Inc., FERN Realty Corporation, Silang Far East College, Inc., FEU High School, Inc., FEU Alabang, Inc., Roosevelt College, Inc. University, Inc. currently) Far Eastern University, Inc. Tinio, 55, Filipino: Senior Vice President for Academic Affairs, Far Eastern University, Inc. June 2011 to present) Work, Far Eastern University, Inc.
Castro, 40, Filipino: Vice President for Academic Services (June 2019 to present), Far Eastern University, Inc., present), Far Eastern University, Inc.,. Kilakiga, 45, Filipino: Vice President, Facilities and Technical Services (July 2017 to present), Far Eastern University, Inc. July 2017 to date), Far Eastern University, Inc. Other corporate affiliations: Vice President for Finance of Roosevelt College, Inc., Trustee of East Asia Educational Foundation Inc, (EAEFI), Trustee of FEU HWRFP, Treasurer of Foundation for Information Technology Education (FIT-ED).
Compensation of Trustees and Executive Officers
The external auditor, Punongbayan & Araullo, audited the financial statements of the corporation for the financial year ended May 31, 2020. The same accounting firm is recommended for reappointment at the annual shareholders' meeting for nearly the same compensation as in the previous year. Apart from the above external auditor's fees, there are no other fees (tax fees, all other fees) for services rendered by the external auditors.
The Audit Committee's approval of the policies and procedures covering the examination of FEU's financial statements for the fiscal year ending 31 May 2020, including other services, is covered by the minutes of the meeting of the Audit Committee dated 14 August 2020. The signatory partners of the external auditor will be rotated every five (5) years of appointment.
Compensation Plans
ISSUANCE AND EXCHANGE OF SECURITIES
There is no business or action to be taken at the annual meeting of stockholders in connection with the merger, consolidation, acquisition by sale or liquidation of the Company. Nuesa as a Member of the Talent Management Committee, approved during the Board of Directors meeting held on July 16, 2019. Amended SEC Form 17-C – 3, re: Amendment to Article SEVEN of the Amended Articles of Incorporation of Corporation, originally disclosed on PSE Edge on September 10, 2019 and received by the SEC on September 11, 2019.
Attached to the report was a copy of the certificate for the submission of the amended articles of association. SEC Form 17-C Amended – 4, Re: Amendment of Article SEVEN of the Company's Amended Articles of Incorporation, originally published on PSE Edge on September 10, 2019 and received by the SEC on September 11, 2019. True copy of the complete set of Amended Articles of Incorporation, duly approved by the SEC on March 19, 2020.
Revocability of Proxy
Persons Making the Solicitation
Interest of Certain Persons in Matters to be Acted Upon
Upon written request, the Company undertakes to provide stockholders with a copy of the SEC Form 17-A free of charge, except for the exhibits attached thereto, which shall be charged at cost. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information contained in this report is true, complete and correct.
ANNEXES
ANNEX A
- Call of meeting to order
- Proof of notice of meeting and determination of quorum
- Approval of minutes of the annual meeting of stockholders held on 19 October 2019 Stockholders who register for the online meeting can access the minutes of
- Academic Report of the President
- Approval of Annual Report and Audited Financial Statements
- Ratification and confirmation of all acts and resolutions during the past year of the Board of Trustees, Board and Management Committees, and Management
- Election of Trustees, including Independent Trustees
- Consideration of such other business as may properly come before the meeting Stockholders may raise such other relevant matters or issues that may be taken up at
- Adjournment
Other corporate affiliations: Chairman, Board of Directors, FERN Realty Corporation; Chairman and President, FEU Educational Foundation, Inc.; Chairman Emeritus, Nicanor Reyes Educational Foundation, Inc.; Governor of the Nicanor Reyes Memorial Foundation; Trustee, FEU-dr. Other Business Connections: President, Amon Trading Inc., East Asia Computer Center, Inc., Far Eastern College Silang, Inc., Nicanor Reyes Educational Foundation, Inc., FEU High School, Inc., FEU Alabang, Inc., Roosevelt College , Inc. and the National Golf Association of the Philippines; Vice President of the Philippine Business Education Foundation (PBED); Vice President, Philippines Management Association, Director, BPI/MS Insurance Corporation; Trustee, Ramon Magsaysay Award Foundation; and a member of the Makati Business Club. In the FEU group of schools, he is also the president of East Asia Computer Center, Inc.; Far Eastern College Silang, Inc.; FEU Alabang, Inc.; FEU High School, Inc.; Roosevelt College, Inc.; East Asia Educational Foundation, Inc.; and Nicanor Reyes Educational Foundation, Inc.; and Governor of the Nicanor Reyes Memorial Foundation.
Other Corporate Affiliations: Member, Board of Directors, FERN Realty Corporation and FEU Alabang, Inc.; Trustee, Nicanor Reyes Educational Foundation, Inc.; Treasurer and Trustee, FEU Educational Foundation, Inc.; Corporate Secretary and Governor, Nicanor Reyes Memorial Foundation; Member, Executive Committee, Far Eastern University, Inc.; Company Secretary and Director, Far Eastern College Silang, Inc.; Chairman, Angel C. Other Corporate Affiliations: President and Director FERN Realty Corporation and Monti-Rey, Inc.; Vice Chairman, Treasurer and Director, AMON Trading Corp., Director, Far Eastern College Silang, Inc., and Nicanor Reyes Educational Foundation, Inc.; and Trustee, FEU Educational Foundation, Inc. Other corporate affiliations: President and Board Director, ALFM Mutual Funds Group and Independent Director, East Asia Computer Center, Inc., FERN Realty Corporation and Far Eastern College Silang, Inc.
ANNEX B
Individual Stockholders
Corporate Stockholders
Previous votes will be automatically overridden and replaced by the system with the newly cast votes. The ASM will be broadcast live and shareholders who have successfully registered will be able to participate via remote communication. Instructions on how to access the live stream will also be posted at https://www.feu.edu.ph/asm2020.
Video recordings of the ASM will be adequately maintained by the Company and will be made available to participating shareholders upon request. Questions/comments received but not entertained during the open forum due to time constraints will be dealt with separately by the company's corporate secretary. For complete information about the Annual Meeting, please visit https://www.feu.edu.ph/asm2020.
ANNEX C
COMMISSION ON HIGHER EDUCATION
ANNEX G
Brief Discussion of Business Mother Company
- FAR EASTERN UNIVERSITY MANILA
- EAST ASIA COMPUTER CENTER, INC. (EACCI)
- FEU ALABANG
- FAR EASTERN COLLEGE SILANG, INC
- ROOSEVELT COLLEGE, INC
- EDUSTRIA, INCORPORATED
- FERN REALTY CORPORATION
Validations of this institutional effort include CHED's citations of (a) the teacher training programs of the IE as a Center of Excellence and (b) the Bachelor of Science in Business Administration program of the IABF as a Center of Development. Almost all the academic programs on the Manila campus are accredited by the PACUCOA. Far Eastern University is a member of the ASEAN University Network ‒ Quality Assurance (AUN-QA), the International Center of Excellence in Tourism and Hospitality Education (THE-ICE), and the Association to Advance Collegiate Schools of Business (AACSB).
Value-added courses are embedded primarily to prepare the graduates of FEU Diliman primary education for higher education in the best universities in the country. It is located in Filinvest City, Alabang, one of the most progressive areas in southern Greater Manila. Founded in August 2019, Edustria, Inc. is the first venture of Far Eastern University in Batangas, in partnership with the Technological Institute of the Philippines (T.I.P).
Number of Shareholders
There are no sales of unregistered or exempt securities, including recent issuance of securities that constitute an exempt transaction.
Management’s Discussion and Analysis or Plan of Operation
- Test of Liquidity
- Test of Solvency
- Test of Profitability
- Product/Service Standards
- Market Acceptability
The Group's consolidated equity is composed of the equity attributable to the owners of the parent company and NCI, amounting to P7,556.5 million, respectively. and P2,861.4 million. Below is a 4-year table showing the group's net income and total dividends declared and paid. The group's operating profit remains positive, as the consolidated net profit after tax remained good in the last three financial years.
During the year, the Group's operations remained optimistic with an operating income of P483.9 million, and other income of P156.2 million. With the return of first-year students enrolled in tertiary, the Group's consolidated operating income for the fiscal year ended May 31, 2019 improved to P668.2 million from 2018's P483.9 million. The Group's operating income for the fiscal year ended May 31, 2020 was registered at P771.9 million, an improvement of 16% from last year.
Liquidity refers to the Group's ability to meet its current short-term obligations as they fall due. Solvency refers to the group's ability to pay all its debts, whether those obligations are short-term or long-term. It also refers to the group's ability to earn a reasonable amount of revenue relative to its total investment.
To expand the group's reach south of NCR, particularly in Batangas province, FEU partnered with T.I.P. At the reporting date, certain economic factors affect the income and income from the Group's operations. There are no other material off-balance sheet transactions, arrangements, liabilities (including contingent liabilities) and other relationships of the Group with unconsolidated entities or other persons that arose during the reporting period.
The Group and each of its constituent entities can easily meet all of its obligations with current reserves and projected profits.
Corporate Governance
- CORPORATE INFORMATION 1 Organization and Operations
- Approval of the Financial Statements
- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- Basis of Preparation of Financial Statements
- Adoption of New and Amended PFRS
- Separate Financial Statements and Investments in Subsidiaries and an Associate
- Financial Assets
- Prepayments and Other Assets
- Property and Equipment
- Investment Properties
- Financial Liabilities
- Offsetting Financial Instruments
- Provisions and Contingencies
- Revenue and Expense Recognition
- Leases
- Foreign Currency Transactions and Translation
- Impairment of Non-financial Assets
- Employee Benefits
- Borrowing Costs
- Income Taxes
- Related Party Transactions and Relationships
- Equity
- Earnings Per Share
- Segment Reporting
- Events After the End of the Reporting Period
- SIGNIFICANT ACCOUNTING JUDGMENTS AND ESTIMATES
- Critical Management Judgments in Applying Accounting Policies
- Key Sources of Estimation Uncertainty
- RISK MANAGEMENT OBJECTIVES AND POLICIES
- Market Risk (a) Foreign Currency Risk
- Credit Risk
- Liquidity Risk
- CATEGORIES AND OFFSETTING OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES
- Carrying Amounts and Fair Values by Category
- Offsetting of Financial Assets and Financial Liabilities
- FAIR VALUE MEASUREMENT AND DISCLOSURES 1 Fair Value Hierarchy
- Financial Instruments Measurement at Fair Value
- Financial Instruments Measured at Amortized Cost for which Fair Value is Disclosed
- Fair Value Measurement for Non-financial Assets
- CASH AND CASH EQUIVALENTS
- RECEIVABLES - Net
- FINANCIAL ASSETS
- Financial Assets at FVTPL
- Financial Assets at FVOCI (Classified as AFS Financial Assets in 2018) As of May 31, the University’s financial assets at FVOCI are classified in the statements of
- Investment Securities at Amortized Cost (Classified as HTM Investments in 2018)
- CROSS-CURRENCY SWAPS
- PREPAYMENTS AND OTHER CURRENT ASSETS The breakdown of this account is as follows
- INVESTMENTS IN SUBSIDIARIES AND AN ASSOCIATE This account consists of the following as of May 31
- Investment in RCI
- Investment in FEUAI
- Investment in FEU High
- Investment in Edustria
- Investment in an Associate
- INVESTMENT PROPERTIES
- PROPERTY AND EQUIPMENT
- LEASES
- Lease Liabilities
- Lease Payments Not Recognized as Liabilities
- Additional Profit or Loss and Cash Flow Information
- TRADE AND OTHER PAYABLES As of May 31, this account consists of
- INTEREST-BEARING LOANS
- EDUCATIONAL REVENUES
- Core Revenue Stream
- Unearned Tuition Fees
- Tuition Fee Rebates
- OPERATING EXPENSES
- FINANCE INCOME AND FINANCE COSTS 1 Finance Income
- Finance Costs
- OTHER INCOME (CHARGES) - Net This consists of the following
- EMPLOYEES’ HEALTH, WELFARE AND RETIREMENT FUND 1 Salaries and Employee Benefits Expense
- Post-employment Defined Benefit (a) Characteristics of the Defined Benefit Plan
- INCOME TAXES
- RELATED PARTY TRANSACTIONS
- Dividend Income
- Noninterest-bearing Advances
- Lease of Land, Various Buildings and Facilities
- Lease of Certain Building Floor to FRC
- Lease of Campus Premises to FECSI
- Reimbursement of Expenses
- Sub-lease of Buildings to FEU High
- Lease of Certain Buildings to EAEF and EACCI
- Lease of Facilities from EACCI
- Lease of Campus Premises to FEUAI
- Interest-bearing Loan from FEU High, FEU HWFRP and EACCI
- Financial Guaranty for Subsidiaries’ Loans
- Key Management Personnel Compensation
- Retirement Fund
- Sale of Investment in an Associate
- Receipt of Stock Dividends
- EQUITY
- Capital Stock
- Retained Earnings
- EARNINGS PER SHARE EPS were computed as follows
- EVENTS AFTER THE END OF THE REPORTING PERIOD 1 Appropriations of Retained Earnings
- Impact of Coronavirus Outbreak
- COMMITMENTS AND CONTINGENCIES
- Operating Lease Commitments – University as Lessee (a) Lease Agreement with FRC
- Operating Lease Commitments – University as Lessor
- Open Legal Cases
- Others
- CAPITAL MANAGEMENT OBJECTIVES, POLICIES AND PROCEDURES The University aims to provide returns on equity to shareholders while managing
- RECONCILIATION OF LIABILITIES ARISING FROM FINANCING ACTIVITIES
- SUPPLEMENTARY INFORMATION REQUIRED BY THE BUREAU OF INTERNAL REVENUE
The university's financial statements are prepared in accordance with the Philippine Financial Reporting Standards (PFRS). Items included in the University's financial statements are valued using the functional currency. Functional currency is the currency of the primary economic environment in which the university operates.
Financial instruments are recognized when the University becomes a party to the contractual terms of the financial instrument. Prepayments and other current assets of the University include inventory such as books and merchandise. The University determines whether an agreement is, or contains, a lease based on the substance of the agreement.
Any event after the end of the year that provides additional information about the financial position of the University at the end of the reporting period (adjusting event) is reflected in the financial statements. BOT has overall responsibility for establishing and overseeing the University's risk management framework. A description of the University's risk management objectives and policies for financial instruments is provided in Note 4.
An analysis of the movements in the carrying amounts of the University's investments is presented below. An analysis of the movements in the carrying amount of the University's investment securities at amortized cost for the years ending May and 2018 is presented below. Related accrued interest is presented as part of the Accounts Receivable account in the statements of financial position (see Note 8).
The table below describes the nature of the University's leasing activities by type of ROUA recognized in the 2020 statement of financial position. This will be recognized as income as soon as the performance obligation of the University has been delivered. The University has claimed itemized deductions for income tax purposes in all the years presented.
The pension fund provides neither a guarantee nor a surety for the university's obligations. Accordingly, their impact was not reflected in the University's financial statements from and for the year ended 31 May 2020.
