Board Matters

The Board of Directors discuss company matters during Board and committee meetings to address concerns and decide on appropriate courses of action. These are duly recorded in the minutes of the meetings, copies of which are kept by the Office of the Corporate Secretary and the Office of the Chairman.  To view the Board activities for 2017, click here.
 

The Board established seven (7) committees namely, the Executive Committee, the Audit Committee, the Nomination Committee, the Corporate Governance Committee, the Board Risk Oversight Committee, the Related Party Transactions Committee, and the Compensation and Remuneration Committee to support its authority in overseeing the performance of the Company.

 

Board Committees and Members

Executive Committee

The Executive Committee oversees the management of the Company and is responsible for the Company’s strategies, goals, operations, finances, and policies.

Willy N. Ocier  Chairman 
Armin Antonio B. Raquel Santos  Member 

A. Bayani K. Tan 

Member 

 

To view the Executive Committee Charter, click here.

ExCom Attendance

 

Audit Committee

The Audit Committee is empowered by the Board to ensure the quality, accuracy, and integrity of the Company’s accounting and financial reporting systems, auditing processes, and internal controls. It also monitors the Company’s adherence to corporate governance best practices.

Roman Felipe S. Reyes (ID) Chairman
Joseph C. Tan (ID) Member
Exequiel P. Villacorta, Jr. Member 
Juan Victor S. Tanjuatco (ID) Member

 

To view the Audit Committee Charter, click here.
 
To view the Annual Confirmation of Internal Audit/ Internal Control, click here.
 
To view the Internal Audit Committee Charter, click here.
 

AudCom Attendance

 

Nomination Committee

The Nomination Committee determines the nominees for election to the Company’s Board of Directors, which may be done by identifying through professional search firms or other similar mechanisms, recommends candidates to fill vacancies occurring between annual shareholder meetings and provides communication with the Board of Directors,  shareholders and regulators.

Note: The Nomination Committee was merged with the Corporate Governance Committee at the Board’s organizational meeting held on April 24, 2017.  

Joseph C. Tan (ID) Chairman
Juan Victor S. Tanjuatco (ID) Member
Roman Felipe S. Reyes (ID) Member

 

To view the Nomination Committee Charter, click here

NomCom Attendance

 

Corporate Governance Committee

The Corporate Governance Committee reviews the Company’s continual process of good corporate governance, and provides the approach and advice for development. The Committee tasks the management to look into the evolving ASEAN Corporate Governance initiative from the regulators and advocacy groups to see what other enhancements can be properly pursued.

Juan Victor S. Tanjuatco (ID) Chairman
Joseph C. Tan (ID) Member 
Roman Felipe S. Reyes (ID) Member

 

To view the Corporate Governance Committee Charter, click here.

CG Com Attendance

 

Risk Oversight Committee

The Risk Oversight Committee is tasked to monitor and assess the risk profile of the Company as well as implement a management program for the various types of risk that the Company and its subsidiaries are exposed to in the course of its operations.

Joseph C. Tan (ID) Chairman
Juan Victor S. Tanjuatco (ID) Member
Roman Felipe S. Reyes (ID) Member
Exequiel P. Villacorta, Jr. Member 

 

To view the Board Risk Oversight Committee Charter, click here.

BROC  Attendance

 

Related Party Transactions Committee                

The Related Party Transactions (RPT) Committee shall assist the Board in assessing material agreements with a related party to determine whether to approve, ratify, disapprove or reject a RPT. The Committee shall take into account whether the RPT is entered into on terms favorable to the Corporation than terms generally available to an unaffiliated third party under the same or similar circumstances.

Juan Victor S. Tanjuatco (ID) Chairman
Roman Felipe S. Reyes (ID) Member
A. Bayani K. Tan Member

 

To view the Related Party Transactions Committee Charter, click here.

RPT Com Attendance

 

Compensation and Remuneration Committee

The Compensation and Remuneration Committee is charged with periodically reviewing policies on salaries and benefits, promotions, and other forms of career advancement within the Company. The Committee also evaluates existing human resources policies against market developments to ensure that our policies remain relevant and supportive of the growth and development of the Company’s workforce.

Armin Antonio B.Raquel Santos  Chairman
Willy N. Ocier Member
A. Bayani K. Tan Member
Joseph C. Tan (ID) Member

 

To view the Compensation and Remuneration Committee Charter, click here.

CompRem  Attendance

 

Summary of Board Activities for 2017

To view the Summary of Board Activities for 2017, click here.