Board Committees


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 2021, the Bank had eight Board-level committees. The chairmen and members of the different committees were elected by the Board during the Organizational Board Meeting on April 22, 2021 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 2020 in early 2021. 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 2020 are shown below:


Executive Committee


Office

Name

Date of Appointment

Attendance / Meetings

%

Years served on Committee

Chairman

Jaime Augusto Zobel de Ayala

April 06, 2006

37/371

100%

14.7

Vice-Chairman

Fernando Zobel de Ayala

April 06, 2006

35/371

95%

14.7

Member

Cezar P. Consing

April 18 2013

36/371

97%

7.7

Member

Rebecca G. Fernando

March 31, 2009

36/371

97%

11.75

Member

Aurelio R. Montinola III

March 25, 2004

36/371

97%

16.75

Member (ID)

Antonio Jose U. Periquet2

April 18, 2013

37/371

100%

7.7

Member

Jose Teodoro K. Limcaoco

April 25, 2019

37/371

100%

1.7

1 Includes Joint PerCom & ExCom Meeting
2Committee member (ID) April 2013 to April 22, 2021


Audit Committee


Office

Name

Date of Appointment

Attendance / Meetings

%

Years served on Committee

Chairman (ID)1

Xavier P. Loinaz2

April 15, 2010

12/12

100%

10.7

Maria Dolores B. Yuvienco1

April 10, 2014

16/16

100%5

6.7

Member (ID)

Octavio Victor R. Espiritu3

April 15, 2010

16/16

100%5

10.7

Member

Romeo L. Bernardo4

October 21, 2020

4/4

100%

0.5

1 Committee member (NED) from April 2014 to April 2016 and (ID) from April 2016 to October 2020; Chairman from October 2020
2 Committee member (ID) and Chairman from April 2015 to October 2020; Resigned effective 21 October 2020
3 Committee member (ID) from April 2010 to April 22, 2021
4 Committee member effective 21 October 2020 until April 22, 2021    
5Includes Joint BPI & BFB AuditCom & RMCom Meeting


Corporate Governance Committee


Office

Name

Date of Appointment

Attendance / Meetings

%

Years served on Committee

Chairman (ID)

Ignacio R. Bunye1

April 14, 2016

4/4

100%

4.7

Member (ID)

Maria Dolores B. Yuvienco2

April 10, 2014

4/4

100%

6.7

Member

Mercedita S. Nolledo

April 06, 2006

4/4

100%

14.7

1Committee member (ID) from April 2016 to October 2020; Chairman from October 2020
2 Committee member (NED) from April 2014 to April 2016 and committee chairman (ID) from April 2016 to October 2020


Nominations Committee


Office

Name

Date of Appointment

Attendance / Meetings

%

Years served on Committee

Chairman (ID)

Antonio Jose U. Periquet1

April 23, 2020

1/15

100%

0.7

Member

Jaime Augusto Zobel de Ayala2

April 03, 2003

3/35

100%

17.7

Member

Fernando Zobel de Ayala

April 10, 2014

3/35

100%

6.7

Member (ID)

Xavier P. Loinaz3

April 03, 2003

2/2

100%

16.8

Member

Aurelio R. Montinola III

April 20, 2017

3/35

100%

3.7

Member

Romeo L. Bernardo4

April 07, 2005

2/2

100%

9.7

Member

Ramon R. Del Rosario, Jr.

April 23, 2020

1/15

100%

0.7

1Committee chairman (ID) from April 2020 to April 22, 2021
2Committee chairman from April 2003 to April 2011
3 Committee member (ED/NED) from April 2003 to March 2009; Committee member (ID) from March 2009 to October 2020
4 Committee member (ID) April 2005 to April 2011; Committee chairman (ID) April 2011 to April 2019; Committee chairman (NED) April 2019 to April 2020
5 Includes Joint PerCom & NomCom Meeting


Risk Management Committee


Office

Name

Date of Appointment

Attendance / Meetings

%

Years served on Committee

Chairman (ID)

Octavio Victor R. Espiritu1

May 15, 2000

13/133

100%

20.7

Member

Aurelio R. Montinola III2

April 07, 2005

12/133

92%

15.7

Member (ID)

Eli M. Remolona Jr.

April 25, 2019

13/133

100%

1.7

1Committee Chairman (ID) from May 2000 to April 22, 2021
2 Committee member (ED) April 2005 to April 2013; Committee member (NED) April 2013 to April 2021
3 Includes Joint BPI & BFB AuditCom & RMCom Meeting


Personnel and Compensation Committee


Office

Name

Date of Appointment

Attendance / Meetings

%

Years served on Committee

Chairman

Fernando Zobel de Ayala

April 03, 2008

12/125

100%

12.7

Member

Gerardo C. Ablaza, Jr.1

April 20, 2017

3/36

100%

3.0

Member

Romeo L. Bernardo2

April 03, 2008

2/36

67%

12.7

Member

Aurelio R. Montinola III

April 18, 2013

11/125

92%

7.7

Member (ID)

Antonio Jose U. Periquet3

April 25, 2019

12/125

100%

1.7

Member (ID)

Ignacio R. Bunye4

April 23, 2020

9/95

100%

0.7

Member (ID)

Maria Dolores B. Yuvienco4

April 23, 2020

9/95

100%

0.7

1 Committee member until 23 April 2020
2 Committee member (ID) April 2008 to April 2019; Committee member (NED) April 2019 until April 22, 2021
3 Committee member (ID) from April 2019 to April 22, 2021
4 Committee member effective 23 April 2020
5 Includes Joint PerCom & ExCom & Joint PerCom & NomCom Meetings
6Includes Joint PerCom & ExCom Meeting


Related Party Transactions Commiittee


Office

Name

Date of Appointment

Attendance / Meetings

%

Years served on Committee

Chairman (ID)

Ignacio R. Bunye

April 20, 2017

12/12

100%

3.7

Member

Rebecca G. Fernando

April 10, 2014

11/12

92%

6.7

Member (ID)

Maria Dolores B. Yuvienco

April 25, 2019

12/12

100%

1.7

Non-Voting Member

Rosemarie B. Cruz,

(Chief Audit Executive)





Non-Voting Member

Noravir A. Gealogo,

(Chief Compliance Officer)







Retirement & Pension Committee


Office

Name

Date of Appointment

Attendance / Meetings

%

Years served on Committee

Chairman

Mercedita S. Nolledo1

April 06, 2006

4/4

100%

14.7

Member

Rebecca G. Fernando

March 31, 2009

4/4

100%

11.7

Member (ID)

Antonio Jose U. Periquet2

April 25, 2019

4/4

100%

1.7

1 Committee chairman until retirement on May 19, 2021
2 Committee member (ID) from April 2019 until April 22, 2021


For the roles, responsibilities, Committee charters and additional information, please click on the links below: