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Corporate Governance Scorecard

Question Yes No Justification
I. STAKEHOLDER RELATIONSHIPS  
1. Does the GOCC disclose a policy that:      
a. Stipulates the existence and scope of its effort to address customer's welfare?  
b. Elaborates its effort to interact with the communities in which they operate?  
c. Ensure that its value chain is environmentally friendly or is consistent with promoting sustainable development?  
2. Does the GOCC disclose the activities that it has undertaken to implement the following:      
a. Customer health and safety  
b. Interaction with the communities  
c. Environmentally- friendly value chain?  
3. Does the GOCC have a separate CSR report/section?  
4. Where stakeholder interests are protected by law, stakeholders should have the opportunity to obtain effective redress for violation of their rights.  
a. Does the GOCC provide contact details of concerned officers, feedback officer (tel no. email address, other vital info?)  
5. Performance-enhancing mechanisms for employee participation should be permitted to develop.  
a. Does the GOCC explicitly mention the health, safety and welfare policy for its employees?  
b. Does the GOCC publish data relating to health, safety and welfare of its employees?  
c. Does the GOCC have training and development programs for its employees?  
d. Does the GOCC publish data on training and development programs for its employees?  
6. Stakeholders including individual employees and their representative bodies, should be able to freely communicate their concerns about illegal or unethical practices to the board and their rights should not be compromised for doing this.  
a. Does the GOCC have procedures for complaints by employees concerning illegal and unethical behavior?  
b. Does the GOCC have procedures to protect an employee from retaliation?  
II. DISCLOSURE AND TRANSPARENCY  
7. Quality of Annual Report  
a. Does the GOCC's Annual Report disclose the ff:  
a. 1 Corporate Objectives  
a. 2 Financial Performance Indicators  
a. 3. Non-financial performance indicators  
a. 4 Details of whistleblowing policy  
a.5 Biographical details (age,qualifications, date of first appointment, relevant experience, other dictatorship of listed companies) of directors  
a.6 Training and/or continuing education program attended by each director   As required by the GCG through its M.C No. 2012-05, Sec. 2 Art. 5, each Appointive Directors shall attend a special seminar on public corporate governance for Directors conducted by the GCG or any individual or entity accredited by GCG. Thus, this Office had included the trainings and seminars for each Appointive Directors in its annual budget. Since there was a change of Administration for that year, the said training/seminar did not push through.
8. Are the annual reports downloadable from the GOCC's website?  
  • Annual Reports
    (NOTE: Included in the Corporate Governance Outline: Disclosure & Transparency)
9. Corporate Governance Confirmation Statement  
a. Does the annual report contain a statement confirming the company's full compliance with the code of corporate governance and where there is non-compliance, identity and explain reasons for each such issue?  
  • 2016 Report, Corporate Governance p.14
  •  
  • The PCA, its Directors, Management, and Personnel commit to fully comply with the code of Corporate Governance. The PCA strictly observes the adherence of its Directors, Management, and Personnel to the PCA's Manual of Corporate Governance
10. Timely filing/release of annual/financial reports  
a. Are the audited annual financial report/statement released with 60days upon receipt from COA?  
b. Is the annual report released within 90days from release of audited financial report?  
c. Is the true and fairness/fair representation of the annual financial statement/reports affirmed by the Board of Directors and/or the relevant officers of the company?  
III. RESPONSIBILITIES OF THE BOARD (50%)  
11. Corporate Vision/Mission  
a. Has the board reviewed the vision and mission/ strategy in the last financial year?  

On 16 September 2015, the Board has reviewed & approved the vision, mission, & corporate strategy of the Philippine Coconut Authority.

While during the Planning & Assessment Workshop held in Subic on 11-12 of January 2017, the Board has reviewed the Corporate Strategy of PCA for CY2016.

b. Does the board monitor/oversee the implementation of the corporate strategy?   The Board monitors & oversee the implementation of the Corporate Strategy as it is being discussed over every committee meetings of the Audit and Governance Committees. The Management reports to the Board on a monthly basis.
12. Did the GOCC achieve 90% in the PES?  
13. Code of Ethics or conduct  
a. Are the details of the code of ethics disclosed?  
b. Does the GOCC disclose that all directors, senior management, and employees are required to comply with the code?  
c. Does the GOCC disclose how it implements and monitors compliance with the code of ethics?  
  • Corporate Order No.2 Series of 2009: Code of Conduct for the Officials and Employees of PCA
  •  
  • The provisions of the Code of Ethics shall apply to all officials and employees of PCA. It is the duty of all PCA officials and employees who witness or become aware of any violation of the Code of Ethics by any PCA personnel, or any attempted or consummated act of graft and corruption involving any PCA Personnel, to report the same at the earliest possible time to the Legal Affairs Service of the Authority.
14. Does the board appoint a Nomination and Compensation / Renumeration Committee?  
15. Did the NCRC meet at least twice during the year?  
  • The committee has conducted one (1) meeting for the year. Due to termination of the term of Sec. Guiza and the courtesy resignation of Dir. Batugal, only one member was left in the Committtee until September when it was reconstituted. To date, the Committee was left with only the Chairperson and no member considering the resignation of Dir. Antonio and termination of term of Dir. Sarucam. Reconstitution has yet to be made by the Governing Board.
16. If yes, is the report of the NCRC publicly disclosed?  
17. Does the board appoint an Audit Committee?  
18. If yes, is the report of the AC publicly disclosed?  
19. Does atleast one member of the AC (director) have an audit, accounting or finance background, qualification, experience?  
20. Did the AC meet at least four times during the year?  
  • The committee has conducted six(6) meetings and was reconstituted twice during the year.
21. Does the board appoint a Risk Management Committee?  
22. If yes, is the report of RMC publicly disclosed?  
23. Does atleast one member (director) of the RMC have a background in Finance and Investments?  
24. Board Meetings and Attendance  
a. Are the board meetings scheduled at the beginning of the year or end of Q1?  
b. Does the board meet at least monthly?  
c. Did the board meet on at least 75% on their scheduled meeting? If not, state explanation.  
d. Has each of the directors attended at least 90% of all board meetings held during the year? If not, state explanation.  
  • Relative to the attendance of the Directors for CY 2016, kindly take note that the composition of its membership was disrupted due to the change of administration on the second quarter. Nonetheless, the attendance of the directors in all board and committee meetings is encoded online using the duly prescribed form of the GCG [GCG M.C. No. 2014-03 (Re-issued) Director Attendance Form (DAF)] and shall be computed accordingly.
  • Governing Board Attendance CY2016
e. Did the board meet separately at least once during the year without the Administrator present?  
25. Access to Information  
a. Does the GOCC have a policy that stipulates board papers for board meetings be provided to the Board at least (3) working days in advance?  
b. Is the Board Secretary trained in legal, accountancy or company secretarial practices?  
26. Internal Audit  
a. Does the company have a separate internal audit function?  
b. Does the appointment and removal of the internal auditor require the approval of the AC?  
27. Risk Oversight  
a. Does the company disclose the internal control procedures/risk management systems it has in place?  
b. Does the company disclose how key risks are managed?  
c. Does the annual report contain a statement from the board or AC commenting on the adequacy of the GOCC's internal controls/risk management systems?  
  • The Board Audit Committee is a standing committee of the Board of Directors. The purpose of the committee is to assist the Board in fulfilling its oversight responsibility relating to:
  •  
  • The integrity of the Authority's financial statements, the engagement of the independent auditors and the evaluation of the independent auditor's qualifications, independence and performance.
  •  
  • The performance of internal audit services function:
  •  
  • The annual independence audit of the authority's financial statements, the engagement of the independent auditors and the evaluation of the independent auditor's qualifications, independence and performance.
  •  
  • In discharging its responsibilities, the Committee is not itself responsible for the planning or conduct of audits or for any determination that the Authority's financial statements are complete and accurate or in accordance with generally accepted accounting principles. This is the responsibility of management and the independent auditors.
  • 2016 Report, Good Governance p.3
28. Board Chairman  
a. Do different persons assume the roles of Chairman and CEO?  
29. Board Development  
a. Does the GOCC have orientation program for new directors?  
  • All newly appointed directors have been scheduled and attended the Orientation Course on Corporate Governance conducted by the Institute of Corporate Directors (ICD), an accredited training provider of GCG.
b. Does the GOCC have a policy that encourages directors to attend on-going or continuous professional education program?  
  • Following the requirement of the GCG pursuant to its M.C. No. 2015-05, Item II, Sec. 5(h), the Office of the Corporate Secretary has included the trainings of all appointive directors annually.
c. Did all appointive directors attend atleast(1) training for the calendar year? If not, state explanation?  
  • Directors Avelino L. Andal and Alan P. Tanjuakio attended the Orientation Course on Corporate Governance in last November 2016.
30. Board Appraisal  
a. Is an annual performance assessment conducted of the board?    
  • Pursuant to GCG M.C.No. 2012-06(The Code of Corporate Governance for GOCCs), GCG M.C. No. 2014-03 (re-issued) was issued in order to provide for the development of an Annual Performance Evaluation of the Board that would further strengthen the competence and character of the Members of the GOCC Governing Boards. Unfortunately, due to the change of administration, the conduct of said assessment for the year 2016, did not materialize.
  •  
  • Board Resolution No. 161-2015
b. Does the GOCC disclose the process followed in conducting the board assessment?    
c. Does the GOCC disclose the criteria used in board assessment?    
31. Committee  
a. Is an annual performance assessment conducted of the committees?  
  • Pursuant to GCG M.C.No. 2012-06(The Code of Corporate Governance for GOCCs), GCG M.C. No. 2014-03 (re-issued) was issued in order to provide for the development of an Annual Performance Evaluation of the Board that would further strengthen the competence and character of the Members of the GOCC Governing Boards. Unfortunately, due to the change of administration, the conduct of said assessment for the year 2016, did not materialize.
  •  
  • Board Resolution No. 161-2015
BONUS  
1. Does the GOCC practice Global Reporting Index(GPI) on its annual reports?    
Disclosure and Transparency  
1. Are the audited financial report/statement released within 30days upon the receipt from COA?  
PENALTY  
1. Are there members of the board who hold more than (5) positions in GOCCs and PLCs?  
2. Is there non-compliance with the Good Governance Conditions?