SMIC ready to work with rival Ayala group

SM Investments vice chair Teresita Sy-Coson (second from left): A matter of working together

MANILA, Philippines—SM Investments Corp. (SMIC) is prepared to “work together” with the new board of OCLP (Ortigas & Company Limited Partnership) Holdings Inc., which is now controlled by allies of Ayala Land Inc., following a general meeting on Friday that is set to result in a fresh legal conflict between two Ortigas factions.

Siblings Teresita Sy-Coson, SM Investments vice chair, and Hans Sy, president of real estate arm SM Prime Holdings Inc., gave similar statements on the potential collaboration with the family faction known as the Rafael Ortigas Group, which is backed by Ayala Land.

SM’s allies, led by the faction of Fernando Ortigas, were left with a minority vote after the Roman Catholic Church, a shareholder with a tie-breaking position, “supported” the group of Rafael Ortigas on Friday.

The Church’s holdings are mainly held through the Roman Catholic Archdiocese of Manila.

“In the end, it’s a matter of working together,” Teresita Sy told reporters in a chance interview Friday at a thanksgiving dinner hosted by the Bangko Sentral ng Pilipinas.

SM Investments, which last year sought to buy out shareholders of the company in a deal valued at $1 billion, did not “desire control” of OCLP Holdings, she added.

For his part, Hans Sy was positive over the prospects of working with the Ayala group.

The comments were made as the Inquirer learned that Fernando’s camp is preparing legal action against Rafael’s faction for violating a shareholders’ agreement they signed in 2010.

Because of the support it had amassed on the board, Rafael Ortigas’ group replaced OCLP Holdings’ incumbent president and chief financial officer, Rowell Recinto and Emmanuel Rapadas, respectively, with trusted allies during Friday’s meeting.

But the meeting was allegedly in violation of the shareholders’ agreement, which requires that a common slate for the board, including the president, should have been agreed upon by both sides, which was not the case on Friday, a source with knowledge of the matter said.

A lawsuit would, nonetheless, complicate plans for OCLP Holdings to go public, earlier planned by March 2014, the source said.

With Ayala Land’s strategic partner now in control, the Zobel-led developer would have access to OCLP Holdings’ enviable 55 hectares of prime land in Metro Manila. These holdings include parts of the Ortigas Business District and the “crown jewel”, the 16-hectare Greenhills Shopping Center.