C06752-2020

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)
Sep 25, 2020
2. SEC Identification Number
11341
3. BIR Tax Identification No.
000-051-037
4. Exact name of issuer as specified in its charter
Benguet Corporation
5. Province, country or other jurisdiction of incorporation
Metro Manila, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
7th Floor Universal Re-Building, 106 Paseo de Roxas, Makati City Postal Code 1226
8. Issuer's telephone number, including area code
8812-1380 /7751-9137
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
Convertible Preferred Class A 217,061
Common Class A 370,739,961
Common Class B 245,086,422
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.

Benguet CorporationBC

PSE Disclosure Form 7-1 - Notice of Annual or Special Stockholders' Meeting References: SRC Rule 17 (SEC Form 17-C) and
Sections 7 and 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Setting of virtual Annual Stockholders' Meeting of the Company.

Background/Description of the Disclosure

In today’s regular meeting of the Board of Directors (the “Board”) of the Company and pursuant to SEC Memorandum Circular No. 6 Series of 2020, the Board approved the holding of Annual Stockholders’ Meeting (ASM), as follows:

1. In the light of the Covid-19 pandemic, which fostered the advent of the “New Normal” in business activities wherein public assembly is discouraged, the Board approved the holding of the virtual ASM on November 11, 2020 at 3’Oclock P.M., Benguet Corporation’s Board Room, 7th Floor Universal Re-Building, 106 Paseo de Roxas, 1226 Makati City. The Board also fixed September 21, 2020 as the record date for stockholders entitled to notice of, and to vote at this meeting. The Company’s stock and transfer books will not be closed.

2. The Board approved and authorized stockholders to participate in the virtual ASM through remote communication and to exercise their rights to vote in absentia or proxy.

Under the amended By-Laws of the Company, the regular stockholders’ meeting is to be held on the first Wednesday of November of each year, or on such other day in November as may be determined by the Board of Directors.

Type of Meeting

Date of Approval by Board of Directors Jun 4, 2020
Date of Stockholders' Meeting Nov 11, 2020
Time 3 PM
Venue Benguet Corporation's Board Room, Benguet Corporation, 7th Floor Universal Re-Building, 106 Paseo de Roxas, Makati City
Record Date Sep 21, 2020
Agenda

I. Call to Order
II. Proof of Notice of the Meeting
III. Determination of Quorum
IV. Approval of the Minutes of the last Regular Annual Stockholders' Meeting held on November 7, 2019
V. Approval of Management Report and the Audited Financial Statements for 2019
VI. Approval for the re-appointment of Sycip Gorres Velayo & Co. (SGV) as the Company’s Independent external auditor
VII. Confirmation and Ratification of all acts, resolutions, contracts, investments and proceedings made and entered into by management and/or the Board of Directors since November 5, 2019 until the date of 2020 Annual Stockholders’ Meeting
VIII. Election of eleven (11) directors (including Independent Directors) for the ensuing year - (subject to the lifting of the Temporary Restraining Order issued by the Supreme Court)
a) Four (4) directors to represent the Common Class "B" Stock
b) Seven (7) directors to represent the Common Class "A" and Convertible Preferred Class "A" Stock
IX. Other Business
a. Conversion Premium for Convertible Preferred “A” Shares
b. To transact such other business as may properly be brought before the meeting or any adjournment thereof, including possibly voting to adjourn the meeting up to ninety (90) days until the aforesaid TRO is lifted. Management knows of no other proposals to be presented during the meeting.
X. Adjournment

Inclusive Dates of Closing of Stock Transfer Books
Start Date N/A
End Date N/A
Other Relevant Information

The amendment is due to the inclusion of the agenda for the Annual Stockholders' Meeting.

Filed on behalf by:
Name HERMOGENE REAL
Designation Corporate Secretary