THE incumbent chairman of The Medical City (TMC) called on the Securities and Exchange Commission (SEC) and the company’s board of directors to take “swift action” to ensure the company push through with its annual stockholders’ meeting (ASM).
In a statement, TMC Chairman Augusto P. Sarmiento said the annual assembly will help the company address issues about its operations in Guam.
“This ASM is critical to address issues we face in Guam, where large cost overruns and operational mismanagement under Dr. Bengzon’s (TMC Chief Executive Officer Alfredo R.A. Bengzon) watch have placed TMC under financial pressure. It is important these issues are discussed at our ASM, and we are legally bound to hold it,” Mr. Sarmiento said.
Mr. Bengzon had filed for an indefinite postponement of the company’s ASM with the SEC, claiming that the company’s director and treasurer Jose Xavier B. Gonzales was planning a hostile takeover during the meeting.
The hostile takeover was allegedly set to be executed by Mr. Gonzales along with a Singapore-based equity partner which he brought in 2013.
Mr. Sarmiento, however, clarified that he was fully aware of the shareholders’ group organized by Mr. Gonzales, noting that the Corporation and Shareholders’ agreement (CSA) among TMC, Fountel and Clermont were actually made publicly available to the SEC in 2013.
“Claims that our Shareholders have not acted within the law and that Dr. Bengzon was unaware of the contents of the Corporation and Shareholders Agreement (CSA) between Fountel and Clermont Group, are unfounded. Like my fellow Board members, I was fully aware of the CSA,” Mr. Sarmiento said.
Mr. Sarmiento noted that attempts to postpone the ASM, as well as claims surrounding the disclosure of the CSA, were being made to avoid full disclosure of TMC’s actual performance in the past year.
“I believe these claims are intended to delay the company’s ASM, where Dr. Bengzon’s directorship is up for renewal, and to avoid full disclosure around TMC’s performance over the past 12 months,” Mr. Sarmiento said. — Arra B. Francia