ARTICLES OF INCORPORATION OF SETHON INTERNATIONAL SCHOOL INC.

KNOW ALL MEN BY THESE PRESENTS:

The undersigned incorporators, all of legal age and a majority of whom are residents of the Philippines, have this day voluntarily agreed to form a stock corporation under the laws of the Republic of the Philippines. And we hereby certify: First: That the name of said corporation shall be SEATHON INTERNATIONAL SCHOOL INC.;

Second: That the purpose for which such corporation is incorporated is to bold young minds and provide high quality of education to the students. Third: That the place where the principal office of the corporation is located in Alangilan, Province of Batangas, Philippines; Fourth: That the term for which the said corporation is to exist is FIFTY(50) YEARS from and after the date of the issuance of the certificate of incorporation;

Fifth: That the names, nationalities and residences of the incorporators of the corporation are as follows:

NAME Atienza, David C. Rebarter, Laarni M. Lopez, Lyeka M. Valencia, Cristine A. Magsino, Kristine P.

NATIONALITY Filipino Filipino Filipino Filipino Filipino

RESIDENCE Lucsuhin, Ibaan, Batangas Lucsuhin, Ibaan, Batatngas Lucsuhin, Ibaan,,Batangas Lucsuhin, Ibaan, Batangas Taal Batangas

Sixth: That the number of directors or trustees of said corporation shall be five (5), and the names, nationalities and residences of the first directors or trustees of the corporation are as follows: NAME Eecena, Jennifer P. Gonzalez, Shaira A. Vilela, Dexter C. Perez, Liezel M. Tela, Denmark D. NATIONALITY Filipino Filipino Filipino Filipino Filipino RESIDENCE Salaban, San Jose, Batangas Lucsuhin, Ibaan, Batangas Alangilan, Batangas City Alangilan, Batangas City Lucsuhin, Ibaan, Batangas

Seventh: That the authorized capital stock of the corporation is Twenty six million (P26,000,000.00) pesos in lawful money of the Philippines, divided into 26,000 shares with the par value of one thousand (P1,000.00) pesos per share. Eight: That at least twenty-five percent (25%) of the authorized capital stock abovestated has been subscribed as follows:

NAME Atienza, David C. Rebarter, Laarni M. Lopez, Lyeka M. Valencia, Cristine A. Magsino, Kristine P. Decena, Jennifer P. Gonzalez, Shaira A. Vilela, Dexter C. Perez, Liezel M. Tela, Denmark D.

No. of Shares 6,000 2,000 1,000 5,000 4,000 2,000 1,000 1,000 1,000 1,000

Amount Subscribe 6,000,000 2,000,000 1,000,000 5,000,000 4,000,000 2,000,000 1,000,000 1,000,000 1,000,000 3,000,000 26,000,000

Ninth: That the above-named subscribers have paid at-least twenty-five percent (25%) of the total subscription as follows:

Names Atienza, David C. Rebarter, Laarni M. Lopez, Lyeka M. Valencia, Cristine A. Magsino, Kristine P. Decena, Jennifer P. Gonzalez, Shaira A.

Amount Subscribed 6,000 2,000 1,000 5,000 4,000 2,000 1,000

Amount Paid in 2,500,000 500,000 500,000 500,000 100,000 400,000 500,000

Vilela, Dexter C. Perez, Liezel M. Tela, Denmark D. Total

1,000 1,000 1,000

500,000 500,000 300,000 6,500,000

Tenth: That Cristine Valencia has been elected by the subscribers as Treasurer of the Corporation to act as such until his successor is duly elected and qualified in accordance with the by-laws, and that as such Treasurer, he has been authorized to receive for and in the name and for the benefit of the corporation, all subscriptions (or fees) or contributions or donations paid or given by the subscribers or members. Eleventh: No transfer of stock or interest which will reduce the ownership of Filipino citizens to less than the required percentage of the capital stock as provided by existing laws shall be allowed and permitted to be recorded in the proper books of the corporation and this restriction shall be indicated in all the stock certificates issued by the corporation. In witness whereof, we have hereto signed these Articles of Incorporation, this 11th day of October, 2011, in the City of Batangas, Province of Batangas.

_____________________ Atienza, David C.

_______________________ Lopez, Lyeka M.

___________________ Rebarter, Laarni M.

____________________ Valencia, Cristine A.

_______________________ Magsino, Kristine P.

SIGNED IN THE PRESENCE OF:

___________________ Atty. Geneva Sadicon

__________________ Atty. Mark Jay Mendoza

TREASURERS AFFIDAVIT

REPUBLIC OF THE PHILIPPINES CITY OF BATANGAS PROVINCE OF BATANGAS

I, Lyeka M. Lopez being duly sworn, depose and say:

That I have been elected by the subscribers of the corporation as Treasurer thereof, to act as such until my successor has been duly elected and qualified in accordance with the bylaws of the corporation, and that as such Treasurer, I hereby certify under oath that at least 25% of the authorized capital stock of the corporation has been subscribed and at least 25% of the total subscription has been paid, and received by me, in cash or property, in the amount of not less than P5,000,000, in accordance with the Corporation Code.

__________________________ Lyeka M. Lopez

Subscribed and sworn to before me, a Notary Public, for and in the City of Batangas, Province of Batngas, this 12th day of October 10, 2011; by Atty. Minerva R. Dimaano with Res. Cert. No. 0564 issued in Batangas City Hall of Justice on October 11, 2011.

_________________________ Notary Public

Doc. No. :0123 Page No. :1111 Book No. :111 Series of: 2011