Integrated Annual CG Report (I-ACGR)

2017 Integrated Annual Corporate Governance Report (I-ACGR) May 30, 2018

Updated report incorporating the Securities and Exchange Commission’s prescribed format

2016 ASEAN Corporate Governance Scorecard Self-Assessment

Part A – Rights of Shareholders

Part B – Equitable Treatment of Shareholders 

Part C – Role of Stakeholders

Part D – Disclosure and Transparency

Bonus Section

The Institute of Corporate Directors (ICD) releases an annual survey based on an independently verified “scorecard” rating of corporate governance for publicly listed companies in the Philippines. ICD is a professional organization that is based in the Philippines and is accredited by the Securities and Exchange Commission and the Philippine Stock Exchange. ICD works closely with the Organization for Economic Cooperation and Development (OECD), the Global Corporate Governance Forum, and the International Corporate Governance Network and is committed to promoting world-class corporate governance principles in the East Asia region.

In 2010, Ayala Land topped the ICD Corporate Governance ratings with a score of 99% and was given a Platinum award for garnering Gold awards (with a score of at least 95%) for three consecutive years. The average score of the 214 companies in the 2010 survey was 77%.

In 2012, ICD decided to fully adopt the ASEAN Corporate Governance Scorecard in preparation for the economic integration by 2015. This move aims to further enhance local corporate governance standards to ensure that Philippine listed firms remain at par with the rest of the region. After its initial run conducted in 2013, which included 252 publicly-listed companies, Ayala Land registered a score of 79.6%, topping the average score of 51% across all listed entities and also beating the average rating of the property sector, composed of 38 listed corporations, at 48.4%.

2016 Annual Corporate Governance Report (updated as of June 08 2017)

  • Composition of Board of Directors (pg 1)
  • Directorship BOD (pg 4)
  • Shareholding in the company’s group (pg 7)
  • Voting Results (pg 12)
  • Continuing education programs for Senior Management (Pg 13)
  • Board of Directors’ meetings (pg 21)
  • Board Committee (pg 27)
  • Personnel and Compensation Committee and Related Party Transaction Committee (pg 29)
  • Dividends (pg 51)
  • Sending out of notices and Annual Stockholder Meeting Pg 53
  • ASM Questions pg 53
  • Result of Annual/Special Stockholders’ Meeting’s Resolutions* (pg 56)
  • Stockholders’ Attendance (pg 57)
  • Definitive Information System (58)

2016 Annual Corporate Governance Report (updated as of 26May 2017)

 

2015 Annual Corporate Governance Report (updated as of 14April2016)

With updates on the following section:

  1. Composition of the Board of Directors (pg 4)
  2. Directorship in the company’s group (pg 7)
  3. Shareholding in the company (pg 10)
  4. Orientation and education program of Senior Management (pg 17)
  5. Board Meetings and Attendance (pg 26)
  6. Remuneration of Senior Management (pg 31)
  7. Board Committee Meetings Attendance (pg 32)
  8. Profile of Committee Members (pg 32)
  9. Changes in the Committee Members (pg 34)
  10. Work done and issues addressed by the Committees (pg 35)
  11. Performance enhancing mechanisms for employee participation (pg 49)
  12. Training and Development of employees (pg 50)
  13. Ownership structure (pg 51)
  14. Shareholding of senior management (pg 52)
  15. Audit fees (pg 53)
  16. Dividends (pg 56)
  17. Results of the Annual Stockholders’ Meeting Resolutions (pg 60)
  18. Stockholders’ Attendance (pg 61)
  19. Definitive Information Statements and Management Report (pg 62)

 

2015 Annual Corporate Governance Report (updated as of 21Dec2015)

With updates on the following section:

  1. Attendance of Directors (pg 24)
  2. Senior Management that attended CG Seminars in 2015 (pg 17)

 

2015 Annual Corporate Governance Report (updated as of 27Nov2015)

With updates on the following section:

  1. Related Party Transactions Policy and Procedures (pg 20)
  2. Number of Members, Functions and Responsibilities of the Related Party Transaction Review Committee (pg 29)
  3. Related Party Transaction Review Committee Members (pg 31)
  4. Changes in Related Party Transaction Review Committee Members (pg 32)

 

2015 Annual Corporate Governance Report (updated as of 17Aug2015)

With updates on the following section:

  1. Dividends on Common Shares declared on August 17, 2015 (pg 50)

 

2015 Annual Corporate Governance Report (updated as of 17Aug2015)

With updates on the following sections:

  1. The details of the minimum quorum requirement for Board decisions (pg 24)
  2. Separate meeting of non-executive directors during the year without the presence of any executive (pg 24)
  3. Audit Committee’s responsibility relative to the external auditor (pg 30)
  4. The statement that the directors have reviewed the effectiveness of the risk management system and commenting on the adequacy thereof (pg 34)
  5. The statement that the directors have reviewed the effectiveness of the internal control system and whether they consider them effective and adequate (pg 39)
  6. The data on the company’s training and development programs for its employees. (pg 45)

 

2014 Annual Corporate Governance Report Consolidated Changes

Updated 2014 Annual Corporate Governance Report

With updates on:

  1. Board of Directors and Composition of the Board (p 4)
  2. Directorship in Other Companies (p 6 & 7)
  3. Directorship in Other Listed Companies (p 8)
  4. Shareholding in the Company (p 9)
  5. Changes in the Board of Directors (Executive, Non- Executive and Independent Directors) (p 12)
  6. Voting Result of the last Annual General Meeting (p 15)
  7. Orientation and Education Program (p 15)
  8. Continuing education programs for Senior Management (p 16)
  9. Board Committees: Committee Members (p 26)
  10. Audit Committee (p 26)
  11. Risk Committee (p 27)
  12. Nomination Committee (p 27)
  13. Remuneration and Compensation Committee (p 28)
  14. Sustainability Committee (p 29)
  15. Result of Annual/ Special Stockholder’s Meeting’s Resolution (p 48)
  16. Details of attendance in the Annual/ Special Stockholders’ Meeting (p 49)
  17. Appointment of independent party to count and/or validate the votes of ASM/SSMs (p 49)

2013 Annual Corporate Governance Report

2012 Annual Corporate Governance Report

*In 2015 and during the incumbency of the director.