Corporate Governance Scorecards | Civil Aviation Authority of the Philippines

CORPORATE GOVERNANCE SCORECARD FOR GOCCs (2017)
Question	Yes	Reference Link
I. Stakeholder Relationships (15%)
1. Does the GOCC disclose a policy that:
a. Stipulates the existence and scope of its efforts to address customer’s welfare.		CAAP Manual on Corporate Governance, Chapter VII. Section 37 and 39, page 18
b. Elaborates its efforts to interact with the communities in which they operate?		CAAP Manual on Corporate Governance, Chapter VII. Pages 16-18
c. Ensure that its value chain is environmentally friendly or is consistent with promoting sustainable development ?		CAAP Manual on Corporate Governance, Chapter VII. Pages 16-18
2. Does the GOCC disclose the activities that it has undertaken to implement the abovementioned policies:
a. Customer health and safety		Office of the Flight Surgeon and Aviation Medicine Accomplishment Report for 2017
b. Interaction with the communities
c. Environmentally-friendly value chain		Philippines’ Action Plan on CO2 Emission Reduction
3. Does the GOCC have a separate corporate social responsibility (CSR) report/section or sustainability
4. Where stakeholder interests are protected by law, stakeholders should have the opportunity to obtain effective redress for violation of their rights.
Does the GOCC provide contact details via the company’s website or Annual Report which stakeholders (eg. customers, suppliers, general public, etc.) can use to voice their concerns and/or complaints for possible violation of their rights?		CAAP Telephone Public Directory and CAAP Officials page
5. Performance-enhancing mechanisms for employee participation should be permitted to develop
a. Does the GOCC explicitly mention the health, safety, and welfare policy for its employees?
b. Does the GOCC publish data relating to health, safety, and welfare of its employees
c. Does the GOCC have training and development programmes for its employees		HRMD Trainings 2017
d. Does the GOCC publish data on training and development programs for its employees
6. Stakeholders including individual employee and their representative bodies, should be able to freely communicate their concerns about illegal or unethical practices to the Board and their rights should not be compromised for doing this
a. Does the GOCC have procedures for complaints by employees concernng illegal (including corruption) and unethical behavior?
b. Does the GOCC have procedures to protect an employee/person who reveals illegal/unethical behavior from retaliation?
II. Disclosure and Transparency (35%)
7. Quality of Annual Report Does the GOCC’s annual report disclose the following items:
a. Corporate Objectives		Scorecard 2017
b. Financial Performance Indicators		Administrative and Finance Service Accomplishment Report 2017
c. Non-financial performance indicators		Aerodrome Development and Management Service Accomplishment Report 2017
d. Details of whistle-blowing policy
e. Biographical details (at least age, qualifications, date of first appointment, relevant experience, and other directorships of listed companies) of directors/commissioners		CAAP Board of Directors
f. Training and/or continuing education programme attended by each director/commissioner
8. Are the Annual Reports downloadable from the GOCC’s website?		2017 Accomplishmen Reports
9. Corporate Governance Confirmation Statement
Does the Annual Report contain a statement confirming the company’s full compliance with the code of corporate governance and where there is non-compliance, identify and explain reasons for each issue?
10. Timely filing/release of annual/financial reports
a. Are the audited financial report/statement released within 60 days upon receipt from COA?
b. Is the annual report released within 90 days from release of audited financial report?
c. Is the true and fairness/fair representation of the annual financial statement/reports affirmed by the board of directors/commissioners and/or the relevant officers of the company?		Transparency Seal, Item VIII Annual Financial Reports, 2017 COA Audited Financial Statement, 2017 Statement of Management’s Responsibility
III. Responsibilities of the Board (50%)
11. Corporate Vision/Mission
a. Has the Board of Directors reviewed the vision and mission/corporate strategy in the last financial year
b. Does the Board of Directors monitor/oversee the implementation of the corporate strategy?
12. Did the GOCC achieve 90% in the PES?
13. Code of ethics or conduct
a. Are the details of the code of ethics or conduct disclosed?
b. Does the GOCC disclose that all Directors/Commissioners, senior management and employees are required to comply with the code?
c. Does the company disclose how it implements and monitors compliance with the code of ethics or conduct?
14. Does the Board appoint a Nomination and Compensation / Remuneration Committee
15. Did the Nomination and Compensation / Remuneration Committee meet at least twice during the year?
16. If yes, is the report of the Nomination and Compensation / Remuneration Committee publicly disclosed?
17. Does the Board appoint an Audit Committee?
18. If yes, is the report of the Audit Committee publicly disclosed?
19. Does at least one member of the Audit Committee have an audit, accounting or finance background (qualification or experience)?
20. Did the Audit Committee meet at least four times during the year?
21. Does the Board appoint a Risk Management Committee?
22. If yes, is the report of the Risk Management Committee publicly disclosed?
23. Does at least one member of the Risk Management Committee have a background in finance and investments?
24. Board meetings and attendance
a. Are the Board of Directors meetings scheduled at the beginning of the year? (end of Q1)
b. Does the Board of Directors meet at least monthly?
c. Did the Board of Directors meet on at least 75% on their scheduled meetings?
d. Has each of the directors/commissioners attended at least 90% of all the Board meetings held during the year?
e. Did the Board of Directors meet separately at least once during the year without the President/CEO present?
25. Access to information
a. Does the GOCC have a policy that stipulates board papers for Board of Directors/Commissioners meetings to be provided to the Board at least three (3) working days in advance of the board meeting?
b. Is the Board Secretary trained in legal, accountancy or company secretarial practices?
26. Internal Audit
a. Does the company have a separate internal audit function?		CAAP Organizational Chart
b. Does the appointment and removal of the internal auditor require the approval of the Audit Committee?
27. Risk Oversight
a. Does the company disclose the internal control procedures/risk management systems it has in place?
b. Does the Annual Report disclose that the Board of Directors/Commissioners has overseen a review of the company’s material controls (including operational, financial and compliance controls) and risk management systems?
c. Does the company disclose how key risks are managed?
d. Does the Annual Report contain a statement from the Board of Directors or Audit Committee commenting on the adequacy of the GOCC’s internal controls / risk management systems?
28. Board Chairman
Do different persons assume the roles of Chairman and CEO?
29. Board Directors
a. Does the GOCC have orientation programmes for new Directors?
b. Does the GOCC have a policy that encourages Directors/Commissioners to attend on-going or continuous professional education programmes?
c. Did all Appointive Directors attend at least 1 training for the calendar year?
30. Board appraisal
a. Is an annual performance assessment conducted for the Board of Directors?
b. Does the GOCC disclose the process followed in conducting the Board assessment?
c. Does the GOCC disclose the criteria used in the Board assessment?
31. Committee Appraisal
a. Is an annual performance assessment conducted for the Board of Directors Committees?
Bonus
Stakeholder Relationships:
Does the GOCC practice Global Reporting Index (GRI) on its annual reports?
Disclosure and Transparency:
Are the audited annual financial report/statement released within 30 days upon the receipt from COA?
Penalty
Responsibilities of the Board
1. Are there members of the Board of Directors who hold more than five (5) positions in GOCCs and PLCs?		CAAP Board of Directors
2. Is there non-compliance with Good Governance Conditions?