The Securities and Exchange Commission (SEC) has revoked the corporate registrations and issued fines against two construction companies owned by the Discayas, contractors linked to a high-profile flood control corruption scandal, for submitting false beneficial ownership information.

In separate resolutions, the SEC’s Enforcement and Investor Protection Department (EIPD) cancelled the certificates of incorporation for St. Timothy Construction Corp. and St. Gerrard Construction General Contractor and Development Corp.

St. Timothy and St. Gerrard were each directed to pay a ₱2 million penalty, pursuant to Section 11, I-A of SEC Memorandum Circular (MC) No. 10, Series of 2022. They also face an additional administrative fine of ₱1,000 per day for continuing violation, as mandated by Section 158 of the Revised Corporation Code.

Furthermore, the directors of both St. Timothy and St. Gerrard have been disqualified from serving as a director, trustee, or officer of any corporation for a period of five years, stemming from their failure to ensure the accuracy of the beneficial ownership declarations.

The sanctions follow a Senate Blue Ribbon Committee hearing on Sept. 1, during which Cezarah Rowena Cruz-Discaya stated she was the owner and officer of both St. Timothy and St. Gerrard.

However, based on its records, the EIPD found that Cruz-Discaya was not disclosed in the beneficial ownership declarations of St. Timothy from 2022 through September 2025, nor in those of St. Gerrard from 2022 through 2024.

The companies’ failure to disclose Cruz-Discaya as their beneficial owner constitutes a violation of SEC MC No. 15, Series of 2019, as amended by MC No. 10, Series of 2022, which requires companies to submit this information as part of their general information sheets.

The SEC had already issued notices to the two companies as early as September, directing each to pay the ₱2 million fine for the false declaration. Both were given 15 calendar days to explain or justify their violations upon receipt of the notice, but neither complied within the prescribed period.

The SEC emphasized that corporations must accurately and truthfully disclose beneficial ownership information. Failure to comply—whether through omission or submission of incorrect data—undermines market integrity and will be met with decisive regulatory sanctions. The agency noted that corporations are expected to respond promptly and responsibly when given the opportunity to clarify or rectify discrepancies in their filings.

“These administrative sanctions are separate from, and do not preclude, any other proceedings or measures that may arise under the Revised Corporation Code or other laws,” the SEC stated. It added that the revocation of corporate registration “does not prejudice the filing of other administrative, civil, or criminal actions that may be taken based on other violations of the RCC or other applicable laws, rules, and regulations.”

The Commission continues to remind all corporations of their duty to maintain accurate beneficial ownership information and to promptly update their submissions as required by established regulations.