By Arra B. Francia, Reporter
THE CHAIRMAN of The Medical City (TMC) denied claims that the medical institution’s foreign investor group is set to mount a “hostile takeover” during its annual shareholders’ meeting (ASM), alleging instead that the postponement of the annual assembly is a “ploy” orchestrated by its chief executive officer (CEO) to stay in power.
TMC Chairman Augusto P. Sarmiento clarified that there is no such attempt from its group of foreign investors consisting of Singapore-based Clermont group — brought in by TMC Executive Vice President and Chief Operating Officer Jose Xavier B. Gonzales back in 2013 — Viva Holdings (Philippines) Pte. Ltd., Viva Healthcare Ltd., and Fountel Corp.
“Fountel and Viva have been with us for five years. There has never been any indication or instance where they have made any attempt, no matter how trivial, to take over management,” Mr. Sarmiento told BusinessWorld in an interview in Mandaluyong on Tuesday.
Instead of a takeover, Mr. Sarmiento noted the foreign investor group has been the one injecting necessary funds for TMC’s operations, citing a recent P963-million capital infusion for the institution.
To recall, TMC’s board room battle came into light after TMC President and CEO Alfredo R.A. Bengzon filed a complaint with the Securities and Exchange Commission (SEC) asking for intervention and the indefinite postponement of the company’s ASM scheduled on June 14, lest the foreign investors’ group led by Mr. Gonzales attempt a hostile takeover of TMC.
Mr. Bengzon claimed that he was unaware of the Corporate and Shareholders Agreement (CSA) between TMC and the Clermont group, which should void its acquisition of up to 54% of the company’s shares.
This is contrary to Mr. Sarmiento and Mr. Gonzales’ claims that the CSA is publicly available, given that the ownership changes were registered with the SEC in 2013.
In addition, Mr. Sarmiento said Mr. Bengzon has gone behind his back “in an attempt to change the TMC’s Trust Agreement to have precedence over me as a trustee.”
“It was undeniable that it was a ploy, a well-studied attempt… for the purpose of full control and power by him. He wants to remain in his position,” Mr. Sarmiento said.
Mr. Sarmiento also noted that the company is now suffering from the mismanagement of its operations in Guam Regional Medical City, the CEO of which was appointed by Mr. Bengzon. From an initial investment of P11 billion, the Guam facility has already incurred P21.6 billion in expenses for the putting up of a single 130-bed hospital.
While its hospital in Guam is said to be profitable on paper, Mr. Gonzales said there have been issues on collection. For instance, while TMC had P2.5-billion in receivables by the end of November 2016, only 28% was collected, prompting the hospital to write off P1.8 billion.
Mr. Sarmiento said that holding the ASM is crucial in resolving these matters, and called on Mr. Bengzon to withdraw his petition with the SEC.
“I would like for Dr. Bengzon to think about the wisdom of withdrawing his petition to the SEC, which I think shareholders deserve and would resolve problems triggered by what he has done,” Mr. Sarmiento said.
By Arra B. Francia, Reporter