SABMiller plc Principal subsidiary undertakings

Principal subsidiary undertakings

The principal subsidiary undertakings of the group, as at 31 March, were as follows:


Name	Country of incorporation	Principal activity	Effective interest in ordinary share capital
Name	Country of incorporation	Principal activity	2005	2004
Central administration
SABMiller Finance BV	Netherlands	Holding and finance company	100%	100%
SABSA Holdings (Pty) Ltd	South Africa	Holding company	100%	100%
SABMiller Africa and Asia BV	Netherlands	Holding company	100%	100%
North American operations
Miller Brewing Company	USA	Brewing	100%	100%
Foster’s USA, LLC	USA	Import and sale of beer	50%	50%
Jacob Leinenkugel Brewing Co., Inc.	USA	Brewing	100%	100%
Pilsner Urquell USA, Inc.⁽¹⁾	USA	Import and sale of beer	100%	100%

Central American operations
Bevco Ltd⁽²⁾	British Virgin Islands	Holding company	58%	58%
Corporación Cevecera Hondureña S.A.	Honduras	Distribution company	58%	58%
Cervecería Hondureña, S.A.	Honduras	Brewing/CSDs	58%	58%
Industrias La Constancia, S.A.	El Salvador	Brewing/CSDs/water	58%	58%
Tres Montanas S.A.	El Salvador	Leasing	58%	58%

European operations
SABMiller Europe BV	Netherlands	Holding company	100%	100%
Birra Peroni SpA⁽³⁾	Italy	Brewing	100%	60%
Compania de Bere Romania	Romania	Brewing	99%	98%
Compania Cervecera de Canarias SA	Spain	Brewing	51%	51%
Dreher Sörgyárak Rt	Hungary	Brewing	100%	99%
Kaluga Brewery Company OOO	Russia	Brewing	100%	100%
Kompania Piwowarska SA⁽⁴⁾	Poland	Brewing	72%	72%
Browar Dojlidy Sp z.o.o.⁽⁵⁾	Poland	Brewing	71%	71%
Pivovar Šariš AS⁽⁶⁾	Slovakia	Brewing	100%	100%
Plzeňský Prazdroj AS	Czech Republic	Brewing	97%	97%

African operations
SABMiller Africa BV	Netherlands	Holding company	62%	62%
SABMiller Botswana BV	Netherlands	Holding company	62%	62%
Accra Brewery Ltd⁽⁷⁾	Ghana	Brewing	43%	43%
Botswana Breweries (Pty) Ltd	Botswana	Sorghum brewing	31%	31%
Cervejas de Moçambique SARL⁽⁷⁾⁽⁸⁾	Mozambique	Brewing	49%	49%
Coca-Cola Bottling Luanda SARL	Angola	CSDs	28%	28%
Coca-Cola Bottling Sud de Angola SARL	Angola	CSDs	37%	37%
Chibuku Products Ltd	Malawi	Sorghum brewing	31%	31%
Kgalagadi Breweries (Pty) Ltd	Botswana	Brewing/CSDs	31%	31%
Lesotho Brewing (Pty) Ltd	Lesotho	Brewing/CSDs	24%	24%
National Breweries plc⁽⁷⁾	Zambia	Sorghum brewing	43%	43%
Nile Breweries Ltd	Uganda	Brewing	59%	59%
Swaziland Brewers Ltd	Swaziland	Brewing	37%	37%
Tanzania Breweries Ltd⁽⁷⁾	Tanzania	Brewing	33%	33%
Zambian Breweries plc⁽⁷⁾	Zambia	Brewing/CSDs	54%	54%

Asian operations
SABMiller Asia BV⁽⁹⁾	Netherlands	Holding company	100%	100%

Beer South Africa⁽¹⁰⁾
The South African Breweries Ltd⁽¹⁰⁾	South Africa	Brewing and holding company	100%	100%
South African Breweries Hop Farms (Pty) Ltd	South Africa	Hop farming	100%	100%
Southern Associated Maltsters (Pty) Ltd	South Africa	Maltsters	100%	100%

Other Beverage Interests
Other Beverage Interests (Pty) Ltd	South Africa	Holding company	100%	100%
Amalgamated Beverage Industries Ltd⁽¹¹⁾	South Africa	Dormant	100%	74%
Appletiser South Africa (Pty) Ltd	South Africa	Fruit juices and water	100%	100%

Notes:

(1) Pilsner Urquell USA, Inc. was transferred to the North American operations from the European operations on 1 April 2003.

(2) Voting rights are different from the nominal interest. A 50% voting right can be exercised. Control vests in SABMiller plc by virtue of the management agreement.

(3) The acquisition of a 60% interest in Birra Peroni SpA was completed on 4 June 2003. Effective from 23 February 2005, SABMiller plc acquired a further 39.8% of Birra Peroni, bringing the group’s shareholding to 99.8%.

(4) SABMiller Poland BV, a wholly owned subsidiary of SABMiller Europe, holds 71.9% of Kompania Piwowarska SA (KP) at 31 March 2005.

(5) KP completed the acquisition of a 98.8% interest in Browar Dojlidy Sp z.o.o. on 30 April 2003. Subsequent purchases from minority shareholders have increased KP’s interest to 99.4%.

(6) Pivovar Saris AS is 100% owned by BBG Austria, a wholly owned subsidiary of SABMiller Europe BV.

(7) Listed in country of incorporation.

(8) Effective 1 December 2003, SABMiller Africa BV acquired a further 9.5% interest in Cervejas de Moçambique SARL, bringing SABMiller’s effective stake to 49.1%.

(9) This company holds a 49% interest in China Resources Snow Breweries Ltd – see the table for associated undertakings.

(10) When the operations and assets of the South African Beer Division were a part of SAB Ltd, they were held as a division of that company. Following the restructuring, these operations and assets were incorporated into a corporate legal entity, The South African Breweries Ltd.

(11) The group acquired the interests it did not already own in Amalgamated Beverage Industries Ltd in December 2004 pursuant to a scheme of arrangement. The trade and assets of ABI were transferred subsequently to The South African Breweries Ltd and ABI was delisted.

The group comprises a large number of companies. The list above only includes those subsidiary undertakings which materially affect the profit or net assets of the group, or a business segment, together with the principal intermediate holding companies of the group.

The principal country in which each of the above subsidiary undertakings operates is the same as the country in which each is incorporated.

Where the group’s nominal interest in the equity share capital of an undertaking is less than 50%, the basis on which the undertaking is a subsidiary undertaking of the group is as follows:

African operations
The group’s effective interest in its African operations was diluted as a result of the disposal of a 38% interest in SABMiller Africa BV on 1 April 2001, in exchange for a 20% interest in the Castel group’s African beverage interests. The operations continue to be consolidated due to SABMiller Africa BV’s majority shareholdings, and ability to control the operations.

Botswana Breweries (Pty) Ltd and Kgalagadi Breweries (Pty) Ltd
SABMiller Africa holds a 40% interest in each of Botswana Breweries (Pty) Ltd and Kgalagadi Breweries (Pty) Ltd with the remaining 60% interest in each held by Sechaba Brewery Holdings Ltd. SABMiller Africa’s shares entitle the holder to twice the voting rights of those shares held by Sechaba Brewery Holdings Ltd. SABMiller Africa’s 10.1% indirect interest (2004: 10.1%) is held via a 16.8% interest (2004: 16.8%) in Sechaba Brewery Holdings Ltd.

Lesotho Brewing Company (Pty) Ltd (Lesotho Brewing)
SABMiller Africa holds a 39% interest in Lesotho Brewing with the remaining interest held by a government authority, the Lesotho National Development Corporation (51%), and the Commonwealth Development Corporation (10%). Lesotho Brewing is treated as a subsidiary undertaking based on the group’s ability to control its operations through its board representation. The day-to-day business operations are managed in accordance with a management agreement with Bevman Services AG, a group company.

Coca-Cola Bottling Luanda SARL (CCBL)
SABMiller Africa is the largest shareholder in CCBL with a 45% holding. Management control is exercised through a contractual agreement with Bevman Services AG, a group company.

(1)	Pilsner Urquell USA, Inc. was transferred to the North American operations from the European operations on 1 April 2003.
(2)	Voting rights are different from the nominal interest. A 50% voting right can be exercised. Control vests in SABMiller plc by virtue of the management agreement.
(3)	The acquisition of a 60% interest in Birra Peroni SpA was completed on 4 June 2003. Effective from 23 February 2005, SABMiller plc acquired a further 39.8% of Birra Peroni, bringing the group’s shareholding to 99.8%.
(4)	SABMiller Poland BV, a wholly owned subsidiary of SABMiller Europe, holds 71.9% of Kompania Piwowarska SA (KP) at 31 March 2005.
(5)	KP completed the acquisition of a 98.8% interest in Browar Dojlidy Sp z.o.o. on 30 April 2003. Subsequent purchases from minority shareholders have increased KP’s interest to 99.4%.
(6)	Pivovar Saris AS is 100% owned by BBG Austria, a wholly owned subsidiary of SABMiller Europe BV.
(7)	Listed in country of incorporation.
(8)	Effective 1 December 2003, SABMiller Africa BV acquired a further 9.5% interest in Cervejas de Moçambique SARL, bringing SABMiller’s effective stake to 49.1%.
(9)	This company holds a 49% interest in China Resources Snow Breweries Ltd – see the table for associated undertakings.
(10)	When the operations and assets of the South African Beer Division were a part of SAB Ltd, they were held as a division of that company. Following the restructuring, these operations and assets were incorporated into a corporate legal entity, The South African Breweries Ltd.
(11)	The group acquired the interests it did not already own in Amalgamated Beverage Industries Ltd in December 2004 pursuant to a scheme of arrangement. The trade and assets of ABI were transferred subsequently to The South African Breweries Ltd and ABI was delisted.