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2015 Definitive Information Statement - FEU Investor Relations

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Copies of the minutes of the annual meeting of shareholders on August 23, 2014 will be submitted to the present shareholders for confirmation. The body ratified and approved the actions of the board of directors regarding changes to the statute and the composition of the nomination committee, as approved on December 10, 2013. The body ratified and approved the actions of the board of directors regarding the declaration of a 20% stock dividend on July 15, 2014.

That the place where the principal office of the company shall be established or located is at Nicanor Reyes Street, Sampaloc, Manila.”. Copies of the chairman's report for the academic year (AY) are distributed to those present. Ratification and confirmation of the actions of the board and officials to promote the matters covered by the annual report.

All actions of the Board of Directors and officers during the year 2015 will be presented to the shareholders for approval and ratification. RESOLVED that the stockholders of Far Eastern University, Inc., otherwise known as FEU (the "Company"), hereby authorize the Company to make a change in its fiscal year to such period and the date of its annual stockholders' meeting to a date which may be determined by the company's board of directors.

Angelina Palanca Jose

Paulino Y. Tan

Antonio R. Montinola

Sherisa P. Nuesa

Edilberto C. de Jesus

Robert F. Kuan

GENERAL INFORMATION

Date, Time and Place of Meeting of Security Holders and Mailing Address

Dissenter's Right of Appraisal

Interest of Certain Persons in or Opposition to Matters to be Acted Upon

  • CONTROL AND COMPENSATION INFORMATION

Record Date: All registered shareholders on August 3, 2015 are entitled to give notice and vote at the annual shareholders' meeting. A shareholder entitled to vote at the meeting shall be entitled to vote in person or by proxy on the number of shares registered in his name in the stock books of the Corporation, and said shareholder may vote so many shares for so many persons as there are directors to be elected, or he may cumulate these shares and give to one candidate as many votes as the number of directors to be elected multiplied by the number of his shares is equal, or he may divide them according to the same principle among as many candidates as he sees fit. Ownership of securities held by trustees and management (as of June 30, 2015) Title of class Name of beneficiary.

Trustees and Executive Officers

  • Aurelio Montinola III, 64, Filipino: Chairman of the Board of Trustees (August 2013 to present), Vice Chair (June 1989 to August 2013), Far Eastern University, Inc
  • Angelina Palanca Jose, 62, Filipino: Trustee (June 1990 to present) and Corporate Secretary (February 1998 to present), Far Eastern University, Inc
  • Rosanna Esguerra-Salcedo, 50, Filipino: Treasurer, Far Eastern University, Inc

He is also a Director of the Bank of the Philippine Islands and Chairman of Lafarge Republic, Inc., both listed corporations. He is also the President of East Asia Educational Foundation, Inc., East Asia Computer Center, Inc., Nicanor Reyes Educational Foundation, Inc. Corporate Secretary and Administrator, 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.;.

She is an independent director of: East Asia Educational Foundation, Inc., FERN Realty Corporation and ING Foundation, Inc. She is also an independent trustee of the East Asia Computer Center, Inc., an independent governor of the FEU Health, Welfare and Retirement Fund Plan, a trustee of the Institute of Corporate Directors (ICD) and the Integrity Initiative Foundation, a consultant to the Vicsal Development Corporation and a board member and vice president of the Financial Executives Institute of the Philippines (FINEX). Independent Director, China Bank Savings, Inc., Planter's Development Bank and Far Eastern College Silang, Inc.

Tinio, 49, Filipino: Senior Vice President for Academic Affairs, Far Eastern University, Inc. June 2011 to present) Affairs, Far Eastern University, Inc. Facilities and Technical Services, Far Eastern University, Inc. March 2010 to Present) Other Business Affiliations: International Member, National Fire Protection Association (NFPA), American Society of Heating, Refrigerating and Air Conditioning Engineers (ASHRAE); International member, International Code Council (USA);.

Compensation of Trustees and Executive Officers

Actions of the Supervisory Board and Officers to advance the matters covered in the Annual Report. Approving the amendment of Article 3 of the Amended Bylaws and Section I of the Amended Bylaws to include the amendment of the headquarters of "Manila, Philippine Islands/City of Manila". Authorization and approval of the Corporation's membership in and contribution to the Foundation, which shall have the following founders: Aurelio R.

Approval of the contribution from the Corporation to the Foundation in the amount of nine hundred and ninety-nine thousand nine hundred and ninety-five pesos (P999,995.00). Amendments to Article 3 of the Amended Articles of Association and Section 1 of the Amended Articles of Association. 6 Series of 2014 issued by the Securities and Exchange Commission (SEC), the Corporation amended Article 3 of the Amended Articles of Association and Section I of the Amended Articles of Association to reflect the change in its headquarters from "Manila, Philippine Islands/City of Manila" to Nicanor Reyes Street, Sampaloc, Manila.

All other matters to be decided require the affirmative vote of a majority of the corporation's shares present, or represented and entitled to vote at the Annual Meeting. Ratification and confirmation of the actions of the Board of Trustees Election of Trustees/Independent Trustees.

Item 3: Revocability of Proxy

Item 4: Persons Making the Solicitation

Interest of Certain Persons in Matters to be Acted Upon

  • Number of Shareholders
  • Management’s Discussion and Analysis or Plan of Operation
  • Test of Liquidity
  • Test of Solvency
  • Test of Profitability
  • Product Standards
  • Market Acceptability
  • Liquidity
  • Solvency
  • Profitability
    • Corporate Governance
    • Cash and cash equivalents
    • Trade and other receivables
    • Available-for-sale financial assets
    • Other current assets
    • Property and equipment
    • Investment property
    • Deferred tax asset
    • Other non-current assets
    • Trade and other payables
    • Interest-bearing loans
    • Deferred revenue
    • Income tax payable
    • Deferred tax liabilities
    • Other non-current liabilities
    • Revaluation reserves
    • Retained Earnings
    • Non-controlling Interest (NCI)
    • Tuition fees – net
    • Other school fees
    • Rental income
    • Finance income – net
    • Other income (charges) – net
    • Salaries expense increased by a minimal amount of P0.94 million, while Employee Benefits expense slightly decreased by P0.67 million
    • RLE expense decreased by 92% or P57 million due to less number of nursing students enrolled during the period
    • Affiliation expense decreased by a minimal amount of P0.10 million
    • Rental expense increased by 378% or P1.28 million primarily due to increased rental rates
    • Utilities expense increased by 12% or P1.77 million which is mainly due to the amount incurred by EACCI
    • Janitorial services decreased by a minimal amount of P 0.30 million
    • Insurance expense increased by a minimal amount of P0.12 million
    • Repairs and maintenance expense increased by 44% or P1.32 million due to additional non- capitalized repairs and renovations incurred in preparation for the opening of classes
    • Security services increased by 24% or P1.16 million due to additional services obtained by the Group, particularly that pertaining to EACCI
    • Depreciation expense increased by 56% or P22.96 million due to additions in Property and Equipment and Investment Properties during the period and in the immediately preceding fiscal
    • Publicity and promotions expense increased by 133% or P1.65 million due to additional advertising costs incurred by the Group resulting from the operations of EACCI
    • Professional fees increased by 14% or P1.07 million as a result of increase in charges for audit fees, legal fees and retainers’ fee for in-house legal counsel
    • Taxes and licenses expense increased by P5.15 million mainly due to documentary stamp tax paid by FEU amounting to P3.40 million and total taxes and licenses incurred by EACCI
    • Charitable contributions increased by a minimal amount of P0.02 million
    • Total other expenses increased by 63% or by P14.47 million mainly due to increase in other instructional, academic, administrative and general expenses particularly photocopying and
  • Product Standard
  • PARENT CORPORATION FINANCIAL STATEMENTS
  • CONSOLIDATED FINANCIAL STATEMENTS
    • CORPORATE INFORMATION
    • SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
    • SIGNIFICANT ACCOUNTING JUDGMENTS AND ESTIMATES The preparation of the University’s financial statements in accordance with PFRS
    • RISK MANAGEMENT OBJECTIVES AND POLICIES

Below is the trend for the university's first semester enrollment over the past five years. The debt-to-asset ratio measures the amount of assets made available by the creditors in relation to the total amount of assets of the group. The solvency ratio measures the amount of assets provided by the owner in relation to the group's total assets.

The University's financial statements for and for the year ended March 31, 2015 (including comparative financial statements for the years ended March 31, 2014 and 2013) were authorized for publication by the Board of Trustees (BOT) on June 16, 2015. The University has prepared in accordance with the Philippine Financial Reporting Standards (PFRS). Items included in the University's financial statements are measured using its functional currency.

Functional currency is the currency of the primary economic environment in which the University operates. Financial assets are recognized when the University becomes a party to the contractual terms of the financial instrument. The University determines whether an arrangement is, or contains, a lease based on the nature of the arrangement.

Compensated absences are recognized for the number of paid leave days (including holiday entitlement) remaining at the end of the reporting period. Any end-of-year event that provides additional information about the University's financial position at the end of the reporting period (adjustment event) is reflected in the financial statements. It is currently determined that all the University's lease agreements are operating leases. e) Recognition of provisions and contingencies.

BOT has overall responsibility for establishing and overseeing the University's risk management framework. The table below illustrates the sensitivity of the University's pre-tax profit to changes in the Philippine peso versus the US. The University's exposure to price risk arises from its investments in equity securities, which are classified as part of the AFS financial assets account in the statement of financial position.

The University also maintains the academic records and clearance of students with outstanding balances, thus. The table below and on the following page shows the credit quality of the University's financial assets in March and 2013 that have delinquent components.

  • 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 (a) Determining Fair Value of Investment Properties
  • CASH AND CASH EQUIVALENTS
  • RECEIVABLES
  • CROSS-CURRENCY SWAP
  • AVAILABLE-FOR-SALE FINANCIAL ASSETS
  • OTHER CURRENT ASSETS
  • INVESTMENTS IN SUBSIDIARIES, AN ASSOCIATE AND A JOINT VENTURE
    • Investment in EACCI
    • Investment in Joint Venture
    • Investment in an Associate
  • INVESTMENT PROPERTIES
  • PROPERTY AND EQUIPMENT
  • TRADE AND OTHER PAYABLES This account consists of
  • INTEREST-BEARING LOAN
  • EDUCATIONAL REVENUES
  • OPERATING EXPENSES
  • FINANCE INCOME AND FINANCE COSTS 1 Finance Income
    • Finance Costs
  • OTHER INCOME
  • EMPLOYEES’ HEALTH, WELFARE AND RETIREMENT FUND (a) Characteristics of the Defined Benefit Plan
  • INCOME TAXES
  • RELATED PARTY TRANSACTIONS
    • Dividend Income
    • Noninterest-bearing Advances
    • Lease of Manila Campus Premises from FRC
    • Lease of Makati Campus Premises from FRC
    • Lease of Certain Building Floor to FRC
    • Lease of Campus Premises to FECSI
    • Reimbursement of Expenses
    • Sale of Transportation Equipment
    • Interest-bearing Advances
    • Lease of Certain Buildings to EAEF
    • Management Services
    • Lease of Office Premises to ICF-CCE, Inc
    • Key Management Personnel Compensation
  • EQUITY
    • Capital Stock
    • Retained Earnings
  • EARNINGS PER SHARE
  • EVENTS AFTER THE END OF THE REPORTING PERIOD
    • Credit Accommodation
    • Full Settlement of Interest-bearing Loan
    • Declaration of Cash Dividend
  • COMMITMENTS AND CONTINGENCIES
    • Operating Lease Commitments – University as Lessee (a) Lease Agreement with FRC
    • Operating Lease Commitments – University as Lessor
    • Legal Claims
    • Others
  • CAPITAL MANAGEMENT OBJECTIVES, POLICIES AND PROCEDURES The University aims to provide returns on equity to shareholders while managing
  • SUPPLEMENTARY INFORMATION REQUIRED BY THE BUREAU OF INTERNAL REVENUE
    • Requirements Under Revenue Regulations (RR) 15-2010
    • Requirements Under RR 19-2011
  • CORPORATE INFORMATION 1 Background of the University
    • Other Corporate Information
    • Approval for Issuance of Consolidated Financial Statements
    • Basis of Preparation of the Consolidated Financial Statements (a) Statement of Compliance with Philippine Financial Reporting Standards

A description of the University's risk management objectives and policies for financial instruments is provided in Note 4. The table below shows the fair value hierarchy of the University's classes of financial assets and financial liabilities measured at fair value in the statements of financial position on a recurring basis from March and 2013. Below is the information described on how the fair values ​​of the University's classes of financial assets and financial liabilities are determined. a) Equity securities.

Based on management judgment, the best use of the University's non-financial assets indicated above is their current use. Under this approach, higher estimated costs used in the valuation will result in higher fair value of the properties. On the other hand, the net changes in the accounting value of the associated interest receivable and payable per 31 March 2014 as part of financial costs in the income statement for 2014.

An analysis of movements in the book values ​​of the University's investments is presented below. As of 2011, the book value of the University's investment in the JVC had already been reduced to zero. In December 2014, the University began making quarterly amortization payments on the outstanding loan principal.

The total carrying amount of the outstanding loan payable as of March 31, 2015 in the amount of P676.9 million and P800 million for both 2014 and 2013 is presented as interest bearing loan account (current and non-current portion) in the financial statement position. Below is an overview of the University's transactions with such related parties (in thousand pesos). Details of the previous summary of transactions are shown below and on the following pages.

The total accounting value of the outstanding loan that must be paid per 31 March 2015, is therefore presented as part of short-term debt in the balance sheet for 2015. The full settlement of the loan did not give rise to fines from the university. The consolidated financial statements for and for the year ended March 31, 2015 (including the comparative consolidated financial statements for the years ended March 31, 2014 and 2013) were approved for publication by the Board of Directors (BOT) on June 16, 2015.

The consolidated financial statements of the Group have been prepared in accordance with Philippine Financial Reporting Standards (PFRS). Items included in the Group's consolidated financial statements are measured using its functional currency.

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Other Corporate Affiliations: Chairman, Amon Trading Inc., East Asia Computer Center, Inc., Far Eastern College Silang, Inc., Nicanor Reyes Educational Foundation, Inc., FEU High