The secret to the Lopez family’s enduring control of ABS-CBN

A company that did not exist until February 2026 is about to become the largest single shareholder of ABS-CBN Corp.’s listed shares. However, the founding Lopez family will still decide how the network is run. 

On Wednesday, September 30, ABS-CBN’s stockholders gathered virtually to approve the changes that make room for the P6-billion equity rescue package. To make room for that capital, stockholders approved a tripling of authorized capital and cleared the way for ABS-CBN to issue 1.64 billion new common shares at P3.65 each to five separate subscribers. More than half of that money—P3.5 billion—will come from a fresh outside investor, I&C Holdings Corporation, which will become the single largest common shareholder with 958.9 million shares, or 37.7% of the total common stock. (READ: ABS-CBN talks up its ‘new’ future, but its new owners weren’t in the room)

Meanwhile, the family’s longtime parent holding firm, Lopez Inc., will see its direct economic slice of common shares compressed from 55.82% down to roughly 23%.

By standard public market logic, an outside investor with 37.7% of the ordinary shares would expect a real say in the boardroom, while a founding family whose holding vehicle fell under 25% would lose control.

Except that didn’t happen because ABS-CBN’s common shares tell only half the story.

During the special stockholders meeting, ABS-CBN chairman Martin L. Lopez was asked who will call the shots now that there is outsider’s money. His answer: “Lopez Inc. together with its stockholders, Crème, Mantes and Presta, and together with ABS-CBN will continue to determine ABS-CBN’s strategic direction. The new major investor will be consulted and their rights will be respected.”

So the savior, who is an outsider with P3.5 billion, will merely be consulted. But the steering wheel stays inside the family.

How can a family retain almost absolute command over a public company while owning a minority of its listed shares? The secret is a financial fortress built more than a decade ago: unlisted, low-par voting preferred shares. And as the latest regulatory filings reveal, the Lopezes didn’t just preserve that fortress on September 30. They expanded it with a brand new 300-million-share buffer.

The 20-centavo shares running the show

The system that protects ABS-CBN from corporate raiders, outside accumulators, and public minority revolts rests on having two different kinds of shares.

Most listed companies operate under the principle of “one share, one vote” using ordinary common shares. ABS-CBN has those too. What sets these  apart is that ABS-CBN’s shares do not all cost the same. These common shares have a face value of P1 each, and are listed on the Philippine Stock Exchange (PSE) under the ticker ABS.

But sitting alongside them is a second class of stock: one billion voting preferred shares.

These preferred shares carry three crucial characteristics:

• Full voting rights: Each preferred share carries one full vote, identical in voting weight as one P1 common share.
• A 20-centavo par value: Each preferred share has a par value of only P0.20, one-fifth the P1 par value of a common share. More importantly, when ABS-CBN issued the preferred shares in 2013, they were issued at par. 
• Unlisted: Unlike ABS-CBN’s common shares, the preferred shares cannot be bought on the stock exchange. They cannot be traded, snapped up on market dips, or accumulated by hostile parties through stockbrokers. And ABS-CBN holds the right of first refusal before any sale to an outsider.

This is where the math gets interesting. Back in 2013, ABS-CBN actually offered the billion preferred shares to its existing Filipino shareholders at 20 centavos each, with Lopez Inc. committing to buy whatever the others did not. Lopez Inc. ended up with 987,130,246 of them, or 98.71% of the preferred class. The total cash spent by the family was roughly P197.4 million. 

In exchange for that modest sum, Lopez Inc. captured nearly one billion uncontested votes. ABS-CBN itself disclosed that the preferred-share subscription increased Lopez Inc.’s voting interest in the company to 79%.

Think about what happened: P197.4 million in preferred shares gave Lopez Inc. nearly one billion votes. A common share had a P1 par value and one vote. A preferred share had a par value of just 20 centavos — but it also had one vote.

Put simply: The same amount of money could buy 5x as many votes through preferred shares than through common shares. 

In Philippine corporate law, a shareholder’s voting power is measured against all outstanding voting shares, not just the total of common shares that trade. Because of these preferred shares, the total number of votes in ABS-CBN’s boardroom grew much larger than what is traded on the stock exchange. Before the P6-billion rescue deal, the company had 899.85 million regular common shares and one billion preferred shares, creating a total voting pool of 1.9 billion shares. Lopez Inc. owned around 502.3 million common shares (around 55.8% of common) on top of its 987.13 million preferred shares.

That gave Lopez Inc. its superpower: 78.4% total voting power.

That gap meant the public shareholders, even voting together, could never outvote the Lopez Inc. block. When Batangas lawmaker Leandro Leviste accumulated 90 million shares in 2024 to build a 10% common stake, he was celebrated as the network’s second-largest owner. But when measured against all voting shares in the room, his 90 million common shares gave him just 4.74% of the vote. He held no veto power, no swing vote, and not enough votes to guarantee even one board seat under cumulative voting. The 20-centavo preferred shares acted as an unbreachable wall.

Cousins step in with their own cash

The crisis that forced ABS-CBN to seek P6 billion in rescue funds was, among others, heavy debt. After losing its broadcast franchise in 2020, the company racked up over P45 billion in total losses. By the end of 2025, the lenders’ promise not to call a default over the lost franchise had run its course, and ABS-CBN’s P8.5 billion in bank loans, mostly owed to BPI and UnionBank, had all come due within a year. (READ: Why ABS-CBN is still retrenching 200 employees with P6 billion on the way)

At the same time, the Lopez family conglomerate fractured. The clean energy and utilities side of the business group led by Federico “Piki” Lopez ring-fenced First Gen and First Philippine Holdings, refusing to drain cash reserves to prop up struggling ABS-CBN’s debt. His camp declined to put in P2 billion, and has said audit findings had to be resolved first. 

The stalemate finally broke in August 2026 when former ABS-CBN chairman Eugenio “Gabby” Lopez III sold his family branch’s 25.68% stake in top parent Lopez Inc. to Ramon S. Ang for P11.6 billion. (READ: [Rappler’s Best] The day Gabby Lopez said, ‘We’re done’)

That private windfall bypassed the old corporate hierarchy. Instead of coursing funds through Lopez Inc., three individual Lopez family branches, using their “personal resources”, signed up to buy ABS-CBN primary common shares in their own names:

• Crème Investment Corp. (Geny Lopez branch): P766.7 million (210.0 million shares).
• Mantes Corporation (Manuel Lopez branch): P766.7 million (210.0 million shares).
• Presta Holdings Company (Presentacion Lopez-Psinakis branch): P666.7 million (182.6 million shares).

Combined with a modest P300 million subscription from Lopez Inc. itself, the family committed to put in P2.5 billion in new equity. Alongside them sat I&C Holdings, providing P3.5 billion. I&C paid a P1.5 billion deposit at signing and owes the P2 billion balance after the Securities and Exchange Commission (SEC) approves the new structure. Lopez Inc. paid its P300 million in full. (READ: Family friend to referee? SEC’s Francis Lim has peace plan for Lopez war.)

Because 1.64 billion new common shares flooded into existence, the total common pool expanded from 899.8 million to 2.54 billion shares. Lopez Inc.’s direct common stake dropped from about 55.8% down to 22.98%. On common shares alone, Lopez Inc. lost its absolute majority.

Yet when the voting preferred shares were factored into the new 3.54 billion voting denominator, the family’s control remained ironclad:

Shareholder	Post-deal common (%)	Post-deal total voting power (%)
Lopez Inc. (direct holding)	22.98%	44.35%
Crème Investment Corp. (Geny branch)	8.27%	5.94%
Mantes Corporation (Manuel branch)	8.26%	5.93%
Presta Holdings Co. (Presy branch)	7.18%	5.15%
COMBINED LOPEZ FAMILY BLOC	46.69%	61.37%
I&C Holdings Corp. (Outside partner)	37.7%	27.06%
ABS-CBN Holdings Corp (PDR issuer)	3.61%	2.59%
“Others” (including Leviste)	12.01%	8.98%
…of Leandro Leviste / LL Holdings	3.54%	2.54%

Even without counting I&C, the four Lopez vehicles together command 61.37% of the total vote. And when allied with I&C’s 27.06%, the insider coalition locks up an overwhelming 88.43% supermajority.

What the bloc will not have is two-thirds. Any charter amendment or new capital increase will need votes from I&C or the minority shareholders. 

The public float was squeezed down from 16.75% to 8.98%. Leviste’s voting voice was cut nearly in half to 2.54%. The insiders rearranged the chairs, and the outsiders absorbed the dilution.

A 61.37% majority settles today’s votes. What ABS-CBN’s board did three weeks before the September 30 meeting bears on tomorrow’s.

On August 19, 2026, the ABS-CBN board initially approved expanding its Authorized Capital Stock from P1.5 billion to P4.5 billion. Under that first plan, common shares were set to jump to 4.30 billion (at P1 par), while preferred shares stayed capped at their old one billion limit (at P0.20 par).

Under that structure, every single preferred share authorized by the company was already issued and nearly all of them owned by Lopez Inc. There was zero preferred headroom left.

On September 8, just three weeks before the stockholders met to vote, the board met again to change its plan. Total authorized capital remained unchanged at P4.5 billion, but the underlying share counts were reallocated:

• Authorized common shares were cut by 60 million (lowered from 4.30 billion to 4.24 billion).
• Authorized preferred shares were raised by 300 million (raised from 1.0 billion to 1.30 billion).

The peso matched perfectly: 60 million common shares at P1.00 par equals P60 million. And 300 million preferred shares at P0.20 par equals exactly P60 million.

So why create 300 million new preferred shares when all P6 billion worth of incoming subscriptions consisted entirely of common shares?

It points to an on-demand corporate defense mechanism: a reserve of cheap votes that can be issued if the family’s majority is ever threatened. 

After this deal closes, ABS-CBN will have 2.54 billion common shares issued, leaving roughly 1.7 billion unissued common shares in reserve. If ABS-CBN ever needs to issue hundreds of millions of additional common shares in future fund-raising, mergers, or debt payoffs, the family’s 61.37% voting margin would steadily drop.

By creating 300 million unissued preferred shares, the board created an emergency voting pool. And because preferred shares carry full voting rights at just 20 centavos each, the family can buy that entire 300-million pool in the future for just P60 million in cash. For an amount that costs less than producing a single prime-time television drama, the family can instantly generate 300 million brand-new votes to restore their majority whenever their control is threatened.

Passing the gate

On September 30, stockholders approved the entire plan.

Tripling capital stock and changing corporate articles requires the approval of at least two-thirds, or 66.7%, of all outstanding voting shares under Philippine corporate law. For companies owned by thousands of scattered public shareholders —ABS-CBN had 5,138 stockholders of record at end-2025— gathering 66.7% of the votes is a massive hurdle.

For the Lopezes, it was a breeze.

Between Lopez Inc.’s 987.1 million preferred shares and the family’s common stock, the bloc walked into the virtual meeting with 1,576,374,534 shares present or represented—commanding 82.97% of the total vote.

When the corporate secretary read the resolution to amend Article Sixth (expanding the board from 7 to 9 seats) and Article Seventh (tripling authorized capital and creating the 300-million preferred buffer), the results were decisive: 1.58 billion shares voted FOR (82.97%); zero shares voted AGAINST, and 1,606 shares ABSTAINED.

No one voted against, and no one asked about the 300 million preferred shares. 

The meeting did not address takeovers, and after the deal the family loses two-thirds. Leandro Leviste’s 90 million shares, whether voted by proxy or left uncast, were mathematically powerless against an 83% voting block.

I&C Holdings will secure its 37.7% economic slice. Two internal broadcast executives—ABS-CBN COO and head of creative programs Ma. Socorro “Cory” Vidanes and chief partnership officer Roberto “Bobot” Barreiro — were elected to the two board seats. And Carlo Katigbak’s management team was confirmed to remain intact. (READ: Inside Piki Lopez’s town hall as cousins rally for ABS-CBN)

Public investors who buy ABS-CBN shares on the open market might benefit if the studio’s turnaround succeeds and it starts making money again. But they do so strictly as passengers. By keeping voting power tied to 20-centavo preferred shares and carving out 300 million more for a rainy day, the Lopez family made sure that no matter how many outside billions arrive to save the company, the media company their fathers built will remain theirs. – Rappler.com

Lala Rimando wrote about Philippine business, and managed newsrooms, including Newsbreak, ABS-CBN, Rappler, and Forbes, for over 25 years. She’s now based in La Union, taking care of her mom with dementia, and working on the multimedia biography of the late John Gokongwei.