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 7, 2023
2. SEC Identification Number
11840
3. BIR Tax Identification No.
000-100-341-000
4. Exact name of issuer as specified in its charter
SAN MIGUEL FOOD AND BEVERAGE, INC.
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
100 E. Rodriguez Jr. Avenue (C-5 Road), Barangay Ugong, Pasig City, Metro ManilaPostal Code1604
8. Issuer's telephone number, including area code
(632) 5317-5000
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 (FB)
5,909,220,090
SERIES A BONDS DUE MARCH 2025 (IN PESO)
8,000,000,000.00
SERIES B BONDS DUE MARCH 2027 (IN PESO)
7,000,000,000.00
TOTAL DEBT AS OF 31MAR23 (IN MIL PESO – CON)
180,405
11. Indicate the item numbers reported herein
ITEM 9. OTHER 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.
San Miguel Food and Beverage, Inc.FB
PSE Disclosure Form 4-25 - Results of Organizational 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 Organizational Meeting of the Board of Directors of the Company.
Background/Description of the Disclosure
SMFB Organizational Meeting of the Board of Directors held on June 7, 2023, immediately after adjournment of the Annual Stockholders' Meeting, via video conference.
List of elected officers for the ensuing year with their corresponding shareholdings in the Issuer
Name of Person
Position/Designation
Shareholdings in the Listed Company
Nature of Indirect Ownership
Direct
Indirect
Ramon S. Ang
Vice Chairman, President and Chief Executive Officer
10
0
N/A
Francisco S. Alejo III
Chief Operating Officer – Food
10
230,000
Lodged through PDTC
Roberto N. Huang
Chief Operating Officer – Beer
10
0
N/A
Emmanuel B. Macalalag
Chief Operating Officer – Spirits
10
0
N/A
Ferdinand K. Constantino
Treasurer
10
0
N/A
Ildefonso B. Alindogan
Vice President, Chief Finance Officer and Chief Strategy Officer
0
0
N/A
Johanna Dominique G. Esteban
Internal Audit Head of the Company and its Food Division
0
0
N/A
Alexandra B. Trillana
Compliance Officer, Corporate Secretary and General Counsel of the Company and its Food Division
0
0
N/A
Ma. Celeste L. Ramos
Assistant Corporate Secretary
0
0
N/A
Kristina Lowella I. Garcia
Assistant Vice President, Investor Relations Manager and Data Protection Officer
0
10,000
Lodged through PDTC
List of Committees and Membership
Name of Committees
Members
Position/Designation in Committee
Executive Committee
Ramon S. Ang
Chairperson
Executive Committee
Francisco S. Alejo III
Member
Executive Committee
Roberto N. Huang
Member
Executive Committee
Emmanuel B. Macalalag
Member
Audit Committee
Cirilo P. Noel
Chairperson / Independent Director
Audit Committee
Ricardo C. Marquez
Member / Independent Director
Audit Committee
Winston A. Chan
Member / Independent Director
Audit Committee
Aurora T. Calderon
Member
Audit Committee
Ferdinand K. Constantino
Member
Related Party Transactions Committee
Estela M. Perlas-Bernabe
Chairperson / Independent Director
Related Party Transactions Committee
Cirilo P. Noel
Member / Independent Director
Related Party Transactions Committee
Aurora S. Lagman
Member / Independent Director
Related Party Transactions Committee
Ferdinand K. Constantino
Member
Board Risk Oversight Committee
Ricardo C. Marquez
Chairperson / Independent Director
Board Risk Oversight Committee
Winston A. Chan
Member / Independent Director
Board Risk Oversight Committee
Aurora S. Lagman
Member / Independent Director
Board Risk Oversight Committee
Menardo R. Jimenez
Member
Board Risk Oversight Committee
Ferdinand K. Constantino
Member
Corporate Governance Committee
Aurora S. Lagman
Chairperson / Independent Director
Corporate Governance Committee
Estela M. Perlas-Bernabe
Member / Independent Director
Corporate Governance Committee
Ricardo C. Marquez
Member / Independent Director
Corporate Governance Committee
Menardo R. Jimenez
Member
Corporate Governance Committee
Virgilio S. Jacinto
Advisor
List of other material resolutions, transactions and corporate actions approved by the Board of Directors
The Board appointed Mr. Cirilo P. Noel as Lead Independent Director of the Company, as well as approved the depository banks, signing authorities and limits for corporate transactions of the Company.
San Miguel Food and Beverage, Inc.FB