Supercity is a builder
Credit to Author: Emeterio SD. Perez| Date: Tue, 26 Nov 2019 17:13:20 +0000
Republic Glass Holdings Corp. (REG) unlisted Gervel Inc. as its parent company as reported in a general information sheet (GIS). The company, which has 682,065,632 outstanding common shares, and 738,314,299 listed and issued shares. It has a free-float level of 24.04 percent, which, when computed on outstanding, is equal to 163,968,578 REG common shares.
In a public ownership report (POR) as of Sept. 30, 2019, Republic Glass said of 738,314,299 issued shares, it has 56,248,667 treasury shares, which it has not retired. In the POR, the company also reported the public as holders of 163,980,652 REG common shares, which is reported as equal to 163,968,578 REG common shares. It also listed the nine-person board as direct owners of 3,442,585 REG common shares, or 0.47 percent.
According to the GIS, Republic Glass has 1,212 Filipino and foreign subscribers to 682,065,632 outstanding REG common shares, according to the filing dated Nov. 25, 2019.
While 51 foreigners maintained their paid-up subscription at 4,038,899 REG common shares, 1,161 Filipinos reduced their paid-up to 678,026,733 REG common shares, or 99.40 percent, from their subscribed REG common shares of 734,275,400.
As the parent company, Gervel, which stands for Geronimo Velasco, Gervel held 462,417,595 REG common shares, or 67.80 percent, followed by PCD Nominee Corp. as record holder of 79,.220,282 REG common shares, or 11.61 percent, and 842,229 REG common shares, or 0.12 percent, respectively.
Sysmart Corp., which belongs to the SM group of companies, owned 34,543,811 REG common shares, or 5.06 percent. Geronimo Velasco Jr. is credited with 2,904,010 REG common shares, or 0.43 percent.
As of Sept. 30, 2019, REG reported in a consolidated financial filing unappropriated retained earnings of P901.853 million. The company valued its treasury stocks at P93.910 million.
Annual meeting. Supercity Realty Development Corp. (SRDC) reported in a definitive information statement (DIS) having 155 million common shares with par value of P1 per common share, as authorized capital stock of which 110 million common shares remained outstanding as of Nov. 22, 2019.
In a POR, Supercity said that as of Sept. 30, 2019, it attributed to its public stockholders their ownership of 57.780 million SRDC common shares, or 48.89 percent of outstanding.
Thus, the filing should have made the public the company’s substantial stockholders as only Enrique Cunanan owned 18 million SRDC common shares, or 0.01 percent, as principal stockholder, who also included Ferdinand Soliman, Emelita Mangosing and Mylene Lim who were credited with zero ownership.
As members of the board, Mangosing directly held 10.85 million and indirectly owned 7.15 million SRDC common shares; Lim, directly and indirectly owned 10.85 million and 7.15 million SRDC common shares; and Soliman, directly and indirectly owned 12.15 million and 5 million SRDC common shares.
Supercity will hold its annual stockholders’ meeting at 2 p.m. on Dec. 16, 2019. It said in the DIS that it would send its information statement on Nov. 25, 2019.
On the Philippine Stock Exchange (PSE) website, SRDC listed Soliman as chairman of the seven-person board, which also named the following directors as follows: Lim, Mangosing, Fernando Mamuyac and Noric Terence Ng as regular directors. The board has two independent directors, namely, Roseller Anacito and Liza Niedo.
Capital stock. Cyber Bay Corp. (CBC), which will hold the company’s annual meeting on Dec. 19, 2019, has 6,806,878,853 common shares and 6,467,950,603 preferred shares, for total outstanding shares of 13,274,829,456 shares. In an explanatory note, it said “only 6.16 billion common shares are listed in the Philippine Stock Exchange. The remaining common shares and the preferred shares will be listed with the PSE.”
In a DIS, CBC reported 7.3 billion, 7 billion for total authorized capital stock of 14 billion shares. Of 13,274,829,456 subscribed shares, 40,430,611 common shares are owned by foreigners, according to the DIS. CBC’s common and preferred shares P1 and P0.10 par value.
CBC Bay has two stockholders that own 6,467,950,603 preferred shares. Primera Commercio Holdings Inc. holds 4,858,590,825 and One Bacolod Express Holdings Inc., 1,609,359,778 preferred shares as record holders and beneficial owners.
Due diligencer’s take
Full disclosure of material facts is what makes listed stocks credible. This is what the board of companies that have either their common and preferred shares listed on PSE, are expected to comply with. It is what the public stockholders eagerly wait for postings are what makes the market.
When disclosures are rushed, the corporate secretaries, who are usually tasked to do the postings, they tend to commit mistakes that are unforgivable. They are studied before they reach the public who are not aware of anything going on inside the boardrooms. In turn, it is the public who suffer the most when full disclosure rule is violated.
For instance, a company should identify who owns the shares held by PCD Nominee, which acts only as record stockholder and not beneficial owner. It pains to see the public hurt by disclosures that are incomplete and misleading.
Are disclosures, whether they should be described as “full” or “total,” do not need the two adjectives. It is enough that they are posted as early as possible. Does Duediligencer have to say more? Just asking.
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