MANILA — The Department of Justice (DOJ) said on Monday that a criminal complaint filed by the Securities and Exchange Commission (SEC) against Villar Land Holdings Corporation is undergoing evaluation, following allegations of market manipulation, insider trading, and misleading disclosures.

The Commission said over the weekend that it had filed a criminal complaint against the property developer in connection with its 2024 financial statements.

Among those named as respondents are former senator and company chairman Manuel Villar Jr., former senator Cynthia Villar, and their children — Senators Mark Villar and Camille Villar, as well as businessman Manuel Paolo Villar. Directors Cynthia Javarez and other company officials were also included in the complaint.

DOJ spokesperson Polo Martinez said subpoenas had been served on the respondents. “The DOJ will determine if there is merit to the allegations by the SEC. Of course, as a matter of procedure, all respondents will be given an opportunity to present their defenses,” Martinez said.

Prosecutor General Richard Anthony Fadullon said the case was still under review. “Remember that when cases are filed here, it is not immediately for preliminary investigation.”

“Yes, there are ongoing evaluations but as far as the department is concerned, no pronouncements can be made just yet because we do not want to pre-empt the results of the evaluation,” Fadullon added.

Financial Discrepancy

The complaint stems from Villar Land’s 2024 financial statement, which initially reported total assets of ₱1.33 trillion and nearly ₱1 trillion in net income. The figures prompted significant market attention.

However, the company’s audited report later showed total assets of ₱35.7 billion — substantially lower than the previously disclosed amount.

According to the SEC, the discrepancy was materially misleading. The regulator also alleged that Senator Camille Villar purchased 73,600 shares prior to a corporate disclosure that resulted in an increase in the company’s share price, a move cited in the complaint as insider trading.

The SEC said the company and its officials allegedly violated Section 24.1(d) and Section 26.3 of the Securities Regulation Code, which prohibit false or misleading statements and acts operating as fraud or deceit upon investors.

Company Response

In a disclosure to the Philippine Stock Exchange, Villar Land said it had not yet received a copy of the complaint.

“Thus, we are not aware of any other details on the matter except for what has been disclosed by the SEC in its press statement. In view of the foregoing, the Company cannot provide any further clarification or disclosure on the matter until we receive a copy of the complaint,” the company said.

“The Company and its directors are entitled to due process and look forward to receiving a copy of the complaint and responding to the allegations raised by the SEC in the proper forum,” it added.

In a separate statement issued in February, Villar said Villar Land has “consistently upheld the highest standards of good corporate governance.”

“All our businesses and officers understand that corporate good governance is essential for building trust among investors and fostering sustainable growth. In fact, we welcomed and fully cooperated when the SEC began its fact-finding investigation,” he said.

He also said the group is “unequivocally committed to transparency and compliance with existing rules and regulations being enforced by both the SEC and the Philippine Stock Exchange,” adding that it has “consistently disclosed material developments and continues to coordinate with regulatory bodies regarding the status of our financials.”

The DOJ said it would determine whether there is sufficient basis to proceed to preliminary investigation after completing its evaluation.

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