COVER SHEET - 2Go

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Governance As part of the IT Governance program, the Company undertook major initiatives to address audit and risk management issues. First, we engaged a consultant for the enhancement of IT’s Disaster Recovery Plan (DRP). Second, the Company went into the documentation of Policy Standards Procedure Guidelines (PSPG) of IT process improvements, including Project Management methodology and Software Development LifeCycle (SDLC). And finally, the Company introduced the IT Balanced Scorecard that will serve as feedback mechanism on IT’s overall performance. Since the key to all these accomplishments is the many talents in ATS IT, the Company maintains an environment of continuous learning, attractive compensation, and practice of meritocracy in the Company’s IT team. This resulted in a manageable 7.7% attrition rate in IT in 2010. Innovation The role of IT in ATS has slowly evolved to include new capabilities that help the business units find ways to innovate. With approval from top management, the newly-created IT Innovation Team has launched a project that will support 2GO’s retail business. This state-of-the-art technology will serve as a vehicle in forging new partnership prospects with other companies, partnerships that will soon deliver new and exciting services to every Filipino and bring in additional revenues for ATS. The Information Technology of ATS continuously adapts to the changing business landscape and will endlessly introduce and foster the use of IT and technology-enabled innovations that are of strategic value to the business as the Company transforms into a new and better organization. ENTERPRISE WIDE RISK MANAGEMENT PROGRAM With the objective of keeping the focus on raising Enterprise Risk Management (ERM) awareness throughout the whole organization, ATS Risk Management Team started the development of Strategic Risk Management. Strategic risk management encompasses all activities intended to identify risks, solve problems, adapt to change, and successfully execute plans. Risk is now viewed not merely on losses and damages but more importantly becoming a tool in achieving the corporate objectives, realizing opportunities present in identified risks and shifting focus from preventive activities to more pro-active approach supporting frontlines on its objectives. With the integration of several subsidiary companies into ATS, operational risks were also reviewed - there were risks which were downgraded as a result of the implementation of the action plans to mitigate the identified risks. Each business unit has appointed a Risk Management champion and they are monitoring their own respective identified risks, ensuring that risk actions were properly implemented. There are two major programs under ERM that is being held annually in ATS, focusing on vessel operations and training of vessel officers and crew. First is the Vessel Performance System (VPS). It is a “Friendly” competition between vessel crew, both technical and hotel management, in search of the best over all managed vessel in the ATS Fleet. The objective of VPS is to improve overall performance of vessels on 4 major areas: Vessel Maintenance Vessel, Crew and Passenger Safety, Security and Passenger Satisfaction. Insurers have shown favorable interest on this. The winner in 2010 is SuperFerry 1. The other program is the Vessel Officers Conference. It is an annual gathering of vessel officers, with focus on strengthening Vessel Officers’ expertise on handling our vessels. It also provides updates on vessel operations and management, since this event is also attended by representatives from Freight, 40
Passage and Shipmanagement. It is also an avenue for discussion of vessel-related issues and eventually providing solutions. In 2010, carrying the theme “Developing Resilient Vessel Officers through Fostering Accountability”, ATS Vessel Officers Conference succeeded in getting the commitment of vessel officers to be more accountable in their actions and be better prepared to face future challenges. AUDIT COMMITTEE REPORT The Board Audit Committee (AudCom) is an independent operating body directly reporting to the Board of Directors. It assists the Board in the carrying out its functions by providing an oversight role in ensuring the integrity of the company’s financial reports, its compliance with regulatory requirements, and the performance of the company’s internal audit function. The AudCom maintains an effective working relationship with the Board by providing them information necessary in making good governance and audit-related decisions. Membership The Board Audit Committee is composed of three (3) Directors and two (2) Ex-Officio members. Prior to the ATS buyout by NENACO on December 28, 2010, the Board AudCom members are as follows: Washington Z. Sycip, Chairman, Independent Director Sabin M. Aboitiz, Director Justo A. Ortiz, Director Stephen G. Paradies, Ex-Officio Lilian P. Cariaso, Ex-Officio Under the new ownership, the Board AudCom for 2011 has been appointed and named as follows: Meetings Francis C. Chua, Chairman, Independent Director Michelle Lu, Director Mark Williams, Director Geoffrey Seeto, Ex-Officio Evan McBride, Ex-Officio The Board AudCom held three (3) meetings in 2010. All meetings were attended by the AudCom members. Committee Member Feb 25 July 29 Nov 25 Washington Z. Sycip Sabin M. Aboitiz Justo A. Ortiz In its first meeting for the year, the AudCom reviews, discusses and endorses for Board approval the previous year’s Audited Financial Statements of ATS presented by the company’s external auditing firm. The following are likewise presented to the AudCom in February—the general assessment of the company’s internal control system and the internal audit plans and programs for the year. In subsequent meetings, internal audit reports are presented and discussed extensively. For 2010, discussion highlights were focused in the areas of vessel and passenger safety and security as well as new systems-related audits particularly the implementation of SAP in its supply chain businesses. The selection and approval of the external auditor for the year is agreed upon and endorsed to the Board during the AudCom’s midyear meeting. 41
Page 1 and 2: COVER SHEET 4 4 0 9 SEC Registratio
Page 3 and 4: Dear Stockholder: ABOITIZ TRANSPORT
Page 5 and 6: INFORMATION STATEMENT (SEC FORM 20-
Page 7 and 8: Section 6 of the Corporation Code w
Page 9 and 10: Voting trust holders of 5% or More
Page 11 and 12: ehabilitation proceedings under the
Page 13 and 14: new composition of the Company’s
Page 15 and 16: Committee and Risk Management Commi
Page 17 and 18: C. OTHER MATTERS Item 8. MERGERS, C
Page 19 and 20: viii. approval for treasury matters
Page 21 and 22: SIGNATURE PAGE After reasonable inq
Page 23 and 24: Consolidated Aboitiz One, Inc and S
Page 25 and 26: docking costs of vessels are being
Page 27 and 28: The figures above are in P’MM exc
Page 29 and 30: Cashflow Statement Total capital ex
Page 31 and 32: Passage business reduced by P41.1 m
Page 33 and 34: iii. iv. All significant elements o
Page 35 and 36: Kerry - Aboitiz Logistics Inc. (KAL
Page 37 and 38: 19. Iker Aboitiz 20. Francisco Bene
Page 39 and 40: This committee is likewise is respo
Page 41 and 42: Total compensation paid/accrued for
Page 43: Under the new management, there is
Page 47 and 48: Noteworthy, in compliance with corp

COVER SHEET - 2Go

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