The limits of corporate disputes


In the past week or so, a couple of corporate disputes hogged the news for the wrong reasons. In both cases, lives were unfortunately lost. This is simply inexcusable.

We Filipinos like to think ourselves as a civilized people, and for the most part we are. Differences can be settled amicably, sometimes with a simple handshake, other times with a toast or a hug.

Precisely because we deem ourselves civilized, we must expect all corporate disputes to either be settled amicably, or in a court of law if the warring sides cannot come to an agreement.

A couple of days ago, within the outskirts of the Makati business district, security guards hired by two camps disputing control of the Burgundy Tower in Gil Puyat Ave (AKA Buendia) near the corner of Ayala Ave. engaged in a shootout. One guard was killed.

Similarly, the Makati-based National Development Corp. (Nadecor) has been the subject of a battle between the majority owners, on one side, and minority stockholders, on the other. The stakes, however, are much greater as foreign investors may be dragged into the picture.

Use of violence to try to take over the Nadecor minesite gives the worst possible impression of the Philippines and how Filipinos settle their differences. Yet this is precisely what the minority stockholders identified as the Ricafort group did.

After their claim that the latest stockholders’ meeting was illegal because they had not been informed, the Court of Appeals shot down their argument because a member of their family was present at that meeting.

The Supreme Court also rejected the minority bid for a temporary restraining order against the CA decision, thereby giving the majority Calalang group the legal right to run the company.

What exactly are the two groups fighting over?

Answer: A copper and gold mine in Compostela Valley potentially worth $2.5 billion to any foreign investor.

So far, the Calalang group has succeeded in reviving the fortunes of a once moribund project.

Foreign partner St. Augustine Gold and Copper Ltd. recently pumped in $43.5 million into Nadecor. One of the largest shareholders of Toronto-based St. Augustine is Queensberry Mining and Development Corp., the investment arm of “brown taipan” Manny Villar.

Incidentally, Nadecor and St. Agustine presented the recent turnover of the Benguet Mining Corp. settlement documents in a press conference at the Zuellig building in Makati earlier this week.

It was Nadecor and Benguet Mining Corp which were partners in the King-King project in Compostela Valley, but the latter was expelled from the deal after it was found that they did little to no development on the prospected multi-billion peso project.

According to Nadecor Chairman Ambassador Roberto Romulo, St. Augustine “paid for the settlement for $18 million.”

“We are glad that Nadecor has attracted direct foreign investments in the country. It is much appreciated knowing that the mining industry faces so many challenges, and yet our partner, St. Agustine, has chosen to invest in our country,” Romulo told media.

He said that the King King Copper-Gold Project in Pantukan, Compostela Valley that attracts over $2 billion in foreign investments in the country, used to be barren land but is now being developed into a full-pledged revenue generating location.

It should be all systems go for Nadecor now, unless the minority stockholders resort to some other tactic to block the majority from doing their job of generating a profit for all stockholders.


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