The Board has established Committees to heighten the efficiency of board operations and assist in exercising its authority for oversight of internal control, risk management and performance monitoring of the Bank.
The Committees provide organized and focused means for the directors to achieve specific goals and address issues, including those related to governance.
In particular, the Committees enhance the objectivity and independence of the Board’s judgment, insulating it from undue influence of management and major shareholders. In 2023, the Bank has eight Board-level committees. The chairmen and members of the different committees were elected by the Board during the Organizational Board Meeting on April 27, 2023 after the ASM. Any subsequent changes in membership of the respective committees are made upon approval by the Board. (Recommendations 3.1- 3.6 of the SEC CG Code for PLCs). Typically, standing committees have the following responsibilities:
- Recommend action on matters where the Board has reserved authority to itself as outlined in the By-Laws, Manual on Corporate Governance and the relevant, rules, regulations and laws provided under the Corporation Code and prescribed by the SEC and BSP;
- Provide governance oversight on topics within the respective committees’ purview;
- Review and make recommendations on relevant new and existing Board policies;
- Receive reports on policy-related issues affecting the various bank divisions, departments and units;
- Receive information items (e.g., status reports on current issues of concern);
- Review other items placed on the Committee's agenda by the Chairman in consultation with the President and CEO and the Vice Chairman.
Committee chairs and vice chairs provide leadership to their respective committees and guide members in translating the Board’s goals for the committee into meeting agendas and work plans for the year. They work with the corporate secretary, management and committee secretariats to prepare the agendas, discussion materials and reports, and schedules of meetings set at the beginning of the year, for guidance of the members. Committee Chairs preside over the meetings of their respective committees, ensuring the orderly, open, and timely conduct of committee business. Committee meetings are recorded and written minutes by the corporate secretary. The work, accomplishments and minutes of the meetings of the committees are regularly reported to the full Board. Policies approved at committee level are confirmed by the Executive Committee or the full Board.
As part of the annual Board effectiveness review, committees conducted self-assessment exercises for 2022 in early 2023. The review found all committees to have performed their respective duties and responsibilities effectively. There were no material issues with respect to committee memberships, governance and operations.
Attendance of the members of our Board in their respective committee meetings in 2022 are shown below:
Office | Name | Date of Appointment | Attendance / Meetings1 | % |
---|---|---|---|---|
Chairman (NED) | Jaime Augusto Zobel de Ayala | April 06, 2006 | 26/31 | 84% |
Vice-Chairman (NED) | Fernando Zobel de Ayala2 | April 06, 2006 | 17/23 | 74% |
Member (ED) | Jose Teodoro K. Limcaoco | April 25, 2019 | 31/31 | 100% |
Member (NED) | Rene G. Bañez | August 18, 2021 | 31/31 | 100% |
Member (NED) | Cezar P. Consing | April 18, 2013 | 29/31 | 94% |
Member (NED) | Aurelio R. Montinola III | March 25, 2004 | 25/31 | 81% |
Member (ID) | Cesar V. Purisima | April 28, 2022 | 20/22 | 91% |
Member (NED) | Romeo L. Bernardo | September 21, 2022 | 6/7 | 86% |
Office | Name | Date of Appointment | Attendance / Meetings1 | % |
---|---|---|---|---|
Chairman (ID) | Maria Dolores B. Yuvienco | October 21, 2020 | 19/193 | 100% |
Member (NED) | Octavio Victor R. Espiritu | April 15, 2010 | 19/193 | 100% |
Member (NED) | Cesar V. Purisima | April 22, 2021 | 19/193 | 100% |
Office | Name | Date of Appointment | Attendance / Meetings1 | % |
---|---|---|---|---|
Chairman (NED) | Octavio Victor R. Espiritu | May 15, 2000 | 13/133 | 100% |
Chairman (ID) | Eli M. Remolona, Jr.4 | April 25, 2019 | 8/8 | 100% |
Member (ID) | Janet Guat Har Ang6 | May 19, 2021 | 12/133 | 92% |
Member (NED) | Cezar P. Consing7 | April 22, 2021 | 12/133 | 92% |
Member (ID) | Cesar V. Purisima | April 22, 2021 | 13/133 | 100% |
Office | Name | Date of Appointment | Attendance / Meetings1 | % |
---|---|---|---|---|
Chairman (ID) | Emmanuel S. de Dios | April 28, 2022 | 4/4 | 100% |
Chairman (ID) | Cesar V. Purisima5 | April 22, 2021 | 2/2 | 100% |
Member (ID) | Ignacio R. Bunye | October 21, 2020 | 6/6 | 100% |
Member (NED) | Ramon R. Del Rosario, Jr. | April 22, 2021 | 6/6 | 100% |
Office | Name | Date of Appointment | Attendance / Meetings1 | % |
---|---|---|---|---|
Chairman (ID) | Cesar V. Purisima | April 22, 2021 | 1/1 | 100% |
Member (NED) | Jaime Augusto Zobel de Ayala | April 14, 2011 | 1/1 | 100% |
Member (NED) | Fernando Zobel de Ayala2 | April 10, 2014 | 1/1 | 100% |
Member (NED) | Cezar P. Consing | September 21, 2022 | - | - |
Office | Name | Date of Appointment | Attendance / Meetings1 | % |
---|---|---|---|---|
Chairman (NED) | Jaime Augusto Zobel de Ayala | September 21, 2022 | 2/3 | 67% |
Chairman (NED) | Fernando Zobel de Ayala2 | April 03, 2008 | 9/9 | 100% |
Member (ID) | Ignacio R. Bunye | April 23, 2020 | 13/13 | 100% |
Member (NED) | Aurelio R. Montinola III | April 18, 2013 | 13/13 | 100% |
Member (NED) | Romeo L. Bernardo | April 28, 2022 | 7/9 | 78% |
Member (ID) | Maria Dolores B. Yuvienco | April 23, 2020 | 13/13 | 100% |
Office | Name | Date of Appointment | Attendance / Meetings1 | % |
---|---|---|---|---|
Chairman (ID) | Ignacio R. Bunye | April 20, 2017 | 14/14 | 100% |
Member (NED) | Rene G. Bañez | August 18, 2021 | 14/14 | 100% |
Member (ID) | Maria Dolores B. Yuvienco | April 25, 2019 | 14/14 | 100% |
Office | Name | Date of Appointment | Attendance / Meetings1 | % |
---|---|---|---|---|
Chairman (NED) | Aurelio R. Montinola III | May 19, 2021 | 4/4 | 100% |
Member (NED) | Rene G. Bañez | August 18, 2021 | 4/4 | 100% |
Member (NED) | Ramon R. Del Rosario, Jr. | April 22, 2021 | 4/4 | 100% |
1For the period of 01 January to 31 December 2022
2Committee member until 12 September 2022
3Includes BPI Joint AuditCom & RMCom Meeting
4Committee member until 17 August 2022
5Committee member until 27 April 2022
6Appointed as Interim Chairperson on February 15, 2023
7Committee member until February 15, 2023
Know the roles and responsibilities of each committee and other additional information.