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Key Players on Corporate Governance


Fortune General Insurance Corporation stands by to its commitment to continue to be the Insurer of Choice.

Realizing the importance of good governance in the fulfillment of its commitment to its stakeholders, the Key Players of the Company have been working hand in hand to achieve the best management practices. This is not only to comply with the international standards and local regulations but also to ensure that the Corporate Values such as Professionalism, Responsibility, Competence, Dedication, Promptness, Sense of Urgency and Excellence which are all integral part of a good governance are being diligently followed by the Key Players of the Company.


A. SHAREHOLDERS

Fortune General Insurance Corporation is always aiming for a “Profitable Growth” to give their fair share of what is due them. Considering that they are part of the Key Players on good governance, the Company recognized their rights by allowing them to participate in the decision making that will lead to fundamental corporate changes, they have the right to participate in the voting process in general shareholders’ meetings which always became the venue to raise any question concerning the Company.

The shareholders are given the access to the result of operation of the Company which are also reported to the Office of the Insurance Commission and Securities and Exchange Commission. There is an open communication between the Company and its shareholders using mail, by phone, electronic mail or through the Company’s website at URL: www.fortunegeneral.com.ph. Notices of annual general meeting (AGM) are being sent at least 30 days before the scheduled AGM. However for this year, due to the demise of our Chairman Emeritus, Amb. Antonio L. Cabangon Chua, the annual stockholders’ meeting which was supposedly held last 03 May 2016, was postponed and was reset on 19 May 2016. The Corporate Secretary sent notices to all shareholders on 27 April 2016 for the scheduled AGM on 19 May 2016.

The said AGM was presided over by Chairman of the Board, J. Antonio A. Cabangon, Jr. During the said meeting, the financial highlights of operation were presented to the shareholders and the board members. They were given the chance to clarify some issues concerning the operation of the Company.


B. BOARD OF DIRECTORS AND COMMITTEES

Board Structure and Process

In compliance and as mandated by the Insurance Commission, FGEN has adopted a code of corporate governance that specifically defined the role, duties and responsibilities of the Board of Directors.


Key Role and Responsibilities

The Board of Directors is the highest governing body which is responsible for the decision making which aimed to ensure the success of the Company and that the FGEN’s obligations to its stockholders are met.


Composition

The Board is composed of experienced personalities in the field of business, legal, administration and finance capable of making sound decisions, formulation of strategies, corporate policies towards the achievement of FGEN corporate vision, mission and goals.


Independent Directors

In compliance with the legal requirement to have at least two independent directors or at least twenty percent of its board size, whichever is less, FGEN has six (6) independent directors namely, Mr. Reynaldo A. De Dios, Justice Raoul V. Victorino, Mr. Victor B. Abat, Roberto T. Lastimosa, Mr. Armando S. Malabanan and Ms. Herminia S. Jacinto.

The aforementioned directors hold no interest or relationship with the Company that may hinder their independence from the Company or Management or would interfere with the exercise of independent judgement in carrying out the responsibilities of a director.


Chairman of the Board

The Chairman of the Board is Mr. Antonio A. Cabangon, Jr. while Mr. Michael F. Rellosa holds the position of President. There is a clear division between the board and the executive reponsibilities. This is to ensure that there is an appropriate balance of power towards increased accountability and independence of the Board for decision making.The following are the newly elected members of the Board, to wit:


J. Antonio A. Cabangon, Jr.     Chairman
Roberto Jose B. Pabalate     Vice-Chairman
J. Wilfredo A. Cabangon     Member
D. Alfred A. Cabangon     Member
D. Arnold A. Cabangon     Member
D. Edgard A. Cabangon     Member
Helena Joy B. Pabalate     Member
Justice Raoul V. Victorino     Member
Benjamin V. Ramos     Member
Michael F. Rellosa     Member
Reynaldo A. De Dios     Member
Victor B. Abat     Member
Roberto T. Lastimoso     Member
Herminia S. Jacinto     Member
Armando S. Malabanan     Member

Committees

The committees serve to assist the Board in exercising its authority including


Executive Committee

This committee acts in accordance with the authority granted by the Board as prescribed in the Company’s By-Laws except for any action for which stockholders’ approval is also required.


Michael F. Rellosa     President
Redentor D. Magat     SVP-Technical Operations
Manuel M. Maloles     VP- Marketing and Sales
Christopher Y. Marquez     VP-Underwriting
Veronica C. Cortez     VP-Finance & Admin

Nomination Committee

This committee is the one respensible in formulating and maintaining a process to ensure that all directors to be nominated for election at the annual stockholders’ meeting have all the qualifications for directors as stated in the By-Laws, manual of corporate governance and pertinent rules of the regulatory body.


J. Antonio A. Cabangon, Jr.     Chairman
Reynaldo A. de Dios     Member
Justice Raoul V. Victorino     Member

Audit Committee

This committee provides assistance to the Board of Directors in fulfilling its responsibility to the stockholders relating to the Company’s financial reporting process, the internal controls and audit activities, the annual independent audit of the company’s financial statements, compliance with the regulatory bodies, the adequacy of the risk management, the appointment of external auditors and the assurance of compliance on various audit recommendations.


Herminia S. Jacinto     Chairman
Michael F. Rellosa     Member
Helena Joy B. Pabalate     Member

Compensation and Remuneration

This committee establishes a formal and transparent process and procedure for fixing the remuneration packages of the Company Officers and directors, senior management and other key personnel.


Roberto Jose B. Pabalate     Chairman
D. Arnold A. Cabangon     Member
Armando S. Malabanan     Member