The Philippine Stock Exchange has ordered the delisting of property developer Alphaland Corp. and issued a ban on three of its top executives from sitting on the boardroom of any company applying for a stock debut.
In a resolution issued by the PSE on Monday, the PSE required Alphaland to make a tender offer to minority shareholders within 60 days from receipt of the delisting order. It noted that an involuntary delisting would take effect on the trading day immediately after this 60-day window, whether or not the tender offer had been completed.
Under the same resolution, the company was prohibited from applying for relisting within a period of five years from the effective date of delisting.
Alphaland’s chief executive officer Roberto V. Ongpin, president Mario Oreta and corporate secretary Rodolfo Ma. Ponferrada were also disqualified from becoming directors or executive officers in any company applying for listing with the exchange.
The PSE said the tender offer requirement was “in order to protect the interests of the company’s retail or nonstrategic shareholders” under such terms and conditions as may be imposed by the Securities and Exchange Commission and the exchange.
The property developer was also required to submit a fairness opinion or valuation report for the tender offer it was required to undertake.
The involuntary delisting process was initiated by the PSE against Alphaland for a number of violations, including noncompliance with the listing agreement and repeated failure to make “timely, adequate and accurate” disclosures of information.
But allowing the tender offer is seen protecting the minority shareholders by giving them an exit mechanism, as well as allowing the transfer of shares to allow the consummation of the settlement deal between Alphaland and estranged partner, British fund Ashmore.
The local group issued the statement in response to reports that Alphaland had settled its squabble with British fund Ashmore by giving up some assets in exchange for the latter’s exit as shareholder in the Ongpin-managed firm.
On Monday, Ongpin released a statement pleading that Alphaland’s officials be spared from PSE’s sanctions. He pointed out that Ponferradamerely followed and his orders as an officer of Alphaland.
“As far as Mr. Oreta is concerned, I categorically state that he has nothing to do at all with the disclosures in question,” he said. “Hence, I believe that a serious injustice would be done if both Attorneys Oreta and Ponferrada would be subjected to the five-year disqualification.
Alphaland and Ashmore were previously locked in a shareholder squabble, but eventually struck a deal dividing the assets of the property developer.
The assets that the Ashmore group, in partnership with businessman Eric Recto, will acquire from Alphaland 100 percent of Alphaland Makati Tower Inc.; 100 percent of each of Alphaland Marina Club Inc. and Alphaland Marina Corp.; 50 percent ownership of the Alphaland group in Alphaland Bay City; and 60 percent interest owned by the company in the Boracay Gateway project.