3 - Code of Corporate Governance for PLCs

Question 1

When did SEC approve the Code of Corporate Governance for publicly lister companies.

Answer 1

November 10, 2016

Question 2

Goal of Code of Corporate Governance

Answer 2

To help companies sustain ethical corporate culture and keep abreast with recent developments

Question 3

Required to implement the code and make sure that management & employees comply with internal policies

Answer 3

Board of Directors (BOD)

Question 4

What is the real challenge after the Code of Business Conduct & Ethics is developed?

Answer 4

Its implementation and monitoring compliance

Question 5

Board’s Governance Responsibilities tackles which principle?

Answer 5

Principles 1-7

Question 6

Disclosure & Transparency

Answer 6

Principles 8-11

Question 7

Internal Control System and Risk Management Framework

Answer 7

Principle 12

Question 8

Cultivating a Synergic Relationship with Shareholders

Answer 8

Principle 13

Question 9

Duties to Stakeholders

Answer 9

Principle 14-16

Question 10

Different sectors of Code of Corporate Governance for PLCs

Answer 10

1. Board’s Governance Responsibilities
2. Disclosure & Transparency
3. Internal Control System & Risk Management Framework
4. Cultivating a Synergic Relationship with Shareholders
5. Duties to Stakeholders

Question 11

To raise corporate governance standards of Philippine corporations

Answer 11

Code of Corporate Governance

Question 12

What were the key reference materials for drafting the Code?

Answer 12

G20/OECD1 Principles of Corporate Governance & Association of Southeast Asian Nations Corporate Governance Scorecard

Question 13

Combines voluntary compliance with mandatory disclosure; companies do not have to comply with the Code but they must state their annual reports.

Answer 13

“Comply or Explain”

Question 14

How is the Code arranged?

Answer 14

Principles
Recommendations
Explanations

Question 15

High-level statements of corporate governance good practice and applicable to all companies.

Answer 15

Principles

Question 16

Objective criteria to identify specific features of corporate governance that are recommended for companies.

Answer 16

Recommendations

Question 17

Strive to provide companies with additional info on the recommended practice

Answer 17

Explanations

Question 18

Code does not allow a ____ framework.

Answer 18

“One sizes fits all”

Question 19

Why is the Code of Corporate Governance not mandated?

Answer 19

Because of the costs that come with it and the smaller companies are the ones affected since costs outweigh the benefits

Question 20

First of a series of Codes that covers all types of corporation in the Ph under supervision of SEC

Answer 20

Code of Corporate Governance

Question 21

System of stewardship and control to guide organizations in fulfilling their long-term economic, moral, legal and social obligations toward stakeholders

Answer 21

Corporate Governance

Question 22

System of direction, feedback and control using regulations, performance standards & ethical guidelines to hold BOD accountable for ensuring ethical behavior.

Answer 22

Corporate Governance

Question 23

What is the purpose of Corporate Governance

Answer 23

To maximize organizations long-term success, creating sustainable value for its shareholders, stakeholders, and the nation.

Question 24

Governing body elected by the stockholders to exercise corporate power.

Answer 24

Board of Directors

Question 25

Group of executives given authority by BOD to implement policies laid down

Answer 25

Management

Question 26

Person independent of management and is free from any business that would interfere his exercise of judgment in carrying out his responsibilities as director

Answer 26

Independent director

Question 27

Director who has executive responsibility of day-to-day operations

Answer 27

Executive director

Question 28

No executive responsibility and does not perform any work related to operations.

Answer 28

Non-executive director

Question 29

Group of corporations that has diverse business activities in varied industries which is managed by a parent corporate entity

Answer 29

Conglomerate

Question 30

Process designed by BOD to provide reasonable assurance on the achievement of objectives

Answer 30

Internal control

Question 31

Process applied in strategy setting to identify potential events that may affect entity.

Answer 31

Enterprise Risk Management

Question 32

DOSRI means?

Answer 32

Directors Officers Shareholders Related interests