Stock Manipulation

Villar his own worst enemy

Villar his own worst enemy
By Amando Doronila
Philippine Daily Inquirer

The fall in the poll ratings of Sen. Manuel Villar accelerated during the last two weeks of April when two issues exploded to derail his presidential campaign.

The first was the news story on April 23 that Villar put pressure on the Securities and Exchange Commission (SEC) and the Philippine Stock Exchange (PSE) between May and June 2007 to release for a public offering locked-up shares of stocks of Villar’s real estate company.

The second issue stemmed from news reports on April 8 of an alleged psychiatric report on the mental health of Liberal Party presidential candidate Sen. Benigno “Noynoy” Aquino III that turned out to be fake and originated from overenthusiastic “volunteer” supporters of Villar.

This report was dumped into the media stream as Villar’s poll ratings were going down. The publication of the falsified report in both broadcast and print media marked the descent of the 2010 presidential election into its lowest level of dirty tricks and smear campaign.

These news events have something to do with the decline of Villar’s ratings and the widening of the lead of Aquino up to the most recent 20 percentage points over the second-placer Villar in just a week before the May 10 presidential election.

These news developments threw into sharp relief as the underlying key election issue, i.e., who of the presidential candidates can be entrusted to run an honest and ethical government to replace the corrupt and scandal-ridden administration of exiting President Gloria Macapagal-Arroyo.

The issue of integrity, honesty and conflict of interest has been highlighted by the media events of the past two weeks as the defining theme of the 2010 election.

Enrile disclosure

On April 22, Senate President Juan Ponce Enrile disclosed in a press conference minutes of the PSE discussions in 2007 on Villar’s Vista Land & Lifescapes Inc. showing that Villar appeared in a regular meeting of the PSE board and then had a caucus with them in June 2007.

As a result of Villar’s intervention, the PSE board allowed the release from escrow locked-up Vista Land shares for the company’s public offering.

From the record of all these proceedings, Enrile said there was no doubt in his mind that Senator Villar himself lobbied and exerted pressure to railroad the approval of his family-owned company’s request for exemption to enable him and his family to sell at a hefty premium their shares which were otherwise subject to a lockup period.

Enrile raised the issue of conflict of interest. He said that intervention of Villar showed that the latter, who was directly managing his company, violated the law. “He should have divested all his interests when he assumed his position as senator,” Enrile said.

Lirio article

Also delving into Villar’s interventions in the SEC and PSC, an article by Philippine Daily Inquirer reporter Gerry Lirio came out on April 24 revealing that Villar, then the Senate president, made several phone calls to the SEC and PSE officials seeking to release from escrow about 1.2 billion of the 5.3 billion secondary shares of Visa Land so these could be offered as both as primary and secondary shares at the same time, or several days apart.

According to SEC and PSE lawyers interviewed by Lirio, Villar not only made the calls but also appeared in SEC and PSE board meetings.

Villar and his wife Cynthia, the Las Piñas representative in Congress, are majority stockholders of Vista Land, the couple’s flagship company. Lirio’s article said the couple became P6.75 billion richer from the secondary offering of 985.9 million shares that began on July 26, 2007, or within the escrow period of 180 days from the date of initial offering.

According to lawyers, this offering violated Article III, Part D, Section 7 of the PSE’s revised listing rules, which provides for a 180-day lockup on secondary shares. The article said that simply put, Villar wanted the secondary offering held at once despite the 180-day lockup period. “He wanted to seize the day while the market was bullish,” the article said. “And he got it.”

Law on divestment

Villar said there was nothing inappropriate with his interventions in the PSE, pointing out that the PSE was not a government agency but a private company. He said the government earned more than P100 million in taxes from the public offering of Vista Land shares.

Villar is not entirely correct when he said his intervention did not violate any law. He must have overlooked Republic Act No. 6713, known as the Code of Conduct and Ethical Standards for Public Officials and Employees.

Section 9 of RA 6713 states: “A public official or employee shall avoid conflict of interest at all times. When a conflict of interest arises, he shall resign from his position in any private business enterprise within 30 days from his assumption of office and/or divest himself of his shareholdings of interest within 60 days from such assumption. The same rule shall apply where the public official or employee is a partner in a partnership.”

There is nothing on record that Villar has divested himself of his holdings in his company when he intervened in the PSE and SEC.

Not so long ago, Sen. Joker Arroyo called the attention of Villar that the latter cannot be a senator and a businessman at the same time.

Villar has to make up his mind whether he is senator or a businessman. He is even aspiring to be the country’s president, who has vastly more powers of intervention in official or private business matters than a senator.

Ethical issue

We have to hear from Villar whether he will divest himself of his business interests and put them in a blind trust if he were elected president. This is an ethical issue that puts him on the spot.

His interventions reveals not only the ethical values of Villar on the issue of public office as a public trust but more so throws light into his methods in accumulating vast wealth as a businessman cloaked with the powers and influence of being a member of Congress for 16 years.

The newspaper disclosures of Villar’s interventions have drilled into the public more deeply ethical issues arising from the C-5 extension project which the Senate investigated and sought to reprimand the presidential candidate for his conduct.

The disclosure on Villar’s interventions in the PSE and SEC came at a time when he was struggling to overtake the widening lead of Aquino.

There is little doubt that the last-minute emergence of this ethical issue has not only badly damaged his campaign. It has allowed Aquino to pull away with a wide margin.

Villar laments he is swimming in “a sea of black propaganda.” But the case of his interventions are backed by documentary evidence.


They are not faked documents unlike the fabricated psychiatric reports on Aquino.

Villar’s response to this crumbling ratings has only sunk him deeper. Reeling from the blows delivered by the surveys, Villar is his worst enemy.

His reckless and desperate responses have revealed that he has an enormous talent for self-destruction.

Villar: Survey timing suspect; Legarda: It’s infiltrated, for trending

Villar: Survey timing suspect; Legarda: It’s infiltrated, for trending
By Michael Lim Ubac
Philippine Daily Inquirer

MALOLOS CITY, Philippines—Manuel Villar has questioned the timing of the latest Pulse Asia survey on presidential preferences showing him and Joseph Estrada tied for second place after Benigno Aquino III.

“Why did they [start the] field survey on April 23?” Villar told reporters after a rally and rock concert dubbed “Rockatropa” late on Thursday, marking the first time the Nacionalista Party (NP) standard-bearer raised questions on the accuracy of a preelection survey.

Villar noted that Pulse Asia began field work on the day it was reported that Estrada and senatorial candidate Juan Ponce Enrile were accusing him of bending bourse rules to allow the sale of shares of the family-owned Vista Land & Lifescapes Inc. in 2007.

(In answer to that accusation, Villar had said no law was violated, and that the government even earned more than P100 million in taxes from the public offering of shares of his real estate firm.)

Villar told reporters that a survey was just one “indication” of candidates’ chances at the polls.

“We have survey results that we accept and survey results we don’t,” he said, adding:

“It’s up to the people who want to make surveys… We are not stopping [survey] companies from doing it, and it’s up to the readers to believe the results.

“We will just continue with our [campaign activities]. In the end, we will be proven correct.”


If Villar was diplomatic in expressing his displeasure at the survey results, his running mate Loren Legarda did not pull her punches.

“They have mastered the art of black propaganda, lies and slander. What kind of leaders are they?” she said.

According to Legarda, Pulse Asia is “infiltrated” by Aquino’s Liberal Party (LP) because the latter’s cousin, Rapa Lopa, is its president.

“That [April 23-25] survey is inaccurate. It’s an impossibility. Let’s not base our victory or defeat on the surveys because it’s clear that the surveys have been infiltrated,” Legarda said.

She said the results were not in sync with the reality on the ground but were made public “so that there will be trending and mind-conditioning.”

Legarda said the NP “should not be affected by surveys because we are strong from the ground.”


She said Fidel Ramos and Gloria Macapagal-Arroyo never led in preelection surveys, but ultimately became President.

She added: “I was No. 17 in the [preelection senatorial survey] in 1888, but became No. 1.”

Legarda said Pulse Asia officials had admitted that survey respondents were predetermined—meaning, she said, that they had a regular pool of respondents.

“Only the sampling [size] is changed,” Legarda said.

“If the owner of a survey company is the first cousin of a candidate… If your cousin is an owner—although he resigned or took a leave—it’s easy to know where the respondents are,” she said.

She challenged reporters: “All of you, ask around in your communities if a person has been surveyed. None. [After] three months that I campaigned around the Philippines—and this is my fourth national election—I know what I’m talking about. Not one person told me that he or she had been surveyed.”

Legarda has dropped to third place in the Pulse Asia survey of vice presidential candidates, having been dislodged from the No. 2 post by Estrada’s running mate Jejomar Binay.

Aquino’s running mate Manuel “Mar” Roxas is still leading the pack at 37 percent despite a drop of 6 percentage points.

But Legarda said: “Mar can take all the surveys; I’ll take the people’s votes.”

She said survey results reflected “the opinion of a small group of people at a particular point in time.”

“How can 3,000, mostly urban-based, people speak for 50 million Filipino voters? If you want to know the real pulse of the people, go out in the streets and to the provinces, and get to know the people,” she said.

‘Real gauge of victory’

Legarda said the real gauge of victory was the sentiment of the entire nation, as exemplified by the “very warm” reception she had been getting on the campaign trail.

“The true survey is out there,” she said. “Ask anyone who has been in my campaign sorties. People line the streets during motorcades. They flock to the markets when I visit; thousands converge on municipal gyms and stadiums when my running mate Manny Villar and I speak. How can all these people be wrong?”

Legarda said the people had inspired her to campaign harder.

She said the ratings game was a political tool that politicians commissioned to “brainwash people into believing that their candidate will win.”

Legarda said part of the reason survey firms were purportedly not treating her well was the fact that she had not commissioned any survey or subscribed to one.

“Unlike my rivals, I don’t commission surveys. I campaign on the ground. I try to reach out to as many people as possible on the ground level—in markets, city halls, and plazas. I bring my platform and humanitarian mission to them. And I also engage in dialogue with them through consultation meetings,” she said.

Popularity test

Legarda, whose claimed constituency is the D and E socioeconomic classes, issued a challenge to Roxas and Binay to go through a “grassroots popularity test.”

“I challenge my two opponents: Let’s all stand at a corner of Quiapo [in Manila] and see who will be mobbed by the people, even for 30 seconds,” she said.

Legarda said the campaign period was an opportunity to inform voters of the issues besetting the country, and to present concrete, doable platforms.

She said the warm reception she had been getting “really shows that a platform-based campaign reaches out to people, and that we are succeeding in running a campaign that educates voters.

Why Villar ratings fell: He’s been on defensive

Why Villar ratings fell: He’s been on defensive
By Norman Bordadora
Philippine Daily Inquirer

MANILA, Philippines—The adverse publicity hounding Nacionalista Party (NP) standard-bearer Manuel “Manny” Villar has taken a toll on his campaign and it will be difficult for him to catch up with Liberal Party presidential candidate Benigno “Noynoy” Aquino III, political analysts said Thursday.

“(Villar) should have … shifted his strategy from merely defending himself to going on a counteroffensive,” said professor Bobby Tuazon, policy director of the University of the Philippines-based Center for People Empowerment and Governance.

“Since the beginning of this year, the camp of Manny Villar has been the target of negative stories that have a negative impact on his credibility and integrity,” Tuazon told the Philippine Daily Inquirer.

Tuazon said that it was difficult for a presidential candidate to remain on the defensive because the positive effects of being perceived as an underdog would not last.

“It would have been more prudent for the handlers of Manny Villar to devise a more flexible approach,” Tuazon said.

Tuazon said the Villar camp could have done a better job of questioning Aquino’s preparedness, leadership and performance.

Ramon Casiple, executive director of the Institute for Political and Electoral Reforms, said Villar’s problem was two-fold.

One was how to arrest his own slide in the surveys in the remaining days of the campaign and the second was how to catch up to Aquino.

“[Villar] wasn’t able to surge ahead in March and in April. It’s unlikely that he would be able to catch up at this time,” Casiple told the Inquirer.

“This has the makings of a landslide win for Noynoy,” he added.

Machinery crucial

Tuazon, however, said a candidate’s machinery would still be crucial in ensuring that one’s popularity translates into actual votes.

“Manny Villar has been preparing his machinery,” Tuazon said. He said Aquino should do the same.

Many local leaders from the administration party have defected to the NP.

The latest Pulse Asia survey doesn’t determine the outcome of the presidential election, said Pulse Asia president Ronald Holmes.

“It just tells candidates what they should do (in the remaining days of the campaign),” Holmes said.

Insignificant increase

Asked about former President Joseph Estrada catching up with Villar for a tie in second place, Holmes said it was more of Villar losing ground rather than the former president gaining more voters.

“That’s marginal. That’s insignificant,” Holmes said of Estrada’s 2-percentage-point increase in the latest survey. The survey has a margin of error of plus or minus 2 percentage points.

Villar’s slide, however, was “borderline significant” at 5 percentage points, Holmes said.

One of the developments at the time of the survey was Estrada and Senate President Juan Ponce Enrile’s allegation that Villar influenced the Philippine Stock Exchange board of directors into relaxing its rules and allowing the sale of Villar’s own shares in his Vista Land & Lifescapes Inc., despite a lockup provision.

The Estrada camp alleged that Villar unduly raised billions of pesos from the transaction and that he was using P5 billion to fund his campaign.

Noynoy: Mar is my only vice president

Noynoy: Mar is my only vice president
By Delon Porcalla
The Philippine Star

TACLOBAN CITY , Philippines  – Liberal Party standard-bearer Sen. Benigno “Noynoy” Aquino III, the frontrunner in the presidential race, assured the people yesterday that Sen. Manuel “Mar” Roxas II is his only running mate, amid speculation that there is a growing support for an Aquino tandem with Makati Mayor Jejomar Binay, the vice presidential bet of Pwersa ng Masang Pilipino.

Aquino said he is confident that if he wins as president and something untoward happens to him, the government will be left in good hands under Roxas.

“Gusto ko iliwanag, sa akin kandidato ko kaisa-isa kong partner sa laban na ito, si Mar, dahil sigurado akong ipagpatuloy niya kung sakaling di ko kayanin (I want to make it clear that I have only one candidate and one partner in this fight, and that is Mar, because I am certain he will finish what I have begun),” he said.

Some groups have been pushing for an Aquino-Binay tandem in the May 10 elections.

Sen. Francis Escudero, who is also supporting the Aquino campaign, had endorsed Binay, the running mate of PMP standard-bearer former President Joseph Estrada.

Escudero is allegedly one of the prospective rivals of Roxas in the presidential race in 2016.

Aquino said he and Roxas would both win in the polls and they would implement genuine reforms in the country.

“The numbers of my partner (Roxas) are consistent, His lead is big and his lead will be wider in the coming days,” Aquino said during his campaign sorties here.

He said the struggle of the rivals of Roxas for vice president is now just for the No. 2 slot and they can no longer beat Roxas.

A BusinessWorld-commissioned survey conducted recently by the Social Weather Stations showed Roxas still leading the vice presidential race with 39 percent. Binay and Nacionalista Party vice presidential bet Sen. Loren Legarda were virtually tied at second place with 25 percent and 24 percent, respectively.

Noynoy said Villar is to blame for low ratings

Aquino also claimed yesterday that his main rival Nacionalista Party Sen. Manuel Villar has only himself to blame for his decline in the surveys.

“He (Villar) only helped all of these doubts (against him) grow bigger and bigger. He had the opportunity but he chose not to answer all of these issues squarely. I think he only has himself to blame for all these,” Aquino said.

PMP standard-bearer Estrada had overtaken Villar in a recent survey commissioned by Interior Secretary Ronaldo Puno, where Aquino got 41 percent, Estrada obtained 25 percent while Villar only garnered 23 percent.

PMP senatorial bet Sen. Juan Ponce Enrile had also disclosed that Villar who was then Senate president in 2007, allegedly pressured officials of the Philippine Stock Exchange (PSE) to lift the “lockup” rule over shares of stocks of Vistaland and Lifescapes, Inc. to allow Villar to sell his stocks and allegedly earned P26 billion.

The latest controversy involving the NP was the recent admission of one of the party’s senatorial bet former Cavite Rep. Gilbert Remulla that he had talked to detained former Maguindanao Gov. Andal Ampatuan Sr. in Davao City, a suspect in the killing of 57 people that was known as the Maguindanao massacre.

Aquino said that Villar had also refused to properly answer questions regarding the C-5 Road extension project that allegedly increased the value of the property of the Villar family in Las Piñas.

“He has consistently refused to answer the C-5 issue, for one,” said Aquino.

Aquino also felt vindicated by the admission of Remulla that he had a met the controversial Ampatuan patriarch, after the former Maguindanao governor’s detained son Andal Ampatuan Jr. held a press conference at his detention cell at Camp Bagong Diwa in Taguig and announced his endorsement of Aquino’s presidential bid. Andal Jr. had earlier expressed his support for Villar and Remulla.

“It turned out it was the other way around. I’m happy that the truth is now coming out. “The truth is I don’t know any of them (Ampatuans), although I would admit that one of them shook hands with us during our budget deliberations. No more, no less,” Aquino added.

“I think it is very clear from this issue (Ampatuan meeting) alone on what style of governance they (NP bets) are practicing,” he said.

Meanwhile, Aquino also endorsed the candidacy of re-electionist party-list Rep. Florencio “Bem” Noel of An Waray, who he said has helped his constituents through the years. Noel and Aquino were former colleagues in the House opposition bloc.

After his visit to Tacloban, Aquino went to Catbalogan in Samar, then to Maasin and Baybay in Leyte.

Villar 'desperate' for using own mom, says Erap

Villar ‘desperate’ for using own mom, says Erap

MANILA, Philippines – Former president Joseph Estrada on Tuesday branded as an “act of desperation” Nacionalista Party standard-bearer Manny Villar’s move to use his own mother to defend himself from allegations that he is corrupt.

Estrada, who is running for re-election under the Pwersa ng Masang Pilipino banner, said he purposely shielded his mother, Doña Mary Ejercito, from all negative reports about him during his impeachment trial in December 2000.

“It happened  to me also during the impeachment. In fact, ang ginawa ko at ng mga kapatid ko,wag pakita sa mama ko yung tv. Kakaunti na lang panahon niya? Bakit ko sasaktan kalooban ng nanay ko? Bakit bibigyan ng sama ng loob,” he said in a ANC “Headstart” interview.

He added: “In my opinion, it’s a desperate move, parang desperado. Bakit pati magulang mo isasama mo? Dadagdagan mo pa ng sama ng loob yung magulang mo eh ang tanda na. Kasama na sa departure area.”

Estrada’s mother passed away at the age of 103 last January 13, 2009.

On Monday, Villar’ 86-year-old mother, Curita, faced the media for the first time to defend her son from her critics.

Nanay Curing Villar, as she is fondly called, said she felt helpless after hearing reports that her son is being accused of being corrupt. “Umiiyak lang ako sa sama ng loob. Tutulo na lang bigla ang luha ko,” she said.

She said Villar is a good, honest man who wants nothing more than to serve the poor. Their own poverty fueled Villar’s passion to help the poor, she said.

Villar’s sisters, Baby Villar-Benedicto and Vicky Devenagracia, also lashed out at ABS-CBN News and GMA 7 for allegedly being biased against the NP bet, whose ratings have dropped in the most recent surveys of Pulse Asia and Social Weather Stations.

‘Nothing personal vs Villar’

For his part, Estrada said he has nothing personal against Villar despite the latter’s role in elevating the impeachment case against the then-president to the Senate. Villar was former Speaker of the House of Representatives during the impeachment of President Estrada.

Estrada said he has already forgiven Villar for the act but added that he had a duty to tell the people the truth about the former House Speaker and Senate President.

Estrada and Senate President Juan Ponce Enrile have accused Villar of using his influence to pressure members of the Philippine Stock Exchange Board board so he can illegally profit from the public listing of his company’s shares in 2007.  Villar has denied the accusation.

“I don’t have the intention of mudslinging any of my opponents but as a former president and as a citizen, I have to inform the public about what’s really behind all these candidates,” he said.

Estrada also branded former Securities and Exchange Commission Perfecto Yasay Jr. a liar for saying that Estrada ordered him to stop the investigation on the Best World Resources stock manipulation scandal. He said that instead of stopping the investigation, he actually told Yasay to expedite it.

Willing to lose

The former president, meanwhile, said he has made great gains in the presidential race as shown by recent pre-election surveys. He said his own survey showed that he has overtaken Villar for 2nd place and is only 10 percentage points behind frontrunner Benigno “Noynoy” Aquino III of the Liberal Party.

During the interview, Estrada also said that he is willing to accept a loss from Aquino or Villar in the May 10 polls.

“Why not? Vox populi, vox dei. The voice of the people is the voice of God. Kaya nga galit ang Diyos sa atin,” he said, adding that the voice of the majority was not heard when he was illegally ousted during EDSA II.

Estrada declined to answer when asked who he would endorse if he had not decided to run for president. He confessed, however, that he admires Lakas-Kampi Christian Muslim Democrats candidate Gilbet Teodoro for being articulate and intelligent and for his experiences as a former congressman and defense secretary.

He also said he has decided to change his campaign color to tangerine after a dispute with Villar over the use of the color orange for the campaign. Asked what was different between the colors tangerine and orange, he replied: “Different ang spelling.”   With reports from Maria Althea Teves,; and Cherry Anne M. Mungcal, Halalan Volunteer

Villar should blame self for falling ratings: Aquino

Villar should blame self for falling ratings: Aquino
By RG Cruz

MANILA, Philippines – Liberal Party presidential candidate Benigno “Noynoy” Aquino III on Tuesday said his rival, Nacionalista Party standard bearer Manny Villar, has no one to blame but himself for his falling ratings in pre-election surveys.

“Wala siyang dapat sisihin kundi sarili niya,” Aquino told reporters who asked about the NP bet’s continuous slide in the ratings.

A Social Weather Stations survey, conducted on April 16-19 and published on Monday, showed that support for Villar dropped by 2 points to 26%.

On the other hand, Aquino, the son of the country’s late democracy icon, Corazon “Cory” Aquino, edged up 1 point to 38%. The country will hold national elections and launch its first automated vote count on May 10.

Villar’s ratings have slipped since February, when he closed in on Aquino’s lead with a two-point margin, partly due to allegations by his critics that President Gloria Macapagal Arroyo and her husband were supporting his candidacy.

Compared to Villar, Aquino’s ratings have been steady at above 35% since the country’s two main independent pollsters, SWS and Pulse Asia, started surveys on presidential candidates late last year.

In Tuesday’s interview, Aquino said Villar was given every chance to respond to all the allegations leveled against him. Villar has been accused of unethical behavior for allegedly authorizing insertions in the C-5 road project while his party has been accused of releasing a fake psychiatric report about Aquino.

Recently, former president Joseph Estrada accused Villar of pressuring members of the Philippine Stock Exchange Board board so he can illegally profit from the public listing of his company’s shares in 2007.  Villar has denied all of the accusations.

Aquino said Villar’s continued refusal to directly address the issues leveled against him has had a negative effect on his campaign.

“Dami namang pagkakataon na sagutin ni Senator Villar ang mga issue sa kaniya. Pinili po niyang di harapin. Yung duda po. Yung paniniwala na di tama yung mga kilos,” he said.

Black propaganda

The LP bet dismissed accusations that his camp is behind the slew of black propaganda against Villar. He admitted tipsters approached them about the latest allegation against Villar but that there were no documents backing up the claim.

He also dismissed the NP bet’s claim that command votes of Villar’s allies at the local level could easily surpass Aquino’s survey lead. Aquino said the admission of NP senatorial bet Gilbert Remulla that he met with ex-Maguindanao Gov. Andal Ampatuan Sr. would actually cause problems for the Nacionalista candidates.

“Command votes sa Maguindanao? Dahil inamin na rin ho naman ng kandidato nila nakipagkita siya kay Andal Sr. Palagay ko figment of imagination yun,” he said.

Aquino dismissed a possible repeat of the scenarios of the 1992 and 2004 presidential elections when the survey leaders were defeated in come-from-behind victories by their chief rivals. He also debunked rumors that his allies are secretly backing Pwersa ng Masang Pilipino vice-presidential bet Jejomar Binay instead of his running-mate, Mar Roxas.

“Itong alliance po namin ni Mar di dahil kapartido lang kami… Sa aking pananaw, talagang pinakaangkop na kandidato na kaya kong igarantya sa sambayanan na kung may mangyari  sa akin, na ipagpapatuloy inaasam asam natin na saktong-sakto si Mar Roxas po iyon,” he said.

Erap says 3 witnesses willing to testify vs Villar

Erap says 3 witnesses willing to testify vs Villar
By Jose Rodel Clapano
The Philippine Star

CAGAYAN DE ORO CITY, Philippines – Former President Joseph Estrada said he has three witnesses who can prove that Nacionalista Party presidential candidate Manuel Villar Jr. had used his influenced as Senate president to convince officials of the Philippine Stocks Exchange to allow him sell billions of pesos in shares in a real estate firm in 2007.

Estrada, the standard-bearer of the Pwersa ng Masang Pilipino said the three witnesses who fed him the information six months ago are willing to testify against Villar. He declined to name them.

“One of them is a businessman,” he said. “They lost almost 20 to 30 million (pesos). They are simple businessmen.”

“He will have a hard time because what Senate President Juan Ponce Enrile exposed are all backed up by documents, including the meetings of the board of directors of the PSE,” he said.

Enrile said Villar, as Senate president, violated stock exchange rules when he influenced the PSE board in June 2007 into approving his request for the release of close to 30 percent of his shares in Vista Land from the lock-up period. Villar said the accusation was black propaganda.

Estrada said he does not care if Liberal Party standard-bearer Benigno Aquino III would benefit from the exposé.

“We did not do that for the purpose of helping Noynoy,” he said. “We did that to inform and help the people. It is our duty, my duty even as a private citizen,” Estrada said.

The inside story of Villar's visit to PSE

The inside story of Villar’s visit to PSE
By Lala Rimando Newsbreak

MANILA, Philippines – Presidential aspirant Manuel Villar could argue that he did not violate any law or a regulatory rule when his family’s real estate firms were able to raise billions of pesos through the stock exchange in 2007. However, he crossed ethical lines.

Villar had “improperly interfered” when he attended a meeting of the Philippine Stock Exchange (PSE) board that was called to discuss an issue about Vista Land & Lifescapes Inc., his holding firm, according to Sen. Juan Ponce Enrile during a press conference on Thursday.

Villar was the Senate president in 2007 until Enrile replaced him in 2008.

In June 29, 2007, Villar attended the PSE board meeting purportedly to personally justify to the directors why some Vista Land shares should be allowed to be sold to public investors.

While his corporate lieutenants could have done the job, his presence in the boardroom was meant to rush the board directors in making a decision since Vista Land’s investment bankers and underwriters were about to hit the road to market Vista Land shares to local and foreign investors.

That same day, the PSE board decided to allow the release of some Vista Land shares from escrow. Villar had wanted the board to free up shares equivalent to 30% of the holding firm. The board’s decision was to allow only 11%. It was generally perceived as a decision in Villar’s favor.

“I got the impression that this guy really gets what he wants,” shared a well-placed source who was in that PSE board meeting. “I had shivers.” (Read: When Villar’s business and politics mix)

Villar’s presence at a PSE board meeting is not new to Manila’s business community. The incident has spread around and the general impression at the time was about Villar was throwing his weight around.

Bong Bernas, a corporate lawyer who has listed firms as clients, said businessmen whose empire has reached a certain size and scale are aware of the weight of their position, even if they are just in the private sector. “They don’t want image issues,” he shared.

On Villar’s visit to the PSE, Bernas has this to say: “There was clear conflict-of-interest there. He should not have used the weight of his office for personal gain.”

The Code of Conduct and Ethical Standards for Public Officials and Employees, says a public official “shall avoid conflict of interest at all times.” (Read: When Villar’s business and politics mix)

Shares under lock-up

Villar reached out to the PSE board because he wanted to include the shares of his firm, Polar Properties, in Vista Land to be part of the pool of listed Vista Land shares sold to the public.

Polar, which used to be the residential condominium arm of the Villar Group, had 722,615,487 shares in Vista Land at the time the holding firm listed its common shares in the PSE.

The practice at the PSE was to identify who among the shareholders have 10% or more stake in the company after its shares were listed in the exchange. The physical copy of the shares are then delivered to a bank or another escrow agent, and these could not be withdrawn and sold before the lock-up period of 180 days.

Having a lock-up period is a common rule among stock markets in the world since it aims to protect the minority shareholders. Those who own a considerable stake—described as 10% and above—are likely to have acquired their existing shares at a price lower than how much new investors would buy them from the stock market for the first time during a public offering.

In the case of Polar, it acquired its Vista Land shares at P2.46 per share during a previous share swap exercise. At the time of listing, new investors acquired their Vista Land shares at around P6.85.

With a lock-up period, the existing shareholders would not be able to sell their shares, make a fat profit of around P4.4 per share (P6.85 selling price minus P2.46 acquisition cost), and leave behind the new ones who have yet to earn the same margin.

Since the stake of Polar in Vista Land was equivalent to 11.3%, these shares were set aside to an escrow account. The same was imposed on Fine Properties and Adelfa Properties, which at the time had 47.6% and 24.3%, respectively, in Vista Land.

Just because Polar breached the 10% threshold for the lock-up rule by a slim 1.3%, Polar’s shareholders could not sell any of its shares in Vista Land for 6 months.

At the target price of P6.85 per Vista Land share at the time, each share of Polar was worth P105 million. The entire block was worth P5 billion.

Villar’s presence in the PSE boardroom was an effort to ask the board to reconsider putting off the chance for Polar, which his family also effectively owns, to immediately cash in on the entire or a portion of its block shares.

Corporate lieutenants

The lock-up issue on the shares of Polar stemmed from the lack of coordination between two groups that were working on the Vista Land fund raising.

The cast of characters in this whole scheme included law firms—Picazo Buyco Tan Fider and Santos Law Firm and Romulo Mabanta Buenaventura Sayoc & De Los Angeles Law Office—and those in charge of raising the funds: global coordinator and bookrunner UBS Investment Bank, co-lead manager ABN Amro Rothschild, and lead domestic underwriter BDO Capital and Investment Corporation.

One group was in charge of restructuring the entire Villar Group of real estate companies to raise funds for expansion plans and, as Enrile has alleged, for the campaign kitty of Villar.

Raising funds through the stock market was the chosen route since the real estate group, mainly previous flagship firm Camella & Palmera Homes (C&P), would have difficulty tapping the debt market again. C&P and its sister companies had defaulted on billions of pesos of debts from commercial banks and bond investors in the aftermath of the 1997 financial crisis.

The law firms essentially moved assets and resources around through share swaps, property dividends, among others. In early 2007, Vista Land emerged. It was packaged to be the largest homebuilder in the country and its portfolio of products ranged from low-end to high-end, and from horizontal to high-rise or vertical developments.

This first group arranged and signed the escrow agreement to lock up Polar’s shares for 6 months starting June 20, 2007.

The following day, June 21, the second group—composed of the investment bankers and underwriters—called the attention of PSE’s listing unit. In a letter request, this group asked that the shares of Polar be excluded from the lock up period.

The reason, apparently, was that the two groups are not abreast of the goal of the other. The investment bankers and underwriters, for instance, had already included the Polar shares in the pool of primary and secondary shares they were about to offer to public investors. The more shares the bankers could sell, the higher the chance they could produce the fresh funds that Villar and Vista Land were aiming to raise.

Proceeds from the sale of the 2.12 billion primary shares would translate to over P14.5 billion in fresh funds for the coffers of Vista Land. On the other hand, proceeds from the 986 million secondary shares will yield almost P7 billion, but this will go to the existing Vista Land shareholders, including Polar.

Apparently, the investment bankers wanted to sell 2% out of Polar’s 11% stake since this means another P1 billion in fresh funds for Polar’s shareholders, which include the Villar family.

Polar is 53% owned by Adelfa Properties, where spouses Manuel and Cynthia Villar have a combined 99% stake, based on the 2009 SEC records.

“Director Vivian Yuchengco said the board is in this predicament because of the fault of the underwriters and counsels who insisted on the structure. She suggested that sanctions be given to these professionals who caused these problem knowing fully well that the Exchange requires the lock up,” according to the minutes of a PSE board meeting provided by Enrile during the Thursday presscon.

No lock-up rule

“We didn’t know what rule we will apply to allow the release of Polar shares that were already locked up,” a source who was present in the board meetings said. The source spoke to on condition of anonymity.

The minutes of the board meetings confirmed that the PSE has no specific rule on how to apply the lock-up requirement in the mode of listing that Vista Land took.

Vista Land did not raise funds through an Initial Public Offering (IPO), which is the more common mode.

Vista Land raised funds through an alternative mode called Listing By Way of Introduction (LBWI), which is a way for companies to trade their shares and have access to liquidity. Some companies avail of this to prepare them for an IPO, which involves more stringent financial and documentary requirement. Others basically just want an avenue for their employees to trade their stock options through a financial market.

At the heart of the issue on whether Polar shares should be locked up or not is the difference between the listing date of the shares under an IPO mode and LBWI. Once the shares were listed in the stock exchange, public investors could already buy or sell them.

In an IPO, the company first offers the shares to the public before it lists the sold shares on the stock exchange. In an LBWI, the company lists its existing shares first on the stock exchange, before it could sell additional or new shares to raise funds.

Not having rules that could be directly applied to the Polar shares issue, the PSE’s Listings Department considered the lock up rule for IPOs: “The applicant company shall cause its existing stockholders or security holders who own an equivalent of at least 10% of the issued and outstanding shares not to sell, assign or in any manner dispose of their shares for a minimum period of 180 days after the listing of the said shares.”

All was fine and smooth as Vista Land’s lawyers agreed with the PSE to lock up the Polar shares and even executed the escrow agreement on June 20, 2007.

This was only raised when the other professional group working for Villar wanted to undo what the first group has already signed up and committed to.

Moreover, those who crafted the lock-up rules for the LBWI mode did not consider when or if the lock-up period applies to existing shareholders, like Polar, who would want to sell their shares in the company also on the same day that the company’s shares were listed.

According to the rules of the PSE for LBWI mode, the listed firm, in this case Vista Land, must “conduct a public offering of its shares within one year following the listing by introduction.”

There is no PSE rule that bans a firm that lists via LBWI to offer its shares to the public simultaneously with its listing.


As the PSE management and Vista Land counsels deal with these issues, the investment bankers and underwriters were uneasy. The roadshows on the Vista Land shares was to start 8 days after, or on June 29, 2007.

PSE president and chief executive officer Francis Lim raised the issue to the board. The PSE directors, however, only had one regular board meeting before June 29.

On June 27, the board members had a regular meeting and the case of Vista Land-Polar was in the agenda. The meeting ended without the board arriving at a final decision.

A special board meeting was called on the morning of June 29. Board members were surprised when Villar walked in with Lim.

Villar was in that special meeting with the group of Atty. Gemma Santos, the legal counsel for Vista Land, and the representatives of UBS, according to the meeting notes.

“Mr. Villar thanked the members of the board and gave a short background on the application of the Villar group to release shares in lock up so that they could be included as part of Vista Land’s public offering,” the minutes of the meeting chronicled.

Villar and UBS reportedly tried to bat for the lifting of the lock-up rule not only on Polar shares but also on Fine Properties (48% stake in Vista Land). They were eyeing some 30% of the locked up shares to be added to the shares for sale.

He stayed for less than an hour.

After the board members’ caucus, they debated the case of Vista Land from 10:00a.m. to 10:30a.m.(Read: How Villar ‘pressured’ the PSE board)

At the end of the meeting, the board has agreed to allow the release of the escrowed shares of Polar. Some 2%, out of the 11%, were eventually included in the pool of secondary shares for sale.

In a day, Polar’s 11% shares in Vista Land was listed on the exchange. Two percent of which were sold by the underwriters. At the end of the day, Polar was left with only 9%, which means it did not reach the 10% trigger level for the lock-up rule anymore.

In 2008, Polar’s stake in Vista Land has been whittled down to 5.35%. This means its owners have already cashed in somewhere in the vicinity of P2 billion from selling its shares in the listed company.

‘Vista Land should answer issue, not me’

‘Vista Land should answer issue, not me’
By Michael Lim Ubac
Philippine Daily Inquirer

BACOLOD CITY—Nacionalista Party standard-bearer Manuel Villar Thursday chose to ignore yet another attack hurled by a rival, this time involving his shares in property firm Vista Land & Lifescapes Inc.

Noting that the allegations were raised by the camp of deposed President Joseph Estrada, another presidential candidate, Villar said: “I will not answer him on this issue, and I will leave this to the company to answer. Anyway, this is a private issue and should be answered appropriately by the company.”

However, he made it clear at a press conference here that the sale of his shares was aboveboard. “It’s clear that I am not doing anything wrong, and this is just politicking,” he said.

Instead of discussing the nitty-gritty of the sale of his shares, Villar urged the media to rely on a press statement issued by Vista Land early in the day.

“The company has already issued a press release on that, and they completely answered all the issues raised,” said Villar.

He then challenged Estrada and his camp to bring the issue to the proper forum. “I won’t be easily affected by this kind of story. But we deny that,” he said.

Rehashed issue

Villar noted that “the allegations have been answered already by Vista Land, which is a private company owned by thousands of stockholders—many of them foreigners—and they are the ones who will answer this issue.”

He reminded the media that this was exactly what he meant when he talked, at the start of the campaign, of rehashed and concocted issues to be released by his rivals on installment basis all throughout the campaign season.

Villar may have held back his punches, but his spokespersons went on the offensive, labeling Estrada and Senate President Juan Ponce Enrile liars.

In a statement, lawyer Nalen Rosero-Galang, chief legal officer of Villar, lashed back at Estrada and Enrile for allegedly “peddling lies and deceiving the public regarding the propriety of the stock offering of his real estate company.”

She labeled the charges “pure fiction.”

She vehemently denied Enrile’s accusation that Villar influenced the Philippine Stock Exchange (PSE) board in June 2007 into approving his request to release almost 30 percent of his own shares in the family-controlled Vista Land from the lock-up period in alleged violation of stock exchange rules.

Galang said the public offering of the shares of stock of Vista Land was done in compliance with the requirements of the Securities Regulation Code and the rules of the PSE.

She said Estrada and Enrile were “lying through their teeth” when they claimed that Villar had pressured the PSE board into approving the public offering of Vista Land stocks.

“For the enlightenment of Mr. Estrada and his Honorable Enrile, the bulk of Vista Land shares, or 85 percent thereof, was taken up by foreign investors. So, how can they claim that Filipino investors were duped by Senator Villar?” she said.

Cleared by SEC, PSE

She disclosed that the public offering was cleared by both the SEC and the PSE.

“There was full disclosure of all material information as required by law. There was an Offering Circular, which not only complied with Philippine legal requirements but also conformed to the international standards and practices,” Rosero-Galang said.

She added that UBS Investment Bank acted as global coordinator and book runner of the international offering of Vista Land shares, while BDO Capital & Investment Corp. acted as issue manager and domestic lead underwriter.

She added that two reputable Philippine law firms–Romulo Mabanta Buenaventura Sayoc & Delos Angeles and Picazo Buyco Tan Fider & Santos—and two reputable international law firms—Allen & Overy and Skadden Arps Slate Meagher & Flom—affirmed the legality of the share offer.

Galang also stressed that the pricing of the shares for purposes of the public offer was arrived at through an international book-building exercise that was coordinated by UBS.

Nothing irregular

“While it is true that Senator Villar appeared before the PSE board, there is nothing irregular with the said appearance. PSE listing applicants do that, when deemed necessary to secure the approval of their listing application,” she said.

“The PSE is a private corporation, not a government agency. Senator Villar appeared in his private capacity, as a controlling shareholder of an applicant, not as a government official.

“The lock-up requirement which Vista Land requested the PSE to waive is a requirement under the rules of the PSE, not under any law or regulation. It is well within the power of the PSE to waive any of its rules on just and meritorious grounds. Senator Villar’s appearance was to explain the circumstances which make the request for waiver just and meritorious,” she added.

Most importantly, Galang said the PSE board, in the end, did not grant the requested waiver despite the appearance of Villar.

No waiver by PSE

She said this showed that the PSE board was not influenced, much less pressured, by Villar’s appearance before it.

“The PSE Board allowed the release from escrow of the shares of one corporation because the board concluded that those shares were not subject to the lock-up requirement. To reiterate, contrary to the allegations of Mr. Estrada, no waiver was granted by the PSE Board,” Galang said.

To date, none of the Villar companies have undelivered undertakings or unpaid obligations to the Pag-Ibig or the National Home Mortgage Finance Corp., she said.

“If they are insisting otherwise, they should present documents to the public, cite figures of any unpaid loan. If they cannot, they should stop rehashing issues, which have long been answered and settled,” said the lawyer.

Galang also categorically denied that Manuela Corp. ever obtained a loan or any credit accommodation from the Government Service Insurance System or the Social Security System.

If Enrile insisted otherwise, he should present documents to support his claim, she added.

Aquino thanks Estrada, Enrile; Satur Ocampo worries

Aquino thanks Estrada, Enrile; Satur Ocampo worries
By Gil C. Cabacungan Jr., Nikko Dizon
Philippine Daily Inquirer

SOLANO, NUEVA VIZCAYA, Philippines—Liberal Party presidential candidate Sen. Benigno Aquino III on Friday said he was thankful that deposed President Joseph Estrada and Sen. Juan Ponce Enrile were able to get the evidence that he himself had been pursuing concerning the actuations of Nacionalista Party rival Sen. Manuel Villar with regard to the stock exchange.

“We have heard a lot about that transaction (the sale of Villar’s Vista Land shares) but we couldn’t find enough proof. We got the minutes of the [Philippine Stock Exchange] meeting several months ago and it was really sanitized. We don’t accuse based on rumors so we kept quiet about it. But it looks like they (Estrada and Enrile) got it,” said Aquino.

“Thank you, you have done what we have been running after,” Aquino said, addressing Enrile and Estrada.

He said many people had been getting agitated with him for sitting on their complaints against Villar’s alleged manipulation of the PSE and the Securities and Exchange Commission.

“But we told them we can’t make charges based on gossip and it’s good that they found proof,” said Aquino.

Sense of propriety

Aquino said it seemed Villar was finding it difficult to “divorce” his private person as a businessman from his position as the third highest leader of the land.

“He should have had a clear sense of propriety. Being one of the highest officials of the land, he cannot just go to one body and expect to be treated like an ordinary person. He should have thought of that,” said Aquino.

“He went there with his private interest, he should have seen the conflict of interest there. Even if he does not speak or he just sits in the meeting, it is already undue influence on the part of the body involved,” he said.

He also noted that Villar’s windfall earnings have not yet been reflected in his statement of asset, liabilities and net worth.

Campaigning in Butuan City Friday, Estrada warned the public against voting for Villar in the wake of the allegations that he had bent stock exchange rules to raise as much as P26 billion three years ago.

“He’s really dangerous,” he told reporters during a break while campaigning with his Puwersa ng Masang Pilipino party.

“He is using his position and that’s the danger. If he can do that while he was Speaker, Senate president, how much more when he’s already the president?” he said.

Estrada said he had been hearing about Villar’s controversial transactions before, but did not publicly speak about it until he was in possession of the documents.

“It’s my duty as a private citizen to divulge them to the public,” he said.

Credible response needed

Political analyst Ramon Casiple said Villar’s credibility has been put into question.

“In this late stage of the game, we have to see if (Villar’s team) can still do damage control,” said Casiple, executive director of the Institute of Political and Electoral Reforms (Iper).

The allegations need a “credible response” from the billionaire candidate, he said.

Villar was being “evasive” when he said that it was his real estate firm, Vista Land & Lifescapes Inc., that should answer the allegations, he said.

“According to the reports, it was he himself and not [anyone from] Vista Land that met with the SEC and PSE board,” he said.

Enough time to recover

Casiple noted how Aquino met the issue of his alleged depression head on and Villar should do the same.

In the case of the fake report on Aquino’s allegedly unbalanced mental state, “the facts were refuted right away,” he said.

What will work for Villar is that he has enough time to control whatever damage the allegations may have done to his presidential bid, Casiple said.

“It’s not yet the last two minutes. If this had happened in the first week of May, (Villar) would have a hard time to recover,” he said.

Ocampo concerned

Party-list Rep. Satur Ocampo, who is a guest senatorial candidate of Villar’s party, said Villar should be able to answer the allegations.

Ocampo said he was referring to the Inquirer’s special report on the issue and not to the Estrada exposé, which he believed was politically motivated.

“The question is the ethical issue. A public official should not interfere on behalf of his businesses,” Ocampo said.

He likened the current allegations against Villar to the C-5 road extension project where there was nothing illegal in the transaction but which raised ethical questions.

Ocampo said that after reading the Inquirer special report, he sent a message to Villar about his “concern” over the issue. With Christian Esguerra