According to Arroyo and Soriano, the election of the NGAP Board of Trustees was marred by several irregularities. They claimed that the association’s bylaws were not followed, and that certain procedural requirements were not met. Furthermore, they alleged that the election process was biased and lacked transparency.
In their complaint, Arroyo and Soriano provided detailed accounts of the alleged violations. They argued that the election should be invalidated because it failed to adhere to the principles of fairness and integrity. They also emphasized the importance of upholding the rule of law within the association, stating that any violation of the bylaws undermines the credibility and legitimacy of the NGAP.
Arroyo, a former legislator known for his advocacy of sports development, and Soriano, a prominent businessman with a passion for golf, expressed their concern over the potential consequences of an improperly conducted election. They believed that the NGAP should be held accountable for its actions and that the court should intervene to rectify the situation.
The NGAP, as a domestic non-stock corporation, plays a significant role in promoting and developing golf in the Philippines. It serves as a platform for golf clubs across the country to collaborate and work towards the advancement of the sport. However, the recent controversy surrounding the election has cast a shadow over the association’s reputation and raised questions about its governance and adherence to its own bylaws.
As the legal battle unfolds, the golf community and stakeholders eagerly await the court’s decision. The outcome of this case will not only determine the legitimacy of the recent election but also set a precedent for future elections within the NGAP. It is crucial for the court to carefully consider the evidence presented by Arroyo and Soriano and make a fair and impartial judgment.
In the meantime, the NGAP must address the concerns raised by Arroyo and Soriano and take steps to ensure that its future elections are conducted in a transparent and fair manner. The association’s leadership should prioritize the restoration of trust and confidence among its members and the wider golfing community. Only by upholding the highest standards of governance and integrity can the NGAP fulfill its mission of promoting and developing golf in the Philippines.
Background and Allegations
According to the complaint, Arroyo and Soriano learned in December 2023 from friends in the golf community that NGAP planned to schedule its Annual General Council Meeting and election of its Board of Trustees in early 2024. Upon hearing complaints of mismanagement and dissatisfaction with the NGAP leadership, Arroyo and Soriano decided to run for seats on the board. They carefully reviewed NGAP’s bylaws, paying particular attention to the procedures for the annual meeting and election.
Arroyo and Soriano filed their candidacies and solicited proxies from other club members. However, the Nomelec disqualified some proxies submitted on the grounds that they failed to comply with the requirements imposed on the “official proxy form.” The complaint alleges that Romulo and Floro, who are part of NGAP’s leadership, invalidated most of the proxies submitted in Arroyo’s favor.
As a result, Arroyo and Soriano claim that they were not elected because their proxies were illegally excluded. They accuse the NGAP leaders of violating the bylaws by changing the venue of the meeting, excluding proxies, and denying remote participation for members outside the area.
Arroyo and Soriano argue that these actions not only violated the established procedures outlined in NGAP’s bylaws but also deprived them of a fair and democratic election process. They believe that the NGAP leaders intentionally manipulated the proxy validation process to ensure their own preferred candidates would secure the board seats.
Furthermore, Arroyo and Soriano assert that the decision to change the venue of the meeting was a deliberate attempt to limit the participation of members who were unable to travel to the new location. They argue that this decision unfairly disadvantaged members who had already made plans to attend the meeting based on the original venue.
Additionally, the complaint alleges that the NGAP leaders denied remote participation for members residing outside the area, further restricting the ability of these members to have a voice in the election. Arroyo and Soriano argue that in today’s digital age, it is not only feasible but also necessary to provide remote participation options to ensure inclusivity and equal opportunity for all members.
In summary, Arroyo and Soriano contend that the actions taken by the NGAP leaders during the Annual General Council Meeting and election of the Board of Trustees were not only in violation of the organization’s bylaws but also undermined the principles of fairness and democracy. They seek to hold the NGAP leaders accountable for their alleged misconduct and to ensure that future elections within the organization are conducted in a transparent and equitable manner.
Violation of NGAP’s Bylaws
NGAP’s bylaws state that annual meetings should be held at the principal office or, if not practicable, within the same city. Arroyo and Soriano argue that the Alabang Country Club was an improper venue for holding the annual stockholders’ meeting and the 2024 board of trustees’ elections.
In their complaint, Arroyo and Soriano request the court to declare all elective positions at NGAP vacant. They also ask the court to order Floro to accept their proxies and allow them to vote. Additionally, they challenge the Nomelec’s requirement for a specific proxy form, arguing that the exclusion of 31 proxies is unlawful since the Nomelec lacks the authority to enforce a specific proxy format.
Arroyo and Soriano assert that the choice of the Alabang Country Club as the venue for the annual meeting and elections violates NGAP’s bylaws in several ways. Firstly, they argue that the club is not the principal office of NGAP, and thus, hosting the meeting there goes against the stipulations outlined in the bylaws. Secondly, even if it is considered a practicable alternative, the club is not located within the same city as NGAP’s principal office, further violating the bylaws.
To support their claim, Arroyo and Soriano present evidence showing that the Alabang Country Club is situated in a different city from NGAP’s principal office. They provide documentation highlighting the distance between the two locations, emphasizing that holding the meeting at the club would inconvenience many stockholders who would have to travel a significant distance.
Moreover, Arroyo and Soriano contend that the choice of the Alabang Country Club as the venue raises concerns about impartiality and fairness. They argue that the club’s association with certain individuals within NGAP’s leadership could potentially compromise the integrity of the elections. They point out that some members of the club have close ties to Floro, the current chairman of NGAP, raising questions about the neutrality of the venue selection.
In light of these violations, Arroyo and Soriano seek significant remedies from the court. They request that all elective positions at NGAP be declared vacant, arguing that the improper venue undermines the legitimacy of the entire electoral process. They believe that holding new elections, free from the taint of the Alabang Country Club’s influence, is necessary to restore trust and ensure a fair representation of the stockholders’ interests.
Furthermore, Arroyo and Soriano challenge the Nomelec’s requirement for a specific proxy form. They argue that the Nomelec does not possess the authority to enforce such a format, and therefore, the exclusion of 31 proxies based on the failure to comply with the specific form is unlawful. They contend that the Nomelec’s actions restrict the stockholders’ right to vote and should be deemed invalid.
In conclusion, Arroyo and Soriano’s complaint against NGAP highlights the violation of the organization’s bylaws regarding the choice of venue for the annual meeting and elections. They argue that the Alabang Country Club does not meet the criteria outlined in the bylaws and that its association with certain individuals raises concerns about impartiality. Additionally, they challenge the Nomelec’s requirement for a specific proxy form, asserting that it infringes upon the stockholders’ voting rights. Their request for vacant positions and acceptance of their proxies aims to rectify these violations and restore transparency and fairness to NGAP’s electoral process.
Source: The Manila Times
