SEC warns against offers to invest in gas stations


The Securities and Exchange Commission is warning the public against gasoline companies soliciting investments to co-own a gasoline station.

The Commission has received reports that there has been a proliferation of offering and solicitation of investments to set up gasoline stations or invest in already existing small gasoline companies, in the guise of a franchise agreement, co-franchisee, partnership, co-ownership contract and/or other forms of contract that offers to the public an opportunity to invest in their company and earn profit “hassle free”, Clyde Padilla, SEC Bacolod information officer, said.

She said the usual scheme of these small gasoline companies is to lure investors by advertising that they can co-own a gas station for P300,000, and offering subscription to the shares of stock of the company, partnership agreement, where a gas station will be co-owned by several partners, or co-franchisee contract.

The Commission reminds the public that these kinds of contracts or investment schemes would squarely fall under the definition of an ‘investment contract’ and/or subscription of ‘shares of stocks’, Padilla said, adding that they are considered securities under the regulatory jurisdiction of the SEC.

The public solicitation of securities is mandated under Republic Act 8799, or the Securities Regulation Code, and should be registered with the Commission. “Any issuance of unregistered securities is illegal,” Padilla said.

The Commission warns that those who act as salesmen, brokers, dealers, or agents of these gasoline companies in selling or convincing people to invest in the scheme being offered, including solicitations and recruitment, may be prosecuted and held liable under the Securities Regulation Code.

Those found guilty will be penalized with a maximum fine of P5 million, 21 years of imprisonment, or both.

The SEC website, through, contains the exclusive list of registered issuers of securities with corresponding permit to offer and sell securities.

Investments not included in the list are deemed unregistered and not authorized to be offered to the public.

Those who invite or recruit others to join or invest in such venture or offer investment contracts or securities to the public may also incur criminal liability, the SEC said.

Those who have any information regarding any investment solicitation by individuals or group of individuals on behalf of these gasoline companies are urged to send a report to the Enforcement and Investor Protection Department at —