Majority shareholders of Philippine Racing Club Inc. (PRCI) yesterday accused lawyer Brigido Dulay, the outvoted director of the listed horseracing firm, of creating a ruckus to discredit and “torpedo” a legitimate board decision to swap the ownership of the 21-hectare race track in Sta. Ana, Makati with shares in subsidiary JTH Davies Inc.
“Atty. Brigido Dulay and the clients he represents are muddling the issue by imputing ill-motives and raising non-issues against a strategic and perfectly legitimate business decision. The simple truth is, he was outnumbered 11 to one in the company board,” PRCI majority directors said.
Dulay was the sole dissenting director out of 11 board members – composed of nine regular and two independent directors – when the property-for-share swap deal was discussed.
The group said Dulay has been peddling misinformation about the proposed share-swap deal to the detriment of the company.
Company records show that Dulay represents the shareholdings of PRCI stockholders Miguel Ocampo Tan and Jemie U. Tan – nephew and daughter, respectively, of couple Manuel Tankiansee and Juanita Tan.
The Tankiansee couple own Farmix Fertilizer, Pearl Bank Securities and Bulk Handlers, Inc., a firm which was also involved in the controversial Poro Point port deal. Tankiansee was former vice chairman of the now defunct Westmont Investment Corp. and also served as chairman of Westmont Bank.
PRCI majority shareholders, holding a combined 75 percent of the horseracing concern, likewise pointed out that there will be no dissipation of the company’s assets since the property will merely be transferred to a company controlled by PRCI.
They stressed that like most of the country’s big and successful conglomerates, PRCI is merely exercising its right to have its own property arm that will explore the full development potential of its Sta. Ana racetrack given a booming property sector fueled by robust remittances from overseas Filipino workers and low interest rates.
“The reason for the transfer is simple – to attract partners who are interested in property development but not necessarily horse racing which is PRCI’s core business,” the majority shareholders said.
The Sta. Ana race track, located at the heart of Makati, is envisioned to become the next Rockwell.
Several foreign and local consultants, including Palafox and Associates, have expressed interest to convert PRCI’s property into a mixed use commercial and residential project.
Majority shareholders also pointed out that JTH Davies has a long and good reputation As of end-December 2006, JTH Davies had a cash balance of P180 million.
The group also pointed that they invested billions of pesos in hard earned money to gain control over PRCI. “We therefore cannot allow Atty. Dulay and his small minority to substitute their judgment for our own strategic business decisions and long-term vision for the company,” the PRCI majority directors said.
“Failing to impose their will inside the board room, Dulay’s group has gone to court and is now treading a path that could lead to PRCI’s destruction. It’s a simple case of burning the house down just because a certain group didn’t get what it wants,” the majority directors added.