GOVERNANCE


Rights of Shareholders

A. Right to Share in Profits or Dividends

Whenever feasible, CHI has made it a policy to declare a portion of its unrestricted retained earnings as dividends to shareholders, either in the form of stock or cash, or both.

The payment of dividends depends on our company’s earnings, cash flow, investment program, and other factors. Management strives to declare annual dividends, subject to Board approval. On December 6, 2017, we declared a dividend of P 0.15 per share to all stockholders on record as of December 20, 2017, paid on December 27 of the same year.

 

B. Right to Participate in Decisions Concerning Fundamental Corporate Changes

We respect the rights of shareholders to participate in decisions concerning fundamental corporate changes, such as but not limited to:

  • amendments to the company’s constitution;
  • authorization for the issuance of additional shares of the company; and
  • sale or purchase (or transfer) of significant share of corporate assets that may result in a change in the character of the company.

 

C. Right to Participate Effectively and Vote in General Shareholder Meetings

We welcome the participation of all shareholders by giving them an opportunity to ask questions relevant to our company and its performance and prospects. During the Annual Shareholders’ Meeting held on April 24, 2017, for instance, we allowed all shareholders to vote in approving the remuneration (fees, allowances, and benefits-in-kind) or any increases in remuneration of non-executive directors.

Shareholders have the right to nominate, elect, remove and replace directors, and vote on certain corporate acts in accordance with the Corporation Code. All shareholders are also given the opportunity to individually elect the members of the Board of Directors.

In each election of directors by ballot, shareholders are entitled to cast as many votes as their number of shares. All voting and tabulation procedures are clearly disclosed, and the minutes of every Annual Stockholders’ Meeting are posted on the company website. We document the whole proceeding including the opportunity for shareholders to ask questions or raise issues, as well as the answers provided by each Board member. We also record the resolutions, and the voting results—including approving, dissenting and abstaining votes for each agenda item—and the list of Board members who attended.

Furthermore, CHI encourages shareholders, including institutional shareholders, to attend general meetings or engagements with the company.