My conspiracy theory on the Meralco takeover issue

OKAY, so Ms. RP and I were debating yesterday about the Meralco stockholders' issue. For reasons of her own, she was siding with Fatty Winston of the GSIS while I was technically siding with Lolo Manolo. (I mean why entrust an important company like Meralco to the devil you don't know right? I'll stick with the devil I know.)

Anyhoo, our discussion basically revolved around the legality of the cease-and-desist order issued by the Securities and Exchange Commission to put the Meralco stockholders' meeting under the agency's jurisdiction. Ms. RP believes Meralco should have respected the legal document.

But I said the Lopezes were correct in going ahead with the counting of all proxy votes. In the first place, their point was to stay in control of management, so damn the torpedoes man! Count those proxies and bahala na si Batman. They can deal with the SEC later and sue the agency if need be for interfering in the meeting. That was a brilliant legal strategy, if I say so myself. That way, no matter how long the case drags out at the SEC or in court, the Lopezes will still be in power. If they had recognized the CDO, obviously they would have lost their company to the GSIS goon.

There were many questions raised about that SEC CDO. Why was it not dated? Why was there no docket number? Why was there no stamp/seal of the office? Why did only one commissioner (Jesus Martinez) sign the CDO?

To the lack of a date, the SEC spokesman explained to ANC that it was an "oversight." I mean duh? The spokesman added that the agency really has no dry seal of its logo. Wha? And commissioner Martinez signed the CDO on behalf of all the commissioners? Uhm...

That got me thinking...I don't think these SEC commissioners are idiots who would take a legal document like a CDO for granted. They have a battery of lawyers over there so something as simple as putting a date on a document and putting a docket number is SOP? How could this be an oversight?

An agency without a dry seal of its logo, and this a regulatory agency might I add, is just plain wooky! I just don't buy that. Mura lang magpagawa ng dry seal stamp sa Recto noh?!

Then only one commissioner signing the CDO? The SEC commissioners act as a collegial body and should have met and investigated first Fatty Winston's request that 1.9 million proxy votes of the Lopezes be disqualified, before issuing a CDO. There was no evidence that there was even a meeting.

What's more, check out these relevant paragraphs of the Securities Regulation Code of 2000:

"SEC 5.2.of the SRC: The Commission’s jurisdiction over all cases enumerated under Section 5 of Presidential Decree No. 902-A is hereby transferred to the Courts of general jurisdiction or the appropriate Regional Trial Court: Provided, that the Supreme Court in the exercise of its authority may designate the Regional Trial Court branches that shall exercise jurisdiction over these cases."

and Presidential Decree 902-A

"SEC. 5 of PD 902-A: In addition to the regulatory and adjudicative functions of the Securities and Exchange Commission over corporations, partnerships and other forms of associations registered with it as expressly granted under existing laws and decrees, it shall have original and exclusive jurisdiction to hear and decide cases involving.

(a) Devices or schemes employed by or any acts, of the board of directors, business associates, its officers or partnership, amounting to fraud and misrepresentation which may be detrimental to the interest of the public and/or of the stockholder, partners, members of associations or organizations registered with the Commission;

(b) Controversies arising out of intra-corporate or partnership relations, between and among stockholders, members, or associates; between any or all of them and the corporation, partnership or association of which they are stockholders, members or associates, respectively; and between such corporation, partnership or association and the state insofar as it concerns their individual franchise or right to exist as such entity; and

(c) Controversies in the election or appointments of directors, trustees, officers or managers of such corporations, partnerships or associations."

SO my brilliant theory is, the SEC commissioners were probably badgered by Fatty Winston into issuing the CDO (which doesn't look beneath him with the way he arrogantly carries himself), so the commissioners, not wanting to get caught in this mess, deliberately issued an infirm document to give the Lopezes enough legroom to respond appropriately to it.

The SEC Commissioners know their place, know the law, and know their functions. These are not stupid people. They know the agency can no longer handle intra-corporate disputes, but probably not having any way out, were forced to issue a CDO anyway which everyone says is a first in Philippine SEC and corporate history. Not any other time in history, we are told, has the SEC interfered in a stockholders meeting right before said meeting was to be held.

So there. That's my conspiracy theory. If it is true, then bravo to Martinez and company for thinking up this brilliant strategy. Anyhoo, let's see how the corporate drama plays out today at the SEC.

The GSIS Monster and a Seair special

BEEN feeling really bleah since Sunday evening but I won't bore you with the details. Suffice to say my brain has lost some matter and so I shall be making lazy posts today. Seeing GSIS president Winston Garcia's pigface on TV didn't help; it just made me feel even worse as I tried to recuperate while watching TV. (I appreciate the objectivity of ANC, and Maria Ressa's crew should really be commended for covering all sides of the Meralco takeover issue very well, but perhaps that was just a tad too long a spot for Winston's blathering in his presscon, much too long. I mean, really. Ick!)

What's up with Winston anyway? Hasn't he made enough trouble over at the GSIS, using up members' monies to buy art pieces, delaying members' medical reimbursements (I should know, my Dad was one of them), and making it difficult for members to take out loans? Now he wants to take over Meralco, too?! Hey, I'm not happy w/ my Meralco bill either but having the government take over this company is just going to make things worse. Since when has government been efficient?

Buti nga na-heckle si taba kanina sa Meralco stockholders' meeting! And he talks about Meralco's arrogance? Who's been acting like a spoiled brat over this issue anyway? I'm pretty sure he threatened the SEC commissioners their jobs that's why they issued that cease-and-desist order (a first time in Philippine corporate history, mind you!) for the stockholders meeting this morning. (Bravo for the SEC though because I think the commissioners deliberately fudged the order so it could be forever questioned.)

Winston should go back to Cebu where he belongs.

UPDATE: Lopezes retain control of Meralco (Read it here)

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Anyhoo, I just got this email from Lino Zapanta, president of Southeast Asian Airlines (Seair), and he has good news for all you travelers out there:

Dear colleagues,

The airline bargain season is upon us. This is the time to take advantage of truly budget flying to your fantasized leisure destinations like Boracay, Busuanga, Baler and Daet from Manila; Busuanga and Boracay from Clark, and from Caticlan to Busuanga. For this period, starting June 2 we're selling these routes for a song, a real low, all-in, no hidden charges, roundtrip price per passenger of:

P2,999

for flying starting June 16 or any day up to mid October. Seats are quite limited so the sooner you book the better. Take the whole family. Prices are never like this in SEAIR, the airline that operates the fastest flights to your favorite leisure destinations such as Boracay and Busuanga.

Lino Zapanta
SEAIR P&CEO

Wow! I like!

Let the low-season travel fun begin!

Does anyone see a pattern here?

IN an attempt to boost her sagging popularity and credibility among the public, the Presidentita and her henchmen are trying to take on issues that would seemingly reinvent her as a heroine and savior of the country.

First she goes to the Department of Justice five times in a row just to see how cases against so-called rice hoarders/smugglers are coming along.

Second, she has her incompetents at the Ombudsman's office regurgitate a six-year-old corruption case against her former justice secretary Hernani Perez, his ailing wife, Rosario, and businessman Ernest Escaler.

Third, she has pushed her GSIS juggernaut Winston Garcia to take on the Lopezes so government can take over Meralco.

Fourth, she now wants telecommunications companies not to charge for text messages.

What's next? Will she now tell the banks not to charge fees for using their ATMs?

All these are desperate measures to shore up confidence in her flagging presidency. If the presidentita thinks that by coming to our defense in populist issues like these will make us like her better, she is sadly mistaken. As usual, her idiot brigade in Malacañang, who sit in their airconditioned offices all day, and who travel in style by land, sea, or air, anywhere they go, are so out of touch with reality. They don't know us really and what we think, and so they keep feeding their Madam the wrong ideas and concepts to help reinvent her image, which has been drubbed in the mud ever since the Hello Garci, the ZTE-NBN scandal, etc.

The Presidentita's makeover program will all be for naught, because she lacks the values that will make all of these desperate measures credible...honesty and humility. No one believes her because she has never been sincere in her intentions and motives.

I wonder, when she was thinking of grabbing Malacañang from Erap...did she actually want to do it because she wanted to change the country and improve our lives? Or did she just want to become President? Period.

Maybe it's about time the Presidentita thinks of the legacy she wants to leave behind. Because the way things have been going lately, I don't think History is going to be kind to her.

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NOW here comes the JDV threatening to spill the beans on what really transpired in the ZTE-NBN shenanigan. Isa ka pa! Here's another political opportunist trying to take advantage of an issue that he should have spoken on before, when the Senate hearings were at its peak. Why come out just now? Why not before when his own son had stuck his neck out and testified about the deal?

Kasi nawala na sa limelight so gusto na namang pumorma! Kesho the information he has may lead to the "fall of the government," etc. etc. Pwede ba?! This JDV and Manay Gina make me sick!