C03653-2017

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)
Jun 9, 2017
2. SEC Identification Number
A200110402
3. BIR Tax Identification No.
213-054-503
4. Exact name of issuer as specified in its charter
SBS PHILIPPINES CORPORATION
5. Province, country or other jurisdiction of incorporation
PHILIPPINES
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
10 RESTHAVEN STREET, SAN FRANCISCO DEL MONTE, QUEZON CITY Postal Code 1105
8. Issuer's telephone number, including area code
(02) 371 1111
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
COMMON SHARES 1,169,040,400
11. Indicate the item numbers reported herein
Item 9: Othe Events

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.

SBS Philippines CorporationSBS

PSE Disclosure Form 4-24 - Results of Annual or Special Stockholders' Meeting References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Results of the Annual Shareholders' Meeting held on 9 June 2017
Background/Description of the Disclosure

In the Annual Shareholders’ Meeting of SBS Philippines Corporation (the “Corporation”) held on 9 June 2017, the shareholders, representing at least 94.7% of the outstanding and voting capital stock of SBS Philippines Corporation, passed and approved the following matters:

1. Approval of the Minutes of the Annual Shareholders’ Meeting of June 22, 2016;

2. Approval of the 2016 Audited Consolidated Financial Statements of the Corporation;

3. Ratification of all acts of the Board of Directors and Management from the date of the last annual stockholders’ meeting (ASM) held on June 22, 2016 to the date of the 2017 ASM;

4. Approval of the re-appointment of Punongbayan & Araullo as the Corporation’s Independent Auditors for financial year 2017 and to delegate to the Board the authority to fix their remuneration;

5. Approval of the re-election of the following members of the Board to serve for the term 2017-2018;

a) Mr. Necisto U. Sytengco
b) Mr. Gerry D. Tan
c) Mr. Esmeraldo A. Tepace
d) Ms. Victoria B. Ladringan
e) Ms. Aylene Y. Sytengco
f) Mr. Necisto Y. Sytengco II
g) Mr. Ricardo Nicanor N. Jacinto

And the following as Independent Directors:

h) Mr. Rosaleo M. Montenegro
i) Ms. Lilian S. Linsangan

6. Approval of the amendment of the Second Article of the Corporation’s Articles of Incorporation to expand and modify its secondary purposes and allow the Corporation to diversify its business to include the holding, acquiring or participating in investments in property related assets as well as shares or interests in entities involved in property related investments, businesses, services and facilities;

7. Approval of the declaration of stock dividends of approximately 46,761,616 common shares to be payable at the rate of one (1) common share for every twenty-five (25) common shares owned by shareholders with the record date and payment date to be fixed by the Board of Directors;

8. Approval to undertake a capital raising exercise through Stock Rights Offering to its registered stockholders (the “Rights Offer”) which will be issued partially from the Corporation’s unissued capital stock and partially from the increase in the Corporation’s authorized capital stock, with the authority to determine the size and terms of the Rights Offer, including the utilization of the proceeds of the Right Offer, to be delegated to the Board of Directors;

(Continuation of other matters approved is provided below)
List of elected directors for the ensuing year with their corresponding shareholdings in the Issuer
Name of Person Shareholdings in the Listed Company Nature of Indirect Ownership
Direct Indirect
NECISTO U. SYTENGCO 42,254,600 436,454,785 Held by members of immediate family shaing the same houselhold and by companies of which the director is a controlling shareholder
GERRY D. TAN 25,000 0 N/A
ESMERALDO A. TEPACE 180,400 0 N/A
VICTORINA B. LADRINGAN 772,000 0 N/A
AYLENE Y. SYTENGCO 7,984,200 62,309,000 Held by members of immediate family shaing the same houselhold and by a company of which the director is a controlling shareholder
NECISTO Y. SYTENGCO II 4,075,000 15,000,000 Held by members of immediate family shaing the same houselhold and by a company of which the director is a controlling shareholder
RICARDO NICANOR N. JACINTO 50,000 0 N/A
LILIAN S. LINSANGAN 50,001 0 N/A
ROSALEO M.MONTENEGRO 50,001 0 N/A
External auditor PUNONGBAYAN & ARAULLO
List of other material resolutions, transactions and corporate actions approved by the stockholders

Continuation of matters approved by the shareholders as described above:

9. Approval to increase the authorized capital stock of the Corporation from Philippine Pesos: One Billion Five Hundred Fifty Million (PhP 1,550,000,000.00), divided into One Billion Five Hundred Fifty Million (1,550,000,000) common shares with par value of One Peso (PhP 1.00) per share to up to Philippine Pesos: Five Billion Five Hundred Fifty Two Million Five Hundred Thousand (PhP 5,552,500,000.00), divided into Five Billion Five Hundred Fifty Two Million Five Hundred Thousand (5,552,500,000) common shares with par value of One Peso (PhP 1.00) per share, with such increase to be done in two or more tranches; and the previously approved stock rights offering to be used to support the increase of the first tranche from Philippine Pesos: One Billion Five Hundred Fifty Million (PhP 1,550,000,000.00), divided into One Billion Five Hundred Fifty Million (1,550,000,000) common shares with par value of One Peso (PhP 1.00) per share to Philippine Pesos Three Billion Nine Hundred Eighty Five Million (PhP3,985,000,000.00) divided into Three Billion Nine Hundred Eighty Five Million (3,985,000,000) common shares with a par value of One Peso (PhP 1.00) per share; and to delegate to the Board of Directors the authority to determine the manner by which to support the subsequent increase from Philippine Pesos: Three Billion Nine Hundred Eighty Five Million (PhP3,985,000,000.00) divided into Three Billion Nine Hundred Eighty Five Million (3,985,000,000) common shares with a par value of One Peso (PhP 1.00) per share to Philippine Pesos: Five Billion Five Hundred Fifty Two Million Five Hundred Thousand (PhP 5,552,500,000.00), divided into Five Billion Five Hundred Fifty Two Million Five Hundred Thousand (5,552,500,000) common shares with par value of One Peso (PhP 1.00) per share, either in one or more tranches, which may include but will not be limited to private placement transactions, public offerings, or stock rights offering;

10. Ratification of the investments of corporate funds in associate companies; and

11. Ratification of the Corporation’s additional share subscription of 1,574,687,500 common shares with a total par value of P1,574,687,500.00 of the increase in the authorized capital stock of its subsidiary, SBS Holdings and Enterprises Corporation.
Other Relevant Information

None
Filed on behalf by:
Name Sabrina Adamelle Poon-Sytengco
Designation Corporate Information Officer and Investor Relation Officer