FORM 20-F Grupo Casa Saba, S.A.B. de C.V.

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Table of Contents Name of Subsidiary (1) Economic Interest (Direct or Indirect) (2) Mexican Subsidiaries 2010 2011 Indirect Interest Casa Saba, S.A. de C.V. (3) (Casa Saba) 51.79% 51.79% Distribuidora Drogueros, S.A. de C.V. (11) (Didrosa) 99.9% 99.9% Daltem Provee Norte, S.A. de C.V. (12) (Daltem Norte) 99.9% 99.9% Drogueros, S.A. de C.V. (13) (Drogueros) 99.9% 99.9% Farmacias Provee de Especialidades, S.A. de C.V. (14) (Farmacias Provee) 99.9% 99.9% Servicios Corporativos Drogueros, S.A. de C.V. (15) (Secodro) 99.99% 99.99% Inmuebles Visosil, S.A. de C.V. (16) (Visosil) 99.9% 99.9% Servicios Corporativos Saba, S.A. de C.V. (17) (Secosa) 99.9% 99.9% Other companies (27) (2 Subsidiaries) 99.9% 99.9% Foreign Subsidiaries: Casa Saba Brasil Holdings Ltda. (Brazil**) (18) (Casa Saba Brasil) 100% 100% Farmacias Ahumada, S.A. (Chile***) (19) (FASA) 97.8% 97.8% Associates: Lomas Sports Clinic Ambulatorias, S.A. de C.V. (20) 36.2% 36.2% WTC Sports Clinic Ambulatorias, S.A. de C.V. (21) 47.0% 47.0% Resonancia Sports Clinic, S.A. de C.V. (22) 49.9% 49.9% Servicios Corporativos Sports Clinic, S.A. de C.V. (23) 49.9% 49.9% Tampico Sports Clinic Ambulatorias, S.A. de C.V. (24) 49.6% 49.6% Inmobilaria Avantuen, S.A. (25) 49.0% 49.0% Inmobilaria Faster (26) 49.0% 49.0% (**) CS Brasil holds 100 percent of the issued and outstanding capital stock of CSB Drogarias, S.A. (CSB Drogarias) in Brasil. (***) Farmacias Ahumada, S.A. (FASA) is an entity incorporated in accordance with the laws of Chile, which was acquired by the Company on October 3, 2010. FASA is registered in the Securities Registry of the Superintendence of Securities and Insurance (SVC-Spanish acronym) of Chile, and it trades its shares on the Chilean securities market. FASA holds 99.9 percent of the shares representative of the capital stock of Fasa Chile, S.A. and its subsidiaries (9 Chilean and one Uruguayan), as well as 99.9 percent of the shares of Fasa Investment, Ltda. In turn, Fasa Investments, Ltda. holds 100 percent of the shares of Farmacias Peruanas, S.A. and its subsidiary, as well as 95.6 percent of the shares of Farmacias Benavides, S.A.B. de C.V. and three subsidiaries. Farmacias Benavides is a company listed on the Bolsa Mexicana de Valores, S.A.B. de C.V. 55
Table of Contents (****) Associates with shareholdings held by FASA. (1) With the exception of Casa Saba, S.A. de C.V. and CSB Drogarias, S.A., none of our operating subsidiaries is a “significant subsidiary” within the meaning of Rule 1-02(w) of Regulation S-X of the Securities Act of 1933. (2) Percentage of equity owned by us directly or indirectly through subsidiaries or affiliates. (3) We directly own 48.21% of the shares of Casa Saba and the remaining 51.79% is held through our subsidiary Transporte Marproa, S.A. de C.V. Through this subsidiary we distribute pharmaceutical products to private and government clients. (4) Subsidiary that provides logistical and transportation services to Casa Saba, S.A de C.V. (5) Subsidiary through which we distribute publications. (6) Subsidiary through which we deliver products to our distribution centers throughout Mexico. We place centralized purchase orders for all of our distribution centers directly with suppliers, who deliver these centralized purchase orders to Transportes Marproa, S.A. de C.V., or Marproa. Marproa then distributes customized orders to our distribution centers throughout Mexico. Marproa also provides freight services to third parties at market rates. (7) Subsidiary through which we sell pharmaceutical products. (8) Subsidiary through which we operate medical clinics. (9) Subsidiary through which we distribute general merchandise and other products. (10) Subsidiary through which we own Casa Saba Brasil Holdings Ltda. (11) Subsidiary through which we distribute pharmaceutical products to private and government clients. (12) Subsidiary through which we distribute pharmaceutical products to private and government clients. (13) Subsidiary through which we distribute pharmaceutical products to private and government clients. (14) Subsidiary through which we sell pharmaceutical products. (15) Subsidiary that provides administrative, legal, accounting, tax planning, financial counseling and other professional services to Drogueros, S.A. de C.V. (16) Subsidiary through which we lease real estate to our other subsidiaries. Inmuebles Visosil, S.A. de C.V. owns substantially all of the capital stock of Drogueros, S.A. de C.V. (17) Subsidiary that provides administrative, legal, accounting, tax planning, financial counseling and other professional services to Casa Saba, S.A de C.V. (18) Subsidiary, organized under Brazilian laws, through which we own operating subsidiaries in Brazil, including Drogasmil. (19) Subsidiary, organized under Chilean laws, through which we sell pharmaceutical products. (20) Subsidiary through which we provide specialized medical, rehabilitation and surgical services for short-stay patients. (21) Subsidiary through which we provide specialized medical, rehabilitation and surgical services for short-stay patients. 56
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UNITED STATES SECURITIES AND EXCHAN
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TABLE OF CONTENTS PART I Item 1. Id
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Table of Contents We caution you th
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Page 13 and 14: Table of Contents We Are a Holding
Page 15 and 16: Table of Contents Today, the market
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Page 25 and 26: Table of Contents The Acquisition h
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Page 31 and 32: Table of Contents At our annual gen
Page 33 and 34: Table of Contents We distribute the
Page 35 and 36: Table of Contents In our stores, we
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Page 41 and 42: Table of Contents To better serve s
Page 43 and 44: Table of Contents ● Mexsana talcu
Page 45 and 46: Table of Contents Payments and Coll
Page 47 and 48: Table of Contents Information Techn
Page 49 and 50: Table of Contents In addition to th
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Page 53 and 54: Table of Contents (4) To calculate
Page 55 and 56: Table of Contents We also offer our
Page 57: Table of Contents The devaluation o
Page 61 and 62: Table of Contents In January 2009 w
Page 63 and 64: Table of Contents In our Retail Pha
Page 65 and 66: Table of Contents Inflation and Int
Page 67 and 68: Table of Contents With the acquisit
Page 69 and 70: Table of Contents Results of Operat
Page 71 and 72: Table of Contents Net Income. The G
Page 73 and 74: Table of Contents On March 25, 2010
Page 75 and 76: Table of Contents Grupo Casa Saba i
Page 77 and 78: Table of Contents In the event that
Page 79 and 80: Table of Contents Grupo Casa Saba h
Page 81 and 82: Table of Contents Prior to the noti
Page 83 and 84: Property and equipment Our balance
Page 85 and 86: Labor obligations Our labor liabili
Page 87 and 88: Tax and legal contingencies We are
Page 89 and 90: FRS C-4. “Inventories” (FRS C-4
Page 91 and 92: Table of Contents As of the transit
Page 93 and 94: Table of Contents Name and Date of
Page 95 and 96: Table of Contents Employee Profit S
Page 97 and 98: Table of Contents The Chairman of t
Page 99 and 100: Table of Contents All related party
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Page 103 and 104: Table of Contents The table below s
Page 105 and 106: Table of Contents ● ● ● ● a
Page 107 and 108: Table of Contents ● ● ● ●
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Table of Contents Directors Under t
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Table of Contents Forfeiture of Sha
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Table of Contents We are organized
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Table of Contents Ownership by non-
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Table of Contents ● Gain on sales
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Table of Contents We anticipate tha
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Table of Contents As a foreign priv
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Table of Contents Item 12. Item 12A
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Table of Contents During the review
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Table of Contents Since we are Mexi
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Table of Contents PART III Item 17.
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Table of Contents INDEX TO CONSOLID
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Table of Contents REPORT OF INDEPEN
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Table of Contents ATTESTATION REPOR
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Table of Contents Grupo Casa Saba,
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Table of Contents Grupo Casa Saba,
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Table of Contents NOTES TO THE CONS
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Table of Contents a) Through an ass
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Table of Contents Proforma condense
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Table of Contents 3. Significant ac
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Table of Contents The errors accoun
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Table of Contents Investments in as
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Table of Contents Effective 2011, t
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Table of Contents The Company recog
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Table of Contents The Group has cre
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Table of Contents In addition, the
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Table of Contents Foreign currency
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Table of Contents 8. Derivative fin
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Table of Contents 10. Goodwill, int
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Table of Contents At December 31, 2
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Table of Contents On January 25 and
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Table of Contents 13. Other payable
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Table of Contents 15. Foreign curre
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Table of Contents On December 18, 2
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Table of Contents c) Tax loss carry
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Table of Contents All significant t
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Table of Contents On December 7, 20
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Table of Contents ● ● For real
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Table of Contents 22. Differences b
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Table of Contents ii) For Mexican F
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Table of Contents At December 31, 2
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Table of Contents 23. Reconciliatio
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Table of Contents 24. Supplementary
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Table of Contents g) Quantitative a
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Table of Contents ● In October 20
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Table of Contents Page Representati
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CREDIT AGREEMENT (THIS “AGREEMENT
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(k) To the best of its knowledge, F
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(aa) Any and all funds used by it t
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“Authorized Officer” shall mean
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“Drawdown” shall mean each draw
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“Interest Payment Date” has the
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“Share Pledge Agreement” shall
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(g) The Lenders shall credit the am
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(e) If the Borrower defaults with a
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(iii) concurrently with the deliver
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(j) Maintenance of Property. The Bo
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(ii) To the extent permitted by the
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(ii) date thereof; Liens imposed by
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ARTICLE THIRTEEN. Conditions Preced
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(xxii) neither the execution of the
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(i) Insolvency. (i) If the Borrower
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(b) If as a result of the amendment
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(B) The Chilean Collateral Agent. (
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(iii) Neither the Chilean Collatera
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(h) Effective Term. Unless revoked
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(c) effective. Absent written notic
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This Credit Agreement is executed i
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The Chilean Collateral Agent: HSBC
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(c) If the Central Bank of Mexico s
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Joint and Several Obligations. (a)
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(k) Material Adverse Effect. If the
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Exhibit 4.3 SUMMARY OF THE IRREVOCA
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(6) defend, at its own cost and exp
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(5) the balance remaining after the
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In addition, articles Three, Four a
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(j) deliver, within five (5) days f
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Governing Law and Jurisdiction. Thi
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Servicios Corporativos Doctorgen, S
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Exhibit 12.2 CERTIFICATION I, Juan
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FORM 20-F Grupo Casa Saba, S.A.B. de C.V.

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