Equitable Treatment of Shareholders

Shares and Voting Rights

It is the duty of the directors to promote shareholders’ rights, remove impediments to the exercise of shareholders’ rights, and recognize lawful mechanisms to seek redress for violation of their rights. They shall encourage the exercise of shareholders’ voting rights and the solution of collective action problems through appropriate mechanisms. They shall be instrumental in removing excessive costs and other administrative or practical impediments to shareholders participating in meetings and/or voting in person. The directors shall pave the way for the electronic filing and distribution of shareholder information necessary to make informed decisions subject to legal constraints.

The Company’s preferred and common shares entitle the person in whose name it is registered in the books of the Company to one vote, provided that the conditions as regards to payment subject to which it was issued have been complied with.


Notice of Annual General Meeting

Ayala Land sends a notice to the stockholders of the date of meetings at least 21 days before the scheduled date of meetings. For the convenience of stockholders, the most recent Annual Stockholders’ Meeting was held at the Grand Ballroom of Fairmont Makati, located at the Central Business District of Metro Manila, in Makati City, Philippines.

The notice of regular or special meetings indicate the agenda, the rationale and explanation for each agenda item, and sets the date, time, and place for validating proxies, which must be done at least five business days prior to the Annual Stockholders’ Meeting.

Profiles of directors seeking election/re-election and auditors seeking appointment/re-appointment are clearly identified and indicated.
A proxy form is attached in every notice sent to each stockholder by mail.


Protecting Minority Shareholders from Abusive Actions

The Related Party Transactions Policy requires that all related party transactions between Ayala Land, Inc., its subsidiaries, affiliates, and other related entities or persons are made on an arm’s length basis at normal prices. To ensure that this policy is practiced and complied with, an assessment is undertaken of related party transactions as they happen.