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(b)hasbeen subjecttosuch filing requirementsfor the pastninety(90)days. Yes [X] No [ ]
13. As of December 31, 2023 the aggregate market value of the voting stock held by non-affiliates of the Company is equivalent to One Hundred Eighty-Six Million Eight Hundred Sixty Thousand Five Hundred Fifty-FourPesosand56/100 (₱186,860,554.56)or132,525,216sharesatP1.41/share.
a. 2023 and2022FinancialStatementswithManagement Responsibility
b. Supplementaryinformation anddisclosuresrequiredon SRCRule68and68.1asamended
c. SustainabilityReport
d. ReportsonSECForm17-C(CurrentReport)
DescriptionofBusiness
Item1-BusinessDevelopment
Seafront Resources Corporation (the “Company”) was registered with theSecuritiesand Exchange Commission (SEC) on April 16, 1970 as an oil exploration and production company. On October 18, 1996, the Company amendeditsArticlesofIncorporationwhichprovidesfortherevisionofitsprimarypurposefromengaginginthe businessof oil exploration and production into aholding company and to includeoil exploration andproduction businessasone ofitssecondarypurposes.
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 investmentin GovernmentSecurities.ThesefinancialassetsatFVTPLarecarriedatfairvalueasfollows:
B. InvestmentsinFinancialAssetsatFairvaluethroughOtherComprehensiveIncome(FVOCI)(Notes8 and14oftheAFS)
OnJanuary31,1997,theCompanyenteredintoaProjectShareholders’Agreementwithfiveothercompaniesled by Investment and Capital Corporation of the Philippines (ICCP) and Penta Capital Investment Corporation (PCIC)todevelop500to600hectaresofrawlandinHermosa,Bataanintoanewtownshipconsistingofindustrial estates,residentialcommunities,agolfandcountrycluband acommercialcenter.
The Management of HEDC is continuing its strategic initiatives aimed at maximizing the potential of its properties.Effortsarebeingintensifiedtoselltheremainingsaleableproperties.Acknowledgingthecriticalityof thorough planning, HEDC has initiated a detailed master planning process for the Hermosa Ecozone Industrial Park (HEIP) 168 hectares proposed expansion, previously earmarked 229 hectares for leisure and residential purposes. The master planning process will ensure that the development signs with the company’s vision for sustainable growthwhile adheringtoregulatoryrequirementsandenvironmentalconsiderations.
On June 27, 2023, the President of the Philippines signed the Presidential Proclamation of Hermosa Ecozone IndustrialPark(HEIP)fortheinclusionof20.43 hectaresintotheexistingHEIPSpecialEconomic Zone.
The fair value of investment in HEDC is determined using the adjusted net asset method wherein the assets of HEDCconsistingmainlyofparcelsoflandareadjustedfromcosttoitsfairvalue.Thevaluationoftheparcelsof land was performed by a Securities and Exchange Commission - accredited independent valuer as at December 31,2023and2022.ThismeasurementfallsunderLevel3inthefairvalue hierarchy.
TheCompanyhasitsinvestmentsinstocks(asdiscussedinthe“BusinessoftheIssuer”)asitsprincipalproduct. Total revenue as of December 31, 2023 amounted to ₱6.642 million, bulk of which is from the interest income from the money market placements (MMPs), special current account/savings account (CASA) and net gain on fair value changes on financial assets at FVTPL. Other than discussed, the Company has no principal product whichcontributes10%ormoretosalesorrevenues. Nogovernmentapprovalisneededforitsprincipalproduct.
The Company itself has no competitor because it is a holding company. Its major investment, HEDC has competitorssuch asClarkDevelopmentCorporation,SubicGatewayParkandothernearbyindustrialzones.
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
No governmentapprovalisneededforitsprincipalproduct.
Researchanddevelopmentactivities
No amount of money was spent for developmentactivities for the last threefiscal years. The Company does not intend to acquire additional properties in the next twelve (12) months. However, the Company can sustain its needforoperatingexpensesintheordinarycourse ofbusiness.
Totalnumberofemployees
The Company has no employees; PERC provides administrative, accounting and compliance services to the Company. The Companydoesnot anticipate any specialundertakingthatwouldwarranthiring somepeople for regular employment.
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 volatility and lower value of the stock market, lower credit rating of the country and the reductionofthecountry’sforeigncurrencyreserves. Therehasalsobeengrowingconcernsabouttheunrestrained judicialinterventioninmajorinfrastructureprojectof thegovernment.
There is no assurance that the political environment in the Philippines will be stable and that current or future governmentswilladopteconomic policiesconducivetosustainedeconomicgrowth.
The general political situation in and the state of the economy of the Philippines may influence the growth and profitabilityoftheCompany. Anyfuturepoliticaloreconomicinstabilityinthesecountriesmayhaveanegative effectonthefinancialresultsofthe Company.
EquityPartnershipRisk
The Company entered into aProject Shareholder’s Agreement with five other companiesled by Investment and CapitalCorporation of thePhilippines and PentaCapitalInvestmentCorporationto develop 500-600 hectaresof rawlandinHermosa,Bataan.Intoatownshipconsistingofindustrialestates,residentialcommunities,agolf and 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 obligationsunder the Project Shareholder’sAgreement; or (iv) experience financial difficulties. These conflicts may adversely affect the Company’s operations. To date, the Company has not experienced any significant problemswithrespecttoitsequity partners.
TheCompany’sfinancialinstrumentscomprisecash andcashequivalents,receivables,financialassets,accounts payableand accruedexpenses.Themainpurposeofthesefinancialinstrumentsistofunditsownoperationsand capital expenditures. The BOD reviews and approves policies for managing these risks. Also, the Audit Committee ofthe BODmeetsregularly andexercisesoversightrole inmanaging theserisks.
LiquidityriskistheriskthattheCompanyisunabletomeetitsfinancialobligationwhendue. TheCompanyhas 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. InvestmentsinunquotedequitysecuritiesclassifiedasfinancialassetsatFVOCIamountedto₱490.65 millionand₱507.96million,asofDecember31,2023 and2022,respectively.
The Company monitors its cash position and overall liquidity position in assessing its exposure to liquidity risk. The Company maintains a level of cash and cash equivalents deemed sufficient to finance operations and to mitigatethe effectsoffluctuationincashflows.
Market risk is the risk of loss on future earnings, on fair values or on future cash flows that may result from changesinmarketprices. Thevalue ofa financialinstrumentmaychangeasaresultof changesininterestrates, foreign currency exchanges rates, commodity prices, equity prices and other market changes. The Company’s marketriskemanatesfromitsholdingsindebtandequity securities.
The Company closely monitorsthe prices of its debt and equity securities as well as macroeconomic and entityspecific factors which could directly or indirectly affect the prices of these instruments. In case of an expected decline inits portfolioof equity securities, theCompanyreadily disposesor tradesthesecurities forreplacement withmoreviable andlessriskyinvestments.
Pleaserefer to Note14 oftheAFSfor the analysisperformed for reasonablypossible changeinthemarketprice ofquoted sharesclassifiedasfinancialassetsatFVTPL.
EquityPriceRisk
The Company closely monitorsthe prices of its debt and equity securities as well as macroeconomic and entityspecific factors which could directly or indirectly affect the prices of these instruments. In case of an expected decline inits portfolioof equity securities, theCompanyreadily disposesor tradesthe securities forreplacement withmoreviable andlessriskyinvestments.
Such investmentsecurities are subject to price risk due to changesin marketvalues of instruments arising either 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.
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.
The primary objective of the Company’s capital management is to ensure that it maintains a strong credit rating and healthy capitalratiosinorderto supportitsbusinessandmaximize shareholders'value.
The Company manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Company may adjust the dividend payment to 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).
Aside from the investments in Financial Assets discussed above, the Company owns two parking lot slots in Tektite Tower in Ortigas City. This property is accounted as investment property of the Company. In 2013, the Company fully depreciated the investment. Fair value of this investment is estimated at ₱800,000 - ₱1,000,000 perslot.
1. None of the holders of the Company’s common shares registered under the name of PCD owns more than 5% of the Company’s commonshares.
2. Thecorporateacts ofPMMICarecarried outbyits BoardofDirectors and Management.Ms.Michele Marie Y.Dee is thecurrent Presidentwhilethe Chairmanof theCompany is Ms.HelenY.Dee.
3. The corporate acts of Alsons Consolidated Resources Inc. are carried out by its Board of Directors. Mr. Nicasio I. Alcantarais the currentChairmanandPresidentoftheCompany.
4. CBC T/A-SSC#0010 and T/A-SSC#0011 are Trust Accounts between China Banking Corporation as Trustee. The Corporate acts of CBC are carried out by its Board of Directors and Management. Mr. Romeo D. Uyan is the current CBC Presidentand COE.
As of December 31, 2023, the Company has a total of 163,000,000 shares issued and outstanding. Of the total outstanding common capitalstock, 162,173,984 sharesor99.49%areowned by Filipinocitizens,while 826,016 sharesor0.51%areowned byforeigners.
1. MinimumPublicOwnership
The Company is compliant with the requiredMinimumPublic Ownership ofatleast 10%of thetotal issuedandoutstandingcapitalstock,asmandatedbySection3,ArticleXVIIIoftheContinuingListing Requirements of theListing and DisclosureRules. As of December 31, 2023, theCompany’s public floatwas81.30%.
2. Dividends
InaccordancewiththeCorporationCodeofthePhilippines,theCompanyintendstodeclaredividends (either in cash or stock or both) in the future. Shareholders of the Company are entitled to receive a proportionate share in cash dividends that may be declared by the Board of Directors out of surplus profitsderivedfromtheCompany’soperations. Thesamerightexistswithrespecttoastockdividend, thedeclarationofwhichissubjecttotheapprovalofstockholdersrepresentingatleasttwo-thirds(2/3) of the outstanding shares entitled to vote. The amount of dividend will depend on the Company’s profitsand itscapitalexpenditureandinvestmentrequirementsattherelevanttime.
The Company did not declare any cash or stock dividends in the last two (2) fiscal years 2023 and 2022.
Total assets amounted to ₱667.405 million and ₱679.336 million as of December 31, 2023 and December 31, 2022,respectively.
The Company’s cash and cash equivalents amounted to ₱111.061 million and ₱99.386 million as of December 31, 2023 and 2022, respectively. The 11.75% net increase was due to the cash proceeds from sale of 2,507,604 BenguetCorp.’ssharesat₱4.45/shareinOctober2023.
Financial assets at fair value through profit or loss amounted to ₱38.107 million from ₱36.828 million as of December31, 2023andasofDecember31,2022,respectively. The3.47%netincreaseisduetoslightrecovery inmarketvaluesofinvestmentsinstockstraded atPSE.
The 73.98% net increase in receivables mainly pertains to interest receivable from MMPs, special CASA and dividendreceivablefromvariousstockinvestmentsduringthe period.
Other current assets consists of prepayments, prepaid taxes and input tax carry-overs. This amounted to ₱1.677 million and ₱1.446 million as of December 31, 2023 and 2022, respectively. The 15.92% net increase in this accountmainlyrepresentsadditionalinputtaxesrecorded duringtheperiod.
Financial assets at fair value through other comprehensive income (FVOCI) account as of December 31, 2023 amounted to ₱514.706 million as compared with December 31, 2022 of ₱540.609 million. The net decrease pertains to the downward adjustment of the fair value of the investment in HEDC and sale of investment in BenguetCorp.(pleaserefertoNote8 ofthe 2022 AFS).
Accountspayableandaccruedexpensesamountedto₱0.984millionand₱1.138millionasofDecember31,2023 and December 31, 2022, respectively. The 13.52% net decrease is attributable to settlement of payables during the year.
TheCompanyrecognizeddeferredtaxliabilityamountingto₱58.589millionand₱61.185millionasofDecember 31, 2023 and 2022, respectively. The decrease is due to the adjustment in the set-up of tax liability associated withthedecreaseinthefair valueoftheinvestmentinHEDC.
Total stockholders’ equity as of December 31, 2023 is ₱607.832 million or ₱3.73 book value per share as comparedwithlastyear’s₱617.013millionor₱3.79bookvalue pershare.
The Company posted a net income of ₱3.967 million or ₱0.0243 earnings pershare as ofDecember 31, 2023 as comparedwith₱1.212 millionor₱0.0074earningspershareasofDecember31,2022.
Interestincomeamountedto₱4.271millionand₱1.681millionasofDecember31,2023andDecember31,2022, respectively.TheincreaseisattributabletohighercashbalanceandaverageinterestratesfromMMPsandspecial CASA duringtheyear.
Dividend income amounted to ₱0.696 million and ₱0.419 million as of December 31, 2023 and December 31, 2022,respectively.Theincreasereferstocashdividendsfromvariousstockinvestments.
Bulk of the increase in the general and administrative expenses is due to expenses paid for advertisement, directors’feesandmanagementfees.
Provision for income tax pertains to the Minimum Corporate Income Tax (MCIT) set-up. The Company set-up MCIT rather than the 25% regular tax because most of its income are from unrealized market changes of investments and passive income subject to final tax. The decrease from last year’s provision is mainly due to lowerMCITrateasprescribedinCREATElaw.
3. FinancialCondition(AsofDecember31,2022and2021)
Total assets amounted to ₱679.336 million and ₱573.623 million as of December 31, 2022 and December 31, 2021,respectively.
The Company’s cash and cash equivalents amounted to ₱99.386 million and ₱100.293 million as of December 31,2022and2021,respectively.The0.90%netdecrease wasduetopaymentofworkingcapitalrequirements.
Financial assets at fair value through profit or loss amounted to ₱36.828 million from ₱36.112 million as of December31, 2022andasofDecember31,2021,respectively. The1.98%netincreaseisduetoslightrecovery inmarketvaluesofinvestmentsinstockstradedatPSE.
The 223.19% net increase in receivables mainly pertains to interest receivable from money market placements and dividendreceivablefromvariousstockinvestmentsduringtheperiod.
Other current assets consists of prepayments, prepaid taxes and input tax carry-overs. This amounted to ₱1.446 million and ₱1.278 million as of December 31, 2022 and 2021, respectively. The 13.16% net increase in this accountmainlyrepresentsadditionalinputtaxesrecorded duringtheperiod.
Financial assets at fair value through other comprehensive income (FVOCI) account as of December 31, 2022 amounted to ₱540.609 million as compared with December 31, 2021 of ₱435.610 million. The net increase pertains to the upward adjustment of the revaluation of the investment in HEDC (please refer to Note 8 of the 2022 AFS).
Accountspayableandaccruedexpensesamountedto₱1.138millionand₱0.634millionasofDecember31,2022 and December31,2021,respectively. The79.43%net increaseisattributable toadditionalaccrualsatthe end of December2022.
TheCompanyrecognizeddeferredtaxliabilityamountingto₱61.185millionand₱45.649millionasofDecember 31, 2022 and 2021, respectively. The increase is due to the adjustment in the set-up of tax liability associated with the increase in the revaluation of the investment in HEDC, more particularly, the related 15% capital gains tax shouldtherebe anysaleofHEDCshares.
The Company posted a net income of ₱1.212 million or ₱0.0074 earnings per share as compared with ₱20.131 millionor₱0.1235earningspershareasofDecember31,2021.
Dividend income amounted to ₱0.419 million and ₱31.710 million as of December 31, 2022 and December 31, 2021, respectively. Bulk of this amount refers to cash dividend from various stock investments. Decline for the periodismainlydueto nodividend receivedfromHEDC.
Other income as of December 31, 2022 and 2021 pertains to accounting services rendered by the Company to HEDCand rentalincome.
Net unrealized gain (loss) in the changes in market values (of investment in stocks at FVTPL) from (₱2.287) million in 2021 to ₱0.716 million in 2022 is mainly due to slight recovery of the investments in stocks traded at the PSE.
Bulk of the decrease in the general and administrative expenses is mainly due to the payment in 2021 of Company’sshareintheplug/abandonmentcostofpreviousoilexplorationproject(refertoNote11ofthe2022 AFS).None inyear2022.
Provision for income tax pertains to the Minimum Corporate Income Tax (MCIT) set-up. The Company set-up MCIT rather than the 25% regular tax because most of its income are from unrealized market changes of investments and passive income subject to finaltax.The increase from last year’sprovision is mainly due to the increaseinotherincome.
Total assets amounted to ₱573.623 million and ₱584.095 million as of December 31, 2021 and December 31, 2020,respectively.
The Company’s cash and cash equivalents amounted to ₱100.293 million and ₱77.118 million as of December 31,2021and2020,respectively.The30.05%netincreasewasduetocashdividendsreceivedfromHEDCduring the year,netofpaymentofworkingcapitalrequirements.
Financial assets at fair value through profit or loss amounted to ₱36.112 million from ₱38.399 million as of December 31, 2021 and as of December 31, 2020, respectively. The 5.96% net decrease is due to decline in marketvaluesofinvestmentsinstockstradedatPSE.
The 6.62% net decline in receivables mainly pertains to receipt of dividends, interest income and other income duringtheperiod.
Other current assets consists of prepayments, prepaid taxes and input tax carry-overs. This amounted to ₱1.278 million and ₱1.175 million as of December 31, 2021 and 2020, respectively. The 8.78% net increase in this accountmainlyrepresentsadditionalinputtaxesrecorded duringtheperiod.
Financial assets at fair value through other comprehensive income (FVOCI) account as of December 31, 2021 amounted to ₱435.610 million as compared with December 31, 2020 of ₱467.050 million. The net decrease pertainsto thedownward adjustment ofthe revaluationof theinvestmentinHEDC(please referto Note8ofthe 2021 AFS).
Accountspayableandaccruedexpensesamountedto₱0.634millionand₱0.802millionasofDecember31,2021 andDecember31,2020,respectively.The20.95%netdeclinepertainstopaymentofaccrualsandpayablesduring the period.
TheCompanyrecognizeddeferredtaxliabilityamountingto₱45.649millionand₱51.104millionasofDecember 31, 2021 and 2020, respectively. The decrease is due to the adjustment in the set-up of tax liability associated with the decline in the revaluation of the investment in HEDC, more particularly, the related 15% capital gains tax shouldtherebe anysaleofHEDCshares.
Total stockholders’ equity as of December 31, 2021 is ₱527.340 million or ₱3.24 book value per share as comparedwithlastyear’s₱532.189millionor₱3.26bookvaluepershare.
Dividendincomeamountedto₱31.710millionand₱34.029millionasof December31,2021andDecember31, 2020,respectively. Bulk of this amounts pertains to cash dividend from HEDC. Decline for the period ismainly due tolowerdividendsfromHEDC.
Other income as of December 31, 2021 and 2020 pertains to accounting services rendered by the Company to HEDCand rentalincome.
Lower net unrealized losses in the changes in market values (of investment in stocks at FVTPL) from ₱6.889 million in 2020 to ₱2.287 million in 2021 is mainly due to slight recovery of the investments in stocks traded at the PSE.
Provision for income tax pertains to the Minimum Corporate Income Tax (MCIT) set-up. The Company set-up MCIT rather than the 25% regular tax because most of its income are from unrealized market changes of investments and passive income subject to final tax. The decline from last year’s provision is mainly due to the change intheMCITratefrom2%to 1%.
KeyPerformanceIndicators(KPI)
PleaserefertoFinancialSoundnessIndicators
PlanofOperations
A. InvestmentinAFSnottradedinthemarket(InvestmentinHEDC)
As of December 31, 2023 the Company holds 11.33% interest in its investment in Hermosa Development Corporation(HEDC).
Significant progresshasbeen made inPhase2 of HermosaEcozone Industrial Park(HEIP), including the completion of stone masonry retaining wall, roadways, underground utilities, and various site grading works for optimal land use. Furthermore, new facilities, such as administrative building, telecommunication room, and security and maintenance building, have been completed. These developmentsshowHEDC’scommitmenttoservethelocatorsandstakeholdersefficiently.
B. InvestmentinFinancialAssetsatFVTPLandFVOCItradedinthemarket
The Company will continue to closely monitor the prices of its securities as well as those specific factors which could directly or indirectly affect the prices of these instruments. Because such investments are subject to price riskdue to changesinmarketvalues, an expecteddeclineintheportfolio willprompttheCompanyto disposeor tradethesecuritiesforreplacementwithmoreviableandlessriskyinvestmentsin thefuture.
Aside from the Company’s investments stated above, there are no other researches or development plans, and purchaseor sale ofsignificantequipmentthattheCompany expectsperform.
Liquiditymanagement
TheCompanyhassubstantialinvestmentsinsharesofstockwhicharenotlistedinthePhilippineStockExchange and may not be readily convertible to liquid assets necessary to meet any potential additional liquidity requirementsoftheCompany. InvestmentinunquotedsecuritiesincludedinfinancialassetsatFVOCIamounted to₱490.650 millionand₱507.957millionasof December 31,2023and 2022,respectively.
Managementofliquidityrequiresaflowandstockperspective. Constraintsuchaspoliticalenvironment,taxation, foreign exchange, interest rates and other environmental factors can impose significant restrictions on firms in managementoftheirfinancialliquidity.
The 2023 AFS of the Company are incorporated herein by reference. The schedules listed in the accompanying index toSupplementarySchedulesarefiled aspartofthisForm17-A.
The external auditor of the Corporation is the auditing firm SyCip Gorres Velayo & Co. (SGV). The same accounting firm has been endorsed by the Audit Committee to the Board. The Board, in turn, approved the endorsement and will nominate the reappointment of the said auditing firm for the stockholders’ approval at the scheduled annual stockholders’ meeting. The said auditing firm has accepted theCompany’s invitation to stand forre-electionthisyear.
Audit services of SGV for the calendar year ended December 31, 2023 cover the examination of the financial statementsoftheCompany,reviewofincometaxreturnsandotherservicesrelatedtofilingofreportsmadewith the SecuritiesandExchangeCommissionandBureau ofInternalRevenue.
The company is compliant with the Rotation requirement of its external auditor’s certifying partner as required under SRC Rule 68 (3)(b) (1V). A two year cooling off period shall be observed in the re-engagement of same signingpartnerorindividualauditor.
Disagreements with Accountants on Accounting and Financial Disclosures
Therewerenofeespaidoraccruedforthelasttwoyearsrelativetotaxaccounting,compliance,advice,planning and anyotherformoftaxservices.
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 upon and approves the Audit Committee’s recommendations. The members of the Audit Committee are asfollows:
Seafront’s Board of Directors is composed of nine (9) members elected by and from among the Company’s stockholders. TheBoardisresponsibleforprovidingoverallmanagementanddirectiontothe Company. Board meetings are held on a quarterly basis or as often as required to discuss the Company’s operations, business strategy, policies and other corporate matters. A brief background of each member of the Company’s Board of Directorsisprovidedbelow:
Vanessa G.Peralta 38 Data PrivacyOfficer Filipino 2021 topresent
Atty. Louie Mark R. Limcolioc 36 Asst. Corporate Secretary Filipino 2022 topresent
The members of the Board are elected at the Annual Stockholders’ Meeting to hold office until the next Annual Stockholders’Meetinganduntiltheirrespectivesuccessorshavebeenappointedorelected andqualified.
Mr.RobertoJoseL.Castillo,68,Filipino,ChairmanoftheBoard. HewastheformerPresident&CEOofEEI Corporation.Mr. Castillo used to oversee EEI subsidiariesnamely: Equipment Engineers, EEI Construction and Marine, Inc., EEI Power Corporation, Al Rushaid Petroleum Investment Company in Saudi Arabia, EEI Realty Corporation and Gulf Asia International Corporation. EEI is a member of the Yuchengco Group of Companies. He was also a former Director of the following: PetroWind Energy Inc., PetroGreen Energy Corporation, PetroSolar Corporation, Brightnote Assets Corporation, Hermosa Ecozone Development Corporation, KubotaKasui Philippines Corporation, SQ Resources, Inc., SN Resources, Inc., Somerset Hospitality Holdings Philippines,Inc., AscottHospitality HoldingsPhilippines,Inc. and Tong Hsing Electronics Philippines, Inc. He isalsoChairmanof theAdvisoryBoard,CarmelrayIndustrialCorporation andChairmanCJCCorporation. Educational Background: Master’s degree in Business Administration, Wharton Graduate School of the University of Pennsylvania, Bachelor of Science in Commerce, University of Santo Tomas, Bachelor of Arts, University ofSanto Tomas. Professional Qualification: CertifiedPublicAccountant(CPA)
Ms. Milagros V. Reyes, 82, Filipino, President/Director. She is presently the Chairman of PetroGreen Energy Corporation,MaibararaGeothermal,Inc.,RizalGreenEnergyCorporation,DagohoyGreenEnergyCorporation, Bugallon Green Energy Corporation, San Jose Green Energy Corporation, She is the President of PetroEnergy ResourcesCorporation,anoilexplorationanddevelopmentcompany.SheisalsoPresidentofPetroWindEnergy Inc. and PetroSolar Corporation. Director/Treasurer of Hermosa Ecozone & Development Corporation. Shewas formerlya Presidentof PetroGreenEnergyCorporationandDirector/ConsultantofPNOC-ECand aSeniorVice PresidentofBasicPetroleumandMinerals, Inc.
Educational Background: Bachelor of Science in Geology and Physical Sciences (Double Degree) from the University of the Philippines. She pursued various technical trainings from the National Iranian Oil Co., University ofIllinoisandAjmanFieldsinU.A.E.
Mr.BasilL.Ong, 72, Filipino, Independent Director. He is presently the Director of Transnational Diversified Group, Inc., AdventureInternationalTours, Inc. (Philippine representative of American Express, Inc.), Nike StadiumStoresandKidz StationStores)and WordtextSystems,Inc.(WSI)andW.S.Pacific Publications, Inc.
Educational Background: Mr.OngreceivedhisBachelor’sDegreeinManagementfromtheAteneode Manila University and he completed his post graduate, the Program for Management Development, at the Harvard Business School.
Mr.RaulM.Leopando, 73, Filipino, Director. He is currently a member of the Board of Directors of UPSON InternationalCorporation.HewasformerlyPresident/CEOofRCBCCapitalCorporation,ChairmanoftheBoard ofRCBCSecuritiesCorporation andNominee tothePhilippineStockExchange,ViceChairmanofthe Boardof RCBC Bankard, SeniorConsultant to the Chairmanof RCBC, Director of PetroEnergy Corporation,PetroGreen Energy Corporation and Maibarara Geothermal, Inc. He was also member of the board of directors of several other corporations. He wasalso formerly President of the Investment Houses Association of the Philippines. He isa lifetimememberoftheFinancialExecutivesInstitute(FINEX).
Ms. Yvonne S. Yuchengco, 70, Filipino,Director.She is also theChairman and President of Philippine Integrated Advertising Agency, Inc., Y Tower II Office Condominium Corp., Yuchengco Tower Office CondominiumCorp.andRoyalCommons,Inc.; ChairmanofYRealty Corporation, RCBCCapital Corporation and XYZ Assets Corporation; Vice Chairperson of National Reinsurance Corp. of the Philippines and Malayan Insurance Co., Inc.; Director, Treasurer and CFO of Pan Malayan Management & Investment Corp.;Director and Presidentof Alto Pacific Corporation,MICOEquities, Inc. andRCBC Land, Inc.;Director and Treasurerof Water Dragon, Inc., HI Cars, Inc., Malayan High School of Science, Inc., Mona Lisa Development Corp., Petro Energy Resources Corp.,Mayahin Holdings Corporation, andPan Malayan Realty Corp.;Director and VicePresidentof AY Holdings, Inc.;Trustee and Chairpersonof 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.;Advisory Member ofRizalCommercialBankingCorporation. 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, 81, Filipino, Independent Director. He is presently the Chairman and President of Alsons Consolidated Resources, Inc., ACR Mining Corporation, Alsons Development and Investment Corporation, Sarangani Agricultural Company, Inc., Conal Holdings Corporation, Alsons Thermal Energy Corporation, Alto Power Management Corporation and other subsidiaries under the Alcantara Group. He is the Chairman of the Board of SITE Group International, Ltd. Mr. Alcantara serves as the Chairman of both the Corporate Governance Committee and Related Party Transactions Committee of BDO Private Bank, Inc. and a member of the Bank’s AuditCommittee. He is the Vice Chairman of Avaina Development Corporation. He is a Director of The Philodrill Corporation, Enderun Colleges, Inc., Sagittarius Mines, Inc. and Phoenixs Petroleum Philippines, Inc. Prior to this, Mr. Alcantaraheld the position of Chairman and President in various corporation, 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’sin BusinessAdministrationfromSta.Clara University,California,USA.
Mr.Victor V.Benavidez, 72, Filipino, Director. He is also a Director of Boulevard Holdings, Inc. Formerly: General Manager of Alakor Securities, Inc, Director, Mariwasa Siam Holdings, Anglo Philippines Holdings Corporation,VPandDirectorMabuhayHoldingsCorporationandTagaytayProperties&HoldingsCorporation, Columnist, The Daily Globe, Investment Research Consultant of James Capel, Manager/Corplan of Banco FilipinoandManager/InvestmentResearchofAnselmoTrinidad&Co.
Mr.MedelT.Nera, 68, Filipino, is a Director of House of Investments, Inc. from 2011 to present. He is also a DirectorofiPeopleInc.,EEICorp.,NationalReinsuranceCorporationandGenerikaGroup.Hispastexperiences include: President & CEO of House of Investments, Inc.; President of Honda Cars Kalookan, Inc., Director and President of RCBC Realty Corp.; Chairman of the Board of Greyhounds Security & Investigation Agency Corp., ZamboangaIndustrialFinanceCorporation,EEIRealtyCorp.,Hi-EisaiPharmaceuticalsInc.,Investments Manager Inc., Landev Corp., Malayan Colleges Laguna, Inc., Manila Memorial Park Cemetery Inc., YGC CorporateServices,DirectorandChairmanofRiskCommitteeofRizalCommercialBankingCorp.;Directorand TreasurerofCRIBSFoundation,Inc.,and SeniorPartneratSycipGorresVelayo &Co.
Educational Background: Master in Business Administration from Stern School of Business, New York University, USA and Bachelor of Science in Commerce from Far Eastern University, Philippines, International Management Program from Manchester Business School, UK, Pacific Rim Program from University of Washington,USA.
Atty. Ernestine Carmen Jo Villareal-Fernando, 62, Filipino, is the Director of various corporation such as: Country Bankers Insurance Corporation, Country Bankers Life Insurance Corporation, Jose E. Desiderio, Inc., Fuegoy Hielo, Inc. Senior Partner,Platon Martinez FloresSan PedroLeano FernandoPanagsaganBantilan Law Office. Independent Director of RCBC Securities, Inc., RCBC Forex Brokers Corporation and RP Land DevelopmentCorporation,President-TrusteeDelta LambdaSigma AlumniAssn. Educational Background: Bachelor of Laws from the University of the Philippines, A.B. Economics-College Scholar,Dean’sMedalfromtheUniversityofthePhilippines,CertificateinMathandComputerProgrammingat Michigan StateUniversity,ComputerCenter.
Atty.SamuelV.Torres, 59, Filipino, Corporate Secretary. He is also General Counsel/Corporate Secretary of AYFoundation,AltoPacificCompany,Inc.(Formerly:ThePacificFund,Inc.),BankersAssuranceCorp.,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, Pan Malayan Realty Corporation, Pan Malayan Express, Inc., Pan Pacific Computer Center, Inc.,People eServe Corporation, PetroEnergy Resources Corporation, Philippine Integrated Advertising Agency, Inc., Royal Commons,Inc.,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.
EducationalBackground:BachelorofScienceinBusinessEconomicsfromtheUniversityofthePhilippinesand BachelorofLawsfromAteneo de ManilaUniversity.
Ms. VanessaG.Peralta, 38, Filipino, Data Privacy Officer. She is also PetroEnergy Resources Corporation’s currentAVPforCorporateCommunicationandChiefInformation OfficerandData PrivacyOfficer.
Educational Background: She took Bachelor of Science in Development Communication from the University ofthePhilippines.
Atty.LouieMarkR.Limcolioc,36,Filipino,Asst.CorporateSecretary. HeisalsotheAsst.CorporateSecretary of PetroEnergy Resources Corporation; Corporate Secretary of the following corporations: PetroGreen Energy Corporation,PetroSolar Corporation andPetroWindEnergyInc.
Educational Background: He tookhisBachelor of Lawsdegree from theSan Beda College Alabang Schoolof Law.
SignificantEmployees
OtherthantheaforementionedDirectorsandExecutiveOfficersidentifiedintheitemonDirectorsandExecutive Officers in this report, there are no other employees of the Company who may have significant influence in the Company’smajorand/orstrategic planninganddecision-making.
The Corporation values its human resources. It expects each employee to do his share in achieving the Corporation’ssetgoals.
The Directors of the Company are elected at the annual stockholders’ meeting to hold office until the next succeeding annualmeeting anduntiltheirrespectivesuccessorshave beenelectedandqualified.
Officers are appointed or elected annually by the Board of Directors at its first meeting following the Annual MeetingofStockholders,eachtoholdofficeuntilthenextannualstockholders’meetingoruntilasuccessorshall havebeen elected, appointedorshallhavequalified.
FamilyRelationship
TherearenofamilyrelationshipsknowntotheCompany.
InvolvementinCertainLegalProceedings
For the past five (5) years, none of the Directors or Executive Officerswas involved nor hasany such officer or director has been involved in any legal cases under the Insolvency Law or the Philippine Revised Penal Code either asdefendantor accused,norhas any suchofficerordirectorbeen the subjectof anycourtorder,judgment or decree barring, suspending or otherwise limiting him from engaging in the practice of any type of business includingthoseconnected withsecuritiestrading, investments,insuranceorbankingactivities.
1. None oftheholders ofthe Company’s common sharesregistered underthename ofPCD Nomineeownsmore than 5% ofthe company’scommonshares.
2. ThecorporateactsofPMMICarecarried out by its BoardofDirectorsandManagement.Mrs.Helen Y.DeeistheChairman ofPMMIC.
3. The Corporate acts of Alsons Cons. Res., Inc. are carried out by itsBoard of Directors. Mr. Tomas I. Alcantara is the current presidentoftheCompany.
4. CBC T/A-SSC#0010 and T/A-SSC#0011are Trust Accounts with China Banking Corporation asTrustee. The Corporate acts of CBC are carried outby its Board ofDirectorsandManagement. Mr.Romeo D. Uyan, Jr.is the current CBCPresident and ExecutiveDirector.
As of December 31, 2023, the Company’s directors and executive officers owned an aggregate of 4,926 shares equivalent to 0.003% of the Company’s outstanding shares. None of the members of the Company’s directors and managementownsmorethan2%ormoreofthe outstandingcapitalstockoftheCompany.
VotingTrust Holdersof5%ormore- The Company is not aware of any voting trust or similar arrangement amongpersonsholdingmorethan 5%ofa classofshares.
ChangesinControl- There had been no change in the control of the Company since the beginning of the last fiscalyear. TheCompanyhasno existingvotingtrustorchangeincontrolagreements.
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.
The President acts as the Principal Operating Officer and Principal Executive Officer; and the Treasurer as the PrincipalFinancialOfficeroftheCompany.
SIGNATURES
Pursuant to the requirements of Section l7 of the Code and Section 141 of the Corporation Code, this repor is signed on behalf oi th" isr.. by the undersigned, thereunto duly authorized, in the City of Pasig on April li , 2024.
SEAFRONT RESOURCES CORPORATION
Issuer
MILAGROS V. REYES
President/CEO/COO
MEDEL T. NERA
Principal Financial Offi cer/Treasurer
SAMUELV. TORRES
Corporate Secretary
SUBSCRIBED AND SWORN to before rne this ltlh day of April 2024, at Pasig City. Affiant(s) exhibiting to rne their Tax Identification Nurnber (TIN) indicated beside each name.
7F JmT BHg. Ortigas Genter Pasig City Roll No. 63341 PTR No. t550llAA 101-12-20241Pasig City IBP No. 40S791 / 01-08-2024 / RsM MCLE Gompliance No. V11.0030498 No. 357 12023-2024\l for Pasig and Pateros December 2024
STATEMENT OF MANAGEMENT'S RESPONSIBILITY FOR FINANCIAL STATEM ENTS
March 21 ,2024
Securities and Exchange Commission
PICC, Roxas Boulevard, Pasay City
The management of Seafront Resources Corporation is responsible fbr the preparation and fair presentation of the financi il statements including the schedules attached therein, for the years ended December 31 , 2023 and 2022, in accordance wi'h the prescribed financial rcporting framework indicated therein, and for such internal control as management determines ,s necessary to enable the preparation of financial statements that are free fi'om material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company's ability to continue as a goirg concem, disclosing, as applicable matters related to going concern and using the going concern basis of accounting unle:s management either intends to liquidate the Cornpany ol to cease operations, or has not realistic alternative but to do so.
The Board of Directors is responsible for overseeing the Company's financial reporting process.
The Board of Directors reviews and approves the financial statements including the schedules attached therein, and submi-s the same to the stockholders or members.
SyCip Gorres Velayo & Co., the independent auditor appointed by the stockholders, has audited the financial statemen-s of the company in accordance with Philippine Standards on Auditing, and in its report to the stocl<holders or members, has expressed its on the fairness of presentation upon completion of such audit.
Jose L. Castillo Jr. Chairman
suBSCRIBED AND swoRN to me before th', APR 0 5 ?021'
Affiants exhibited to me their Tax Identification Numbers (TIN) indicated below each name.
NAMES
Roberto Jose L. Castillo Jr.
Milagros V, Reyes
Medel T. Nera
noc. No.474 ; Pase No. iT-, B;kNoZ-; Series of2024,
123-304-975 ffi ARIA dARX{Et/[ o. uault;r Appointnent HumU# try (2c23-20?4) tlolary-plt,tic tor the Cities of P8'si( and San Juan and tre MunicjPalitY of Pateros Conmission Expiros on De@mbor 31'2024 7F, JMT Bldg., ADB'Avo., Ortigas Centor, Pasig City Roll of AttomeYs No. 6685
MCLE ComPliance No. V1I{016267 IBP No. 24tS870/01 4&20 ? /RSM I ptR No. 1550112Arr/01-12-203/Pasig city
Ma. Theresa A.Calate
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ADDRESS
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, 2023 and 2022, and the statements of comprehensive income, statements of changes in equity and statements of cash flows for each of the three years in the period ended December 31, 2023, and notes to the financial statements, including material accounting policy information.
In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2023 and 2022, and its financial performance and its cash flows for each of the three years in the period ended December 31, 2023 in accordance with Philippine Financial Reporting Standards (PFRSs).
Basis for Opinion
We conducted our audits in accordance with Philippine Standards on Auditing (PSAs). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics for Professional Accountants in the Philippines (Code of Ethics) together with the ethical requirements that are relevant to our audit of the financial statements in the Philippines, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For the matter below, our description of how our audit addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report, including in relation to this matter. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures, including the procedures performed to address the matter below, provide the basis for our audit opinion on the accompanying financial statements.
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=490.65 million as of December 31, 2023 comprising 73.51% of its total assets. The valuation of this investment is significant to our audit because it is inherently subjective as it involves the use of valuation inputs that are not market observable. Management also applied judgement in selecting the valuation technique and the assumptions to be used.
The Company’s disclosures about its unquoted equity investment in HEDC are included in Note 8 to the financial statements.
Audit response
We evaluated the valuation technique and assumptions used. These assumptions include comparative sales price of substitute properties and cost to develop the parcels of land. We compared the key assumptions such as relevant information supporting the sales price of similar properties and the adjustments made to the sales price against real estate industry data. We also reviewed the Company’s disclosures about those assumptions to which the outcome of the valuation is most sensitive; specifically, those that have the most significant effect on the determination of the fair value of the unquoted equity investment.
Other Information
Management is responsible for the other information. The other information comprises the information included in the SEC Form 20-IS (Definitive Information Statement), SEC Form 17-A and Annual Report for the year ended December 31, 2023, but does not include the financial statements and our auditor’s report thereon. The SEC Form 20-IS (Definitive Information Statement), SEC Form 17-A and Annual Report for the year ended December 31, 2023 are expected to be made available to us after the date of this auditor’s report.
Our opinion on the financial statements does not cover the other information and we will not express any form of assurance conclusion thereon.
In connection with our audits of the financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audits, or otherwise appears to be materially misstated.
Responsibilities of Management and Those Charged with Governance for the Financial Statements
Management is responsible for the preparation and fair presentation of the financial statements in accordance with PFRSs, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
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.
4 -
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 15-2010
The supplementary information required under Revenue Regulations NO. 15-2010 for purposes of filing with the Bureau of Internal Revenue is presented by the management of Seafront Resources Corporation in a separate schedule. Revenue Regulations No. 15-2010 requires the information to be presented in the notes to financial statements. Such information is not a required part of the basic financial statements. The information is also not required by the Revised Securities Regulation Code Rule 68. Our opinion on the basic financial statements is not affected by the presentation of the information in a separate schedule.
The engagement partner of the audit resulting in this independent auditor’s report is Ana Lea C. Bergado.
Ana Lea C. Bergado
Partner
CPA Certificate No. 80470
Tax Identification No. 102-082-670
BOA/PRC Reg. No. 0001, August 25, 2021, valid until April 15, 2024
BIR Accreditation No. 08-001998-063-2023, September 12, 2023, valid until September 11, 2026
PTR No. 10079908, January 5, 2024, Makati City
March 21, 2024
SYCIP GORRES VELAYO & CO.
ASSETS
Current Assets Cash and cash equivalents (Notes 6, 7, 8 and 14)
(Notes 8, 9 and 14)
Financial assets at fair value through profit or loss (FVTPL) [Notes 8 and 14]
Asset
assets at fair value through other comprehensive income (FVOCI) [Notes 8 and 14]
LIABILITIES AND EQUITY
Current Liability Accounts
and accrued
(Notes 13, 14 and 15)
Equity
Capital stock - P =1 par value (Note 15) Authorized - 388,000,000 shares Issued and outstanding - 163,000,000 shares
Net unrealized gains on financial assets at FVOCI (Notes 8 and 15)
See accompanying Notes to Financial Statements.
SEAFRONT RESOURCES CORPORATION
STATEMENTS OF COMPREHENSIVE INCOME
REVENUES Interest income (Note 6)
Net gain on fair value changes on financial assets at
(Note 8)
EXPENSES AND CHARGES
General and administrative expenses (Note 11)
Net loss on fair value changes on financial assets at
(Note 8)
OTHER COMPREHENSIVE INCOME (LOSS)
Item not to be reclassified to profit or loss in subsequent periods: Net unrealized gains on financial assets at FVOCI - net of tax (Notes 8 and 14):
shares:
Unquoted shares-changes in adjusted net asset of HEDC arising from: Increase (decrease) in value of remaining real estate held for sale and
comprehensive income (loss) [Note 8]
TOTAL COMPREHENSIVE INCOME (LOSS)
See accompanying Notes to Financial Statements.
SEAFRONT RESOURCES CORPORATION STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED 2023, 2022 and 2021
See accompanying Notes to Financial Statements.
Stock (Note 15)
Unrealized Gains (Losses) on Financial Assets at FVOCI (Notes 8 and 15)
Earnings (Note 15)
SEAFRONT RESOURCES CORPORATION
STATEMENTS OF CASH FLOWS
CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax P =3,973,058 P =1,215,922 P =20,133,173
Adjustments for: Net loss (gain) on fair value changes on financial assets at FVTPL [Note 8]
(Note 9)
(Note 6)
loss before working capital changes (2,273,097) (1,600,586) (9,913,522)
Decrease (increase) in:
(4,076) (34,907) ‒
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at FVOCI (Note 8) (1,000,000) (1,001,721) ‒Proceeds from disposal of financial assets at FVOCI (Note 8) 11,158,838 ‒ 1,004,210
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 11,674,184 (906,105) 23,174,856
CASH AND CASH EQUIVALENTS AT END OF YEAR (Note 6)
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 March 21, 2024.
2. Basis of Preparation
Basis of Preparation
The accompanying financial statements of the Company have been prepared under the historical cost basis, except for the financial assets at fair value through profit or loss (FVTPL) and financial assets at fair value through other comprehensive income (FVOCI), which 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 2023. The adoption of these new standards did not have an impact on the financial statements of the Company.
Amendments to PAS 1 and PFRS Practice Statement 2, Disclosure of Accounting Policies
Amendments to PAS 8, Definition of Accounting Estimates
Amendments to PAS 12, Deferred Tax related to Assets and Liabilities arising from a Single Transaction
- 2 -
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, 2024
Amendments to PAS 1, Classification of Liabilities as Current or Non-current
Amendments to PFRS 16, Lease Liability in a Sale and Leaseback
Amendments to PAS 7 and PFRS 7, Disclosures: Supplier Finance Arrangements
Effective beginning on or after January 1, 2025
PFRS 17, Insurance Contracts
Amendments to PAS 21, Lack of exchangeability
Deferred effectivity
Amendments to PFRS 10, Consolidated Financial Statements, and PAS 28, Sale or Contribution of Assets between an Investor and its Associate or Joint Venture
4. Summary of Material Accounting Policies
Financial Instruments
Initial recognition and subsequent measurement
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
Financial assets - Initial recognition and measurement
Financial assets are classified, at initial recognition, as subsequently measured at amortized cost; FVOCI; and FVTPL.
The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics andtheCompany’sbusinessmodel formanagingthem. TheCompanyinitially 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
The Company’s financial liabilities consist of payables and accrued expenses classified, at initial recognition, as loans and borrowings recognized at fair value.
After initial recognition, interest-bearing loansand borrowings are subsequentlymeasured at amortized cost using the EIR method.
Derecognition of financial assets and financial liabilities
Financial assets
A financial asset (or where applicable, a part of a financial asset or part of a group of similar financial assets) is derecognized when:
the rights to receive cash flows from the asset have expired;
the Company retains the rights to receive cash flows from the asset, but has assumed an obligation to pay them in full without material delay to a third party under a “pass-through” arrangement; or
the Company has transferred its right to receive cash flows from the asset and either (a) has transferred substantially all the risks and rewards of the asset, or (b) has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
Financial liabilities
A financial liability is derecognized when the obligation under the liability is discharged, cancelled or has expired.
Fair Value Measurement
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:
In the principal market for the asset or liability, or
In the absence of a principal market, in the most advantageous market for the asset or liability.
The principal or the most advantageous market must be accessible to by the Company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.
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.
Revenue Recognition
Interest income
Interest income is recognized as the interest accrues taking into account the effective yield on the asset.
Dividend income
Dividend income is recognized when the Company’s right to receive the payment is established, which is generally when the BOD approves the dividend declaration.
Rental income
Rental income under non-cancellable leases is recognized in the statement of comprehensive income on a straight-line basis over the lease terms, as provided under the terms of the lease contract.
Management income
Management income from contacts with customers is recognized when control of the services is transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods. The Company has concluded that it is the principal in its revenue arrangement since it is the primary obligor in all revenue arrangements, has pricing latitude and is also exposed to credit risk. Management 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.
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=3.79 million and P=3.22 million as of December 31, 2023 and 2022, respectively (see Note 12). Management believes that it may not be probable that sufficient taxable income will be available against which the income tax benefits can be realized prior to their expiration.
Estimates and Assumptions
The key assumptions concerning the future and other key sources of estimation uncertainty at the statements of financial position date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.
Estimation of fair value of unquoted equity securities classified as financial assets at FVOCI
The Company uses its judgment to select the most appropriate valuation methodology to value its unquotedequityinvestmentsandmakeassumptionsthataremainly basedonmarket conditionsexisting at each reporting period. As of December31, 2023 and 2022, 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
- 8 -
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=4.27 million, P =1.68 million and P =0.67 million in 2023, 2022 and 2021, respectively.
7. Investment in Trust Funds
The Company established trust funds (the Trust) which are being administered by a local bank under two trust agreements. The details of the trust funds based on the financial statements issued by the trustee bank as of December 31 are as follows:
and cash equivalents (Note 6)
(Note 8)
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:
and cash equivalents (Note 6)
(Note 9) 1,854,420 1,065,871
assets at FVTPL (Note 7)
36,828,021
assets at FVOCI (Note 14) 514,706,416 540,609,468
Financial Assets at FVTPL
Details of financial assets at FVTPL consisting of quoted equity securities follow:
2023 2022
The net gain on fair value changes on financial assets at FVTPL amounted to P=1.28 million and P =0.72 million for the years ended December31, 2023 and2022, whilethe net loss onfair value changes on financial assets at FVTPL amounted to P=2.29 million for the year ended December 31, 2021.
The movements in financial assets at FVTPL for the years ended December 31 are as follows:
2023 2022
Financial Assets at FVOCI
Financial assets atFVOCIconsistof quoted andunquoted shares ofstockheldforlong-terminvestment purposes and are carried at fair value. The carrying values of these investments are as follows:
Unquoted equity security: Hermosa Ecozone Development Corporation (HEDC) (Note 14)
(Note 7 and 14)
The movements in financial assets at FVOCI for the years ended December 31 are as follows:
2023
of
Movements in the net unrealized gains on financial assets at FVOCI in equity are as follows:
Balance at beginning of year P=361,525,568 P =273,064,232
Unrealized gain (loss) recognized in other comprehensive income (13,148,096) 88,461,336
Cumulative gain on disposed financial asset transferred to retained earnings (11,083,610) ‒
Investment in HEDC
On January 31, 1997, the Company entered into a Project Shareholders’ Agreement with five other companies led by Investment and Capital Corporation of the Philippines (ICCP) and Penta Capital Investment Corporation (PCIC) to develop 500 to 600 hectares of raw land in Hermosa, Bataan into a new township consisting of industrial estates, residential communities, a golf and country club and a commercial center.
The fair value of investment in HEDC is determined using the adjusted net asset value method wherein the assets of HEDC consisting mainly of parcels of land are adjusted from cost to its fair value. The valuation of the parcels of land was performed by a SEC-accredited independent valuer as at December 31, 2023 and 2022. This measurement falls under Level 3 in the fair value hierarchy.
Fair value measurement disclosures for the determination of fair value of unquoted equity securities are provided in Note 14.
9. Receivables
10. Other Income
Management income pertains to accounting, legal and administrative services rendered by the Company to HEDC (see Note 13).
Rental income pertains to rentals earned from the two (2) parking slots owned by the Company which are classified as investment property. As of December 31, 2023 and 2022, the cost of the fully depreciated parking slots amounted to 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, 2023 and 2022, respectively. This has been determined on the basis of recent sales of similar properties in the same area as the investment property and taking into account the economic conditions prevailing at the time the valuation was made. The significant unobservable inputs used in determining the fair value include the location, size, shape, and highest and best use (Level 3 - Significant unobservable inputs). There are no related costs for the operation of the investment property.
11. General and Administrative Expenses
13)
Plug and abandonment cost pertains to the Company’s share in the plug and abandonment of Service Contract 14 of Tara South Well 1 (the Tara South Well 1). As discussed in Note 1, the Company was registered with SEC in 1970 as an oil exploration and production company. The Company invested in various oil exploration projects, including the Tara South Well 1. The Tara South Well 1 operated, generated revenues and was permanently plugged and abandoned. As stated in the service contract of Tara South Well 1, the Company, being a member of the consortium is liable for its share in its plug and abandonment. In 2021, the Company received the final billing of said share.
Miscellaneous expenses consist of condominium dues, office supplies, bank charges, notarial fees, IT services, among others.
12. Income Taxes
a. The current provision for income tax for the years ended December 31, 2023, 2022 and 2021 represents MCIT.
On June 20, 2023, the Bureau of Internal Revenue issued Revenue Memorandum Circular (RMC) No. 69-2023 reverting the MCIT rate to 2% of gross income effective July 1, 2023 pursuant to Republic Act (RA) No. 11534, otherwise known as the “Corporate Recovery and Tax Incentives for Enterprises (CREATE)” Act. MCIT rate was previously reduced from 2% to 1% effectively July 1, 2020 to June 30, 2023 upon the effectivity of CREATE Act in 2021.
Consequently, the Company recognized MCIT using the effective rate of 1.5% in 2023 in accordance with RMC 69-2023.
b. As of December31, 2023and 2022, theCompanyhas the followingunexpired MCIT and NOLCO.
The details of unexpired MCIT and NOLCO are as follows:
2023
31, 2026 and 2024, for NOLCO and MCIT, respectively
2022
December 31, 2026 and 2024, for NOLCO and MCIT, respectively
31, 2025 and 2023, for NOLCO and MCIT, respectively
The Company has incurred NOLCO in taxable years 2020 and 2021 which can be claimed as deduction from the regular taxable income for the next five (5) consecutive taxable years pursuant to the Bayanihan to Recover As One Act.
Rollforward of NOLCO follows: 2023
Rollforward of MCIT follows:
The Company did not recognize deferred tax assets on the carryforward benefits on the above NOLCO and excess MCIT over RCIT, totaling P=3.79 million and P=3.22 million as of December 31, 2023 and 2022, respectively, as management assessed that there will be no future available taxable income against which the deferred tax assets can be utilized prior to their expiration.
c. As of December 31, 2023 and 2022, the Company recognized deferred tax liability amounting to P =58.59 million and P=61.19 million, respectively, which pertains to the setup of 15% deferred tax on unrealized gains on unquoted shares of stock classified as financial assets at FVOCI.
d. The reconciliation of the income tax computed at the statutory tax rate to the provision for income tax as shown in the statements of comprehensive income follows:
Add (deduct) reconciling items: Movement in unrecognized
Interest income subjected to
Net loss (gain) on fair value changes on financial
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: 2023
as part of accounts
and
* included as part of accounts payable and accrued expenses
The Company has no employee and PERC provides administrative support to the Company.
On April 1, 2022, the Company entered into a management agreement with PERC. Under the said agreement, PERC provides the Company management and technical services including compliance, administration and supervision of operations, finance, accounting, and treasury, and general services. The agreement took effect on the date of execution of the management agreement and may be terminated by either party upon 30 days of prior written notice. The Company pays a monthly service fee amounting to 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, 2023, 2022 and 2021.
Terms and conditions of transactions with related parties
Outstanding balances at year-end are to be settled in cash. There have been no guarantees provided or received for any related party receivables or payables.
14. Financial Instruments
Categories and Fair Values of Financial Instruments
The methods and assumptions used by the Company in estimating the fair values of the financial instruments are:
Cash and cash equivalents and receivables
Due to the short-term nature of the instruments, carrying amounts approximate fair values as of the reporting date.
Government securities
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, 2023 and 2022 are shown below:
Valuation technique Significant unobservable
Unquoted equity shares at FVOCI
The appraised value of the land was determined using the market approach which is a valuation technique that uses prices and other relevant information generated by market transactions involving identical or comparable assets. Adjustment factors arising from external and internal factors (i.e. location, size/shape/terrain, and development) affecting the subject properties as compared to the market listing of comparable properties ranges from -20% to -12% in 2023 and from -20% to -10% in 2022. Significant favorable (unfavorable) adjustments to the aforementioned factors based on the professional judgment of the independent appraisers would increase (decrease) the fair value of land, in return the fair value of the unquoted financial asset.
Financial Risk Management Objectives and Policies
The Company’s financial instruments comprise cash and cash equivalents, receivables, financial assets and accounts payable and accrued expenses. The 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, 2023 and 2022 based on contractual undiscounted payments.
2023
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, 2023 and 2022. No receivables are considered credit-impaired.
As of December 31, 2023 and 2022, the carrying values of the Company’s financial instruments represent maximum exposure as of reporting date.
The table below shows the comparative summary of maximum credit risk exposures on financial instruments as of December 31, 2023 and 2022:
The following tables show financial instruments recognized at fair value as of December 31, 2023 and 2022, analyzed between those whose fair values are based on:
1. quoted prices in active markets for identical assets or liabilities (Level 1);
2. those involving inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly (Level 2); and
3. those with inputs for the asset or liability that are not based on observable market data (unobservable inputs) (Level 3).
There were no transfers between Level 1 and Level 2 fair value measurements and no transfers into and out of Level 3 fair value measurements in 2023 and 2022.
15. Capital Management
The primary objective of the Company’s capital management is to ensure that it maintains a strong 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, 2023 and 2022.
The table below demonstrates the debt-to-equity ratios of the Company as of December 31, 2023 and 2022:
There were no changes in the objectives, policies or processes for the years ended December 31, 2023 and 2022.
The Company has declarable dividends amounting to P=103.64 million as of December 31, 2023.
The Company’s track record of capital stock is as follows:
Listing date - May 7, 1974
(Forward)
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 2023, 2022 and 2021.
INDEPENDENT AUDITOR’S REPORT ON SUPPLEMENTARY SCHEDULES
The Board of Directors and Stockholders
Seafront Resources Corporation
7th Floor, JMT Building, ADB Avenue Ortigas Center, Pasig City
We have audited in accordance with Philippine Standards on Auditing, the financial statements of Seafront Resources Corporation as at December 31, 2023 and 2022 and for each of the three years in the period ended December 31, 2023, included in this Form 17-A and have issued our report thereon dated March 21, 2024. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The schedules listed in the Index to Financial Statements and Supplementary Schedules are the responsibility of the Company’s management. These schedules are presented for purposes of complying with the Revised Securities Regulation Code Rule 68 and are not part of the basic financial statements. These schedules have been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, fairly state, in all material respects, the information required to be set forth therein in relation to the basic financial statements taken as a whole.
SYCIP GORRES VELAYO & CO.
Ana Lea C. Bergado Partner
CPA Certificate No. 80470
Tax Identification No. 102-082-670
BOA/PRC Reg. No. 0001, August 25, 2021, valid until April 15, 2024
BIR Accreditation No. 08-001998-063-2023, September 12, 2023, valid until September 11, 2026
PTR No. 10079908, January 5, 2024, Makati City
March 21, 2024
SEAFRONT RESOURCES CORPORATION
SUPPLEMENTARY INFORMATION AND DISCLOSURES REQUIRED ON REVISED SRC RULE NO. 68
DECEMBER 31, 2023
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, 2023:
Name of IssuingEntityandAssociation of Each Issue
Financial
at FVTPL Equity
Number of Shares or Principal Amount of Bonds and Notes
Amount Shown in the
Name of Issuing Entity and Association of Each Issue
Financial assets at FVTOCI
Number of Shares or Principal Amount of Bonds and Notes
Amount Shown in the
Quoted:
Unquoted:
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 and principal stockholders as of December 31, 2023.
Schedule C. Amounts Receivable from/Payable to Related Parties which are Eliminated during the Consolidation of Financial Statements
Not applicable.
Schedule D. Long-term Debt
The Company has no outstanding long-term debt as of December 31, 2023.
Schedule E. Indebtedness to Related Parties (Long Term Loans from Related Companies)
The Company has no long-term indebtedness to related parties as of December 31, 2023.
Schedule F. Guarantees of Securities of Other Issuers
The Company does not have guarantees of securities of other issuers as of December 31, 2023.
Schedule G. Capital Stock
Title of issue
Number of shares authorized
Number of shares issued and outstanding as shown under related balance sheet caption
Number of Shares reserved for options, warrants, conversion and other rights
Number of shares held by related parties Directors, officers and employees
SEAFRONT RESOURCES CORPORATION
SCHEDULE OF FINANCIAL SOUNDNESS INDICATORS
AS OF DECEMBER 31, 2023 AND 2022
Financial Soundness Indicators
Below are the financial ratios that are relevant to the Company for the years ended December 31, 2023 and 2022:
*Earnings before interest, taxes, depreciation and amortization (EBITDA)
SEAFRONT RESOURCES CORPORATION
SCHEDULE OF RECONCILIATION OF RETAINED EARNINGS AVAILABLE FOR DIVIDEND DECLARATION
DECEMBER 31, 2023
The table below presents the retained earnings available for dividend declaration as of December 31, 2023:
Unappropriated retained earnings, as adjusted to available for dividend distribution, beginning P=100,947,670
Net income during the period closed to retained earnings 3,966,998
Add: Non-actual/unrealized income net of tax
Fair value loss adjustments (market-to-market)
Less: Non-actual/unrealized income net of tax
Fair value gain adjustments (mark-to-market) 1,279,003
Impairment loss on financial assets at fair value through other comprehensive income
Net income earned during the year 2,687,995
Less: Dividend declarations during the year
Total unappropriated retained earnings available for dividend declaration as of December 31, 2023 P=103,635,665
SEAFRONT RESOURCES CORPORATION
MAP OF RELATIONSHIPS OF THE COMPANIES WITHIN THE GROUP
Group Structure
All existing stockholders as of December 31, 2023 neither constitute control nor significant influence over the Company. Also, the Company’s investments neither constitute control nor significant influence.
SEAFRONT RESOURCES CORPORATION
INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTARY SCHEDULES
SEC FORM 17-A
FINANCIAL STATEMENTS
Statement of Management’s Responsibility for Financial Statements
Report of Independent Auditors’ Report
Statements of Financial Position as at December 31, 2023 and 2022
Statements of Comprehensive Income for the years ended December 31, 2023, 2022 and 2021
Statements of Changes in Equity for the years ended December 31, 2023, 2022 and 2021
Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021
Notes to Financial Statements
SUPPLEMENTARY SCHEDULES
Report of Independent Auditors’ on Supplementary Schedules
Schedules Required under SRC Rule 68-E
A. Financial Assets
B. Amounts Receivable from Directors,Officers, Employees, 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
Seafront Resources Corporation (SPM or SRC)
7F, JMT Building, ADB Avenue, Ortigas Center, Pasig City
Location of Operations Pasig City, Metro Manila; Bataan, Philippines
Report Boundary: Legal entities (e.g. subsidiaries) included in this report*
Business Model, including Primary Activities, Brands, Products, and Services
Reporting Period
Highest Ranking Person responsible for this report
Materiality Process
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 82.83% of the total Assets of the Company.
January 1 to December 31, 2023
Milagros V. Reyes - President
Explain how you applied the materiality principle (or the materiality process) in identifying your material topics
As a holding Company, SRC has very minimal operations. Its sustainability focus was to ensure that its investment in capital market and business venture would yield optimum values for its shareholders. For this report, the material topics that were identified were those relating to economic impact and how the Company mitigates risks and recognizes opportunities.
In succeeding Sustainability Reports, the following additional steps will be employed to identify other material topics:
a) Identification – this involves discussion on sustainability issues and how the Company can focus its efforts on crafting its sustainability agenda;
b) Prioritization – this entails determination and prioritization of the material topics based on the relevance and degree of impact to business’ operations; and
c) Validation – this pertains to the process of gathered pertinent data to further deliberate on the topic and validate results.
ECONOMIC
Economic Performance
Direct Economic Value Generated and Distributed
* 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 aProject Shareholders’ Agreement with fiveother companies led by Investment and Capital Corporation of the Philippines and Penta Capital Investment Corporation to develop 500 to 600 hectares of raw land in Hermosa, Bataan (through Hermosa Ecozone Development Corporation or HEDC) into a new township consisting of industrial estates, residential communities, a golf and country club and a commercial center. SRC holds 11.33% shares interest in HEDC.
HEDC started its land development in 2002 and has developed a total of 163 hectares in the industrial area. The remaining 368 hectares are allocated for leisure area. Initial sale of lotwas atPhp1,400/sqm in 2007.Sales started to pick up from 2017 to 2023. From 2017 to 2023, HEDC sold a total of 1,034,104 sqm of lots for a gross revenue of Php3.691 billion.
HEDC has already declared and paid a total of Php1.049 million of dividends, wherein SRC received its share in the amount of Php119 million.
For 2023, the direct economic value contributed by SRC amounted toPhp 6.64millioncomposedof costs from operation and taxes to government.
SRC’s management and administration are done by its affiliate Company, PetroEnergy Resources Corporation (PERC).PERCoverseesthefinancial,treasury,legal,andadministrativefunctionsofSRC.Asaholdingcompany, 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 onfuture earnings, on fair values oron future cash flows that may result from changes inmarket 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 entityspecific factors which could directly or indirectly affect the prices of these instruments. In case of an expected decline in its portfolio of equity securities, the Company readily disposes or trades the securities for replacement.
Discussion on Opportunities
To further improve the economic value of SRC, the Company recognizes other opportunities in capital market by building up on its reputation as a profitable holding company. SRC also expects to increase its direct and indirect economic impact when HEDC is fully developed and operated.
Climate-related risks and opportunities
As a holding Company, SRC is not directly at risk of climate-related threats. However, the SRC Board of Directors is tasked to primarily manage the overall risks and opportunities by establishing the Board Risk Oversight Committee (BROC).
At present the Company has no formal climate-related risk strategies and metrics. Nonetheless, the Company will consider adopting a formal enterprise risk management program.
Procurement Practices
Proportion of spending on local suppliers Disclosure
Percentage of procurement budget used for significant locations of operations that is spent on local suppliers
The current operations of SRC does not involve spending on local suppliers.
Anti-corruption
Training on Anti-corruption Policies and Procedures
Percentage of employees to whom the organization’s anticorruption policies and procedures have been communicated to
Percentage of business partners to whom the organization’s anticorruption policies and procedures have been communicated to
Percentage of directors and management that have received anti-corruption training
Percentage of employees that have received anti-corruption training
*SRC has no employees.
Incidents of Corruption
Number of incidents in which directors were removed or disciplined for corruption
Number of incidents in which employees were dismissed or disciplined for corruption 0 #
Number of incidents when contracts with business partners were terminated due to incidents of corruption 0 #
Anti-Corruption
SRC’s Board of Directors participate in annual seminar on Corporate Governance to be abreast of the best practices in corporate governance. No corruption incidents were reported in 2023.
ENVIRONMENT
Over the years, SRC’s investee, HEDC follows best practices in environmentalmanagement and adheres to the highest environmental protection standards. It likewise implements waste reduction and proper disposal protocols to ensure that impact to environment is managed and mitigated. HEDC also encourages and welcomes locators who are into the renewable energy business. In 2016, an all-Filipino solar company, YH Green Energy Company, started to generate electricity from its 14.5 MW utility scale solar power project located in HEDC. This project does not only contribute to power stability in the country, but most importantly help combat GHG emissions.
Resource Management
within the organization
Materials used by the organization
Ecosystems and biodiversity (whether in upland/watershed or coastal/marine)
Disclosure
Operational sites owned, leased, managed in, or adjacent to, protected areas and areas of high biodiversity value outside protected areas N/A
Habitats protected or restored N/A ha
IUCN1 Red List species and national conservation list species with habitats in areas affected by operations N/A
Environmental impact management
Air Emissions
GHG
Disclosure
Direct (Scope 1) GHG Emissions N/A Tonnes
Energy indirect (Scope 2) GHG Emissions N/A Tonnes CO2e
Emissions of ozone-depleting substances (ODS) N/A Tonnes
Air pollutants
Disclosure
Solid and Hazardous Wastes Solid
Hazardous Waste Disclosure
Effluents
Disclosure
Environmental compliance
Non-compliance with Environmental Laws and Regulations
Disclosure
Total amount of monetary fines for non-compliance with environmental laws and/or regulations
No. of non-monetary sanctions for non-compliance with environmental laws and/or regulations
No. of cases resolved through dispute resolution mechanism
SOCIAL
This section is not applicable directly to SRC since the Company has no employees. The data presented in this section pertains to the HEDC’s which SRC owns 11.33% interest.
Employee Management
Employee Hiring and Benefits Employee data
Ratio of lowest paid employee against minimum wage
of employees covered with Collective Bargaining Agreements
of consultations conducted with employees concerning employee-related policies
Diversity and Equal Opportunity
of female workers in the workforce
of male workers in the workforce
of employees from indigenous communities and/or vulnerable sector*
*Vulnerable sector includes, elderly, persons with disabilities, vulnerable women, refugees, migrants, internally displaced persons, people living with HIV and other diseases, solo parents, and the poor or the base of the pyramid (BOP; Class D and E).
Workplace Conditions, Labor Standards, and Human Rights
Occupational Health and Safety
Man-Hours
of work-related injuries
of work-related fatalities
of work related ill-health
of safety drills
Labor Laws and Human Rights
No. of legal actions or employee grievances involving forced or child labor
Do you have policies that explicitly disallows violations of labor laws and human rights (e.g. harassment,
bullying) in the workplace? Topic
If Yes, cite reference in the company policy
Supply Chain Management
Do you have a supplier accreditation policy? If yes, please attach the policy or link to the policy:
Do you consider the following sustainability topics when accrediting suppliers?
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)
Did a third party conduct the customer satisfaction study (Y/N)?
No. of substantiated complaints on product or service health and safety*
No. of complaints addressed #
*Substantiated complaints include complaints from customers that went through the organization’s formal communication channels and grievance mechanisms as well as complaints that were lodged to and acted upon by government agencies.
Marketing and labelling
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 substantiated complaints on customer privacy*
No. of complaints addressed #
No. of customers, users and account holders whose information is used for secondary purposes #
*Substantiated complaints include complaints from customers that went through the organization’s formal communication channels and grievance mechanisms as well as complaints that were lodged to and acted upon by government agencies.
Data Security
No. of data breaches, including leaks, thefts and losses of data
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
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.
Cash and cash equivalents (A.1.1.1 + A.1.1.2 + A.1.1.3) On hand
A.1.1.1
A.1.1.2 In domestic banks/entities
A.1.2 Trade and Other Receivables (A.1.2.1 + A.1.2.2)
A.1.1 Advances to Suppliers Receivable from HEDC
A.1.2.1.1 A.1.2.1.2
Dividends receivable In foreign banks/entities
A.1.2.1.4
A.1.2.1 Due from domestic entities (A.1.2.1.1 + A.1.2.1.2 + A.1.2.1.3 + A.1.2.1.4) Due from customers (trade) Due from related parties
Receivables from a consortium operator Accrued interest Loans receivable Others, specify (A.1.2.1.3.1+A.1.2.1.3.2)
Others Allowance for doubtful accounts (negative entry)
A.1.2.2 Due from foreign entities, specify (A.1.3.2.1 + A.1.3.2.2 + A.1.3.2.3 + A.1.3.2.4)
A.1.2.2.1
Allowance for doubtful accounts (negative entry)
A.1.3 Inventories (A.1.3.1 + A.1.3.2 + A.1.3.3 +
A.1.3.1 Raw materials and supplies
A.1.3.2Goods in process (including unfinished goods, growing crops, unfinished seeds)
A.1.3.3 Finished goods
A.1.3.4 Merchandise/Goods in transit
A.1.4 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.1.4.1 Financial Assets at Fair Value through Profit or Loss - issued by domestic entities (A.1.4.1.1 + A.1.4.1.2 + A.1.4.1.3 + A.1.4.1.4 + A.1.4.1.5)
A.1.1.3 Public Non-Financial Institutions
A.1.4.2
NOTE: 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
NAME OF CORPORATION: SEAFRONT RESOURCES CORPORATION
7th Floor JMT Building, ADB Avenue, Ortigas Center, Pasig City TEL. NO.:
CURRENT ADDRESS: 8637-2917
COMPANY TYPE :
If these are based on consolidated financial statements, please so indicate in the caption.
Table 1. Statements of Financial Position
Loans and Receivables -issued by domestic entities: National Government
Financial Assets at Fair Value Thruogh other Comprhensive Income (FVOCI)
A.1.4.4.2
Public Financial Institutions
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 HOLDING
Other investment A.2
1,6771,446 A.1.5.1 1,167985 A.1.5.2
Prepaid taxes
A.1.5.3
Supplies Inventory
A.1.5.3
A.1.5.3
Property, plant, and equipment (A.2.1 + A.2.2
A.2.1 Land
A.2.2
A.2.3
A.1.5.3 509461
A.2.4 Transportation/motor vehicles,automotive equipment, autos and trucks, and delivery equipment A.2.5Others, specify (A.2.5.1 +
+
A.2.5.1Property, or equipment used for education purposes
Allowance for decline in market value (negative entry) Machinery and equipment (on hand and in transit) Assets included in Disposal Groups Classified as Held for
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 3. Statements of Cash Flows
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (Loss) Before Tax and Extraordinary Items
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities
Depreciation
Impairment (recovery of) loss on receivables
Net unrealized loss (gains) on financial assets at FVTPL
Net unrealized loss (gains) on sale financial assets at FVTPL
Impairment loss on available-for-sale financial assets
Changes in Assets and Liabilities:
Interest received
Acquisitions of financial assetsat FVPL CASH FLOWS FROM INVESTING ACTIVITIES
B. Net Cash Provided by (Used in) Investing Activities (sum of above rows)
Proceeds from:
(Used in) Financing Activities (sum of above rows)
Table 4. Statements of Changes in Equity
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) Mar 30, 2023
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 JMTBUILDINGADBAVE , 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
Seafront Resources Corporation SPM
PSE Disclosure Form 7-1 - Notice ofAnnual or Special Stockholders' Meeting
References: SRC Rule 17 (SEC Form 17-C) and Sections 7 and 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Notice ofAnnual Stockholders' Meeting of Seafront Resources Corporation
Background/Description of the Disclosure
Please be informed that at the Board of Directors' meeting of Seafront Resources Corporation, held on March 30, 2023 through Electronic Means of Communication, at which a quorum was present, the Board of Directors approved the holding of theAnnual Stockholders' Meeting on June 22, 2023 The record date of stockholders entitled to notice and to vote at the meeting shall be on May 5, 2023.
Type of Meeting
Annual Special
Date ofApproval by
Board of Directors Mar 30, 2023
Date of Stockholders' Meeting Jun 22, 2023
Time 4:00 PM
Venue Thru Electronic Means of Communication
Record Date May 5, 2023
Agenda Agenda to be announced and to be included in the Information Statement
Inclusive Dates of Closing of Stock Transfer Books
Start Date N/A
End Date N/A
Other Relevant Information
-Filed on behalf by:
Name Louie Mark Limcolioc
Full Name)
CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER 1. March 30, 2023
Date of Report (Date of earliest event reported) 2. SEC Identification Number: 40979
Exact name of issuer as specified in its charter
Metro Manila, Philippines
(SEC Use Only)
Province, country or other jurisdiction of incorporation Industry Classification Code:
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 meeting of the Board of Directors of Seafront Resources Corporation (SPM), held on March 30, 2023, through electronic means of communication, at which meeting a quorum was present, the Board approved the holding of the Annual Stockholders’ Meeting (ASM) of SPM thru electronic means of communication on June 22, 2023 and the setting of the record date for said ASM on May 5, 2023.
SIGNATURES
Pursuant to the requirements of the Securities Regulation Code, the issuer has duly caused this report to be signed on behalf by the undersigned hereunto duly authorized.
SEAFRONT RESOURCES CORPORATION
Issuer By:
Atty. Louie Mark Limcolioc Assistant Corporate Secretary Alternate Information Officer Compliance Officer
Date: March 30, 2023
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) Apr 14, 2023
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,ADBAve , 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
Seafront Resources Corporation SPM
PSE Disclosure Form 4-30 - Material Information/Transactions
References: SRC Rule 17 (SEC Form 17-C) and Sections 4.1 and 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Please be informed that, at the meeting of the Board of Directors of Seafront Resources Corporation, held onApril 14, 2023, through electronic means of communication, at which meeting a quorum was present, upon recommendation by theAudit Committee, the Board approved the 2022Audited Financial Statements
Background/Description of the Disclosure
--
Other Relevant Information
Please see attached SEC 17C
Filed on behalf by:
Name Louie Mark Limcolioc
Designation
Asst. Corporate Secretary
(Company’s Full Name)
SEC Registration Number
(Business Address: No. Street City/Town/Province) LOUIE MARK R. LIMCOLIOC 88637-2917 (Contact Person) (Company Telephone Number)
1 2 3 1 17C
Month Day Month Day (Fiscal Year) (Annual Meeting)
(Secondary License Type, If Applicable)
Dept. Requiring this Doc.
Amended Articles Number/Section Total Amount of Borrowings Total No. of Stockholders Domestic Foreign
Remarks:
CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER 1. April 14, 2023
Date of Report (Date of earliest event reported) 2. SEC Identification Number: 40979
Exact name of issuer as specified in its charter
Metro Manila, Philippines
(SEC Use Only)
Province, country or other jurisdiction of incorporation Industry Classification Code:
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:
At the meeting of the Board of Directors of Seafront Resources Corporation (SPM), held on April 14, 2023, through electronic means of communication, at which meeting a quorum was present, upon recommendation by the Audit Committee, the Board approved and authorized the release of the 2022 Audited Financial Statements.
SIGNATURES
Pursuant to the requirements of the Securities Regulation Code, the issuer has duly caused this report to be signed on behalf by the undersigned hereunto duly authorized.
SEAFRONT RESOURCES CORPORATION
Issuer By:
Atty. Louie Mark Limcolioc Assistant Corporate Secretary Alternate Information Officer Compliance Officer
Date: April 14, 2023
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 22, 2023
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 Philippines
6. Industry Classification Code(SEC Use Only)
7.Address of principal office 7F, JMTBuilding,ADBAve , Ortigas Center, Pasig City Postal Code 1605
8. Issuer's telephone number, including area code (632) 8637-2917
9 Former name or former address, if changed since last report
10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Title of Each Class Number of Shares of Common Stock Outstanding 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
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 2023
Background/Description of the Disclosure
Seafront Resources Corporation’s 2022ASM was conducted through Remote Means of Communication today, June 22, 2023 (Thursday) at 4:00 PM
List of elected directors for the ensuing year with their corresponding shareholdings in the Issuer Name of Person Shareholdings in the Listed Company
S Yuchengco
Raul M. Leopando
Victor V. Benavidez
External auditor SyCip Gorres Velayo & Co.
Lodged with PDTC
List of other material resolutions, transactions and corporate actions approved by the stockholders
(1) Certification of Service of Notice;
(2) Determination of Quorum/Call to Order;
(3)Approval of Minutes of the last Regular Stockholders’Meeting held on June 23, 2022;
(4)Approval of Management Report and the 2022Audited Financial Statements contained in the 2022Annual Report;
(5) Confirmation and Ratification of all acts, contracts and investments made and entered into by Management and/or the Board of Directors during the period July 23, 2022 to June 22, 2023;
(6) Election of nine (9) members of the Board of Directors for the year 2023-2024:
(7)Appointment of ExternalAuditors;
(8) Other Matters; and
(9)Adjournment
Other Relevant Information
Please see attached SEC Form 17C on the Results ofAnnual Stockholders' Meeting of Seafront Resources Corporation
Filed on behalf by:
Name Louie Mark Limcolioc
Designation
Asst Corporate Secretary
Full Name)
Requiring this Doc.
(Secondary License Type, If Applicable)
CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER 1. June 22, 2023
Date of Report (Date of earliest event reported) 2. SEC Identification Number: 40979
Exact name of issuer as specified in its charter
Metro Manila, Philippines
(SEC Use Only)
Province, country or other jurisdiction of incorporation Industry Classification Code:
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:
At the Annual Stockholders’ Meeting held today, June 22, 2023, the Stockholders approved the following:
(1) Approval of Minutes of the last Regular Stockholders’ Meeting held on June 23, 2022;
(2) Approval of Management Report and the 2022 Audited Financial Statements contained in the 2022 Annual Report;
(3) Confirmation and Ratification of all acts, contracts and investments made and entered into by Management and/or the Board of Directors during the period June 23, 2022 to June 22, 2023;
(4) Election of the following nine (9) members of the Board of Directors for the year 20232024 and until their successors are elected and qualified:
ROBERTO JOSE L. CASTILLO 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.
SEAFRONT RESOURCES CORPORATION
Issuer By: Atty. Louie Mark Limcolioc Assistant Corporate Secretary Alternate Information Officer Compliance Officer
Date: June 22, 2023
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 22, 2023
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 City Postal Code 1605
8. Issuer's telephone number, including area code (632) 8637-2917
9 Former name or former address, if changed since last report Item 9
10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Title of Each Class Number of Shares of Common Stock Outstanding 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
Seafront Resources Corporation SPM
PSE Disclosure Form 4-25 - Results of Organizational Meeting References: SRC Rule 17 (SEC Form 17-C) and Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Results of Seafront Resources Corporation's Organizational Meeting of the Board of Directors after theAnnual Stockholders' Meeting on June 22, 2023.
Background/Description of the Disclosure
Results of Seafront Resources Corporation’s Organizational Meeting of the Board of Directors on June 22, 2023 (Thursday) at 4:00 PM
List of elected officers for the ensuing year with their corresponding shareholdings in the Issuer
Shareholdings in the
Name of Person Position/Designation
Roberto Jose L Castillo
Samuel V Torres Corporate Secretary, Chief Information Officer
Louie Mark R Limcolioc Assistant Corporate Secretary,Alternate Information Officer, Compliance Officer
Vanessa G Peralta Data Privacy Officer
List of Committees and Membership
Name of Committees Members Position/Designation in Committee
Corporate Governance Committee Ernestine Carmen Jo D Villareal-Fernando Chairman
Corporate Governance Committee Nicasio I.Alcantara Member
Corporate Governance Committee Basil L Ong Member
Audit Committee/BROC Nicasio I Alcantara Chairman
Audit Committee/BROC Ernestine Carmen Jo D Villareal-Fernando Member
Audit Committee/BROC Basil L Ong Member
List of other material resolutions, transactions and corporate actions approved by the Board of Directors
Please see attached SEC Form 17-C Cover for SRC Organizational Meeting
Other Relevant Information
-Filed on behalf by:
Name Louie Mark Limcolioc
Designation
Asst Corporate Secretary
CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER 1. June 22, 2023
Date of Report (Date of earliest event reported) 2. SEC Identification Number: 40979
Exact name of issuer as specified in its charter
Metro Manila, Philippines
(SEC Use Only)
Province, country or other jurisdiction of incorporation Industry Classification Code:
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:
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 and Compliance Officer
Ms. Vanessa G. Peralta – Data Privacy Officer
SIGNATURES
Pursuant to the requirements of the Securities Regulation Code, the issuer has duly caused this report to be signed on behalf by the undersigned hereunto duly authorized.
SEAFRONT RESOURCES CORPORATION
Issuer By:
Atty. Louie Mark Limcolioc Assistant Corporate Secretary Alternate Information Officer Compliance Officer
Date: June 22, 2023
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) Nov 29, 2023
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 City Postal Code 1605
8. Issuer's telephone number, including area code (632) 8637-2917
9 Former name or former address, if changed since last report
10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Title of Each Class Number of Shares of Common Stock Outstanding 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
Seafront Resources Corporation SPM
PSE Disclosure Form 12-1 - Change in Stock TransferAgent References: Section 12 of the Revised Disclosure Rules
Subject of the Disclosure
Change of StockTransferAgent
Background/Description of the Disclosure
RCBCTrust Corporation as the Company’s new StockTransferAgent of our company.
Details of Changes in Stock TransferAgent
Date ofApproval by Board of Directors Nov 29, 2023
Previous Stock TransferAgent
RCBC StockTransfer Department
Effective Date of Termination Dec 31, 2023
New Stock Transfer Agent
RCBCTrust Corporation
Date of Engagement Jan 1, 2024
Effective Date of Engagement Jan 1, 2024
Reason(s) for Replacement
The Board approved the termination of the services of Rizal Commercial Banking Corporation (“RCBC”), through its StockTransfer Department, as the Company’s StockTransferAgent effective December 31, 2023, and the engagement of RCBCTrust Corporation as the Company’s new StockTransferAgent effective January 1, 2024, following RCBC’s spin-off of itsTrust and Investments Group into a Stand-AloneTrust Corporation, pertaining to the RCBCTrust Corporation
Other Relevant Information
Please see attached SEC FORM 17C
Filed on behalf by:
Name Louie Mark Limcolioc
Designation Asst Corporate Secretary
Full Name)
(Secondary License Type, If Applicable) Dept. Requiring this Doc.
CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER 1. November 29, 2023
Date of Report (Date of earliest event reported) 2. SEC Identification Number: 40979
Exact name of issuer as specified in its charter
(SEC Use Only)
Province, country or other jurisdiction of incorporation Industry Classification Code:
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:
Please be informed that the Board of Directors of Seafront Resources Corporation held its regular meeting today, November 29, 2023. The highlights of the meeting is as follows:
The Board approved the termination of the services of Rizal Commercial Banking Corporation (“RCBC”) through its Stock Transfer Department, as the Company’s Stock Transfer Agent effective December 31, 2023, and the engagement of RCBC Trust Corporation as the Company’s new Stock Transfer Agent effective January 1, 2024, following RCBC’s spin-off of its Trust and Investments Group into a Stand-Alone Trust Corporation, pertaining to the RCBC Trust Corporation.
SIGNATURES
Pursuant to the requirements of the Securities Regulation Code, the issuer has duly caused this report to be signed on behalf by the undersigned hereunto duly authorized.
SEAFRONT RESOURCES CORPORATION
Issuer
By: Atty. Louie Mark Limcolioc Assistant Corporate Secretary Alternate Information Officer Compliance Officer
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) Dec 15, 2023
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 City Postal Code 1605
8. Issuer's telephone number, including area code (632) 8637-2917
9 Former name or former address, if changed since last report
10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Title of Each Class Number of Shares of Common Stock Outstanding 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
Seafront Resources Corporation SPM
PSE Disclosure Form 12-1 - Change in Stock TransferAgent References: Section 12 of the Revised Disclosure Rules
Subject of the Disclosure
Change of StockTransferAgent
Background/Description of the Disclosure
Following the spin-off of the stock transfer business of theTrust and Investments Group of Rizal Commercial Banking Corporation ("RCBC") to RCBCTrust Corporation, the Company approved the appointment of RCBCTrust Corporation and the termination of RCBC as the Company’s stock transfer agent subject to compliance by RCBCTrust Corporation of regulatory requirements
Details of Changes in Stock TransferAgent
Date ofApproval by Board of Directors Nov 29, 2023
Previous Stock TransferAgent
RCBC StockTransfer Department
Effective Date of Termination TBA
New Stock Transfer Agent
RCBCTrust Corporation
Date of Engagement TBA
Effective Date of Engagement TBA
Reason(s) for Replacement
RCBC's spin off of itsTrust and Investments Group into a stand-alone trust corporation, pertaining to the RCBCTrust Corporation
Other Relevant Information
The amendment is being made to change to "TBA" the following:
(1) Effective date of termination of RCBCTrust and Investments Group; (2) Date of engagement of RCBCTrust Corporation; and (3) Effective date of engagement of RCBCTrust Corporation
The Corporation will disclose in due course the new effectivity date of the engagement with RCBCTrust Corporation after the latter's completion of all regulatory requirements.
