MEGAWORLD CORPORATION: Notice of Annual Meeting of Stockholders

30^th Floor, Alliance Global Tower, 36^th Street cor. 11^th Avenue, Uptown Bonifacio, Taguig City 1634

TO ALL STOCKHOLDERS
Megaworld Corporation

NOTICE IS HEREBY GIVEN that the Annual Meeting of Stockholders (the “Annual Meeting”) of Megaworld Corporation (the “Company”) will be held on 17 June 2022 at 9:00 a.m. to be conducted virtually, through the link <https://www.megaworldcorp.com/asm2022> that can be accessed through the Company’s website, with the following agenda:

1. Call to Order
2. Proof of Notice and Determination of Quorum
3. Approval of Minutes of the Previous Annual Meeting held on 18 June 2021
4. Annual Report of Management
5. Appointment of External Auditors
6. Ratification of Acts and Resolutions of the Board of Directors, Board Committees, and Management
7. Election of Directors
8. Other Matters
9. Adjournment

Stockholders of record as of 20 May 2022 will be entitled to notice of, and to vote at, the Annual Meeting.  

Pursuant to Article 1, Sections 4 and 6 of the Company’s Amended By-Laws and Sections 57 and 23 of the Revised Corporation Code and to conform with the government’s regulation on social distancing and prohibition on mass gatherings, the Company decided to hold the Annual Meeting via remote communication, and allow the stockholders to cast their votes by remote communication or in absentia, or by proxy. 

To participate in the Annual Meeting, stockholders must register from 9:00 AM of 27 May 2022 until 5:00 PM of 10 June 2022. The procedure for participation via remote communication and in absentia are contained in the Information Statement.

Stockholders who wish to appoint proxies may submit proxy instruments until 5:00 PM of 10 June 2022, to the Office of the Corporate Secretary at the 10th Floor, Two World Square, 24 Upper McKinley Rd, McKinley Hill, Taguig City 1634 or by email to corporatesecretary@megaworldcorp.com.  Validation of proxies shall be held on 15 June 2022. A sample proxy form will be enclosed in the Information Statement for your convenience. 

             Makati City, Philippines, May 18, 2022.

ANNA MICHELLE T. LLOVIDO
Corporate Secretary