C04499-2017

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)
Jul 20, 2017
2. SEC Identification Number
PW-277
3. BIR Tax Identification No.
000-060-741-000
4. Exact name of issuer as specified in its charter
SAN MIGUEL CORPORATION
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
No. 40 San Miguel Avenue, Mandaluyong City, Metro Manila, Philippines Postal Code 1550
8. Issuer's telephone number, including area code
(632) 632-3000
9. Former name or former address, if changed since last report
N/A
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
SMC 2,382,265,715
SMCP1 279,406,667
SMC2B 90,428,200
SMC2C 255,559,400
SMC2D 89,333,400
SMC2E 134,000,100
SMC2F 223,333,500
SMC2G 66,666,600
SMC2H 164,000,000
SMC2I 169,333,400
11. Indicate the item numbers reported herein
Item 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.

San Miguel CorporationSMC

PSE Disclosure Form 4-22 - Joint Ventures References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

SMC Asia Car Distributors Corp.

Background/Description of the Disclosure

Investment of SMC in the business of importation, distribution and servicing of BMW vehicles in the Philippines, through the incorporation of a joint venture company, "SMC Asia Car Distributors Corp.", which is 65% owned by SMC and 35% owned by Mr. Jose Ch. Alvarez.

As of today, July 20, 2017, SMC received the approval by the Securities and Exchange Commission of the incorporation of SMC Asia Car.

Date of Approval by Board of Directors Jul 18, 2017
Date of Approval by Stockholders, if applicable N/A
Description and nature of the transaction including the timetable for implementation, and related regulatory requirements

This is an investment by SMC in SMC Asia Car Distributors Corp. ("SMC Asia Car"), which is the corporate entity that will engage in the business of importation, distribution and servicing of BMW vehicles in the Philippines (the “Business”). Regulatory requirements include the approval by the Securities and Exchange Commission of the incorporation of SMC Asia Car, the registration with the Bureau of Internal Revenue, the Bureau of Customs, and the relevant local government units, for the necessary permits and licenses for the Business. The investment of SMC in the Business is expected to be fully implemented within this year, subject to ongoing finalization of the commercial aspect of the transaction.

Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

Investment.

Terms and conditions of the joint venture
Amount of investment and/or interest by the parties involved

SMC Asia Car has an authorized capital stock of Php 1 Billion, divided into 10 million shares with a par value of Php 100 per share with paid-up capital of Php500 million upon incorporation. The equity participation of SMC and Mr. Alvarez is 65% and 35%, respectively.

Provisions on profit-sharing, arrangements on management and operations

Subject to ongoing negotiations between the parties.

Conditions precedent to closing of transaction, if any

N/A

Other salient features of the joint venture agreement

N/A

Identity and/or corporate background of the parties to the transaction, including the following
Name Nature of Business Nature of any material relationship with the Issuer, their directors/officers or any of their affiliates
Jose Ch. Alvarez Importation and distribution of BMW cars through Asia Carmakers Corporation None
Effect(s) on the business, financial condition and operations of the Issuer, if any

No significant, material effect on the business, financial condition and operations of SMC is expected.

Other Relevant Information

Date of Approval by Board of Directors - N/A

This disclosure is being updated to reflect the approval by the SEC of the Incorporation of SMC Asia Car, which approval was received by SMC today, July 20, 2017.

Filed on behalf by:
Name Mary Rose Tan
Designation Associate General Counsel and Assistant Corporate Secretary