Villar Land responds to trillion-peso valuation controversy, other issues

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The ₱1-trillion net income in 2024 is primarily attributable to the fair value recognition of Villar Land’s substantial investment property portfolio, in line with generally accepted accounting principles

(Editor’s note: Rappler sought Villar Land Holdings’ comments to an opinion piece by veteran business journalist Val Villanueva on June 19, Thursday. Some of the answers take up other points raised in two of Villanueva’s Vantage Point columns published on May 20 and June 13. Rappler’s resident stock market analyst Den Somera also wrote related stories about it on May 23 and May 30. We are publishing Villar Land’s e-mail responses in full.)

1. What are the reasons for postponing the Villar Land Holdings’ annual stockholders’ meeting to September 3 from July 16? Is this due to accounting issues and audit challenges? Are auditors refusing to sign off on the financial statements?

The Annual Stockholders’ Meeting (ASM) was postponed from July 16 to September 3, 2025, primarily due to the ongoing audit of the company’s financial statements. While our by-laws set July 15 as the typical date for the meeting, we believe it is in the best interest of transparency and proper corporate governance to hold the meeting once the audited financial statements are finalized.

The delay in finalizing the financial statements stems from the extensive audit procedures being undertaken by our external auditors. This includes the validation of a significant volume of appraisal reports covering approximately 366 hectares of land under fair value accounting. This valuation approach is consistent with industry standards and complies with Philippine Generally Accepted Accounting Principles (GAAP). It is commonly applied by real estate developers and Real Estate Investment Trusts (REITs), including other publicly listed companies.

To clarify, the auditors have not refused to sign off on the financial statements. They are in the final stages of their audit and will issue their opinion once all necessary validation procedures are completed.

2. Rappler’s columnist Val Villanueva says this reflects “lack of financial transparency” after Villar Land made claims of ₱1-trillion in net income in 2024, which has not been backed by audited numbers as of writing. Please comment on this.

We respectfully disagree with the characterization of “lack of financial transparency.” The net income figure referenced is currently undergoing a rigorous audit process, which includes a comprehensive review of appraisal reports covering high-value properties. This extensive audit is necessary to ensure the accuracy and integrity of the financial statements.

The company has consistently disclosed material developments and continues to coordinate with regulatory bodies regarding the status of its financials. Once the audit is concluded, the audited financial statements will be publicly released in full compliance with regulatory requirements.

3. His latest column also raises the following issues: Villar Land is violating Philippine Stock Exchange (PSE) rules for timely disclosures; Securities and Exchange Commission (SEC) requirements for audited financial reporting; basic standards of corporate governance and fiduciary duty. The PSE has suspended trading of Villar Land shares since May 15. Please comment on this.

Villar Land has requested an extension for the submission of its Annual Financial Statements due to the complex and time-consuming nature of the audit process, which involves the validation of a substantial number of property appraisals.

We recognize and respect the PSE’s regulatory mandate and continue to engage with both the PSE and SEC to ensure compliance. The delay does not reflect a disregard for corporate governance or fiduciary responsibilities, but rather a commitment to accurate reporting and regulatory alignment.

The company remains committed to transparency and will resume trading as soon as the audited financials are finalized and submitted.

4. Please explain the ₱1-trillion net income in 2024. According to Villanueva’s analyses, Villar Land is bleeding and not growing value from 2019 to 2024. What can you say about this?

From 2019 to 2024, Villar Land’s earnings were primarily derived from its mass housing and death care operations. However, the company has since pivoted toward large-scale urban development, with Villar City as its flagship project. This shift involves acquiring prime commercial land and positioning the company as a long-term developer of mixed-use investment properties.

While this transition may not reflect traditional revenue growth in the short term, it lays the foundation for sustainable value generation and recurring income in the future through commercial development and leasing.

Villar Land responds to trillion-peso valuation controversy, other issues

5. The column says that the combined shareholder value of Villar Land and its affiliate firms — Vistaland and Lifescapes Inc. (VLL), Vistamalls Inc. (STR), AllHome Corp. (HOME), AllDay Marts Inc. (ALLDY), Premiere Island Power REIT Corporation (PREIT) — are held by related Villar entities, making it essentially not public. What can you say about this?

The claim that Villar Land is “not public” is inaccurate. As of May 31, 2025, Villar Land’s Public Ownership Report filed with the PSE shows that 11.33% of its shares are held by the public. The remainder is held by Fine Properties and Cambridge Group, which are disclosed major shareholders.

This level of public float is comparable to several other listed firms and remains within acceptable regulatory thresholds. The table below reflects public ownership across the Villar Group:

Company	Public Ownership (%)	Major Shareholders (%)
Villar Land (HVN)	11.33%	88.62%
VLL	24.16%	75.84%
STR	10.3%	89.7%
VREIT	35.29%	64.71%
HOME	32.26%	67.74%
ALLDY	33.02%	66.98%
PREIT	48.88%	51.12%

These figures confirm that the companies maintain active public participation and are in compliance with PSE reporting obligations.

6. The column also alleges that if Villar Land were to collapse, the damage could affect the entire Philippine equity market. Please comment on this.

While we acknowledge Villar Land’s size and visibility within the market, we believe that any concerns about systemic risk are overstated. The Philippine equity market is diverse and resilient, supported by robust regulatory oversight and investor safeguards.

Even in the hypothetical case of a company-specific issue, the broader market impact would be mitigated by the diversity of listed companies and sectors. The health of the overall financial system, investor sentiment, and macroeconomic fundamentals play a much more significant role in determining market stability.

Villar Land remains a going concern, with a strong asset base and long-term development strategy. We continue to focus on completing our audit process and resuming normal operations. – Rappler.com

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