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Articles of Partnership Of Sobremesa, LTD.

KNOW ALL MEN BY THESE PRESENTS: That, we the undersigned, all of legal age and residents of the Republic of the Philippines have agreed to amend a limited partnership under the terms and conditions herein after set forth and subject to the provisions of existing laws of the Republic of the Philippines. AND WE HEREBY CERTIFY:

ARTICLE I. That the name of the partnership shall be Sobremesa, LTD. ARTICLE II. That the principal office of the Partnership shall be located at 1A Garden Row, Ayala Center Mall, Cebu Business Park, 6000 Cebu City. ARTICLE III . That the names, citizenship and residence of the partners of the said partnership are as follows. Name Citizenship Residence 100-B Mariano Abella St. Labangon, Cebu City Dawis, San Roque, Talisay City Designation

Jonalou V. Gantuangco Syril L. Sarientas

Filipino Filipino

General Partner Limited Partner

ARTICLE IV. That the term for which said partnership is to exist is thirty-five (35) years from the original recording of the said partnership by the Securities and Exchange Commission. ARTICLE V. That the purposes for which said partnership is formed are as follows: 1. To conduct business related to baking and selling desserts; 2. To conduct services through concessionaire to all occasions; 3. To engage in business related to buying and selling drinks. ARTICLE VI. That the capital of this partnership shall be four hundred thousand pesos,

Philippine Currency contributed in cash by the partners as follows: Name Jonalou Gantuangco Syril Sarientas TOTAL Amount Contributed P250, 000.00 P150, 000.00 P400, 000.00

That no transfer which will reduce the ownership of Filipino citizens to less than the recquired percentage of capital shall be recorded in the proper books of the partnership; ARTICLE VII. That the profits and losses shall be divided pro-rata among the partners; ARTICLE VIII. That should there be any additional contribution made by a limited partner, such must be agreed upon by all the partners in writing and duly recorded at least two (2) days after signing of same agreement. Such contribution shall amend Article VI of the Articles of Partnership and in no case shall such amendment be done less than one (1) year after the original recording of said partnership by the Securities and Exchange Commission. ARTICLES IX. That the contribution of each limited partner may be returned to him/ her three (3) years after the original recording of said partnership by the Securities and Exchange Commission. ARTICLE X. That the limited partner may be given the right to substitute an assignee as contributor in his place, provided that he has duly notified his partners in writing, stating the reasons therefor, five (5) days before effectivity if said substitution. Provided further that such limited partner has already settled his obligation to the partnership prior to the notification of substitution. ARTICLE XI. That a partner may admit an additional limited partner, provided that the other partners have been duly notified in writing five(5) days before effectivity of admission and duly concurred by all the partners in writing. ARTICLE XII. That the remaining general partner or partners shall have the right to continue the business in case of death, retirement, civil interdiction, insanity or insolvency of a general partner. ARTICLE XIII. That the firm shall be under the management of Jonalou V. Gantuangco, as a General Manager and as such she shall be in charge of the management of the affairs of the partnership. ARTICLE XIV. That the partners willingly undertake to change the name of the partnership immediately upon receipt of notice/ directive from the Securities and Exchange Commission that another partnership, corporation, or person has been declare misleading,

deceptive, confusingly similar to a registered name or contrary to public morals, good customs or public policy. IN WITNESS WHEREOF, we have hereunto set our hands this 10th day of October 2012 at Cebu City, Philippines.

Jonalou V. Gantuangco TIN:

Syril L. Sarientas TIN:

ACKNOWLEDGEMENT Republic of the Philippines City of Cebu } } S. S.

BEFORE ME, a Notary Public, for and in Cagayan de Oro City, Philippines, this 10th day of October 2012, personally came and personally appeared the following persons with their Community Tax Certificates as follows: Name Jonalou V. Gantuangco Syril L. Sarientas CTC # Date / Place Issued Cebu City Cebu City

Known to be the same persons who executed the FOREGOINGARTICLES OF PARTNERSHIP, and they acknowledged to me that the same is theirvoluntary act and deed.

WITNESS MY HAND AND SEAL on the date first above written.