SEC Form 20-IS - iRemit Global Remittance

Nomination of Directors
The Company’s Board of Directors, inclusive both of independent and regular Directors, were nominated by
the Nomination Committee and elected during the annual stockholders’ meeting to serve for a term of one (1)
year until their successors shall have been duly elected and qualified. Based on the By-laws of the Company,
all nominations shall be submitted to the Nomination Committee by any stockholder of record on or before the
30 th of January of each year to allow the Nomination Committee sufficient time to assess and evaluate the
qualifications of the nominees.
The Nomination Committee is responsible for providing the stockholders with an independent and objective
evaluation and assurance that the membership of its Board is competent and will foster its long-term success
and secure its competitiveness. It is likewise responsible for the review and evaluation of the qualifications of
all persons nominated to positions requiring appointment by the Board and the assessment of the Board’s
effectiveness in directing the process of renewing and replacing Board members. The Company’s Nomination
Committee is composed of three (3) members, namely: Messrs. Bansan C. Choa, Armin V. Demetillo,
Gregorio T. Yu (Independent Director), and Ms. Catherine M. Chan (Head, Human Capital Management
Department).
Independent Directors
Pursuant to the principles of good corporate governance, the Company currently has two (2) independent
directors. As used in Section 38 of the Securities Regulation Code (SRC), an independent director is a person
who, apart from his fees and shareholdings, is independent of management and free from any business or
other relationship which could, or could reasonably be perceived to, materially interfere with his exercise of
independent judgment in carrying out his responsibilities as a director of the Company. Each independent
director of the Company shall submit to the Corporate Secretary a letter of confirmation stating that he holds
no interest affiliated with the Company, management or the Company’s substantial shareholders at the time of
his election or appointment and/or re-election as a director.
The nominees for election to the Board of Directors are as follows:
• Calixto V. Chikiamco
• Bansan C. Choa
• Armin V. Demetillo
• Gilbert C. Gaw
• Harris Edsel D. Jacildo
• Jose Joel Y. Pusta
• A. Bayani K. Tan
• Ben C. Tiu
• John Y. Tiu, Jr.
• Ruben C. Tiu
• Gregorio T. Yu
The nominees for election as independent directors of the Board of Directors are as follows:
• Jose Joel Y. Pusta
• Gregorio T. Yu
On June 22, 2012, during its meeting called for that purpose, the Company’s Nomination Committee indorsed
the respective nominations given in favor of Mr. Gregorio T. Yu by Ms. Mary Jean J. Ocan and Mr. Jose Joel
Y. Pusta by Mr. Eliodoro M. Alcain, Jr. Except as co-stockholders of the Company, the nominees Messrs. Yu
and Pusta are not related to the respective persons nominating them, Ms. Ocan and Mr. Alcain, respectively.
Copies of the certifications of qualifications of independent directors dated August 1 and 12, 2011 are attached
as Annexes “B” and “B-1” and those dated June 25, 2012 are attached as Annexes “B-2” and “B-3”.
Significant Employees
The Company has no significant employees.
Family Relationships among Directors
Messrs. Ben C. Tiu, Ruben C. Tiu and John Y. Tiu, Jr. are siblings.
11