PSE suspends Manila Bulletin trading

THE PHILIPPINE Stock Exchange indefinitely suspended trading on Manila Bulletin Publishing Corp. (MB) starting Thursday amid questions on the validity of the long-running broadsheet publisher’s corporate life.

In a memorandum, the PSE noted that the company’s amended articles of incorporation (AoI) approved by the Securities and Exchange Commission (SEC) on Dec. 16, 2014, had not indicated any extension of its 50-year corporate term.

While the document shows that amendments had been made to other sections of such bylaws spanning the 1989 to 2014 period, the PSE observed that there was no indication that that article pertaining to its 50-year corporate term had been amended since the company’s incorporation in 1959.

The extension of MB’s corporate term that was supposedly approved by the SEC on June 22, 1989 was not reflected in the amended AoI.

“Under the law, the company’s corporate term automatically expired 50 years after its incorporation on September 25, 1959, unless it was able to have such term extended through an amendment of its articles of incorporation. In this respect, the company has not been able to submit to the Exchange any AOI that indicates that its corporate term was indeed extended,” the PSE said.

After a careful consideration of the rules of the PSE, the Corporation Code and the requirements of the SEC, the PSE said a trading suspension on MB shares thus started at 9 am on Thursday (Sept. 29) pending submission of amended AoI showing an extension of its corporate term.

In a letter-reply to the PSE, MB said on Thursday it was still conducting its due diligence and exerting “best efforts for compliance.” The company has launched an active search through its corporate reports for copies of the filings with the SEC and is currently coordinating with the SEC in relation to the extension of its corporate term.

The publishing company said it had also engaged the legal services of Angara Abello Concepcion Regala & Cruz Law Offices for assistance on the matter. It vowed to submit to the PSE within 15 working days relevant information and documents to address this matter.

MB also attached some documentation which it said provided “very clear indications that the company has extended its corporate term for another 50 years from June 22, 1989.”

The company said it had encountered various events since its incorporation, including a fire on May 30, 2007 which destroyed various corporate records and other documents.

The second most widely read broadsheet in the country, MB was founded as the Daily Bulletin in 1900, incorporated in 1912 as Bulletin Publishing Co. and re-incorporated in 1959 as Bulletin Publishing Corp. for a term of 50 years. In 1989, the corporate name was amended to Manila Bulletin Publishing Corporation.”

Led by the heirs of the late business magnate Emilio Yap, MB was valued by the stock market at around P2 billion. About 22 percent of its shares are held by the public.