Disclosure And Transparency

Question 1

The company should establish corporate disclosure policies and procedures that are what?

Answer 1

1. Practical
2. Following the best practices and regulatory expectations

Question 2

It should ensure that timely and accurate disclosure is made on all material matters regarding the corporation.

Answer 2

Corporate Governance Framework

Question 3

The company should have a policy requiring all directors and officers to disclose/report any dealings within how many days?

Answer 3

3 days

Question 4

What should the Board fully disclose on individual board members and key executives?

Answer 4

All relevant and material information

Question 5

What should the Board establish to ensure a comprehensive, accurate, reliable, and timely report to shareholders and stakeholders?

Answer 5

Corporate disclosure policies and procedures

Question 6

Why should the Board fully disclose all relevant and material information on individual board members and key executives?

Answer 6

1. To evaluate their experience and qualifications
2. To assess any potential conflicts of interest that might affect their judgement

Question 7

What should the company provide clear disclosure in the Annual Corporate Governance Report?

Answer 7

1. The policies and procedure for setting Board and executive remuneration
2. The level and mix of the same
3. Remuneration on an individual basis, including termination and retirement provisions

Question 8

What should the Company disclose in their Manual on Corporate Governance?

Answer 8

1. Policies governing Related Party Transactions (RPTs)
2. Other unusual or infrequently occurring transactions

Question 9

Where should the material or significant RPTs reviewed and approved during the year should be disclosed?

Answer 9

Annual Corporate Governance Report

Question 10

What should be contained in the Company’s Manual on Corporate Governance?

Answer 10

Governance policies, programs, and procedures

Question 11

What should be submitted to the regulators and posted on the Company’s website?

Answer 11

Manual on Corporate Governance

Question 12

What should be particularly disclosed that could adversely affect the viability or interest of the Company’s shareholders and other stakeholders?

Answer 12

Acquisition or disposal of significant assets

Question 13

These are companies whose shares of stocks are listed and traded at the Philippine Stock Exchange.

Answer 13

Publicly Listed Companies

Question 14

What are the disclosure and transparency principles required for the corporate governance of Publicly Listed Companies?

Answer 14

1. Establish corporate disclosure policies and procedures that are practical and following the best practices and regulatory expectations.
2. Establish standards for the appropriate selection of an external audit and exercise effective oversight of the same to strengthen the external auditor’s independence and enhance audit quality.
3. Ensure that material and reportable financial and non-financial and sustainability issues are disclosed.
4. Maintain a comprehensive and efficient communication channel for disseminating relevant information.

Question 15

It is one of the core principles of corporate governance.

Answer 15

Transparency

Question 16

Why is the full disclosure of the Company’s corporate governance policies, programs, and procedures imperative?

Answer 16

To ensure the better protection of shareholders and stakeholders’ rights

Question 17

This is the reference document that contains the said policies, programs, and procedures.

Answer 17

Manual on Corporate Governance

Question 18

Regulatory body for accurate taxes payment and documentary compliance.

Answer 18

BIR - Bureau of Internal Revenue

Question 19

Regulatory body for yearly submission of Audited Financial Statements, minutes of the meeting, and updates of General Information Sheet.

Answer 19

SEC - Securities and Exchange Commission

Question 20

Regulatory body for compliance with minimum requirements in the workplace.

Answer 20

DOLE - Department of Labor and Employment

Question 21

What are the Recommendations in Strengthening the External Auditors Independence and Improving the Quality of Audit?

Answer 21

1. Audit Committee should have a robust process for approving and recommending the appointment, reappointment, removal, and fees of the external auditor.
2. Audit Committee Charter should include Audit Committee’s responsibility for assessing the integrity and independence of external auditors.
3. The Company should disclose the nature of non-audit services performed in the Annual Report.

Question 22

What should be taken into consideration when including the Audit Committee’s responsibility for assessing the integrity and independence of the external auditor?

Answer 22

Relavant Philippine professional and regulatory requirements

Question 23

Why should the Company disclose the nature of non-audit services performed in the Annual Report?

Answer 23

To deal with potential conflict of interests

Question 24

Why should the Audit Committee be alert for any potential interest situations?

Answer 24

It could be viewed as impairing the external auditor’s objectivity.

Question 25

What are the non-financial information that the Code emphasizes on managing which underpin sustainability?

Answer 25

Economic
Environmental
Social
Governance

Question 26

What should the Company adopt for reporting sustainability and non-financial issues?

Answer 26

Globally recognized standard/framework

Question 27

What are the external pressures mentioned that continues to increase?

Answer 27

Resource Scarcity
Globalization
Access to Information

Question 28

What is one way to respond to sustainability challenges?

Answer 28

Disclosure to all shareholders and other stakeholders of the Company’s strategic and operational objectives and the impact of a wide range sustainability issues

Question 29

Other term for the Company’s strategic objectives

Answer 29

Long-term Goals

Question 30

Other term for the Company’s operational objectives

Answer 30

Short-term Goals