M3

• The Securities and Exchange Commission approved the Code of Corporate Governance for publicly-listed companies

  November 10, 2016
• Corporate Governance


  The system of stewardship and control to guide organizations in fulfilling their long-term economic, moral, legal and social obligations towards their stakeholders
• Corporate governance


  A system of direction, feedback and control using regulations, performance standards and ethical guidelines to hold the Board and senior management accountable for ensuring ethical behavior, reconciling long term customer satisfaction with shareholder value, to the benefit of all stakeholders and society
• Purpose of corporate governance

  To maximize the organization's long-term success, creating sustainable value for its shareholders, stakeholders and the nation
• Board of Directors


  The governing body elected by the stockholders that exercises the corporate powers of a conducts all its business and controls its properties
• Management


  A group of executives given the authority by the Board of Directors to implement the policies it has laid down in the conduct of the business of the corporation
• Independent director

  A person who is independent of management and the controlling shareholder, and is 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
• Executive director


  A director who has executive responsibility of day-to-day operations of a part or the whole of the organization
• Non-executive director


  A director who has no executive responsibility and does not perform any work related to the operations of the corporation
• Conglomerate


  A group of corporations that has diversified business activities in varied industries, whereby the operations of such businesses are controlled and managed by a parent corporate entity
• Internal control


  A process designed and effected by the board of directors, senior management, and all levels of personnel
• Enterprise Risk Management


  A process, effected by an entity's Board of Directors, management and other personnel
• Related Party


  Shall cover the company's subsidiaries, as well as affiliates and any party
• Related Party Transactions


  A transfer of resources, services or obligations between a reporting entity and a related party, regardless of whether a price is charged
• Stakeholders


  Any individual, organization or society at large who can either affect and/or be affected by the company's strategies, policies, business decisions and operations, in general