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2011 Annual Report - the solid group inc website

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- 2 -<br />

Notes:<br />

(a)<br />

(b)<br />

(c)<br />

(d)<br />

(e)<br />

(f)<br />

(g)<br />

(h)<br />

Incorporated and domiciled in <strong>the</strong> British Virgin Islands<br />

Indirectly owned through SC<br />

Pre-operating or non-operating<br />

LIIP is 22.5% owned by SC and 37.5% owned by Interstar<br />

Indirectly owned through SMC<br />

Starworld is 20% owned by SMC and 40% owned by Skyworld<br />

Indirectly owned through Precos<br />

Indirectly owned through PNCI; <strong>inc</strong>orporated and domiciled in <strong>the</strong> People’s Republic of China<br />

(PRC)<br />

(i) Incorporated in 2009 and started commercial operations in January 2010<br />

(j) Acquired in 2010<br />

(k) Merged as one company, with SMC as <strong>the</strong> surviving company, effective January 1, 2012<br />

(l) Merged as one company, with SLC as <strong>the</strong> surviving company, effective January 1, 2012<br />

SBC holds a provisional authority, granted by <strong>the</strong> National Telecommunications Commission,<br />

to use its legislative franchise under Republic Act (RA) No. 9116, An Act Granting Solid<br />

Broadband Corporation a Franchise to Construct, Install, Establish, Operate and Maintain<br />

Telecommunications Systems throughout <strong>the</strong> Philippines.<br />

SMFI is subject to <strong>the</strong> rules and regulations provided under RA 8556, The Financing Company<br />

Act of 1998.<br />

SGTC was <strong>inc</strong>orporated to engage in <strong>the</strong> development and implementation of information<br />

and communications technology systems and applications. On February 22, <strong>2011</strong>, <strong>the</strong> Board<br />

of Directors (BOD) and stockholders of SGTC approved <strong>the</strong> amendment of SGTC’s articles<br />

of <strong>inc</strong>orporation to change <strong>the</strong> Company’s primary purpose. This amendment was approved<br />

by <strong>the</strong> SEC on March 22, <strong>2011</strong> and starting this date, SGTC’s primary purpose is to engage<br />

in, operate, conduct and maintain business of designing, manufacturing, installing, importing,<br />

exporting, marketing, distributing or o<strong>the</strong>rwise dealing in at wholesale and retail prefabricated<br />

modular house and office units.<br />

1.2 Status of Operations and Mergers<br />

(a)<br />

Phasing-out of Manufacturing Business and Related Services of Certain Subsidiaries<br />

On November 23, 2009, <strong>the</strong> Parent Company’s management disclosed to <strong>the</strong> public its<br />

plan of phasing-out its unprofitable manufacturing business and related services, which<br />

<strong>inc</strong>lude <strong>the</strong> plastic injection molding parts operations of Kita and SLC, with <strong>the</strong><br />

expectation that this will positively impact <strong>the</strong> overall financial performance of <strong>the</strong><br />

Group. Kita and SLC have ceased <strong>the</strong>ir plastic injection manufacturing business as of<br />

December 31, <strong>2011</strong> (see Note 5).<br />

(b)<br />

Mergers of Certain Subsidiaries<br />

During <strong>the</strong> year, to attain efficiency in <strong>the</strong> operations and management of certain<br />

entities, <strong>the</strong> respective BODs of SC and SMC; OLC and SLC; and Mytel and My Solid<br />

approved respective entities’ plans of mergers of such subsidiaries whereby SMC, SLC<br />

and My Solid will be <strong>the</strong> surviving entities, respectively. The mergers will become<br />

effective upon <strong>the</strong> approval and issuance by <strong>the</strong> SEC of <strong>the</strong> Certificates of Filing of <strong>the</strong><br />

Articles and Plans of Merger (see Note 27).

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