Coyiuto deplores SEC ruling

Businessman Robert Coyiuto expressed disagreement yesterday over the decision of the Securities and Exchange Commission to uphold the appointment of Francisco Villaroman and Rody Cruz as corporate secretary and treasurer, respectively, of the Philippine Stock Exchange (PSE).

In statement Coyiuto said he deplores the SEC’s exemption of a non-lawyer as PSE corsec disguised as "prudence and exigency."

Following in the full text of Cuyiuto’s statement:

"Prudence and exigency" has no basis in law and in fact. We cannot image how the ouster of Villaroman and Cruz would affect the stability of the capital market and protection of the investing public, unless there is overwhelming proof that the PSE is bankrupt with qualified corporate secretary and treasurer. The bottom line is the commission in exempting Villaroman, a non-lawyer, from the mandatory provision requiring the PSE corporate secretary to possess the "legal skills of a chief legal officer" if he is not the general counsel.

"It is unfortunate that the ruling of the Commission En Banc allowing brokers Francisco Villaroman and Rody Cruz as officers of the SEC being corporate secretary and treasurer, respectively despite the clear prohibition of the SRC. This contradicts its previous ruling dated Sept. 8, 2000 which restored the SRO status of PSE subject to condition no. 4, to quote:

"The president and other officers of the Exchange shall be persons who are not members and are not associated in any capacity, directly or indirectly with any broker or dealer or member or listed company of the Exchange: Provided, that the Exchange may only appoint, and a person may only serve, as an officer of the Exchange, if such person has not been a member or officer of the Exchange, has not been a member or affiliated with any broker, dealer, or member of the Exchange for a period of at least two (2) years prior to such appointment. Henceforth, the By-laws and the Rules of the Exchange shall be deemed to have been amended in accordance herewith, although the Exchange is given until its next annual meeting to cause the formal amendments thereto to give effect to this condition. Otherwise, this Order shall be sufficient to cause the said amendments. Provided, further, that the incumbent officers of the Exchange shall be exempted from the above restrictions to enable them to complete their term of office."

"To say that Villaroman is an accountant and an experienced broker of unquestionable integrity is practically amending the rules on good Corporate Governance. SEC is treading on dangerous grounds which is not healthy for good Corporate Governance. How else can the SEC expect us to take itself seriously when the very agency tasked to administer the Sec is the first violator?

"The manual on Good Governance takes effect Jan. 1, 2003, yet SEC has already made exemption to the rule."