SEC affirms P769.3-million fine on San Miguel for late reporting


Posted at Nov 29 2017 10:23 AM

MANILA - The Securities and Exchange Commission has upheld a P769.3 million fine on San Miguel Corp for filing a late notice on its acquisition of a stake in Manila Electric Co in 2011, a copy of the ruling showed.

San Miguel told the stock exchange that it would contest the decision. Shares of the conglomerate were up 0.27 percent in early trading Wednesday after news of the fine broke.

In 2012, SEC's Corporate Finance Department cited San Miguel for late filing of notices on its acquisition of an initial 10-percent stake in Meralco and the disposition of shares in the power distributor to its unit, San Miguel Purefoods.

At that time, the Corporate Finance Department said the notice on the Purefoods transaction was submitted 165 days late, a violation of the Securities Regulation Code.

The SEC en banc, in its Nov. 21 decision, rejected San Miguel's appeal against the fine, adding the company's excuse of "inadvertance" was "self-serving and unverifiable."

San Miguel had argued that while it was late in filing the reports, the company made various disclosures regarding the transactions.

"If such excuses are allowed, then the whole system of reportorial requirements designed to ensure transparency and fairness in the securities market would be undermined," the SEC en banc said.

San Miguel completed its acquisition of a 27-percent stake in Meralco in 2011, according to the SEC decision. The conglomerate had agreed in 2008 to buy out the Government Service Insurance System for P27.1 billion.

According to the SEC decision, San Miguel notified the PSE board of the share sale to Purefoods in August 2011, while the Corporate Finance Department was served notice of the deal in February 2012.