NOTICE OF SPECIAL MEETING OF THE STOCKHOLDERS
March 27, 2025
The Special Meeting of the Stockholders of San Miguel Corporation will be held on Thursday, March 27, 2025 at 2:00 P.M.
The Company will not hold a physical meeting and the meeting will be conducted via remote communication and livestreamed at the Company’s website. Stockholders can attend the meeting by remote communication.
The Agenda of the Meeting is as follows:
Certification of Notice and Quorum
Approval of the Reclassification of 904,752,537 common shares currently held as treasury shares, into Series 2 Preferred Shares held in treasury
Approval of the Amendment to Article VII of the Amended Articles of Incorporation of the Company relating to its capital stock of Php30,000,000,000 at par value of Php5.00 per share or 6,000,000,000 shares –
FROM: divided into 3,790,000,000 common shares and 2,210,000,000 preferred shares
TO: divided into 2,885,247,463 common shares and 3,114,752,537 preferred shares
Approval of the issuance of common and Series 2 preferred shares of the Company under such terms and conditions determined by the Management
Approval of the delegation to the Board of Directors of the power to amend By Laws of the Corporation
Adjournment
Stockholders who would like to attend the online meeting should access the 2025 SMC SSM Website at https://www.smc2025ssm.sanmiguel.com.ph to obtain the following: (a) ballots and proxies to attend the meeting, and (b) the link to view the livestream of the meeting which will be available on the day of the meeting.
During the meeting, the Company shall entertain questions and comments from the stockholders after the presentation of the Agenda Item Nos. 2, 3, 4 and 5. Questions and comments must be submitted either in advance or during the meeting by email to stockholders@sanmiguel.com.ph. Questions which were not answered during the meeting shall be forwarded to the Office of the Corporate Secretary for the appropriate response.
Ballots and proxies can be submitted via email at stockholders@sanmiguel.com.ph which submission shall be duly acknowledged and validated by the SMC Stock Transfer Service Corporation. For individual stockholders, the submissions must be accompanied by a copy of a government issued ID as proof of identification. For corporations, the submission must be accompanied by a certification from its Corporate Secretary stating the corporate officer’s authority to represent and sign on behalf of the corporation. Kindly submit to the SMC Stock Transfer Service Corporation the original signed and notarized documents within a reasonable time after the resumption of regular business operations.
The deadline for submission of ballots and proxies is on March 13, 2025. Validation of ballots and proxies will be on March 20, 2025 at 10:00 a.m. at the SMC Stock Transfer Service Corporation Office, 2nd Floor, SMC Head Office Complex, No. 40 San Miguel Ave., Mandaluyong City, Philippines.
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