SEC won’t intervene in Philcomsat issue — Barin

The Securities and Exchange Commission (SEC) said it will no longer interfere in the affairs of Philcomsat Holdings Corp. (PHC) especially now that its major shareholders have reached an amicable settlement of their differences.

SEC chairperson Fe Barin made this statement when asked about PHC’s request for the corporate regulatory watchdog to schedule a stockholders’ meeting.

"We will not do that. If there’s an agreement to work together, then I believe it is the chair who should decide whether to call a meeting or not. The SEC, for that matter, is now out of the picture," Barin said.

After years of throwing brickbats at each other, major shareholders of the Philcomsat Group of Companies have finally buried the hatchet and decided to move beyond their differences.

Under the agreement forged between the Africa group and Nieto camp, a unified slate for the board of directors of PHC has been formed, comprising the private stockholder-families of the Philcomsat Group of Companies.

These private stockholder-families hold the majority of the total issued and outstanding capital stock of Philippine Overseas Telecommunications Corp. (POTC) which owns 100 percent of Philcomsat and which in turn owns 81 percent of PHC.

The parties agreed that each of the six shareholder-families shall appoint a representative who the parties shall cause to be elected as director of Philcomsat and PHC while five of such representatives shall be elected as directors of POTC, the sixth to be elected immediately after the number of POTC directors as stated in the Articles of Incorporation has been increased to nine.

The parties also agreed that Ambassador Manuel H. Nieto Jr. as one of the two remaining living incorporators of POTC will assume the position of chairman emeritus of POTC, Philcomsat and PHC.

Moreover, the parties agreed that they shall not, individually or collectively, publish or cause to be published any press release against any party to this memorandum of understanding nor against any of the stockholders of the parties they represent.

The parties have likewise agreed that they shall not do nor cause to be done any act that will undermine the discussions of the parties, this Memorandum of Understanding or the Stockholders Agreement or attack any of the parties hereto or any of the stockholders they represent.

The Nieto camp and Africa group had been at odds for several years over the management of PHC.

The Africa group had accused the Nieto group of allegedly siphoning off the funds of PHC to the detriment of its shareholders.