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Governance Seal

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 NDC CORPORATE GOVERNANCE SCORECARD


Standard NDC Compliance Link
1. Does the GOCC disclose a policy that:
a. Stipulates the existence and scope of its effort to address customer's welfare?

 Pages 36-38 

APPROVED MANUAL OF CORPORATE GOVERNANCE

b. Elaborates its efforts to interact with the communities in which they operate?  Page 38 -  8.4  APPROVED MANUAL OF CORPORATE GOVERNANCE
c. Ensure that its value chain is environmentally friendly or is consistent with promoting sustainable development?  

NDC has guidelines on waste segregation and management of hazardous waste in its corporate head-office and project sites.

The NDC Management and its Employees Association through its Collective Negotiation Agreement take an active role in adopting measures to achieve operational expenses through recycling, effective use of resources and utilities and the implementation of a cost-effective systems and processes.  

2. Does the GOCC disclose the activities that it has undertaken to implement the abovementioned policies?
a. Customer health and safety
b. Interaction with the communities  NDC has conducted social preparation with the fisherfolks and federation for the implementation of the corporate social responsibility in their community.  
c. Environmentally-friendly value chain

Page 43 -  8.12  APPROVED MANUAL OF CORPORATE GOVERNANCE

NDC’s investments’ evaluation and analysis  have been subjected to risk categorization in 2016.  All renewable projects are classified based on the category defined by the Philippine EIS System (PEISS) Revised Procedural Manual for DENR Administrative Order.  

3. Does the GOCC have a separate corporate social responsibility (CSR) report/section or sustainability report/section? File to be Uploaded 
4. Where stakeholder interests are protected by law, stakeholders should have the opportunity to obtain effective redress for violation of their rights.
a. Does the GOCC provide contact details via the company’s website or Annual Report which stakeholders (e.g. customers, suppliers, general public etc.) can use to voice their concerns and/or complaints for possible violation of their rights?

Contact Form

Customer Feedback

5. Performance-enhancing mechanisms for employee participation should be permitted to develop
a. Does the GOCC explicitly mention the health, safety and welfare policy for its employees?

Page 43 -  8.11

APPROVED MANUAL OF CORPORATE GOVERNANCE

b. Does the GOCC publish data relating to health, safety and welfare of its employees?
c. Does the GOCC have training and development programmes for its employees?

2015 Training

2016 Training

d. Does the GOCC publish data on training and development programs for its employees?
6. Stakeholders including individual employee and their representative bodies, should be able to freely communicate their concerns about illegal or unethical practices to the board and their rights should not be compromised for doing this
a. Does the GOCC have procedures for complaints by employees, concerning illegal (including corruption) and unethical behavior?
b. Does the GOCC have procedures to protect an employee/person who reveals illegal/unethical behavior from retaliation? http://whistleblowing.gcg.gov.ph/
7. Quality of Annual Report Does the GOCC’s Annual Report disclose the following items:
a. Corporate Objectives

Pages 7-8 Annual Performance Report 2015 

b. Financial performance indicators
c. Non-financial performance indicators
d. Details of whistleblowing policy Pages 30 Annual Performance Report 2015  
e. Biographical details (at least age, qualifications, date of first appointment, relevant experience and any other directorships of listed companies) of directors/commissioners
f. Training and/or continuing education programme attended by each director/commissioner
8. Is the annual report downloadable from the GOCC’s website? Annual Performance Report 2015 
9. Corporate Governance Confirmation Statement
a. Does the Annual Report contain a statement confirming the company’s full compliance with the Code of Corporate Governance and where there is non-compliance, identify and explain reasons for each issue? Pages 48 Annual Performance Report 2015 
10. Timely filing/release if annual/financial reports
a. Are the audited annual financial report/statement released within 60 days upon receipt from COA?   Annual Performance Report 2015 
b. Is the annual report released within 90 days from release of audited financial report?
c. Is the true and fairness/fair representation of the annual financial statement/reports affirmed by the board of directors/commissioners and/or the relevant officers of the company?
11. Corporate Vision/Mission
a. Has the Board of Directors reviewed the vision and mission/strategy in the last financial year?  Yes. It was reviewed that during the Board Meeting on January 6, 2017, the Management was directed to identify the agency’s priority areas of investment based on the AMBISYON2040 and 10-Point Socio-Economic Agenda.  
b. Does the Board of Directors monitor/oversee the implementation of the corporate strategy Yes, the Board monitors the implementation of the strategy at the start and end of the year meetings.   
12. Did the GOCC achieve 90% in the PES?  2015 PES Form
13. Code of Ethics or Conduct
a. Are the details of the Code of Ethics or Conduct disclosed?   

Pages 42 Employees

Pages 27-30

APPROVED MANUAL OF CORPORATE GOVERNANCE

 

b. Does the GOCC disclose that all Directors/Commissioner, senior management and employees are required to comply with the Code?
c. Does the company disclose how it implements and monitors compliance with the code of ethics or conduct.
14. Does the Board appoint a Nomination Compensation/Remuneration Committee?
15. Did the Nomination Compensation Committee meet at least twice during the year?
16. If yes, is the report of the Nomination Compensation/Remuneration Committee publicly disclosed?
17. Does the Board appoint an Audit Committee?
18. If yes, is the report of the Audit Committee publicly disclosed?
19. Does at least one member of the Audit Committee have an audit, accounting or finance background (qualification or experience)?
20. Did the Audit Committee meet at least four times during the year?
21. Does the Board appoint a Risk Management Committee?
22. If yes, is the report of Risk Management Committee publicly disclosed?
23. Does at least one member of the Risk Management Committee have a background in finance and investments?
24. Board meetings and attendance
a. Are the Board of Directors meetings scheduled at the beginning of the year? (end of Q1)/td>
b. Does the Board of Directors meet at least monthly?
c. Did the Board of Directors meet on at least 75% on their scheduled meetings?
d. Has each of the Directors/commissioners attended at least 90% of all the board meetings held during the year?
e. Did the Board of Directors meet separately at least once during the year without the President/CEO present?
25. Access to information
a. Does the GOCC have a policy that stipulate that board papers for Board of Directors meetings be provided to the Board at least 3 working days in advance of the board meeting?
b. Is the board secretary trained in legal, accountancy or company secretarial function?
26. Internal Audit
a. Does the company have a separate internal audit function?
b. Is the head of the internal audit identified or if outsourced, the name of the external firm is disclosed?
c. Does the appointment and removal of the internal auditor require the approval of the Audit Committee?
27. Risk Oversight
a. Does the company disclose the internal control procedures/risk management system it has in place?
b. Does the Annual Report disclose that the board of Directors/Commissioners has conducted a review of the company’s material controls (including operational, financial and compliance controls) and risk management systems?
c. Does the company disclose how key risks are managed?
d. Does the Annual Report contain a statement from the Board of Directors or Audit Committee commenting on the adequacy of the GOCC’s internal control/risk management systems?
28. Board Chairman
a. Do different persons assume the roles of Chairman and CEO?
29 Board of Directors Development
a. Does the GOCC have orientation programmes for new Directors?
b. Does the GOCC have a policy that encourages Directors/Commissioners to attend on-going or continuous professional education programmes?
c. Did all appointive Directors attend at least 1 training for the calendar year?  
30 Board Appraisal
a. Is an annual performance assessment conducted of the Board of Directors?
b. Does the GOCC disclose the process followed in conducting the Board assessment?
c. Does the GOCC disclose the criteria used in the Board assessment?
31 Committee Appraisal
a. Is an annual performance assessment conducted of the Board of Directors Committees?
Stakeholder Relationships
1. Does the GOCC practice Global Reporting Index (GRI) on its annual reports?
Disclosure and Transparency
Quality of Annual Report
2. Are the audited financial report/statement released within 30 days upon the receipt from COA?
Responsibilities of the Board
1. Are there members of the Board of Directors who hold more than five positions in GOCCs and PLCs?
2. Is there non-compliance with Good Governance Conditions?