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Aaron Cananua
Timothy Chen
Joey De Guzman
Athena de Paz
Lady Dineros
Paolo Dizon

I. Prefatory Paragraph - CHEN

II. Corporate Name – DIZON

SECOND. The name of this corporation is LEARN AHEAD, INC.

III. Purpose Clause - CHEN

IV. Principal Office Address - DIZON

FOURTH. That the place where the principal office of the corporation is to be
established is at:

Room 512, 5th Floor, G.T. International Tower, Barangay Bel Air
6813 Ayala Avenue corner H.V. dela Costa Street
Makati City, 1227, Metro Manila, Philippines

V. Term of Existence - DIZON

FIFTH. That the term for which the corporation is to exist perpetually from and after the
date of issuance of the certificate of incorporation.

VI. Incorporators - DIZON

VII. Directors - DIZON

VIII. Capitalization - JOEY & ATHENA

a. Shares of stock and classification

b. Purpose of the classification


c. Capital Requirements (Subscription and Paid up)

IX. No-transfer Clause – CANANUA

"No transfer of stock or interest which shall reduce the ownership of Filipino citizens to less than the
required percentage of the capital stock as provided by existing laws shall be allowed or permitted to be
recorded in the proper books of the corporation and this restriction shall be indicated in all stock certificates
issued by the corporation."

IN WITNESS WHEREOF, we have hereunto signed these Articles of Incorporation, this 20th day of
March, 2019 in the City/Municipality of Makati, Republic of the Philippines.

Athena de Paz Joey De Guzman Lady Lyn Dineros

Paolo Dizon Timothy Charles Chen Aaron Emmanuel Cananua

(Names and signatures of the incorporators)

SIGNED IN THE PRESENCE OF: _______________________ _______________________

X. Treasurer

TENTH. That AARON S. CANANUA has been elected by the subscribers as


Treasurer of the corporation to act as such until her successor is duly elected and
qualified in accordance with the by-laws; and that, as such Treasurer, he has been
authorized to receive for and in the name and for the benefit of the corporation, all
subscriptions paid in by the subscribers.

XI. Undertaking to Change Name

Republic of the Philippines

City of Makati s.s,

UNDERTAKING TO CHANGE NAME

(For Amendment of Corporate/Partnership)

I, Aaron Emmanuel Cananua, legal age, Filipino and resident of Manila City, after
having been sworn to in accordance with law herby depose and state:
That I am a Director of LEARN AHEAD ACADEMY which is in the process of
amending its corporate/partnership name with the Securities and Exchange Commission.

That I in behalf of said corporation/partnership, hereby undertake to change its


corporate/partnership name as herein provided, or as amended thereafter, immediately
upon receipt upon notice or directive from the Commission that another corporation,
partnership or person has acquired a prior right to the use of that name or that the name
has been declared as misleading, deceptive, confusingly, similar to a registered name, or
contrary to public morals, good custom or public policy.

This affidavit is executed to attest to the truth of the foregoing and for whatever
legal purpose and intent it may serve.

IN WITNESS WHWEREOF, I hereby signed this affidavit this 20th day of


March, 2019 at Makati City.

Aaron Emmanuel E. Cananua

(AFFIANT)

SUBSCRIBED AND SWORN to before me this 20th day of March, 2019 in the
City of Makati by the above named persons who exhibited to me their Community Tax
Certificates as follows:

NAME COMM. TAX CERT. NO. DATE/PLACE ISSUED

NOTARY PUBLIC

DOC No.

Page No.

Book No.
Series of 2019

ELEVENTH. That the corporation manifests its willingness to change its corporate
name in the event another person, firm or entity has acquired a prior right to use the said
firm name or one deceptively or confusingly similar to it.

XII. Acknowledgment – CANANUA

REPUBLIC OF THE PHILIPPINES)

CITY/MUNICIPALITY OF ______) SS.

ACKNOWLEDGMENT

BEFORE ME, a Notary Public for and in the City of Makati this 20th day of March personally appeared
_____________ with Community Tax Certificate No. _____________ issued on _____________ at
_____________ representing to be the __position in the corporation__ of __(name of corporation)__ with
Community Tax Certificate No. _____________ issued on _____________ at _____________ and Tax
Identification No. (T.I.N.) _____________, known to me and to me known to be the same person who
executed the foregoing instrument for and in behalf of said corporation, and (he/she) acknowledged to me
that the same is the free and voluntary corporate act and deed of __(name of corporation__. This Instrument
consists of only ______ (____) page/s, including this page in which this Acknowledgement is written, duly
signed by _____________ and his instrumental witnesses on each and every page hereof. WITNESS MY
HAND AND SEAL this _____________ at _____________, Philippines. NOTARY PUBLIC Doc. No.
______; Page No. ______; Book No. ______; Series of ______;

XIII. Treasurer’s Affidavit – CANANUA

TREASURER'S AFFIDAVIT

REPUBLIC OF THE PHILIPPINES )


City of Makati )S.S.

I, Aaron Emmanuel E. Cananua, being duly sworn, depose and say:


That I have been elected by the subscribers of the corporation as Treasurer
thereof, to act as such until my successor has been duly elected and qualified in
accordance with the by-laws of the corporation, and that as such Treasurer, I hereby
certify under oath that at least 25% of the authorized capital stock of the
corporation has been subscribed and at least 25% of the subscription has been paid,
and received by me in cash/property for the benefit and credit of the corporation.

This is also to authorize the Securities and Exchange Commission to examine


and verify the deposit in the

_____________________________________ ______________________________
(Name of Bank) (Branch)

in my name as treasurer in trust for Learn Ahead Academy in the amount of


____________________________________( P__________ ) representing the paid-up capital of the
said corporation which is in the process of incorporation. This authority is valid and
inspection of said deposit may be made even after the issuance of the Certificate of
Incorporation to the corporation. Should the deposit be transferred to another bank
prior to or after incorporation, this will also serve as authority to verify and examine
the same. The representative of the Securities and Exchange Commission is also
authorized to examine the pertinent books and records of accounts of the
corporation as well as all supporting papers to determine the utilization and
disbursement of the said paid-up capital.

In case the said paid-up capital is not deposited or withdrawn prior to the
approval of the articles of incorporation, I, in behalf of the above named corporation,
waive our right to a notice and hearing in the revocation of our Certificate of
Incorporation.

Aaron Emmanuel E. Cananua


Treasurer

SUBSCRIBED AND SWORN to before me this 20th day of March, 2019


at Makati City, Philippines, affiant exhibiting to me his/her __________________ issued at
_____________ on ____________.

NOTARY PUBLIC
Until December 31, 20 __
Doc. No. ________;
Page No. ________;
Book No. ________;
Series of 20 ______.
XIV. Bylaws - LADY & CHEN

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