The Makati Regional Trial Court on Monday denied the application of Alphaland Holdings (Singapore) Pte Ltd., a Singaporean company owned by funds managed by the Ashmore Group plc, for the enforcement in the Philippines of a Singaporean interim arbitration award.
Ashmore, for its part, said in a statement that it finds the court ruling “improper and irregular.”
In denying injunctive relief to Ashmore and upholding Alphaland’s position, the Makati Court declared as “invalid and unenforceable” a shareholders agreement allegedly executed by Ashmore and Alphaland’s shareholders in 2010. The court said that the agreement contains provisions that are violative of the Corporation Code and the Philippine Constitution.
The ruling solidifies the control of businessman Roberto Ongpin over Alphaland. Early this year, the listed Alphaland made a capital call on January 2 and to which Ashmore defaulted. As a result, the group of Ongpin gained control of Alphaland with 50.57 percent of the outstanding capital of Alphaland as of January 20.
“The court upheld our position that all along, the alleged ‘shareholders agreement’ was not properly and fully executed. And it is also void for being contrary to Philippine law,” Ongpin said in a statement.
Instead of participating in the capital call, Ashmore applied for injunctive relief, which was denied by Philippine courts, Ongpin said.
Ashmore for its part, said that, “We find it improper and irregular that the Court ruled that the shareholders agreement is invalid when at this point the only issue before it is whether it will grant the Ongpin Groups’ application for temporary restraining order or Ashmore’s request for assistance to enforce the interim measure of protection issued by the arbitral tribunal in Singapore.”
Ashmore added that the period to file an answer has not expired and there is no pretrial or trial yet on this issue. “This violates Ashmore’s right to due process,” it further said.
“In any event, the court has no jurisdiction over this matter. This should be raised by the parties before the Singapore Arbitral Tribunal,” Ashmore said.
Ashmore said that it will continue to resort in due time to the proper remedies that are available to it under the law.