C03071-2017

SECURITIES AND EXCHANGE COMMISSIONSEC FORM 17-C

CURRENT REPORT UNDER SECTION 17
OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.2(c) THEREUNDER

1. Date of Report (Date of earliest event reported)
May 16, 2017
2. SEC Identification Number
PW-364
3. BIR Tax Identification No.
000-270-220-000
4. Exact name of issuer as specified in its charter
VICTORIAS MILLING COMPANY, INC.
5. Province, country or other jurisdiction of incorporation
Negros Occidental, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
VMC Compound, J.J. Ossorio St., Brgy. XVI, Victorias City Postal Code 6119
8. Issuer's telephone number, including area code
+63-34-399-3588
9. Former name or former address, if changed since last report
-
10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA
Title of Each Class Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding
Common 2,613,240,320
11. Indicate the item numbers reported herein
9

The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.

Victorias Milling Company, Inc.VMC

PSE Disclosure Form 4-26 - Legal Proceedings References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Appeal by Victorias Milling Company, Inc. (“VMC”) on the Decision dated March 7, 2017 of the Securities and Exchange Commission (“SEC”) En Banc to the Court of Appeals.

Background/Description of the Disclosure

VMC filed a Petition for Review with prayer for Preliminary Injunction and Temporary Restraining Order (Re: Decision dated March 7, 2017 issued by the SEC En Banc before the Court of Appeals.

Name of the court or agency in which the proceedings are pending Court of Appeals – Fourteenth Division
Date Instituted Mar 30, 2017
Docket Number CA-G.R. No 150198
Principal Parties

VMC and Land Bank of the Philippines (“LBP”)

Nature and description of the legal proceedings

On August 27, 1998, LBP filed a Complaint-in-Intervention with the SEC in the Rehabilitation Case of VMC, where LBP sought to directly enforce against VMC its claim against North Negros Marketing Company, Inc. (“NNMCI”) over a credit line LBP extended to NNMCI. To secure the obligation, NNMCI mortgaged its real properties and executed deeds of assignment over certain refined sugar delivery orders (“RSDOs”) in favor of LBP. The RSDOs were allegedly originally issued by VMC. Despite LBP’s foreclosure of NNMCI's real properties, LBP argued that there remains an obligation in the amount of P187,176,231.40.

Since the alleged loans were incurred by NNMCI, VMC neither received anything nor benefitted from the alleged loans.

On April 7, 1999, LBP amended its Complaint-in-Intervention and requested for the inclusion of a promissory note issued by NNMCI and increased its claims against VMC to P409,814,013.28.

VMC opposed LBP's complaints and claims by filing the appropriate pleadings.

On March 22, 2016, VMC received a copy of the Order dated March 17, 2016 of the SEC Special Hearing Panel – 1, directing it to deliver the above-mentioned quantity of refined sugar equivalent to intervenor Landbank of the Philippines or its duly authorized representative. In case the release of the refined sugar is no longer possible, the SEC Special Hearing Panel 1 directed the Company to pay for the monetary equivalent of the remaining amount of the loan incurred by NNMCI, in the amount as above-mentioned.


Consequently, VMC appealed the decision of the SEC Special Hearing Panel – 1 to the SEC En Banc.

On March 15, 2017, VMC received a copy of the Decision of the SEC En Banc dated March 7, 2017, denying the appeal of VMC.

VMC, thereafter, filed a Petition for Review with the Court of Appeals, pursuant to Section 4, Rule 43 of the Rules of Court. VMC raised, among others, the lack of jurisdiction of the SEC in adjudicating and awarding the claims of LBP over NNMCI against VMC. VMC's Petition was raffled to the Fourteenth Division of the Court of Appeals, and docketed as CA-G.R. 150198. The Petition is still pending as of this date."

The effect(s) on the Issuer's business or operations, if any

None.

Other Relevant Information

-

Filed on behalf by:
Name Eva Rodriguez
Designation Compliance and Information Officer