PCIC CORPORATE GOVERNANCE SCORECARD CY 2022

QUESTION

LINK

1. Does the GOCC disclose a policy that:
a. Stipulates the existence and scope of its effort to address customer’s welfare?

Yes

1.  Part 7, Sec. 4 of the PCIC Manual on Corporate Governance
2. Part 7.1, Sec. 2 of the PCIC Manual on Corporate Governance
3. Part 7.1, Sec. 1 of the PCIC Manual on Corporate Governance
4. Part 7, Sec 5.1.1 of the Manual Corporate Governance

b. Elaborates its efforts to interact with the communities in which they operate?

Yes
1. Part 7.1 Sec. 4 of the Manual Corporate Governance
2. Part 7.1, Sec. 1 of the PCIC Manual on Corporate Governance

c. Ensure that its value chain is environmentally friendly or is consistent with promoting sustainable development?

Yes

1. Part 7, Sec. 3.2 to 3.3   of the Manual Corporate Governance
2. Part 7.1 Sec. 5 of the Manual Corporate Governance
3. Part 7.1, Sec. 1 of the PCIC Manual on Corporate Governance

2. Does the GOCC disclose the activities that it has undertaken to implement the abovementioned policies?
a. Customer health and safety

Yes

See the section on Customer Health and Safety in Corporate Social Responsibility 2022 – page 1

b. Interaction with the communities

Yes
See the section on Community Interaction in Corporate Social Responsibility 2022 – page 4

c. Environmentally-friendly value chain

Yes
See the section on Environmentally-friendly value chain in and Safety in Corporate Social Responsibility 2022 – page 9

3. Does the GOCC have a separate corporate social responsibility (CSR) report/section or sustainability report/section?

Yes
See Corporate Social Responsibility 2022

4. Where stakeholder interests are protected by law, stakeholders should have the opportunity to obtain effective redress for violation of their rights.
a. Does the GOCC provide contact details via the company’s website or Annual Report which stakeholders (e.g. customers, suppliers, general public, etc.) can use to voice their concerns and/or complaints for possible violation of their rights?

Yes
1. Citizen’s Charter (Feedback, Complaints, and Redress Mechanisms) 
2. See PCIC Whistleblowing Policy

5. Performance-enhancing mechanisms for employee participation should be permitted to develop.

a. Does the GOCC explicitly mention the health, safety, and welfare policy for its employees?

Yes

1. See Part 7.1 of the PCIC Manual Corporate Governance
2. See Part 7, Section 5.4.3 of the PCIC Manual on Corporate Governance
3. Board Resolution No. 97-062
(Amendment to PCIC  Hospitalization, Medical and Dental/Optical Benefits Plan)

b. Does the GOCC publish data relating to health, safety, and welfare of its employees?

Yes 
See 2022 Information on Employee’s Health, Safety, and Welfare; and Trainings and Development Programmes Attended

c. Does the GOCC have training and development programmes for its employees?

Yes 
See 2022 Information on Employee’s Health, Safety, and Welfare; and Trainings and Development Programmes Attended

d. Does the GOCC publish data on training and development programs for its employees?

Yes 
See 2022 Information on Employee’s Health, Safety, and Welfare; and Trainings and Development Programmes Attended

6. Stakeholders including individual employee and their representative bodies, should be able to freely communicate their concerns about illegal or unethical practices to the board and their rights should not be compromised for doing this.
a. Does the GOCC have procedures for complaints by employees concerning illegal (including corruption) and unethical behavior?

Yes
1. See PCIC Whistleblowing Policy
2. Grievance Procedure 

b.Does the GOCC have procedures to protect an employee/person who reveals illegal/unethical behavior from retaliation?

Yes
1. See PCIC Whistleblowing Policy
2. Grievance Procedure 

II. Disclosure and Transparency (35%)

7. Quality of Annual Report Does the GOCC’s Annual Report disclose the following items:

a. Corporate objectives

Yes
See Corporate Objectives

See 2022 PCIC Performance Scorecard

b. Financial performance indicators

Yes
See 2022 Financial and Non-financial Performance Indicators

See 2022 PCIC Performance Scorecard
Strategic Measures 6,7 and 8

c. Non-financial performance indicators

Yes
See 2022 Financial and Non-financial Performance Indicators

See 2022 PCIC Performance Scorecard
Strategic Measures 4, 10, 13 and 14.

d. Details of whistle-blowing policy

Yes
See PCIC Whistleblowing Policy

e. Biographical details (at least age,qualifications, date of first appointment, relevant experience, and any other directorships of listed companies) of directors/commissioners

Yes
See 2022 Board Biographical Details

f. Training and/or continuing education programme attended by each director/commissioner

Yes
See 2022 Board Biographical Details

8. Are the Annual Reports downloadable from the GOCC’s website?

Yes
2021  2020 , 2019 , 2018 , 2017 , 2016 , 2015, 2014 , 2013 , 2012 , 2011 , 2010 , 2009 

See Section II of the Transparency Seal

Board Resolution No. 2023-9
(Approval of PCIC’s Financial Statements for FY 2022)

9. Corporate Governance Confirmation Statement

Does the Annual Report contain a statement confirming the company’s full compliance with the code of corporate governance and where there is non-compliance, identify and explain reasons for each issue?

Yes
See Statement on PCIC’s Full Compliance with the Code of Corporate Governance

10. Timely filling/release of annual/financial reports.
a. Are the audited annual financial report/statement released within 60 days upon receipt from COA

Yes

Annual Audit Report on PCIC for FY 2022 (Date received: July 14, 2023) (Date posted: July 31, 2023)

b. Is the annual report released within 90 days from release of audited financial report?

Not yet applicable

c. Is the true and fairness/fair representation of the annual financial statement/reports affirmed by the board of directors/commissioners and/or relevant officers of the company?

Yes

See Statement of Management’s Responsibility for Financial Statements (as of December 31, 2022, and 2021) 

III. Responsibilities of the Board (50%)
11. Corporate Vision/Mission
a. Has the Board of Directors reviewed the vision and mission/strategy in the last financial year?

Yes
See page 4-5  of the 2022 PCIC Board Primer
Review of vision, mission, and strategy and
Monitoring of the implementation of the corporate strategy

b. Does the Board of Directors monitor/oversee the implementation of the corporate strategy?

Yes
See page 4-5  of the 2022 PCIC Board Primer
Review of vision, mission, and strategy and
Monitoring of the implementation of the corporate strategy

12. Did the GOCC achieve 90% in the PES?

Not yet applicable
The GCG has yet to issue PCIC’s validated scorecard for 2022. 

13. Code of ethics or conduct
a. Are the details of the code of ethics or conduct disclosed?

Yes
See In Compliance with Sec. 43 of GCG MC 2012-07 Sec. 43.4.d
Code of Ethics

b. Does the GOCC disclose that all Directors/Commissioners, senior management and employees are required to comply with the code?

Yes
See In Compliance with Sec. 43 of GCG MC 2012-07 Sec. 43.4.d
Code of Ethics

c. Does the company disclose how it implements and monitors compliance with the code of ethics or conduct?

Yes
See In Compliance with Sec. 43 of GCG MC 2012-07 Sec. 43.4.d
Code of Ethics

14 . Does the Board appoint a Nomination and Compensation/Remuneration Committee?

Yes
See page 2-3 of the 2022  PCIC Board Primer
Committee Accomplishments

15. Did the Nomination and Compensation/Remuneration Committee meet at least twice during the year?

Yes
Attendance record of Directors in Board and Committee meetings 2022

16. If yes, is the report of the Nomination and Compensation/Remuneration Committee publicly disclosed?

Yes
See pages 2-3 of the 2022 PCIC Board Primer
Committee Accomplishments

17. Does the Board appoint an Audit Committee?

Yes
See pages 3-4 of the 2022  PCIC Board Primer
Committee Accomplishments

18. If yes, is the report of the Audit Committee publicly disclosed?

Yes
See page 4 of the 2022 PCIC Board Primer
Committee Accomplishments

19. Does at least one member of the Audit Committee have an audit, accounting or finance background (qualification or experience)?

Yes

Dir. Cecilia C. Borromeo (Resume)

Dir. Rolando L. Macasaet (Resume)

Dir. Jose Arnulfo A. Veloso (Resume)

See page 3-4 of the 2022 PCIC Board Primer
Committee Accomplishments 

20. Did the Audit Committee meet at least four times during the year?

Yes
Attendance record of Directors in Board and Committee meetings 2022

21. Does the Board appoint a Risk Management Committee?

Yes
See page 4 of the 2022 PCIC Board Primer
Committee Accomplishments

22. If yes, is the report on Risk Management Committee publicly disclosed?

Yes
See page 4 of the 2022 PCIC Board Primer
Committee Accomplishments

23. Does at least one member on Risk Management Committee have a background in finance and investments?

Yes

Dir. Cecilia C. Borromeo (Resume)

Dir.Rolando L. Macasaet (Resume)

Dir. Jose Arnulfo A. Veloso (Resume)

See page 3-4 of the 2022 PCIC Board Primer
Committee Accomplishments 

24. Board meetings and attendance

a. Are the Board of Directors meetings scheduled at the beginning of the year(end of Q1)

Yes
See page 2 of the 2022 PCIC Board Primer
Meetings and Attendance

b. Does the Board of Directors meet at least monthly?

See page 2 of the 2021 PCIC Board Primer
Meetings and Attendance
Attendance record of Directors in Board and Committee meetings 2022

c. Did the Board of Directors meet on at least 75% on their scheduled meetings?

See page 2 of the 2022 PCIC Board Primer
Meetings and Attendance

d. Has each of the directors/commissioners attended at least 90% of all the board meetings held during the year?

No

e. Did the Board of Directors meet separately at least once during the year without the President/CEO present?

No

25. Access to information
a. Does the GOCC have a policy that stipulates board papers for Board of Directors/Commissioners meetings be provided to the Board at least three (3) working days in advance of the board meeting

Yes
See page 5 of the 2022 PCIC Board Primer
Meeting materials

b. Is the Board Secretary trained in legal, accountancy or company secretarial practices?

Yes
See page 4  of the 2022 PCIC Board Primer
Corporate Secretary 

26. Internal Audit
a. Does the company have a separate internal audit function?

Yes
See PCIC Organizational Chart

b. Does the appointment and removal of the internal auditor require the approval of the Audit Committee?

Yes
Information on Board Committees and their Activities

27. Risk Oversight

a. Does the company disclose the internal control procedures/risk management systems it has in place?

Yes
See Statement on Risk Management and Internal Control

b. Does the Annual Report disclose that the Board of Directors/Commissioners has overseen a review of the company’s materials controls (including operational,financial and compliance controls) and risk management systems?

Yes
See Statement on Risk Management and Internal Control

c. Does the company disclose how key risks are managed?

Yes
See Statement on Risk Management and Internal Control

d. Does the Annual Report contain a statement from the Board of Directors or Audit Committee commenting on the adequacy of the GOCC’s internal controls/risk management systems?

Yes
See Statement on Risk Management and Internal Control

28. Board Chairman
Do different person assume the roles of Chairman and CEO?

Yes
From January 1 to June 30, 2022 the chairperson is Sec. Carlos Dominguez. From June 30 to December 31, 2022, the chairperson is Sec. Benjamin Diokno. For 2022, the president is Atty. Jovy  Bernabe.

See page 1 of the 2022  PCIC Board Primer
Composition

29. Board of Directors Development

a. Does the GOCC have orientation programmes for new Directors?

Yes
See page 5  of the 2022 PCIC Board Primer
Orientation programs for new directors

See Manual of Corporate Governance Part 1. Sec. 3.5 Statement of Policy and Administrative Provision

b. Does the GOCC have a policy that encourages Directors/Commissioners to attend on-going or continuous professional education programmes?

Yes
See pages 5-6 of the 2022 PCIC Board Primer
Continuous professional education programs for directors
Manual on Corporate Governance
Part 3.1 of PCIC’s Manual on Corporate Governance mandates the Governance Committee to encourage Directors to attend on-going or continuous professional education programs.

Attendance of the Directors to orientations, seminars, workshops, other educational programs recommended by PCIC and/or the Governance Committee serves as service to the Corporation.

c. Did all Appointive Directors attend at least 1 training for the calendar year?

Yes
See 2022 Board Biographical Details 

30. BOD Appraisal

a. Is an annual performance assessment conducted of the Board of Directors?

Yes
See page 6 of the 2022 PCIC Board Primer
Board and Committee Assessment

b. Does the GOCC disclose the process followed in conducting the Board assessment?

Yes
See page 6 of the 2022 PCIC Board Primer
Board and Committee Assessment

c. Does the GOCC disclose the criteria used in the Board assessment?

Yes
See page 6 of the 2022 PCIC Board Primer
Board and Committee Assessment

Appraisal
31. Committee Appraisal
Is an annual performance assessment conducted of the Board of Directors Committees?

Yes
See page 6 of the 2022 PCIC Board Primer
Board and Committee Assessment

BONUS
Stakeholder Relationship
Does the GOCC practice Global Reporting Index (GRI) on its annual reports?

No

Disclosure and Transparency

Quality of Annual Report

Are the audited annual financial report/statement released within 30 days upon receipt from COA?

Yes

Annual Audit Report on PCIC for FY 2022 (Date received: July 14, 2023) (Date posted: July 31, 2023)

PENALTY Responsibilities of the Board
1. Are there members of the Board of Directors who hold more than five (5) positions in GOCCs and PLCs?

None
See 2022 Board Biographical Details

2. Is there non-compliance with Good Governance Conditions?

Not applicable