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Securities and Exchange (SEC) Commissioner Jesus
Martinez, Commission on Higher Education Chairman Romulo
Neri and Supreme Court Associate Justice Renato Corona
were batch mates at the Ateneo de Manila High School (ADMHS).
ADMHS
’66 calls itself the “MOBB” (Men of Blue Blood) because
its members were dubbed mga balasubas by one of
their teachers.
Romy
Neri’s Senate testimony surprised and disappointed many
of his batch mates. Rene Corona’s concurring vote and
opinion on Neri’s case elicited a similar reaction. Much
was expected of Romy and Rene because they were in the
honors class.
Jess was
not in the honors class. He was just one of the boys, as
the saying goes. Still, I was a bit put off when I heard
he signed a cease-and-desist order (CDO) against the
Manila Electric Co. (Meralco) based on a complaint filed
by Winston Garcia, the hand puppet of Bonnie and Clyde.
I’ve
known Jess a long time. He is of the MOBB but he’s not a
balasubas. He is a lawyer, but he’s a God-fearing
man.
Thursday, Jess and I talked about his controversial CDO.
Me:
“Buddy, what happened?”
Jess:
“There was a huge stack of papers waiting for me when I
got to the office. My secretary told me it was an urgent
prayer for a CDO from Winston Garcia. I read the
petition. It was not frivolous.”
Me:
“Oh?”
Jess:
“There were attachments, solicitation letters that
lacked proxy forms, etc. What was I supposed to do, play
blind?”
Me:
“Without even giving Meralco a chance to respond?”
Jess: “I
didn’t have to hear the side of Meralco.”
Me:
“Why?”
Jess: “A
CDO is like a TRO [temporary restraining order]. It can
be filed ex-parte.”
Me:
“Buddy, I’m not a lawyer.”
Jess:
“Look, if you’re being evicted from your home and you
believe you shouldn’t be, then you go to a judge and ask
for a TRO. The purpose of a TRO is to prevent you from
being thrown out of your house. You don’t alert the
other side.”
Me:
“Aah. . . .”
Jess:
“Garcia wanted the public proxies verified.”
Me:
“Public proxies?”
Jess:
“Those shares that don’t belong to either the Lopez or
Garcia blocs, those shares owned by ordinary investors
like the Meralco pension fund. The SEC, as regulator, is
supposed to protect the rights of those shareholders.”
Me: “But
Meralco says your CDO was intended to stop the meeting
and disenfranchise the votes of the people you were
supposed to protect.”
Jess:
“No. The CDO didn’t stop the meeting or disenfranchise
anybody. We moved to supervise the validation of
proxies—in full view of the stockholders present.
“I don’t
understand why the Lopezes didn’t want us to open the
ballot boxes, as it were. Those proxies, upon
validation, would have been counted in their favor.”
Me: “But
what about the undue haste with which the order came
out?”
Jess:
“There was haste, but it was not undue.
“Meralco
is not an ordinary corporation. It’s publicly listed and
it’s an index stock. It requires expeditious attention.
The petition was filed at 10 that morning and the SEC
order didn’t come out until around four that afternoon.”
Me:
“Same day is not fast?”
Jess:
“Well, if we had waited till the next day the meeting
would have been over. Garcia’s electoral challenges
would have gone down as ‘noted.’”
Me: “But
shouldn’t Garcia have gone to the complaints division
first?”
Jess:
“He could have, but he didn’t.”
Me:
“Why?”
Jess: “I
don’t know, maybe he wanted to ambush the Lopezes.”
Me:
“Isn’t that dirty pool?”
Jess: “I
didn’t decide the merits of his petition based on what I
thought he and his lawyers had in mind. I acted on what
was presented to me at the time it was presented.”
Me: “You
were the only signatory.”
Jess:
“That’s not exactly true.
“After I
read the petition, I went to the office of Commissioner
[Thaddeus] Venturanza and asked him to read the
petition. He said we should issue a CDO.
“Commissioner [Raul] Palabrica was out of the office at
the time so Venturanza and I phoned him. After our
teleconference, he said, ‘Issue the CDO.’ That’s three
commissioners. I signed for and in behalf of the
commissioners because I was the OIC.”
Me: “But
you know, this whole thing is just Bonnie and Clyde
using Winston to get hold of Meralco.”
Jess:
“It’s not about white hats and black hats; it’s whether
or not there was cause for the SEC to step in and issue
a CDO.”
Me:
“What’s next?”
Jess:
“We will ask Meralco to explain its defiance.”
Me:
“Meralco filed a case with the Court of Appeals [CA].”
Jess:
“Good. Let the CA decide whether the SEC overreached.
I’d like to get a clarification from them. Ever since
the new SEC law reduced our jurisdiction from
adjudication, regulation and registration to regulation
and registration only, no one really knows where
regulation ends and adjudication begins.”
Me:
“What if they rule for Meralco?”
Jess:
“Then our limits are clear.”
Me:
Parang ginamit ka lang ni Winston. [“Seems like
Winston used you.”]
Jess:
“He used the law, not me.”
Me: “One
last thing, buddy. Your son’s secretary is really
attractive.”
Jess:
“Don’t get started on that again.”
Buencamino is a fellow of Action for Economic Reforms (www.aer.ph). |
