San Miguel appeals non-disclosure penalty


Posted at Feb 11 2009 01:24 PM | Updated as of Feb 11 2009 09:34 PM

Food and drinks conglomerate San Miguel Corp. has asked the Philippine Stock Exchange (PSE) to reconsider the penalty it imposed on the company for non-disclosure of a deal with state-owned Government Service Insurance System (GSIS).

The regulator earlier slapped a P50,000 fine on San Miguel for failing to disclose the date of the actual signing of its share purchase agreement with GSIS involving the acquisition of the latter's 27-percent stake in Manila Electric Co. (Meralco). It said an additional P1,000 would also be applied for each day of delay in payment.

In a letter sent to PSE on Wednesday, San Miguel asked that the penalty be withdrawn and the period for compliance be suspended while its request for reconsideration remains pending.

It reiterated it sufficiently informed the PSE and the investing public about the material details of its investment in Meralco when it disclosed on October 27, 2008 that its board had authorized the deal and that the purchase price of the stake was valued at P90.00 per share.

San Miguel said this is evidenced by the fact that on November 4, the PSE had not requested for a confirmation of the transaction, but only additional information.

"The tenor of the request of PSE assumed execution (of the transaction) when it asked that SMC submit copies of all 'agreements executed' on the transaction. The text of the request enumerated seven matters for clarification, none of which was a request to declare the date of execution," it said.

Thus, San Miguel added, its reply on the following day did not focus on, much less included, the detail of the date of execution of the agreement with GSIS.

"There were seven items enumerated in the 'additional information' requested, but none stated that we should identify the date of the signing of the (agreement). Had the request for clarification..simply asked for the date of signing, we would have promptly given the information," noted San Miguel.

The company said it could not provide the PSE a full copy of the said agreement because it was bound by confidentiality.

The PSE earlier argued that "the closing date of the signing is material information because it will apprise the investing public of the actual date for the delivery of the down payment which can ensure that the planned acquisition of shares will materialize."