In the Matter of Rehabilitation Receiver/Committee vs. Uniwide Sales, Inc.

[SEC-SICD * CASE NO. 06-99-6340. April 11, 2000.] IN THE MATTER OF: PETITION FOR SUSPENSION OF PAYMENT, FORMATION AND APPOINTMENT OF REHABILITATION RECEIVER/COMMITTEE AND APPROVAL OF REHABILITATION PLAN , petitioners , vs .UNIWIDE SALES INC.,UNIWIDE HOLDINGS, INC. NAIC RESOURCES & DEVELOPMENT CORPORATION, UNIWIDE SALES REALTY AND RESOURCES CORPORATION, FIRST PARAGON AND UNIWIDE SALES WAREHOUSE CLUB, INC. , respondents . D E C I S I O N On June 25, 1999, the six (6) above-named petitioners filed the instant petition wherein they prayed among others, that a suspension order be issued forthwith and, after due proceedings, that judgment be rendered declaring petitioner in a full state of suspension and approving the proposed Rehabilitation Plan presented therewith or as may be adjusted or modified by the Rehabilitation Receiver/Committee, in consultation with the creditors. The petition alleged, inter alia, that petitioners are affiliate companies under the common ownership of the Gow family loosely called the "Uniwide Group of Companies" and are engaged in various areas of business activities and investments; that petitioners have been very viable and financially profitable in the previous year, that petitioners operate seven (7) Warehouse Clubs and three (3) Department Stores offering consumers a wide range of products; that in recent years, petitioners acquired vast tract of raw land as they embarked on a nationwide expansion of their retail and realty businesses; and that the expansion exhausted the petitioners' cash position because readily available funds were absorbed by the financial requirements of Uniwide Holdings Inc.,NAIC Resources & Development Corp. and Uniwide Sales Realty & Resources Corporation for the purchase of vast tracts of land and their development. The petition, likewise alleged that a huge amount of debt was incurred to finance the real estate development in different places and the acquisition of amusement rides for their theme park project; that their illiquid status resulted in the accumulation of past due accounts with trade suppliers which drastically reduced inventory levels and credit limits; that petitioners' cash levels were not sufficient to support overhead and debt servicing thus, new loans were incurred to finance maturing obligations which resulted in further deterioration of their operations due to significant interest payments; and that factors beyond their control and anticipation came into play like: the oversupply in the real estate business; the inflation, the unpredictable peso-dollar exchange rate in 1997 which resulted in soaring interest rates and the loss of their number one store generating 11% of its business. The petition further claimed that by virtue of these developments, there is a need for the suspension of all accounts or obligations in their separate and combined capacities while they are working for their rehabilitation as the petitioners have reached their credit limits which may result in their inability to meet the loans as they fall due and may also result to impairment of their operations, negating whatever prospects the petitioners have in rehabilitating themselves. As of May 31, 1999, they have a total assets of P19,864,007,881.00 which are more than enough to pay off their liabilities of P11,101,621,628.00; and that petitioners wish to prevent their business operations from being paralyzed and their assets from being dissipated, lost or wasted as their creditors have started to press for payments of due and presently maturing obligations. TSHEIc Petitioners aver that the primary objective of the petition for rehabilitation is to ensure the servicing and eventual full payment of all petitioners' debts by stabilizing their operations and for them to prepare and take advantage of future opportunities for growth with the support of all parties, and the given the necessary breathing space with the support of their creditor-banks, petitioners have the reason to be confident that they will be able to meet their obligations in due time. Pursuant to and in compliance with SEC Memorandum dated October 7, 1997, the following were attached to the petition: "Year-End Financial Statements, 31 December 1998 Annex "A" Interim Financial Statements, 31 May 1999 Annex "B" List of Creditors, 23 June 1999 Annex "C" List of Security Holders, 25 June 1999 Annex List of Real Properties, 23 June 1999 Annex "E" Rehabilitation Plan Annex BIR Certification Annex "G" In order to judiciously evaluate the petition, this Commission issued, on June 29, 1999, an Order which suspended all claims, actions and proceedings against the petitioners pending before any court, tribunal, office, board body and/or Commission and directed petitioners to (a) submit a list of each petitioners' equity security holders; (b) a list of petitioners' assets; (c) publish the Order in two (2) newspapers of general circulation once a week for two (2) consecutive weeks; and, (d) serve all creditors a copy of the Order as well as the petition for hearing on July 21, 1999 at 10:00 a.m. at the 5th Floor, SEC Building, EDSA, Greenhills, Mandaluyong City. In the hearing of July 21, 1999, petitioners presented, through counsel, proof of compliance with the Order of June 29, 1999 and orally moved for the appointment of an Interim Receiver, as well as an extension of the effectivity of the suspension order. On July 26, 1999, the Hearing Panel appointed an Interim Receivership Committee (IRC) composed of Atty. Monico Jacob as Chairman. and Atty. Cornelio T. Peralta and Mr. Arthur Aguilar as members. The order also extended the effectivity of the suspension order for another sixty (60) days effective July 29, 1999 to allow for time for the Interim Receivers to carry out and complete their functions and responsibilities. On October 8, 1999, petitioners filed a motion praying for extension of the effectivity of the Suspension Order for another sixty (60) days from October 10, 1999 or until December 9, 1999 to enable the IRC to complete and submit the Rehabilitation Plan. The motion was granted by the Hearing Panel in an Order dated October 8, 1999. The IRC was charged with the following principal responsibilities: 1. Conserve assets of petitioners. 2. Determine whether the company is viable as a going concern, i.e. whether it can be successfully rehabilitated. 3. Develop a workable rehabilitation plan. 4. Monitor the operations of the companies. Out of the creditors in the list submitted by petitioners, only twelve (12) creditors submitted their Comments/Opposition. The Interim Receivership Committee submitted periodic reports and bulletins to the Hearing Panel. From the reports and bulletins, it appears that: 1. The IRC took their oath of office on August 11, 1999 and immediately assumed their duties and functions. 2. To assist the IRC in the performance of its assigned task, it engaged the services of an auditor, Joaquin Cunanan/Pryce Waterhouse to verify and validate the statement of assets and liabilities of the Uniwide Group of Companies. In consultation with, and with the consent of, the creditors banks and owners of the Uniwide Group of Companies, the IRC commissioned four (4) independent appraisers to assess the values of the real estate assets of the Uniwide Group of Companies. The four appraisers are: Cuervo Appraisers, General Appraisers, Philippine Appraisers and Asuncion Appraisers. 3. The IRC conducted several meetings with bank creditors, contractors and suppliers from April 13 to August 20, 1999. In the said meetings, the IRC discussed their role and responsibilities as Interim Receivers and presented various milestones that they had to achieve with regard to the preparation of a rehabilitation plan for the Uniwide Group of Companies. Likewise, the IRC requested the various groups of creditors to assign Coordinators who will act as their link to the more than 2000 Uniwide creditors. The Coordinators would be responsible in communicating all concerns, issues and queries to the creditors and suppliers all developments and information regarding the rehabilitation Plan. This was to ensure that the IRC and all the creditors and suppliers are in constant consultation in the development of a Rehabilitation Plan that will be generally acceptable to all parties concerned. ASHaTc On October 18, 1999, after numerous consultative meetings with the creditor-banks, suppliers, contractors and other private lenders, the IRC and the management of Uniwide submitted Uniwide's Rehabilitation Plan to this Commission. The Rehabilitation Plan was anchored on the following principles: 1. Return to the core business of Retailing In the rehabilitation of the Uniwide Group, the guiding principle is for the Group to return to its core competence which is retailing. Retailing, more specifically the Warehouse Clubs will be the only source of cash flow of the Group in the immediate term and will thus be the main source of repayment for all restructured bank loans, trade payables, contractor payables and other payables. The retail will essentially drive its cash flow from the sales revenues while the realty will derive its cash flows from the franchise and rental fees from various warehouse clubs. The plan is to make the balance sheet of the retail business free of bank debts. This will allow the cash flow to be fully dedicated to service the trade suppliers and other non-trade payables. A clean-up of the bank debt via a dacion en pago arrangement with the various creditor banks will make UNIWIDE SALE WAREHOUSE CLUB, INC; (USWCI) a more attractive investment target. The eight (8) Warehouse Clubs and two (2) department stores will be in operation under the assumption of new money. No new realty development projects shall be undertaken. 2. Global in approach but specific in implementation Global Approach: A comprehensive group-wide, i.e. retail and realty rehabilitation is envisioned through a maximum debt reduction via a dacion en pago arrangement with the creditor banks. This approach is necessary because the realty assets in the form of real estate properties secure both the retail and realty loans. The overall approach is to preserve the operating assets and use the non-operating assets as payment for banks debts ( dacion en pago ).All other remaining debts after the dacion will be restructured and be paid from the cash flow of the operating assets over a period of time. Specific Implementation: Each creditor will be offered a specific work-out plan that takes into consideration their claim on specific assets. In the case of Creditor Banks where a dacion is being proposed, the banks will be offered as payment of debt, only the real estate property or properties they have a mortgage claim on, unless, there is a deficiency in which case additional properties may be offered. 3. Rehabilitate through maximum debt reduction :dacion en pago of non operating assets In line with the principle of returning to the core business of retailing, only non-operating assets shall be offered for dacion .An exception to this principle, however, is the Metromall where a formation of a Special Purpose Company ("SPC") will be created and shares of stock will be distributed to the respective creditor banks as payment for the loan. The dacion en pago arrangement in this case is also accompanied by a leaseback arrangement for the warehouse club that is in the Mall. A separate section on the Metromall rehabilitation structure will be discussed. All dacion en pago arrangements will be deemed to be a full payment for the entire loan with no residual balance. 4. Remove Cross-guarantees, cross-collateralization, cross-defaults, and JSS In the case of Creditor Banks that accept a dacion en pago, all the above cross-guarantee provisions will cease to exist upon execution of the Dacion en Pago Agreement. In the case of banks whose loans will be restructured, these provisions will be taken out in the Restructuring Agreement. 5. Restructure all loans that are secured by operating assets Except for the Warehouse Club in Metromall, all operating assets shall be retained to enable Retail to continue with its operations. All the loans extended by creditor banks secured by operating assets shall be restructured. 6. Pay realty restructured loans from the pooled cash flows of the realty group The realty group's sources of cash flow are: rental fees, from the Warehouse Clubs for UNIWIDE SALES REALTY AND RESOURCES CORPORATION (USRRC),rental fees from the coastal mall for UNIWIDE HOLDING, INC. (UHI);and the 2% franchises fees for (UHI).Realty cash flows have to be pooled in order to pay for the following: * Operating Expenses * Completion of the Coastal Mall * Restructured Bank Debts * Restructured Contractors & Other Payables 7. Release of excess value of assets beyond the dacion value The amount of non-operating assets for dacion would be inadequate in reducing debt significantly and in eliminating all bank debt at the Warehouse Club level if a straight dacion for mortgaged properties is implemented. To address this issue and also ensure an equitable distribution of assets relative to loan amounts, Creditor Banks who are over-collateralized must release excess assets beyond their respective dacion amount. The basis for determining the excess value assets will be the appraisal of September 30, 1999. 8. Separate financial plan for Metro and Coastal Malls Creditors of the Metro Mall and Coastal Mall are being offered a separate and independent work-out plan. It is being proposed that MetroMall be offered as dacion to its present Creditor Banks, to Coastal Mall Creditor Banks and also to other interested creditors. It is recognized that leasehold rights of the Coastal Mall cannot be used as dacion to its Creditor Banks. 9. Waive penalties and other charges All creditors are being asked to waive all penalties and charges that have arisen due to the company's default and suspension of payments. 10. Freeze interest payments as of June 30, 1999 for Dacioned properties In computing the final loan amount to be paid via dacion, only unpaid interest as of June 30, 1999 and the outstanding principal will be considered. 11. Resume interest payments upon signing of Restructuring Agreement for restructured loans In computing the final loan amount for restructuring, only unpaid interest up to June 30, 1999 shall be capitalized and added to the outstanding principal. The proposed fixed annual interest rates of 8% on restructured loans will start accruing from the signing of the Restructuring Agreement with the respective Banks. CADSHI 12. Recapture of excess cash for mandatory principal prepayment Any resulting cash balance after servicing all interest and principal amortization shall be used to prepay the principal of the restructured loans. 13. Restructure Contractors' Credit and Private Creditors The repayment of Contractors and Private Creditors will come from the Franchise Fee paid by the Warehouse Club (USWCI) to the Realty Group, currently at 2% of sales. If the franchise fee is kept at the current level, Contractors and Private Creditors can be paid over a four-year period. In case there are properties available after resolution of over collateralization, these properties may be subject of dacion in favor of contractors to satisfy their contractors' lien. 14. Restructure Trade Suppliers in exchange for new credit Under the assumption of PhP1 Billion infusion of new money, the trade suppliers is being offered a non-subordinated repayment plan in exchange for new credit and some form of marketing support. An initial payment of 5% of the outstanding balance or PhP50,000.00 whichever is higher, will be offered to each Trade Supplier. In return, the Trade Suppliers are being asked to grant new credit terms for amounts up to the outstanding payable balances. Subsequently, repayment on the outstanding payables will be made in an amount equal to the credit terms granted on new purchases. Assuming an annual sales level of PhP12.0 Billion beginning in December 1999, existing payables to Trade Suppliers can be paid within 14 months. Each Concessionaire will likewise be offered an initial payment of 5% of the outstanding payable of PhP50,000.00 whichever is higher. They are also expected to be paid within a 14-month period beginning December 1999. The initial payment to Trade Suppliers and concessionaires will come from the new equity investor. 15. Treat utilities and asset conservation expenses as current . Utilities such as power, telephone, rentals, water and asset conservation expenses such as insurance and real estate taxes shall be kept current. In an order dated November 29, 1999, the Hearing Panel set the creditors' meeting on the petitioners' Rehabilitation Plan on December 9, 1999 at 2:30 P.M. and directed petitioners to notify the creditors regarding the same. On December 2, 1999 petitioners moved for an extension of the effectivity of the Suspension Order for another sixty (60) days. Likewise, the IRC, in a letter dated December 6, 1999 signed by its Chairman, manifested the positive result in the infusion of new equity with the retail business of the petitioners which may significantly affect the Rehabilitation Plan and may require an amendment thereof. In an Order dated December 8, 1999 the Hearing Panel extended the effectivity of the suspension Order for another sixty (60) days or until the 7th day of February 2000 and postponed the creditors meeting set on December 9, 1999. On February 4, 2000 the Hearing Panel extended the effectivity of the suspension Order for another sixty(60) days or until April 7, 2000 pension Order for another sixty (60) days or until April 7, 2000 to enable petitioners to submit its Amended Rehabilitation Plan to this Commission and give the creditors the time and opportunity to submit their respective comments/objections thereto. On February 14, 2000 the IRC submitted Uniwide's Amended Rehabilitation Plan to this Hearing Panel and prayed that the same be set for hearing/meeting of the creditors. In an Order dated February 14, 2000, the Hearing Panel gave the creditors a period of fifteen (15) days from receipt of the Revised Rehabilitation Plan within which to file their respective comments thereto, and set the hearing/meeting of the creditors on the Amended Rehabilitation Plan on March 6, 2000 at 10:00 a.m. The Order also directed the Uniwide to immediately furnish the creditors with a copy of the Order together with a copy of the Amended Rehabilitation Plan and to submit a proof of service for the hearing/meeting of the creditors. On March 6, 2000, Atty. Monico Jacob, the Chairman of the IRC made a presentation on the highlights of the Amended Rehabilitation Plan and on the proposed investor which had committed to infuse P3.57 Billion to support the rehabilitation of Uniwide, Casino Guichard-Perrachon (Casino) The Amended Rehabilitation Plan revised the original intent of restructuring loans, particularly those secured by operating assets (principle NO. 5 of Original Rehabilitation Plan).Instead, the Amended Rehabilitation Plan now calls for the total repayment of all loans via a combination of dacion en pago and cash payment at a discount. However since the amount of P3.57 Billion in cash is substantially inadequate to retire all other obligations not fully extinguished by the dacion of non-operating assets, a discount on the cash payment for the remaining obligations becomes unavoidable. Creditors have, therefore, been classified as follows and the payment mode for each class has been set in the table: Classification of Payment Mode Total Corporate Allocation of Creditors Liabilities Funds (Excluding FPC) Creditors secured with Dacion en pago P1,786.0 non-operating assets Creditors secured with Dacion en pago P5,140.6 P1,981.0 operating and non-ope- rating assets Contractors with lien on Cash with P321.0 P192.6 certain operating assets discount Trade suppliers and other Cash with unsecured creditors discount Trade suppliers P1,732.0 P866.0 Private lenders P99.7 P49.9 Utilities, taxes, rentals, insurance and other assets Conservation payables P545.0 P480.6 Sub-Total P2,376.7 P1,396.4 T O T A L P9,624.3 P3,570.0 For creditors secured with operating assets, while the discount may be consider a sacrifice on their part in order for the amended Rehabilitation Plan to succeed, the discount can also be viewed as taking the place of fees and tax expenses that the creditors would have incurred had foreclosure and foreclosure sale of the properties were to be adopted by the lenders. For unsecured creditors, cash payments with discount would definitely be a much better arrangement compared to a liquidation scenario where the unsecured creditors would not receive any payment. As previously noted, a restructured and continuing business will allow certain creditors to enjoy benefits of a new business with a stronger Uniwide Group. In the creditors meeting/hearing of March 6, 2000, Atty. Monico Jacob, IRC Chairman, made a presentation on the structure and background of the proposed investor, Casino, the third largest retailing outlet in France, where it has 5,825 stores in nine (9) other countries, including the U.S.A. It is the number one retail outlet in Thailand, Colombia, and Venezuela. He then made a presentation on the Amended Rehabilitation Plan, which he said is the same presentation to be made to the bank Creditors, contractors and the coordinators of the suppliers. The highlights of the Amended Rehabilitation Plan are as follows: cTECHI A. Entry of the Strategic Investor-Casino 1. Amount of investments P3.57 Billion 2. Scope of Investment a. Retail Stores ten (10) locations, and five (5) local banks b. Real Estate Ownership and leasehold rights on the operating assets 3. Manner or nature of investment -equity investment (89.2%) with UHI owning 100% of both the new retail company and the new Realty Company B. Classification of Creditors 1. Creditors secured with non-operating assets 2. Creditors secured both with operating and non-operating assets 3. Contractors with lien on certain operating assets 4. Trade suppliers & other unsecured creditors C. Mode of Payment to Creditors Classification of Mode of Corp. Liabilities Cash Creditors Payment (Excluding FpC) Allocation 1) Creditors secured Dacion en pago P1,786 by non-operating assets 2) Creditors secured by Dacion en pago P5,141 P1981 operating/non- Cash With operating assets Discount 3) Contractors with Cash With P321 P193 lien on certain Discount operating assets 4. Trade Suppliers & Cash with others Discount - Trade Suppliers P1,732 P866 - Private lenders 100 50 - Utilities, taxes - Other Asset Conser- vation payables 545 481 T O T A L P9,624 P3,570 D. Why Haircut for Cash Payment TOTAL ASSETS UNADJUSTED as of June 30, 1999 15.10 Plus: Appraisal & other audit adjustments 1.80 Reacquisition of the Cubao Property 0.45 TOTAL ASSETS ADJUSTED 17.35 Less: Operating assets to be retained including leasehold improvements 3.94 Coastal Mall & other properties not for Dacion due to no TCT's, with claims, Related to joint venture projects 2.49 Properties for Dacion (P+1) 581 Properties for dacion 20% discount & taxes other expenses 2.26 Properties to cover for JNG loans 0.70 Rehab and other expenses 0.52 Write-Offs/Assets depletion due to losses (July-December 1999) 1.60 Sub-Total 17.36 NET ASSET ADJUSTED (Excluding assets to be retained/ not for dacion) 0.01) Add: CASH EQUITY 3.57 CASH OTHER PROPERTIES AVAILABLE FOR PAYMENT 3.56 === The Hearing Panel then allowed the creditors, who were present to ask questions on the presentation which was answered by Atty. Jacob. Chairman Yasay then required the creditors who have not yet filed their respective comments/oppositions and may wish to do so, to file them within fifteen (15) days from their receipt of copies of the Amended Rehabilitation Plan. On March 28, 2000 the IRC reported to the Hearing Panel that, as of that date, they have received comments/oppositions from thirty nine (39) secured and unsecured creditors out of the approximately one thousand two hundred (1,200) creditors. Among the secured creditors, three (3) banks whose total exposure to the Uniwide Group of companies amounts to P1,531,285,287.00 filed their opposition to the Amended Rehabilitation Plan. These oppositors comprise 22% of the total value of the obligation to secured creditors. However, they continue to negotiate with these banks and it is anticipated that they will eventually agree to the Amended Rehabilitation plan with the possible exception of one (1) bank with a credit which comprise 10% of the total value held by the secured creditors. UCPB has likewise filed its comment, but it asked that the MOA already entered into in line with the rehabilitation plan be implemented. Subsequently, or on March 31, 2000 the Hearing Panel received an opposition from creditor Allied Banking Corporation in the sum of P358,258,495.00 to be true, albeit the amount in the list submitted by petitioners is only P262,534,456.00, then the oppositors would nonetheless still be only 27.35% of the total value of the obligations to secured creditors. DAHaTc On the other hand, a verification from the records and the IRC shows that as of this date, only 35 out of 1,605 unsecured creditors with a total credit of P250,948,484 out of P3,468 Billion, * or 7.24% of the total unsecured creditors have filed their opposition to the Amended Rehabilitation Plan. We have reviewed and considered the pleadings filed in this case as well as the Amended Rehabilitation Plan. Appropriate it is to state that beside seeing petitioners being rehabilitated, our primary concern is the protection of the rights and interests of the creditors. This concern stems from the highest level of public interest to promote initiatives and effort to resuscitate distressed corporation so that it may again be an-ongoing business concern. Given this impetus, we are now driven by the highest sense of responsibility to see to it that petitioners be afforded a program of rehabilitation which will enable them to satisfy their outstanding obligations. It is undisputed that petitioners' business are viable and given sufficient breathing spell, petitioners may be able to meet and settle their just obligations. As we have previously ruled in the case of Philippine Blooming Mills, Inc. the plan for rehabilitation is always premised on a desire to save the corporation from liquidation and to continue its operation. A fortiori, P.D. 1758 has been held as having been "enacted precisely to help distressed corporations" (Bagong Bayan Corporation vs. Executive Judge of the Regional Trial Court of Makati, et al., AC G.R. No. SP-(05616), because distressed corporation may be worth more as a going concern other than liquidation (Jordan and Warren Bankruptcy, p. 680) for the simple reason that assets used for production in the industry for which they were designed are more valuable than if sold for scrap", (Poorman, Bankruptcy Reform Act of 1978 OKL. Law Review, Vol. 32; 583 p.617) The Rules of Procedure on Corporate Recovery provides that: "SECTION 4-20. Approval of the Rehabilitation Plan No Rehabilitation Plan shall be approved by the Commission if opposed by a majority of any class of creditors. The Commission may, upon motion, however, override said disapproval if such is manifestly unreasonable. The Rehabilitation Plan shall be deemed ipso facto disapproved and the petition dismissed if the Commission fails to grant the motion to override within thirty (30) days from the time it is submitted for resolution. In approving the Rehabilitation Plan, the Commission shall issue the necessary orders or processes for its immediate and successful implementation. It may impose such terms, conditions or restrictions as the effective implementation and monitoring thereof may reasonably require, or for the protection and preservation of the interests of the creditors should the Plan fail." As above-stated, the opposition of both classes of creditors, secured and unsecured, is less than the majority of the creditors, in numbers and in amount of credit. The Amended Rehabilitation Plan may, therefore, be approved by this Hearing panel. The decision of this Hearing Panel to approve the Amended Rehabilitation Plan was, however, arrived at not only by the number or percentage of the oppositors thereto, but by other substantial and material consideration, to wit: 1. The disapproval of the Amended Rehabilitation Plan will result in the withdrawal of casino and the consequent liquidation of the petitioners; 2. The liquidation of the petitioners will result in the unsecured creditors, which number approximately 1,200 not being able to recover any centavo on their claims; 3. Some of the creditors will be getting more than the amounts they loaned out to petitioners because they are over-collateralized; and 4. UHI, a publicly-listed corporation, will become bankrupt, thereby resulting in the loss of the investment of hundreds of small investors. On the other hand, the approval of the Amended Rehabilitation Plan will result in: 1. The entry of foreign investment in the amount of P3.57 Billion which might build up the confidence of other foreigners now considering investing in our country; 2. The rehabilitation and improvement of the Uniwide Warehouse Store which will benefit the employees, the consumers, the suppliers; 3. The saving of UNIWIDE HOLDINGS, INC. (UHI) from collapse which will prevent further deterioration in the sagging confidence in the securities market. In its aforesaid decision, the Hearing Panel also considered the fact that IRC had stated in the Hearing of March 6, 2000 that the audit by the Cunanan auditors showed that the Gow Family did not take out funds from the Uniwide Group of Companies for their personal use and thereby completely losing ownership of any and all their companies by virtue of the Amended Rehabilitation Plan. WHEREFORE, The Amended Rehabilitation Plan of the herein petitioners and all the attachments are hereby APPROVED. Accordingly ,JUDGMENT is hereby rendered declaring the petitioners to be in the state of SUSPENSION OF PAYMENTS. Further, the Interim Receivership Committee is directed to continue performing its function as such, to monitor the implementation of the Amended Rehabilitation plan; to recommend revisions, changes or amendments thereto as may be warranted under the premises and, to submit a bi-monthly report of all activities undertaken in relation thereto to the Hearing Panel. Furthermore, petitioners are directed to furnish all the creditors with a copy of the Decision and to submit to the Hearing Panel the corresponding proof of service within thirty (30) days from receipt hereof. TDcAIH SO ORDERED. (SGD.) LILIA R. BAUTISTA Chairman (SGD.)EUGENIO R. REYES (SGD.) ENRIQUE L. LOPEZ, JR. Member Member * Copied verbatim from documents obtained directly from Securities and Exchange Commission .