AXN NETWORKS PHILIPPINES, INC.

Incorporation Date: / September 7, 2011
Jurisdiction of Incorporation: / Philippines
Authorized Capital: / PHP 85,000,000
Issued Capital: / PHP21,283,800
Owners (Parent co(s)) - % of
Ownership, # Shares / South Asian Regional Investments, Inc
99% - see below
Financial (Fiscal) Year End / April – March
Company Registration ID # / CS201115564
Company Type: / Stock Corporation
Shareholders / Issued Shares / Total Shares / % OIP
South Asian Regional Investments, Inc. / 297,831 / 297,838 / 99.9976%
Andrew J. Kaplan / 1 / 297,838 / 0.0003%
George C. Chien / 1 / 297,838 / 0.0003%
Alfredo C. Lim* / 1 / 297,838 / 0.0003%
Maria Regina A. Ruiz* / 1 / 297,838 / 0.0003%
Giovanne T. Lim* / 1 / 297,838 / 0.0003%
Bernard Joseph B. Malibiran* / 1 / 297,838 / 0.0003%
Dee A. Arceño* / 1 / 297,838 / 0.0003%
297,838 / 0.0000%
297,838 / Totals / 100.0000%
as of 4/2/2013 from Jayne See

DIRECTORS:

Andrew J. Kaplan

George Chien

CVC Law attorneys below (to represent Filipino Majority as required by local laws)

Alfredo C. Lim

Maria Regina A. Ruiz

Giovanne T. Lim

OFFICERS: (as of Sept. 20, 2012)

Andrew J. KaplanChairman / President

George C. ChienVice President

James G. DumlaoTreasurer

Francette M. AcostaCorporate Secretary

Bank Signers:

Checking/Savings Accounts: George Chien, Ang Hui Keng, Chee Li Kian, James Dumlao

Payroll Accounts: George Chien, Ang Hui Keng, Chee Li Kian, James Dumlao

and Lim Lay Ling

PURPOSE OF COMPANY:

To buy or sell for its own account or as agent, television advertising time for television companies, and to conduct promotional and other similar activities for this purpose; Provided, however, that the corporation shall not engage in advertising and mass media.

HISTORY: On June 25, 2012, South Asian Regional Investments, Inc., subscribed for an additional 85,000 shares at P$100 per share (total P$8,500,000).

COMPANY ADDRESS:

c/o CVC Law

11th Avenue corner 39th Street, Bonifacio Triangle, Bonifacio Global City, Metro Manila, Philippines

(to be revised upon signing of lease agreement)

Outside Counsel (address & phone nos):

CVCLAW Villaraza Cruz Marcelo & Angangco
CVCLAW CENTER
11th Avenue corner 39th Street
Bonifacio Triangle
Bonifacio Global City 1634
Metro Manila, Philippines
Tel.: +632.988.6088

Philippine corporations must have incorporators who must be Philippine residents and each incorporator must own at least 1 share of the capital stock of the corporation. In addition, each director of the corporation must also own at least 1 share each.

Therefore, other than SARI Inc, the others are our 2 US directors and 5 Philippine advisors* (temporary, until such time we appoint our own local Philippines directors)

Authorized capital stock of the Corporation is Eighty Five Million Pesos (P 85,000,000.00), Philippine Currency, and said capital stock is divided into Eight Hundred Fifty Thousand (850,000) shares, with the par value of One Hundred Pesos (P100.00) per share. According to Philippines law, at least 25% of the authorized capital stock must be subscribed.

Past Directors:

9/7/2011 -

Augusto A. San Pedro, Jr.

Aida Araceli G. Roxas-Rivera

Franchette M. Acosta

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