FRUITAS HOLDINGS, INC.: 2024 NOTICE OF ANNUAL STOCKHOLDERS’ MEETING

Please take notice that the 2024 Annual Stockholders’ Meeting (“ASM”) of Fruitas Holdings, Inc. (the “Company”) will be held on 23 July 2024 (Tuesday) at 2:00 pm via remote communication.

The Agenda for the ASM shall be as follows:

1. Call to order
2. Certification of service of notice and presence of quorum
3. Reading and approval of the minutes of the last Annual Meeting of Stockholders held on 25 July 2023
4. Amendment of Article III of the Articles of Incorporation
5. Ratification of all acts and resolutions of the Board of Directors and Management from the date of the last annual stockholders’ meeting until the date of this meeting
6. Presentation of the President’s Report
7. Management Report and Approval of Audited Financial Statements for the year 2023
8. Election of the members of the Board of Directors, including the Independent Directors, for the year 2024
9. Appointment of External Auditors
10. Other Matters
11. Adjournment

The Minutes of the 2023 ASM is available for examination on the website of the Company at www.fruitasholdings.com.

The record date shall be on 25 June 2024 for the purpose of determining the list of stockholders of the Corporation who are entitled to vote in the 2024 ASM. The Company will allow attendance by stockholders only by remote communication and voting in absentia, subject to validation procedures, though the directors will be at 3961 Ramon Magsaysay Boulevard, Sta. Mesa, Metro Manila for the conduct of the meeting.

Stockholders who will participate in the 2024 ASM by remote communication should send an e-mail indicating their intent to participate to IPO.Compliance@fruitasholdings.com. They will then be sent a link to a registration form requiring certain information and documentation. The following documents must likewise be uploaded:

1. Individual stockholders
2. Copy of valid government ID of stockholder/proxy
3. If appointing a proxy, copy of proxy form duly signed by stockholder (need not be notarized)
4. Multiple stockholders or joint owners
5. Proof of authority of stockholder voting the shares signed by the other registered stockholders, for shares registered in the name of multiple stockholders (need not be notarized)
6. Copy of valid government IDs of all registered stockholders
7. Corporate stockholders
8. Secretary’s Certificate or Board Resolution appointing and authorizing a representative
9. Proxy Form for authorized representative
10. Valid government ID of the authorized representative
11. Stockholders with shares under broker account
12. Certification from broker as to the number of shares owned by stockholder
13. Valid government ID of stockholder
14. If appointing a proxy, copy of proxy form duly signed by stockholder (need not be notarized)

The Company will then check and validate the entries uploaded by the stockholder.

Upon their successful completion of the registration form, they will receive an e-mail invitation with a complete guide on how to join the ASM and how to cast votes in absentia. Registration and voting must be accomplished by 19 July 2024. Proxies, in the form provided by the Company, however, must be scanned and emailed to the Company’s Corporate Secretary at IPO.Compliance@fruitasholdings.com not later than 16 July 2024. The proxies shall be validated by 17 July 2024. The Corporate Secretary’s decision shall be final and binding on the shareholders, and those not settled during the proxy validation shall be deemed waived and may no longer be raised. WE ARE NOT, HOWEVER, SOLICITING PROXIES.

For any registration concerns, please contact IPO.Compliance@fruitasholdings.com. Please refer to the Definitive Information Statement (“DIS”) on the guidelines on attendance by remote communication and voting in absentia. The DIS is posted on the website of the Company at www.fruitasholdings.com. 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.

Stockholders may send their questions about the ASM and the Company to IPO.Compliance@fruitasholdings.com.

Pursuant to SEC Notice dated February 23, 2024, the Stockholders may examine the Definitive Information Statement, Management Report, and SEC Form 17A at the Company’s website and through the PSE Edge Portal.

There will be an audio and video recording of the ASM. All votes cast shall be validated by the Stock and Transfer Agent, BDO Unibank, Inc.

Quezon City, Philippines, June 21, 2024.

For the Board of Directors,

(originally signed)

MARVIN C. YU

Corporate Secretary