ATHENA CREDIT INC.

Securities and Exchange Commission p 1PPt FINANCING AND LENDING COMPANIES DIVISION IN THE MATTER OF: FinLend Order No. 2023- 2 ATHENA CREDIT INC. SEC Reg. No. A200010397 Respondent. For: REGULATIONS; AND REPUBLIC VIOLATION NO. COMPANY ACT OF 1998 AND ITS ACT NO. 11232 OR THE REVISED IMPLEMENTING CORPORATION PHILIPPINES. 8556 OF OR CODE REPUBLIC ACT RULES FINANCING OF THE AND ORDER and Lending Companies Division (FinLend) against Athena Credit Inc.2 (Company) for violation its Implementing Rules and Regulations (FCA IRR), specifically for engaging in financing WHEREAS, a Show Cause Letter (SCL) dated 8 February 2023 was issued by the Financing of Republic Act No. 8556, otherwise known as the Financing Company Act of 1998 (FCA) and activities without the requisite Certificate of Authority from 2005 up to the present; liable for the stated violations; WHEREAS, FinLend, through the said SCL, directed the Company to cease and desist from resolution on the matter and to show cause within ten (10) days why it should not be held operating as a financing company upon receipt of the SCL until the issuance of the final 13 February 2023; WHEREAS, a copy of the same SCL was likewise emailed to jen.atai@athenacreditph.com3 on corporation from engaging in the business of a financing company unless so authorized under Republic Act No. 8556; WHEREAS, Section 12 of the FCA expressly prohibits a person, association, partnership, or WHEREAS, Section 144 of both the FCA and the FCA IRR provides for the administrative sanctions; WHEREAS, the Company requested a Monitoring Clearance for its application for a Branch Certificate of Authority on 5 October 2023; WHEREAS, a representative from the Company called on 9 October 2023 to clarify that the Certificate of Authority to operate as either a financing or lending company; request for monitoring was not for an application for a CA to operate a branch but instead for a 1 The Show Cause Letter was sent via electronic mail at athenacreditinc@gmail.com, the registered email address based on its 2023 General Information Sheet (GIS) submission covering the period of 2 February 2023. 2 Registered on 10 July 2000 as a lending company with registered address at Acrocity I Bldg., 1 1 16 Reposo Extension, thousand pesos (Pi00,000.00) or imprisonment for not more than six (6) months or both, at the discretion of the court, athenacreditinc@gmail.com; contact@athenacreditph.com; and jen.atai@athenacreditph.com. near 3 Registered alternate email address based on the Company's GIS cited above 4 Sec. 14. Penalty. corner J.P. - A fine of not less than Ten thousand pesos (P10,000.00) and not more than One hundred Rizal Street. Makati City,Metro Manila Philippines, and email addresses at shall be imposed upon: (1) Persons, associations, partne rships or corporations, including the managing officer thereof, that shall: (a) Engage in the business of a financing company without authority from the Securities and Exchange Cor XX SECTION 14. Administrative Sanctions If the Commission finds that there is a violation of R.A. 8556, of these Rules and Regulation, x- t artinouslvt to comply with SEC requirements, the Commission shall, in its discretion, impose any or all of the following sancti. XXX Securities and Exchange o In re: Athena Credit Inc. Page 2 of 3 WHEREAS, the Company has not only failed to answer the SCL sent to it but also failed to cease its financing operations, an inference that can be made from its request for monitoring clearance from FinLend; WHEREAS, the primary purpose in the Company's amended Articles of Incorporation approved by the Commission on 14 June 2005, which expressly reads "to extend credit contracts, leases, chattel mortgages, or other evidences of indebtedness, or by financial leasing of movable as well as immovable property", appears to have been lifted verbatim from the definition of financing companies under Section 35 of the FCA; consumers and to industrial, commercial, or agricultural enterprises, by direct lending or by discounting or factoring commercial papers or accounts receivable, or by buying and selling facilities to WHEREAS, the Company's submission of a Special Form of Financial Statements for Financing Companiest (FCFS) to the Commission on 21 July 2017 also implies the Company's awareness of its need to comply with the laws governing financing companies; SCL is also violative of Section 158 of the Revised Corporation Code, to wit: WHEREAS, being an ordinary corporation, the Company's failure to follow the directives in the "SEC. 158. Administrative Sanctions. - If, after due notice and hearing, the Commission finds that any provision of this Code, rules or regulations, or any of the Commission's orders has been violated, the Commission may impose any or all of the following sanctions, taking into consideration the extent of participation, nature, effects, frequency and seriousness of the violation: million pesos (P2,000,000.00), and not more than One thousand pesos (P1,000.00) for each day of continuing violation but in no case to exceed Two in Title XIV of this Code." (a) Imposition of a fine ranging from Five thousand pesos (P5,000.00) to Two million pesos (P2,000,000.00); (d) Dissolution of the corporation and forfeiture of its assets under the conditions (b) Issuance of a permanent cease and desist order; (c) Suspension or revocation of the certificate of incorporation; and continuous non-compliance shows its blatant disregard for the Commission. WHEREAS, the nature and gravity of the infractions committed by the Company and its WHEREFORE, in view of the foregoing, 1. Pursuant to the Financing Company Act in relation to the Revised Corporation Code as above discussed, Athena Credit Inc. is hereby ORDERED TO PAY ONE HUNDRED BUSINESS OF FINANCING SINCE 2005 OR ONE MILLION EIGHT HUNDRED THOUSAND PESOS (P100,0O0.O0) FOR EACH YEAR OF ENGAGING IN THE THOUSAND PESOS (P1,800,000.00) within fifteen (15) days from the receipt of this Order. 2. Athena Credit Inc. is hereby ORDERED TO STOP OPERATING AS A FINANCING COMPANY until the requisite Certificate of Authority to Operate as a Financing Company is secured. 5 Sec. 3. Definition of Terms. --- As used in this Act, the term: (a) 'Financing companies' hereinafter called companies, are corporations, except banks, investments houscs, savings and to industrial, commercial, or agricultural enterprises,"by direct lending or by discounting or factoring other evidences of indebtedness, or by financial ieasing of movable as well as immovable property; Xxx and loan associations, insurance companies, cooperatives, under other special laws, which are primarily 'orga commercial papers or accounts receivable, or by buying and"selling contracts, leases, chattel mortgages, or ized for the purpose of extending credit facilities to consumers , and other financial institutions organized or operating " Period covered is 18 July 2017 Exchange. Commission ecuritieS and In re: Athena Credit Inc Page 3 of 3 3. Let it be warned that a subsequent violation by Athena Credit Inc. of the Financing business of a financing company shall be meted out with harsher penalties. Company Act and its Implementing Rules and Regulations, specifically engaging in the Let a copy of this Order be furnished to the Company, the Information & Communications Technology Department for encoding in the CIS-URDB, and all other Departments concerned. SO ORDERE 17 October 2023. Makati City, Philippines. ATTY. KENNETH YOY A. QUIMIO KimTth AssistatDifector C Xwm