Battle for control of The Medical City heats up

MANILA, Philippines — The intra-corporate battle for control of The Medical City (TMC) continues after a faction led by Jose “Eckie” Gonzales and Viva Holdings (Philippines) Pte Ltd. went ahead with their supposed special shareholders’ meeting (SSM) last week.

TMC president and CEO Alfredo Bengzon, in a letter to the TMC community, said the SSM was in direct violation of an order from the Securities and Exchange Commission (SEC) urging the status quo until the SEC special hearing panel decides on all pending legal questions. 

“The SSM not only disregards the SEC order but was conducted in violation of legal requirements.   The election of a new board of directors and the appointment of another chairman, CEO and other officers were therefore illegal and without effect,” Bengzon said.

He also said that TMC is at very real risk if this illegal set of directors and officers is  allowed to exercise any authority or action. “It will cause confusion, uncertainty, and divisiveness that will endanger hospital operations, patient safety and staff welfare,” he said. 

“I have relieved Mr. Gonzales and Dr. Eugene Ramos from their positions as heads of the Customer Engagement Group and Medical Services Group, respectively, effective immediately,” he added. 

He also requested stakeholders to continue to work with the legitimate incumbent board of directors and management of Professional Services Inc. (PSI), and disregard any directive or order from the faction that is attempting to take over TMC in a hostile, dangerous, and illegal manner. 

Bengzon has vowed to reclaim control of the privately-owned healthcare institution from his nephew, Gonzales, and an allied group, alleging that the shares they have were acquired illegally. 

He said Gonzales and an allied group acquired shares of the hospital but failed to disclose a memorandum of agreement between them.

Gonzales, son of Bengzon’s eldest sibling, and the Singapore-based Clermont Group signed an agreement executed in August 2013 which Bengzon said was part of their intention to take control of the company. 

The agreement, which Bengzon claimed was shown to him belatedly, meant that the two acted together in acquiring shares, eventually making them majority shareholders with a combined stake of 54 percent.  

He said the agreement was not promptly and fully disclosed to the “prejudice of all shareholders.”  The two parties were acquiring shares continuously but separately which was why it was under the radar, Bengzon added.