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PRE-INCORPORATION SUBSCRIPTION

The Undersigned Investor hereby subscribes and agrees to take________________(___)


number of shares in the amount of
_________________________________________(Php.______________) of the capital stock of
SESALDO BROTHERS AND FAMILY CORPORATION, a corporation to be incorporated in
accordance with the Corporation Code of the Philippines with the purpose to purchase,
acquire, own, use, improve, construct, develop, maintain, subdivide, sell, dispose of,
exchange, lease and hold for investment, or otherwise deal with real estate and personal
property of all kinds, including the management and operation of the activities conducted
therein pertaining to general amusement and recreation enterprises, such as, but not limited
to resorts, hotels, cottages, and eco-farm attractions, including but not limited to bee-
farming, mushroom cultivation, red tilapia farm, giant prawns, aquaponics farming and
organic farming for the above named corporation with an authorized capital stock of Thirty
Million Pesos (Php 30,000,000.00) divided into Three Thousand (3000) number of shares with
par value of Ten Thousand Pesos (Php 10,000.00) each.

The Undersigned Investor hereby agrees to pay the amount of


_______________________________ (Php._____________) equivalent to _________ (___) number of
shares upon the signing of this Pre-Incorporation Subscription Contract to Sharon Gadgadan
Estima, the Treasurer of the Corporation and Sharon Gadgadan Estima hereby
acknowledges to have received the said amount to the entire satisfaction of the
corporation.

Any balance of payment to the amount of subscription shall be paid by the Investor
upon Call by the Board of Directors.

TERMS AND CONDITIONS OF THE PRE-INCORPORATION SUBSCRIPTION

1. This Pre-Incorporation Subscription Contract shall be the Subscription Contract of the


Undersigned upon the incorporation of SESALDO BROTHERS AND FAMILY
CORPORATION.

2. The amount paid as subscription shall be used to develop and construct the
amenities of an Eco- Resort located at San Gabriel, La Union.

3. The Undersigned Investor hereby agrees that the corporation shall be responsible in
the maintenance and operation of the Eco Resort.

4. The parties further agree not to transfer, sell, assign, pledge, or otherwise dispose of
their shares of stock issued by the Corporation until they have first offered the shares
for sale to the Corporation, and then, should the Corporation refuse such offer, to the
other shareholders on a pro rata basis. All shares shall be offered at their book value.
In the event the corporation refuses to purchase said shares, the other shareholders
shall have not less than thirty (30) days to purchase the shares. If the Corporation or
other shareholders do not purchase all offered shares, remaining shares may be freely
transferred to other parties by their owner without price restrictions.

PRE-INCORPORATION SUBSCRIPTION Page 1


5. This pre-incorporation subscription shall be irrevocable within Six (6) months and no
amount paid shall be returned to the subscriber unless the corporation fails to be
incorporated within One (1) year from the date of this contract or all the subscribers
agrees to revoke their subscriptions.

6. Upon the Incorporation of SESALDO BROTHERS AND FAMILY CORPORATION, the


Undersigned Investor hereby undertakes to abide with the Articles and Bylaws of the
Corporation and any rules and regulations the Board of Directors will prescribe in the
future.

7. Issuance of Stock Certificates shall be made only upon the full payment of the
subscription

8. The Investor further undertakes to have understood the presentation of the Eco-Resort
project before the signing of this pre-incorporation subscription contract.

IN WITNESS WHEREOF, the Parties hereby set their hands and signature this
________________________at Baguio City, Philippines.

_______________________ _____________________
Investor Treasurer
_______________________ _____________________
_______________________ _____________________

RANDY W. LEM-EW
NOTARY PUBLIC
Doc. No.: ____ ; Notarial Commission No. N.A. N.C -80-NEW-17
Page No.: ___ ; My Commission expires on December 31, 2018
Book No. : _ ; Roll No. 67798 5/25/17, Manila
Series of 2018. PTR No.: 3422880, 01/03/18, Baguio City
IBP No. 1083784, 01/03/18, Baguio City
Rm. 2LA Sacred Heart Bldg., Diego Silang St., B. C

PRE-INCORPORATION SUBSCRIPTION Page 2

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