enabling sustainability - Aboitiz Power

Corporate Governance
The Aboitiz Group managed to achieve tremendous growth amid
challenges in 2010 by adhering to a set of core values that include
integrity, fairness, prudence, trust and social responsibility. These
values comprise the Group’s corporate governance policy.
The Aboitiz Group’s corporate governance policy provides for
a comprehensive information security management, strong
regard for shareholders’ benefits and the institutionalization
of the sustainability principle—which aims to strike a balance
among economic growth, social development and environmental
stewardship.
Compliance with the corporate governance policy starts with the
Board of Directors.
BOARD OF DIRECTORS
The direction of the Group is set by the Board of Directors, which
ensures compliance with high standards and relevant laws and codes
of business practices, as well as the adoption of best practices.
The Board adheres to the Amended Manual on Corporate
Governance of the Group, which defines its responsibilities and
corporate governance policies. The manual is based on the Group’s
mission and vision, which is to provide Filipinos the basic goods and
services necessary to meet the demands of a growing economy.
The Board’s primary objectives are: to improve shareholder returns;
develop responsible, long-term investors; and achieve disciplined
and sustainable growth.
The Board of Directors is composed of nine members, three of
whom are independent. Each member of the Board is schooled
in the principles of good corporate governance. The current
Chairman of the Board is a non-executive director.
DISCLOSURE AND TRANSPARENCY
As part of the practice of good corporate governance, the Group
maintains transparency through the publication and distribution
of the Annual Report, which is also accessible through its website.
Disclosure and transparency are also signified through company
information statement, and disclosures to the Philippine Stock
Exchange and the Securities and Exchange Commission.
CODE OF ETHICS
Compliance with good corporate governance is institutionalized
within the Group upon the establishment of the Code of Ethics
and Amended Manual on Corporate Governance. This Code is
observed Group-wide, starting with the Board of Directors.
Committees within the Board of Directors monitor and ensure
compliance with these principles.
The Board Corporate Governance Committee represents the Board
in discharging its responsibility in relation to the Group’s governance
principles and guidelines, nomination of persons to the Board, and
Group senior leadership roles and compensation matters.
The Board Strategy Committee represents the Board in
discharging responsibilities related to the Group’s business
strategy and direction.
The Board Risk Management Committee represents the Board in
matters related to risk management.
The Board Audit Committee represents the Board in its oversight
responsibility over all audit-related matters of the Company’s
group companies. It oversees the optimization of effective
financial management, as well as compliance with regulatory
reporting requirements for all Business Units.
All the business dealings of the Group are also anchored on
the Fair Dealing Policy, as stipulated in the Code of Ethics and
Business Conduct. The basis of the Fair Dealing Policy serves as the
foundation of the Group’s objective to outperform competition in
a fair and honest manner, through superior performance.
Details regarding the Group’s corporate governance can be
found in the Annual Report, which can be accessed through
www.aboitiz.com.
12 ENABLING SUSTAINABILITY