SEC needs informants against dummies

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Emeterio Sd. Perez

Emeterio Sd. Perez

MINORITY BUY. First Pacific Natural Resources Holdings BV, an offshore unit of First Pacific Co. Ltd. of Hong Kong, paid P222.362 million in buying 27.795 million shares at P8 per share, in Roxas Holdings Inc.

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With its acquisition, First Pacific ended up owning 3.06 percent of Roxas Holdings’ outstanding shares and reduced the ownership of Pesan Holdings Inc., the seller, to 19.6 million shares, or 2.15 percent.

Roxas Holdings traded at an average price of P5.93 on November 29, which means First Pacific sweetened the deal by paying Pesan Holdings P2.07 more per share, or 37.91 percent higher than market.

Pesan Holdings is owned by Pedro E. Roxas, chairman of the board of Roxas Holdings.

Unusual surge. Marie Lyn Casem, deputy compliance officer of Roxas Holdings wrote the usual response when asked the reason for the stock’s “unusual price movement.”

O November 7, Roxas Holdings opened at P4.20, which was also its session’s low, and closed at its high of P6.09. When asked to explain the 45-percent surge, she said the company “has no knowledge or information that may account for the unusual movement of the share price.”

Does this mean no one among insiders at Roxas Holdings knew then that something was “cooking” inside the board room? Was it possible for Pedro E. Roxas not to know anything about the forthcoming sale of some of his shares held for him by his own company?

Will the Philippine Stock Exchange and the Securities and Exchange Commission review the trades on Roxas Holdings when volume climbed to 5.775 million shares on November 7 and remained in the million until November 14? If you do the suggestion, please disclose your findings.

Insiders’ trades. On December 12, Dennis Andreaci, executive vice president of Bloomberry Resorts Corp., reduced his holdings to 335,717 shares after selling 100,000 shares at P8.62 per share . . . Manuel Pangilinan, Ray Espinosa and Alex Erlito Fider hold 50,000 shares each, or 0.01 percent, each, in Roxas Holdings as members of the company’s board . . . Erudito Sygengco Recio, senior manager-investor relations department of Energy Development Corp. (EDC) sold 10,000 shares at P4.94 each on December 12. The sale reduced his direct holdings in the company to 64,500 shares. Recio said in his filing that he also indirectly holds 25,100 EDC shares that are “owned by wife.” . . . Mitsubishi Corp. of Japan has not totally abandoned the Zobels in Manila Water Co. Inc. After selling 140 million shares at P20 each on December 17, it still owns 29 million shares, or 1.42 percent, down from 169 million shares, or 8.29 percent.

Dummies warned. The Securities and Exchange Commission (SEC) posted on its website a warning against foreigners engaged in the retail business. Citing the pertinent provisions of the Retail Trade Nationalization Act, it said “the retail trade industry is reserved to Filipino citizens” and warned foreigners against using dummies to circumvent the law.

In issuing this warning, the SEC is trying to protect the turf of small entrepreneurs operating small stores. The restriction though depends on the capital as provided for in the law.

As to the use of dummies, perhaps the SEC will have to review the files of stock corporations registered with it. This, however, may take time, efforts and personnel.

How about offering rewards to anyone who knows of any big companies that are using Filipinos as dummies to evade coverage by the ownership limit.

Posting a warning on sec gov.ph won’t be enough to catch the violators of the country’s retail trade law. The SEC needs more than a website to catch the law violators.

esdperez@gmail.com

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