SEC files criminal complaint vs Villar Land, company executives over alleged misleading disclosures
The Philippine securities regulator has filed a criminal complaint accusing a listed property company and several of its top officials of issuing misleading financial disclosures and engaging in market manipulation.
In a filing dated Jan. 30, 2026, the Securities and Exchange Commission (SEC) endorsed charges to the Department of Justice (DOJ) against Villar Land Holdings Corp. and members of the Villar family and its board, according to multiple Philippine news reports citing the regulator.
Those named in the complaint include company chairman Manuel B. Villar Jr., former senator Cynthia A. Villar, and directors and officers including Camille A. Villar and Mark Villar, along with several other executives and related corporate entities.
The case is currently at the complaint stage. No court has ruled on the allegations, and the DOJ must first determine whether there is probable cause to file formal criminal charges.
According to media reports quoting the SEC complaint, the regulator claims the company released highly inflated, unaudited financial figures before its external audit was completed.
Initial 2024 disclosures reportedly showed total assets of about ₱1.33 trillion and net income of about ₱999.7 billion
Those numbers implied an extraordinary jump from roughly ₱1.46 billion in net income the year before.
After the audit was finalized, however, reported total assets were around ₱35.7 billion, far below the earlier figure.
The SEC argues that the early release of the much larger, unaudited numbers could have misled investors and distorted the company’s share price.
The complaint also alleges: manipulative trading activity by related entities that created artificial demand for the stock; and a separate insider-trading incident in 2017 involving advance purchases of shares ahead of a price-sensitive disclosure.
Company’s reported explanation
According to the same reports, the company said it changed the valuation approach for certain real estate assets from “fair value” to “cost basis” in order to release statements sooner after audit delays.
The company and its directors were quoted as saying they would submit a formal response once they receive the full complaint.
Legal stakes
The SEC invoked provisions of the Securities Regulation Code that prohibit: false or misleading statements affecting securities prices, manipulative trading, and insider trading based on non-public material information.
If the DOJ finds probable cause and a court later convicts the respondents, penalties could include fines, imprisonment, and bans from participating in the securities market.
The complaint targets one of the country’s most prominent business and political families and signals tougher enforcement on disclosure accuracy for listed companies.
It also underscores that publishing unaudited or premature financial figures that materially differ from audited results can expose companies and directors to potential criminal liability if investors are deemed to have been misled.
The complaint has been forwarded to the Department of Justice for preliminary investigation, which will determine whether formal criminal charges should be filed in court. As of now, the allegations remain under review, no court has ruled on the merits of the case, and the named respondents have yet to submit their formal responses through the DOJ process.



