To help focus on specific corporate governance responsibilities and to aid in the optimal performance of its roles and functions, the Board created six (6) Committees namely the Executive Committee; the Audit Committee; the Corporate Governance Committee; the Risk Oversight Committee; the Related Party Transactions Committee; and the Compensation and Remuneration Committee.
EXECUTIVE COMMITTEE
The Executive Committee oversees the management of the Company and is responsible for the Company’s finances, goals, and policies. Further, it is also tasked to foster the long-term success of the Company and sustain its competitiveness and profitability in a manner consistent with its corporate objectives and the best interests of its stockholders through sound strategic directions and policies, guidelines and programs that can sustain the Company’s long-term viability and strength.
Willy N. Ocier – Chairperson
Elizabeth Anne C. Uychaco – Vice Chairperson
Jackson T. Ongsip – Member
Jacinto C. Ng, Jr. – Member
Armin Antonio B. Raquel Santos - Member
Virginia A. Yap – Member
To view the Executive Committee Charter, click here.
Executive Committee 2022 Attendance
Executive Committee 2021 Attendance
AUDIT COMMITTEE
The Audit Committee directly interfaces with the internal and external auditors in the conduct of their duties and responsibilities. Its mandate includes the review of the Company’s financial reports and subsequent recommendation to the Board for approval. The Committee also reviews the Company’s Internal Control System, its audit plans and audit processes, and the Internal Audit Charter. The Chief Executive Officer and the Chief Audit Executive attest that a sound internal audit, control and compliance system is in place and working effectively. View the attestation here.
Amando M. Tetangco, Jr. (Independent Director) – Chairperson
Jacinto C. Ng, Jr. (Non-Executive Director) – Member
Maria Gracia P. Tan (Independent Director) – Member
To view the Audit Committee Charter, click here.
Audit Committee 2022 Attendance
Audit Committee 2021 Attendance
CORPORATE GOVERNANCE COMMITTEE
The Corporate Governance Committee is tasked to advise and assist the Board of Directors in performing its responsibilities with regard to corporate governance compliance in relation to the Company’s Manual on Corporate Governance, PSE’s rules on disclosures and corporate governance guidelines of the SEC. Likewise, it shall also be responsible for monitoring the trends on corporate governance and for making the appropriate recommendations to the Board of Directors.
NOTE: The functions of the Nomination Committee, the Corporate Social Responsibility Committee and the Environmental and Social Committee were merged with the Corporate Governance Committee's.
Joseph T. Chua* (Independent Director) – Chairperson
Maria Gracia P. Tan (Independent Director) – Member
Amando M. Tetangco, Jr. (Independent Director) – Member
*- first elected on July 28, 2022
To view the Corporate Governance Committee Charter, click here.
Corporate Governance Committee 2022 Attendance
Corporate Governance Committee 2021 Attendance
RISK OVERSIGHT COMMITTEE
The Risk Oversight Committee reviews and assesses the effectiveness of the Company’s risk management system in the mitigation of financial and non-financial risks.
NOTE: The Risk Management Committee was renamed as Risk Oversight Committee.
Maria Gracia P. Tan (Independent Director) – Chairperson
Jacinto C. Ng, Jr. (Non-Executive Director) – Member
Amando M. Tetangco, Jr. (Independent Director) – Member
To view the Risk Oversight Committee Charter, click here.
Risk Oversight Committee 2022 Attendance
Risk Oversight Committee 2021 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.
Joseph T. Chua* (Independent Director) – Chairperson
Maria Gracia P. Tan (Independent Director) – Member
Amando M. Tetangco, Jr. (Independent Director) – Member
*- first elected on July 28, 2022
To view the Related Party Transactions (RPT) Committee Charter, click here.
COMPENSATION AND REMUNERATION COMMITTEE
The Compensation and Remuneration Committee is tasked with the oversight of policies on salaries and benefits, as well as promotions and other forms of career advancement. The Committee also reviews existing human resource policies to ensure the continued growth and development of the Company’s workforce.
Elizabeth Anne C. Uychaco (Non-Executive Director) – Chairperson
Jackson T. Ongsip (Executive Director) – Member
Amando M. Tetangco, Jr. (Independent Director) – Member
To view the Compensation and Renumeration Committee Charter, click here.
Compensation and Remuneration Committee 2022 Attendance
Compensation and Remuneration Committee 2021 Attendance
The Nomination Committee was merged with the Corporate Governance Committee in Apri 2017. The Corporate Social Responsibility and Environmental-Social Committees were integrated with the Corporate Governance Committee on June 25, 2021.
SUMMARY OF BOARD ACTIVITIES FOR 2022 and 2021
To view the Summary of Board Activities for 2022, click here. Meanwhile, the Summary of Board Activities for 2021 can be accessed here.