Sun Star Bacolod

SIBLINGS WELCOME CALL FOR RECONCILIA­TION, BUT...

- BY TERESA D. ELLERA, CARLA N. CAÑET AND ERWIN P. NICAVERA

WHILE the five Yanson siblings welcome their eldest brother Roy Yanson’s call for reconcilia­tion and end the family squabbling, they also set their respective conditions.

In a statement issued yesterday Celina, Emily and Ricky said they are amenable to a settlement within the bounds of the law.

“We respect and admire the hand of reconcilia­tion extended by our brother Roy. We love and respect our mother. While reconcilia­tion is not farthest from our minds, it must however, be within the bounds of law and justice,” says Emily Yanson, one of the board members and serving as vice president for administra­tion of VTI.

“Leo Rey must first stop committing acts beyond the bounds of the law, and follow the Family Constituti­on, and the shareholde­r’s agreement which he himself agreed

and signed in 2010 and 2013 respective­ly.”

“Since Leo Rey himself wants to end this via the conciliati­on route, everything must be in accord with the law. Leo Rey must end extra-legal acts which complicate­s this issue,” adds Emily.

Emily is referring to the recent meeting called by Leo Rey last Monday which was portrayed to the media as a legitimate one. As a former president, Leo Rey does not have the authority to call for a meeting.

Leo Rey was ousted as president last July 7, by virtue of a board resolution adopted by a majority of Vallacar’s Board and its shareholde­rs. His eldest brother, Roy was installed in his stead.

As corporate secretary Emily is still in a quandary how Leo Rey can assert the legality of this meeting given that majority of the stockholde­rs did not attend the meeting. There was no quorum, says Emily, who, as Corporate Secretary should alone certify the existence of a quorum where the major shareholde­rs are present. Leo Rey’s meeting had neither the numbers nor the shares to conduct a valid meeting.

“Under the Corporate Code, a quorum represents fifty percent plus one. Without the presence of the stockholde­rs representi­ng 61% shareholdi­ngs and therefore majority of the company; namely, Roy and Susan, Celina and Juan Manuel, Ricky, and myself — how can a quorum be declared to exist with only 38% of the shares represente­d?”

The majority shareholde­rs had given notice of their opposition of the meeting and unavailabi­lity. “Without a quorum”, says Emily, “the Leo Rey-initiated meeting was void from the beginning.”

“Personally, I think, it was just a waste of time,” says Celina Yanson-lopez, VTI Chief Financial Officer (CFO).

“I don’t believe that Leo Rey did not know about the illegality of that meeting. There was no quorum. That meeting should have been adjourned. Majority of the shareholde­rs weren’t there.

“Leo Rey and Ginette hold only 38% of the shares, while our mother, Olivia does not have any shares of the company, as reflected in the 2019 SEC General Informatio­n Sheet of VTI.”

“How can a minor shareholde­r trump the majority shareholde­rs? What do you call then a meeting without a quorum—a rump or bogus one, right? So, whatever decisions which Leo Rey and the others who attended that meeting had, including those of Charles Dumancas, husband of Ginette, are what we can describe as a ‘sham.’” Yanson-lopez adds.

“Being together once more and reconcilin­g are two things which we will eventually do. We must, however, be cognizant of existing laws and learn to abide by them. For what is the value of talk if afterwards, we will not honor whatever agreements we put on the table?” says Celina Yanson-lopez.

“We understand Leo Rey’s position. As an equal gesture, Leo Rey must likewise respect us, his elders. Let’s end these hostilitie­s, go back to the table and discuss amongst ourselves how to move decisively forward. Leo Rey, Ginette and our mother—we truly love them. I guess, we just need to talk things without of course, glossing the law over. We are ready to forgive within the bounds of law.” Celina adds.

Meanwhile Vallacar Transit Inc. president Leo Rey Yanson on Thursday welcomed the call of his elder brother Roy Yanson for family reconcilia­tion but asked him and three other siblings to support their plea with action and apology to once and for all end the family feud that affected the operations of the country’s largest bus company.

Leo Rey Yanson said he fully welcomes with pride and joy Roy’s gesture of reconcilia­tion. “It is for this reason that I come to you for the greater glory of God and to the betterment of family relationsh­ips in our common goal to serve the public,” Leo Rey Yanson said.

Leo Rey Yanson issued the statement to his elder brother in reaction to media articles which quoted Roy as calling for family reconcilia­tion. “Let us be a family again that our dad and mom will be proud of,” Roy was quoted as saying in a news conference Tuesday.

“Let us meet and sit down as one family. Let us set our difference­s behind us and talk. Let us forgive each other,” Roy reportedly said.

Leo Rey said a family reconcilia­tion is possible if those words is supported with honesty and action. “To me, reconcilia­tion not supported by action is useless” he said.

Leo Rey also asked his elder brother to encourage three of their siblings to appreciate the value of forgivenes­s and reconcilia­tion. “We need a lasting peace and unity to sustain the success of our corporate organizati­on,” Leo Rey said.

Leo Rey asked his siblings to let their respective lawyers do their work of corporate resolution as an offshoot to family reconcilia­tion. “To reconcile means to bring lasting peace and happiness to our people and to our family… In order to reconcile, you have to possess the art of deep listening,” he said.

“It is not ‘forgive and forget’ as if nothing wrong had ever happened, but ‘forgive and go forward,’ building on the mistakes of the past and the energy generated by reconcilia­tion to create a new and better future,” Leo Rey said.

“We must prioritize reconcilia­tion. It is unrealisti­c to expect everyone to agree about everything. Reconcilia­tion focuses on the relationsh­ip, while resolution focuses on the problem. When we focus on reconcilia­tion, the problem loses significan­ce and often becomes irrelevant. Reconcilia­tion is a decision that you take in your heart,” Leo Rey said.

The feud started on July 7, 2019 when four Yanson siblings—roy, Ricardo Jr., Emily and Celina—in a purported special board meeting, unceremoni­ously unseated Leo Rey Yanson as the president of Vallacar Transit Inc.

Leo Rey was subsequent­ly replaced by his eldest brother Roy Yanson but Leo Rey with the support of his mother, Olivia V. Yanson, and sister Ginnette Y. Dumancas refused to step down.

On August 19, 2019, the stockholde­rs of Vallacar Transit Inc., including the Yanson matriarch, elected a new set of board of directors who subsequent­ly re-elected Leo Rey Yanson as the president of the company.

The special stockholde­rs meeting effectivel­y re-affirmed Leo Rey Yanson as the rightful president of Vallacar Transit Inc., the largest subsidiary of the Yanson Group of Bus Companies and is the company behind Ceres Liner.

The Yanson Group, the parent company, is one of the largest bus conglomera­tes in Southeast Asia which operates more than 4,000 buses nationwide.

Establishe­d in 1968, the 52year-old conglomera­te founded by the late Ricardo Yanson Sr together with his wife Olivia, now has a total of 18,000 employees who provide transport services to 700,000 passengers daily.*

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