Rules and Procedure

for Online Registration and Voting in Absentia

For the 2024 Annual Stockholders’ Meeting of Jollibee Foods Corporation

In line with existing statutory requirements, Jollibee Foods Corporation (“the Corporation”) shall conduct its 2024 Annual Stockholders’ Meeting (the “Meeting”) via remote communication, in accordance with Sections 23 and 57 of the Revised Corporation Code (the “RCC”), and Securities and Exchange Commission (the “SEC”) Memorandum Circular No. 06, series of 2020 (“SEC MC No. 06-2020”).

These Rules for Conducting Stockholders’ Meetings by Remote Communication (the “Rules”) consist of the requirements and internal procedures for participating in the Meeting and voting in absentia. The Rules include measures that shall allow the Corporation to observe and maintain the security and orderly conduct of the Meeting, while ensuring that stockholders shall be given both the opportunity to participate therein as well as the right to vote.

Section 1. Voting methods for meetings conducted via remote communication.

Only stockholders of record as of record date, May 28, 2024, shall be entitled to vote or be voted at the Meeting to be conducted via remote communication. The stockholders of record may participate in voting on the items listed in the agenda for the Meeting, using either of the following options:

  1. Appoint the Chairman of the Meeting as their proxy; or
  2. Vote in absentia through online voting system;

The succeeding sections shall provide the requirements and procedure for the appointment of the Chairman of the Meeting as the stockholders' proxy and voting through the online system.

Section 2. Voting by proxy

In accordance with Section 2, Article III of the Corporation’s By-laws, stockholders may vote the number of shares registered in their respective names by proxy duly given in writing and duly presented to the Corporate Secretary. The duly accomplished proxy forms shall be submitted to the Office of the Corporate Secretary c/o Global Legal, Ethics, and Compliance at 6/F Jollibee Plaza Building, 10 F. Ortigas Jr. Avenue, Ortigas Center, Pasig City or via email to corporatesecretary@jollibee.com.ph.

The deadline to submit the duly accomplished proxy form shall be no later than 5:00 PM of June 18, 2024. The proxy form must be accompanied by a broker’s certificate, as applicable. The proxy must bear a signature legally acknowledged by the Corporate Secretary for it to be honored at the meeting.1

1 Section 2, Article III, JFC Amended By-laws.

Section 3. Voting in absentia; registration.

Stockholders as of the record date, May 28, 2024, shall have the option of electronic voting in absentia on the matters in the Agenda after registration and validation through the voting in absentia system. In order to register, the stockholder must have a valid and active email address.

The deadline for registration to participate in electronic voting in absentia shall be until 12:00 PM of June 21, 2024. Beyond the deadline for registration, stockholders may no longer avail of the option of voting in absentia. The registration shall be validated within three (3) days upon receipt of the complete requirements.

In order to register, stockholders are required to have the following documents and information, depending on whether the stockholder is an individual stockholder, a joint account held by several stockholders, or a corporate stockholder:

Individual Stockholders Stockholders with Joint Accounts Corporate Stockholders
  1. Full name;
  2. Scanned clear copy of any of the following government-issued IDs: Passport, Driver’s License, SSS Card, GSIS Card, UMID Card, PRC ID, COMELEC Voter’s ID, Senior Citizen’s ID, Solo Parent ID, PWD ID (in JPG/PNG/PDF format, 5MB size limit);
  3. Email address; and
  4. Mobile or landline number; and
  5. Broker's Certificate or Stock Certificate showing corporate shareholder's proof of ownership of shares of stock
  1. Full name;
  2. Scanned clear copy of any of the following government-issued IDs: Passport, Driver’s License, SSS Card, GSIS Card, UMID Card, PRC ID, COMELEC Voter’s ID, Senior Citizen’s ID, Solo Parent ID, PWD ID (in JPG/PNG/PDF format, 5MB size limit);
  3. Email address;
  4. Mobile or landline number; and
  5. Broker's Certificate or Stock Certificate showing corporate shareholder's proof of ownership of shares of stock.
  1. Name of corporation;
  2. Full name of authorized representative;
  3. Scanned clear copy of any of the following government-issued IDs of the stockholder’s representative: Passport, Driver’s License, SSS Card, GSIS Card, UMID Card, PRC ID, COMELEC Voter’s ID, Senior Citizen’s ID, Solo Parent ID, PWD ID (in JPG/PNG/PDF format, 5MB size limit);
  4. Email address of the stockholder’s representative; and
  5. Mobile or landline number of the stockholder’s representative;
  6. Secretary’s Certificate or other document of authorization such as Special Power of Attorney, stating designation of the corporate stockholder’s representative; and
  7. Broker's Certificate or Stock Certificate showing corporate shareholder's proof of ownership of shares of stock

The registration shall be validated before a stockholder may vote in absentia. The procedure for registration is as follows:

  1. The stockholder shall access the following link http://asm.jollibee.com.ph/ to access the Corporation’s online web portal, and register an account. He or she shall confirm his or her agreement for the Corporation to process his or her personal information for the purpose of registration for voting in absentia.
  2. The stockholder shall provide the information required in the respective fields and shall also upload the required documents. The stockholder shall click the “Register” button.
  3. The stockholder shall receive an email acknowledgment of his or her registration upon validation of the registration within three (3) business days from submission of requirements.
  4. The validation email shall inform the stockholder whether registration is successful or unsuccessful.
  5. If registration is successful, the stockholder may sign in and may now be used for voting in absentia.
  6. If the registration is rejected, the stockholder may register again and may contact the Corporation at corporatesecretary@jollibee.com.ph for any questions or concerns.

Section 4. Voting in absentia; procedure.

To vote in absentia, the stockholder shall log onto his or her account created in the online web portal. Voting in absentia shall have the same effect as voting by proxy. All votes in absentia must be submitted on or before 12:00PM of Friday, June 28, 2024.

  1. In the stockholders' account, he or she will be brought to an electronic absentee ballot which shall indicate all the items in the agenda, that is subject for voting, as stated in the Notice of the Meeting.
  2. The stockholder may vote as follows:
    1. For the Election of Directors, he/she may vote for either (a) all nominees; (b) none of the nominees; (c) some nominees only. The stockholder may select the names of the directors in the ballot.
    2. For other items, he/she may vote either (a) “For”, (b) “Against”, or (c) “Abstain.” He or she shall select his or her choice in the ballot.
  3. The stockholder shall click the “Submit” button in the ballot after he or she is done voting. He or she may no longer make changes to his or her votes after submitting them.
  4. The stockholder may email questions for the Board of Directors them at corporatesecretary@jollibee.com.ph on or before June 24, 2024, and we will endeavor to include this in the Question-and-Answer portion of the meeting.

Section 5. Viewing and participating in the 2024 Annual Stockholders' Meeting.

The Meeting shall be conducted via Zoom. For stockholders who will register to vote in absentia, the link to the Zoom livestream shall be available in the online web portal and shall be sent via email after registration. For stockholders who opt to send proxies instead of voting in absentia, the link to the livestream shall be sent to them via email. For stockholders who do not wish to vote, they may register to view the webinar only at the web portal until 5:00PM of June 24, 2024.

The Zoom link shall be accompanied by a password. The stockholder may only be able to view the livestream upon clicking the link and entering the password.

Stockholders shall only be permitted to view the livestream of the Meeting. Stockholders shall be given the opportunity to ask questions by sending their questions through email at corporatesecretary@jollibee.com.ph.

The rules of conduct during the Meeting via remote communication is provided in the Rules of Conduct attached as Annex “A-1” hereof.

The proceedings of the Meeting shall be recorded. A link to the recorded proceedings of the Meeting will be made available on the Corporation’s corporate website.

For any questions or concerns, stockholders may visit the Corporation’s website at https://jollibeegroup.com/, or contact the Office of the Corporate Secretary at corporatesecretary@jollibee.com.ph.