Three (3) complete sets of the report will be submitted to Commission headquarters. At least one complete copy of the report submitted to the Commission shall be signed manually.
BOARD MATTERS
BOARD OF DIRECTORS
Please provide details, as and when applicable, of any relationship between the members of the Board of Directors that links them to significant shareholders in the company and/or its group:. Montinola is the mother of Mr. Montinole, who are all board members.
CHAIRMAN AND CEO
9 3) Explain how the board plans for the succession of the CEO/Managing Director/President and the top. 10 Indicate any changes in the composition of the Board of Directors that occurred during the period:. In other words, it must be in the best interest of the company as a whole.
She is also a board member of the Institute of Corporate Directors (ICD) and the Institute of Financial Directors of the Philippines (FINEX). The company's deposit and investment banks are selected by the board of trustees with the help of the risk management committee. A transfer of all or a substantial part of the assets resulting in the sale of the business.
The name of the independent party that the company's board of directors appointed to evaluate the fairness of the transaction price.
PLAN FOR THE SUCCESSION OF THE TOP KEY MANAGEMENT POSITION
OTHER EXECUTIVE, NON‐EXECUTIVE AND INDEPENDENT DIRECTORS
Does the company have a policy of ensuring the diversity of experience and background of directors on the board of directors. Does it ensure that at least one non-executive director has experience in the sector or industry to which the company belongs.
CHANGES IN THE BOARD OF DIRECTORS
Define and clarify the roles, responsibilities and outputs of the Executive, Non-Executive and Independent Directors: If any of the decisions or orders mentioned in the grounds of permanent exclusion have not yet become final. i) Executive Directors Each director shall be subject to. removal by order of the Chairman of the Board in writing, subject to the subsequent action of the Board of Administration.
ORIENTATION AND EDUCATION PROGRAM
The President approves the Ad Hoc Committee's recommendation to the Legal Counsel for review. Employees may also not serve the needs of the company or any of its concessionaires. Review the annual internal audit plan to ensure its alignment with company goals.
To assess the effectiveness of the board's processes and procedures in the election or replacement of trustees. In 2008, she was named ING-Finex (Financial Executives Institute of the Philippines) CFO of the Year. The internal audit manager first seeks the audit committee's approval before carrying out audit tasks.
RESOLVED, That the Annual Report of the Chairman, Board of Trustees of Far Eastern University, Inc.
POLICIES
DISSEMINATION OF CODE
COMPLIANCE WITH CODE OF ETHICS AND GUIDANCE
RELATED PARTY TRANSACTIONS
Describe the company's policies and procedures for reviewing, approving or ratifying, monitoring and recording related party transactions between and among the company and its parent, joint ventures, subsidiaries, associates, affiliates, significant shareholders, officers and directors, including their spouses; children and dependent siblings and parents and of related director relationships for members of the board. Businesses that fall under the category of related party transactions should be approved by the Board of Directors and should at least be:. Identify any actual or potential conflict of interest in which directors/executives/5% or more shareholders may be involved.
Describe the mechanism established to detect, determine and resolve potential conflicts of interest between the company and/or its group and their directors, officers and significant shareholders. Therefore, to resolve potential conflicts of interest, all transactions between the company and/or its group and their directors, officers and significant shareholders must pass through the group.
FAMILY, COMMERCIAL AND CONTRACTUAL RELATIONS
ALTERNATIVE DISPUTE RESOLUTION
She was installed in the Society of Fellows (Professional Directorship Program) of the Institute of Corporate Directors, Philippines in 2011. A statement that the directors have reviewed the effectiveness of the risk management system and commented on its adequacy;. FEU is a company with a culture of good corporate management across all levels of the organisation.
If the Annual Report does not disclose any of the above, please state the reason for not.
SCHEDULE OF MEETINGS
ATTENDANCE OF DIRECTORS
Give a general description of the role, scope of internal audit work and details of the internal audit function.
SEPARATE MEETING OF NON‐EXECUTIVE DIRECTORS
QUORUM REQUIREMENT FOR BOARD DECISION
ACCESS TO INFORMATION
How many days in advance are committee documents5 for board meetings provided to the board. She is responsible for keeping and maintaining the integrity of the minutes of the Board and its committees, including other official documents. He informs the members of the board of directors about the agenda of their meetings and makes sure that they get the accurate information needed to make a wise decision.
Does this role include assisting the Chair in preparing the board agenda, facilitating director training, keeping directors updated on any statutory and regulatory changes, etc. d) Is the company secretary trained in legal, accounting or company secretarial practices. 5 Board documents consist of complete and adequate information on the issues to be dealt with at the board meeting.
EXTERNAL ADVICE
CHANGES IN EXISTING POLICIES
REMUNERATION PROCESS
REMUNERATION POLICY AND STRUCTURE FOR DIRECTORS
AGGREGATE REMUNERATION
STOCKRIGHTS, OPTIONS AND WARRANTS
REMUNERATION OF MANAGEMENT
NUMBER OF MEMBERS, FUNCTIONS AND RESPONSIBILITIES
Monitor and evaluate the adequacy and effectiveness of the company's internal control system, including audit of financial reporting and information technology security;. Evaluate and determine the non-audit services, if any, of the external auditor, and periodically review the non-audit fees paid to the external auditor in relation to their importance to the total annual income of the external auditor and to the company as a whole . The committee will prohibit any non-audit work that conflicts with his duties as an external auditor or that could threaten his independence.
Establish and identify the internal auditor's reporting line to enable him to properly fulfill his duties and responsibilities. The Audit Committee ensures that it is free from interference by external parties in the performance of the Internal Auditor's duties.
COMMITTEE MEMBERS
Quasha Memorial; Trustee, Brent International School of Manila; Chairman, Brent International School Baguio, Inc.; Trustee, Brent International School Subic, Inc.; Chairman, Brent International School, Inc.;. Kuan graduated from the University of the Philippines (1970) with a degree of Bachelor of Science in Business Administration. Currently member of the board/trustees of the following companies: Nicanor Reyes Educational Foundation, Inc., FEU Educational Foundation, Inc., East Asia Educational Foundation, Inc., Lyceum of Batangas, Lyceum of Laguna, Foundation for Upgrading Standard of Education ( FUSE), SM (Shoemart) Foundation, Inc., Asia Pacific Technology Educational Foundation, FERN Realty Corporation and Far Eastern College Silang.
Reviews the performance of external auditors and makes final approval of the appointment or discharge of auditors. Review and confirm the independence of the external auditors by obtaining statements from the auditors about the relationship between the auditors and the company, including non-audit services, and discussing the relationship with the auditors.
CHANGES IN COMMITTEE MEMBERS
WORK DONE AND ISSUES ADDRESSED
COMMITTEE PROGRAM
RISK MANAGEMENT SYSTEM
DISCLOSURES
RISK POLICY
Reducing the effect of disasters and calamities on university operations, particularly on IT and data resources. The tuition fee increase is strategically planned to ease the loss of enrolled students and at the same time to reduce the negative effect that the tuition fee increase may have on FEU's reputation. Principal-principal conflict refers to conflicts between two groups of directors: controlling shareholders and minority shareholders.
This can develop when major shareholders can consolidate their holdings, while minority shareholders lose interest and can sell their holdings to a few majority shareholders. Control structures become a problem in corporate governance when families use their control to protect their own interests at the expense of minority shareholders.
CONTROL SYSTEM
When minority shareholders feel that their interests are not being protected, they may lose confidence in the company selling the stock or refuse to invest. Inadequate performance in licensure examinations may result in loss of reputation, decline in enrollment, and inability to recruit/retain students, which may ultimately result in a decrease in funding. Failure to maintain financial sustainability and ensure effective delivery of key strategic and operational plans may result in financial losses and insufficient resources for new revenue-generating activities.
There is a risk that competition will advance in terms of reputation, quality of academic output in research and education, financial capacity and physical resources. Further analysis of the quality of existing courses and invites competent and highly qualified professors and instructors.
INTERNAL CONTROL SYSTEM
INTERNAL AUDIT
Disclose any resignations or transfers of internal audit personnel (including those employed by the third-party audit firm) and the reason(s) for them. Cristina Pascual Reassigned to the Office of the Chief Financial Officer (NetSuite) Ryan Ching Resignation (July 2012). e) Progress against plans, problems, results and research trends. Custodian and investment banks of the above quality are not expected to yield to any kind of pressure from both internal and external parties.
Such confirmation must state that all directors, officers and employers of the company have been given appropriate instructions for their respective duties as mandated by the Code and that internal mechanisms are in place to ensure compliance. FEU contributes monthly to an employee's retirement funds the equivalent of 20% of their basic salary.
DISCLOSURE AND TRANSPARENCY
Date of publication of the results of the votes taken at the most recent AGM for all resolutions:. Disclose the contact details (eg telephone, fax and email) of the officer responsible for investor relations. Disclose the process followed and criteria used in assessing the annual performance of the board and its committees, individual director, and the CEO/President.
Temporary exemption which will be in effect as long as he is not cleared of the violation. Independent trustee whose beneficial equity ownership in the corporation, its subsidiaries and affiliates exceeds 2% of the subscribed capital stock.
RIGHT OF STOCKHOLDERS
INVESTORS RELATIONS PROGRAM
As such, important issues affecting the stakeholders are made known to them from the designated offices of the company. The acquisition of corporate control in the capital markets and extraordinary transactions such as mergers and sales of substantial portions of corporate assets, if any, must be approved by the Executive Committee and ratified by the Board of Directors. A due diligence audit will also be conducted by our external auditors to guide the board in its assessment.
CORPORATE SOCIAL RESPONSIBILITY INITIATIVES
BOARD, DIRECTOR, COMMITTEE AND CEO APPRAISAL
INTERNAL BREACHES AND SANCTIONS
