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Advocates Philippines
SEC Shuts Down Discaya Firms For False Ownership Filings
Photo credit: Senate PH
The Securities and Exchange Commission (SEC) has revoked the registrations of two construction firms linked to the flood-control corruption scandal after investigators found that both companies submitted false beneficial ownership information.
In separate resolutions issued on November 26, the SEC’s Enforcement and Investor Protection Department ordered the cancellation of the certificates of incorporation of St. Timothy Construction Corporation and St. Gerrard Construction General Contractor and Development Corporation—both associated with the Discaya family, which has been at the center of the controversy.
P2 million penalty each, plus daily fines
Alongside the revocation, the SEC directed both firms to pay a penalty of ₱2 million each, as required under SEC guidelines. They will also incur an administrative fine of ₱1,000 per day until their violation is fully corrected, based on the Revised Corporation Code.
The companies’ directors have likewise been disqualified from holding any position in a corporation for the next five years due to their failure to ensure accurate disclosure of beneficial ownership.
Senate hearing triggered deeper review
During a Senate Blue Ribbon Committee hearing on September 1, Cezarah Rowena Cruz-Discaya identified herself as the owner and officer of both St. Timothy and St. Gerrard.
However, SEC records showed that she was not listed in the beneficial ownership disclosures of St. Timothy from 2022 to September 2025, and was absent from St. Gerrard’s filings between 2022 and 2024.
This discrepancy constituted a violation of SEC rules requiring corporations to submit complete and truthful beneficial ownership information as part of their general information sheets.
No response from the companies
As early as September, the SEC already notified both firms of the penalties and gave them 15 days to explain or justify the irregularities in their filings. Despite the directive, neither company responded within the allotted period.
The SEC emphasized that corporations have a responsibility to provide accurate information on who ultimately owns or controls them. Regulators warned that withholding or misrepresenting this information undermines transparency and market integrity—issues the agency said it will address with “decisive sanctions.”
More possible cases ahead
The penalties imposed are administrative in nature and do not prevent additional civil, criminal, or administrative actions from being filed.
The SEC also noted that the revocation of the firms’ registrations does not shield them from further liability under the Revised Corporation Code or related laws.
As investigations into the flood-control corruption scandal continue, the SEC reiterated its reminder for all corporations to keep their beneficial ownership records accurate, updated, and compliant with existing regulations.
In separate resolutions issued on November 26, the SEC’s Enforcement and Investor Protection Department ordered the cancellation of the certificates of incorporation of St. Timothy Construction Corporation and St. Gerrard Construction General Contractor and Development Corporation—both associated with the Discaya family, which has been at the center of the controversy.
P2 million penalty each, plus daily fines
Alongside the revocation, the SEC directed both firms to pay a penalty of ₱2 million each, as required under SEC guidelines. They will also incur an administrative fine of ₱1,000 per day until their violation is fully corrected, based on the Revised Corporation Code.
The companies’ directors have likewise been disqualified from holding any position in a corporation for the next five years due to their failure to ensure accurate disclosure of beneficial ownership.
Senate hearing triggered deeper review
During a Senate Blue Ribbon Committee hearing on September 1, Cezarah Rowena Cruz-Discaya identified herself as the owner and officer of both St. Timothy and St. Gerrard.
However, SEC records showed that she was not listed in the beneficial ownership disclosures of St. Timothy from 2022 to September 2025, and was absent from St. Gerrard’s filings between 2022 and 2024.
This discrepancy constituted a violation of SEC rules requiring corporations to submit complete and truthful beneficial ownership information as part of their general information sheets.
No response from the companies
As early as September, the SEC already notified both firms of the penalties and gave them 15 days to explain or justify the irregularities in their filings. Despite the directive, neither company responded within the allotted period.
The SEC emphasized that corporations have a responsibility to provide accurate information on who ultimately owns or controls them. Regulators warned that withholding or misrepresenting this information undermines transparency and market integrity—issues the agency said it will address with “decisive sanctions.”
More possible cases ahead
The penalties imposed are administrative in nature and do not prevent additional civil, criminal, or administrative actions from being filed.
The SEC also noted that the revocation of the firms’ registrations does not shield them from further liability under the Revised Corporation Code or related laws.
As investigations into the flood-control corruption scandal continue, the SEC reiterated its reminder for all corporations to keep their beneficial ownership records accurate, updated, and compliant with existing regulations.
Dec 4, 2025
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