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Corporate Governance Report

2016 Corporate Governance Highlights

GT Capital Holdings, Inc. (“GT Capital” or the “Corporation”, and together with its subsidiaries, the “Group”) aspires to be a corporate governance front- runner in the Philippines and in the ASEAN Region. To this end and in order to maintain the firmly rooted trust and respect of its stakeholders, GT Capital stays focused on translating into sound and transparent policies and practices the substance and spirit of the principles in the Securities and Exchange Commission (“SEC”) Revised Code of Corporate Governance, the G20/OECD Principles of Corporate Governance, Association of Southeast Asian Nations (“ASEAN”) Corporate Governance Scorecard, and the Philippine Stock Exchange, Inc. (“PSE”) Corporate Governance Guidelines.

GT Capital’s commitment to raise its level of corporate governance received recognitions from the investment community, which fortify the Corporation’s standing as one of the top 50 publicly- listed companies (“PLCs”) in corporate governance in the ASEAN region and one of the two most improved PLCs in the Philippines awarded by the ASEAN Capital Markets Forum in 2015.

As part of its ongoing improvement in corporate governance, GT Capital initiated the following best practices in 2016:

1. Appointment of a Chief Risk O cer (“CRO“) in February 2016 and undertaking of activities related to GT Capital’s Enterprise Risk Management Policy and Framework;

2. Approval of GT Capital’s dividend policy of a target dividend payout of Php3.00 per share;

3. Change in committee membership of Compensation Committee to comprise a majority of independent directors;

4. Inclusion of a more comprehensive diversity policy in the Manual on Corporate Governance (the “Manual”) such that there is no discrimination based on gender, age, ethnicity, nationality, and social, cultural, political, or religious background in the nomination and election of directors;

5. Set the number of meetings of the Board of Directors in the Manual to at least six (6) times annually; and

6. Adoption and accomplishment of committee self-assessment forms.

 

2016 Compliance

GT Capital is in full compliance with the Revised Code of Corporate Governance and all legal and regulatory requirements imposed by laws, rules, and regulations in the conduct of its business. 

As a PLC, GT Capital complies with all reportorial and disclosure requirements imposed by regulatory agencies such as the SEC, the PSE, and the Philippine Dealing and Exchange Corporation. It further strictly adheres to a policy of providing the investing public with accurate and timely disclosures filed with these regulatory agencies as well as the posting of the same onto GT Capital’s website: www.gtcapital.com.ph. The Corporation did not violate any listing or disclosure rules and regulations in 2016. 

 

Corporate Governance Policies and Practices

Good corporate governance should be present at all levels of the organization. In line with this, GT Capital implements the following policies as part of its corporate governance framework as it continues to build a culture of compliance and governance that is embraced within the Corporation.

 

Code of Ethics 

GT Capital’s Code of Ethics guides its directors, officers, and employees in the conduct of business according to the highest ethical standards, anchored on its corporate core values of integrity, excellence, respect, entrepreneurial spirit, and commitment to value creation.

The Code of Ethics is implemented through the Manual, Whistleblowing Policy, Code of Discipline of Employees, and the Policies and Procedures Manual of each department. These documents have been distributed to and are readily available for access of all directors, officers, and employees through the website, and by request from the Legal and Compliance Department, or the Human Resources (“HR”) and Administration Department. They are also reviewed on an annual basis in the context of evolving best practices and changing regulations. 

GT Capital’s HR and Administration Department, in coordination with the relevant heads of other departments, monitors and ensures compliance with the aforementioned policies and if necessary, imposes the appropriate disciplinary action. In addition, each department is audited by GT Capital’s Internal Audit Department to verify observance of the relevant policies.

 

Code of Discipline and Anti-corruption Programs

The Code of Discipline ensures that employees of GT Capital conduct its business affairs with honesty and integrity by setting forth rules and regulations that promote the general principles in GT Capital’s Code of Ethics. This creates a more meaningful integration of the principles of professionalism, high ethical standards, discipline, integrity, and honesty in its corporate culture. For instance, bribery and offering or accepting anything of value for personal gain in the conduct of official business is considered a serious offense with a penalty of dismissal under the Code of Discipline. 

The Code of Discipline has been distributed to all employees of GT Capital and is also available on GT Capital’s website. The HR and Administration Department is responsible for monitoring and implementing the Code of Discipline. There have been no major violations since its adoption in 2013. 

 

Whistleblowing Policy

GT Capital’s Whistleblowing Policy ensures that it maintains the highest standards of transparency, probity, and accountability; as well as its policy against illegal and fraudulent practices, and unethical conduct by members of the Board, officers, and employees. 

The Whistleblowing Policy clearly defines who qualifies as a whistleblower; outlines a procedure for reporting in good faith acts and omissions that violate any law, rule or regulation or that constitute unethical conduct or fraudulent accounting, among others; and provides protection for the whistleblower through provisions on confidentiality and non-retaliation. The Whistleblowing Policy is accessible through the GT Capital website, and is also attached to GT Capital’s Manual. 

Reports by stakeholders, including employees, may be submitted by e-mail to governance@gtcapital.com.ph or directly in writing to the Chief Audit Executive (“CAE”). The CAE may then investigate the report, appoint an investigating officer, create a Special Task Force (internal or outsourced) to investigate the matter independently, or elevate the report to the Discipline, Ethics, and Values Committee composed of the CAE and the respective heads of the HR and Administration Department and Legal and Compliance Department. Investigations shall be completed within sixty (60) calendar days from receipt of the report by the CAE. 

The anonymity of the whistleblower is protected, and his identity shall not be revealed without his explicit consent while the investigation is ongoing. Retaliation against an employee whistleblower through punitive transfers, harassment, reduced duties or hours, withholding of professional promotion or training, or other reprisal tactics is prohibited, and disciplinary action may be commenced against an officer or employee who has engaged in retaliatory conduct in violation of the Whistleblowing Policy.  

 

Enterprise Risk Management

GT Capital has adopted an Enterprise Risk Management (“ERM”) Policy and Framework for the promotion of increased awareness of risks, minimization of the Corporation’s exposure to financial losses, and boosting of shareholder confidence. GT Capital seeks to maintain an effective risk management process, designed to meet the requirements of generally accepted principles of good corporate governance.

The goal of the enterprise risk management process is to apply a consistent methodology to assess and manage business risks across GT Capital. GT Capital undertakes an annual assessment of its risks using the methodology below, that is aligned with global risk management standards - ISO31000 and COSO Framework.* 

 

Risk Governance Structure

GT Capital’s risk governance structure ensures risk management is not the sole responsibility of one individual but rather occurs and is supported at all levels in the Corporation. The effectiveness of the risk governance structure and process is supported by well-defined risk management roles and responsibilities and periodic review conducted by the Internal Audit Department. 

The Board of Directors, through the Risk Oversight Committee, has the ultimate oversight role over the Corporation’s risk management activities, and approves risk management related policies, procedures, and parameters that govern the management of risks.

The Board of Directors, with the guidance of the Executive Committee, determines the strategic direction of GT Capital and creates the environment and the structures to properly align risk management with strategic objectives.

The CRO is the Corporation’s risk advocate who facilitates the execution of the ERM process. His primary responsibility is to own, develop, implement, and continuously improve the ERM process. He is assisted by a full time risk management officer.

The Risk Office advocates a proactive risk culture where each employee takes responsibility for risk management within his scope of duties.

The Risk Steering Committee members are the risk owners, and are responsible for the identification, assessment, monitoring, and establishment of next steps based on the key risks GT Capital faces.

 

Key Business Risks and Controls

In 2016, individual interviews and group workshops were conducted for the Annual ERM Reassessment. A total of 27 risks were identified, four of which were assessed as Key Risks using the agreed upon Risk Ranking Criteria. Risk Treatment Action Plans were developed for each Key Risk. A Risk Dashboard containing key risk indicators for each identified risk was developed and monitored to assess on an on-going basis that the risks are effectively managed. 

 

Market Risk

GT Capital component companies are engaged in various sectors namely banking, insurance, property development, automotive assembly and distribution, and infrastructure and utilities. GT Capital component companies may be adversely affected by market factors such as interest rate, foreign exchange rates, inflation, and other economic variables. Political policies and directions may also impinge the market demand for component company products and services.

To mitigate this risk, GT Capital and its component companies continuously monitor key risk indicators, conduct sensitivity analyses, and adjust their business strategies accordingly.

 

Regulatory Compliance Risk

GT Capital component companies are regulated by the Bangko Sentral ng Pilipinas, Insurance Commission, Housing and Land Use Regulatory Board, SEC, Bureau of Internal Revenue, and other regulatory bodies. Rules and implementing guidelines are always evolving and GT Capital should always be up to date with these new developments.

To mitigate this risk, GT Capital component companies have their own legal and compliance departments to ensure proper compliance with relevant regulations. In addition, the internal audit department of each component company reports any material non-compliance to their respective Audit Committees.

 

Financial Reporting Risk

It is of utmost importance to GT Capital and its component companies to be transparent to its shareholders in terms of financial reporting.

To achieve this, each of GT Capital’s component companies has engaged SGV & Co. as their external auditor. In addition, GT Capital conducts its own review of the submitted financial reports for consolidation. Afterwards, the consolidated financial statements at the GT Capital level are then subject to another external audit by SGV & Co.

 

Portfolio Management Risk

As a holding company, GT Capital aims to have a diversified portfolio that maximizes profitability and creates shareholder value. To achieve this, GT Capital Senior Management meets on a monthly basis to monitor and review the performance of the portfolio and accordingly recommends the adjustment of business strategies to the Executive Committee and the Board.

 

Other Risks

In addition to the four key risks above, there are 23 other risks which were identified by GT Capital Management during the Enterprise Risk management Annual Reassessment conducted in November 2016. Each risk has corresponding key risk indicators that are monitored on a quarterly basis and serve as early warning signals for GT Capital, in case an emerging risk was to transpire. These indicators are reported to the Board Risk Oversight Committee on a quarterly basis.

 

Policy on Conflicts of Interest

Under GT Capital’s Manual, directors are prohibited from using their position to profit or gain benefits or advantages for themselves or their related interests, and are obliged to avoid situations which may compromise their impartiality. If an actual or potential conflict of interest arises, the conflicted director is required to fully and immediately disclose such conflict of interest and abstain from participating in the Board discussion of that item on the agenda. 

 

Policies on Insider Trading

Directors, principal officers, and employees are duty bound to keep secure and confidential all non-public information which they may acquire or learn by reason of their position and are prohibited from dealing in GT Capital shares from the time they receive or become aware of material non-public information and for up to two full trading days after its disclosure to the investing public (the “Blackout Period”). A director convicted of insider trading shall be removed from his position while officers and employees shall be subject to dismissal. 

Outside the Blackout Period, in compliance with PSE’s Revised Disclosure Rules and the Implementing Rules and Regulations of the Securities Regulation Code, GT Capital requires its directors, principal officers, and its principal 

stockholder, Grand Titan Capital Holdings, Inc., to report any acquisition or disposal of GT Capital shares on the same day as the transaction. The appropriate disclosures are submitted to the PSE and SEC (through SEC Form 23-B) before the relevant information is posted on GT Capital’s website. 

 

In 2016, GT Capital submitted details on all transactions made by insiders and has not been penalized for any violation of applicable laws, rules, and regulations in relation to insider trading.

 

Procurement Policies

GT Capital implements policies and procedures to prevent risk exposure related to unreasonable spending. The Corporation has a list of accredited suppliers for office supplies and equipment which were screened to provide competitive prices. Contracts for availment of crucial services are reviewed and approved by the Bids and Awards Committee or the Executive Committee in case of extraordinary service engagements.  

 

Board of Directors and Senior Management

 

GT Capital’s Board is responsible for fostering the long-term success of the Corporation and securing its sustained growth and competitiveness in a manner consistent with its fiduciary responsibility to act in the best interest of the Corporation and all of its stakeholders. It provides an independent check on Management in the setting of corporate policies and the accomplishment of corporate objectives. 

 

Board Composition

Each member of GT Capital’s Board is subject to annual screening by the Nominations Committee and re-election by GT Capital’s stockholders.

As of December 31, 2016, four (4) members of GT Capital’s Board are Independent Directors, exceeding the requisite number of at least three (3) Independent Directors under the applicable rules and regulations of the SEC. GT Capital’s Manual defines an Independent Director as a person who, apart from his fees and shareholdings, is independent of Management and substantial shareholders. In addition, Independent Directors are 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. 

The Manual requires the roles of the Chairman and the President to be separate, in order to foster an appropriate balance of power, increase accountability, and ensure the Board’s capacity for independent decision making. Arthur Vy Ty has served as Chairman of GT Capital from July 11, 2012 to June 30, 2014 and since his election on May 11, 2016. Carmelo Maria Luza Bautista has served as President since GT Capital’s listing in April 2012. 

 

Duties and Responsibilities of the Board

The Board provides sound strategic policies and guidelines on major investments and capital expenditures. It periodically evaluates and monitors the implementation of such policies, including business plans, operating budgets, and Management’s overall performance; identifying key risk areas and performance indicators and monitoring these factors to anticipate and prepare for possible threats to GT Capital’s operational and financial viability; formulating and implementing policies and procedures to ensure the integrity and transparency of related party transactions; and keeping the activities and decisions of the Board within its authority under the Articles of Incorporation and By-laws, and in accordance with existing laws, rules, and regulations. 

 

Board Attendance

GT Capital board meetings are held regularly and dates of the regular meetings are set before the start of the financial year. When important matters are on the agenda, such as issues that will have a significant impact on the character of the Corporation, the quorum requirement is two thirds (2/3) of all the directors. However, as far as practicable, the board secretariat ensures that 2/3 of all the directors are present for each meeting. The Board met seven (7) times in 2016. 

 

Name

Position

No. of Meetings Attended

George S.K. Ty

Group Chairman

4/7 (57.14%)

Arthur Vy Ty 

Chairman

6/7 (85.71%)

Alfred Vy Ty

Co-Vice Chairman

6/7 (85.71%)

Francisco C. Sebastian

Co-Vice Chairman

7/7 (100%)

Carmelo Maria Luza Bautista

President and Director

7/7 (100%)

Roderico V. Puno

Director

7/7 (100%)

David T. Go

Director

7/7 (100%)

Jaime Miguel G. Belmonte

Independent Director

7/7 (100%)

Christopher P. Beshouri

Independent Director

6/7 (85.71%)

Wilfredo A. Paras

Independent Director

6/7 (85.71%)

Peter B. Favila

Independent Director

6/7 (85.71%)

 

Director, Board, and Committee Self-Assessment

The Board, Committee, and Individual Director’s Self-Assessment Forms were adopted by GT Capital as tools to evaluate the performance of the Board, its committees, and individual directors. This also allows the Corporation to assess on an annual basis the efficiency of its processes in relation to the Board and its committees, in order to identify areas of improvement as well as the value that the Board and each director create for the Corporation.  

 

The criteria for the Self-Assessment of the Board, the Committees, and individual directors are as follows: 

 

Board 

Self-Assessment Criteria

Director 

Self-Assessment Criteria

Committee
Self-Assessment Criteria

• Enablers of Board and Committee Performance

• Board Function

• Board Practices

• Executive Performance

 

• Foundational

• Board and Committee Citizenship

• Director Responsibilities

• Vision, Goals, and Strategies

• Finances

• Board Meetings

• Overall Performance

• Charter

• Composition and Quality

• Meetings

• Duties and Responsibilities

• Performance as a Member

 

 

The Self-Assessment forms are distributed to the directors, who accomplish and return the same within a set period of time. Some questions in the forms require a “yes” or “no” response, while others are answered based on a scale ranging from “strongly disagree” to “strongly agree”. Directors also provide comments and suggestions to improve the Board’s performance and input on what areas GT Capital should focus on in the following year. Results are tabulated by board secretariat and reported during the next meeting.  

 

Board Committees

 GT Capital’s Board exercises authority over specific aspects of its business through various Board Committees, which meet as often as necessary. Each Committee is governed by a Committee Charter under the Manual. The Manual and Committee Charters are reviewed and amended annually to reflect corporate governance best practices adopted by the Corporation. The latest version of each Committee Charter may be downloaded from the GT Capital website. 

Executive Committee

GT Capital’s Executive Committee provides guidance to GT Capital’s Management  by discussing and evaluating significant acts or courses of action to be taken by Management before endorsement to the Board, if required under the Manual and the By-laws of GT Capital. 

 

The Executive Committee met eighteen (18) times in 2016.

Member

Position Held in Committee

Meetings Attended

Arthur Vy Ty 

Chairman 

(Non-executive Director)

18/18

Alfred Vy Ty

Vice-Chairman 

(Non-executive Director)

18/18

Francisco C. Sebastian

Member (Non-executive Director)

18/18

Carmelo Maria Luza Bautista

Member (Executive Director)

18/18

Mary Vy Ty

Adviser (Non-executive)

18/18

 

Compensation Committee

The Compensation Committee’s primary function is to ensure that the compensation of directors and officers is consistent with the Corporation’s culture, strategy, and the business environment in which it operates. 

 

The Compensation Committee met once in 2016.

Member

Position Held in Committee

Meetings Attended

Jaime Miguel G. Belmonte 

Chairman (Independent Director) 

1/1

Alfred Vy Ty

Member (Non-executive Director)

1/1

Christopher P. Beshouri

Member (Independent Director)

0/1

 

Nominations Committee

The Nominations Committee meticulously evaluates the qualifications of each candidate for election to the Board of GT Capital, including their experience and areas of expertise. Only candidates who the Committee believes possess utmost integrity and ability to guide the Corporation to sustain success are endorsed for nomination to the Board. The Nominations Committee promotes a policy on diversity; and provided that all qualifications are met, ensures that in the nomination candidates, no discrimination is made based on gender, age, ethnicity, nationality or background, whether social, cultural, political or religious. 

In reviewing and evaluating the qualifications of candidates for nomination to the Board, the Nominations Committee considers the Corporation’s vision, mission, corporate objectives, and strategic direction. The Nominations Committee also considers how each candidate will improve the quality of discussions on the Committee and Board levels, keeping in mind the specific needs of each of its component companies. This has resulted in Board membership with a wide range of experience in business, finance, and law, as well as expertise in industries in which its component companies are involved, allowing for more effective oversight over GT Capital’s diverse ventures.  It further ensures that no director simultaneously holds more than five board seats in publicly listed companies. 

The Nominations Committee also reviews the qualifications of GT Capital officers and management whose positions require Board appointment. 

In order to fulfill its key functions, the Nominations Committee is guided primarily by the qualifications, disqualifications, and the policies contained in the Manual and its Charter. The Committee has the option to use an external search agency or external databases to source qualified candidates to the Board.  

The nominations committee met twice in 2016.

Member

Position Held in Committee

Meetings Attended

Wilfredo A. Paras

Chairman (Independent Director)

2/2

Jaime Miguel G. Belmonte 

Chairman as of December 15, 2014  (Independent Director); no longer a  member as of May 11, 2016

1/1

Peter B. Favila

Member (Independent  Director)

2/2

Carmelo Maria Luza Bautista

Member as of
May 11, 2016 (Executive Director) 

1/1

 

As of December 31, 2016, the Nominations Committee is composed of a majority of Independent Directors.

 

Audit Committee

The Audit Committee exercises oversight responsibility for the financial reporting process, system of internal control, audit process, and the monitoring of compliance with applicable laws, rules, and regulations. The Audit Committee also oversees the Corporation’s external and internal auditors and is responsible for the review of the audit and non-audit fees paid.  

 

Statement of the Audit and Risk Oversight Committees on Adequacy of GT Capital’s Internal Controls and Risk Management System

In compliance with GT Capital’s Manual on Corporate Governance and PSE’s Corporate Governance Guidelines for publicly listed companies, the Audit Committee and the Risk Oversight Committee certify, on behalf of the Board of Directors, the adequacy and effectiveness of the Corporation’s internal controls and risk management system, and hereby attest that the Corporation’s governance, risk management, and control processes are adequately designed and operating effectively relative to its business objectives.

 Mr. Wilfredo A. Paras 

Chairman, Audit Committee

 Mr. Peter B. Favila

Chairman, Risk Oversight Committee

 

The Audit Committee met four (4) times in 2016.

Member

Position Held in Committee

Meetings Attended

Wilfredo A. Paras

Chairman (Independent Director)

4/4

Christopher P. Beshouri 

Member (Independent Director)

3/4

David T. Go

Member (Non-executive Director)

4/4

Peter B. Favila

Member (Independent Director)

3/4

 

 

Risk Oversight Committee

The Risk Oversight Committee was established under the Manual with the primary duty of developing the appropriate strategies for addressing identified key risk areas. It is responsible for institutionalizing and overseeing GT Capital’s risk management program and monitoring the risk management policies and procedures of GT Capital, as well as that of its subsidiaries in relation to its own.

 

The Risk Oversight Committee met twice in 2016.

Member

Position Held in Committee

Meetings Attended

Peter B. Favila

Chairman (Independent Director)

2/2

Christopher P. Beshouri 

Member (Independent Director)

2/2

Wilfredo A. Paras

Member (Independent Director)

1/2

Roderico V. Puno

Member (Non-executive Director)

2/2

 

Corporate Governance Committee

The Corporate Governance Committee (“CG Committee”) ensures the Board’s effectiveness and due observance of corporate governance principles by reviewing all of GT Capital’s corporate governance initiatives. In addition to this key function, the CG Committee, which is composed entirely of Independent Directors, also functions as GT Capital’s Related Party Transactions Committee (“RPT Committee”). 

The CG Committee, when acting as GT Capital’s RPT Committee, passes upon and provides clearance for related party transactions which are of material significance, after assessing whether the terms and conditions of the transaction are appropriate, fair, made on an arm’s length basis, and beneficial to GT Capital and its shareholders. The policies which guide the CG Committee when acting as an RPT Committee are found in the CG Committee Charter.

 

The CG Committee met four (4) times in 2016.

Member

Position Held in Committee

Meetings Attended

Christopher P. Beshouri 

Chairman (Independent Director)

3/4

Wilfredo A. Paras 

Member (Independent Director)

3/4

Jaime Miguel G. Belmonte 

Member (Independent Director)

4/4

In 2016, there were no RPTs that can be classified as financial assistance to entities other than wholly-owned subsidiary companies of GT Capital. All RPTs are conducted fairly and at an arm’s length basis. Further discussion on the RPTs of the Corporation can be found under Note 27 of the Corporation’s Audited Financial Statements. 

 

Board and Committee Support

GT Capital’s Corporate Secretary, Atty. Antonio V. Viray, plays a significant role in supporting the Board. He has extensive experience in legal and company secretarial practices. He ensures reasonable access to information that directors might need for their deliberation of the issues listed on the Board’s agenda. This includes ensuring that directors receive requisite materials and board papers at least five (5) business days in advance of the scheduled Board meeting. 

 

Director and Executive Compensation

GT Capital’s Compensation Committee ensures that the compensation of directors and officers are competitive in order to attract and retain the services of qualified and competent directors and officers. Annual compensation of directors and corporate officers of the Board are determined prior to the start of their term. Policies followed by the HR and Administration Department on compensation and benefits of employees are contained in its Policies and Procedures Manual, with a comprehensive description of each benefit as well as the employees entitled to such benefits. 

 

In 2016, GT Capital directors received the following aggregate remuneration: 

 

 

Remuneration

Executive Directors

PhP 1.59 million

Non-Executive Directors

(other than IDs)

PhP 20.52 million

Independent Directors

PhP 8.00 million

Remuneration of directors (including Independent and Non-Executive Directors) includes per diem as well as a year-end bonus which is not dependent on performance. Independent and Non-Executive Directors likewise do not receive any remuneration in the nature of options or performance shares. 

The aggregate remuneration paid to the five most highly compensated members of GT Capital’s Senior Management in 2016 is as follows: 

 

Remuneration Item

Amount

(a) Salary

PhP 35.032 million

(b) Bonuses

PhP 17.932 million

Total

PhP 52.964 million

 

Orientation and Continuing Education Initiatives

New directors are oriented regarding GT Capital’s core businesses, and a budget is in place for continuous professional education. In 2016, directors of the Corporation attended GT Capital’s In-House Corporate Governance Seminar or other programs such as the Distinguished Corporate Governance Seminar Speaker Series arranged by the Institute of Corporate Directors.

 

GT Capital In-House Corporate 

Governance Seminar

 

Tower Club, Philamlife Tower, 

Paseo de Roxas, Makati City

August 31, 2016

 

Topics discussed:

 

Related Party Transactions

Shared Responsibility: 

Policy and Strategy Execution Family 

Enterprise Development & Board Evolution

 

 

Name of Director

Date 

Program

Arthur Vy Ty 

August 19, 2016

MBTC Corporate Governance Seminar

August 31, 2016

GT  Capital Holdings, Inc. Annual Training Program for Corporate Governance

Alfred Vy Ty

August 19, 2016

MBTC Corporate Governance Seminar

Francisco C. Sebastian

August 31, 2016

GT  Capital Holdings, Inc. Annual Training Program for Corporate Governance

Roderico V. Puno

December 8, 2016

SGV & Co. Corporate Governance Seminar

David T. Go

August 31, 2016

GT  Capital Holdings, Inc. Annual Training Program for Corporate Governance

Jaime Miguel G. Belmonte

August 31, 2016

GT  Capital Holdings, Inc. Annual Training Program for Corporate Governance

Carmelo Maria Luza Bautista

August 31, 2016

GT  Capital Holdings, Inc. Annual Training Program for Corporate Governance

Wilfredo A. Paras

August 3, 2016

SEC Corporate Governance Forum

Christopher P. Beshouri

August 26, 2016

MBTC Corporate Governance Seminar

 

Audit and Accounting

 

Internal Audit

The Internal Audit function of GT Capital is under the responsibility of its CAE, Richel D. Mendoza. At the start of the year, a risk-based audit plan is prepared and approved by the Audit Committee. Progress of the plan as well as significant audit findings are reported quarterly to the Senior Management and the Audit Committee.

The CAE also ensures that risk-based audit plans are prepared at the component company level.  Progress of these plans is reported and significant audit findings that meet agreed criteria are escalated by each component company’s Internal Audit Head to the CAE on a quarterly basis.  These reports are consolidated and reported to GT Capital’s Senior Management and Audit Committee 

As mandated by the IA Charter, to maintain independence of the internal audit function, the CAE reports administratively to the President but functionally to the Audit Committee, which is reponsible for the CAE’s appointment, performance evaluation, and removal.

Independent Public Accountants

Sycip, Gorres, Velayo & Company was the external auditor for the calendar year 2016. GT Capital is compliant with SRC Rule 68, Paragraph 3 (b) (ix) (Rotation of External Auditors), which states that the independent auditors, or in the case of an audit firm, the signing partner, shall be rotated after every five (5) years of engagement, with a two-year cooling off period to be observed in the re-engagement of the same signing partner or individual auditor. The following SGV partners were engaged by GT Capital since its listing in 2012. 

 

Year

SGV partner engaged

2012

Aris C. Malantic

2013

Vicky Lee Salas

2014

Vicky Lee Salas

2015

Vicky Lee Salas

2016

Vicky Lee Salas

 

The following table sets out the aggregate fees for audit and audit-related services, inclusive of out-of-pocket expenses and value-added-tax for each of the years ended December 31, 2015 and 2016 for professional services rendered by SGV & Co. to GT Capital: 

 

2015

2016

Audit and Audit-Related Services 

1.79

11.37

Non-Audit Services 

-

0.04

Total 

1.79

11.41

 

Audit services rendered include the audit of the financial statements and supplementary schedules for submission to SEC, and review of annual income tax returns. SGV & Co. also rendered audit-related professional services in 2016 relating to GT Capital’s Perpetual Preferred Shares Offering. Non-audit services were also provided by SGV & Co. for validation of stockholders’ votes during the 2016 Annual Stockholder’s Meeting.

The Audit Committee has the primary responsibility of recommending to the Board of Directors the appointment, re-appointment or removal of the external auditor and the fixing of the audit fees. The Board of Directors and stockholders approve the Audit Committee’s recommendation.

Financial Reporting

GT Capital’s financial statements comply with Philippine Accounting Standards and Philippine Financial Reporting Standards and are submitted and disclosed in compliance with the applicable laws, rules and regulations. GT Capital did not revise its financial statements in 2016. 

 

Ownership Structure

Stockholders holding more than 5% of outstanding shares

As of December 31, 2016, the following are the owners of GT Capital’s common stock in excess of 5% of its total outstanding shares:

Record Owner

No. of Shares Held

Percentage ( % )

Grand Titan Capital Holdings, Inc.

89,427,110

51.31%

PCD Nominee Corp. (Non-Filipino)

59,881,402

34.35%

PCD Nominee Corp. (Filipino)

24,387,086

13.99% 

No director or officer has shareholdings in GT Capital amounting to 5% or more of its outstanding capital stock and there are no cross or pyramid shareholdings. 

 

Direct and Indirect Shareholdings of Major Shareholder, Directors and Senior Officers

GT Capital reports quarterly to the PSE the direct and indirect shareholdings of its major shareholder, Grand Titan Capital Holdings, Inc., GT Capital’s directors, and its senior officers. Their direct and indirect common shareholdings for the year 2016 are as follows: 

Name

Relationship

As of January 1, 2016

As of December 31, 2016

 

Direct

Indirect

Direct

Indirect

Grand Titan Capital Holdings, Inc. 

Principal Shareholder

94,656,110 (54.31%)

0

(0.00%)

89,427,110

(51.31%)

(0.00%)

Dr.  George S. K. Ty

Group Chairman

200,000 

(0.11%)

(0.0%)

200,000 

(0.11%)

(0.00%)

Arthur V. Ty

Chairman

100,000 

(0.06%)

2,100

 (0.00%)

100,000 

(0.06%)

2,100

(0.00%)

Alfred V. Ty

Co-Vice Chairman

100,000 

(0.06%)

2,100

 (0.00%)

100,000 

(0.06%)

2,100

(0.00%)

Francisco C. Sebastian

Co-Vice Chairman

100

(0.0000%)

0

(0.0000%)

100

(0.00%)

20,000

(0.01%)

Carmelo Maria Luza Bautista

President and Executive Director

1,000 

(0.00%)

10,000 (0.01%)

1,000 

(0.00%)

12,000 (0.01%)

Roderico V. Puno

Non-Executive Director

1,000 

(0.00%)

(0.00%)

1,000 

(0.00%)

(0.00%)

David T. Go

Non-Executive Director

100

(0.00%)

(0.00%)

100 

(0.00%)

(0.00%)

Peter B. Favila

Independent Director

0

(0.00%)

200

(0.00%)

0

(0.00%)

200

(0.00%)

Jaime Miguel G. Belmonte

Independent Director

1,000 

(0.00%)

(0.00%)

1,000 

(0.00%)

(0.00%)

Wilfredo A. Paras

Independent Director

1,000

(0.00%)

0

(0.00%)

1,000 

(0.00%)

0

(0.00%)

Christopher P. Beshouri 

Independent Director

1,000

(0.00%)

0

(0.00%)

1,000

(0.00%)

700

(0.00%)

Anjanette Ty Dy Buncio

Treasurer

0

(0.00%)

42,100

(0.02%)

0

(0.00%)

46,547

(0.03%)

Alesandra T. Ty

Assistant Treasurer

0

(0.00%)

1,700

(0.00%)

0

(0.00%)

1,700

(0.00%)

Antonio V. Viray

Corporate Secretary

(0.00%)

(0.00%)

(0.00%)

(0.00%)

Jeanne Frances T. Chua

Assistant Corporate Secretary

200 

(0.00%)

500

(0.00%)

200

(0.00%)

500

(0.00%)

Jocelyn Y. Kho

Assistant Corporate Secretary

0

(0.00%)

0

(0.00%)

0

(0.00%)

0

(0.00%)

Francisco H. Suarez, Jr.

Executive Vice President and Chief Financial Officer

0

(0.00%)

5,000 

(0.00%)

0

(0.00%)

5,000 

(0.00%)

Winston Andrew L. Peckson

 

(Appointed on Feb. 1, 2016)

First Vice President and Chief Risk Officer

0

(0.00%)

 

(As of Feb. 1, 2016)

121

(0.00%)

 

(As of Feb. 1, 2016)

0

(0.00%)

271

(0.00%)

Jose B. Crisol, Jr.

First Vice President and Head, Investor Relations and Corporate Communication

(0.00%)

(0.00%)

(0.00%)

(0.00%)

Susan E. Cornelio

Vice President and Head, Human Resources and Administration

(0.00%)

(0.00%)

0

(0.00%)

(0.00%)

Richel D. Mendoza

Vice President and Chief Audit Executive

(0.00%)

(0.00%)

(0.00%)

(0.00%)

Reyna Rose P. Manon-Og

Vice President and Controller

(0.00%)

(0.00%)

(0.00%)

(0.00%)

Elsie D. Paras

Vice President and Deputy CFO

0

(0.00%)

0

(0.00%)

0

(0.00%)

0

(0.00%)

Renee Lynn Miciano-Atienza

 

(Appointed on May 11, 2016)

Assistant Vice President and Head, Legal & Compliance

0

(0.00%)

 

(As of May 11, 2016)

25

(0.00%)

 

(As of May 11, 2016)

0

(0.00%)

25

(0.00%)

 

Stakeholder Relations

 

Employee Relations

GT Capital employees thrive on a culture of excellence, and their efforts are valued as contributions to the over-all success of the Corporation. Policies on employee health, safety, welfare, discipline and training are stated in the Employee Handbook, which is provided to all employees of GT Capital upon hiring. 

 

Policies and Practices on Health, Safety, and Welfare of Employees

To promote good health among its employees and their families, GT Capital provides non-contributory medical and dental coverage for all its employees and eligible dependents, which includes comprehensive in-patient and out-patient hospitalization benefits. First-aid and over-the-counter medicines are available at the office premises when needed.

 

Other benefits which regular employees may be entitled to include cash, medical, and clothing allowances, leave benefits, bonuses, emergency loans, car plan, housing assistance, retirement benefits, burial assistance, and group life insurance. 

 

GT Capital has incorporated in its Employee Handbook the following policies and programs for the benefit of its employees: 

 

  1. Drug-free Workplace Policy & Program; 
  2. Hepatitis B Workplace Policy & Program;
  3. HIV AIDS Workplace Policy & Program; 
  4. TB Workplace Policy & Programs; and
  5. Anti-Sexual Harrassment.

 

Moreover, to better equip employees with basic and necessary skills in case of emergencies, GT Capital, in coordination with the Makati Fire Station and the GT Tower building administration, conducts annual safety, fire, and earthquake drills as well as seminars on emergency response. The HR and Administration Department also distributed emergency grab bags with necessary first aid kit, water, and food items to each employee for use in the event of an earthquake or similar circumstances.  

 

To enliven the employees and promote camaraderie among them, GT Capital organized activities such as Halloween Party, The Biggest Loser, Mooncake Festival, and Christmas Party.

 

Below are the data relating to participation by employees in various activities arranged for their benefit in the year 2016:

 

Activity

Employees

Dependents

Annual Executive Check-up

5

-

Annual Check-up

14

-

Dental Check-up

3

13

Safety, fire, and earthquake drill

24

-

Emergency grab bags

33

-

Halloween Party

26

10

The Biggest Loser

15

-

Mooncake Festival

26

-

Christmas Party

24

 

 

Training and Developmental Programs for Employees

Training being a crucial factor in organizational development and success, GT Capital’s HR and Administration Department identifies programs and allocates a budget that allows employees to acquire and enhance technical and behavioral competencies. To supplement mentoring provided by each Department Head and the President, both employees and Senior Management are encouraged to attend programs which address any competency gaps and expose them to the latest concepts, information, and techniques in their respective fields, as well as further build their competencies in preparation for higher responsibilities in the future. 

 

In 2016, the following training programs were attended by GT Capital’s Senior Management and other employees:

 

Senior Management Training

 

Name of employee

Date 

Program

Francisco H. Suarez, Jr.

January 7, 2016

FMIC Economic Briefing

January 26, 2016

JP Morgan Philippine Conference Forum

March 2-3, 2016

UBS CEO/CFO Philippines Forum

June 9, 2016

Distinguished Corporate Governance Speaker Series

August 11-12, 2016

Corporate Governance Professional

August 31, 2016

GT Capital Holdings, Inc. Annual Training Program for Corporate Governance

September 6, 2016

Euromoney Seminar 2016

September 14, 2016

UK Transport Forum

October 4, 2016

Latham and Watkins Forum

October 5-6, 2016

Deutsche Bank Corporate Day Forum

Jose B. Crisol, Jr.

January 7, 2016

FMIC Economic Briefing

January 26, 2016

JP Morgan Philippine Conference Forum

February 26, 2016

2016 Tytana Academic Conference

March 2-3, 2016

UBS CEO/CFO Philippines Forum

April 21-24, 2016

SBEP Jakarta

June 11, 2016

Strategic Business Economic Program

August 2, 2016

Financial Times Seminar

August 31, 2016

GT Capital Holdings, Inc. Annual Training Program for Corporate Governance

September 6, 2016

Euromoney Seminar 2016

September 14, 2016

UK Transport Forum

October 4, 2016

Latham and Watkins Forum

October 5-6, 2016

Deutsche Bank Corporate Day Forum

October 25, 2016

BPI Economic Forum

November 26, 2016

BusinessWorld ASEAN Regional Forum

Winston Andrew L. Peckson

June 1-2, 2016

Enterprise Risk Management Training

August 31, 2016

GT Capital Holdings, Inc. Annual Training Program for Corporate Governance

Susan E. Cornelio

February 26, 2016

2016 Tytana Academic Conference

March 2-3, 2016

Philippine Executive Leadership Summit

SY 2016-2017

Strategic Business Economic Program

August 31, 2016

GT Capital Holdings, Inc. Annual Training Program for Corporate Governance

Richel D. Mendoza

July 17-20, 2016

75th International Conference of the Institute of Internal Auditors New York USA

August 31, 2016

GT Capital Holdings, Inc. Annual Training Program for Corporate Governance

Elsie D. Paras

October  7, 2016

Corporate Governance Speaker Series

December 12-13, 2016

High Impact Presentation

Reyna Rose P. Manon-Og

February 9, 2016

The Secret of Real Estate Accounting

February 10-11, 2016

Effective Business Writing

May 21 to June 11, 2016

Continuing Professional Development

August 31, 2016

GT Capital Holdings, Inc. Annual Training Program for Corporate Governance

Name of employee

Date 

Program

Renee Lynn Miciano-Atienza

February 19,20,26 &27, 2016

Mandatory Continuing Legal Education (MCLE)

March 9 & 17, 2016

ASEAN Corporate Governance Scorecard Workshop for Publicly Listed Companies 

 

August 3, 2016

SEC Corporate Governance Forum

 

August 31, 2016

GT Capital Holdings, Inc. Annual Training Program for Corporate Governance

 

November 11, 2016

PSE 2016 Annual Disclosure Rules Seminar

 

November 22, 2016

SEC-PSE Corporate Governance Forum

 

 

Employee Training

GT Capital employees are encouraged to improve their knowledge base by participating in training programs relevant to their fields of expertise. In 2016, GT Capital employees attended the following training programs: 

 

Program

The Secret of Real Estate Accounting

Effective Communications and Human Relations

ASEAN Corporate Governance Scorecard Workshop for Publicly-Listed Companies

VBA Macro 2013 Training

Diploma Program in Corporate Finance

Value Added Tax Philippines: In and Out

Company Valuation: Principles, Method, and Application

Business Continuity Management Practitioner

Annual Disclosure Rules Seminar

SEC-PSE Corporate Governance Forum

Commercial Arbitration Training

7 Habits Application for Managers Public Workshop

Analytical Problem Solving Workshop

High Impact Presentation

Effective Business Writing

Strategic Business Economics Program

Institute of Internal Auditors Convention

Certified Financial Analyst Review

Executive Leadership Summit

Corporate Governance Scorecard Workshop

 

 

Creditor Protection

GT Capital’s policies on creditor protection are found in the Policies and Procedures Manual of the Accounting and Financial Control Department. These include policies on ensuring timely payment and compliance with loan covenants contained in loan agreements, to which GT Capital complies. The prospectus of each of GT Capital’s existing corporate fixed rate bonds also includes provisions for the protection of bondholders, including the appointment of a trustee bank to act in their behalf. 

 

Customer Welfare and Safety, Environment-Friendly Value Chain, and Interaction with Communities

GT Capital monitors its subsidiaries regarding policies on the welfare and safety of its end-customers as well as its initiatives regarding environmental sustainability and corporate social responsibility. 

 

Toyota Motor Philippines Corporation

To protect its customers from the risks of using fake spare parts, Toyota Motor Philippines Corporation (“TMP”) launched the Toyota Anti-Counterfeit Campaign which aims to educate customers and increase their awareness of the existence of counterfeit parts in the market.  Activities involve in-shop promotions such as leaflets, posters, and giveaways which cater to customers inside the dealership. To reach a broader range of the motoring public, TMP also developed strategic engagements through effective media such as cinema advertisments, broadsheets and magazine placements, as well as social media through the #DapatGenuine pledge contest participated by loyal Toyota customers. To ensure safe and high quality products, TMP encourages customers to have their vehicles serviced at Toyota dealers.

 

TMP maintains an environmentally friendly value chain by preserving close ties with its various stakeholders, ranging from the local government unit, community, suppliers, dealers, and team members.

 

TMP likewise manages its environmental impact through strict compliance with government requirements and annual certification from a third party for ISO14001:2004 compliance. TMP has aligned its activities in the recently launched Toyota Environmental Challenge 2050; Zero 

Emissions Challenge and to have a net positive impact. It has also continued to positively influence its dealers through the Dealer Environment Risk Assessment Program and Suppliers through its Green Purchasing Guidelines.

 

Strong proof of TMP’s active involvement in the community is the Environment Month Celebration held every June. Activities such as line side kaizen presentation, tree planting, relays, slogan-making contest, poster-making contest, and eco-science tour, were designed to promote environmental awareness among the team members and the community. TMP is looking forward to another year of enthusiastic stakeholder participation in its environmental efforts.

 

Toyota Manila Bay Corporation

Toyota Manila Bay Corporation (“TMBC”) has always given high regard to environmental awareness, safety and health. Such is advertently visible in its mission statement: Contribute to growth of the city, society, and the automotive industry. To elaborate more on this mission, TMBC created its Environmental, Safety and Health (“ESH”) Section that ensures protection of TMBC’s team members, principals, clients, and the community where it belongs.

 

ESH Section’s vision is to achieve dealer excellence through a green and safe environment. At present, the ESH Section implements several programs towards this vision.  Aside from ensuring compliance with all applicable governing rules and regulations of the local and national government related to environment, safety and health, the ESH Section drafted a monitoring system to ensure monthly, quarterly, and annual compliance of its branches, which is verified by TMP.

 

TMBC was also the first car dealership to secure an ISO 14001 Version 2004 accreditation in the provincial category through its Toyota Dasmariñas branch and is securing the first ISO 14001 Version 2015 accreditation for NCR car dealers through its Toyota Abad Santos branch, which is expected to be issued in the second quarter of 2017. TMBC is also currently securing Leadership in Energy and Environmental Design (“LEED”) accreditation for its on-going construction project of a nine-floor story building that saves electricity by 10% and water consumption by 20% following the design standards of U.S. Green Building Council LEED program. Likewise, TMBC patronizes safety by commending team members who adhere to the safety rules and regulations at all times such as: (1) Caught in the Act Program; (2) Dealership Inter-Branch Competition: Lowest Accident Rate; (3) Hiyari Hatto Incentive Program;  (4) ESH day; and (5) Safety Circle, among others. 

 

It is through the combined efforts of the ESH Section and TMBC’s employees, and the support of its principals that TMBC has achieved a state of safety, health, and a culture of environmental awareness. TMBC shall continue striving to exceed its current achievements to secure the future of the company, team members, and the society where it belongs.

 

Property Company of Friends, Inc. 

Property Company of Friends, Inc. (“PCFI”) is committed to building homes and communities that transform lives. In doing this, PCFI ensures the welfare of not only its customers but also the environment. PCFI’s practices of promoting customer protection and safety while maintaining an environmentally friendly value chain exemplify PCFI’s values and good governance.

 

PCFI ensures that buyers are properly educated with the purchase they are making and sets aside time to conduct a mandatory counseling session with all buyers who reserve housing units, including those who may have been referred by external third party sales networks. PCFI discusses transaction details from pricing, payment schedules, documentary requirements, and financing options. The counseling session is also a venue for buyers to raise any potential questions they may have about their reservation. All buyers, especially first-time home buyers and first-time home loan applicants, are required to attend the said counseling session and are asked to sign a counseling form which outlines details of what was discussed.

 

PCFI incorporates waste management programs in its business activities from construction of houses to estate management. 

 

To minimize its waste and carbon footprint, PCFI follows a construction scrap disposal scheme. Scrap materials in construction sites are collected and sorted according to class (i.e. metals, glass, and plastic) in appropriate locations. Scrap items are recycled or systematically bidded out as deemed fit.

 

PCFI also implements a Zero Waste Management Program which begins in waste segregation. Homeowners are encouraged to segregate their garbage into biodegradable, non-biodegradable, or hazardous waste which is then collected and processed in a Materials Recovery Facility. Non-biodegradable waste is further segregated and taken to a treatment facility before being dumped in a landfill while biodegradable items are processed into compost.

 

PCFI takes pride in its greening program. It maintains its own plant nursery and encourages homeowners and employees to participate in tree planting activities and clean-ups. PCFI conducts an education campaign on the impact of propagating trees towards clean air, food security, erosion control, climate change mitigation, and a beautiful landscape that truly espouse a livable community.

 

PCFI’s communities are home to 59 species of trees, about half of which are indigenous plants that include narra, molave, copper pod, kamagong, dita, ilang-ilang, banaba, and pink tabebuia. As of the end of 2016, a total of 18,352 trees form part of Lancaster New City’s streetscapes, linear parks, and open spaces.

 

Federal Land, Inc. 

Federal Land, Inc. (“FLI”) is committed to developing high quality real estate properties that are responsive to the needs of the diverse market. FLI keeps its clients’ interests in mind when planning and developing its products, while keeping pace with current trends. FLI has built its brand based on the trust of its customers and stakeholders,  continues to create and develop properties that will become quality homes and communities for people and businesses, while providing the best returns and value to its shareholders.  

 

FLI is committed to continue complying with government regulations in developing real estate properties, keeping in mind its customers’ welfare, as well as the environment where it does business in. Its sustainability and environmental policies are as follows: In its relationships with stakeholders, FLI shall be an environmentally responsible neighbor in the communities where it operates and shall act promptly and responsibly to correct incidents or conditions that endanger the environment or the health and safety of the residents within its surrounding communities. In its operations, FLI shall ensure that its developments will comply with all applicable environmental laws and regulations and shall be conscious of conservation measures available within its property and community.  It is FLI’s policy to not dump wastes or apply highly toxic chemicals on any parcel of land whether owned or not and have ample distribution of greeneries in its developments. Policies on conducting regular water potability test and institution of energy conservation projects are also in place.

 

Others 

GT Capital considers corporate social responsibility and environmental sustainability as integral to its business. This commitment is embodied in the activities of the entire GT Capital Group, in particular, Metrobank Foundation, Inc. (“MFI”) and GT Foundation, Inc. (“GTFI”). MFI aims to contribute to achieving sustainable and developed communities while recognizing the efforts of individuals who are integral to nation-building. GTFI invests in strategic programs that advance the development of underprivileged communities. The advocacies of the GT Capital Group are discussed in the Corporate Social Responsibility section while specific activities of MFI and GTFI are discussed in the Component Company Highlights section of the Annual Report. 

Shareholder Meetings and Dividend Policy

Under GT Capital’s By-laws, the Annual Meeting of Stockholders (“ASM”) is held on the second Wednesday of May of every year. GT Capital releases the notice of the ASM, including details of each agenda item, through a disclosure to the PSE at least 28 days before the date of the ASM. The notice of regular or special meetings contains the agenda, and sets the date, time, and place for validating proxies, which must be done at least five business days prior to the ASM. Each outstanding common and voting preferred share of stock entitles the holder as of record date to one vote in accordance with the provisions of the Corporation Code of the Philippines.

 

As a policy, GT Capital has an annual target dividend payout of PhP 3.00 per common share, payable out of its unrestricted retained earnings. GT Capital has consistently met this target, paying the following dividends:

 

Year

Per share

Total amount 

(in millions)

2016

PhP 6.00

PhP1,045.80

2015

3.00

522.90

2014

3.00

522.90

2013

3.00

522.90

2012

3.00

500.86

 

 

Other Stakeholder and Investor Relations

Transparency in systems and communication is crucial to the establishment and maintenance of trust and confidence of investors. GT Capital’s Investor Relations Division aims to impart a thorough understanding of GT Capital’s strategies in creating shareholder value. 

 

The Investor Relations Division compiles and reports relevant documents and requirements to meet the needs of the investing public, shareholders, and other stakeholders of GT Capital, fully disclosing these to the local stock exchange, as well as through quarterly media and analysts briefings, one-on-one investor meetings, the ASM, road shows, investor conferences, e-mail correspondences or telephone queries, teleconferences, its annual and quarterly reports, and GT Capital’s website. All shareholders, including institutional investors, are encouraged to attend stockholders’ meetings and other events held for their benefit. 

 

E-mail inquiries from the investing public and shareholders are received by GT Capital’s Investor Relations Division through gtcap@gtcapital.com.ph. Correspondence may also be addressed to: 

 

Jose B. Crisol, Jr.

First Vice President

Head, Investor Relations

T: (632) 836 4500

E: jose.crisol@gtcapital.com.ph

 

David Louis B. De Jesus

Investor Relations Officer

T: (632) 836 4500

E: david.dejesus@gtcapital.com.ph

 

Other stakeholder concerns may be sent to governance@gtcapital.com.ph.

 

The following is GT Capital’s 2016 Investor Relations Calendar of Events:

 

Date

Event

Venue

11-May-16

Annual Stockholders’ Meeting

Metrobank Auditorium, Makati City

 17-May-16

1Q 2016 Analyst’s and Media Briefing

GT Tower International, Makati City

14-Aug-16

1H 2016 Analyst’s and Media Briefing

GT Tower International, Makati City

15-Nov-16

9M 2016 Analyst’s and Media Briefing

Lexus Manila, Bonifacio Global City, Taguig

25-26-Jan-2016

JP Morgan Philippines Conference

Shangri-La Hotel, Makati City

02-03-Mar-16

UBS CEO/CFO Philippines Forum

Manila Peninsula, Makati City

30-May-16

Open Access Day

Manila Peninsula, Makati City

30-May-16

Special UBS Conference Call with 20+ local and international investors post-Metro Pacific Strategic Partnership agreement

 

01-June-16

Goldman Sachs Philippine Conglomerates Roundtable

Shangri-La at the Fort, Bonifacio Global City, Taguig

09-June-16

Morgan Stanley/SB Equities Philippine Macro Day

Security Bank Centre, Makati

15-Aug-16

GT Capital-Metrobank joint non-deal roadshow, hosted by Maybank ATR Kim Eng

Kuala Lumpur, Malaysia

16-17-Aug-16

GT Capital-Metrobank joint non-deal roadshow, hosted by Macquarie

Singapore

18-Aug-16

UBS Philippines Corporate Access Day

Hong Kong

22-Sep-16

Briefing for Qualified Institutional Buyers for the Issue of GT Capital Perpetual Preferred Shares

Shangri-La Hotel, Makati City

05-06-Oct-16

Deutsche Bank Access Conference

Hong Kong

12-Oct-16

Briefing for Trading Participants and Local Small Investors for the Issue of GT Capital Perpetual Preferred Shares

Shangri-La Hotel, Makati

26-Nov -16

BusinessWorld ASEAN Regional Forum (major sponsorship)

Conrad Hotel Manila, Pasay City

04 Jan - 29 Dec-16

64 One-on-one Investor Meetings

GT Tower International, Makati City

04 Jan - 29 Dec-16

31 Investor Conference Calls

GT Tower International, Makati City

04 Jan - 29 Dec-16

12 Site visits to component companies

Lancaster New City, Cavite

   

Grand Midori, Makati

   

Toyota Makati dealership, Makati

   

Park West, Bonifacio Global City, Taguig

   

Toyota Special Economic Zone, Santa Rosa, Laguna

 

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