Boards of listed companies are for owners only

S common shares listed on the Philippine Stock Exchange (PSE) are mostly owned and remain controlled by the same families that have founded them. Except, of course, for a few but which, nev are not necessarily public.

with the Securities and Exchange Commission in 1960, is the listed holding company of what is today company’s founder, businessman Henry Sy Sr., the patriarch, retired as chairman of the nine-person But Sy Sr. did not totally abandon - man emeritus.

- man John Gokongwei Jr., who, at 91, is one of 11 directors of JG Summit Holdings Inc., which is the family’s listed holding company. Like Sy, Gokongwei remains chairman emeritus of the group of companies that he and his family own.

Both the Gokongweis and the Sys own the biggest mall chains in the country, which are not their course, such as real estate companies and banks.

Ownership changes

- panies do not change at all should which are rare, these are mostly disclosed as “statement of changes PSE website because it carries either the acquisition or sale by company insiders.

Public investors, as Due Diligencer has been suggesting, should read company disclosures, which would tell them who among the insiders are engaged in trading on listed common shares.

Unfortunately for them, they would never know the identities of these insiders, whose transactions are disclosed on the PSE website but only after the transactions are executed.

By the way, has anyone among the public investors either sold or bought at least 5 percent of a listed company’s outstanding common not.” It is only in public ownership reports (POR) that public stockholders appear to hold so many shares that, in some cases, even outnumber those owned by the majority stockholders.

Back to the poser

Why do the same families remain as owners of these listed companies, which are supposed to be public?

- vided the answer to this poser. Unfortunately, they do not tell the whole truth about such ownership companies portray themselves in these filings to be more public than others by attributing to the public more holdings than they actually own.

How could the public, for instance, be the majority stockholders with more than 60 percent ownership of impossibility, but which the Securities and Exchange Commission fails to monitor. What could the SEC’s five-person regulatory body have been watching?

Anyway, as far as Due Diligencer is concerned, there is a reason for the POR’s “wrong attribution” of the number of common shares supposedly owned by public investors. called cheating that the SEC should look into.

If the SEC is serious with its mandate as a regulatory authority, it should start reviewing the PORs of such companies for wrong entries.

Due Diligencer’s take

It is the SEC’s responsibility to require listed companies to file - lic about company ownerships is wrong and should not be allowed to continue.

It is impossible for public stock-

holders to become the majority stockholders of a listed company because of the limits set on their ownership. In short, the public should be told that the boardroom belongs to the owners and the independent directors that they also appoint.

Even the recently raised minimum public ownership of 20 percent – up from the does not all translate to membership to the

- ship is only for appearances. If the corresponding privileges of a 10-percent public ownership are difficult for a listed company to grant (such as board representation), how much more difit to comply with a 20 percent public ownership?

In other words, the SEC should have been more serious about the policies that its five- person regulatory body intends to and should implement. Simply issuing a memorandum circular is not enough to make listed companies toe the line. A memorandum needs stricter follow- up monitoring to see if it is being followed.

Should the SEC just allow its circular to remain as an order on paper? Just asking.