GOVERNMENT-CONTROLLED Philippine National Construction Corp. (PNCC) announced the “cessation of engagement of corporate secretary” in a regulatory disclosure dated Sept. 23 and posted on the website of the Philippine Stock Exchange (PSE).
“Atty. Ma. Cecilia Gironella ceased to be the company’s corporate secretary on 21 September 2015 as approved by the board on even date,” PNCC said. “Atty. Gironella was elected corporate secretary in April 2015.”
In the same posting, PNCC justified the termination of Gironella’s employment, saying “The Company was not able to complete the necessary government approvals for the completion of the service contract, thus, it is unable to pay the contracted compensation package contracted until such approvals are obtained.”
These disclosures raised a lot of questions. Will PNCC just let “bygones be bygone”? Doesn’t Ms. Gironella deserve compensation from April to September?
By the way, is her name Geronella or Gironella? PNCC spelled her name with an “e” after G when it hired her on April 20 to replace Henry B. Salazar, who resigned for “personal” reasons. (His name remains posted to this day on the PSE website, identifying him as corporate secretary.) It changed her name to Gironella when it let her go without paying her.
Well, you can’t expect anything right from a company that pretends to be public but does not hold annual stockholders’ meetings. What PNCC, which is under the Office of the President, has been doing is to post the date of stockholders’ meetings on the PSE website, then follow this up with a series of filings on postponements.
Augusto P. Hidalgo, president and chief executive officer of National Reinsurance Corporation of the Philippines (NRCP), disclosed on Sept. 24 that he bought 40,000 NRCP shares at P0.96 each on Sept. 18. The acquisition increased the number of shares he holds to 61,000 shares.
NRCP has authorized capital stock of 3 billion shares with a par value of P1, of which it has issued 2.1 billion shares that remained outstanding as of June 30, 2015. The company’s issued and outstanding shares include 741.9 million NRCP shares that it sold at P3.80 per share or P2.8 billion. The publicly held shares were listed on April 27, 2007.
Four years after going public, NRCP bought back 36 million shares for P60.4 million or P1.68 per share. It went on buying back shares such that, as of end of June 2015, it had piled up 58.3 million treasury shares, costing it a total of P100.55 million, or an average price of P1.72 per share.
For NRCP, P1.72 was not a bad repurchase price because it sold the shares to the public at P3.80 each, giving it a profit of P2.08 per share. Its president and CEO, however, did even better when he bought NRCP shares below par value.
BHI’s Panlilio selling
If an insider of NRCP was buying shares in the company that he heads, his counterpart in another listed company was selling.
As of July 13, 2015, a public ownership report listed Jose Marcel Panlilio, chairman, president and CEO of Boulevard Holdings Inc. and significant stockholder, as owner of 4.08 billion BHI shares, or 34 percent of 12 billion outstanding shares.
Of his total holdings, Panlilio said he indirectly owned 4.08 billion shares. He did not name the record stockholder, which he later identified in reporting his sale of BHI shares.
In his latest filing, Panlilio sold 24.25 million BHI shares at 6.2 centavos each on Sept. 17; 24.74 million at 6.1 centavos on Sept. 18; 25.5 million shares at 6 centavos on Sept. 21; and 50 million shares at 6 centavos on Sept. 22.
After the sale, Panlilio reported in a filing his ownership of 4.9 billion BHI shares, or 40.85 percent, which are held for him by JP Guilds Inc. He also directly holds 3.5 million BHI shares, or 0.03 percent.
MIC’s new name
Soon, there will be four IPMs on the Philippine Stock Exchange but only one of them would be listed.
The initials stand for Isabelita P. Mercado, who, together with her son Francis Neil P. Mercado, is the majority stockholder of Minerales Industrias Corp. (MIC).
While the PSE website already recognizes MIC as a holding company, the Mercados prefer it to be known as IPM Holdings Inc.
Probably, they would want their listed company to be known simply as IPM Holdings. The suggested name should differentiate it from three other IPM companies that make up the group controlled by Mercado the mother and Neil the son.
In an ownership filing, MIC listed IPM Construction and Development Corp. as owner of 350 million MIC shares, or 50.7 percent; IPM Environmental Services Inc., 65 million shares, or 9.42 percent; and IPM Realty and Development Corp., 50 million shares, or 7.2 percent.
MIC will submit for stockholders’ approval MIC’s new corporate identity in a special meeting on October 21.