Filings with the Securities and Exchange Commission by the company that was represented by Presidential Communications Office Secretary Jay Ruiz in a hundred-million-peso project with the Philippine Charity Sweepstakes Office (PCSO) show that he was neither its incorporator nor a shareholder.
Rappler obtained a copy of the Articles of Incorporation (AOI) and the General Information Sheet (GIS) filed by Digital8 Incorporated with the SEC in January 2024, and both documents did not have Ruiz’s name on it.
A March 3 report by news outlet Politiko described Ruiz as a co-founder of Digital8 alongside former PTV general manager Ana Puod.
The contract between PCSO and Intercontinental Broadcasting Corporation (IBC) indeed showed that the joint venture of the state broadcaster and Digital8 bagged the P178.5-million project for the production and transmission of PCSO’s lotto draws and other games to television.
PCSO posted on its website on September 30, 2024 the invitation to bid for the project that had a budget cap of P180 million. It was unclear if Digital8 had competitors for the contract, but the turnaround time was quick, as the company secured the notice of award on October 30, 2024.
Based on Digital8’s GIS, its total paid-up capitalization was only P130,000.
Ruiz was the authorized representative of Digital8 Inc. in the deal, indicating that the company assigned him to sign on its behalf, but it is not proof that he owned the company or co-founded it.
The company also bagged in January a separate deal worth P27.5 million for supplying digital videos for promotion of the PCSO, but Ruiz was no longer the authorized representative in that agreement.
Can an authorized representative earn a commission for successfully bagging on a private firm’s behalf a multimillion deal with the government? That’s not totally outside the realm of possibility, but on paper, what is clear is that Ruiz was never an investor of the company.
“I was made to act like the company’s spokesperson — head of sales and marketing in October 2024. And on January 17, since I was already handling other business ventures, I resigned from the company. I never owned a single share of Digital 8, so that is clear,” he said in a press briefing on Tuesday, March 4.
Digital8 also does not have a website, so the list of its sister companies and potential beneficial owners is not immediately available.
So who are the founders, owners of the company?
Based on the SEC documents, Digital8 was registered with the agency sometime in 2012. Its incorporators are Rommel Miranda (which subscribed the highest number of shares), Romulus Miranda, Rowena Miranda, Imelda Santos, and Miguel Santos.
Rommel was the former spokesperson of the National Capital Region Police Office, and was implicated in the killing of Filipino-Chinese businesswoman Leah Angeles Ng, his supposed long-time business partner, in 2012.
As of January 2024, Rommel owns 84% of the company, with the remaining 16% split evenly among four other people.
They are:
- Rouelle Miranda
- Clara Therese Miranda
- Bea Louise Miranda
- Christian Puod
Rommel’s exact relationship with the three other people with the same surname as his in Digital8’s GIS is not immediately clear, but Clara Therese, who serves as corporate secretary, used to teach at the University of Santo Tomas and the De La Salle College of St. Benilde, based on her LinkedIn account.
For context, just because someone’s name is not included in a company’s list of incorporators does not automatically mean that he or she is not a co-founder. An incorporator is a formal legal designation, and before the Revised Corporation Code of the Philippines was passed in 2018, a company registering with the SEC must have a minimum of five incorporators.
A co-founder is also an informal or honorary title, and is usually someone who played a key role in the early stages of the businesses, not only financially, but also intellectually.
Ruiz’s denial
Ruiz was appointed to the job only in February, replacing Cesar Chavez. He has since ordered a cleanup of the PCO, asking for the courtesy resignations of all appointees.
Ruiz believes he was being subjected to a smear campaign, and he has called out his former media colleagues — Politiko owners Gil Cabacungan and former communications undersecretary Rey Marfil — over the story.
“Remember, a lie told a thousand times drowns out the truth. So first of all, I didn’t want to dignify it because it’s fake news. Answering these fake news claims would only give them a sense of credibility. By responding, it gives them a reason [to persist] and makes them seem more credible, so I didn’t want to engage — I thought no one would pick it up. But I was surprised that some people picked it up,” he said.
The damage has been done though, as Senate President Chiz Escudero said the issue might be discussed when Ruiz undergoes a confirmation hearing before the Commission on Appointments.
“Any conflict of interest that a person from the private sector may have upon entering government should be relinquished, and they should divest to ensure that the conflict of interest does not remain. I think before he was appointed, he should have already been vetted, and this should have been addressed prior to his appointment,” Escudero added.
Ruiz said he has a political management firm and restaurants, and is in the process of removing his shares from those companies. – Rappler.com
* All quotes in Filipino were translated into English, and some were shortened for brevity.