Calata delisting affirmed by SEC
Credit to Author: The Manila Times| Date: Mon, 21 Jan 2019 16:23:00 +0000
Corporate regulators have affirmed the Philippine Stock Exchange’s decision to delist agribusiness firm Calata Corp. and bar its founder, Joseph Calata, from being an officer or board member of any listed firm for life.
In a statement on Monday, the Securities and Exchange Commission (SEC) said it also approved the disqualification of several other Calata officials from holding directorships/executive officer positions in an issuer as decided by the PSE in a November 2017 ruling.
They were identified as Jose Marie E. Fabella, Halmond Parker R. Ong, Melvin H. Calata, Johnny L. Uy, Edmund M. Solilapsi and Fr. Conrado C. Zablan,
Calata, which went public in 2012 and was delisted in December 2017, was found to have committed multiple disclosure violations, particularly that of failing to announce any acquisition, disposal or change in the shareholdings of principal officer and directors within five trading days.
“[T]he PSE correctly imposed perpetual disqualifications upon Mr. Joseph H. Calata and other officers,” the SEC said, citing a recent en banc decision.
“The other directors, although they neither illicitly traded nor failed to disclose, may also be held liable because they bound themselves to ensure that Calata would not commit any violation of PSE disclosure rules,” the regulator added.
Its founder was said to have traded company shares between November 29, 2016 and March 16, 2017 but the corporation only disclosed the transactions on June 23, 2017. Trades between April 20, 2017 to June 20, 2017 were also only announced on July 2017.
The PSE also said that Calata committed 26 violations of the “blackout rule”, which states that a director or a principal officer of an issuer must not trade the company’s securities “during the period within which a material non-public information is obtained and up to two full trading days after the price sensitive information is disclosed”.
Joseph Calata, the SEC said, “consistently admitted that trades were executed while they were in possession of material non-public information and that there was a failure to disclose the same to the PSE.”
The SEC en banc, however, said that a PSE order for Calata to submit a buy-back plan for shares tendered by shareholders was “untenable” since the company did not have unrestricted retained earnings to fund the transaction.
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