What the Board should do at annual meetings of REHOA

REPUBLIC ACT NO. 11232

SEC. 49. Regular and Special Meetings of Stockholders or Members

At each regular meeting of stockholders or members, the board of directors or trustees shall endeavor to present to stockholders or members the following:

a) The minutes of the most recent regular meeting which shall include, among others:

(1) A description of the voting and vote tabulation procedures used in the previous meeting;

(2) A description of the opportunity given to stockholders or members to ask questions and a record of the questions asked and answers given;

(3) The matters discussed and resolutions reached;

(4) A record of the voting results for each agenda item;

(5) A list of the directors or trustees, officers and stockholders or members who attended the meeting; and

(6) Such other items that the Commission may require in the interest of good corporate governance and the protection of minority stockholders.

c) A detailed, descriptive, balanced and comprehensible assessment of the corporation’s performance, which shall include information on any material change in the corporation’s business, strategy, and other affairs;

d) A financial report for the preceding year, which shall include financial statements duly signed and certified in accordance with this Code and the rules the Commission may prescribe, a statement on the adequacy of the corporation’s internal controls or risk management systems, and

e) a statement of all external audit and non-audit fees;

g) A director or trustee attendance report, indicating the attendance of each director or trustee at each of the meetings of the board and its committees and in regular or special stockholder meetings;

h) Appraisals and performance reports for the board and the criteria and procedure for assessment;

i) A director or trustee compensation report prepared in accordance with this Code and the rules the Commission may prescribe;

sidebar:  from the  Philippine Corporate Governance Blueprint 2015)

"Information about Board and executive remuneration is also of concern to shareholders.

Presently, PLCs are mandated to include in their Annual Reports and Information Statements a clear, concise and understandable disclosure of all fixed and variable compensation that may be paid, directly or indirectly, to its directors and top four management officers during the preceding fiscal year."