The Philippines’ Securities and Exchange Commission has filed a criminal complaint against Villar Land Holdings Corp., its related entities, and several of its current and former officers, alleging a pattern of misleading disclosures, improper trading activity, and insider dealing that regulators say distorted the company’s share price and misled investors.

The complaint, filed with the Department of Justice on January 30, names Villar Land—previously known as Golden MV Holdings, Inc.—alongside multiple members of the Villar family and affiliated firms. Regulators cited alleged violations of Sections 24.1(d), 24.1(b), and 26.3 of Republic Act No. 8799, also known as the Securities Regulation Code, provisions that prohibit false or misleading statements, price manipulation, and fraudulent securities transactions.

Financial Disclosures and Disputed Valuations

At the center of the case is Villar Land’s public release of its 2024 financial statements, which initially reported total assets of ₱1.33 trillion and net income of ₱999.72 billion. The company attributed the sharp increase—up from ₱1.46 billion in net income the previous year—to a revaluation of its real estate portfolio.

According to the complaint, those figures were disclosed to the public before the completion of an external audit. Villar Land’s independent auditor later clarified that key components of the valuation had not yet been finalized. When the audited financial statements were eventually submitted, the company reported total assets of only ₱35.7 billion, a figure that stood in stark contrast to the earlier disclosures.

Regulators said the release of unaudited figures had the effect of misleading investors and influencing trading behavior. The SEC further alleged that related entities engaged in transactions that created artificial demand and helped support Villar Land’s share price during the period in question.

In November 2025, the Commission revoked the accreditation of E-Value Phils., Inc., the property appraiser whose reports were used to support the earlier asset revaluation. The regulator also imposed a ₱1-million fine after finding the valuation reports unreliable and ordered three Villar Land subsidiaries—Althorp Land Holdings, Chalgrove Properties, and Los Valores Corp.—to submit new appraisal reports.

“It is evident that [E-Value] failed to uphold the fundamental principles of independence, professional competence, and objectivity required under the [IVS] and the Code of Ethics and Responsibilities for Real Estate Practitioners,” the SEC’s Office of the General Accountant said.

Alleged Trading Activity and Individual Charges

According to Bilyonaryo News Channel, the complaint identifies Villar Land chairperson and former senator Manuel B. Villar Jr.; former senator Cynthia A. Villar; directors Cynthia J. Javarez, Manuel Paolo A. Villar, Camille A. Villar, and Mark A. Villar; and independent directors Ana Marie V. Pagsibigan and Garth F. Castañeda as respondents. Related firms Infra Holdings Corp. and MGS Construction, along with several officers and authorized signatories, were also charged for alleged price manipulation under Section 24.1(b) of the Securities Regulation Code.

The SEC also accused Camille A. Villar of insider trading, citing an alleged purchase of 73,600 company shares in December 2017 shortly before a corporate disclosure that was followed by a rise in the stock’s price.

In a statement issued after the filing, Villar Land said it would address the allegations after receiving the complaint. “Villar Land and its directors will answer all the allegations leveled against them after formal receipt of the alleged complaint,” the company said.

In a subsequent filing, the company added that it had yet to receive a copy of the complaint and was therefore “not aware of any other details on the matter except for what has been disclosed by the SEC in its press statement.” It also stated that, “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 form.”

The case follows a sharp collapse in Villar Land’s share price in late 2024, triggered by a dispute over the valuation of land intended for a large mixed-use development in southern Metro Manila. The land, purchased for ₱5.2 billion, was later revalued at more than ₱1.3 trillion before being revised downward after the auditor declined to recognize the initial figures. Trading in the company’s shares was suspended during the review process.

SEC Chairperson Francis Lim said the Commission views the case as part of its broader mandate to protect investors and market integrity. “Building investor confidence in the Philippines is crucial in driving the inclusive and sustainable growth of our capital market and business sector for national development,” Lim said.

“In this light, the SEC is firm in addressing fraudulent and manipulative acts that mislead the investing public and distort our capital markets. The Commission likewise enjoins publicly listed companies to uphold the highest standards of good corporate governance to help strengthen and sustain investor confidence badly needed by our capital markets,” he added.