Villar Land Holdings Corp. said it would fully cooperate with the Securities and Exchange Commission (SEC) after the regulator imposed a P12-million fine on the company and its directors and officers.
The fine is in lieu of a suspension of Villar Land’s registration statement and permit to sell securities, and the company will face an additional penalty of P2,000 per day until it submits its delayed annual report and first-quarter 2025 report.
The SEC’s August 18 order also directed Villar Land and its officers to explain within 10 days why they should not be held liable for violations of the Securities Regulation Code.
“Villar Land and its directors and officers welcome the opportunity to explain their side on the issues raised and will respond to the SEC’s order in due course,” the company said in a statement.
Villar Land, formerly known as Golden MV Holdings Inc., said the filing delays were not due to the auditor’s refusal to sign the 2024 financial statements.
Instead, the company said the auditor had made “varying requests for additional audit procedures” to review the valuation of properties Villar Land acquired in Villar City.
The company said that while it “firmly believes that it is the fair value of the Villar City properties that should be reflected in its financial statements,” it had “reluctantly proposed to the external auditors the use of cost basis” to secure the immediate release of the 2024 audited financial statements.
Villar Land earlier cited delays in the appraisal and audit of properties it acquired in 2024, including the Villar City Land, as the reason for the late submission.
Villar Land said in a disclosure to the Philippine Stock Exchange Tuesday it is postponing its annual stockholders’ meeting to Oct. 20, 2025. The meeting was originally scheduled for Sept. 3.
The company’s board of directors approved the postponement to ensure it had sufficient time to comply with regulatory requirements, particularly attaching its 2024 audited financial statements and its quarterly report for the periods ended March 31, 2025, and June 30, 2025, to its SEC Form 20-IS.
The meeting will be conducted via remote communication, with livestream access provided to registered participants. The record date for the meeting is Sept. 15, 2025, the company said.
Villar Land, in September 2024, acquired Althorp Land Holdings Inc., Chalgrove Properties Inc. and Los Valores Corp., which collectively owns 366 hectares of prime land within Villar City, a 3,500-hectare development south of Manila.
Based on the valuation conducted by third party hired by company, the assets of these three companies are worth P1.3 trillion.
Villar Land said, however, its external auditor Punongbayan & Araullo did not accept the valuation of the and instead required the company to procure new appraisal reports for the assets of these companies.
It said to finally finalize its financial report, Villar Land agreed with P&A that it would accept the most conservative valuation for the assets of each which is to value them at cost basis of P8.8 billion.
