Philippine Stock Exchange : BONUS (2021-2022)

ASEAN CORPORATE GOVERNANCE SCORECARD SELF-ASSESSMENT

(2021-2022)

BONUS

ACMF ASEAN CORPORATE GOVERNANCE SCORECARD

LEVEL 2: BONUS ITEMS

PART A. RIGHTS OF SHAREHOLDERS
SCORECARD ITEM	GUIDING REFERENCE	RESPONSE (Yes/No)	COMPANY REMARKS

(B)A.1 Right to participate effectively in and vote in general shareholders meeting and should be informed of the rules, including voting procedures that govern generalshareholders meeting.

(B)A.1.1

Does the company practice secure electronic voting in absentia at the general meetings of shareholders?

OECD Principle II (C)

1. The objective of facilitating shareholder participation suggests that jurisdictions and/or companies promote the enlarged use of information technology in voting, including secure electronic voting in all listed companies. The principles recommend that voting by proxy be generally accepted. Indeed, it is important to the promotion and protection of shareholders rights that investors can place reliance upon directed proxy voting.

YES	While shareholders of the Company can exercise their right to vote in person
	or by proxy, the Company's By-Laws currently do not provide for voting in
	absentia. Hence, the Company established the appropriate requirements and
	procedures for voting in absentia, in accordance with the Revised Corporation
	Code.
	In response to the current pandemic, the Company conducted the voting via
	online using the voting system designed by Azeus Convene duly audited by the
	external auditor of the Company and validated by the Board of Canvassers for
	the 2021 Annual Stockholders' Meeting on July 2, 2021.
	SEC-approved 2020 NOMELEC Rules
	Pages 11-12, Rule X on Proxy Rules
	Annex B - Proxy Guidelines
	Annex C - Voting Guidelines
	SEC-approved 2022 NOMELEC Rules
	Pages 10-12, Rule X on Proxy Rules
	Annex B - Proxy Guidelines
	Annex C - Voting Guidelines
	PSE's 2021 Definitive Information Statement
	Annex "E-1" - Rules for Voting in Absentia and Participation in Meeting
	PSE's 2021 SEC Form I-ACGR
	Page 72, Optional Principle 13 (2)
	Pages 15-16, Recommendation 2.6
	Pages 66-68, Supplement to Recommendation 13.1 (1) (3) (4)

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ACMF ASEAN CORPORATE GOVERNANCE SCORECARD

PART B. EQUITABLE TREATMENT OF SHAREHOLDERS

SCORECARD ITEMGUIDING REFERENCE RESPONSE (Yes/No)COMPANY REMARKS

(B)B.1 Notice of AGM

(B)B.1.1

Does the company release its notice of AGM (with detailed agendas and explanatory circulars), as announced to the Exchange, at least 28 days before the date of the meeting?

OECD Principle II (C)

1. Shareholders should be furnished with sufficient and timely information concerning the date, location and agenda of general meetings, as well as full and timely information regarding the issues to be decided at the meeting.

1. Effective shareholder participation in key corporate governance decisions, such as the nomination and election of board members, should be facilitated.

OECD Principle III (A)

ICGN 8.3.2 Shareholder participation in governance

Shareholders should have the right to participate in key corporate governance decisions, such as the right to nominate, appoint and remove directors on an individual basis and also the right to appoint external auditors.

ICGN 8.4.1 Shareholder ownership rights

The exercise of ownership rights by all shareholders should be facilitated, including giving shareholders timely and adequate notice of all matters proposed for shareholder vote.

CLSA-ACGA (2010) CG Watch 2010 - Appendix 2.

(I) CG rules and practices

1. Do company release their AGM notices (with detailed agendas and explanatory circulars) at least 28 days before the date of the meeting?

YES	The PSE's 2021 ASM Minutesdisclosed that the Corporate Secretary of the
	Company certified that notices, including the required Information Statement,
	were sent on June 10, 2021 to all stockholders of record while the 2021
	Information Statementwas disclosed on May 6, 2021.
	PSE's 2021 SEC Form I-ACGR
	Pages 60-61, Supplemental to Principle 11
	Page 69, Recommendation 13.2

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ACMF ASEAN CORPORATE GOVERNANCE SCORECARD

PART C. ROLE OF STAKEHOLDERS
SCORECARD ITEM	GUIDING REFERENCE	RESPONSE (Yes/No)	COMPANY REMARKS
(B)C.1
(B)C.1.1	OECD - IV. The role of	YES	The Company's Sustainability Report is written in accordance to the SEC
Does the company adopt an internationally	Stakeholders		Reporting Guidelines, which is aligned with globally recognized standards such
recognized reporting framework for sustainability			as Global Reporting Initiative (GRI), Task-Force for Climate Related Financial
(i.e. GRI, Integrated Reporting, SASB)?			Risk (TCFD) and other standards.
			PSE's 2021 Sustainability Report (SEC Form)is attached as Annex "F" to the
			2021 Annual Report.
			PSE's 2021 SEC Form I-ACGR
			Page 59, Recommendation 10.1 (2)

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ACMF ASEAN CORPORATE GOVERNANCE SCORECARD

PART D. DISCLOSURE AND TRANSPARENCY

SCORECARD ITEM

GUIDING REFERENCE

RESPONSE (Yes/No)

COMPANY REMARKS

(B)D.1

(B)D.1.1

OECD Principle V (A)

NO

The Company's audited financial statements for year ended 31 December 2021

(1) The financial and operating results

Are the audited annual financial report /statement

were first published on 27 April 2022.

released within 60 days from the financial year end?

of the company. Audited financial

statements

showing

the

financial

performance and the financial situation

of the company (most typically

including the balance sheet, the profit

and loss statement, the cash flow

statement and notes to the financial

statements) are the most widely used

source of information on companies.

OECD Principle V (E)

ICGN 7.2 Timely disclosure

ICGN 7.3 Affirmation of financial

statements

The board of directors and the

corporate officers of the company

should affirm at least annually the

accuracy of the company's financial

statements or financial accounts.

(B)D.1.2

OECD Principle V (A)

NO

Due to data privacy concerns, the Company discloses the aggregate salary of

Does the company disclose details of remuneration

(4) Disclosure on an individual basis

its Top 5 executives. The remuneration of the Company's President and CEO

of the CEO?

(including

termination

and

and four (4) highly compensated officers is disclosed on pages 38-43 of PSE's

retirement provisions) is increasingly

2021 SEC Form17-A(Annual Report).

regarded as good practice and is now

mandated in many countries. In

these cases, some jurisdictions call

PSE's 2021 SEC Form I-ACGR

for remuneration

of a

certain

Page 48, Recommendation 8.4 (3)

number of the highest paid

executives to be disclosed, while in

others it is confined to specified

positions.

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