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Whistleblower Policy

First Philippine Holdings Corporation’s (the “Company”) Code of Conduct (the “Code”), Manual of Corporate Governance (the “Manual”) as well as related issuances require directors, officers, and employees to observe high standards of business and personal ethics in the conduct of their duties and responsibilities. As employees and representatives of the Company, its directors, officers and employees are expected to practice honesty and integrity in fulfilling their responsibilities and to comply with all applicable laws and regulations.

This Whistleblower Policy (the “Policy”) is intended to encourage and enable employees and other persons to raise serious concerns which can be addressed within the Company prior to seeking redress outside the Company.

This Policy shall apply to all directors, officers and employees of the Company as well as any person who makes a protected disclosure as defined in this Policy.

No director, officer, employee or any person, who in good faith, reports a violation of the Code and/or the Manual shall suffer harassment, retaliation or any adverse employment consequence. An employee who retaliates against someone who has reported a violation in good faith is subject to disciplinary action up to and including termination of employment.

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Conflict of Interest Policy

The Audit Committee has been created to detect, determine and resolve any possible conflict of interest between the company and/or its group and their directors, officers and significant shareholders.  The External Auditor is engaged to review the related party transactions.  The Company submits itself to oversight by government and regulatory institutions and agencies.  The Company engages third-party institutions to evaluate the fairness of major related party transactions.

Additionally, the Corporation’s Manual on Corporate Governance provides that the directors and officers of the Corporation shall always put the interest of the Corporation above personal interest.  Except for salaries and other employment benefits, the directors and officers shall not directly or indirectly derive any personal profits or advantage by reason of their positions in the Corporation.  If an actual or potential conflict of interest should arise, it should be fully disclosed and the concerned director should not participate in the decision-making process.

Corporate Sustainability Policy

The Corporation is committed to improving people’s lives and futures by ensuring that as its businesses grow, the environment, its employees, and its other stakeholders progress with us. The Corporation is constantly working to transform the Philippines in positive and innovative ways through our responsible growth and investments. The Corporation resolves to contribute to a low carbon world as it searches for sustainable solutions for the benefit of everyone.

Disclosure and Trading Policy

    The Audit Committee has been created to detect, determine and resolve any possible conflict of interest between the company and/or its group and their directors, officers and significant shareholders.  The External Auditor is engaged to review the related party transactions.  The Company submits itself to oversight by government and regulatory institutions and agencies.  The Company engages third-party institutions to evaluate the fairness of major related party transactions.

    Additionally, the Corporation’s Manual on Corporate Governance provides that the directors and officers of the Corporation shall always put the interest of the Corporation above personal interest.  Except for salaries and other employment benefits, the directors and officers shall not directly or indirectly derive any personal profits or advantage by reason of their positions in the Corporation.  If an actual or potential conflict of interest should arise, it should be fully disclosed and the concerned director should not participate in the decision-making process.

Related Party Transactions Policy

    Transactions between related parties are accounted for at arm’s-length prices or on terms similar to those offered to non-related entities in an economically comparable market.  In considering each possible related entity relationship, attention is directed to the substance of the relationship, and not merely the legal form. The significant transactions with associates and other related parties at market prices in the normal course of business, and the related outstanding balances are disclosed in the consolidated financial statements.

Policy and Data Relating to Health, Safety and Welfare of Employees, including company sponsored trainings

    Started in 1998 as a corporate initiative for companies in the FPH Group, the Environment, Safety and Health (EHS) program was eventually rolled out to other Lopez Group companies. The initial and continuing thrust for FPH was the sharing of equal responsibility for managing our investments and stakeholders in a manner that protects the environment, safety and health of our employees and of the public which our operations impact.

    After several years of implementing ESH, FPH has received a number of awards for getting high scores in the audits of its ESH system. It is now an Integrated Management System (IMS) certified company, proof that ESH has already become a way of life in the company.

    FPH conducts the following activities under the ESH system:

    1. Fire drills (twice a year)
    2. Defensive driving seminar/training
    3. Random drug testing for a drug-free workplace
    4. First aid seminars (basic life support and cardio-pulmonary resuscitation seminar)
    5. Blood-letting/banking (allows employees to avail of blood supply)
    6. DARK (Disaster Assistance and Rescue Training)
    7. WEM (Work Environment Measurement to measure noise, illumination, dust, chemicals, thermal comfort and relative humidity and general ventilation)
    8. Health and safety tips deployed around the workplace

     

Enterprise Risk Management System

 What is “Company Risk Management System”?

Every year, the Risk Management Committee of the Board identifies the company’s strategic risk exposures. Risk owners are identified to develop, implement and monitor the treatment options for each strategic risks. The following year, these strategic risks and the success of the treatment options are reviewed by the Committee and the list is updated for the next period.

 

Risk Exposure Risk  Management Policy Objective
a.Regulatory Risk FPH regularly monitors its exposures and compliance to laws and regulations to ensure the continuity of its operations To comply with all applicable laws and regulations
b.Business Interruption Risk FPH continuously enhances its operations and support systems to reduce the likelihood of unscheduled interruptions and, in the case of actual interruptions, to reduce the impact to the company’s financial performance To ensure continuity of services to its customers
c.Interest Rate Risk FPH believes that prudent management of its interest cost will entail a balanced mix of fixed and variable rate. To manage the exposure to floating interest rates in a cost-efficient manner.
d.Foreign Currency Risk FPH monitors its exposures to foreign currency fluctuations and may consider entering into derivative transactions, as necessary. To manage the exposure to foreign currency exposures reducing
e.Credit Risk FPH trades only with recognized, reputable and creditworthy third parties and/or transacts only with institutions and/or banks which have demonstrated financial soundness. To manage the credit exposures with its customers and/or other third parties