Articles of Partnership Arte

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    ARTICLES OF PARTNERSHIP

    of

    Arte, LTD.

    KNOW ALL MEN BY THESE PRESENTS:

    That we, the undersigned, all of legal age and residents of the Republic of the Philippines have

    agreed to amend a limited partnership under the terms and conditions herein set forth and

    subject to the provisions of existing laws of the Republic of the Philippines.

    AND WE HEREBY CERTIFY:

    ARTICLE I. That the name of the partnership shall be:

    Arte, Ltd.

    ARTICLE II. That the principal office of the Partnership shall be located at Unit 24, 44th floor, #5223

    Triangle Dragon Building, Scout Borromeo St, Quezon City, Philippines.

    ARTICLE III. That the names, citizenship, residence and designation of the partners of said

    partnership are as follows:

    Name Citizenship Residence Designation

    Elizabeth Joie G. Cruz Filipino San Jose del Monte, Bulacan General

    Manager

    Chiara Angela LB. Blanco Filipino Montville Place, Don Antonio Heights, Quezon City Industrial

    Partner

    Bethel Ed Castro Filipino Makati City Partner

    Jan Micheal de la Cruz Filipino Bulacan Partner

    Lynne de la Cruz Filipino Bulacan Partner

    Gerard Dimalaluan Filipino No. 5 Unit E. Sta. Isabel St. Kapitolyo, Pasig City Partner

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    ARTICLE IV. That the term for which said partnership is to exist is 30 years from the original

    recording of said partnership by the Securities and Exchange Commission.

    ARTICLE V. That the purpose for which said partnership is formed are as follows:

    To conduct business related to graphics design and layouting including

    business promotion and advertising;

    To conduct photography and videography services for all occasions; and

    To engage in business related to computer buying and selling as well as

    computer repair services.

    ARTICLE VI. That the capital of the partnership shall be six hundred thousand, Philippine Currency

    contributed in cash by the partners as follows:

    Name Amount Contributed

    Elizabeth Joie G. Cruz 2,000,000.00

    Chiara Angela LB. Blanco None

    Bethel Ed Castro 2,000,000.00

    Jan Micheal de la Cruz 2,000,000.00

    Lynne de la Cruz 2,000,000.00

    Gerard Dimalaluan 2,000,000.00

    Article VI. That no transfer will reduce the ownership of Filipinos citizens to less than the required

    percentage of capital shall be recorded in the paper books of the partnership.

    ARTICLE VII. That the profits and losses shall be divided pro-rata among the partners.

    ARTICLE VIII. That should there be any additional contribution made by a limited partner, such must

    be agreed upon by all the partners in writing and duly recorded at least two (2) days after signing of

    same agreement. Such contribution shall amend of the Articles of Partnership and in no case shall

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    such amendment be done less than one (1) year after the original recording of said partnership by

    the Securities and Exchange Commission.

    ARTICLE IX. That the contribution of each limited partner may be returned to him/ her three (3)

    years after the original recording of said partnership by the Securities and Exchange Commission.

    ARTICLE X. That the limited partner may be given the right to substitute an assignee as contributor

    in his place, provided that he has duly notified his partners in writing, stating the reasons therefor,

    five (5) days before effectivity of said substitution.

    Provided further that such limited partner has already settled his obligations to the partnership prior

    to the notification of substitution.

    ARTICLE XI. That a partner may admit an additional limited partner, provided that the other partners

    have been duly notified in writing five (5) days before effectivity of admission and duly concurred by

    all the partners in writing.

    ARTICLE XII. That the remaining general partner or partners shall have the right to continue the

    business in cases of death, retirement, civil interdiction, insanity or insolvency of a general partner.

    ARTICLE XIII. That the firm shall be under the management of Norhanna P. Paporo, as General

    Manager and as such she shall be in charge of the management of the affairs of the partnership.

    ARTICLE XIV. That the partners willingly undertake to change the name of the partnership

    immediately upon receipt of notice/ directive from the Securities and Exchange Commission that

    another partnership, corporation, or person has been declare misleading, deceptive, confusingly

    similar to a registered name or contrary to public morals, good customs or public policy.

    IN WITNESS WHEREOF, we have hereunto set our hands this 8th day of July 2013 at Quezon City,

    Phlippines.

    ELIZABETH JOIE G. CRUZ CHIARA ANGELA LB. BLANCO

    TIN: TIN:

    BETHEL ED CASTRO JAN MICHEAL DE LA CRUZ

    TIN: TIN:

    LYNNE DE LA CRUZ GERARD DIMALALUAN

    TIN: TIN:

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    ACKNOWLEDGEMENT

    Republic of the Philippines }

    City of Quezon} S. S.

    BEFORE ME, a Notary Public, for and in Quezon City, Philippines, this

    7th day of July, 2013, personally came and personally appeared the following

    persons with their Community Tax Certificates as follows:

    Name CTC # Date / Place Issued

    Elizabeth Joie G. Cruz Bulacan

    Chiara Angela LB. Blanco Quezon City

    Bethel Ed Castro Makati City

    Jan Micheal de la Cruz Bulacan

    Lynne de la Cruz Bulacan

    Gerard Dimalaluan Pasig City

    Known to me 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 above written.

    Atty. Daniel T. Borromeo

    Name of legal Counsel

    Notary Public

    Valid Until December 31, 2013

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    PTR. No. 7263442; 1-08-2013; Q.C.

    IBP No. Lifetime Member 34345

    Roll of Attorney No. 52132

    TIN 12315523

    Quezon City

    Doc. No.:1

    Page No.:1

    Book No.:3

    Series of 2013