| CGS CHECKLIST TEMPLATE | |
|---|---|
| QUESTION | Click LOCATION or Blue LINK/S |
| I. Stakeholder Relationships (15%) | |
| 1. Does the GOCC disclose a policy that: | |
| a. Stipulates the existence and scope of its effort to address customers welfare? | See Page 7 of the NDA 2020 Annual Report Article on Dairy Business Enhancement Program |
| b. Elaborates its efforts to interact with the communities in which they operate? | See TOR Client Satisfaction Survey |
| c. Ensure that its value chain is environmentally friendly or is consistent with promoting sustainable development | See Page 61 of theNDA 2020 Annual Report 4th paragraph under the CSR Declaration and 12th paragraph of the CSR Commitment. |
| 2. Does the GOCC disclose the activities that it has undertaken to implement the abovementioned policies? | |
| a. Customer health and safety | See Page 9 of the NDA 2020 Annual Report article on Milk Quality and Safety Assurance Program |
| b. Interaction with the communities | See Page 15 of the NDA 2020 Annual Report 4. Increase Access to Dairy Technology |
| c. Environmentally-friendly value chain | NDA Code of Governance See SEC. 42. Environment |
| NDA Manual of Corporate Governance Update |
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| 3 Does the GOCC have a separate corporate social responsibility (CSR) report/section or sustainability report/section | See Page 61 of the NDA 2020 Annual Report |
| 4. Where stakeholder interests are protected by law, stakeholders should have the opportunity to obtain effective redress for violation of their rights. | |
| a. Does the GOCC provide contact details via the companys website or Annual Report which stakeholders (e.g. customers,suppliers, general public, etc.) can use to voice their concerns and/or complaints for possible violation of their rights? | See FRONT PAGE On the Top Navigation Menu click on Contact Us |
| 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? | Followed IATF Guidelines for COVID or DA Issuances Memorandum from the Secretary Dated 09/20/2021 Regarding Regular Reporting to Office |
| b. Does the GOCC publish data relating to health, safety, and welfare of its employees? | Followed IATF Guidelines for COVID or DA Issuances Memorandum from the Secretary Dated 09/20/2021 Regarding Regular Reporting to Office |
| c. Does the GOCC have training and development programmes for its employees? | DA-NDA CONDUCTS MODERNIZATION AND INDUSTRIALIZATION CONSULTATIVE WORKSHOP TO BOOST PH DAIRY INDUSTRY NDA Northern Mindanao participates in the DA-NAFMIP 2021-2030 Regional Planning Workshop |
| d. Does the GOCC publish data on training and development programs for its employees? | See Page 19 of the NDA 2020 Annual Report E. Attendance to the international Processing and Packaging Exhibition |
| 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 concerning illegal (including corruption) and unethical behavior? | See Page 63 of the NDA 2020 Annual Report Whistleblowing Policy |
| b. Does the GOCC have procedures to protect an employee/person who reveals illegal/unethical behavior from retaliation? | See Page 63 of the NDA 2020 Annual Report Whistleblowing Policy |
| II. Disclosure and Transparency (35%) | |
| 7. Quality of Annual Report | |
| Does the GOCCs Annual Report disclose the following items: | |
| a. Corporate objectives | See page 2 of the PAN 2021 |
| b. Financial performance indicators | See Page 52 and 53 of the NDA 2020 Annual Report |
| c. Non-financial performance indicators | See Page 11 and 51 of the NDA 2020 Annual Report in the Highlights of Accomplishments |
| d. Details of whistle-blowing policy | See Page 63 of the NDA 2020 Annual Report Whistleblowing Policy |
| e. Biographical details (at least age,qualifications, date of first appointment,relevant experience, and any other directorships of listed companies) of directors/commissioners | None due to privacy concerns |
| f. Training and/or continuing education programme attended by each director/commissioner | None |
| 8. Are the Annual Reports downloadable from the GOCCs website? | See NDA 2020 Annual Report |
| 9 Corporate Governance Confirmation Statement | |
| a. Does the Annual Report contain a statement confirming the companys full compliance with the code of corporate governance and where there is non-compliance, i | See Page 62 of the NDA 2020 Annual Report under COMMITMENT |
| III. Responsibilities of the Board (50%) | |
| 11. Corporate Vision/Mission | |
| a. Has the Board of Directors reviewed the vision and mission/strategy in the last financial year? | January 26, 2021 Discussion of Roadmap with Vision and Mission Philippine Dairy Industry Roadmap |
| b. Does the Board of Directors monitor/oversee the implementation of the corporate strategy? | see 2016 PAN (PAGE 1, SECTION 2) |
| 12. Did the GOCC achieve 90% in the PES? | See TRANSPARENCY FILES PAGE Monitoring Report (PES)as of Dec 2015 |
| 13. Code of ethics or conduct | None |
| a. Are the details of the code of ethics or conduct disclosed? | None |
| 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? | None |
| 15. Did the Nomination and Compensation/Remuneration Committee meet at least twice during the year? | None, Pandemic |
| 16. If yes, is the report of the Nomination and Compensation/Remuneration Committee publicly disclosed? | None |
| 17. Does the Board appoint an Audit Committee? | See Board Resolution No. 797 |
| 18. If yes, is the report of the Audit Committee publicly disclosed? | None |
| 19. Does at least one member of the Audit Committee have an audit, accounting or finance background (qualification or experience)? | See Board Resolution No. 797 |
| 20. Did the Audit Committee meet at least four times during the year? | None |
| 21 Does the Board appoint a Risk Management Committee? | Yes, but no meetings yet |
| 22 If yes, is the report on Risk Management Committee publicly disclosed? | None |
| 23 Does at least one member on Risk Management Committee have a background in finance and investments? | None |
| 24 Board meetings and attendance | |
| a. Are the Board of Directors meetings scheduled at the beginning of the year(end of Q1) | Every Quarter |
| b. Does the Board of Directors meet at least monthly? | None |
| c. Did the Board of Directors meet on at least 75% on their scheduled meetings? | One Special Meeting, Two Regular Meetings NDA Board Composition, (see approved schedules of board meetings) |
| d. Has each of the directors/commissioners attended at least 90% of all the board meetings held during the year? | Yes, 11 out of 12 |
| e. Did the Board of Directors meet separately at least once during the year without the President/CEO present? | None |
| 25. Access to information | |
| a. Does the GOCC have a policy that stipulates board papers for Board of Directors/Commissioners meetings be provided to the Board at least three (3) working days in advance of the board meeting? | YES see Notice of Meeting 55th BM Nov 9, 2021, Notice of Meeting Spcl BM Jan 2021, 54th NDA Board Presentation Materials (6 Aug 2021, 2 p.m.),, 55th Board Meeting Presentation Materials Final copy, and Special NDA Board Mtg Presentation Materials. |
| b. Is the Board Secretary trained in legal,accountancy or company secretarial practices? | Attorney Gavinio A. C. Benitez, Admitted to the BAR at 1997 |
| 26 Internal Audit | |
| a. Does the company have a separate internal audit function? | Yes, Internal Auditor IV, Eduard Sagurit |
| b.Does the appointment and removal of the internal auditor require the approval of the Audit Committee? | Regular Plantilla Position (IA IV) |
| 27 Risk Oversight | |
| a. Does the company disclose the internal control procedures/risk management systems it has in place? | None |
| b. Does the Annual Report disclose that the Board of Directors/Commissioners has overseen a review of the companys materials controls (including operational,financial and compliance controls) and risk management systems? | None |
| c. Does the company disclose how key risks are managed? | None |
| d. Does the Annual Report contain a statement from the Board of Directors or Audit Committee commenting on the adequacy of the GOCCs internal controls/risk management systems? | None |
| 28 Board Chairman | |
| a. Do different person assume the roles of Chairman and CEO? | Yes, Board Chairman DAR and Administrator Mabale see NDA 2020 Annual Report |
| 29 Board of Directors Development | |
| a. Does the GOCC have orientation programmes for new Directors? | Required to attend Corporate Governance Orientation Program |
| b. Does the GOCC have a policy that encourages Directors/Commissioners to attend on-going or continuous professional education programmes? | Periodic Farm Visits Called Lakbay Aral for Directors |
| INVITATION TO LAKBAY ARAL | |
| TRAVEL REPORT DATED 05/04/16 | |
| c. Did all Appointive Directors attend at least 1 training for the calendar year? | Periodic Farm Visits Called Lakbay Aral for Directors |
| INVITATION TO LAKBAY ARAL | |
| TRAVEL REPORT DATED 05/04/16 | |
| 30 Committee Appraisal | |
| a. Is an annual performance assessment conducted of the Board of Directors? | None other than GCG iPED |
| b. Does the GOCC disclose the process followed in conducting the Board assessment? | None |
| c. Does the GOCC disclose the criteria used in the Board assessment | None |
| Appraisal | |
| Is an annual performance assessment conducted of the Board of Directors Committees? | See BOARD APPRAISALBoard Resolution No. 671 |
| 31 Is an annual performance assessment conducted of the Board of Directors Committees? | None |