A director is mandated to conduct fair business transactions with the Corporation, including full disclosure of actual or potential conflict of interest, and to ensure that personal interest does not bias Board decisions.
The Compensation and Remuneration Committee is tasked to develop a form on Full Business Interest Disclosure as part of the pre-employment requirements for all incoming officers, which among others compel all officers to declare under the penalty of perjury all their existing business interests or shareholdings that may directly or indirectly conflict in their performance of duties once hired.
Executives and employees are mandated to always act in the best interest of the Company. Every officer or employee should avoid any interest, activity or relationship that conflicts with the Company’s interest or that interferes with his independent judgment in performing his functions. In this light, the following situations or activities are strictly prohibited:
Placement of business with a firm owned or controlled by the officer or his/her relatives to the 4th degree of consanguinity or affinity (up to first cousin);
Tie up with, ownership of, or significant interest in, an entity that is a competitor, supplier, or providing services to the Company;
Providing/recommending business or award of contract to any entity that is patently disadvantageous to, or that might be opposed to, the interest of the Company;
Other engagement, employment or sideline that reduces the time devoted to the Company or that distracts the officer from performing his duties full time.
Offenses involving conflict of interest or non-disclosure thereof may be penalized by up to removal from office in the case of a director or termination from employment in the case of an officer or employee.