SM’s new unit. As the majority stockholder of Belle Corp., the SM group, which is controlled by businessman Henry Sy Sr. and his family, may add to its fold APC Group Inc. as a subsidiary.

The final numbers as to how much SM would eventually own in APC Group will be known upon the completion of APC’s quasi-reorganization, a process that involves the reduction of the par value of the capital stock of a losing corporation. In the case of APC Group, the company has been operating on a deficit, which as of last count, amounted to P7.818 billion. Huge as its accumulated losses may be, the ailing company is using the surplus of P5.889 billion resulting from the decrease in the company’s par value to P0.35 each from P1 to partially reduce it and totally erase it by applying its additional paid-in capital (APIC) of P1.964 billion. APIC refers to the amount of premium over par value, which a company, such as APC Group, collects when it sells new or primary shares that it sources from unissued capital stock. The application of the reduction surplus and APIC alone would provide APC Group with a positive stockholders’ equity of P35 million.
 
One-hour suspension. Trading on APC Group Inc. will be suspended from 9 a.m. to 10 a.m. when the market opens today to give the public investors, who own APC shares, time to absorb the bad news of 65 percent reduction in the par value of their holdings because of the quasi-reorganization. APC Group, which has long been trading below par, closed on Friday at P0.84, the session’s high. The stock recorded its 30-day high at P0.88 on December 18 last year and dropped to a month’s low of P0.61 earlier on November 27. Having a free-float level of 51.19 percent as posted on the PSE website, APC Group is one of the “more public” company. It listed Belle Corp. as its single biggest stockholder with 3.50 billion common shares, or 46.593 percent. A series of computations would show the SM group indirectly owning 978.46 million APC shares, or 27.956 percent. PCD Nominee Corp. holds 1.644 billion APC shares, or 21.884 percent, for Filipinos, and 757.036 million shares, or 10.078 percent, for foreigners.
 
Board pay hike. The seven-man board of Ayala Corp., the listed holding company of the Zobel family, more than doubled in 2011 the retainer fee of a director to P1.20 million a year from P500,000. It also raised a director’s fee for every meeting attended to P200,000 from P 100,000. In addition, a director gets P100,000 a meeting of the company’s audit committee and other committees, a huge increase of P80,000 from the old rate of P20,000. In a filing, AC said that the board’s compensation, which is decided by the board, is provided for in the company’s by-laws. But the annual compensation of AC’s board, according to AC’s charter, should not “exceed one percent of the net income before income tax of the preceding year. Being top executives, the brothers Jaime Augusto and Fernando Zobel de Ayala do not collect fees as members of the board. But as chairman and CEO and president and COO, respectively, they are among AC’s 11 highest-paid executives, who, as a group got P221 million in salary and P120 million in “other income in 2010; and P227 million and P122 million in 2011 for a total of P349, just P2 million off earlier estimate of P347 million. For last year, AC projected the basic pays and perks of the group to amount to P250 million and P109 million, respectively.
 
More for top execs. Ayala Corp. paid its management team, excluding directors, a total of P2.546 billion in salary and other income in the last three years including the estimates for 2012. Of the total, P1.049 billion, or 41.202 percent, went to the top 11 executives and the rest of P1.497 billion to “all other officers as a group unnamed,” who were paid P326 million in salary and P177 million in “other income in 2010; P330 million and P162 million in 2011; and based on estimates, P349 million and P153 million in 2012. Further computations show the total executive compensation of AC’s “managers and up” from 2010 to 2012 is equivalent to 54.942 percent of the company’s P4.635 billion net income in the third quarter of 2012, which is 19.737 percent up from P3.871 billion in the same quarter in 2011. AC’s net profit in the first nine months of 2012 went up 22.290 percent to P14.555 billion from P11.902 billion in the same period in 2011.
 
Insiders’ trades. Anna Karina Gerochi is a vice president of First Philippine Holdings Corp., a listed holding company option plan at a discount. A filing shows the acquisition of FPHC shares on January 10 when FPHC closed at P98.15 by Gerochi of 17,942 FPHC shares at P41.65 each; 11,076 shares at P58.60 each; and 11,982 shares at P23.55 each. The acquisitions increased the number of FPHC shares she owns to 673,682 . . . On. January 10, Victor Consunji and Ma. Cristina Gotianun bought 600 shares each in Semirara Mining Corp. at P241.6778 each, for total cost of P145,006.68 exclusive of commission, charges and taxes. Semirara closed the day’s session at P242 after hitting a high of P244 and dropping to a low of P241 . . . Lawyer Ethelwoldo Fernandez, corporate secretary of Lepanto Consolidated Mining Co., reduced the number of Lepanto shares he owns to 3,579,478 after selling 281,000 shares at P1.09 each on January 11 when Lepanto closed at P1.09, up 4.807 percent from P1.04 the previous day.