FPH affirms its commitment to the highest standards of corporate governance, applying the principles of transparency, integrity, and accountability in all actions geared towards sustainable growth and value creation.
Since its inception, FPH has complied with the Code of Corporate Governance for Publicly Listed Companies of the Philippine Securities and Exchange Commission (SEC). FPH first adopted a Manual on Corporate Governance on January 1, 2003. Pursuant to SEC Memorandum Circular No. 19, Series of 2016, which mandated a new Code of Corporate Governance for Publicly Listed Companies, a revised Manual on Corporate Governance was adopted by the Company in 2017. FPH has sought to continuously abide by this Manual and other related issuances which form part of its commitment to comply with the latest rules and regulations.
FPH submits yearly its Integrated Annual Corporate Governance Report, pursuant to SEC regulations.
Composition of the Board
The FPH Board is composed of 15 members. The members of the Board are all professionals with expertise in management, governance, regulatory, environment, education, communications, investments, and corporate social responsibility, thereby ensuring a diverse board composition. FPH has four (4) Independent Directors, seven (7) Non-Executive Directors, and four (4) Executive Directors. Non-Executive Directors, including the Independent Directors, comprise 73% of the Board. To ensure that Board Meetings are well-attended, the schedule for all the meetings for the year is set at the beginning of the year, typically for the first Thursday of every month.
Annual Strategic Sessions and Conferences
FPH conducts annual strategic sessions with the management and members of the Board, together with a group-wide budget conference. Both events provided an opportunity to review strategies and the possibility of harmonizing common objectives. TThe Company, likewise, holds a regular Strategies and Synergies Conference for the Group’s senior management and officers.
Annual Board Performance Self-Assessment
For 2019, the assessment form has been revised to monitor the governance functions of the various Board Committees, the directors, the Chairman and CEO, and the President and COO more effectively. This is sent out annually to the members of the Board.
FPH also issued a Material Related Party Transactions Policy, Board Diversity Policy, Loan Prohibition Policy, copies of which may be accessed on this website, along with all FPH policies.
Loan Prohibition Policy
A new policy was issued in September 2019 to institutionalize a rule against the grant of any financial loans to directors by virtue of their position, in line with FPH’s Manual for Corporate Governance and its Conflict of Interest Policy.
FPH has always sought to keep communications open with its stockholders and encourages them to participate in the meeting of shareholders either in person or by proxy. Shareholders are free to write to the Corporate Governance Committee should they have recommendations or nominations for Board directorship. FPH undertakes specific activities to listen and learn from stakeholders regarding their requirements, needs, and changing expectations. FPH takes the effort to meet its stakeholders, directly or through its affiliates, and communicates person-to-person with shareholders through one-on-one meetings, investors’ conferences, annual stockholders’ meetings, disclosures, and press releases.
FPH is governed by a Code of Corporate Governance and complies with all listing and disclosure rules of the PSE and the SEC.