Private clubs and transparency
Misgovernance is commonly associated with government agencies or business corporations. Little is said or known about the lack of transparency and accountability in the running of private clubs. A case in point is the Forest Hills Golf and Country Club (FHGCC or the Club) in Cogeo, Antipolo, Rizal. This club was registered with the Securities and Exchange Commission (SEC) in June 1995. Currently, the FHGCC has some 1,200 members who purchased Golf Club shares and/or own residential lots.
Since its start nearly two decades back, FHGCC has been governed by largely the same board of directors (BOD) chaired by the same person. And there has not been a single annual general membership meeting, chair’s or president’s report, financial report or election, which are standard SEC requirements. In addition, several bona fide members have not been issued their stock certificates for as long as 15 years
already. Such glaring neglect and lack of transparency have unavoidably, and understandably, spawned suspicions and rumors of conflicts of interest that typically result in malfeasance and graft in the club’s governance. Examples include: members of the BOD or management making a business of the golf carts (a likely motivation for disallowing the use and storage of private golf carts), as well as supplying the club’s routine needs (e.g., drinking water), tournament giveaways and winners’ and raffle prizes.
We wrote a letter dated Sept. 18, 2004, and signed by some 90 members, addressed to the chair, lawyer Ferdinand Santos, to raise the above issues and concerns. But, to date, none of these have been resolved or satisfactorily addressed.
On the sidelines of the recent annual Chairman’s Cup (Jan. 18, 2014), just before the start of the post-tourney program, one of us (Ernesto M. Pernia) approached the chair to suggest if he could mention in his speech to the members what the plans were regarding annual membership meetings, financial reports, turnover of the club to the membership, and the long-rumored takeover of the club by Megaworld from
Fil Estate. However, the chair’s seemingly annoyed reaction was to decline outright and merely say that the BOD would notify the members when they are prepared. As well, he turned down the request for one of us to speak for just a couple of minutes to the members.
Stonewalling is a typical strategy for the continuation of opaque governance. We want to be perfectly clear and categorically state that we are not rushing to judgment about malpractices behind the opacity in the running of the club. Lack of transparency by itself naturally invites suspicions and allegations. Bona fide members have every right to demand that standard and mandatory governance practices be adopted and maintained.
Opaque governance is probably not unique to FHGCC. Similar reports of neglect and violations of SEC rules by private clubs are rife and well-known, such as a residential resort in Laurel, Batangas, just outside Tagaytay City, which opened in 1997. It is time these clubs were strictly monitored and investigated by the SEC to make them follow the tuwid na daan.
—ERNESTO M. PERNIA, ONOFRE AGUINALDO, EFREN SANTOS,
JAIME LONTOC, AND SEVERAL OTHER
BONA FIDE MEMBERS
