Regulator revokes registrations of Valtoro Spartan, Recson

THE Securities and Exchange Commission (SEC) has revoked the certificates of incorporation of Valtoro Spartan Consultancy Corp. and Recson Land Ventures and Realty Development Corp., and imposed administrative fines for the unauthorized solicitation of investments from the public.

In a statement on Friday, the SEC’s Enforcement and Investor Protection Department (EIPD) said it separately canceled the corporate registrations of the two companies for violations of Section 44 of Republic Act (RA) No. 11232, or the Revised Corporation Code (RCC); Sections 8.1, 26, and 28.1 of RA No. 8799, or the Securities Regulation Code (SRC); and Presidential Decree No. 902-A.

Although registered with the SEC, an EIPD investigation found that both companies sold securities in the form of investment contracts without the required licenses from the Commission.

The RCC prohibits corporations from exercising powers beyond those stated in their articles of incorporation (AoI).

Sections 8.1 and 28.1 of the SRC prohibit the sale or offering of unregistered securities and require brokers, dealers, or salespersons to register, while Section 26 prohibits any person from engaging in fraudulent transactions related to the purchase or sale of securities.

The SEC fined Valtoro Spartan, along with its incorporators, stockholders, and officers, P1 million each for unauthorized securities offerings. It also held three incorporators and the corporate secretary administratively liable for investment fraud and disqualified them from serving as directors, trustees, or officers for five years.

“Considering that the act of offering investment to the public is not included in the primary purpose of [Valtoro Spartan], the declared primary purpose was done with fraudulent intent due to the large disparity of its declarations in the AoI and its actual business operation,” the order read.

Valtoro Spartan was found to have offered five lock-in subscription plans through its website and social media, promising returns ranging from 7.5% to 912.5% over periods of 15 days to 12 months, with a minimum investment of $50.

It also offered a 5% direct referral bonus and 1% multi-level commissions of up to the 10^th level based on invitees’ investments.

In January 2026, the SEC issued an advisory warning the public against investing in Valtoro Spartan.

Meanwhile, the SEC ordered Recson Land and its incorporators to pay a P1-million administrative fine for offering unregistered securities without a license.

“Considering that nowhere is it stated in its primary purpose that [Recson Land], is authorized to engage in the selling or offering for sale of securities to the public… the activity of [the company], of selling or offering for sale of investments is considered an ultra vires act and therefore constitute serious misrepresentation,” the order read.

Recson Land was found to have enticed individuals to invest at least P30,000 per share to co-own a hostel, with assurances of steady passive earnings over a 30-year period.

According to the Commission, the scheme resembles a Ponzi operation, relying on funds from new investors or additional contributions from existing participants, without evidence of a legitimate underlying business.

Recson Land Ventures and Realty Development Corp. has yet to respond to BusinessWorld’s requests for comment sent via e-mail and through its publicly available contact information. Valtoro Spartan does not have publicly available contact information. — Alexandria Grace C. Magno