Boracay Capital's registration revoked over illegal offers

The Securities and Exchange Commission (SEC) has revoked the corporate registration of Boracay Capital Holdings Inc. for offering securities to the public without the necessary licenses.

The regulator said on Wednesday that its Enforcement and Investor Protection Department (EIPD) found Boracay Capital violated Section 6(i), paragraphs 2 and 3 of Presidential Decree (PD) 902-A. 

The law allows the SEC to revoke a company's registration for serious misrepresentation and failure to submit required reports.

Boracay Capital’s articles of incorporation state that its main purpose is to operate in the real property business, with a secondary focus on information technology, hotel, and resort management. 

However, the EIPD discovered that the company was promoting itself online as being involved in strategic global advisory, wealth management, and fund management.

The company also solicited investments from the public, encouraging individuals to deposit at least P5 million, claiming the funds would be invested in stocks, investment funds, or bonds. 

“Such invitation to offer or sell securities to the public without the corresponding registration with the Commission is illegal and is punishable by law under Section 8 in relation to Section 73 of the [Republic Act No. 8799, or the Securities Regulation Code (SRC)],” the SEC order dated 4 September said.

Boracay Capital has neither been granted a secondary license nor applied with the SEC to offer or sell securities. 

According to SEC, the company failed to submit its General Information Sheet, Audited Financial Statements for 2023 and 2024, and Beneficial Ownership Transparency Form, and did not comply with Memorandum Circular No. 28, series of 2020.