Please take notice that the 2025 Special Meeting of Stockholders of TOP LINE BUSINESS DEVELOPMENT CORP. (the “Corporation”) shall be held on December 2, 2025, Tuesday at 8:30 am via remote communication through teleconferencing and/or videoconferencing in accordance with the rules and regulations of the Securities and Exchange Commission, with the following program:
8:30 – 9:30 am Registration
9:30 -10:30 am Special Stockholders’ Meeting Proper
The Agenda for the 2025 Annual Stockholders’ Meeting shall be as follows:
1. Call to Order
2. Proof of notice of the meeting and existence of quorum
3. Determination of Quorum & Rules of Conduct of Procedures
4. Ratification of the resolution of the Board of Directors dated October 8, 2025 relative to the following:
i. Amendment of Articles of Incorporation – Reclassification of 800,000,000 Common
Shares to 800,000,000 Preferred Shares;
ii. Delegation to the BOD to establish and designate each particular series of
preferred shares, to fix the number of
shares to be included in each of such
series, and to determine the features of
said preferred shares as well as other
terms and conditions for the issuance
thereof; and
iii. Authorize the BOD (i) to engage the services of advisors to assist it in
studying options for capital raising
activities such as private placement,
follow on offering, and/or debt issuances
and (ii) to set the terms of such capital
raising activity or activities.
5. Other Matters
6. Adjournment
The Board of Directors has fixed the Record Date at the end of trading hours of the Philippine Stock Exchange on November 10, 2025 for the determination of stockholders entitled to notice of and vote at such meeting and any adjournment thereof.
Registration starts at 8:30 a.m. and will close at exactly 9:15 a.m. The Corporation will only allow attendance by remote communication and voting in absentia, subject to validation procedures.
Stockholders who will participate in the SSM by remote communication should pre-register at https://tinyurl.com/TOPSSM2025 on or before November 25, 2025. Successful registrants will receive an email invitation with a complete guide on how to join the SSM and how to cast votes in absentia. For any registration concerns, please contact investorrelations@topline.ph. Please refer to the Definitive Information Statement on the guidelines for voting at the Corporation’s website at topline.ph. Only stockholders who have successfully registered within the prescribed period, together with the stockholders who voted in absentia and by proxy, will be included in the determination of quorum.
Proxies, in the form provided by the Corporation, must be submitted to the Corporation’s Corporate Secretary, at the Principal Office of the Corporation, or through investorrelations@topline.ph not later than November 25, 2025. The proxies shall be validated on December 1, 2025 at the Principal Office of the Company. The Corporate Secretary’s decision shall be final and binding on the shareholders. WE ARE NOT, HOWEVER, SOLICITING PROXIES.
Stockholders may send their questions about the SSM and the Corporation to its Investor Relations Officer at investorrelations@topline.ph. Pursuant to SEC Notice dated March 12, 2025, the Stockholders may examine the Definitive Information Statement, and Management Report on the Corporation’s website and through the PSE Edge Portal. There shall be an audio and video recording of the SSM. All votes cast shall be validated by the Stock and Transfer Agent, Stock Transfer Service, Inc.
October 8, 2025, Cebu City.
For the Board of Directors,
BRIGITTE CARMEL C. LAPASARAN LIM 
Corporate Secretary
