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Securities and Exchange Commission Sec Form 20-Is

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Securities and Exchange Commission Sec Form 20-Is CR02188-2016 SECURITIES AND EXCHANGE COMMISSION SEC FORM 20-IS INFORMATION STATEMENT PURSUANT TO SECTION 17.1(b) OF THE SECURITIES REGULATION CODE 1. Check the appropriate box: Preliminary Information Statement Definitive Information Statement 2. Name of Registrant as specified in its charter PETRON CORPORATION 3. Province, country or other jurisdiction of incorporation or organization Philippines 4. SEC Identification Number 31171 5. BIR Tax Identification Code 000-168-801 6. Address of principal office San Miguel Head Office Complex, 40 San Miguel Avenue, Mandaluyong City Postal Code 1550 7. Registrant's telephone number, including area code (63 2) 886-3888, 884-9200 8. Date, time and place of the meeting of security holders May 17, 2016, 2:00 p.m., Valle Verde Country Club, Capt. Henry P. Javier St., Brgy. Oranbo, Pasig City 9. Approximate date on which the Information Statement is first to be sent or given to security holders Apr 8, 2016 10. In case of Proxy Solicitations: Name of Person Filing the Statement/Solicitor N/A Address and Telephone No. N/A 11. Securities registered pursuant to Sections 8 and 12 of the Code or Sections 4 and 8 of the RSA (information on number of shares and amount of debt is applicable only to corporate registrants): Number of Shares of Common Stock Outstanding and Amount Title of Each Class of Debt Outstanding COMMON (PCOR) 9,375,104,497 PREFERRED SERIES 2A (PRF2A) 7,122,320 PREFERRED SEREIS 2B (PRF2B) 2,877,680 TOTAL DEBT AS OF DECEMBER 31, 2015 211,167 (IN MILLIONS) 13. Are any or all of registrant's securities listed on a Stock Exchange? Yes No If yes, state the name of such stock exchange and the classes of securities listed therein: Philippine Stock Exchange - Common and Series 2 Preferred Shares 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. Petron Corporation PCOR PSE Disclosure Form 17-5 - Information Statement for Annual or Special Stockholders' Meeting References: SRC Rule 20 and Section 17.10 of the Revised Disclosure Rules Date of Stockholders' May 17, 2016 Meeting Type (Annual or Annual Special) Time 2:00 p.m. Venue Valle Verde Country Club, Capt. Henry P. Javier St., Brgy. Oranbo, Pasig City Record Date Mar 31, 2016 Inclusive Dates of Closing of Stock Transfer Books Start Date Apr 1, 2016 End date Apr 7, 2016 Other Relevant Information Please see attached Definitive Information Statement (SEC Form 20-IS) of the Company for the 2016 Annual Stockholders' Meeting scheduled on May 17, 2016 (with the notice, agenda and the rationale for each agenda item) filed with the Securities and Exchange Commission ("SEC") on April 4, 2016 and cleared for release by the SEC on April 7, 2016. Filed on behalf by: Name Jhoanna Jasmine Javier-Elacio Designation Legal Manager and Assistant Corporate Secretary Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. C O V E R S H E E T 3 1 1 7 1 S. E. C. Registration Number P E T R O N C O R P O R A T I O N (Company's Full Name) S M C H E A D O F F I C E C O M P L E X 4 0 S A N M I G U E L A V E. M A N D A L U Y O N G C I T Y ( Business Adress: No. Street City / Town / Province ) ATTY. JOEL ANGELO C. CRUZ 886-3888 Contact Person Company Telephone Number SEC FORM 20-IS 1 2 3 1 Definitive Information Statement 0 5 1 7 Month Day FORM TYPE Month Day Fiscal Year Annual Meeting (for 2016) Certificates of Permit to Offer Securities for Sale dated 1994, 1995, 1995, 2010 and 2014 Secondary License Type, if Applicable N/A Dept. Requiring this Doc. Amended Articles Number/Section Total Amount of Debt Outstanding: P211,167 Million (as of December 31, 2015) 149,595 (as of December 31, 2015) Total No. of Stockholders Domestic Foreign To be accomplished by SEC Personnel concerned Fiscal Numer LCU Document I. D. Cashier S T A M P S Remarks = pls. use black ink for scanning purposes ANNEX A PETRON CORPORATION SEC Form 20-IS Preliminary filed on March 16, 2016. Checklist of Requirements Page Remarks Petron No. reply/comment If yes, disclose the name of such Stock Exchange and the class of securities listed therein Submit a certification that Please find attached as none of directors and Appendix 1 to this checklist officers works in the certification from the government and if there is, Company accompanied by submit a letter consent the certification from the ITEM 5: DIRECTORS AND EXECUTIVE OFFICERS from the head of agency. College of Law of the University of the Philippines allowing Atty. Virgilio S. Jacinto, a director of the Company, to practice his profession. Information required by Part IV paragraph (A), (D)(1) and (D)(3) of Annex “C” (A)(1) Identify Directors, including Independent Directors (1) Submit updated (1) The certifications of the and Executive Officers Certification on the independent directors will be Qualifications and filed no later than 30 days Disqualification of after their election on May Independent Directors (2) 17, 2016 pursuant to the SEC The company is reminded Notice to Independent of SEC Memorandum Directors dated October 20, Circular No. 9, Series of 2006. 2011 re Term Limits for Independent Directors. (2) The Company notes the term limits of independent director(s) under SEC MC No. 9, Series of 2011, which shall be reckoned from January 3, 2012, as provided in such circular. MANAGEMENT REPORT Audited Financial Statements Submit 2015 Audited Please refer to Annex C Consolidated Financial (2015 Audited Financial Statements. Statements of Petron and its Subsidiaries) beginning on page 92 of the Definitive Information Statement 1 Checklist of Requirements Page Remarks Petron No. reply/comment Management’s Discussion and Analysis (MD&A) or Plan of Operation (Required by Part III(A) of Annex “C”) All other registrants shall provide the following information: For both full fiscal years and interim periods, disclose the Not complied with. Please refer to pages 47-48 company’s and its majority-owned subsidiaries’ top five (5) of Annex B (Management key performance indicators. It shall include a discussion of Discussion and Analysis of the manner by which the company calculates or identifies the Financial Conditions and the indicators presented on a comparable basis. Other Information) of the enclosed Definitive Information Statement presented on a comparable basis for years 2012, 2013, 2014 and 2015. (a) Full fiscal years (1) Discussion of the Registrant’s Financial Condition, Not complied with. Please refer to Annex B Changes in Financial Condition and Results of Operations (Management Discussion for each of the last 3 fiscal years. and Analysis of the Financial Conditions and Other Information) beginning on page 40 of the enclosed Definitive Information Statement presented on a comparable basis for years 2012, 2013, 2014 and 2015. If Material: (i) Any Known Trends, Events or Uncertainties (Material Disclose, if any Please refer to pages 50-55 Impact on Liquidity) of the enclosed Definitive Information Statement. (ii) Events that will trigger direct or contingent financial obligation that is material to the company, including any default or acceleration of an obligation (iii) All material off-balance sheet transactions, arrangements, obligations (including contingent obligations), and other relationships of the company with unconsolidated entities or other persons created during the reporting period. (iv) Description of any material commitments for capital expenditures, general purpose of such commitments, expected sources of funds for such expenditures (v) Any Known Trends, Events or Uncertainties (Material Impact on Sales) (vi) Any Significant Elements of Income or Loss (from continuing operations) (vii) Causes for Any Material Changes from Period to Period of FS which shall include vertical and horizontal analyses of any material item (5%) The term “material” in this section shall refer to changes on items amounting to at least five percent (5%) of the relevant accounts or such lower amount, which the registrant deems material on the basis of other factors. 2 Checklist of Requirements Page Remarks Petron No. reply/comment AUDITED FINANCIAL STATEMENTS Statement of Management Responsibility on the Financial Not submitted. Please refer to Annex C Statements (as prescribed by SRC Rule 68, As Amended) (2015 Audited Financial (Financial Reporting Bulletin No. 1) Statements of Petron and its Subsidiaries) beginning on page 92 of the Definitive Information Statement ADDITIONAL COMPONENTS OF FINANCIAL STATEMENTS (SRC Rule 68, as amended October 2011) Legal matter paragraph in the Auditor’s Report on each Please refer to Annex C components: (2015 Audited Financial Statements of Petron and its Subsidiaries) beginning on page 92 of the Definitive Information Statement Tabular schedule of standards and interpretation as of reporting date (Par 4(J)) A reconciliation of Retained Earnings available for dividend declaration which shall present the prescribed adjustments as indicated in Annex 68-C A map of the conglomerate or group of companies showing Not submitted the relationships between and among the company its ultimate parent company, middle parent, subsidiaries or co-subsidiaries, and associates (Par 4(h)) A schedule showing financial soundness indicators in two comparative period as follows: 1) current/liquidity ratios; 2) solvency ratios, debt-to-equity ratio; 3) assets-to-equity ratio; 4) interest rate coverage ratio; 5) profitability ratio; and 6) other relevant ratio as the Commission may prescribe.
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