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Megawide gets nod for NAIA rehabilitation project

By Denise A. Valdez, Reporter

Megawide Construction Corp. on Friday said it received the government’s nod for its proposal to rehabilitate the Ninoy Aquino International Airport (NAIA), which was initially submitted over two years ago.

“In a letter dated 15 July 2020, the Manila International Airport Authority (MIAA) granted the consortium led by Megawide with GMR as partner operator, the original proponent status (OPS) for the development of NAIA,” it told the exchange on Friday.

However, Megawide Director Manuel Louie B. Ferrer said the government gave its own terms of reference for the NAIA project when it granted the OPS.

“The government has its own terms of reference for us to consider. So, it’s just a yes or no for us,” he told BusinessWorld in a mobile message on Friday.

Since the new set of terms differ from the company’s original proposal, Mr. Ferrer said they are currently evaluating it.

“We will do our best just like how we poured our heart and soul at our Mactan Airport and PITx (Parañaque Integrated Terminal Exchange),” Mr. Ferrer said.

Megawide and GMR Infrastructure Ltd. currently operate the Mactan-Cebu International Airport (MCIA) through its subsidiary GMR-Megawide Cebu Airport Corp., led by Mr. Ferrer as president.

“Our team has transformed MCIA as primarily the country’s top tourism gateway. We aim to contribute our experience in airport development and value engineering to the long-awaited resurgence of NAIA,” Mr. Ferrer said in a statement.

To recall, the tandem of Megawide and GMR submitted in March 2018 a $3-billion (approximately P148.43 billion) unsolicited proposal to rehabilitate the NAIA over an 18-year period. It had tapped American company The Mitre Corp. as its technical partner for the project.

Megawide-GMR said then that its plan was to increase NAIA’s capacity to 72 million annual passengers from its original 30.5 million. This involves increasing the airport’s airfield capacity to 950-1,000 aircraft movements per day and expanding existing terminals to more than 700,000 square meters.

But the company’s 2018 proposal was shelved by the government because its submission was beaten by a few weeks by the super consortium.

The consortium – originally composed of Aboitiz InfraCapital, Inc.; AC Infrastructure Holdings Corp.; Alliance Global Group, Inc.; Asia’s Emerging Dragon Corp.; Filinvest Development Corp.; JG Summit Holdings, Inc; and Metro Pacific Investments Corp – submitted a P350-billion NAIA rehabilitation proposal in February 2018, ahead of Megawide-GMR.

After tweaking its proposal and reducing the project cost to P102 billion, the super consortium was eventually granted OPS by the government in September 2018.

However, the consortium’s OPS was revoked on July 10 after it failed to get the government’s approval to revise project conditions in light of the impact of the coronavirus pandemic.

Based on Build-Operate-Transfer rules, a company that has been granted OPS for an unsolicited proposal will be subjected to a Swiss challenge after the award. In this stage, other companies are invited to counter the proposal, and the original proponent will have the right to match them.

Shares in Megawide at the stock exchange closed three centavos or 0.41% down to P7.24 apiece.

PCC resumes merger review

The Philippine Competition Commission (PCC) has resumed its regular merger review operations as it anticipates further easing of the lockdown.

In a resolution dated July 16, the PCC said that it adopted new guidelines for resuming merger processes.

This includes some issuance of orders of payment and collection of filing fees, reviews of notified mergers and acquisitions, and the conduct of investigation, surveillance, and information gathering for these transactions.

Entities with a principal office in an area under general community quarantine (GCQ) or modified general community quarantine (MGCQ) may request to apply these guidelines. The guidelines apply even if only one of the transacting parties are in the mentioned areas.

The guidelines allow the PCC to continue the digital and alternative arrangements for merger reviews and investigations.

The PCC will also consider requests for extension and waivers to give parties time to comply with requirements, given the logistics challenges during the pandemic.

“With the pandemic, Philippine markets will witness changes and restructuring in the form of mergers, consolidations, or even exit of firms. It is during this period that the PCC must watch out through proper merger review for risks of concentration or rise of virtual monopolies to protect consumer welfare,” PCC Chairman Arsenio M. Balisacan was quoted as saying in the statement.

Parties to a transaction are advised to use the PCC’s online filing system to minimize health risks. They may file their forms any time after the signing of their definitive agreement, but before any acts of consummation where the 30th day of the notification period falls within the community quarantine period starting on March 13, 2020.

“With the guidelines amid the community quarantine in place, PCC stands ready to enforce its merger review and investigation mandate during this critical period. This ensures that transactions do not substantially lessen competition in the market that might cause higher prices, fewer choices, or lower quality of goods and services,” Mr. Balisacan said.

Expedited review notifications will remain suspended during the GCQ or MGCQ.

The guidelines remain effective for as long as Barangay Bagong Pag-asa Quezon City, where PCC offices are located, is under GCQ or MGCQ. — Jenina P. Ibañez

PSE greenlights Ayala Land’s REIT offering

Ayala Land, Inc. (ALI) has gained the approval of the Philippine Stock Exchange, Inc. (PSE) to conduct its real estate investment trust (REIT) offering before the end of the month.

In a disclosure on the PSE EDGE website on Friday, the regulator said it has allowed ALI to proceed with its REIT plan after securing the go-signal from the Securities and Exchange Commission last week.

AREIT, Inc., which is the property firm’s vehicle for the REIT offering, is scheduled to finalize its offer price by July 22. The offer period is set from July 27 to Aug. 3, with listing at the PSE main board tentatively scheduled on Aug. 13.

“The exchange’s approval of the listing of the company’s shares is subject to its compliance with all of the post-approval conditions and requirements of the exchange,” the regulator said.

AREIT will do an initial public offering (IPO) of 456.88 million shares with an overallotment option of 45.69 million shares.

The offer price may go up to P30.05 per share, which would raise about P15.1 billion in proceeds for the company. Its market capitalization post-IPO may reach up to P32.84 billion, if the offer price is set at the maximum.

AREIT tapped BPI Capital Corp. as sole global coordinator, PNB Capital & Investment Corp. and SB Capital Investment Corp. as domestic co-lead underwriters, and BPI Capital and UBS AG Singapore Branch as joint bookrunners for the offering.

ALI’s REIT plan involves three office buildings in Makati City: Solaris One, Ayala North Exchange and McKinley Exchange.

Proceeds from the offering will be used to buy Teleperformance Cebu and future investments in other real estate properties in Metro Manila and key regions.

If it succeeds with the plan, ALI would be the first property developer to do a REIT offering in the Philippines. The REIT shares will be listed under the stock symbol “AREIT”.

ALI’s earnings in the first quarter dropped 41% to P4.3 billion due to lower bookings and project completions because of the Taal Volcano eruption and the coronavirus-related lockdown.

Shares in the company at the stock exchange shed P1.20 or 3.65% to P31.70 each on Friday. – Denise A. Valdez

EU to “reorient” €15 million in grants for PHL pandemic response

THE EUROPEAN UNION (EU) will be “reorienting” grants worth up to €15 million (around $17.08 million or P844 billion) for the Philippines’ fight against the coronavirus disease 2019 (COVID-19) pandemic in Mindanao.

In a ceremonial exchange of financing agreements in Manila, officials from the EU announced on Friday they are currently in talks with the Philippine government about “reorienting” existing funds to support anti-COVID-19 efforts in Mindanao estimated to reach up to €15 million.

“Team Europe stands ready to assist the Philippine government in its fight against COVID-19 by reorienting some of the funds to addressing the short to medium-term consequences of the pandemic,” EU Chargé d’ affaires ad interim Thomas Wiersing said in his speech.

The reoriented funds could be used to help cushion the impact of the pandemic on health, social and economic recovery, said Mr. Wiersing, but the terms of the financing agreement are still subject to discussion with the Philippine government.

The aid will be sourced from the combined resources of member states of the EU and other financial institutions through the so-called “Team Europe.”

Finance Undersecretary Mark Dennis Y.C. Joven said so far, the Philippines’ ongoing grants from the EU totalled €150 million, with around €63 million more in the pipeline.

“If we exclude the two new agreements (signed this month worth 60.5 million), we’ll have around €20-30 million in pipeline with the EU,” Mr. Joven added.

Mr. Wiersing represented the EU during the ceremonial exchange of two new financing agreements in Manila for €60.5 million (P3.4 billion) in grants it provided to the Philippines for two development programs in Mindanao.

The Philippine government was represented by Finance Secretary Carlos G. Dominguez III in the ceremony.

Enrico Strampelli, head of the Development Cooperation Section of EU’s Delegation in the Philippines, said the €15 million up for “reorientation” is part of this €60.5 million, plus other pending aid that have not been signed by the government.

The two grants signed earlier this month consist of €35.5 million (P2 billion) for the Mindanao Peace and Development Program and a €25-million (P1.4 billion) grant to support the transition program of the Bangsamoro Government.

The EU said the newly signed agreements “are part of a larger package of the EU cooperation programs expected to be finalized within this year.”

Mr. Dominguez said the EU development program for Mindanao will be used to support job creation in the agriculture sector and community-based infrastructure in the region, while the other grant will boost the institutions of the newly-established Bangsamoro Autonomous Region in Muslim Mindanao or BARMM government.

“Overall, both programs will help clear the way for Mindanao’s rapid development and bring us closer to achieving President Duterte’s goal of genuine and meaningful autonomy in the Bangsamoro region. We are also pleased that the EU conveyed its intention to reorient portions of both grants to help the government address the effects of the pandemic in Mindanao,” he said. — B.M. Laforga

Reports of counterfeiting, piracy spike in first half

COUNTERFEITING and piracy reports at the country’s intellectual property office spiked in the first half after a significant jump in reports during the lockdown.

Intellectual Property Office of the Philippines (IPOPHL) Director General Rowel S. Barba said in a speech sent to reporters on Friday that the office has received a total of 80 intellectual property (IP) rights infringement complaints and reports, or 66% more reports in the first half than full-year 2019.

The lockdown period from March to June accounted for 67 or 84% of all reports for the first half. Among these, 42% are piracy activities or the illegal distribution of copyrighted content through streaming or any other means.

“Initially, only movies were being pirated but eventually piracy of TV shows, specifically anime series, were being reported as well. [IP Rights Enforcement Office] also reported an increase of reports for e-books like educational textbooks due to the rise of distance learning,” Mr. Barba said.

The 36% consisting of counterfeiting activities include mostly apparel and accessories, and some involving cigarettes, an online beauty store, a bleach product and masks.

The remaining reports are of unauthorized selling, cybercrime, trademark registration concerns and patent infringement.

Mr. Barba said the surge in IP infringement cases during the lockdown can be attributed to either a surge in violations in the market or IP rights holders being more aggressive in exercising their rights — or both.

He warned violators may take the crisis as an opportunity to advance illicit trade given a supply and demand gap. He observed that shoppers are moving to more online shopping where they have transactions with less monitoring and more people are looking for sources of entertainment online.

“On top of all these was the fact that thousands of people are losing jobs, a sad event that continues to this today. It is not a distant possibility, then, that some of the displaced, in their desperation to secure a source of steady income, may turn to this illegal activity for livelihood,” he said.

Of the total reports for the first half, 60 have already been acted on. Consumer complaints are reported to the intellectual property right holder, while right holder reports are either given next steps or referred to the pertinent bureau outside IPOPHL.

“It is not IPOPHL who brings IP rights violators to court or files an administrative action. Under the current legal framework, an IP asset is private property so only its owner has the rightful authority to act on a violation,” Mr. Barba said.

“What we at IPOPHL do is help IP rights holders build a case to help them succeed in their enforcement, and hopefully move toward conviction, both criminal and administrative. For this, we have the Department of Justice, PNP, and NBI to help us as they are partners in the National Committee on IP Rights but more on the NCIPR later,” he added.

IPOPHL is proposing to amend its enforcement rules to be able to cover piracy and counterfeiting done online.
This will allow them to order online platforms to take down posts offering the sale of infringing products through warnings and compliance orders.

“At present what happens is that the IP rights holder is the only one who has the authority to request a take-down. Unfortunately, not all sites or platforms comply. We believe that a request from IPOPHL will compel a violator to comply,” Mr. Barba said. — Jenina P. Ibañez

Deadline of power utilities’ development plan moved to August

THE DEPARTMENT of Energy (DoE) deferred to end-August the deadline for the submission of the 2020-2029 distribution development plans (DDP) of all power utilities upon the inclusion of additional requirements, including documents on their relaxed power contracts during the lockdown period.

The deadline for filing the regulatory documents was moved from June 30.

In an advisory, Energy Undersecretary Emmanuel P. Juaneza said electric cooperatives must submit their decade-long development plans to the National Electrification Administration (NEA) on or before August 15 for review and consolidation. They must then file the documents to the DoE by Aug. 30.

Private power distributors and local government-owned utilities must submit the same documents to the DoE via the Electric Power Industry Management Bureau on the same deadline.

The DoE is now requiring all distribution utilities to add in their development plans a “normalized” forecast of coincident peak demand without considering the impact of the quarantine policies due to the pandemic “as this will be a critical consideration to the forecast input in the succeeding DDPs.”

However, they must consider and reflect the lockdown impact on their development plans for this year.

It also wanted utilities that invoked a force majeure claim in their contracts with suppliers amid the public health crisis to provide documents backing such a move. A force majeure event is an uncontrollable event that makes it impossible for entities to fulfill their obligations.

The submission of a distribution development plan is mandated by the Republic Act No. 9136, or the Electric Power Industry Reform Act.

The document outlines the utility’s long-term and immediate objectives; strategies in attaining such objectives; a summary of its technical and economic analyses in demand forecast and system expansion; power supply contracts; and profile of their service areas. — Adam J. Ang

Philippine Standard licenses to be renewed automatically

RECENTLY EXPIRED or expiring Philippine Standard licenses of local manufacturers will be automatically renewed, the Department of Trade and Industry (DTI) said.

DTI’s Bureau of Philippine Standards (BPS) will renew licenses that recently expired or will expire by Dec. 31 in consideration of the impact of the lockdown on local businesses and to comply with physical distancing and safety protocols, it said in a press release on Friday.

Philippine Standard licenses are required for foreign and local manufacturers of certain products before they enter the Philippine market.

The products are listed under DTI’s Mandatory Product Certification scheme, including several household appliances, construction materials, wiring devices, LPG systems and lamps.

Under Memorandum Circular No. 20-34, the licenses will be automatically renewed with the regular three-year validity. License holders may apply online and fee payment will be deferred.

“PS License holders must have no pending issues with their licenses such as but not limited to: unresolved non-conformances during the previous audits, unresolved Show Cause Order/Cease and Desist Order, and suspended licenses due to non- conforming products, among others,” DTI said.

License holders who won’t apply for renewal or have missing documents will not be able to avail of the automatic renewal.

DTI-BPS Director Neil P. Catajay said the bureau has already processed 17 licenses for renewal and expects 284 more local licenses.

“The DTI-BPS understands that local PS Licensed companies are trying their best to cope and survive the economic brunt brought by the COVID-19 pandemic,” he said.

The DTI has also adopted under its Philippine National Standards several environmental standards developed by the International Organization for Standardization.

“The benefits of having an Environmental Management System (EMS) in place is not limited to the environmental aspect but stretches to enhancing organizational processes and gaining good corporate reputation within the industry,” Mr. Catajay said. — J.P. Ibañez

Sugar group wants P2-billion sugar development fund restored

THE sugar industry called for the restoration of the P2-billion Sugar Industry Development Act fund for more farm grants and stronger research and development, the Philippine Sugar Millers Association, Inc. (PSMA) said.

The PSMA said on Friday that the Sugar Industry Development Act fund can also be used for socialized credit, infrastructure development and more scholarship grants, which can help improve the Philippine sugar industry.

However, PSMA said the Department of Budget and Management (DBM) has cited underutilization as the reason for budget cuts under the fund since 2017.

This call comes after the sugar group cited the Thailand government’s recent approval of a 10-billion baht (P15.7 billion) subsidy program for its 300,000 sugarcane growers.

The group said the assistance program of the Thailand government encourages its farmers to continue sugarcane planting despite a drought, weak global sugar demand and better income in other crops such as cassava.

PSMA Executive Director Jesus L. Barrera said compared to the Philippines, Thailand is willing to spend big to assist and keep its farmers in planting sugarcane.

“Our counterparts in Thailand shared that domestic sugar demand will drop by as much as 10% this year, from 2.5 million tons to about 2.3 million tons. The financial aid will definitely help farmers deal with the increase in production cost and weak demand for sugar,” Mr. Barrera said.

Meanwhile, Mr. Barrera said as of June 28, the country’s raw sugar production rose 3.27% year-on-year at 2.141 million metric tons.

However, PSMA said domestic sugar consumption is weak due to the community quarantines being implemented across the country in response to the pandemic. — R.M.D. Ochave

System checks show Wirecard money did not enter PHL – BSP

THE CENTRAL BANK has maintained that the missing money related to the Wirecard AG incident did not enter the Philippines, noting the country has a “strong financial oversight” to guard against possible threats.

“As has been previously stated, current available evidence shows that the money did not enter the Philippine banking system. We have systems in place that send us red flags in case of huge/suspicious transactions,” the Bangko Sentral ng Pilipinas (BSP) said in a statement on Friday.

Wirecard initially said its missing $2.1 billion was in accounts with two Asian banks. BDO Unibank, Inc. and the Bank of the Philippine Islands (BPI) have denied any business relationships with the German payments firm.

Both banks also imposed measures against employees involved in the fraudulent documents related to the incident.

Later on, Wirecard said its management assessed the missing $2.1 billion in funds probably do not exist.

The BSP said it worked with the Anti-Money Laundering Council (AMLC) for a multi-pronged investigation to look into whether the illicit funds entered the country.

“Investigation by the BSP’s Financial Supervision Sector (FSS), which focuses on determining whether any banking regulations were breached, is well underway,” it added.

For its part, the AMLC is investigating if the amended Anti-Money Laundering Act of 2001 was breached in the incident, the BSP said.

“The BSP and the AMLC are working closely with the National Bureau of Investigation on the matter and is open to coordination with concerned international authorities to hold unscrupulous individuals accountable,” it added.

“We continue to emphasize the importance of well-established risk culture in supervised entities,” it said.

The central bank said it has strict measures in place related to “the disqualification and watch-listing of erring bank officers”, while AMLC has AMLA compliance guidelines for non-financial professionals, including lawyers and accountants, know-your-customer requirements, as well as transaction reporting mechanisms. — LWTN

PSEi closes lower on renewed coronavirus worries

PHILIPPINE shares moved in line with global markets on Friday as investors worried over the economic toll of continued rise in coronavirus disease 2019 (COVID-19) cases across the world.

The bellwether Philippine Stock Exchange index (PSEi) dropped 58.91 points or 0.95% to close at 6,088.75 on Friday. The broader all shares index slid 28.20 points or 0.78% to 3,579.60.

“The PSEi closed the Friday session lower as investors parsed mixed US corporate earnings reports and economic data in the wake of a drop in Asian markets,” Regina Capital Development Corp. Head of Sales Luis A. Limlingan said in a mobile message.

The PSEi’s performance mirrored that of Wall Street on Thursday, where the Dow Jones Industrial Average, S&P 500 and Nasdaq Composite indices fell 0.50%, 0.34% and 0.73%, respectively.

Asian stocks were mixed on Friday. Japan’s Nikkei 225 and Topix indices shed 0.32% and 0.33%, respectively, while China’s Shanghai Shenzhen CSI 300 and South Korea’s Kospi indices gained 0.63% and 0.80%, respectively.

The Philippines was among Asia’s declining markets for the day as worries over the continued spread of COVID-19 affected investor sentiment.

“The index ended lower as investors may have felt concerned that the continued rise in COVID-19 cases might prompt the government to impose stricter quarantine measures in major cities of the country,” Timson Securities, Inc. Trader Darren T. Pangan said in a text message.

“6,000 remains the psychological support of the market, while immediate resistance may be pegged at 6,350-6,400 area,” he added.

On Thursday, the Health Department reported 2,498 new COVID-19 cases, raising the country’s total tally to 61,266. Of the new cases, 1,886 came from Metro Manila, 198 from Cebu, 57 from Cavite, 44 from Davao Del Sur and 44 from Laguna.

These locations are mostly filled with business districts, which raises worries that a continued worsening of the situation may prompt stricter quarantine measures and work stoppage.

Nearly all sectoral indices of the local bourse closed Friday’s session with losses. Property lost 106.91 points or 3.5% to 2,940.90; mining and oil trimmed 69.40 points or 1.33% to 5,112.03; holding firms gave up 21.59 points or 0.33% to 6,405.71; services slipped 1.60 point or 0.11% to 1,417.42; and financials dipped 1.24 points or 0.1% to 1,198.45.

The sole gaining index was industrials, which improved 1.27 point or 0.01% to 7,417.65.

Value turnover stood at P4.12 billion with 1.84 billion issues switching hands, slightly lower from Thursday’s P4.41 billion with 4.8 billion issues.

Decliners beat advancers, 123 against 69, while 44 names ended unchanged.

Net foreign selling was trimmed to P525.73 million on Friday from P641.67 million the previous day. — Denise A. Valdez

Peso strengthens on as Moody’s keeps country’s credit rating

THE PESO rallied against the greenback on Friday as Moody’s Investors Service affirmed the country’s credit rating.
The local unit closed at P49.44 per dollar on Friday, stronger by 9.5 centavos from the P49.535 finish on Thursday, data from the Bankers Association of the Philippines showed.

Week-on-week, it also appreciated by 4.5 centavos from the P49.485 close on July 10.

The peso opened the session at P49.55 versus the dollar. Its weakest was at P49.57 while its intraday best was at P49.41 against the greenback.

Dollars traded declined to $687.8 million on Friday from the $768.49 billion logged on Thursday.

The latest affirmation of the country’s credit rating supported the peso, said Rizal Commercial Banking Corp. Chief Economist Michael L. Ricafort.

“The peso exchange rate closed stronger after the latest affirmation on the Philippine credit ratings by Moody’s, another sign of resilience on the country’s economic and credit fundamentals as some countries were downgraded due to the COVID-19 (coronavirus disease 2019) pandemic,” Mr. Ricafort said in a text message.

Moody’s on Thursday kept the Philippines’ sovereign credit rating at Baa2, a notch above the minimum investment grade, saying the country’s strong fiscal position developed in recent years will protect it from the impact of the coronavirus crisis. The Baa2 rating was given in December 2014.

The credit rater also assigned a “stable” outlook to the rating, suggesting this will be maintained over the next six months to two years.

Meanwhile, a trader said the peso continued to strengthen “after the BSP reported a new record-high level of gross international reserves (GIR) from last month”.

Data released by the central bank on Wednesday showed GIR rose 9.88% to $93.318 billion as of June from its $84.931 billion level a year ago. This is also higher than the $93.288 billion seen as of May.

The June level is already beyond the $90-billion projection of the Bangko Sentral ng Pilipinas for the year. — L.W.T. Noble

Mall foot traffic remains low – Lopez

By Jenina P. Ibañez, Reporter

Mall foot traffic has remained below 50% of its pre-lockdown levels, Trade Secretary Ramon M. Lopez said.

Mr. Lopez in a television interview on Friday said consumer spending is improving as the lockdown eases, but remains far below usual consumption levels.

“There is a general consumer spending slowdown that started in March of course when most areas are under ECQ (enhanced community quarantine) or were under MECQ (modified enhanced community quarantine). But now that we’re reopening, we’re seeing consumer spending slowly picking up but definitely still way below the pre-COVID times,” he said.

“Even if you go to the mall, the reports to us, actually they are saying that the crowd nowadays are still hovering around 30%, definitely less than 50% of what it used to be.”

Mr. Lopez said that few consumers are going out to buy products, especially those below 21 years old and above 60 years old. To prevent infection, the government urged them to stay home unless they are working or obtaining necessities.

Mr. Lopez noted many consumers have moved to online shopping.

“What we are seeing is a drastic or significant increase in online consumption, online purchases, e-commerce again because of the circumstances. When people are stay-at-home, online selling ang nauuso,” he said.

In attempts to lure back wary shoppers, malls have been implementing government health safety guidelines including sanitation and physical distancing protocols.

The trade department has been issuing guidelines to reopen and increase the operational capacity of businesses.

Mr. Lopez on Thursday said that a quarter of businesses, based on a nationwide survey of 2,135 companies in June, are either temporarily or permanently shut.

Barbershops and salons may now operate at 75% of their capacity in areas under a modified general community quarantine, and 50% in places under a general quarantine. Dine-in operations at restaurants will be allowed to operate at the same levels starting July 21.

“On the demand side, we just need to make sure that we are able to save jobs. How are we able to save jobs? We just have to support the MSMEs (micro, small, and medium-sized enterprises), support the companies to survive. That’s the reason we have a lot of financing opportunities,” Mr. Lopez said.

Loan applications from micro, small and medium enterprises with the Trade department’s financing arm Small Business Corp. have exceeded its initial P1-billion fund.

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