Template for Publicly-Listed Companies' Websites

May 26, 2014 SEC MEMORANDUM CIRCULAR NO. 11, S. 2014 TO : All Listed Companies SUBJECT : Template for Publicly-Listed Companies' Websites Pursuant to the Commission's drive to promote a better corporate governance environment for publicly-listed companies (PLC), the Commission resolved in its meeting on 22 May 2014 that the following information, arranged under recommended topic headings, shall be included in all PLC's websites: HOME Our Business The Company's Business Operations Our Company 1. The Company's Corporate or Business Profile; 2. The Company's Mission, Vision and Values; 3. The Company's Board of Directors, Management Team and Executive Officers; 4. The Company's Organizational Chart; 5. The Company's Conglomerate Map or Group Corporate Structure; 6. The Company's Shareholdings structure; and 7. The Company's Articles of Incorporation and By-Laws and all amendments thereto. CORPORATE GOVERNANCE Manual on Corporate Governance Code of Business Conduct and Ethics Annual Corporate Governance Report (ACGR) 1. ACGR for 2012; 2. Updates and Changes as of December 31, 2013; 3. Consolidated Changes in the ACGR for 2013; 4. Updates and Changes as of present date; and 5. Consolidated Changes in the ACGR for 2014 and so on and so forth until ACGR is required. Board Committees 1. Board Committees; 2. Board Committee Members; and 3. Board Committee Charters. Corporate Social Responsibility The Company's Corporate Social Responsibility initiatives AEcIaH Enterprise Risk Management The Company's Risk Management System Company's Policies 1. Whistle-blowing Policy; 2. Conflict of Interest Policy; 3. Insider Trading Policy; 4. Related Party Transactions Policy; 5. Policy and Data Relating to Health, Safety and Welfare of Employees, including company-sponsored trainings. COMPANY DISCLOSURES SEC Filings 1. SEC Form 17-A (Annual Report); 2. SEC Form 17-Q (Quarterly Report); 3. SEC Form 17-C (Current Report); 4. SEC Form 20-IS (Information Statement); 5. SEC Form 23-A/B (Statement of Beneficial Ownership); 6. General Information Sheet. Notice of Annual or Special Stockholders' Meetings Minutes of all General or Special Stockholders' Meetings Other Disclosures to SEC, PSE and Other Pertinent Agencies PRESS MATERIALS/NEWS SaCIAE Materials provided in briefings to analysts and media INVESTOR RELATIONS Investor Relations Programs Share Information 1. Total Outstanding Shares; 2. Exchange where Listed; and 3. Top 20 Stockholders. Attached as Annex "A" is a sample website incorporating all the above-mentioned information. All required information must be retained in the company's website for a period of five (5) years. This website template is deemed as a minimum requirement for PLC's websites and any item/s could be added or removed therefrom any time the need arises. This Memorandum Circular shall take effect immediately. SECIcT Mandaluyong City, Philippines, May 26, 2014. For the Commission: (SGD.) TERESITA J. HERBOSA Chairperson ANNEX A CGD Corporation Home Corporate Governance Company Press Investor Disclosures Materials/News Relations Our Business Manual on Corporate SEC Filings Investor Relations Governance Program Our Company Code of Business Conduct Notice of Annual or Share Information and Ethics Special Stockholders' Meetings Annual Corporate Minutes of All General Governance Report (ACGR) or Special Stockholders' Meetings Board Committees Corporate Social Other Disclosures to Responsibility SEC, PSE and other Pertinent Agencies Enterprise Risk Management Company's Policies HOME Our Business The Company's Business Operations Our Company The Company's Corporate or Business Profile The Company's Mission, Vision and Values The Company's Board of Directors, Management Team and Executive Officers The Company's Organizational Chart The Company's Conglomerate Map or Group Corporate Structure caEIDA The Company's Shareholding structure The Company's Article of Incorporation and By-Laws and all amendments CORPORATE GOVERNANCE Annual Corporate Governance Report (ACGR) Consolidated ACGR for 2012 Updates and Changes as of December 31, 2013 Consolidated Changes in the ACGR for 2013 Updates and Changes as of present date Consolidated Changes in the ACGR for 2014 Board Committees Board Committees Board Committee Members Board Committee Charters Corporate Social Responsibility The Company's Corporate Social Responsibility Initiatives Enterprise Risk Management The Company's Risk Management System Company's Policies Whistle-blowing Policy Conflict of Interest Policy Insider Tradine Policy aTcESI Related Party Transaction Policy Policy and Data Relating to Health, Safety and Welfare of Employees including company sponsored trainings COMPANY DISCLOSURES SEC Filings SEC Form 17-A (Annual Report) SEC Form 17-Q (Quarterly Report) SEC Form 17-C (Current Report) SEC Form 20-IS (Information Statement) SEC Form 23-A/B (Statement of Beneficial Ownership) General Information Sheet PRESS MATERIALS/NEWS Press Materials/News Materials provided in briefings to analysts and media INVESTOR RELATIONS Investor Relations Programs Title of program Share Information Total Outstanding Shares DTAESI Exchange where Listed Top 20 Stockholders Published in The Philippine Star on June 2, 2014.