Board Committees Charter
The Board Committees Charter sets out the policies, role, responsibilities of the different Board Committees:
| Committee | Executive Director | Non-Executive Director | Independent Director | Committee Charter | Functions | Key Responsibilities | Power |
| Executive | 3 | The role and responsibilities of the Executive Committee are established by the Board of Directors. The executive committee constitutes the Company’s top management | The Executive Committee is to act on behalf of the Board during intervals between meetings of the Board in order to provide a degree of flexibility and ability to respond to time sensitive business and legal matters. | The Committee shall have, and may exercise, all the powers of the Board in the management of the business and affairs of the Company between meetings of the Board, except (a) as limited by the Company’s certificate of incorporation or by- laws, each as amended, or applicable law or regulation and (b) with respect to matters that are specifically reserved for another committee of the Board. | Subject to applicable rules, procedures, restrictions, resolutions, and requirements of the Board or of the Constitution and by-laws, the Executive Committee (i) acts on the Board’s behalf between Board meetings and (ii) by vote of two-thirds of its entire voting memberships, after seeking advice from all of the Board’s voting members may adopt or modify company’s policy. The Board, at its next meeting, shall review Executive Committee minutes and may modify, reject or ratify any Executive Committee action. | ||
| Audit | 2 | The Audit Committee Charter sets out the policies, responsibilities and authority of the Company’s Audit Committee (the “Committee”) and the procedures that shall guide the function of the Committee, including the rules governing the Committee. | Assist the Board in the performance of its, oversight responsibility for the financial reporting process, system of internal control, audit process, and monitoring of compliance with applicable laws, rules and regulations | The Committee shall provide assistance to the Board of Directors in fulfilling their oversight responsibility to the shareholders relating to the integrity of the company’s financial statements and the financial reporting processes. | To deal with, and where applicable resolve, determine finally and approve, all matters falling within the scope of its purpose, function and duties as set our in its Charter and all other matters that may be delegated by the Board to the Committee from time to time. | ||
| Nomination | 1 | 1 | 1 | The Nomination Committee supports and advises the Board in relation to the selection and appointment of Directors who are able to meet the needs of the Company and the ongoing evaluation and review of the performance of the Board and the Directors. | To review and evaluate the qualifications of all persons nominated to the Board and other appointment that require board approval. | To assess the effectiveness of the Boards’ processes and procedure in the election or replacement of directors. | To recommend to the Board of Directors nominees to fill vacancies in membership of the Board of Directors as they occur and, prior to each Annual Meeting of Stockholders, recommend a slate of nominees for election as directors at such meeting. |
Stock Information
| Stock Symbol | CEU |
| Authorize Capital Stock | 800,000,000 |
| Outstanding Capital Stock | 372,414,400 |
Market Value
Please visit Philippine Stock Exchange website
Transfer Agent
Professional Stock Transfer, Inc.
Stockholders' Meeting
July - fourth Tuesday except holidays
External Auditor
SyCip, Gorres, Velayo & Company