Articles of Partnership

ARTICLES OF PARTNERSHIP of ATA Community KNOW ALL MEN BY THESE PRESENTS: That we, Annie Sy, (single), Troy
Uy, (single), and Abed Li, (single), all Filipinos, of legal ages, and residents of Bacolod City, Philippines, have on this day, covenanted to establish a partnership, in accordance with the laws of the Republic of the Philippines; AND WE HEREBY CERTIFY: Article I. That the name of the partnership shall be: ATA Community Article II. That the principal office of the partnership shall be located at 303 Winterfell St., Bacolod City; Article III. That the names, citizenship and residence of the partners of the said partnership are as follows: Name 1. Annie Sy 2. Troy Uy 3. Abed Li Citizenship Filipino Filipino Filipino Residence Casterly Rock, Bacolod City Castamere St., Bacolod City High Garden, Bacolod City
Article IV. That the term for which said partnership is to exist is ten (10) years from the original recording of the said partnership by the Securities and Exchange Commission; Article V. That the purposes for which said partnership are as follows: 1. To put up and operate a restaurant under the name, Honeydukes Restaurant; 2. To engage in any business relating to such enterprise;
Article VI. That the capital of this partnership shall be sixty million (60,000,000) Philippine Currency contributed in cash by the partners as follows: `Name Annie Sy Troy Uy Abed Li Amount Contributed 20,000,000 20,000,000 20,000,000
That no transfer which will reduce the ownership of Filipino citizens to less than the required percentage of capital shall be recorded in the proper books of partnership; Article VII. The partners shall provide their full-time services and best efforts on behalf of the partnership. No partner shall receive a salary for services rendered to the partnership. Each partner shall have equal rights to manage and control the partnership and its business. Should there be differences between the partners concerning ordinary business matters, a decision shall be made by unanimous vote. It is understood that the partners may elect one of the partners to conduct the day-to-day business of the partnership; however, no partner shall be able to bind the partnership by act or contract to any liability exceeding One hundred thousand (P100,000) Philippine Currency, without the prior written consent of each partner; Article VIII. That the profits and losses shall be divided pro-rata among the partners; Article IX. In the event a partner withdraws or retires from the partnership for any reason, including death, the remaining partners may continue to operate the partnership using the same name. A withdrawing partner shall be obligated to give thirty (30) days' prior written notice of his/her intention to withdraw or retire and shall be obligated to sell his/her interest in the partnership; Article X. No partner shall transfer interest in the partnership to any other party without the written consent of the remaining partner(s). The remaining partner(s) shall pay the withdrawing or retiring partner, or to the legal representative of the deceased or disabled partner, the value of his interest in the partnership, or (a) the sum of his capital account, (b) any unpaid loans due him, (c) his proportionate share of accrued net profits remaining undistributed in his capital account, and (d) his interest in any prior agreed appreciation in the value of the partnership property over
its book value. No value for good will shall be included in determining the value of the partner's interest; Article XI. A partner who retires or withdraws from the partnership shall not directly or indirectly engage in a business which is or which would be competitive with the existing or then anticipated business of the partnership for a period of five (5) years within the Province of Negros Occidental where the partnership is currently doing or planning to do business; Article XII. On dissolution of the partnership, the affairs shall be wound up, the assets of the Partnership liquidated, the debts paid, and the surplus divided equally among partners; IN WITNESS WHEREOF, we have hereunto set our hands this 2nd day of May 2013 at Bacolod City, Philippines.
Annie Sy
Troy Uy
Abed Li
Signed in the presence of:
Eddard Lee
John So
ACKNOWLEDGMENT Republic of the Philippines} Bacolod City} S.S. Negros Occidental} BEFORE ME, a Notary Public for and in Bacolod City, Philippines, this 2nd day of May 2013, personally came and appeared the following persons with their Community Tax Certificates as follows: Name Annie Uy Troy Uy Abed Li CTC # 198056 113490 112348 Date/ Place Issued 09/23/13- Bacolod City 09/23/13- Bacolod City 09/23/13- Bacolod City
Known to me and to me known to be the same persons who executed the foregoing Articles of Partnership, and they acknowledged to me that the same is their voluntary act and deed. WITNESS MY HAND AND SEAL on the date first written.
Jeffrey Winger Notary Public Valid Until December 31, 2013 PTR. No. 1990 IBP No. 11053 Roll of Attorney No. 5551 TIN 111012399 Bacolod City Doc. No. 10; Page No. 23; Book No. 1; Series of 2013.

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ARTICLES OF PARTNERSHIP of ATA Community KNOW ALL MEN BY THESE PRESENTS: That we, Annie Sy, (single), Troy

Signed in the presence of:

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