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)
Apr 20, 2021
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, PhilippinesPostal Code1550
8. Issuer's telephone number, including area code
(632) 8 632-3000
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
2,383,896,588
SMC2C
255,559,400
SMC2E
134,000,100
SMC2F
223,333,500
SMC2H
164,000,000
SMC2I
169,333,400
SMCJ
266,666,667
SMCK
183,904,900
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 4-4 - Amendments to By-Laws References: SRC Rule 17 (SEC Form 17-C) and Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Amendments to the Amended By-Laws of the Corporation.
Background/Description of the Disclosure
Please see attached.
Date of Approval by Board of Directors
Apr 15, 2021
Date of Approval by Stockholders
TBA
Other Relevant Regulatory Agency, if applicable
N/A
Date of Approval by Relevant Regulatory Agency, if applicable
TBA
Date of Approval by Securities and Exchange Commission
TBA
Date of Receipt of SEC approval
TBA
Amendment(s)
Article and Section Nos.
From
To
Please refer to the attached disclosure
-
-
Rationale for the amendment(s)
The proposed amendment aligns with the best practices in Corporate Governance to have the position of Chairman and Chief Executive Officer reside in two distinct persons. The scope of the role and duties of the Chairman of the Board will be focused on the non-executive functions while the President and Chief Executive Officer will be in charge with the management of the Company.
The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the By-Laws with the SEC
TBA
Expected date of SEC approval of the Amended By-Laws
TBA
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any
The proposed amendment aligns with the best practices in Corporate Governance to have the position of Chairman and Chief Executive Officer reside in two distinct persons. The scope of the role and duties of the Chairman of the Board will be focused on the non-executive functions while the President and Chief Executive Officer will be in charge with the management of the Company.
Other Relevant Information
For approval of the stockholders on June 8, 2021, after which the Company with submit to the SEC an application for the amendment of the by-laws of the Company.
Filed on behalf by:
Name
Mary Rose Tan
Designation
Associate General Counsel and Assistant Corporate Secretary