Proxies. A stockholder entitled to vote at any meeting of stockholders may vote either in person or by proxy, or through remote communication which shall include, but is not limited to, teleconferencing, videoconferencing, or other alternatives modes of communication. Unless otherwise provided in the proxy, such proxy shall be valid only for the meeting for which it is intended. Proxies must be filed with the Corporation's Secretary, Assistant Secretary or transfer agent at least ten (10) calendar days before the meeting. A stockholder may revoke the proxy either by written revocation duly presented to the Secretary, Assistant Secretary, or transfer agent of the corporation at least three days before the day of the meeting or by actual presence at the meeting. The Secretary or a special committee of inspectors composed of the Secretary, Assistant Secretary, and the transfer's agent representatives should validate the proxies at least five days before the meeting. The decision of the Secretary or the specialcommittee of inspectors on thevalidity of the proxies shall be final and binding until and unless set aside by a court of competent jurisdiction.

Article III, Section 3 Section 3. Vacancy. If any vacancy shall occur among the Directors by death, resignation or otherwise, any meeting at which a quorum shall be present. In case of vacancy in the Board, the remaining Directors shall continue to act, but if at any time their number be reduced to less than a quorum, the Directors shall call a special meeting of the stockholders for the purpose of filling such vacancies.

Section 3 Vacancy. Any vacancy or vacancies occurring in the Board of Directors by reason of death, resignation or for any cause other than removal by the stockholders, may be filled by the vote of at least a majority of the remaining members of the Board, if still constituting a quorum; otherwise, the vacancy must be filled by the stockholders at a regular or at any special meeting of the stockholders called for the purpose. A Director so elected to fill the vacancy shall be elected only for the unexpired term of his predecessor in office.

When the vacancy prevents the remaining directors from constituting a quorum and emergency action is required to prevent grave, substantial, and irreparable loss or damage to the Corporation, the vacancy may be temporarily filled from among the officers of the Corporation by unanimous vote of the remaining directors. The action by the designated director shall be limited to the emergency action necessary, and the term shall cease within a reasonable time from the termination of the emergency or upon election of the replacement director, whichever comes earlier. The Corporation must notify the Securities and Exchange Commission within three (3) days from the creation of the emergency board, stating therein the reason for its creation

Section 5 Regular Meetings. The Board shall meet regularly once every quarter on such day, at such time, at the principal office of the corporation, or in any city in Metro Manila, or at such other place as a majority of the directors may designate from time to time, or through remote communication which shall include, but is not limited to, teleconferencing, videoconferencing, or other alternative modes of communication.

Directors may attend Board meetings through teleconference or videoconference or any electronic medium where attendees can participate, including the right to vote on matters for approval of the Board, during the meeting even if not physically present. Board meetings through teleconferencing or videoconferencing should comply with the applicable rules and requirements of the Securities and Exchange Commission

Article III, Section 5 Section 5. Regular Meetings. The Board shall meet regularly once every quarter on such day, at such time and in such place at it may fix.

Article III, Section 6 Section 6. Special Meetings. Special Meetings of the Board of Directors shall consist of a majority of the entire membership of the Board. A majority of such quorum shall decide any question that may come before the meeting.

Section 6 Special Meetings. Special Meetings of the Board of Directors shall be held in the principal office of the corporation, or in any city in Metro Manila, or at such other places as may be designated in the call, or through remote communication which shall include, but is not limited to, teleconferencing, videoconferencing, or other alternative modesof communication. Themeeting may be called by the President, or by request of a majority of Directors. Such special meetings may be held at any time and place without notice by the unanimous written consent of all members of the Board who are present in the Philippines.

Directors may attend and vote during Board meetings through teleconference or videoconference or any electronic medium where attendees can participate during the meeting even if not physically present. Board meetings through teleconferencing or videoconferencing should comply with the applicable rules and requirements of the Securities and Exchange Commission

Article III, Section 10 Section 10. Disqualification. No person shall qualify or be eligible for nomination or election to the Board of Directors if the Board of Directors, by at least a majority vote of all its members, determines that such person is engaged in or is otherwise connected with any business which is antagonistic and / or inimical to that of the Corporation.

Section 10. Disqualification. No person shall qualify or be eligible for nomination or election to the Board of Directors if such person is an antagonistic-competitor of the Corporation, or has interest/s whether directly or indirectly,which is/are disadvantageousor inimical to the Corporation, as may be determined by at least a majority of the Board of Directors, in the exercise of its judgment in good faith. Without limiting the generality of the foregoing, a person shall be deemed to be an antagonisticcompetitor:

i. If he is an employee, officer, manager or controlling person, director, or the owner (either of record or beneficially) of ten percent (10%) or more of any outstanding class of shares, of any corporation [other than one in which the Corporation owns at least thirty percent (30%) of the capital stock], or any entity engaged in a business that the Board of Directors, by at least a majority vote, determines to be competitive or antagonistic to that of the Corporation or any of its subsidiaries or affiliates; or

ii. If he is an employee, officer, manager or controlling person, director, or the owner (either of record or beneficially) of ten percent or more of any outstanding class of shares, of any corporation or entity engaged in any line of business of the Corporation or any of its subsidiaries or affiliates, when in the judgment of the Board of Directors, by at least majority vote, the laws against combinations and restraintof tradeshallbeviolatedbysuch person’s membership in the Board of Directors; or

iii. If the Board of Directors, in the exercise of its judgment in good faith, determines by at least a majority vote, that he is a nominee of any person set forth in (i) and (ii) above.

Article III, Section 11 None

Article IV, Section 1 Section 1. Officers. The officers of the Corporation shall consist of the Chairman of the Board, President, such Vice-Presidents as the Board of Directors may determine, General Manager, Treasurer, Secretary and such other officers, the offices of whom may be created by the Board of Directors as the necessities of the Directors. An officer may hold more than one office provided the duties thereof are not incompatible.

The Chairman of the Board, and President shall be members of the Board of Directors.

Article IV, Section 6 Section 6. Treasurer. The Treasurer shall have the custody of all money, securities and values of the Corporation which come into his possession, and shall keep regular books of accounts; shall deposit said money, securities and values of the Corporation in such banking institutions as may be designated from time to time by the Board of directors, subject to withdrawals there from only upon the checks or other written demands of the Corporation which shall be signed by at least two officers to be designated by the Board of directors; and shall make such reports and perform such duties as are incident to this office or are properly required of him by the Board of directors.

Article V, Section 2 Section 2. Dividends. Dividends shall be declared only from the surplus profits and shall be payable at such time, in such manner and in such amounts as the Board of Directors shall determine. No dividend shall be shall be declared which will impair the capital of the company. Stock dividends shall be declared only in accordance with law.

In determining whether or not a person is controlling person, beneficial owner, or the nominee of another, the Board of Directors may take into account such factors as business and family relationships.

Section 11. Notices The notice of the regular or special meeting of the Board, specifying the date, time, place, object and purpose of the meeting shall be mailed by the Secretary to each of the member of the board at least two business days before any such meeting. The Secretary may send the notice by delivery, fax, electronic mail or short messaging system (SMS), or by other means of written or printed communication generally accepted and used by the business community currently available or as may be made available through technical advances or innovations in the future.

The attendance of a director at a meeting shall constitute a waiver of notice of the meeting, except where the director attends a meeting for the specific purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened

Section 1. Officers. The officers of the Corporation shall consist of the Chairman of the Board, President, such VicePresidents as the Board of Directors may determine, General Manager, Treasurer, Secretary and such other officers, the offices of whom may be created by the Board of Directors as the necessities of the Directors. Any two or more positions may be held concurrently by the same person whenever deemed convenient or expedient, except that no one shall act as President and Treasurer or Secretary at the same time.

Section 6. Treasurer. The Treasurer, who must be a resident, shall have the custody of all money, securities and values of the Corporation which come into his possession, and shall keep regular books of accounts; shall deposit said money, securities and values of the Corporation in such banking institutions as may be designated from time to time by the Board of directors, subject to withdrawals there from only upon the checks or other written demands of the Corporation which shall be signed by at least two officers to be designated by the Board of directors; and shall make such reports and perform such duties as are incident to this office or are properly required of him by the Board of directors.

Section 2. Dividends. Dividends shall be declared and paid out only to all stockholders on the basis of outstanding stock held by them from the surplus profits unrestricted retained earnings and shall be payable at such time, in such manner, frequency and in such amounts as the Board of Directors shall determine, and in accordance with law. No dividend shall be shall be declared which will impair the capital of the company. Stock dividends shall be declared only in accordance with law.

The Board of Directors shall have power and authority to fix and determine, and from time to time vary, the amount to be reserved, over and above its capital stock paid in, as working capital, to meet contingencies, to provide for the equalizations of dividends and/or for other purposes, to direct and determine the use and disposition of working capital and of any amounts so reserved; to use and apply the surplus or any part thereof in acquiring the bonds or other obligations or shares of the capital stock of the corporation, to such extent, in such manner and upon such terms as the directors shall deem expedient (and shares of

Article VIII, Section 1 Section 1. The corporate seal of the Corporation, unless otherwise ordered by the Board of Directors, shall be circular in form and shall bear the words “SEAFRONT RESOURCES CORPORATION.” (formerly “SEAFRONT PETROLEUM AND MINERAL RESOURCES, INC.”)

Article IX, Section 1 Section 1. These By-Laws may be amended, repealed or altered, in whole or in part, by a majority vote of the entire subscribed capital stock of the company at any regular meeting of the shareholders, or at any special meeting where such action has been announced in the cell and notice of such meeting.

Section 2. The Board of Directors may adopt additional rules in harmony with foregoing By-Laws and their amendments, but shall not alter, modify or repeal the foregoing By-Laws and their amendments.

Section 3. These By-Laws shall take effect immediately after the approval of the stockholders.

capital stock so purchased or acquired may be resold, and shall not be deemed to have been retired, unless such shares shall have been retired for the purpose of reducing the capital of the corporation in the manner provided by law); to determine whether any part of the net profits or surplus shall be declared and paid as dividends; and generally to fix and determine the use and disposition of any net profits or surplus.

Section 1. The corporate seal of the Corporation, unless otherwise ordered by the Board of Directors, shall be circular in form and shall bear the words “SEAFRONT RESOURCES CORPORATION.” (formerly “SEAFRONT PETROLEUM AND MINERAL RESOURCES, INC.”). The Board has full authority to revise the corporate seal.

Section 1. The power to amend, repeal or alter these Bylaws is delegated to the Board of Directors by the affirmative vote of the stockholders owning at least twothirds (2/3) of the outstanding capital stock of the corporation. Nevertheless, the power delegated to the Board of Directors to amend or repeal the By-laws shall be considered revoked whenever stockholders owning or representing a majority of the outstanding capital stock shall so vote at a regular or special meeting