COVER SHEET - 2Go

een involved in any legal proceeding in any court or government agency on the Philippines or
elsewhere which would put to question their ability and integrity to serve ATS and its stockholders.
With respect to its nominees for election as directors, the present members of its Board of Directors
and its executive officers, the Company is not aware that during the past five (5) years up to even date
of: (a) any bankruptcy petition filed by or against any business of which such person was a general
partner or executive officer either at the time of the bankruptcy or within two years prior to that time;
(b) any conviction by final judgment of such person in a criminal proceeding, excluding traffic violations
and other minor offenses; (c) such person being subject to any order, judgment, or decree, not
subsequently reversed, suspended or vacated, by any court of competent jurisdiction, domestic or
foreign, permanently or temporarily enjoining, barring, suspending or otherwise limiting such person’s
involvement in any type of business, securities, commodities or banking activities; and (d) such person
being found by a domestic or foreign court of competent jurisdiction (in a civil action), the Commission
or comparable foreign body, or a domestic or foreign exchange or other organized trading market or
self regulatory organization, to have violated a securities or commodities law or regulation and the
judgment has not been reversed, suspended, or vacated.
Certain Relationships and Related Transactions
In the ordinary course of business, the Registrant has transactions with subsidiaries, associates, and
other related companies consisting of shipmanagement services, charter hire, management services,
courier services, purchases of steward supplies, availment of stevedoring, arrastre, trucking, rental
and repair services. The Registrant needs these services to complement its services to the freight and
passage customers.
The identification of the related parties transacting business with the Registrant and how the
transaction prices were determined by the parties are discussed in Note 23 of the consolidated financial
statements. The Registrant will continue to engage the services of these related parties as long as it is
economically beneficial to both parties.
The Corporation has no transaction during the last two years or proposed transaction to which it was
or is to be a party in which any of its directors, officers, or nominees for election as directors or any
member of the immediate family of any of the said persons had or is to have a direct or indirect
material interest.
Resignation or Refusal to Stand for Re-election election by Members of the Board of Directors
No Director has declined to stand for re-election to the board of directors since the date of the last
annual meeting of the Registrant because of a disagreement with the Registrant on matters relating to
the Registrant operations, policies and practices.
In December 2010, as a result of NENACO’s purchase of AEV’s and ACO’s shares in ATS, the following
directors have tendered their resignations:
1. Mr. Jon Ramon M. Aboitiz, Chairman of the Board; Compensation/Remuneration and Nomination
Committee (but was re-appointed in January 2011 as director and Chairman of
the Board)
2. Mr. Enrique M. Aboitiz, Jr., Member, President and CEO; Risk Management Committee and
Compensation/Remuneration and Nomination Committee (but re-appointed as
director on the same date)
3. Mr. Mikel E. Aboitiz, Member; Risk Management Committee
4. Mr. Erramon I. Aboitiz, Member
5. Mr. Bob D. Gothong, Member; Risk Management Committee (but re-appointed as director on the
same date)
6. Mr. Justo A. Ortiz, Member; Audit and Corporate Governance Committee
7. Mr. Sabin M. Aboitiz, Member; Audit and Corporate Governance Committee
8. Mr. Washington Z. Sycip, Independent Director; Audit and Corporate Governance
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