Ginebra San Miguel : Amendments to Articles of Incorporation
August 31, 2022 at 10:54 pm
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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) Aug 1, 20222. SEC Identification Number 1423123. BIR Tax Identification No. 000-083-856-0004. Exact name of issuer as specified in its charter GINEBRA SAN MIGUEL INC.5. Province, country or other jurisdiction of incorporation Philippines6. Industry Classification Code(SEC Use Only) 7. Address of principal office 3rd and 6th Floors, San Miguel Properties Centre, St. Francis Street, Ortigas Center, Mandaluyong CityPostal Code15508. Issuer's telephone number, including area code (+632) 8841-51009. Former name or former address, if changed since last report N/A10. 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 STOCK
286,327,841
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.
Ginebra San Miguel, Inc.GSMI
PSE Disclosure Form 4-3 - Amendments to Articles of Incorporation References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Amendment to the Amended Articles of Incorporation
Background/Description of the Disclosure
Approval by the Board of Directors of the Amendment of the Second Article (Secondary Purpose) of the Amended Articles of Incorporation of Ginebra San Miguel Inc. (the "Company") to include in its secondary purpose the manufacture, acquisition, importation, exportation, preparation, distribution, buying and selling on wholesale basis only of alcohol related and alcohol-based products including but not limited to pharmaceutical grade alcohol and other similar products.
The foregoing amendment was approved by the Stockholders representing at least two thirds (2/3) of the outstanding capital stock of the Company during the Regular Stockholders' Meeting held today, May 26, 2022.
The same was approved by the Securities and Exchange Commission on July 25, 2022 and was received by the Company on July 29, 2022
Date of Approval by
Board of Directors
Apr 27, 2022
Date of Approval by Stockholders
May 26, 2022
Other Relevant Regulatory Agency, if applicable
N/A
Date of Approval by Relevant Regulatory Agency, if applicable
N/A
Date of Approval by Securities and Exchange Commission
Jul 25, 2022
Date of Receipt of SEC approval
Jul 29, 2022
Amendment(s)
Article No.
From
To
Second (Paragraph 2)
Please see attached SEC Form 17-C dated May 26, 2022
Please see attached SEC Form 17-C dated May 26, 2022
Rationale for the amendment(s)
The Amended Articles of Incorporation, Secondary Purpose, paragraph (2), is being amended to explicitly authorize the Company to produce, manufacture and distribute alcohol related and alcohol-based products which includes pharmaceutical grade alcohol (rubbing alcohol products with concentrations of 70% and beyond) and other types of rubbing alcohol.
The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the Articles of Incorporation with the SEC
Jul 21, 2022
Expected date of SEC approval of the Amended Articles of Incorporation
Jul 25, 2022
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any
The proposed amendment will allow the Company to venture into the production, manufacture and distribution of its rubbing alcohol products, which were initially launched by the Company in response of the Covid-19 pandemic to ensure the public steady supply of quality rubbing alcohol. The inclusion of the proposed amendment has no adverse effect on the business, operations and/or capital structure of the Company.
Other Relevant Information
This disclosure is being amended to reflect the date of approval by the Securities and Exchange Commission (SEC) and the date of receipt thereof by the Company.
Please see attached Amended Articles of Incorporation as approved by the SEC.
Filed on behalf by:
Name
Francis Joseph Cruz
Designation
General Counsel and Assistant Corporate Secretary
Attachments
Original Link
Original Document
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Disclaimer
Ginebra San Miguel Inc. published this content on 01 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 01 August 2022 02:53:00 UTC.
Ginebra San Miguel Inc. is a Philippines-based company. The Company is engaged in the manufacturing and selling of alcoholic beverages. The Company's products include Ginebra San Miguel, Ginebra San Miguel Premium Gin, G.S.M. Blue Light Gin, G.S.M. Blue Mojito, G.S.M. Blue Margarita, G.S.M. Blue Gin Pomelo, Ginebra San Miguel Premium Gin, 1834 Premium Distilled Gin, Antonov Vodka, Anejo Gold Rum, San Miguel Ethyl Alcohol, Tondena Manila Rum Primera Light Brandy and Vino Kulafu. Its Ginebra San Miguel Premium Gin is available in 750 milliliter (ml) bottle. Its G.S.M. Blue Light Gin is available in long neck 700 ml and solo 350 ml bottles. The Company's subsidiaries include Distileria Bago, Inc. (DBI), East Pacific Star Bottlers Phils Inc. (EPSBPI), Agricrops Industries Inc. (AII), Healthy Condiments, Inc. (HCI), Ginebra San Miguel International Ltd. (GSMIL), GSM International Holdings Ltd. (GSMIHL), Global Beverage Holdings Ltd. (GBHL) and Siam Holdings Ltd. (SHL).