Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
The information required in the remainder of this cover page shall not be
deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
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1.
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NAME OF
REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Commonwealth Bank of Australia
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☐ (b) ☒
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Australian Capital Territory, Commonwealth of
Australia
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
PERSON
WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
19,581,741*
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
19,581,741*
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,581,741*
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES ☐
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
Approximately 5.30% (based on 369,502,872 shares
outstanding)
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12.
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TYPE OF REPORTING PERSON
BK/HC
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*
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Held in the form of 16,794,939 shares of common stock and 1,393,401 American Depository Receipts (“ADRs”), with each ADR representing 2 shares of common stock. The common stock is not registered for trading
but only in connection with the registration of American Depository shares which are evidenced by the ADRs.
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Page 2
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1.
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NAME OF
REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Colonial Holding Company Limited
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☐ (b) ☒
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
New South Wales, Commonwealth of Australia
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
PERSON
WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
19,576,126*
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
19,576,126*
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,576,126*
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES ☐
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
Approximately 5.30% (based on 369,502,872 shares
outstanding)
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12.
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TYPE OF REPORTING PERSON
HC
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*
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Held in the form of 16,789,324 shares of common stock and 1,393,401 American Depository Receipts (“ADRs”), with each ADR representing 2 shares of common stock. The common stock is not registered for trading
but only in connection with the registration of American Depository shares which are evidenced by the ADRs.
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Page 3
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1.
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NAME OF
REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Commonwealth Insurance Holdings Limited
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☐ (b) ☒
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
New South Wales, Commonwealth of Australia
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
PERSON
WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
19,576,126*
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
19,576,126*
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,576,126*
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES ☐
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
Approximately 5.30% (based on 369,502,872 shares
outstanding)
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12.
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TYPE OF REPORTING PERSON
HC
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*
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Held in the form of 16,789,324 shares of common stock and 1,393,401 American Depository Receipts (“ADRs”), with each ADR representing 2 shares of common stock. The common stock is not registered for trading
but only in connection with the registration of American Depository shares which are evidenced by the ADRs.
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Page 4
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1.
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NAME OF
REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Colonial First State Group Limited
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☐ (b) ☒
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
Victoria, Commonwealth of Australia
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
PERSON
WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
19,402,193
*
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
19,402,193
*
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,402,193*
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES ☐
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (9)
Approximately 5.25% (based on 369,502,872 shares
outstanding)
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12.
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TYPE OF REPORTING PERSON
HC
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*
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Held in the form of 16,773,139 shares of common stock and 1,314,527 American Depository Receipts (“ADRs”), with each ADR representing 2 shares of common stock. The common stock is not registered for trading
but only in connection with the registration of American Depository shares which are evidenced by the ADRs.
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Page 5
Item 1.
(a) Name of Issuer: COMPAÑIA CERVECERIAS UNIDAS S.A.
(b) Address of Issuer’s Principal Executive Offices: Vitacura 2670, Twenty-Third Floor, Santiago, Chile
Item 2.
(a) Name of Person Filing
(b)
Address of Principal Business Office
(c) Citizenship
Commonwealth Bank of Australia
Ground Floor Tower 1, 201 Sussex
Street, Sydney, NSW, 2000,
Australia
Commonwealth of
Australia
Australian Captial Territory
Colonial Holding Company Limited
Ground Floor Tower 1, 201 Sussex
Street, Sydney, NSW, 2000,
Australia
Commonwealth of
Australia
New South Wales
Commonwealth Insurance Holdings Limited
Ground Floor Tower 1, 201 Sussex
Street, Sydney, NSW, 2000,
Australia
Commonwealth of
Australia
New South Wales
Colonial First State Group Limited
Ground Floor Tower 1, 201 Sussex
Street, Sydney, NSW, 2000,
Australia
Commonwealth of
Australia
Victoria
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(d) Title of Class of Securities: Common Stock
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(e) CUSIP Number: 204429104
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Item 3. If this statement is filed pursuant to Rules
13d-1(b),
or
13d-2(b)
or (c), check whether the person filing is a:
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(a)
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☐
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Broker or dealer registered under section 15 of the Exchange Act;
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(b)
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☐
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Bank as defined in section 3(a)(6) of the Exchange Act;
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(c)
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☐
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Insurance company as defined in section 3(a)(19) of the Exchange Act;
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(d)
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☐
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Investment company registered under section 8 of the Investment Company Act;
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(e)
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☐
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An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
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(f)
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☐
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An employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F);
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(g)
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☒
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A parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G);
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(h)
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☐
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
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(i)
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☐
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act;.
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(j)
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☐
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A
non-U.S.
institution in accordance with §240.13d–1(b)(1)(ii)(J);
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(k)
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☐
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Group, in accordance with Rule
13d-1(b)(1)(ii)(J).
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Page 6
If this statement is filed pursuant to Rule
13d-1(c),
check this box: ☐
(a) Amount beneficially owned:
Incorporated by reference to Item 9 of the cover page pertaining to each reporting person.
(b) Percent of class:
Incorporated by reference to Item 11 of the cover page pertaining to each reporting person.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Incorporated by reference to Item 5 of the cover page pertaining to each reporting person.
(ii) Shared power to vote or to direct the vote:
Incorporated by reference to Item 6 of the cover page pertaining to each reporting person.
(iii) Sole power to dispose or to direct the disposition of:
Incorporated by reference to Item 7 of the cover page pertaining to each reporting person.
(iv) Shared power to dispose or to direct the disposition of:
Incorporated by reference to Item 8 of the cover page pertaining to each reporting person.
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Item 5.
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Ownership of Five Percent or Less of a Class:
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Not Applicable.
Page 7
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person:
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Not Applicable.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company:
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See Exhibit 99.2.
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Item 8.
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Identification and Classification of Members of the Group:
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Not Applicable.
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Item 9.
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Notice of Dissolution of Group:
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Not Applicable.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and
were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. I also certify that, to the best of my knowledge and belief, the foreign regulatory schemes applicable to the relevant
subsidiaries referenced in Exhibit 99.2 to this Schedule 13G are substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s), and that I undertake to furnish to the Commission staff, upon request,
information that would otherwise be disclosed in a Schedule 13D.
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certify that the information set forth in this statement is true, complete and correct.
Dated this 13 day of February
2018
Commonwealth Bank of Australia
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By:
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/s/ Clare McManus
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Name:
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Clare McManus
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Title:
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Company Secretary
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Colonial Holding Company Limited
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By:
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/s/ Andrew Morgan
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Name:
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Andrew Morgan
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Title:
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Director
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Commonwealth Insurance Holdings Limited
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By:
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/s/ Andrew Morgan
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Name:
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Andrew Morgan
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Title:
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Director
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Colonial First State Group Limited
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By:
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/s/ Andrew Morgan
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Name:
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Andrew Morgan
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Title:
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Director
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Page 8
INDEX TO EXHIBITS
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Exhibit No.
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Exhibit
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99.1
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Joint Filling Agreement
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99.2
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Item 7 Information
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Page 9