Former Philcomsat directors face charges

Five former Philippine Communication Satellite Inc. (Philcomsat) directors/ officers were indicted before Branch 64 of the Metropolitan Trial Court (MTC) of Makati for violation of Section 144 the Corporation Code and Article 318 (Other Deceits) of the Revised Penal Code. The charge sheet accused Manuel Nieto Jr., Lourdes Africa, Luis Lokin Jr., Benito Araneta and Ronaldo Salonga of conspiring with one another for their mutual aid and benefit with deliberate intent in defrauding Philcomsat in the amount of P874 million.

The information was filed as a consequence of the criminal complaint insituted by Philcomsat lawyer Samuel Divina. Divina said the accused constituted themselves into an executive committee (EXCOM) and passed a resolution authorizing accused Nieto, Jr., to enter into an illegal memorandum of agreement (MOA) with ANSEAR Realty and Development Corp. and Antonio Araneta. Antonio Araneta happens to be the cousin of accused Benito Araneta and a nephew of accused Manuel Nieto Jr. According to Divina, Philcomsat and Philcomsat Holdings Corp. (PHC), a subsidiary of Philcomsat, precipitately released the amounts of P265 million and P125 million, respectively, without obtaining the approval of the Philcomsat and PHC Board nor the ratification or approval of the stockholders of the two corporations in gross violation of the provisions of the Corporation Code.

Divina added the accused perpetrated deceit and fraud against the stockholders of Philcomsat and PHC. First, the intentional non-compliance of the accused to submit the MOA for ratification of the Board and approval of the stockholders clearly smacks of an obvious attempt to personally gain from the aforesaid transaction. Second, the fact that the power to implement the MOA was solely granted to accused Luis Lokin Jr., is a highly questionable authority as it is contrary to established corporate practice. Third, the release of P390 million only a few days after the MOA’s execution in favor of a close relative (Antonio Araneta) of two of the accused (Nieto Jr., and Benito Araneta) is a violation of their fiduciary trust and obligation to the corporation and stockholders of Philcomsat and PHC as they clearly engaged in self-dealing when they participated in the transaction.