Villars deny SEC’s insider trading, market manipulation charges

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'All actions were made in good faith and... there is absolutely no evidence of fraud or intent to defraud,' says a lawyer for Senator Mark Villar

MANILA, Philippines – Billionaire Manny Villar and his family on Monday, April 20, denied charges of insider trading, stock market manipulation, and other securities code violations as alleged by the Securities and Exchange Commission (SEC).

In counter-affidavits and motions filed during the continuation of the preliminary investigation on the complaint filed on January 30, the Villar family denied any wrongdoing and asked prosecutors to junk the complaint filed by the corporate regulator.  

Senators Mark and Camille, and their brother, Paolo, and other respondents personally submitted their counter-affidavits at the Department of Justice (DOJ) on Monday.

Property tycoon Manny and his wife Cynthia, both former senators, did not appear but were represented by their counsels. Instead of a counter-affidavit, they submitted a verified motion and manifestation to dismiss the SEC complaint. 

The law firm Picazo Buyco Tan Fider Santos and Dee is representing Villar Land Holdings Corp. and the members of the Villar family. 

Appearing for the Villars, lawyer Robel Lomibao said the filing of a verified motion and manifestation instead of a counter-affidavit is allowed under the rules. 

He said the Villar couple is asking prosecutors “to look at the complaint and hopefully decide in our favor.” 

“In our view, as far as the Villar Land Holdings Corp. and the individual respondents who are directors and officers, we maintain that they did not commit any wrongdoing,” Lomibao said.

“We are here to clear the name of the company and clear the name of the directors and officers impleaded in this case.”

He also said they are hoping that the DOJ would dismiss the SEC complaint.

‘In good faith’

Senator Mark filed a separate counter-affidavit through his lawyer Rhegine Peralta Abrera. 

She said the senator is fully cooperating with the DOJ, and expressed confidence “a fair review of the facts will show that the charges have no basis.”

“Basically, he denies any wrongdoing,” Abrera said. “All actions were made in good faith and to ensure transparency. There is absolutely no evidence of fraud or intent to defraud.”

“The stand is that he performed the action in good faith as director of the company and these were based on independent valuations and again to comply with the duty to ensure transparency,” she added. 

The head of the DOJ panel of prosecutors handing the complaint, Senior Deputy State Prosecutor Peter Ong, did not comment on the prayer of the Villars to dismiss the complaint since it was still “premature.”

He said the the motion and manifestation filed by the Villar couple would be treated as their counter-affidavit.

The DOJ panel of prosecutors is set to resume the preliminary investigation on May 13. 

The Villar patriarch, the Philippines’ third richest individual, first broke his silence on the SEC complaint on February 3 saying Villar Land has “consistently upheld the highest standards of good corporate governance.”

Market manipulation

The SEC filed the criminal complaints against Villar Land Holdings Corporation (formerly Golden MV Holdings), its related companies and senior executives, accusing the group of market manipulation, insider trading and misleading disclosures that regulators say distorted share prices and undermined investor confidence.

The SEC complaint centers on Villar Land’s public release of its 2024 financial statements, which reported a dramatic surge in total assets to ₱1.33 trillion and net income of nearly ₱1 trillion — figures that stunned the market and triggered sharp movements in the company’s share price.

The company attributed the jump to a massive revaluation of its real estate holdings, particularly land within its flagship Villar City development, south of Metro Manila.

But the SEC alleged that those figures were disclosed to investors before the company’s external audit had been completed. Its independent auditor later clarified that the financial statements had not been fully audited, especially with respect to property valuations that accounted for nearly all of the reported gains.

When Villar Land subsequently submitted its audited financial statements, total assets stood at just ₱35.7 billion — a fraction of what had earlier been reported.

The SEC said the discrepancy was not merely technical but materially misleading, particularly given the market reaction that followed the initial disclosure.

The complaint further alleged that related companies — including Infra Holdings Corporation and MGS Construction — engaged in trading activities that artificially supported the price of the Villar Land shares.

Infra Holdings is owned by Virgilio B. Villar, the brother of Manny, according to the filing.

The SEC had also accused Senator Camille, a board member and member of the family’s next generation of executives, of insider trading for purchasing company shares shortly before a corporate disclosure in 2017 that led to a rise in the stock’s price. – Rappler.com