Board of Directors

Mr. Rogelio M. Guadalquiver, Independent Director

Senior partner of SGV & Co., a member practice of Ernst & Young International where he was heavily involved in domestic and worldwide audit practices over three decades. Specialising in initial public offerings, industry research studies, corporate restructuring, business process re-engineering, business risk management, and financial and tax management consulting, he visited various Asian countries in a consultative capacity. After his retirement from SGV in 2001, Roger joined CG&Co. as Chairman and Chief Executive Officer. He is active in numerous socio-civic organizations, where he held key positions. He was Vice President for Southern Mindanao of the Philippine Institute of Certified Public Accountants (PICPA) and President of PICPA-Cagayan de Oro Chapter. He served as President of the Rotary Club of Makati-EDSA, where he received several awards for meritorious service, as well as an officer of both the Rotary Club of Davao and the Rotary Club of West Cagayan de Oro. He was also elected as Executive Vice President of the Philippine Jaycee Senate and President of the Davao Jaycee Senate, for which he was awarded the Most Outstanding Chapter President of the Philippine Jaycee Senate. A Bachelor of Science in Commerce degree holder from the University of San Jose-Recoletos (USJ-R), Roger earned recognition as USJ-R’s Most Outstanding Alumnus in the field of Accountancy. He obtained his Master of Business Management degree from the Asian Institute of Management (AIM) and attended AIM’s Top Management Program. He also took courses at the Arthur Andersen Executive Program in Geneva, Switzerland (1987); Denver, Colorado, USA (1994); and Boston, Massachusetts, USA (1997).

Mr. Jose R. Cedo, Independent Director

Director of the following corporations – Apple Philippines, Inc.; Amazon Corporate Services, Inc.; Black Pencil Holdings Inc.; Carnelian Fin Corp.; Commscope Philippines, Inc. (formerly Andrew Philippines, Inc.); Credit Information Corporation; GGS Technical Information; Howden Insurance Brokers, Inc. (Independent Director); Invensys Phils., Inc.; NCS Philippines, Inc.; Rialton Avenue, Inc.; Romago Inc.; and SPML Land Inc. Member of the Membership and Finance Committee of the Manila Southwoods Golf and Country Club, Inc., Audit Partner of SGV and Co. (an Ernst and Young member firm), Manila, Philippines, and Partner and Advisor of Drs. Utomo, Mulia & Co and P.T. SGV-Utomo (an SGV member firm). From November 1958 to August 1968 was an Audit Division Staff of SGV & Co. In 1968, he relocated to Jakarta, Indonesia, to establish Drs. Utomo Mulia & Co. and P.T. SGV-Utomo. Attended the University of the Philippines and Far Eastern University in Manila, and completed an Executive Program at the Stanford Graduate School of Business, California, USA.

Emilio Tiu, Director

President of Solid Shipping and is a Director of Terminal Facilities & Services Corp.

Guo Cong Yuan aka Anson Tan, Director

Chairman of Tambo Realty Corporation and the proprietor of Elison’s Steel Bar Marketing.

Mr. Daniel Pascual, Director

Vice President for Marketing of Container Corporation of the Philippines. Vice President for Marketing of Park Place Developments, a company based on Vancouver. Vice President for Sales of Pagkakaisa Development Corp.

Leoben Luis T. Evangelista, Director

President of Verum Terra Geosciences, Inc. Had more than thirty (30) years in the field of geological sciences, mineral exploration and project management, negotiation strategies for trading and services, setting up and strategizing corporate structure and formulating executive directions of the company.

Corporate Governance

Board Committees

AUDIT COMMITTEE

The Board of Directors, through the Audit Committee, has primary responsibility for ensuring that the risk management system is in place. It determines the risk management policies and monitors compliance thereto.
Audit Committee provides oversight of the internal and external audit function and over the process of preparing the annual financial statements and public reports on internal control. Including in the function of which is approving corporate strategy, reviewing management performance, overseeing the financial reporting and disclosure procedure, oversight of regulatory compliance & ethics.

ROGELIO M. GUADALQUIVER – Chairman
JOSE R. CEDO – Member
DANIEL PASCUAL – Member

NOMINATION AND REMUNERATION COMMITTEE

This committee assist the Company in developing and administering a fair transparent procedure of setting up policy on the overall human resources strategy including determination of remuneration packages.

WILFREDO D. KENG – Chairman
GUO CONG YUAN a.k.a. ANSON TAN – Member
ROGELIO M. GUADALQUIVER – Member

IACGR

UPHOLDING CORPORATED GOOD GOVERNANCE

Growth and stability for all our stakeholders is our main goal in attaining good governance. We are committed to exercise for the vested authority accountability, transparency, participative and dynamic way of our systems within the organization.

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Company Policies

CODE OF BUSINESS CONDUCTS & ETHICS

Code of Business Conducts and Ethics guides the Directors, senior management and employees in the conducts of their business, dealings, actions and decisions that must be in compliance with principle of good governance. It should be aligned in the principle of integrity, core values, honesty, fairness, professionalism, team cooperation, with concern in the company they work for, for the company’s sustainability.

 

CONFLICT OF INTEREST

For the Directors to conduct himself in a manner that consist of taking advantage of his position in a transaction. He must not act for his own interest but for the interests of the beneficiaries of the trust, the corporate shareholders, and his clients. He must avoid any act of self-dealing which include misappropriation or usurpation of corporate assets or opportunities.

All members of the senior Management are expected to avoid any transaction that would lead to a conflict of interest or any transaction that could sow a seed of doubt as to their loyalty to the corporation. They must also avoid any act of self-dealing as it is considered wrongful conduct. The members of the senior management are expected to be persons who act in Good Faith and maintain trust, special confidence, and candor in their dealings with other persons. They are expected to disclose to a higher management official any probable conflict of interest that may arise.

Employees are expected to avoid any transactions that would sow a seed of doubt of conflict of interest. They must also avoid any self-dealing transactions as it is wrongful conduct. They must maintain to be a person who has duties of Good Faith, trust, special confidence, and candor toward another person. Disclosure to a senior management official is expected in case that probable conflict of interest will arise.

 

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