ARTICLES OF INCORPORATION

OF
GREY CONSTRUCTION CORPORATION

KNOW ALL MEN BY THESE PRESENTS:

That we, the undersigned incorporators, all of legal age, citizens and
residents of the Philippines, have this day voluntarily associated ourselves
together for the purpose of forming a stock corporation under the laws of
the Republic of the Philippines.

THAT WE HEREBY CERTIFY:

FIRST: That the name of this corporation shall be:

GREY CONSTRUCTION CORPORATION

SECOND: A. That the primary purpose for which such corporation is

incorporated is:

To engage in general construction business including the constructing,

repairing, enlarging, or engaging in any work upon buildings, houses, roads,
plants, bridges, railroads and other structures.

B. That the secondary purposes of this corporation are:

1. To act as project managers, builders and contractors in connection

with the promotion, development, building up, improvement,
rehabilitation, administration, management, control and/or operation
of every kind of manufacturing, commercial or industrial undertaking,
or venture;
2. to design, erect, assemble, commission and operate power generating
plants and related facilities for the conversion of energy sources into
electricity; to enter into and contract with the Government of the
Republic of the Philippines, or any subdivision, instrumentality or
agency thereof, or any government-owned or controlled corporation,
or any;
3. To acquire or obtain from any government or authority, national,
provincial, and municipal or otherwise, or any corporation, company
or partnership or person, such charter, contracts, franchise,
privileges, exemption, licenses and concession as may be conducive
to any of the objects of the corporation;
4. To engage in the developments, research, manufacture, marketing
and distribution of technology and all technology-derived products
and/or services;
5. To borrow money, to issue notes and other evidences of indebtedness
of all kinds and to secure the same by mortgage, pledge or otherwise,
as the business of the corporation may require;
6. To exercise such other powers as may be necessary, desirable or
incidental to the accomplishment of any of the purposes herein stated,

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 or which shall at any time appear conducive to or expedient for the
protection or benefit of the corporation, including but not limited to
conduction of seminars and/or workshops for personnel development.

That the corporation shall have all the express power of a corporation as
provided for under Section 36 of the Corporation Code of the Philippines.

THIRD: That the place where the principal office of the corporation is
to be established is in Barangay Colon, City of Naga, Cebu, and it may
establish and maintain branch offices anywhere in the Philippines.

FOURTH: That the term for which the corporation is to exist is Fifty
(50) years from and after the date of issuance of the certificate of
incorporation.

FIFTH: That the names, nationalities and residences of the

incorporators are as follows:

NAME NATIONALITY RESIDENCE

KRISTINE JEAN M. LARA FILIPINO 18 Tunghaan, Minglanilla, Cebu

FRIXY B. LARISMA FILIPINO 47 Yu St., Langtad, City of Naga, Cebu

LANDEE N. GODINEZ FILIPINO 24 West Poblacion, City of Naga, Cebu

TRISHA C. LABANDERO FILIPINO 29 South St., Minglanilla, Cebu

JEANILYN C. FERNANDEZ FILIPINO 25 Arc St., Tuyan, City of Naga, Cebu

SIXTH: That the number of directors of said corporation shall be five

(5) and that the names, nationalities and residences of the first directors
who are to serve until their successors are elected and qualified as provided
by the by-laws are as follows:

NAME NATIONALITY RESIDENCE

KRISTINE JEAN M. LARA FILIPINO 18 Tunghaan, Minglanilla, Cebu

FRIXY B. LARISMA FILIPINO 47 Yu St., Langtad, City of Naga, Cebu

LANDEE N. GODINEZ FILIPINO 24 West Poblacion, City of Naga, Cebu

TRISHA C. LABANDERO FILIPINO 29 South St., Minglanilla, Cebu

JEANILYN C. FERNANDEZ FILIPINO 25 Arc St., Tuyan, City of Naga, Cebu

SEVENTH: That the authorized capital stock of the corporation is ONE

HUNDRED MILLION PESOS (P100,000,000.00) in lawful money of the
Philippines, and said capital stock is divided into ONE HUNDRED MILLION
(100,000,000) shares with a par value of ONE PESO (P1.00) per share.

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 Stockholders shall have no preemptive rights in shares of stocks which
are issued by the corporation: a) to satisfy the conversion rights of
convertible promissory notes, bonds, or other securities which may be issued
by the corporation with express right of conversion into shares of stock, or
b) to raise funds to redeem or pay such convertible promissory notes, bond,
or other securities of the corporation.

EIGHT: That the amount of the capital stock which has been actually
subscribed is FIFTY THOUSAND PESOS (P50,000.00), Philippine Currency,
and the following persons have subscribed for the number of shares and
amount of capital stock set out after their respective names:

NAME No. of shares Amount

KRISTINE JEAN M. LARA 15 P15 000

FRIXY B. LARISMA 11 11 000

LANDEE N. GODINEZ 10 10 000

TRISHA C. LABANDERO 8 8 000

JEANILYN C. FERNANDEZ ___ 6____ 6 000__

50 P50 000

NINTH: That Kristine Jean M. Lara has been elected by the

subscribers as treasurer of the corporation to act as such until his/her
successor is duly elected and qualified in accordance with the by-laws; and
that as such Treasurer, he/she has been authorized to receive for and in the
name and for the benefit of the corporation, all subscriptions paid in by the
subscribers.

TENTH: Every contract, transaction or act of the Corporation or its

board of Directors or anyone of its committees which have been ratified by a
majority of the stockholders gathered in a general or special meeting called
for such purpose, shall be binding and obligatory to all the stockholders as if
all of them were present when said contract, act or transaction is ratified.

ELEVENTH: The corporation reserves the right to amend, alter,

substitute or revoke all or any of the clauses or provisions established in
these Articles of Incorporation in the form and manner authorized by the
existing laws or its amendments in the future, provided and whenever the
stockholders representing two-thirds (2/3) of the Common Shares so agree,
and all the rights and powers granted to the stockholders, directors, offices
and agents of the Corporation are subject to the same reservation.

IN WITNESS WHEREOF, we have hereunto set our hands this 2nd

day of August 2018 in the City of Cebu, Philippines.

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 KRISTINE JEAN M. LARA FRIXY B. LARISMA

TIN 265-118-428-000 TIN 270-543-127-000

LANDEE N. GODINEZ TRISHA C. LABANDERO

TIN 255-518-129-000 TIN 264-138-132-000

JEANILYN C. FERNANDEZ

TIN 263-155-556-000

SIGNED IN THE PRESENCE OF:

CHRISTIAN GREYER ANASTHASIA STILL

ACKNOWLEDGMENT

Republic of the Philippines)

Cebu City ) S.S.

BEFORE ME, a Notary Public in and for the City of Cebu,

Philippines, this 2nd day of August 2018, personally appeared:

Name Community Tax Certificate No. Date & Place Issued

Kristine Jean M. Lara 18251801 07.18.18/Minglanilla, Cebu

Frixy B. Larisma 20791204 06.07.18/Naga City, Cebu

Landee G. Godinez 19873451 06.14.18/Naga City, Cebu

Trisha C. Labandero 18464732 07.26.18/Minglanilla, Cebu

Jeanilyn C. Fernandez 21098724 07.26.18/Naga City, Cebu

all known to me and to me known to be the same persons who executed the
foregoing Articles of Incorporation and they acknowledge to me that the
same is their free and voluntary act and deed.

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 IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed
my notarial seal on the date and at the place first above written.

HARLEY HAZEL B. MONTANA

Doc. No. 10 Commission No. M-271
Notary Public for Cebu City
Page No. 18
Until December 31, 2018
Book No. II 3 Floor, San Jose Building
rd

Series of 2018 114 Leon Kilat Street., Carbon Village, Cebu City
PTR No. 6691810/01.06.2018/Cebu City
IBP No. 021213/01.04.2018/Cebu City
Admitted to BAR on May 2016
Roll No. 66071

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