SEC fines Villar Land P12-M for failure to submit financial reports

By Joann Villanueva, Philippine News Agency

Former Senator Manny Villar (Photo: Manny Villar/Facebook)

MANILA – The Securities and Exchange Commission (SEC) has penalized Villar Land Holdings Corp. and 11 of its officers a total of PHP12 million for the company’s failure to submit audited financial reports for 2024 and the first quarter this year.

In an Order issued Aug. 18 but posted on the SEC website Thursday, the Commission’s Markets and Securities Regulation Department (MSRD) said the fines are necessary “in light of the Company’s repeated failure to file the required reports by the statutory deadline and comply with the lawful orders of the Commission.”

Identified in the Order are Cynthia Javarez, president and director; Manuel Villar Jr., chair; Manuel Paolo Villar, Camille Villar, Mark Villar, directors; Ana Marie Pagsibigan, Garth Castaneda, independent directors; Estrellita Tan, chief financial officer; Gemma Santos, corporate secretary; Ma. Nalen Rosero, assistant corporate secretary; and Kate Cator, compliance officer.

They were also slapped with an administrative fine of PHP2,000 each for every day of delay, starting from July 1, 2025, for the submission of the company’s 2024 annual report and the 2025 first quarter financial report.

They were given 10 days upon the reception of the SEC Order to explain why they should not be held administratively for violation of the Securities Regulation Code, among others.

The company’s request to be given more time to file the reports until Aug. 31, 2025 was also denied.

The MSRD Order said the company acquired 366.34 hectares of land at the Villar City development after the acquisition of a total of PHP5.2 billion worth of issued and outstanding capital stock from Althorp Land Holdings, Inc., Chalgrove Properties, Inc., and Los Valores Corporation on Sept. 30, 2024.

It said Villar Land was able to consolidate financial statements of the three other firms for the year 2024 but because it changed its accounting policy on its investment properties to fair value accounting, it requested an extension in the submission of the financial statements to give its external auditor time to review and finalize the report.

However, the MSRD said Villar Land, then named as Golden MV Holdings, in a report to SEC on March 28, 2025, said its Board has “approved and authorized the release of Financial Statements for the year ended 31 December 2024” and that the company registered fair value gains on investment properties amounting to PHP1.37 trillion as of end-December 2024 from PHP28.64 billion same period in 2023 due to shares acquisition in September of last year.

“Suffice it to state that while the 28 March 2025 disclosure reported the Board’s approval and authorization to release the 2024 Financial Statements, and despite the extensions, the Company failed and continues to fail in submitting the said Financial Statements, as well as the required Annual and Quarterly Reports,” the MSRD Order reads.