To support its responsibilities, the Board has established five committees: the Executive Committee, the Remuneration Committee, the Board Risk Oversight Committee, the Corporate Governance, Nominations, and Related Party Transactions Committee, and the Audit Committee. Members are appointed during the annual organizational meeting, considering their skills, expertise, and experience. Each committee operates under a Charter defined by the Manual on Corporate Governance, detailing composition, roles, responsibilities, meeting procedures, reporting duties, and performance evaluation standards.

Executive Committee

Renato C. Valencia Medel T. Nera Gerardo C. Ablaza, Jr
CharimanMemberMember

Senior Management Committee

Lorenzo V. Tan Reynaldo B. Vea Alfredo Antonio I. Ayala
ChairmanMemberMember

Renumeration Committee

Renato C. Valencia Herminia S. Jacinto Gerardo C. Ablaza, Jr
CharimanMemberMember

Audit Committee

Herminia S. Jacinto Medel T. Nera William H. Ottiger
ChairmanMemberMember

Corporate Governance, Nominations, and Related Party Transactions Committee

Renato C. Valencia Herminia S. Jacinto William H. Ottiger
ChairmanMemberMember

Board Risk Oversight Committee

Gerardo C. Ablaza Renato C. Valencia Herminia S. Jacinto
ChairmanMemberMember

Board Performance and Attendance

Per the Amended By-Laws of the Company, the Board convenes for regular meetings on a quarterly basis, with meetings scheduled a year in advance to ensure high participation rates. The Chief Executive Officer can call special board meetings at the request of any three (3) directors. Notice of meetings and materials are distributed at least two business days prior to the meeting.

The Company's Manual of Corporate Governance also provides that any director who is absent in more than fifty (50%) of all regular and special meetings of the Board during incumbency, or any twelve (12) month period during said incumbency, unless the absence is due to illness, death in the immediate family or serious accident, will face temporary disqualification in the succeeding election.

Executive Committee Attendance

Director Jan 15, 2024 Percentage Present
Renato C. Valencia
100%
Medel T. Nera
100%
Gerardo C. Ablaza, Jr
100%

Senior Management Committee Attendance

Director Jan 15, 2024 Feb 28, 2024 Apr 17, 2024 Jun 15, 2024 Percentage Present
Lorenzo V. Tan
100%
Reynaldo B. Vea
100%
Alfredo Antonio I. Ayala
100%

Renumeration Committee Attendance

Director Jan 15, 2024 Feb 28, 2024 Apr 17, 2024 Jun 15, 2024 Percentage Present
Renato C. Valencia
100%
Herminia S. Jacinto
100%
Gerardo C. Ablaza, Jr
100%

Audit Committee Attendance

Director Apr 03, 2024 May 09, 2024 Jul 24, 2024 Nov 04, 2024 Percentage Present
Medel T. Nera
100%
William H. Ottiger
75%
Herminia S. JacintoN/AN/AN/A
100%
Cesar A. Buenaventura
N/A100%
Note : Ms. Jacinto succeeded Mr. Buenaventura as member of the Audit Committee starting August 2024

Corporate Governance, Nomination and Related Party Transactions Committee Attendance

Director Apr 02, 2024 May 23, 2024 Percentage Present
Renato C. Valencia
100%
Cesar A. Buenaventura
100%
William H. Ottiger
100%

Board Risk Oversight Committee Attendance

Director Apr 03, 2024 Jun 06, 2024 Nov 21, 2024 Percentage Present
Gerardo C. Ablaza, Jr
67%
Renato C. Valencia
100%
Herminia S. Jacinto**N/AN/A
100%
Cesar A. Buenaventura*
N/A100%
*Did not stand for reelection during the 2024 ASM
** Replaced Mr. Buenaventura