Results of Annual Stockholders` Meeting

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Results of Annual Stockholders` Meeting
UnionBankPlaza
MeralcoAvenuecor. 0nyx &
SapphireRoads,0rtigasCenter
PasigCity 1605
Tel:(632)6676388 Fax:(632)6366289
www.unionbankph.com
Aprrl14,2010
THE PHILIPPINE STOCK EXCHANGE, INC.
PSE, Centre ExcharigeRoad
Ortigas Center,Pasig City
Attention
MS. JANET A. ENCARNACION
Head-Disclosure
Department
Gentlemen:
Pursuantto existing rules and regulations,we are submitting to your good office a
copy of the following documents pcrtaining to Union Bank of the Philippines
("UnionBank") Annual Stockholders'Meeting on May 28,2010:
1.
2.
3.
4.
5.
(SECForm20-IS);
DefinitiveInformationStatement
Noticeof AnnualMeetingof Stockholders;
ProxyForm;
SECForml7-A (revised);ari-d
AuditedFinancialStatements
asof December
31, 2009.
With respect to the required Interim Financial Statementsfor the period ended
March 3I,2070, which includesthe Management'sDiscussionand Analysis (MD&A) or
Plan of Operation,the Bank is still in the processof completing the same. Consequently,
we undertake to distribute them during the Annual Stockholders' meeting on ,May 28,
20t0.
Pleaseacknowledgereceipthereof.
Thank you.
Very truly
ATTY. FE B. MACALINO
SeniorVicePresidenr/yGeneralCounseland I
CorporateSecretary
UnionBankPlaza
MeralcoAvenuecor. Onyx &
SapphireRoads,OrtigasCenter
PasigCity 1605
Tel:(632)6676388 Fax:(632)6366289
wwruunionbankph.com
UNDERTAKING
Union Bank of the Philippines is still in the process of completing the required
Interim Financial Statementsfor the period ended March 3I,2010, which includes the
Management'sDiscussionand Analysis (MD&A) or Plan of Operation.
In this regard, I, FE B. MACALINO, Corporate Secretaryof UnionBank, hereby
undertaketo distribute the Interim Financial Statementsfor the period ended March 31,
2010 during the Annual Stockholders'meetingon May 28,2010.
This Undertaking is issuedfor whatever legal purposeit may serve.
PasigCity,April 14,2010.
FE B. MACALINO
Corporate Secretaryf
I
SUBSCRIBED AND SWORN TO before me this I4'n day of April 2010 at
Pasig City, affiant Fe B. Macalino, personally larown to me and exhibiting to me her SSS
I.D. No. 03-5248240-2 bearing her photograph and genuine signature as competent
evidenceof identity in accordancewith tl,e 2004 Rules on Notarial Practice.
MIGUET6. PADERNAL
4il'
Doc.No. -4TPageNo. -
BookNo. KX/
of 2010.
Series
Notary Public for Pasig;,Taguig,
San Juan and Pateros
,
:
C o m m i s s i o nE x p i r e sD e c e m b e r3 1 , 2 0 l O
fBP No. 777893t 01-26-09
PTR No. 5238534102-24-09/ Pasig
Roll of Atlarn.yt Ne, 26837
A F p e i n t m o nN
t o, 120 (20e9"2010)-
PROXY
KNOW ALL MEN BY THESE PRESENTS:
That I, the undersigned, a shareholder of UNION BANK OF THE PHILIPPINES
(“UnionBank”), do hereby nominate, constitute and appoint ____________________________,
with power of substitution, as my Attorney and Proxy to represent me and vote all shares
registered in my name in the books of UnionBank or owned by me, at the Annual Meeting of
Stockholders of UnionBank to be held on Friday, 28 May 2010 at 2:00 P.M. at the 10th
Floor of UnionBank Plaza, Meralco Avenue corner Onyx and Sapphire Roads, Ortigas
Center, Pasig City, and any adjournment thereof, as fully to all intents and purposes as I
might or could lawfully do if present and acting in person, and hereby ratifying and confirming
any and all matters which may properly come before said meeting, or adjournment thereof. In
case of the non-attendance of my attorney or proxy above-named at said meeting, I hereby
authorize and empower the Chairman of the meeting or, in his absence, the Corporate
Secretary, to fully exercise all rights as my attorney or proxy at said meeting. This Proxy
authorizes my attorney to act among other things on the following matters:
1.
Election of Directors
To vote for nominees listed below (except if the box corresponds to “Do Not Vote”)
Nominees
Justo A. Ortiz
Jon Ramon M. Aboitiz
Vicente R. Ayllon
Stephen G. Paradies
Erramon I. Aboitiz
Iker M. Aboitiz
Juan Antonio E. Bernad
Edilberto B. Bravo
Mayo Jose B. Ongsingco
Thelmo Y. Cunanan
Sergio Antonio F. Apostol
Romulo L. Neri
Victor B. Valdepeñas
2.
Vote in Favor
□
□
□
□
□
□
□
□
□
□
□
□
Do not Vote
□
□
□
□
□
□
□
□
□
□
□
□
□
□
Election of Independent Directors
To vote for nominees listed below (except if the box corresponds to “Do Not Vote”)
Nominees
Armand F. Braun, Jr.
Cancio C. Garcia
Vote in Favor
□
□
Do not Vote
□
□
INSTRUCTION: Mark the box under “Vote in Favor” to vote for any nominee. If the
votes will be cumulated, write the number of votes desired to be given to a nominee
in the “Vote in Favor” space. Mark the box under “Do not Vote” if the nominee will
not be voted under this Proxy.
3.
Other Items
Vote for
Approval
Vote
Against
Abstain
a. Approval of the Minutes of the Annual
Stockholders’ Meeting held on May 29, 2009
b. Annual Report of Management on Operations for
2009
c. Ratification/Confirmation of the Appointment of
External Auditor (Punong Bayan & Araullo) by the
Board of Directors
d. Amendment of UnionBank’s By-Laws to include
as additional provisions of Article V Sections 20 to
25 re: Inclusion of Audit, Market Risk and
Operations Risk Management Committees and their
Duties/Roles and Responsibilities.
INSTRUCTION: Mark under the corresponding Column for “Vote for Approval”, “Vote
Against” and “Abstain”.
4.
Revocability of Proxy
The person/stockholder giving the proxy has the right to revoke the proxy by personally
appearing during the meeting or by execution of another proxy at a later date, subject to
the pertinent requirements of law and SEC Circular No.5, Series of 1996.
5.
Persons Making the Solicitation
1. This solicitation is being made by the Bank. No director has informed the Bank in
writing of his intention to oppose any action intended to be taken up by the Bank at
the annual meeting.
2. No regular employees of the Bank or any other participant in a solicitation have been
or will be employed to solicit proxies.
3. Not applicable. (Please see Item No. 2)
4. The total estimated amount to be spent in connection with the release and sending
of this Proxy Statement is approximately P500,000.00
5. There is no other participant in the solicitation as mentioned earlier in Item no. 2.
6.
Interest of Certain Persons in Matters to be Acted Upon
Other than the election of Directors and the Annual Report of Management on
Operations for 2009, there are no substantial interest, by security holdings or otherwise,
of UnionBank, any Director or Officer thereof, nominee for election as Director,
participant in the solicitation, or associate of any of the foregoing persons, in any matter
to be acted upon at the Annual Meeting.
The power and authority hereby granted shall remain valid and effective until such time that the
same is withdrawn by me through notice in writing delivered to the Corporate Secretary before
2
the date of any such meeting or adjournment(s) thereof. Likewise, the said authority is effective
for subsequent annual meetings within a period of five (5) years from the date of this Proxy
unless otherwise instructed, as follows:
[]
THIS PROXY IS TO BE USED ONLY FOR THE 2010 ANNUAL STOCKHOLDERS’
MEETING OF UNIONBANK.
In case the security holder fails to indicate his vote on the matters in the Agenda by placing the
corresponding marks on the columns provided therein, the same is considered a waiver on his
right to manifest his vote thereon and management can exercise its discretion in voting on such
matters.
Important: The Office of the Corporate Secretary must receive this Proxy not later than 18 May
2010.
THIS PROXY IS BEING SOLICITED ON BEHALF OF MANAGEMENT
________________________________
PRINTED NAME OF SHAREHOLDER
Dated this ________ day of ____, 2010
________________________________
SIGNATURE OF SHAREHOLDER OR
AUTHORIZED SIGNATORY
3
3 6 0 7 3
SEC Registration Number
U N I O N B A N K
O F
T H E
P H I L I P P I N E S
(Company’s Full Name)
U N I O N B A N K
C O R N E R
P A S I G
P L A Z A
O N Y X
S T
M E R A L C O
O R T I G A S
A V E N U E
C E N T E R
C I T Y
(Business Address: No. Street City/Town/Province)
1 2
Month
Atty. Fe B. Macalino
(632) 667-6388
(Contact Person)
(Company Telephone Number)
3 1
2 0 - I S
0 5
2 8
Day
(Form Type)
Month
Day
(Fiscal Year)
(Annual Meeting)
(Secondary License Type, If Applicable)9
Dept. Requiring this Doc.
Amended Articles Number/Section
Total Amount of Borrowings
Total No. of Stockholders
Domestic
Foreign
To be accomplished by SEC Personnel concerned
File Number
LCU
Document ID
Cashier
STAMPS
Remarks: Please use BLACK ink for scanning purposes.
SECURITIES AND EXCHANGE COMMISSION
SEC FORM 20-IS
INFORMATION STATEMENT PURSUANT TO SECTION 20
OF THE SECURITIES REGULATION CODE
1.
Check the appropriate box:
[
] Preliminary Information Statement
[ X ] Definitive Information Statement
2.
Name of Registrant as specified in its charter UNION BANK OF THE PHILIPPINES
3.
Metro Manila, Philippines
Province, country or other jurisdiction of incorporation or organization
4.
SEC Identification Number 36073
5.
BIR Tax Identification Code 047-000-508-271
6.
UnionBank Plaza, Meralco Ave. cor. Onyx Street, Ortigas Center, Pasig City
Address of principal office
7.
Registrant’s telephone number, including area code (632) 667-6388
8.
MAY 28, 2010– 2:00 P.M. at the 10th Floor of UnionBank Plaza, Meralco Avenue corner Onyx
and Sapphire Roads, Ortigas Center, Pasig City
Date, time and place of the meeting of security holders
9.
Approximate date on which the Information Statement is first to be sent or given to security holders
On or before 30 April 2010
10.
In case of Proxy Solicitations:
1605
Postal Code
Name of Person Filing the Statement/Solicitor: UnionBank of the Philippines
Address and Telephone No.: 21st Floor, UnionBank Plaza, Meralco Avenue corner Onyx Street.,
Ortigas Center, Pasig City – 667-6388
11.
Securities registered pursuant to Sections 8 and 12 of the Code or Sections 4 and 8 of the RSA (information
on number of shares and amount of debt is applicable only to corporate registrants):
Title of Each Class
Common
12.
Number of Shares of Common Stock
Outstanding or Amount of Debt Outstanding
641,422,420
Are any or all of registrant's securities listed in a Stock Exchange?
Yes
x
No _______
If yes, disclose the name of such Stock Exchange and the class of securities listed therein:
Philippine Stock Exchange – Common
1
UNION BANK OF THE PHILIPPINES
SEC FORM 20-IS
INFORMATION REQUIRED IN INFORMATION STATEMENT
General Information
DATE, TIME AND PLACE OF MEETING OF SECURITY HOLDERS
The enclosed proxy is solicited for the annual meeting of stockholders of Union Bank of the Philippines
(“UnionBank” or “Bank”) which will be held on May 28, 2010 at the 10th Floor of UnionBank Plaza,
Meralco Avenue corner Onyx and Sapphire Roads, Ortigas Center, Pasig City at 2:00 p.m., or any
adjournment thereof (“Annual Meeting”), or any subsequent annual stockholders’ meeting within a period
no longer than five (5) years from the date of the proxy, to the extent the stockholder granting the proxy
so authorizes.
The address of the principal office of Union Bank of the Philippines is at UnionBank Plaza, Meralco
Avenue corner Onyx Street, Ortigas Center, Pasig City with telephone number at (632) 667-6388 (PLDT).
This proxy statement and enclosed proxy will be mailed to stockholders entitled to notice of and vote at
the Annual Meeting on or before 30 April 2010.
RECORD DATE
The record date for the purpose of determining the stockholders entitled to notice of and to vote at the
Annual Meeting is April 14, 2010 (the “Record Date”).
Solicitation Information
DISSENTER’S RIGHT OF APPRAISAL
At the scheduled meeting, there are no corporate matters or actions that will entitle dissenting
stockholders to exercise their right of appraisal as provided in Sections 81 and 82, Title X of the
Corporation Code of the Philippines which state that “Sec. 81. Instances of appraisal of right. Any
stockholder of the Bank shall have the right to dissent and demand payment of the fair value of his
shares in the following instances: 1) amendment to the Articles of Incorporation which has the effect of
changing or restricting the rights of stockholders or extending corporate life of the corporation; 2) sale,
transfer or lease of all or substantially all of the corporate properties; and 3) in case of merger or
consolidation. Section 82. How right is exercised. The appraisal right may be exercised by any
stockholder who shall have voted against the proposed corporate action by making a written demand on
the corporation within thirty (30) days after the date on which the vote was taken for payment of the fair
value of his shares xxx.”
INTEREST OF CERTAIN PERSONS IN OR OPPOSITION TO MATTERS TO BE ACTED UPON
(a) No current director or officer of UnionBank, or nominee for election as director of the Bank or any
associate of any of the foregoing persons has any substantial interest, direct or indirect, by security
holdings or otherwise, in any matter to be acted upon in the stockholders’ meeting, other than
election to office.
(b) No director has informed UnionBank in writing that he intends to oppose any action to be taken by
the Bank at the meeting.
2
I.
Outstanding Number of Common Stock Shares
Title of Class
No. of shares outstanding
Common Shares
641,422,420
The record date with respect to this solicitation is April 14, 2010. Only stockholders of record at the close
of business on April 14, 2010 will be entitled to notice and to vote at the meeting.
A stockholder entitled to vote at the meeting has the right to vote in person or by proxy. With respect to
the election of directors, in accordance with Section 24 of the Corporation Code of the Philippines and
pursuant to Article IV, Section 1(e) of the Bank’s amended by-laws, a stockholder may vote the number
of shares held in his name in the Company’s stock books as of April 14, 2010, and may vote such number
of shares for as many persons as there are directors to be elected, or he may cumulate said shares and
give one candidate as many votes as the number of directors to be elected multiplied by the number of
his shares shall equal, or he may distribute them on the same principle among as many candidates as he
shall see fit; Provided, that the total number of votes cast by him shall not exceed the number of shares
owned by him as shown in the books of the Bank multiplied by the total number of directors to be
elected. Discretionary authority to cumulate votes is solicited.
The total number of votes that may be cast by a stockholder of the Bank is computed as follows: no. of
shares held on record as of record date x 15 directors. The deadline for submission of proxies is May 18,
2010.
II.
Security Ownership of Certain Record and Beneficial Owners
The following are known to the registrant to be directly or indirectly the record or beneficial owner of
more than 5 per cent of registrant’s voting securities (registrant has only one class of voting security, i.e.
common shares) as of March 31, 2010:
Title of Class
Common
Name, address of
Record Owner
& Relationship
with Issuer
Aboitiz Equity Ventures, Inc.**
110 Legaspi Street,
Legaspi Village, Makati City
Principal Shareholders
Name, address of
Beneficial Owner
& Relationship
with Record Owner
Citizenship
Aboitiz Equity Ventures, Inc.**
110 Legaspi Street,
Legaspi Village, Makati City
Filipino
Common PCD Nominee Corporation*
37/F Tower 1 Enterprise Center
6766 Ayala Avenue, Makati City
Minority Shareholders
PCD Nominee Corporation*
37/F Tower 1 Enterprise Center
6766 Ayala Avenue, Makati City
Filipino
Common The Insular Life Ass. Co., Ltd**
IL Corporate Center
Insular Life Drive
Filinvest, Alabang, Muntinlupa
Principal Shareholders
The Insular Life Ass. Co., Ltd**
IL Corporate Center
Insular Life Drive
Filinvest, Alabang, Muntinlupa
Filipino
No. of Shares
Held
247,952,485
116,114,792
103,359,164
Percent
of
Class
38.65%
18.10%
16.11%
NOTE: Social Security System (SSS) is the only entity/person which holds more than 5% of the company’s
outstanding capital shares under the PCD Nominee Corporation with 56,086,523 shares (8.74408%)
3
Common Social Security System**
East Avenue, Diliman
Quezon City
Principal Shareholders
Social Security System**
East Avenue, Diliman
Quezon City
Filipino
69,777,286
10.88%
**The respective proxies of these corporate shareholders are appointed by their respective Board of
Directors and the Company becomes aware of the identity of such proxies only when the corresponding
proxy appointments are received by the Company. Based on previous meetings, Mr. Jon Ramon M.
Aboitiz and/or Erramon I. Aboitiz have been appointed proxies for Aboitiz Group, while Mr. Vicente R.
Ayllon has been appointed proxy for the Insular Life Ass., Co., Inc and Mr. Romulo L. Neri has been
appointed proxy for the SSS Group.
*The PCD, represented by its Associate Directors, Mr. Lemuel Bitong and Josephine F. dela Cruz, only
holds a legal title, not beneficial ownership of the lodged shares.
*UnionBank has no stock options, warrants, rights or similar declarations as of report date.
III.
Security Ownership of Management
The following are the number of shares comprising the Bank’s capital stock (all of which are voting
shares) owned of record by the directors, Chief Executive Officer, key officers of the Bank, and nominees
for election as director as of March 31, 2010:
Common
Jon Ramon M.
Aboitiz
Number of Shares,
Amount and Nature
of legal and
beneficial
Ownership
194 (r)
P1,940.00
Common
Jon Ramon M.
Aboitiz
3,997,872 (b)
P39,978,720.00
Filipino
Common
Stephen G.
Paradies
4,068 (r)
P40,680.00
Filipino
Common
Stephen G.
Paradies
520,000 (b)
P5,200,000.00
Filipino
Common
Erramon I. Aboitiz
194 (r)
P1,940.00
Filipino
Common
Erramon I. Aboitiz
2,668,532 (b)
P26,685,320.00
Filipino
Common
Iker Markel Aboitiz
100 (r)
P1,000.00
Filipino
Common
Armand F. Braun,
Jr.
2,191 (r)
P21,910.00
Filipino
Title
Of
Class
Name of
Beneficial Owner
Citizenship
Address
Filipino
110 Legaspi St.
Legaspi Village,
Makati City
110 Legaspi St.
Legaspi Village,
Makati City
110 Legaspi St.
Legaspi Village,
Makati City
110 Legaspi St.
Legaspi Village,
Makati City
110 Legaspi St.
Legaspi Village,
Makati City
110 Legaspi St.
Legaspi Village,
Makati City
110 Legaspi St.
Legaspi Village,
Makati City
Unit
1704A
Three Salcedo
Place
Tordesillas St.,
Makati City
%
of
Class
0.00%
0.61%
0.00%
0.08%
0.00%
0.42%
0.00%
0.00%
4
Common
Justo A. Ortiz
2,779,038 (r)
P27,790,380.00
Filipino
Common
Justo A. Ortiz
80,000 (b)
P800,000.00
Filipino
Common
Juan Antonio E.
Bernad
361 (r)
P3,610.00
Filipino
Common
Mayo Jose B.
Ongsingco
164 (r)
P1,640.00
Filipino
Common
Victor B.
Valdepeñas
2,301,821 (r)
P23,018,210.00
Filipino
Common
Victor B.
Valdepeñas
908 (b)
P9,080.00
Filipino
Common
Vicente R. Ayllon
118 (r)
P1,180.00
Filipino
Common
Edilberto B. Bravo
41 (r)
P410.00
Filipino
Common
Thelmo Y.
Cunanan
66 (r)
P660.00
Filipino
Common
Thelmo Y.
Cunanan
10 (b)
P100.00
Common
Cancio C. Garcia
Common
Sergio A. F.
Apostol
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
110 Legaspi St.
Legaspi Village,
Makati City
c/o IL
Corporate
Center, Insular
Life Drive,
Filivest,
Alabang,
Muntinlupa City
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
0.43%
0.01%
0.00%
0.00%
0.36%
0.00%
c/o
IL
Corporate
Center, Insular
Life Drive,
Filivest,
Alabang,
Muntinlupa City
c/o
IL
Corporate
Center, Insular
Life
Drive,
Filivest,
Alabang,
Muntinlupa City
c/o
SSS,
Diliman,
Quezon City
0.00%
Filipino
c/o
SSS,
Diliman,
Quezon City
0.00%
65 (r)
P650.00
Filipino
c/o Union Bank
of
the
Philippines
0.00%
1 (r)
P10.00
Filipino
c/o
SSS,
Diliman,
Quezon City
0.00%
0.00%
0.00%
5
Common
Romulo L. Neri
1 (r)
P10.00
Filipino
c/o
SSS,
Diliman,
Quezon City
0.00%
Common
Fe B. Macalino
97,052 (r)
P970,520.00
Filipino
0.02%
Common
Herminio M.
Pugeda
1,605 (r)
P16,050.00
Filipino
Common
Ana Marie D. Lirio
10,228 (r)
P102,280.00
Filipino
Common
Guia C. Lim
396,904 (r)
P3,969,040.00
Filipino
Common
Ramon R. Castro
198,442 (r)
P1,984,420.00
Filipino
Common
Edwin R. Bautista
488,209 (r)
P4,882,090.00
Filipino
Common
Mardonio C.
Cervantes
26,461 (r)
P264,610.00
Filipino
Common
Dominic R. Milan
3,996 (r)
P39,960.00
Filipino
Common
Edwin G. Pineda
20,875 (r)
P208,750.00
Filipino
Common
Edwin G. Pineda
163 (b)
P1,630.00
Filipino
Common
Catalino S. Abacan
59,529 (r)
P595,290.00
Filipino
Common
Roberto F.
Abastillas
178,589 (r)
P1,785,890.00
Filipino
9,971 (r)
P99,710.00
Filipino
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
Common
Ermerlindo S. Andal
Common
Agnes R. Bacani
20,637 (r)
P206,370.00
Filipino
Common
Susan E. Bautista
1,994 (r)
P19,940.00
Filipino
Common
Norberto E. Belen
79,373 (r)
P793,730.00
Filipino
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
0.00%
0.00%
0.06%
0.03%
0.08%
0.00%
0.00%
0.00%
0.00%
0.01%
0.03%
0.00%
0.00%
0.00%
0.01%
6
Common
Ma. Cecilia Teresa
S. Bernad
3,190 (r)
P31,900.00
Filipino
Common
William Amado
Bruno Castano Jr.
39,686 (r)
P396,860.00
Filipino
Common
Frederick E.
Claudio
59,529 (r)
P595,290.00
Filipino
Common
Hannah Theresa S.
Contreras
11,905 (r)
P119,050.00
Filipino
Common
Gerard Dela Rosa
Darvin
15,874 (r)
P158,740.00
Filipino
Common
Joebart T. Dator
19,843 (r)
P198,430.00
Filipino
Common
Rebecca M. Dela
Cruz
20,637 (r)
P206,370.00
Filipino
Common
Ramon G. Duarte
59,529 (r)
P595,290.00
Filipino
Common
Eduardo V.
Enriquez III
19,843 (r)
P198,430.00
Filipino
Common
Antonio Agustin
Sayo Fajardo
59,529 (r)
P595,290.00
Filipino
Common
Michael Jack B.
Garcia
181,367 (r)
P1,813,670.00
Filipino
Common
Joyvalerie B.
Gatdula
112,312 (r)
P1,123,120.00
Filipino
Common
Rachel Christine T.
Geronimo
10,318 (r)
P103,180.00
Filipino
Common
Julie C. Go
79,373 (r)
P793,730.00
Filipino
Common
Joyce S. Gonzalez
103,185 (r)
P1,031,850.00
Filipino
Common
Cesar G. Ilagan
19,843 (r)
P198,430.00
Filipino
Common
Leonides F. Intalan
46,719 (r)
P467,190.00
Filipino
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
0.00%
0.01%
0.01%
0.00%
0.00%
0.00%
0.00%
0.01%
0.00%
0.01%
0.03%
0.02%
0.00%
0.01%
0.02%
0.00%
0.01%
7
Common
Genaro V. Lapez
99,216 (r)
P992,160.00
Filipino
Common
Stella Marie L.
Layug
11,905 (r)
P119,050.00
Filipino
Common
Concepcion P.
Lontoc
36,630 (r)
P366,300.00
Filipino
Common
Ma. Cristina P.
Maceren
45,837 (r)
P458,370.00
Filipino
Common
Ramon De Santos
Matias
95,247 (r)
P952,470.00
Filipino
Common
Angelo Dennis L.
Matutina
13,890 (r)
P138,900.00
Filipino
Common
Rodrigo J.
Montaniel
19,843 (r)
P198,430.00
Filipino
Common
Derrick J. Nicdao
2,233 (r)
P22,330.00
Filipino
Common
Teodoro M.
Panganiban
396,865 (r)
P3,968,650.00
Filipino
Common
Alicia A. Pastoral
5,384 (r)
P53,840.00
Filipino
Common
Peter Ismael F.
Quiambao
130,965 (r)
P1,309,650.00
Filipino
Common
Beatriz B. Romulo
277,805 (r)
P2,778,050.00
Filipino
Common
Bennett Clarence
D. Santiago
15,874 (r)
P158,740.00
Filipino
Common
Manuel De
Guzman Santiago
Jr.
Evelyn Q. Santos
11,905 (r)
P119,050.00
Filipino
59,529 (r)
P595,290.00
Filipino
198,432 (r)
P1,984,320.00
Filipino
59,529 (r)
P595,290.00
Filipino
Common
Common
Elfren Antonio S.
Sarte
Common
Ceferino P.
Tolentino Jr.
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
0.02%
0.00%
0.01%
0.01%
0.01%
0.00%
0.00%
0.00%
0.06%
0.00%
0.02%
0.04%
0.00%
0.00%
0.01%
0.03%
0.01%
8
Common
Jo-Ann Fatima L.
Tolentino
Common
Marie Aimee S.
Tumao
Common
Jose Levi S.
Villanueva
39,686 (r)
P396,860.00
Filipino
119,059 (r)
P1,190,590.00
Filipino
29,114 (r)
P291,140.00
Filipino
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
c/o Union Bank
of
the
Philippines
0.01%
0.02%
0.00%
The aggregate number of shares owned of record by the Chief Executive Officer, key officers and
directors as a group as of March 31, 2010 is 16,481,403 shares equivalent to P164,814,030.00 @
P10.00/share which is approximately 2.57% of the Bank’s outstanding capital stock.
“r” represents record ownership
“b” represents beneficial ownership at par value of P10.00/share
3. There is no existing voting trust agreement involving shares of the Bank.
4. There was no change in control that occurred in the Bank since the beginning of the last fiscal year.
Directors and Executive Officers
A. Directors and Nominees:
The following are the names of the incumbent Directors of the Bank and their respective age,
citizenship and period of service as of March 31, 2010.
They have been pre-screened and certified qualified by the Nominations Committee of the Board
pursuant to SRC Rule No. 38 at the meeting held on March 11, 2010 by the following Nomination
Committee Members:
1.
2.
3.
4.
5.
6.
7.
Jon Ramon M. Aboitiz
Justo A. Ortiz
Erramon I. Aboitiz
Mayo Jose B. Ongsingco
Sergio Antonio F. Apostol
Armand F. Braun, Jr.
Norberto M. Belen
INCUMBENT/
NOMINEES
Justo A. Ortiz
-
Chairman
Member
Member
Member
Member
Member
Non-Voting Member (HR Director)
AGE
CITIZENSHIP
POSITION
52
Filipino
Vicente R. Ayllon
Jon Ramon M.
Aboitiz
79
61
Filipino
Filipino
Chairman
&
CEO
Vice-Chairman
Vice-Chairman
Iker M. Aboitiz
Erramon I.
38
54
Director
Filipino
Filipino
Director
Director
Period during which
individual has served as such
July 23, 1993 to present
June 27, 1991 to present
June 01, 2001 to present
May 24, 1996 to January 01,
1998
October 11, 1988 to May 31,
2001
May 29, 2009 to present
July 23, 1993 to present
9
Aboitiz
E.
53
Filipino
Director
Stephen G. Paradies
Thelmo Y. Cunanan
Romulo L. Neri
Sergio Antonio F.
Apostol
Mayo
Jose
B.
Ongsingco
Edilberto B. Bravo
56
71
60
75
Filipino
Filipino
Filipino
Filipino
Director
Director
Director
Director
October 11, 1988 to April 23,
1993
October 22, 1999 to present
January 27, 1995 to August 23,
1999
October 11, 1988 to present
May 27, 2005 to present
August 22, 2008 to present
August 22, 2008 to present
58
Filipino
Director
June 24, 2005 to present
73
Filipino
Director
Filipino
President
COO
&
January 23, 2004 to present
March 25, 1993 to May 25, 1994
January 01, 1998 to present
Filipino
Director
Filipino
Vice-Chairman
President
Director
December 31, 1997 to present
January 1998 to June 2001
April 03, 1990 to December 31,
1997
September 04, 2008 to present
Juan
Antonio
Bernad
Victor B.
63
Valdepeñas
INDEPENDENT DIRECTORS
Armand F. Braun, Jr.
72
Cancio C. Garcia
72
UnionBank’s Independent Directors, namely, Messrs. Armand F. Braun, Jr. and Cancio C. Garcia,
possess the qualifications and none of the disqualifications of an independent director. They have
complied with all the requirements of the Bangko Sentral ng Pilipinas (BSP), the Securities and Exchange
Commission (SEC), and the Bank’s Manual on Corporate Governance for their respective positions. They
were nominated by the nominees to the Board of Directors of Aboitiz Equity Ventures, Inc. (AEV), and
The Insular Life Assurance Company Ltd., (IL), and the Chairman and President of the Social Security
Commission (SSC), namely: Mr. Jon Ramon M. Aboitiz, Vicente R. Ayllon, and Thelmo Y. Cunanan &
Romulo L. Neri, respectively. They are not related to the nominees. They are eligible for election as
Independent Directors at the forthcoming Annual Stockholders’ meeting on May 28, 2010.
BUSINESS EXPERIENCE:
The following is a brief description of the business experience of each of the directors/nominees
of the Bank:
Justo A. Ortiz, serves as the Chairman of the Board and Chief Executive Officer of the Bank. He is also
currently the chairman of Union Properties, Inc. (UPI), a director in Aboitiz Equity Ventures, Inc., Aboitiz
Transport Systems Corp. (formerly WG&A), Bankers Association of the Philippines, Megalink and ECR
Philippines. Mr. Ortiz is a member of World Presidents Organization/Young President Organization. Prior
to joining the Bank, he had 16 years of business experience at Citibank (Manila).
Jon Ramon M. Aboitiz, serves as the Vice-Chairman of the Board of the Bank. He is currently
Chairman of Aboitiz & Co., Inc. and Aboitiz Equity Ventures, Inc., a Cebu-based investment and
management enterprise, engaged in numerous and diverse business concerns ranging from powergeneration and distribution, banking and financial services, real estate development, construction,
marketing, food, ship building, transportation (air/land/sea) and logistics that are closely linked to nation
building and progress. Mr. Aboitiz began his career with the Aboitiz Group in 1970. From manager of
the Aboitiz Shipping Corporation, Mr. Aboitiz was promoted to President of the company in 1976 and
became President of Aboitiz & Company in 1991 until 2008. He was President and CEO of Aboitiz Equity
Ventures from 1993-2008. Currently, Mr. Aboitiz holds various positions in the Aboitiz Group including
10
Chairman of the Board of Aboitiz Transport System (ATSC) Corporation, Aboitiz Energy Solutions, Inc.,
Aboitiz Jebsen Bulk Transport Corporation, Aboitiz Development Corporation, Ems Crew Management
Philippines, Inc. He is Vice-Chairman of Aboitiz Power Corporation. Mr. Aboitiz is also Director of Davao
Light & Power Co., Inc., Southern Philippines Power Corporation, City Savings Bank, Cotabato Light &
Power Company and International Container Terminal Services, Inc. He is also President/Trustee of the
Aboitiz, Foundation, Inc. and Trustee of the Ramon Aboitiz Foundation, Inc. and Santa Clara University,
California – Santa Clara, California, USA. He is a member of the board of advisors for the Association of
Foundations as well as the Coca Cola Bottlers Philippines, Inc. Mr. Aboitiz holds a B.S. Commerce degree
major in Management from the University of Santa Clara, California.
Vicente R. Ayllon, serves as the Vice-Chairman of the Board of the Bank. He is currently the Chairman
and Chief Executive Officer of The Insular Life Assurance Co., Ltd. He also sits as Chairman and
President of the Insular Life Property Holdings, Inc. (formerly Vigan Realty, Inc.) and is the Chairman of
Insular Investment & Trust Corporation, Insular Life Health I-Care (I-Care), Insular Life Foundation,
ILMADECO, Home Credit Mutual Building & Loan Association and Asian Hospital and Medical Center. Mr.
Ayllon is also Vice Chairman of Mafre Insular Insurance Corporation. From 2003 to 2004, he was director
of the Philippine Stock Exchange, Inc. From 1997 to 2003, he served as President and Chief Executive
Officer of Insular Life Assurance Co., Ltd. His other directorships include Pilipinas Shell Petroleum
Corporation, Shell Company of the Philippines, Ltd., Dusit Thani Hotel (Phil. Hoteliers, Inc.) and the
Palms Country Club.
Victor B. Valdepeñas, serves as the President and Chief Operating Officer of the Bank. He is also
currently director of Union Properties, Inc. (UPI). He served as Executive Vice President and Chief
Financial Officer of the Bank from 1993 to 1998. Prior to joining the Bank, he was the Vice-President and
the Country Treasurer of Citibank Manila from 1987 to 1994, Deputy Treasurer/Group Head of all Trading
Divisions of Citibank Manila from 1981 to 1986, Country Economist of Citibank Manila from 1974 to 1980
and the Assistant Director of National Economic & Development Authority’s Economic Planning &
Research. He was also Consultant to the Chairman of the National Economic Counsel and was a Faculty
Member of the University of the Philippines and professional lecturer at the University of Santo Tomas.
He was previously the President of the Philippine Economics Society and Foreign Exchange Association of
the Philippines. He was likewise Chairman and President of UBP Currency Brokers, Inc.
Erramon I. Aboitiz, serves as Director of the Bank. He is also the Chairman of Philippine Hydro Power
Corporation, SN Aboitiz Power, Davao Light & Power Co., Cotabato Light & Power Co., Subic Enerzone
Corp., Visayan Electric Company, City Savings Bank, and Aboitiz Foundation. He currently sits as
President and Chief Executive Officer of Aboitiz Equity Ventures, Inc. and he holds the same position in
Aboitiz Power Corporation and Aboitiz & Company, Inc. His business experience includes directorships in
Aboitiz Transport Systems, Inc., Aboitiz One, Inc., Aboitiz Land (since 2003), Pilmico Foods Corp., Pilmico
Animal Nutrition Corp., San Fernando Electric Light and Power Co. and Family Business Development
Center (Ateneo de Manila University).
Iker M. Aboitiz, is currently the Chief Finance Officer of Abovant Holdings, Inc., Cebu Private Power
Corporation and East Asia Utilities Corporation. He also sits as First Vice President/Chief Finance
Officer/Chief Information Officer of Aboitiz Power Corporation; and Executive Committee Member,
Treasury Group and Corporate Finance; Member of Audit Committee of Aboitiz & Company, Inc. Mr
Aboitiz began his career with the Aboitiz & Company, Inc. in 1994. He held various positions in the
Aboitiz & Company, Inc. including Analyst - Corporate Planning Department from 1994-1995, Trader Treasury Department from Feb. 1995 to June 1995, Assistant Treasurer - Treasury Department from
1995 to 1997 and Assistant Vice-President, Head - Corporate Finance Dept. from 1998 to 1999. He
served also as Treasurer of Davao Light and Power Co., Inc. and Cotabato Light and Power Company
from 1998 to 1999. He was previously Adviser to the Board of Directors of City Savings Bank from 1998
to 1999. Mr. Aboitiz was also Executive Assistant to the Chairman & CEO of UnionBank of the Philippines
and Member of Union Bank Asset and Liability Committee (ALCO) from 1999 to 2000. He served as
11
Analyst - Corporate Finance Group of Credit Lyonaisse SA Exchange Capital Corp. from 2000 to 2003 and
Chief Finance Officer of Aboitiz Construction Group Inc. from 2003 to 2007. He worked for FBMA Marine
Inc. in several positions including Chief Finance Officer, Member of the Board of Directors and Executive
Committee from 2003 to 2007. Mr. Aboitiz has a Bachelor of Science Degree in Business Management
major in Finance, Cum Laude from the Boston College, Newton, Massachusetts.
Juan Antonio E. Bernad, serves as Director of the Bank. He is also currently Senior Vice - President of
Aboitiz Equity Ventures, Inc. (since 1995), Executive Vice - President – Strategy & Regulatory Affairs of
Aboitiz Power Corporation (since 1998) and Vice-President and Treasurer of Cotabato Light & Power
Corporation (since 1989). His other directorships include San Fernando Electric Company (since 2001),
Mamerto Escano Inc. (since 1987) and EVP-Regulatory Affairs of Davao Light & Power Corporation (since
1989).
Stephen G. Paradies, serves as Director of the Bank. He has been Director of Union Properties, Inc.
(UPI) and International Container Terminal Services Inc. since 2002, Warehousing, Inc., Pilmico Foods
Corporation, Animal Nutrition Corp., and City Savings Bank. He also sits as Senior Vice President/Finance
of Aboitiz & Co., Inc. and Senior Vice President/Chief Finance Officer of Aboitiz Equity Ventures, Inc.
since 2004.
Thelmo Y. Cunanan, serves as Director of the Bank and currently the Chairman of the Social Security
Commission, the top policy-making body of the Social Security System. He is Director for First Philippine
Holdings Corporation, Philex Mining Corporation and Belle Corporation. Mr. Cunanan was President and
Chief Executive Officer of the Philippine National Oil Company (PNOC) from February 2001 to August
2004. At the same time, he served as Chairman of the various subsidiaries of PNOC namely the PNOC
Exploration Corporation, PNOC Shipping & Transport Corporation, PNOC Petrochemical Development
Corporation and PNOC Development & Management Corporation. He also sat in the Board of Directors of
various corporations such as Petrochemicals Corporation of Asia, Jacinto Group of Companies and
Eastern Telecom. Mr. Cunanan served as the country’s Ambassador Extra-Ordinary and Plenipotentiary
to the Kingdom of Cambodia from 1995 to 1999. He likewise served as Secretary General of the ASEAN
Chamber of Commerce and Industry in 1999, Senior Adviser to the First International Conference of
Asian Political Parties in 2000, Chairman of the Philippine-Cambodia Business Council in 2001, and
Member of the Philippine Chamber of Commerce and Industry, the Philippine-Thailand Business Council
and the Philippine-India Business Council. Mr. Cunanan retired from the Armed Forces of the Philippines
in 1994 with the rank of Lieutenant General. He received his commission from the United States Military
Academy in West Point, New York, where he graduated with a Bachelor of Science degree in Military Art
and Engineering. He earned his masters degree in Business Administration from the University of the
Philippines.
Romulo L. Neri, serves as Director of the Bank. He also sits as Director of Philex Mining Corporation
and Philippine Health Insurance Corporation and San Miguel Purefoods Corp. He is also President and
Chief Executive Officer of Social Security System. He was the Chairman of the Commission on Higher
Education from 2007 to 2008; Monetary Board Member of the Bangko Sentral ng Pilipinas from 2005 to
2008; Secretary of the Socio-Economic Planning and Director General of National Economic Development
Authority from 2002 to 2007; Secretary of the Department of Budget and Management from 2005 to
2006; Director General of Congressional Planning and Budget Office from 1990 to 2002; Associate
Professor of Asian Institute of Management from 1990 to 2002; Asian Professor for Corporate Financial
Management of Asian Institute of Management from 1986 to 1990; Corporate Planning Manager of
Canlubang Pulp & Manufacturing Corporation and CJ Yulo and Sons, Inc. from 1980 to 1985; Assistant
Finance Manager from 1979 to 1980 and Planning Coordinator from 1976 to 1977 of Philippine National
Oil Company and Planning Coordinator of Luzon Stevedoring Corp. (affilitated w/ PNOC) from 1975 to
1976. He also served as Financial Analyst of Mobil Oil Philippines, Inc. from 1973 to 1975; Assistant to
the President of Riverside Mills Corporation from 1971 to 1973; and a Faculty Member of College of
Business Administration of University of the Philippines from 1970 to 1971.
12
Sergio Antonio F. Apostol, serves as Director of the Bank. He was member of the Board of Directors
of the Manila Hotel for the year 2005. He also sits as the Chief Presidential Legal Counsel of the Office of
the President and Chief Legal Consultant of Social Security System. He was the Chairman of the Board of
Directors of United Coconut Planters Bank-General Insurance from 2005 to 2007 and was the Senior
Partner of the Apostol, Gomaru & Balgua Law Offices from 1986 to 1992. He was also the President,
Chief Executive Officer & Chairman of the Board of Director of PNOC-EDC from 2001 to 2004. He served
as Professor of Law & Pre-Bar Reviewer of the University of the Philippines, Ateneo de Manila University,
University of Santo Tomas, Far Eeastern University & Leyte Colleges from 1962 to 1992; He is an author
of several law books in Civil Procedure, Criminal Procedure, Evidence, Legal & Judicial Ethics and Criminal
Law. He was Majority Floor Leader-11th Congress; Senior Deputy Minority Floor Leader – 11th Congress
and representative – 2nd District of Leyte to the House of Representatives from 1992 to 2001. He was
also the Consultant of the Ministry of Human Settlement and APO-NEDA from 1983 to 1986. He was
Chief Legal Counsel of Metro Manila Commission from 1982 to 1986; City Fiscal in the Quezon City
Ministry of Justice from 1981 to 1986; District Judge of Court of First Instance Br. XVI, Quezon City of the
year 1969 to 1975 and for the year of 1981; Executive Judge of Court of First Instance Br. XVI, Quezon
City from 1975 to 1977; Provincial Board Member of the Province of Leyte from 1963 to 1967 and
Municipal Councilor of the Municipal Government of Barugo, Leyte for the year 1959.
Mayo Jose B. Ongsingco, serves as Director of the Bank. He is currently the Chairman of Insular Life
General Insurance Agency, Inc. and Insular Life Employees’ Retirement Fund and the Vice Chairman of
Insular Life Health Care, Inc. (since 1999), Insular Life Property Holdings, Inc., and Home Credit Mutual
Building & Loan Association. He is also the Vice Chairman and President of Insular Life Management &
Development Corporation. He has been the President, Chief Operating Officer and Trustee of Insular Life
Assurance Co., Ltd. since 2004. His other directorships include Insular Investment & Trust Corp., Insular
Life Foundation, Mapfre Insular Insurance Corporation, Pilipinas Shell Petroleum Corp., Shell Gas (LPG)
Philippines, Inc., Keppel Philippines Holdings, Inc. Subic Shipyard Engineering, Inc., PPI Prime Venture,
Inc. (formerly Pamplona Realty, Inc.) and Asian Hospital, Inc.
Edilberto B. Bravo, serves as Director of the Bank. He has been the Chairman and Chief Executive
Officer of U-Bix Corporation since 1974 and Facilities Managers, Inc. since 1996. He has also been the
President of Bookhaven since 1964, Compufax Corporation since 1985, and East West Capital Corporation
and Bravo Golf Corporation since 1987. He is at present the Vice Chairman of the Board of Insular Life
Assurance Co., Ltd. and Insular Investment & Trust Corporation. Prior to joining the Bank, he was the
Head of Credit for Citibank (Philippines) and lawyer for Ponce Enrile, Siguion Reyna, Montecillo & Belo
Law Office.
Armand F. Braun, Jr., serves as Independent Director of the Bank. He is also currently the Chairman
and President of AF Braun Company and Holdings, Inc. He was the President of UnionBank from 1990 to
1997. His business experience includes directorships in UBP Capital Corporation, Union Properties, Inc.,
A-1 Micro Finance, Inc. Alrose Foods Corp., Iligan Pizza Corp., North Iligan Food Services, Inc., Central
Iligan Fast foods, Bern Bakery Specialists, Inc. – Store 1, Bern Bakery Specialists, Inc. – Store 2,
Beefoods Corp., and Philam Asset Management, Inc.
Cancio C. Garcia, serves as Independent Director of the Bank. He is currently the Chairman of the
Board and Director of Purefoods Corporation. He is a member of the Board of Directors of San Miguel
Properties, Inc. He was Justice of Supreme Court of the Philippines from 2004 to 2007.
(b)
EXECUTIVE OFFICERS:
The Executive Officers of the Bank, and their respective age, citizenship and position as of March
31, 2010, are as follows:
13
NAME
Justo A. Ortiz
AGE
52
CITIZENSHIP
Filipino
Victor B.
Valdepeñas
63
Filipino
Guia C. Lim
62
Filipino
Edwin R. Bautista
49
Filipino
Teodoro M.
Panganiban
58
Filipino
Herminio M.
Pugeda
61
Filipino
Genaro V. Lapez
52
Filipino
Beatriz B. Romulo
55
Filipino
Norberto M.
Belen
Ramon R. Castro
62
Filipino
56
Filipino
Eduardo I. Conde
59
Filipino
Ceferino P.
Tolentino
53
Filipino
56
Filipino
Atty.
Cesar
Ilagan
G.
POSITION
Chairman
&
Chief
Executive
Officer
President
&
Chief
Operations
Officer
EVP
–
Corporate
Banking
Center
EVP – Retail
Banking
Center
EVP – Channel
Management
Center
Senior
VicePresident
EVP
–
Corporate
Product
Banking
Center
Senior
VicePresident
EVP
–
Customer
Brand
Experience
Management
Center
EVP
–
Commercial
Banking
Center
Senior
VicePresident
Senior
VicePresident
Senior
VicePresident
Senior
VicePresident
Senior
VicePresident/
Controller
Period during which individual
has served as such
July 23, 1993 to present
January 01, 1998 to present
May 27, 1994 to present
April 27, 2001 to present
April 27, 2001 to present
August 22, 1997 to April 26, 2001
April 27, 2001 to Present
July 22, 1994 to April 26, 2001
July 25, 2008 to present
August 28, 2006 to present
September 26, 2003 to Present
November 26, 1993 to Present
October 15, 2002 to Present
April 27, 2001 to Present
July 15, 2004 to present
14
Atty. Fe B.
Macalino
56
Filipino
Ramon G. Duarte
45
Filipino
Roberto
F.
Abastillas
Catalino S. Abacan
48
Filipino
56
Filipino
50
Filipino
53
Filipino
46
Filipino
Manuel
G.
Santiago, Jr.
Jose
Levi
S.
Villanueva
Angelo Dennis L.
Matutina
Ana Marie D.
Lirio
Michael
Garcia
Jack
60
B.
Filipino
39
Filipino
Alejandro E.
Reyes
57
Filipino
Myrna E.
Amahan
48
Filipino
First
VicePresident/
Controller
Senior
VicePresident/
General
Counsel
&
Corporate
Secretary
FVP, General
Counsel &
Corporate
Secretary
Senior
VicePresident
Senior
VicePresident
Senior
VicePresident
Senior
VicePresident
Senior
VicePresident
First
Vice
President
July 23, 2003 to July 14, 2004
September 1, 2004 to Present
October 2, 1989 to August 31, 2004
June 23, 2006 to present
August 28, 2006 to present
December 14, 2007 to present
December 14, 2007 to present
August 22, 2008 to present
From April 2002 to April 30, 2009
Senior
Vice- From May 1, 2009 to present
President
Senior Vice June 27, 2008 to present
President
First VicePresident/
Treasurer
March 31, 2006 to June 27, 2008
FVP/ OICTreasurer
First
VicePresident
&
Trust Officer
VicePresident/
Chief
Compliance
Officer
Vice-President
&
Internal
Auditor
March 22, 2002 to March 31, 2006
November 24, 2006 to present
November 23, 2001 to Present
June 23, 2006 to present
AVP & Internal
Auditor
March 31, 2006 to June 23, 2006
AVP &
Internal
Auditor
February 9, 2001 to March 31,
2006
OIC-
15
BUSINESS EXPERIENCE:
The following is a brief description of the business experience of each of the Executive Officers of
the Bank:
Justo A. Ortiz, serves as the Chairman of the Board and Chief Executive Officer of the Bank. He is also
currently the chairman of Union Properties, Inc. (UPI), a director in Aboitiz Equity Ventures, Inc., Aboitiz
Transport Systems Corp. (formerly WG&A), Bankers Association of the Philippines, Megalink and ECR
Philippines. Mr. Ortiz is a member of World Presidents Organization/Young President Organization. Prior
to joining the Bank, he had 16 years of business experience at Citibank (Manila).
Victor B. Valdepeñas, serves as the President and Chief Operating Officer of the Bank. He is also
currently director of Union Properties, Inc. (UPI). He served as Executive Vice President and Chief
Financial Officer of the Bank from 1993 to 1998. Prior to joining the Bank, he was the Vice-President and
the Country Treasurer of Citibank Manila from 1987 to 1994, Deputy Treasurer/Group Head of all Trading
Divisions of Citibank Manila from 1981 to 1986, Country Economist of Citibank Manila from 1974 to 1980
and the Assistant Director of National Economic & Development Authority’s Economic Planning &
Research. He was also Consultant to the Chairman of the National Economic Counsel and was a Faculty
Member of the University of the Philippines and professional lecturer at the University of Santo Tomas.
He was previously the President of the Philippine Economics Society and Foreign Exchange Association of
the Philippines. He was likewise Chairman and President of UBP Currency Brokers, Inc.
Guia C. Lim, serves as Executive Vice-President and Head of the Corporate Banking Center of the Bank.
She was previously the President of International Corporate Bank, the Executive Vice-President of Land
Bank of the Philippines from 1988 to 1993, and the Vice-President and Branch Manager of the World
Corporation Group of Citibank N.A. Manila from 1981 to 1988. She was a recipient of Citibank’s Global
Account Management Award.
Edwin R. Bautista, serves as Executive Vice-President, Head of the Retail Banking Center and
Marketing Director of the Bank. Following the Merger, he was also appointed as President of
International Exchange Bank. He was Senior Vice-President of the Bank from 1997 to 2001. He previously
worked as Senior Brand Manager at Procter and Gamble Mfg. from 1983 to 1987, Marketing and Sales
Director of the Philippines and Guam at American Express International from 1990 to 1991, and the VicePresident and Group Head of Transaction Banking at Citibank, Philippines from 1991 to 1997.
Teodoro M. Panganiban, serves as Executive Vice-President of the Bank and Head of the Channels
Management Center. He was Senior Vice-President of the Bank from 1997 to 2001. Prior to joining the
Bank, he was Vice-President and Senior Country Operations Officer at Citibank N.A., Philippines. He held
several positions at Citibank N.A. from 1971 to 1997 in Manila, Cebu, Hong Kong, Belgium and New
Zealand. He is currently Director of the Philippine Clearing House Corporation and Member of the
Operations Committee of the Bankers Association of the Philippines.
Herminio M. Pugeda, serves as Executive Vice-President and Head of Corporate Product Banking
Center of the Bank. Prior to joining the Bank in 1994, he was Senior Vice-President and Operations Group
Head of Institutional and Investment Banking Segments of CityTrust Banking Corporation from 1970 to
1990. He also held several positions at Citibank namely Vice-President, Head of Transaction Banking and
Internal Control Head.
Genaro V. Lapez, serves as Executive Vice-President and Head of Consumer Finance of the Bank. Prior
to joining the Bank, he was an experienced Business Leader – both at multi-country and single-country
level – with extensive Marketing/New Business Development experience and solid track-record in
16
Transformations and turnarounds. His career has spanned to numerous consumer product categories
from personal care, OTC (over-the-counter) pharmaceuticals, “content” products (publishing & music and
video licensing), food & beverage (both alcoholic and non-alcoholic), and “e-financial” services.
Beatriz R. Barredo-Romulo, serves as Executive Vice-President and the Head of the Commercial
Banking Center of the Bank. She was previously the Executive Vice President and the Head of the
Corporate Banking Cluster of International Exchange Bank. Prior to that, she was the Senior VicePresident and the Head of the Account Management Division of United Coconut Planters Bank ("UCPB")
from 1991 to 1995. She was also the Vice Chairman of UCPB Leasing and Finance Corporation and was a
Director for various subsidiaries of UCPB from 1992 to 1995.
Norberto M. Belen, serves as Senior Vice-President of the Bank. Prior to joining the Bank, he worked as
Personnel Director at Richardson Vicks-Procter & Gamble from 1979 to 1985 with same position at
Citibank Philippines from 1986 to 1987. He served as Regional Personnel Director for Northern Asia at
RJR Nabisco (H.K.) from 1987 to 1988, Group Human Resource Director at First Pacific & Co. from 1989
to 1990, Senior Vice-President and Chairman of Group Mancom – Jaka Group from 1990 to 1995,
Organization & Strategy Consultant at Jollibee, Jardine Davies, Phil-AM Health Care, Planters Bank,
Security Bank from 1995 to 2003, and International Training Consultant of CitiBank Asia Pacific from
1998 to 2003.
Ramon R Castro, serves as Senior Vice-President of the Bank and Head of the Asset Recovery
Group. From 1978, he was Assistant Vice-President at Bancom Finance Corporation until 1982. From
1982 to 1985, he served as Middle Market and Consumer Finance Head of the Bank. Subsequently,
he became Senior Vice President and Group Head for Corporate Banking.
Eduardo I. Conde, serves as Senior Vice-President of the Bank. Prior to his present position, he served
as First Vice-President and Head of Auto and Mortgage Finance of the Bank since 1993. From 1974 to
1993, Mr. Conde worked for BA Finance Corporation as Vice-President, Head for Branch Banking
Division, Credit Administration Group , and Credit, Legal and Collection Group.
Ceferino P. Tolentino, Jr., serves as Senior Vice-President of the Bank. Prior to joining the Bank, he
was Vice President in charge of the technical services at Dynamic Software Solutions International from
1987 to 1989 and Assistant Vice-President of technology services of Metrobank from 1989 to 1994.
Atty. Cesar I. Ilagan, serves as Senior Vice-President and Controller of the Bank. He was previously
the Asia Regional Controller for Cypress Semiconductor Philippines Inc. from 1998 to 1999 and Controller
for Intel Philippines Mfg. Inc. from 1987 to 1996.
Atty. Fe B. Macalino, serves as Senior Vice-President, Corporate Secretary and General Counsel of the
Bank. She began her career with the Bank in 1989. Her business experience includes an extensive legal
and corporate practice in the fields of banking, investment and financial leasing services, manufacturing,
trading, air chartering, cargo and bulk handling, shipping, security services. She previously worked at the
Family Savings Bank prior to its merger with the Bank of the Philippine Islands from 1979 to 1982. She
was Assistant Vice-President in charge of legal and collection at the State Investment House, Inc. from
1982 to 1985. She also served as the President of the Bank Administration Institute, Philippine Chapter.
She was also the Corporate Secretary and Corporate Legal Counsel for the Philippines in Asian Alcohol
Corporation, Far East Molasses Corporation, Ayala Molasses Company, Total Bulk Corporation, Asian Air
Charters, Inc., and Bulldog Security Agency, Inc.
Ramon G. Duarte, serves as Senior Vice-President and Head of Retail Product Development of the
Bank. He was previously Assistant Vice-President of ProChief; Technical Officer of Dotenable, Inc. from
2000-2001; Head of Electronic Banking Transaction Services at ABN AMRO Philippines from 1999 to
2000; and Assistant Vice-President of Product Management under Global Transaction Services at Citibank
from 1996 to 1999.
17
Roberto F. Abastillas, serves as Senior Vice-President of the Bank. He was previously Senior VicePresident and Head of the Account Management Center at International Exchange Bank. From 1987 to
1995, he was Vice-President and Head of the Account Management Group for United Coconut Planters
Bank.
Catalino S. Abacan is Senior Vice-President of Liabilities Products/Branch and Credit Card Operations
since 2004 to present. From 1998 to 2003 he was assigned at the following positions in Union Bank,
i.e., Vice-President/Region Service Operations Officer and Vice President Operations Head of UBP Visa
Unit. From 1994 to 1997, he was Vice-President for Operations, Manila Offshore Banking Unit of Lippo
Bank of Indonesia. From November 1996 to April 1997, he was instrumental in setting up a branch of
Lippo Bank in Phnom Penh, Cambodia. He held several positions in Philippine Banking Corporation from
1975 to 1993 namely Credit Investigator-Appraiser, Head of Credit Investigation-Appraisal Unit, Branch
Cashier, Branch Manager and Area Head for Manila branches. The last position he held was Group Head
for Operations in Transaction Banking, International / FCDU and Treasury.
Manuel G. Santiago, Jr., holds the position of Senior Vice-President and Credit Cards Product Business
Head. He previously worked as Director for Operations in American Express Bank in Indonesia and prior
thereto, Director for Operations in American Express International, Manila.
Jose Levi S. Villanueva is Senior Vice-President of the Bank. Prior to joining the Bank, he was General
Manager for PILTEL in the Visayas Region, Segment Manager for IBM-VISMIN and Vice-President for
Sales Management and Control under the Consumer Banking Group in Citibank.
Angelo Dennis L. Matutina, holds the position of Senior Vice-President and head of Business Network
Management. He was hired in Unionbank on March 2002 as First Vice President; previously he was
Assistant Vice President in Citibank and prior thereto as Product Manager.
Ana Marie D. Lirio is Senior Vice-President and Treasurer of the Bank. She began her career with the
Bank in 1989 as the Foreign Currency Group Head. Prior to joining the Bank, she was head of the
Eurodesk at Citibank, N.A. Manila from 1986 to 1989.
Michael Jack B. Garcia, serves as First Vice-President and Trust Officer of the bank. Prior to the
Merger, he was Vice-President and Head of the Trust Center of International Exchange Bank. He held
various finance positions at General Motors Europe in its offices in London and Brussels, performing
treasury, corporate finance and fund management functions from 1997 to 2002.
Alejandro E. Reyes, serves as Vice-President and Chief Compliance/Corporate Governance Officer of
the Bank. He previously worked as Senior Manager at The International Corporate Bank from 1983 to
1994, Technical Assistant from 1981 to 1982 at the Family Bank and Trust Company and Member of the
Operations Staff at Citytrust Banking Corporation from 1977 to 1981.
Myrna E. Amahan, serves as Vice-President and Internal Auditor of the Bank. She previously worked as
supervising IS auditor at Equitable-PCI Bank from 1996 to 2000 and was Head of the System Consultancy
Services of the Commission on Audit from 1993 to 1996.
Involvement in Certain Legal Proceedings
18
The Bank is not aware of any of the following events wherein any of its directors, nominees for
election as director, executive officers, underwriter or control person where involved during the past five
(5) years:
¾
any bankruptcy petition filed by or against any business of which a director, person
nominated to become a director, executive officer, or control person of the Corporation was
a general partner or executive officer either at the time of the bankruptcy or within two
years prior to that time;
¾
any conviction by final judgment in a criminal proceeding or being subject to a pending
criminal proceeding of any director, person nominated to become a director, executive
officer, or control person of the Bank;
¾
any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any
court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending
or otherwise limiting the involvement of any director, person nominated to become a
director, executive officer, or control person of the Corporation in any type of business or
banking activities.
The Bank is a defendant/respondent in various legal actions, most of which are claims for damages
arising in the ordinary course of business. The results of these actions, however, will not have a material
effect on the Bank’s financial position.
Family Relationship among Directors
Chairman and CEO Justo A. Ortiz is a relative in the 6th degree of consanguinity (second cousin)
of Directors Stephen G. Paradies, Erramon I. Aboitiz, Iker M. Aboitiz and Jon Ramon M. Aboitiz.
Certain Relationship and Related Transactions
1. There were no transactions during the last two (2) years with any director, officers or any principal
stockholders (owning at least 10% of the total outstanding shares of the company) which were not
in the ordinary course of business.
2. The Bank has no parent company.
COMPENSATION OF DIRECTORS AND EXECUTIVE OFFICERS
Information as to the aggregate compensation paid or accrued during the last two calendar years and to
be paid in the ensuing calendar year to the Bank’s Chief Executive Officer and four other most highly
compensated executive officers are as follows:
Aggregate
Principal
Compensation
Name
Position
Year
(net of bonuses)
Bonuses
Chairman & CEO
Justo A. Ortiz
2010
91,943,703.55*
22,985,925.89*
President & COO
Victor B. Valdepenas
EVP
–
Retail
Edwin R. Bautista
Banking Center
EVP – Corporate
Herminio M. Pugeda
Product Banking
Center
EVP – Corporate
Guia C. Lim
Banking Center
19
Justo A. Ortiz
Victor B. Valdepenas
Edwin R. Bautista
Herminio M. Pugeda
Guia C. Lim
Justo A. Ortiz
Victor B. Valdepenas
Edwin R. Bautista
Herminio M. Pugeda
Guia C. Lim
Justo A. Ortiz
Victor B. Valdepenas
Edwin R. Bautista
Herminio M. Pugeda
Guia C. Lim
All other officers &
directors as a group
unnamed
Chairman & CEO
President & COO
EVP
–
Retail
Banking Center
EVP – Corporate
Product Banking
Center
EVP – Corporate
Banking Center
Chairman & CEO
President & COO
EVP
–
Retail
Banking Center
EVP – Corporate
Product Banking
Center
EVP – Corporate
Banking Center
Chairman & CEO
President & COO
EVP
–
Retail
Banking Center
EVP – Corporate
Product Banking
Center
EVP – Corporate
Banking Center
2009
85,133,058.84
21,283,264.71
2008
75,894,948.84
18,973,737.21
2007
65,370,140.40
16,342,535.10
2010
2009
2008
2007
787,175,438.33*
729,756,710.64
681,723,642.84
622,634,232.12
196,793,859.58*
182,439,177.66
170,430,910.71
155,658,558.03
*estimated amount
The directors receive per diems for attendance in meetings of the board or its committees but do
not receive compensation from the Bank for services rendered. There is no standard arrangement
regarding compensation of directors and executive officers and there is no contract covering their
employment.
The executive officers receive salaries, bonuses, and other standard bank benefits that are
already included in the amounts stated above.
There are no warrants or options held by the Bank’s officers and directors.
INDEPENDENT PUBLIC ACCOUNTANTS
The current external auditor is Punong Bayan & Araullo (P & A).
Representatives of P & A are expected to be present at the forthcoming Annual Stockholders Meeting and
will have the opportunity to make a statement if they desire to do so and will be available to respond to
appropriate questions. P & A has been appointed by the Board of Directors to act as Independent Public
Accountant for FY 2008, and duly ratified by the Stockholders of the Bank at the last Annual
Stockholders’ meeting. For this year, upon approval of the stockholders, their authority to appoint UBP’s
Independent Public Accountant shall be delegated to the Board of Directors. After consultation with the
Audit Committee, the Board of Directors has appointed P & A as UBP’s Independent Public Accountant.
20
The Bank undertakes to comply with SEC SRC Rule 68 (3)(b)(iv) which prescribes the period for the
assignment of the Engagement Partner of the external auditors. Should the 5-year limitation of such
assigned partner be attained, the Bank will require the rotation of such engagement partner pursuant to
said SRC Rule.
MEMBERS OF AUDIT COMMITTEE:
The following are the members of the Audit Committee:
1.
2.
3.
4.
5.
Armand F. Braun – Chairman/Independent Director
Stephen G. Paradies - Vice Chairman
Cancio C. Garcia - Regular Member/Independent Director
Mayo Jose Ongsingo - Regular Member
Sergio Antonio F. Apostol - Regular Member
ALTERNATE MEMBERS:
1. Jon Ramon M. Aboitiz
2. Iker M. Aboitiz
ACTION WITH RESPECT TO REPORTS
The following matters will be submitted for approval of the stockholders at the Annual
Stockholders Meeting on May 28, 2010:
1.
2.
3.
4.
5.
6.
Approval of the minutes of the annual meeting of stockholders held on May 29, 2009;
Chairman/CEO’s report to stockholders;
President’s annual report on management operations for 2009;
Ratification/confirmation of the appointment of external auditor by the Board of
Directors; and
Amendment of UnionBank’s By-Laws to include as additional provisions of Article V
Sections 20 to 25 re: Inclusion of Audit, Market Risk and Operations Risk Management
Committees and their Duties/Roles and Responsibilities.
Election of directors for 2010-2011.
In the May 29, 2009 Annual Stockholders’ Meeting the following matters were presented before
the body:
1.
2.
3.
4.
5.
Approval of the minutes of the annual meeting of stockholders held on May 23, 2008;
Chairman/CEO’s report to stockholders;
President’s annual report on management operations for 2008;
Ratification/confirmation of the appointment of external auditor by the Board of
Directors; and
Election of directors for 2009-2010.
AMENDMENT OF CHARTER, BY-LAWS OR OTHER DOCUMENTS
Amendment of UnionBank By-Laws to include as additional provisions of Article V Sections 20 to 25 re:
Inclusion of Audit, Market Risk and Operations Risk Management Committees and their Duties/Roles and
Responsibilities which are also found in the Bank’s Revised Manual on Corporate Governance.
“ARTICLE V
xxx
21
Section 20. Audit Committee. The Audit Committee shall be composed of at least three (3)
members of the Board of Directors, at least two (2) of whom shall be independent directors, including
the Chairman, preferably with accounting, auditing, or related financial management expertise or
experience. It shall provide oversight of the institution’s financial reporting and control and internal and
external audit functions. It shall be responsible for the setting-up of the internal audit department and
for the appointment of the internal auditor as well as the independent external auditor who shall both
report directly to the Audit Committee. It shall monitor and evaluate the adequacy and effectiveness of
the internal control system.
The Audit Committee shall act for and in behalf of both the Bank and its wholly owned
subsidiaries.
Section 21.
Duties and Responsibilities of the Audit Committee:
a.
Check all financial reports against its compliance with both the internal financial
management handbook and pertinent accounting standards, including regulatory requirements.
b.
Perform oversight financial management functions specifically in the areas of
managing credit, market, liquidity, operational, legal and other risks of the Bank, and its wholly
owned subsidiaries, and crisis management.
c.
Pre-approve all audit plans, scope and frequency one (1) month before the
conduct of external audit.
d.
Perform direct interface functions with the internal and external auditors.
e.
Elevate to international standards the accounting and auditing processes,
practices and methodologies, and develop the following in relation to this reform:
i.
A definitive timetable within which the accounting system of the Bank
will be 100% International Accounting Standard (IAS) compliant.
ii.
An accountability statement that will specifically identify officers and/or
personnel directly responsible for the accomplishment of such task.
f.
Develop a transparent financial management system that will ensure the
integrity of internal control activities throughout the Bank and its subsidiaries through a step-bystep procedures and policies handbook that will be used by the entire organization.
Market Risk Committee - The Market Risk Committee shall be composed of
Section 22.
the Chairman of the Board of Directors of the Bank, the President and three other members of the Board.
The Committee shall set policies and standards for market risk identification and analysis measurement,
monitoring and control.
Section 23.
Duties and Responsibilities of the Market Risk Committee:
a.
Sets policies and guidelines for the measurement, management and reporting of
market risk. Ensures that the market risk management process satisfies corporate policy.
22
b.
Reviews the Treasury Portfolio (including contingent accounts) on a monthly or
regular basis and recommends valuation reserves, as necessary.
c.
Reviews and endorses Treasury Risk Limits for Board approval.
d.
Endorses Treasury-Related Product Programs and Manuals for approval of the
Board of Directors.
e.
Approves models and systems used to calculate market risk.
f.
Promotes the continuous development of market risk
infrastructure, understanding this to be an evolutionary and dynamic process.
programs
and
g.
Ensures that Business Units provide for ongoing review and validation of the
adequacy and soundness of market risk policies, assumptions and practices.
h.
Creates and promotes a risk culture that requires and encourages the highest
standards of ethical behavior by risk managers and risk-taking personnel.
i.
Encourages the professional development and training of management and staff
in market risk management, risk control, and risk-taking activities.
j.
Monitors the sensitivity of the Bank’s financial condition to the effects of market
volatility and adverse price changes of the Bank’s portfolio of financial instruments, and oversees
the Bank’s liquidity position through the Bank’s Assets and Liability Committee (“ALCO”).
Operations Risk Management Committee - The Operations Risk
Section 24.
Management Committee shall be composed of three members of the Board of Directors of the Bank and
two members from Senior Management. It is responsible for reviewing risk management policies and
practices relating to operational risk, including those that affect branches, internet banking, central
processing services and treasury operations.
Roles and Responsibilities of the Operations Risk Management
Section 25.
Committee:
a.
Assesses the adequacy of the Bank’s policies, procedures, organization and
resources for preventing, or limiting the damage from unexpected loss due to deficiencies in
information systems; business, operational and management processes; employee skills and
supervision; equipment; and internal controls.
b.
Reports results of periodic or special risk assessments conducted in various
businesses and operating units of the Bank, to proactively uncover operational risks that can
result to actual loss or damage to the Bank.
c.
Summarizes results of internal audits, BSP examinations, and investigation of
administrative cases that highlight trends indicative of present or emerging exposures to specific
operational risks.
Bank.
d.
Performs risk assessment of major information systems to be implemented in the
e.
Reviews regulatory compliance issues, whether currently existing, or anticipated
to arise as a result of new laws or regulations.
f.
resources.”
Reviews and endorses the Bank’s Business Continuity Plan, strategies, and
23
VOTINGPROCEDURES
VoteRequirement
1.
2.
3.
Forelectionof Directors
Code,the fifteen(15) nomineesreceivingthe
Pursuantto Section24 of the Corporation
highestnumberof votesshallbe declaredelected.
presenteither
submittedto a vote,a majorityvoteof the shareholders
Forother.matters
for the approvalof suchmatter.
in personor by proxyis necessary
By-Lawsto includeas additionalprovisionsof Artble V
Amendmentof UnionBank's
RiskManagement
Sections20 to 25 re.'Inclusionof Audit,MarketRiskand Operations
and Responsibilities.
Committees
andtheir Duties/Rolbs
with the general
shallbe in accordance
The methodof countingthe votesof the shareholders
provisions
Countingwill be doneby tabulationof the votesby
of the Corporation
Codeof the Philippines.
with the assistance
of herstaftandthe stockandtransferagent.
Secretary
the Corporate
The Bank undeftakes to provide without charge to each person solicited, upon written
request of such person, a copy of the Bank's annual repoft on SEC Form 17-A. Requestsmay
be sent to Ms. Virgie San Pascual 18b Floor, UnionBank Plaza, Meralco Avenue, Oftigas
Center, PasigCity.
SIGNATURES
Code,the Bankhasduly causedthis
of the SecuriiiesRegulation
Pursuant,to
the requirements
h6reuntodulyauthorized.
reportto be signedon its behalfby the undersigned
UNION BANK
By:
Date: April7, 2010
CorporateSecretary
24
COVER SHEET
3 6 0 7 3
S.E.C. Registration Number
U N I
O N B A N K
O F
T H E
P H I
L I
P P
I
N E S
A
V E N U E
S T
R
E E T S
C E N T E R ,
P A S I G
C I
( Business Address : No. Street City / Town / Province )
T
Y
(Company's Full Name)
U N I
O N B A N K
C O R
O N Y X
O R T I
G A S
P L A Z A
A N D
M E R A L C O
S A P P H I
R E
CESAR G. ILAGAN
Contact Person
1 2
3 1
Month
(632)667-6388
Company Telephone Number
SEC FORM 17-A
Day
0 5
FORM TYPE
Month
Fiscal Year
2 8
Day
Annual Meeting
U N D E R W R I
T E R -
S E C
Secondary License Type, If Applicable
C F D
Dept. Requiring this Doc.
Amended Articles Number/Section
Total Amount of Borrowings
5,
7 4 7
Domestic
Total No. of Stockholders
To be accomplished by SEC Personnel concerned
File Number
LCU
Document I.D.
Cashier
STAMPS
Remarks = pls. use black ink for scanning purposes
Foreign
SECURITIES AND EXCHANGE COMMISSION
SEC FORM 17-A
ANNUAL REPORT PURSUANT TO SECTION 11 OF THE REVISED SECURITIES ACT AND
SECTION 141 OF CORPORATION CODE OF THE PHILIPPINES
1. For the calendar year ended December 31, 2009
2. SEC Identification Number 36073
3. BIR Tax Identification No. 047-000-508-271
4. UNIONBANK OF THE PHILIPPINES
Exact name of registrant as specified in its charter:
5. METRO MANILA, PHILIPPINES
Province, Country or other jurisdiction or incorporation or organization
6. (SEC Use Only)
Industry Classification Code
1605
7. UnionBank Plaza, Meralco Ave. cor. Onyx and Sapphire Streets,
Ortigas Center, Pasig City
Postal Code
Address of Principal Office
8. (632) 667-6388
Registrant’s telephone number, including area code
9. Not applicable
Former name, former address, and former fiscal year, if changed since last report.
10. Securities registered pursuant to Sections 4 and 8 of the RSA
Title of Each Class
Common Stock
P10.00 par value
Number of Shares of Common Stock
Outstanding and Amount of Debt Outstanding
641,422,420 shares
11. Common Stocks are listed at the Philippine Stock Exchange.
12. Check whether the issuer:
(a) Has filed all reports required to be filed by Section 17 of the SRC and SRC Rule 17 thereunder
or Section 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections 26 and 141 of the
Corporation Code of the Philippines during the preceding twelve (12) months (or for such
shorter period that the registrant was required to file such reports);
Yes [ X ]
No [ ]
(b) - Has been subject to such filing requirements for the past ninety (90) days.
Yes [ X ]
1.
No [ ]
13. The aggregate market value as of December 31, 2009 of the voting stock held by nonaffiliates P23,732,629,540.00
1
UNIONBANK OF THE PHILIPPINES
TABLE OF CONTENTS
SEC FORM 17-A
Page
Part I – BUSINESS AND GENERAL INFORMATION
Item 1
Item 2
Item 3
Item 4
Business
Properties
Legal Proceedings
Submission of Matters to a Vote of Security Holders
3
21
21
22
Part II – SECURITIES OF THE REGISTRANT
Item 5
Market for Registrant’s Common Equity and Related Stockholder Matters
22
Part III – FINANCIAL INFORMATION
Item 6
Item 7
Item 8
Management’s Discussion and Analysis or Plan of Operation
Financial Statements
Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
24
29
30
Part IV – MANAGEMENT AND CERTAIN SECURITY HOLDERS
Item 9
Directors and Executive Officers of the Issuer
Item 10 Executive Compensation
Item 11 Security Ownership of Certain Beneficial Owners and Management
Item 12 Certain Relationships and Related Transactions
31
39
40
44
Part V – CORPORATE GOVERNANCE
Item 13
Discussion on Compliance with leading practice
on corporate governance
45
Part VI – EXHIBITS
Item 14 Exhibits/Reports on SEC Form 17- C
46
SIGNATURES
INDEX TO FINANCIAL STATEMENTS
AND SUPPLEMENTARY SCHEDULES
INDEX TO EXHIBITS
48
2
PART I – BUSINESS AND GENERAL INFORMATION
Item 1.
UnionBank of the Philippines is a universal bank in the Philippines which provides a wide range of
commercial, retail and corporate banking products and services, including loan and deposit products, cash
management services, trust banking services, consumer finance, treasury activities and electronic banking.
The Bank aims to distinguish itself from its competitors through, among other things, its innovative
technologies and products, customer service and cash management services. The Bank’s products include
internet banking, customized cash management products and services, mobile phone banking services and
electronic banking solutions.
UnionBank continues to re-invent itself, having evolved from a traditional two-product bank (deposittaking and lending) to a multi-product financial services company that leverages a lot on technology.
Diverging from the traditional banking business model, UnionBank behaves like a payment intermediary
in terms of managing its liabilities, and like an investment bank in managing its assets. In terms of
processes, UnionBank behaves like a factory operating center, successfully grouping together and linking
electronically the support units in the head office and branches. The Bank’s franchises are unique: cash
management solutions, technology-based products, and fund management. UnionBank’s clientele
encompasses over 1.6 million retail customers, thousands of middle-market & high-end corporate
segments, and major government institutions.
The Bank remains focused on meeting changes in customer needs through technological advancements
and seeks to remain at the forefront of technology-based banking in the Philippines. The Bank believes
that its use of technology and its operational structure has enabled it to capture and secure a loyal customer
base as well as to achieve high levels of efficiency and productivity. As part of its growth strategy, the
Bank aims to establish itself as a leading multi-product financial services bank in the Philippines by
increasing its share of the banking business for all market segments though providing a full range of
financial products and services.
Vision
Having accomplished its corporate vision set in 1993 to become a top five bank, UnionBank sets its sight
on a new vision:
“To become one of the top three universal banks in the Philippines in
the first decade of the 21st century,
with a full range of financial products and services for which we shall
be the acknowledged leader in service, innovation, and value-for-money,
conveniently accessed anytime, anywhere by delighted customers,
for whom we shall be a dominant financial services portal,
all enabled by bold, smart and self-driven professionals.”
As a financial portal, UnionBank today offers a robust internet product that includes functionalities such as
online corporate cash management, bills payment, fund transfer, application for financing, transaction
information, basic request and information services, insurance and wireless access.
3
Business Segments
UnionBank of the Philippines is a universal bank by franchise. It offers a wide range of financial and
related products and services. The Bank’s core businesses are retail banking, consumer finance, corporate
banking, commercial banking (comprising middle-market banking), cash management, trust banking and
treasury operations (involving management of the Bank’s liquidity and funding requirements and handling
of transactions in the financial markets covering foreign exchange, fixed income trading and investments,
and derivatives). Through its subsidiaries, the Bank is also engaged in pre-need products and property
administration and management.
• Personal Banking
• Corporate / Commercial Banking
• Business Banking
• Capital Market
• E-Banking
Personal Banking
CARD PRODUCTS. UnionBank launched its credit card business in 1999. Today, UnionBank Credit
Cards is the leader in co-brand and affinity credit card partnership. It has 16 co-brand and affinity credit
cards in partnership with retail, educational, medical, financial and service institutions, life and non-life
insurance and airline, providing unique values for each group of cardholders.
UnionBank also has a unique line of specialty credit cards. Titanium Visa is the only credit card targeting
upscale men with passion for golf. Bai Visa is the first regional specialty card in the country focusing on
the unique psychographic characteristics of Cebuanos and Cebu life as a region. UnionBank OmniPass is
the only credit card that earns miles and travel rewards on air, land and sea.
Shop & Talk Visa is UnionBank’s latest specialty card. Just launched in May 2009, Shop & Talk is the
first and only credit card in the market that automatically offers mobile phone prepaid load rewards across
all mobile telecommunications networks, making it the fastest and easiest way to earn and redeem rewards
in the market. In addition, it also offers rebates on mobile phone post-paid subscription, and rebates on
mobile phone electronic prepaid load (e-load) purchases.
Today, UnionBank cardholders enjoy not just worldwide acceptance but other features and benefits such
as: an installment program, an auto-charge facility, auto-insurance installment plan, rewards and discount
program and credit life insurance. Cardholders enjoy payment convenience and flexibility with billings in
Peso for international purchases, longer credit terms, flexible monthly payment and numerous payment
channels. Customer Service covers a 24/7 hotline, email, Facebook, Twitter and mobile banking and
electronic banking technology.
AUTO, MORTGAGE AND PERSONAL LOANS. The Bank provides auto, housing and salary loans
to its retail customers. The Bank’s Easy Car Loan program, which caters to both brand new and preowned models, provides affordable rates and monthly amortizations. The Bank offers a Salary Loan
Facility as additional benefit to employees of accredited companies availing the Bank’s payroll service.
This is a multi-purpose loan which provides a 3-day processing of applications & a hassle-free collection
through automatic salary deduction. The Bank also offers a complete line of mortgage financing designed
to meet specific customer needs for acquiring real estate, for building a house on their land or for securing
funds for special personal investments, using their real estate as collateral, behind affordable rates and
monthly amortizations. .
INVESTMENT PRODUCTS. The Bank currently manages 8 funds for its retail and corporate clients –
UnionBank Money Market Fund, UnionBank T-Bill 91 Fund, UnionBank Infinity Fund, UnionBank Peso
Bond Fund, UnionBank Long Term Current Income Fund, UnionBank Large Capital Equity Fund, the
UnionBank Institutional Tax Exempt Bond Fund and the UnionBank Philippine Dollar Bond Fund. The
UnionBank Money Market Fund and UnionBank Infinity Fund are invested primarily in short-term outlets
that range from 1 to 3 years. The UnionBank Peso Bond Fund is placed in medium term investments. The
UnionBank T-Bill 91 Fund and the UnionBank Long Term Current Income Fund provide clients with
income that they can use for various needs; the T-Bill Fund gives dividends to clients on a quarterly basis
whereas the Long Term Current Income Fund pays dividends to clients on a monthly basis. The
4
UnionBank Large Capital Equity Fund looks at a longer investment period and is invested in high quality
stocks. The UnionBank Institutional Tax Exempt Bond Fund is designed to simplify administration and
investment of tax-exempt funds, allowing the pooling of funds and subsequent investment in tax-exempt
securities. Finally, the UnionBank Philippine Dollar Bond Fund is designed for medium term investments
and seeks returns higher than the regular time deposit.
PRE-NEED. First Union Plans Inc. (FUPI), a wholly owned subsidiary of Union Properties, Inc., entered
its pre-need business in July 2000.
FUPI offers all-in-one savings and pension plans where one can have an option for one time payment or
have easy, flexible payment terms with complimentary plan insurance and other guaranteed benefits. Over
the past several years, FUPI has consistently posted substantial growth, both in terms of sales volume and
profitability. As a result, FUPI remains firm in its commitment to its planholders, their families and its
various publics to ensure delivery of plan benefits and render quality service.
Corporate Product Banking
When the Bank launched its internet banking service, it had already in place the most advanced and
developed corporate cash management product offering among the local banks. The Bank’s cash
management solutions cover a comprehensive set of collection, disbursement and even overseas remittance
solutions that are anchored on technological expertise, market knowledge and industry leadership.
UnionBank Checkwriter brings into one seamless loop all parties involved in the disbursement process
from the authorizing company to the releasing Bank branch and including the supplier. It takes care of
businesses’ otherwise time-consuming check preparation and processing. UnionBank Checkwriter has
been continuously making waves since it was launched in 1995. It was further strengthened by using a
stable, online platform last 2007.
Corporate Collections is a suite of value-added collections solution designed to meet the efficient
management of corporates’ receivables nationwide. Corporate Collections has more than 1,200 corporate
clients.
The Bank relieves companies from the physical custody and monitoring of post-dated checks (PDCs)
through UnionBank Checkhouse. Under Corporate Collections, the UnionBank Checkhouse allows
companies to maximize all collected funds since all matured PDCs are automatically deposited to their
accounts subject for clearing. The Bank has recently developed a stronger online platform for the
UnionBank Checkhouse to allow clients to view and monitor the status of their post-dated checks anytime,
anywhere.
Before the Payment Gateway, among the Bank’s latest ongoing e-business initiative is the Electronic
Invoice Presentment and Payment product or EIPP which allows existing buyer-centric or seller-centric
communities to order, invoice, and pay each other using the Bank’s web-based, value-added network.
GSIS eCard. A first in the Philippines, the eCard is a multi-functional VISA debit/ATM/ID card
primarily used as electronic disbursement card for GSIS benefits and is now being used by 1.6 million
members and pensioners of the Government Service Insurance System. It was launched in mid-2004.
UnionBank is now working with GSIS on the Unified Multi-Purpose ID project that will be used as an ID
card for individuals who are members of these government agencies: GSIS, SSS, Pag-ibig and Philhealth.
The card will contain a common reference number (CRN) that the member may use in dealing with these
agencies.
Pinoy Money Card. Developed initially for Overseas Remittance market, the Pinoy Money Card (PMC)
has evolved into becoming a multi-purpose, instant issue payment channel card that can be used to make
payments to or collect from the individual member/customer base. The PMC can be used at any VISA
establishment all over the world and may be used at any Megalink, Bancnet and Expressnet ATM
nationwide, and at PLUS ATMs internationally. Reloading of the PMC by the cardholder can be done at
the authorized/accredited outlets of the corporate/institutional clients, as well as at UnionBank's tie-up
Money Transfer Companies around the world. The Know Your Customer (KYC) process and AntiMoney Laundering (AML) controls for the Pinoy Money Card complies with the Bangko Sentral's KYC &
AML rules and regulations.
5
Capital Markets
The Bank takes proprietary positions in the capital markets, both domestic and overseas. At the same
time, it continues to be a major player in the foreign exchange markets in the country. UnionBank is a
"USD/PhP Reference Fixing Bank" and is one of the top 12 most active banks in the Philippine Dealing
System. Its Treasury team enjoys market reputation for its foresight and speed in seizing market
opportunities.
E-banking
The Philippines’ first financial services portal, Unionbankph.com (www.unionbankph.com), offers a
broad range of financial services for the individual, business, corporate, and investor customers.
Through the E-Wallet Card, UnionBank's deposit account card, individual UnionBank depositors can
view their balances online, pay their bills, schedule payments to frequent payees and transfer funds; while,
at the same time, learning about other UnionBank products, services and promotional offers. The EON
Cyber-Account facility has similar functionalities to the Retail Online Banking facility.
UnionBank's Consumer Finance Center is very much committed in strengthening its products. The Bank
offers more features and benefits on its auto and mortgage loans, making these products unique, superior
and the preferred choice in the market.
Corporate clients can access Corporate eBanking, the corporate online banking service of the web site
delivering online account balances, checkwriting and payroll services to corporate clients around the
country. OneHub.Gov is the Business-to-Government (B2G) arm of Corporate UnionBanking, linking the
company to requisite government payment facilities like SSS, BIR, PHILHEALTH, PAG-IBIG AND
BUREAU OF CUSTOMS to provide a complete end-to-end solution for companies and their employees.
As part of its financial portal positioning, Unionbankph.com also provides access to a number of related
services such as financial calculators, foreign exchange rates, stock market news and reports through
UnionBank's in-house traders and tie-ups with content providers.
Business Banking
Business Check is an interest-earning checking account for SMEs and businesses that comes with a fullrange disbursement software. The Business Check System software is the first of its kind in the country
and provides clients with everything they need to automate, streamline and professionalize the way they
write and disburse their checks – from preparing and printing their checks using the check-voucher format,
to automatically reconciling negotiated checks, and even generating comprehensive reports needed for
monitoring their disbursements. With its latest version, check-writing is made even faster and better with
its simultaneous user access and multiple account management functionalities.
BusinessOnline, on the other hand, is UnionBank’s internet banking facility for SMEs and businesses that
allows clients to manage and monitor their business accounts at the click of a mouse. Anytime and
anywhere, he can log on to BusinessOnline and view his account balances, transfer funds between his
enrolled accounts and pay his bills.
EZ Cash is re-loadable ATM and VISA prepaid card that can be used to withdraw funds or remittances at
ATMs or to purchase goods anywhere VISA is accepted. EZCash is an innovative non-account-based card
which provides payment solutions for SMEs and businesses. It is a secure, simple and economical
alternative to streamline business operations and reduce costs.
SME Network/Dealers-Suppliers Financing
UnionBank BusinessLine is committed in offering innovations and modern-day solutions aimed at
delighting its customers. With that, the Bank created products that efficiently address the financing needs
of today's SMEs.
UnionBank BusinessLine / MyLine is a multi-purpose, fully-secured revolving credit facility available to
corporate and individual borrowers through drawings via special checking account. BusinessLine's
advantages lie on its convenience, flexibility, and cost-efficiency.
6
UnionBank Market Execution Partners (MEP) Line is a 2-in-1credit facility exclusively developed for
the MEPs of Coca Cola Bottlers Philippines, Inc. This facility offers both a Standby Letter of Credit
(SBLC) and a Revolving Credit Line (RCL) which MEPs can use for their inventory purchases with Coca
Cola. Compared to its competitors, only UnionBank MEP Line has reduced SBLC charges and
complimentary RCL.
UnionBank BusinessLine MD is a multi-purpose, fully secured credit facility designed with the doctor in
mind, enabling them to more efficiently manage both their professional and personal financial
requirements. Aside from real estate properties and deposits, UnionBank BusinessLine MD accepts clinic
shares as collateral.
UnionBank BusinessLine for Contract Growers is a loan facility made available to the Contract
Growers of San Miguel Corporation and its subsidiaries to help finance the construction, upgrade, and
expansion of their poultry farming facilities.
Payment Gateway. UnionBank is the first bank to implement an international grade Payment Gateway in
the country. “The Port” (Payment Online, Real-time), launched in March 2001, is the Bank’s payment
gateway capable of servicing all current and ‘new economy channels’ and compatible with all payment
methods (Debit/ATM cards, prepaid solutions, various e-wallet solutions).
The Bank’s Payment Gateway facilitates ‘e-commerce’ over internet transactions. By acting as the
intermediary between merchants and their customer, it serves as the key to the Bank’s B2B2C business.
The Payment Gateway fills in a major missing link between the B and the C market, comprised of
merchant establishments and small-and-medium scale retailers and distributors - the downstream
Business-to-Business (B2B) communities. Through The Port, the Bank is completing the payment leg to
e-commerce in the Philippines. The Bank earns from the operating deposit accounts opened by the
merchant establishments and through transaction fees. Stradcom, LTO’S Information Technology
Company, is the latest merchant availing of the facility to allow online request for driver’s license or motor
vehicle certifications, redeem confiscated driver’s license or motor vehicle plates for apprehensions that do
not require physical appearance.
The Payment Gateway is also preparatory to the Bank’s push towards enabling universal commerce,
integrating e-commerce and physical channels. It has kept its focus on what is a natural banking franchise,
the payment franchise. The Bank’s Chairman and Chief Executive Officer (CEO), Justo A. Ortiz, has
earlier set the tone for the development of the Bank’s payment services in a policy statement he made in
June 2000, as follows: “What’s familiar is that we’re fulfilling and defending our PAYMENT
INTERMEDIARY role. What’s new is that we’re evolving into an INFORMATION INTERMEDIARY
as well. As a bank, we have a built-in advantage, - we’re good in providing SECURITY,
CONFIDENTIALITY, RISK MANAGEMENT, and FINANCIAL STRENGTH – which non-bank portals
and B2B companies don’t intrinsically provide.”
eGobyerno. An inherent part of UnionBank’s strategic goals is to build an online business community
that focuses on B2G or the e-commerce/financial settlement of business private entities to various
government agencies. In order to build eGobyerno, the Bank makes use of its online payment facility, the
Union Secure.Pay. Union Secure.Pay is a B2B / B2G application that allows trading partners to engage in
payment in an online, real-time and secured environment. Registered users pass through a security
firewall and have to comply with their authorization level in doing any electronic payment transaction.
Secure.pay is designed to complete the full-cycle processing of any web-based procurement or billing
application with online payment that complies with the specific requirements of corporations.
Government agencies included in the UnionBank eGobyerno are Bureau of Internal Revenue for their
EFPS (Electronic Filing and Payment System); the Social Security System for their SSS Online Payment,
Securities and Exchange Commission for their SEC i-Register as well as Philhealth, Pag-IBIG and Bureau
of Customs.
Segment Information
The Bank’s main operating businesses are organized and managed separately according to the nature of
services provided and the different markets served, with each segment representing a strategic business
unit. The Bank’s main business segments are as follows:
7
Consumer Banking – principally handles individual customers’ deposits and provides consumer type
loans, such as automobiles and mortgage financing, credit cards facilities and funds transfer facilities.
This segment contributes 34% of revenues.
Corporate & Commercial Banking - principally handles loans and other credit facilities, deposit and
current accounts for corporate, institutional, small and medium enterprises, and middle market customers.
This segment contributes 14% of revenues.
Treasury – principally manages the Bank’s liquidity and funding requirements, and handles transactions in
the financial markets covering foreign exchange, fixed income trading and investments, and derivatives.
This segment contributes 47% of revenues.
Headquarters – includes corporate management, support and administrative units not specifically identified
with Consumer Banking, Corporate Banking or Treasury. This segment contributes 5% of revenues.
There are no revenues of the Bank which come from foreign sales.
Access Channels
The Bank utilizes multiple channels for transaction and information access, serving the diverse needs of its
relevant target customers through strategically located nationwide branch banking network comprising a
total of 175 operational branches and 202 automated teller machines (ATMs) as of December 31, 2009,
supplemented by a call center and its internet bank, www.unionbankph.com
ONSITE ATMS DIRECTORY
BRANCH NAME
ADDRESS
1.
Acropolis
171 Bridgeview Building, E. Rodriguez Jr. Avenue, Bagumbayan, Q.C.
2.
Aguirre
Republic Glass Bldg., 196 Aguirre cor. Salcedo St., Makati City
3.
Alabang Town Center
Alabang cor. Theater and Commerce Ave., Alabang Town Center, Muntinlupa City
4.
Angeles
#321 Miranda St.,Angeles City
5.
Annapolis
G/F Mercedes ! Bldg., Annapolis Street, Greenhills.,San Juan, Metro Manila
6.
Araneta Avenue
Del Moral Bldg., 341 G. Araneta Ave., Quezon City
7.
Aurora
708 A. Dona Consuelo Bldg.,Aurora Boulevard cor Hemady st., New Mla, Quezon City
8.
Ayala SSS (alfaro)
SSS Building Ayala Avenue., Makati City
9.
Ayala Rufino
Rufino Bldg. Ayala Ave. corner Herrera St., Makati City
10.
Ayala Alabang
G/F, NOL Building, Commerce Ave. Madrigal Business Park Alabang Muntinlupa City
11.
Ayala Avenue
G/F, Don Vicente Madrigal Building.,6793 Ayala Avenue, Makati City
12.
Ayala Avenue 2
G/F, Don Vicente Madrigal Building.,6793 Ayala Avenue, Makati City
13.
Bacolod
G/F PhilAm Bldg., Lacson cor. Galo St.,Bacolod City
14.
Bacolod Araneta
First Provincial Finance Corp. Bldg., Araneta cor. Rosario Sts., Bacolod City
15.
Bacolod Araneta II
First Provincial Finance Corp. Bldg., Araneta cor. Rosario Sts., Bacolod City
16.
Bacoor
Addio building, aguinaldo H-way talaba bacoor., Cavite
17.
Baesa
Dra. Concordia Pascual Bldg., 142 Quirino Highway, Baesa, Q. C.
18.
Baguio City
Patria de Baguio Bldg, Session Road cor. Fr.Carlu Loop, Baguio City
19.
Baliuag
Benigno Aquino Avenue Poblacion Baliuag, Bulacan
20.
Banawe
Banawe Street corner Quezon Avenue., Quezon City
21.
Batangas
GNG Realty Bldg., P. Burgos St. near cor.,D. Silang, Batangas City
22.
BF Homes
55 President's Avenue, BF Homes Subdivision., Paranaque City
23.
Bicutan
28 Dona Soledad Avenue, Better Living Subd., Paranaque City
24.
Binan-Carmona
Bo. Maduya, Governor's Drive.,Carmona, Cavite
25.
Binondo
Haphong bldg., Quintin Paredes cor., Dasmarinas st., Binondo Manila
26.
Boni Avenue
655 Boni Avenue corner Ligaya Street.,Mandaluyong City
27.
Bonifacio Global
G/F Mancor Corporate Center., 32th street., Bonifacio Global City., Taguig City
28.
Butuan 1
G/F CAP building, cor. Jose Aquino Ave.,& Jose Rosales Ave. Libertead district, Butuan City
29.
Butuan 2
G/F CAP building, cor. Jose Aquino Ave.,& Jose Rosales Ave. Libertead district, Butuan City
8
30.
Cabanatuan
P. Burgos Streets., Cabanatuan City
31.
CDO- Lapasan
Lapasan National Highway, Cagayan de Oro City
32.
CDO- Lapasan II
Lapasan National Highway, Cagayan de Oro City
33.
Cagayan de Oro
G/F, Philamlife Building.,Don Apolinar Velez Street.,Cagayan de Oro City
34.
Cainta
F.Felix Avenue corner Karangalan Drive, Cainta, Rizal
35.
Calamba
Marcelita Building, National Highway, Barangay Real, Calamba City
36.
Calamba
G/F, Anderson Building.,Bgy. Parian, Calamba, Laguna
37.
California Garden Square
G/F Cluster El Dorado, Unit A2 California Garden Square, Libertad St., Mandaluyong City
38.
Caloocan
357 Rizal Avenue Extension,Grace Park, Caloocan City
39.
Cebu Asiatown 1
Unit GF 01 TGU Tower Jose Maria del Mar Street, AsiaTown I.T. Park, Brgy Apas Cebu City
40.
Cebu Banilad
Gaisano Country Mall, Talamban Road, Banilad, Cebu City
41.
Cebu Borromeo
Plaza Borromeo Building Borromeo Street, Cebu City
42.
Cebu Center
Gen. Maxilom Avenue.,Cebu City
43.
Cebu Colon
Gullas Bldg, Colon St., Cebu City
44.
Cebu Fuente
G/F Benigno Du Building, Fuente, Osmena Boulevard, Cebu City
45.
Cebu Lahug
Cardinal Rosales Avenue., Cor. Samar Loop Cebu Business Park., Cebu City
46.
Cebu Lapu-Lapu
Circumferential Road, Barrio Ibo, Mactan Airport Road,Lapu-Lapu City, Cebu
47.
Cebu Lapu-Lapu II
Circumferential Road, Barrio Ibo, Mactan Airport Road,Lapu-Lapu City, Cebu
48.
Cebu - Mandaue
G/F, Khuz'ns Building, North Highway.,Estancia, Mandaue City
49.
Cebu Plaridel
104 Plaridel Street., Barangay Sto. Nino Cebu City
50.
Cebu SM
SM City Cebu, North Reclamation Area, Cebu City
51.
Commonwealth Avenue
G/F, JOCFER Building, Commonwealth Ave., Diliman Quezon City
52.
Congressional
22 RTF Bldg., Congressional Ave. cor. Visayas Ave., Quezon City
53.
Congressional Avenue
Congressinal Ave., corner biak na bato street., Quezon City
54.
Cubao
P. Tuazon St., corner 7th Avenue., Cubao Quezon City
55.
Cubao Aurora-East
J & F Divino Bldg. 961 Aurora Blvd., Cubao, Quezon City
56.
Cubao Rustans
Ground Floor, Rustans Superstore Bldg., Araneta Center, Cubao Quezon City
57.
Dagupan
Angel B. Fernandez, Dagupan City
58.
Dasmarinas Binondo
6-A Cu-unjieng building Q. Paredes corner Dasmarinas streets., Binondo Manila
59.
Dasmarinas Cavite
Aguinaldo Highway, cor Congressional Ave.,Dasmarinas, Cavite
60.
Dasmariñas Village
Solid House Bldg.,Lumbang St.,corner Pasong Tamo Extension
61.
Davao Duterte
Dacudao Building, Duterte Street, corner Legaspi Street, Davao City
62.
Davao Magsaysay I
Ramon Magsaysay St.,corner Jacinto St., Davao City
63.
Davao Magsaysay II
Ramon Magsaysay St.,corner Jacinto St., Davao City
64.
Davao-Monteverde
G/F, Mintrade Building.,Monteverde Avenue corner Sales Street.,Davao City
65.
Davao-Quirino
Quirino Avenue corner San Pedro Street.,Davao City
66.
Davao-Recto
Valgosons Bldg., C.M. Recto St., Davao City
67.
Davao-U. Mall
Aldevinco-University Mall cor C.M. Recto St., Davao City
68.
Davao-V. Plaza
Victoria Plaza Complex, J.P. Rizal Ave., Davao City
69.
Del Monte
447 Del Monte Avenue corner Biak-Na-Bato St., Quezon City
70.
Dela Costa
G/F Lobby Unit, Singapore Airlines Bldg.HV dela Costa St, Salcedo Village, Makati City
71.
Divisoria
Hin Long Bldg., 719 Juan Luna street., corner Sta. Elena Street., Manila
72.
Dr. A. Santos
Bervil Market Complex, Dr. A. Santos Ave., Parañaque, M.M.
73.
Dumaguete 1
Real and San Juan street., two major road in the city., Dumaguete City
74.
Dumaguete 2
Real and San Juan street., two major road in the city., Dumaguete City
75.
EDSA Kalookan
512 EDSA corner Urbano Plata Street.,Kalookan City
76.
Emerald Avenue
G/F, Corporate Plaza Building.,Emerald Ave., Ortigas Center Pasig City
77.
Escolta
G/F Regina Bldg., Escolta Manila
78.
Ermita – Mabini
1336 A. Mabini St., Ermita, Manila
79.
E. Rodriguez
78-E E. Rodriguez Sr. Avenue, Q.C
80.
General Santos
Unionbank Bldg.,Pioneer Ave.,Gen. Santos City
81.
General Santos
G/F, Laiz Building, 127 Pioneer Avenue.,General Santos City
82.
Gotesco
Ever Gotesco Commonwealth Don Antonio St. Cor. Commonwealth Ave. Q.C
83.
Greenbelt
Aboitiz Bldg., 110 Legaspi St., Lagaspi Village, Makati city
84.
Greenhills
Ortigas Avenue near corner Wilson St.Greenhills, San Juan Metro Manila
9
85.
Iligan City
Quezon Ave., Iligan City
86.
Iligan City II
Quezon Ave., Iligan City
87.
Iloilo Gen Luna
Gen Luna Villa Anita Village., City Proper Iloilo City
88.
Iloilo Gen Luna II
Gen Luna Villa Anita Village., City Proper Iloilo City
89.
Iloilo Iznart North
J.A. Tan and Sons Bldg., Iznart St., Iloilo City
90.
Iloilo Iznart North II
J.A. Tan and Sons Bldg., Iznart St., Iloilo City
91.
Imus - Cavite
G/F, Melta Building, Aguinaldo Highway.,corner Sampaguita Village, Imus, Cavite
92.
Insular Ayala I (mob)
Insular Building Ayala Avenue., corner Paseo de RoxasMakati City
93.
Insular Ayala II (mob)
Insular Building Ayala Avenue., corner Paseo de RoxasMakati City
94.
Intramuros
G/F, BF Condominium Building.,A. Soriano Avenue, Intramuros, Manila
95.
J.P. Rizal
# 731 J.P. Rizal Street, Makati City
96.
Julia Vargas
Centerpoint Cond., Doña Julia Vargas Ave. cor. Garnet St., Ortigas Center, Pasig City
97.
Kalookan
9th ave., cor., Rizal ave., Grace Park Kalookan City
98.
Kamias
G/F, TDS Building.,No. 72 Kamias Road, Quezon City
99.
Katipunan
335 AGCO Building, Katipunan Avenue., Loyola Heights., Quezon City
100.
Laoag II
Corner Rizal and Guerrero Streets., Laoag City., Ilocos Norte
101.
Las Piñas
Real St., Pamplona, Las Piñas
102.
Las Pinas
Alabang-Zapote Road corner Crispina Avenue., Pamplona Las Pinas City
103.
Legaspi
Sia Ko Pio Building., Rizal street., Legaspi City
104.
Libis
184-B E. Rodriguez Jr. Avenue., Bagumbayan Quezon City
105.
Lipa
B. Morada Avenue.,Lipa City
106.
Lucena
Prestige Building Quezon Avenue., Cor Evangelista st. Lucena City
107.
Main Office Center
G/F, Ibank Exchange Building.,142 Amorsolo str., Legaspi Village.,Makati City
108.
Makati Avenue
Makati Avenue corner Durban Street., Makati City
109.
Makro Sucat
Km. 21 East Service Road, Muntinlupa City
110.
Malabon
Gov. Pascual Avenue corner Rivera Street.,Malabon, Metro Manila
111.
Malate
G/F, Marioco Building.,1945 M. Adriatico Street, Malate, Manila
112.
Malinta
G/F, Mirjan Building, 295 Maysan Road.,Paso de Blas, Valenzuela City
113.
Mandaue, Cebu
Kentredder Bldg., A. Cortez St., Mandaue City
114.
Marikina
233 J.P. Rizal St., cor., Sta Inez., Sta Elena Marikina City
115.
McKinley Hills
G/F Units 2WS A & 2WS B, Two World Square, McKinley Hill., Taguig City
116.
Medical City
Medical City Hospital Compound, Lourdes St. cor. San Miguel Ave., Mandaluyong City
117.
Meycauayan
G/F, Marian Building, MacArthur Highway.,Calvario, Meycauayan, Bulacan
118.
Muñoz
Muñoz Market, EDSA, Quezon City
119.
Muntinlupa
12 National Road Putatan Muntinlupa Metro Manila
120.
Naga Padian
Padian Street., Padian City
121.
Naga Padian II
Padian Street., Padian City
122.
Navotas
807-817 M. Naval St., Navotas., Metro Manila
123.
New Divisoria
Stall Nos. UG 5-6, Sto. Cristo st., cor M. de Santos st., Binondo Manila
124.
Novaliches
Leonora Building, Quirino Highway, Talipapa Novaliches, Quezon City
125.
Novaliches
854 Quirino Highway, Gulod, Novaliches Quezon City
126.
Olongapo I
No. 87 Magsaysay Drive, Olongapo City
127.
Olongapo II
No. 87 Magsaysay Drive, Olongapo City
128.
Ortigas
21 San Miguel Avenue., Ortigas Center, Pasig City
129.
Pagadian
Rizal Avenue, Pagadian City
130.
Pagadian II
Rizal Avenue, Pagadian City
131.
Pandacan
Unit ONP, 1763 Paz M. Guanzon St., Pandacan, Manila
132.
Paranaque
Quirino Avenue, corner V. Medina Street, La Huerta Paranaque City
133.
Pasay
2528 Taft Avenue, Pasay City
134.
Pasay Road
912 Gemland Commercial bldg., Pasay road., San Lorenzo Village Makati City
135.
Paseo De Magallanes
G/F Maga Center., Paseo De Magallanes., Makati City
136.
Pasong Tamo
G/F, JTKC Center 2155 Pasong Tamo street., Makati City
137.
Pasong Tamo
La Fuerza Bldg., 2241 Pasong Tamo St., Makati City
138.
Pasong Tamo Extension
G/F, Priscilla 100 Building.,2297 Pasong Tamo Extension Makati City
139.
Perea
106 Perea St., Greenbelt Mansion.,Legaspi Village, Makati City
10
140.
Q.A. Capitol
Capitol Medical Center III Bldg., Quezon Ave. cor. Sct. Magbanua St., Quezon City
141.
Rada
Prince Bldg.,117 Rada St.,Legaspi Village, Makati City
142.
Retiro
Amoranto corner Mayon Street.,Quezon City
143.
Richville
Upper G/F Richville Corporate Tower, Alabang, Zapote, Muntinlupa City
144.
Roosevelt
244 Roosevelt Avenue., San Francisco del Monte Quezon City
145.
Salcedo
Golden Rock Bldg., 168 Salcedo St., Legaspi Village, Makati City
146.
San Fernando
3M Building Mac Arthur Hi-way San Augustine San Fernando Pampanga
147.
San Fernando Pampanga
G/F, Mel-Vi Building, Olongapo-Gapan Road.,Dolores, San Fernando City, Pampanga
148.
San Pedro, Laguna
San Pedro National Highway cor Cataquiz Ave.,San Pedro, Laguna
149.
Santiago Isabela
Maharlika Highway Santiago Isabela City
150.
Shaw Boulevard
131 - 133 Shaw Boulevard, Pasig City
151.
Shaw Mandaluyong
PICPA Building, No. 700 Shaw Boulevard Mandaluyong City
152.
Shaw-Pasig
Chipeco Bldg., Shaw Blvd. cor. Meralco Ave., Pasig City
153.
Sta. Rosa
Poblacion St., Barangay II Sta. Rosa Laguna
154.
Sto Cristo
493-495 San Fernando St., San Nicolas Binondo Metro Manila
155.
Soler
Topsco Building., Soler St. Binondo Manila
156.
South Triangle
Quezon Avenue corner Scout Albano., Quezon City
157.
Subic
Lot 19-B, Manila Ave. Cor Dewey Ave. Canal Road, Subic Bay Freeport Zone
158.
Sucat
8200 Dr. A. Santos Avenue., Sucat Paranaque City
159.
Sucat-Jaka Plaza
JAKA Plaza, Dr. A. Santos Ave., Parañaque
160.
Tacloban
Josmar Building cor. M.H. Del Piar and Zamora streets., Tacloban City
161.
Tacloban II
Josmar Building cor. M.H. Del Piar and Zamora streets., Tacloban City
162.
Taft Avenue
G/F, Kassel Condo.,Taft Ave.near cor P.Ocampo St.(formerly VCruz St.) Malate, Manila
163.
Tagbilaran
Torralba corner., C.P. Garcia Avenue., Tagbilaran City
164.
Tagbilaran II
Torralba corner., C.P. Garcia Avenue., Tagbilaran City
165.
Tarlac
Jaral Building McArthur Highway.,corner Juan Luna Street, Tarlac City
166.
Tektite
G/F, West Tower Philippine Stock Exchange Ctr. Ortigas Center Pasig City
167.
T Alonzo
593 Teodora Alonzo St., Sta. Cruz Manila
168.
Timog
Cabrera Building II, 64 Timog Avenue, Q.C.
169.
Tomas Morato
Tomas Morato near corner Scout Lozano., Quezon City
170.
Tuguegarao
106 Bonifacio St., Tuguegarao City, Cagayan
171.
Tuguegarao II
106 Bonifacio St., Tuguegarao City, Cagayan
172.
Tutuban
Unit LH-PL12 & LH-PL12A,Looproad Shophouse.,Prime Blk Mall Tutuban cor c.m. Recto ave., Manila
173.
UBP Plaza I
UBP Plaza Meralco Avenue., Ortigas Center, Pasig City
174.
UBP Plaza II
UBP Plaza Meralco Avenue., Ortigas Center, Pasig City
175.
United Nations Avenue
UN Avenue corner M.H. del Pilar and M. Guerrero streets., Ermita Manila
176.
Valenzuela
KM 12, McArthur Hi-Way corner Serrano St.,Marulas Valenzuela City
177.
Valero
Le Grand Condominium 130 Valero St., Salcedo Village, Makati City
178.
Valero
G/F Antel Platinum Tower.,154 Valero St., Salcedo Village, Makati City
179.
Vigan
Jose Singson Street., Vigan Ilocos Sur
180.
Vito Cruz(Kingswood)
G/F Kingswood Arcade Tower A, Vito Cruz Ext. cor. Pasong Tamo, Makati City
181.
Wack Wack
6 Shaw Boulevard corner., Laurel Street., Mandaluyong City
182.
West Avenue
27-A West Aveneu., Quezon City
183.
West Avenue
91 West Avenue.,Barangay Bungad Quezon City
184.
West Service Road
Rodeo Bldg., Km.18 west service road south superhiway, Paranaque City
185.
World Centre
G/F World Centre Bldg., 330 Sen. Gil Puyat Ave., Makati City
186.
World Centre II
G/F World Centre Bldg., 330 Sen. Gil Puyat Ave., Makati City
187.
Zamboanga
G/F ZAEC Building.,Mayor Jaldon cor. Gov. Alvarez, St.,Zamboanga City
188.
Zamboanga Pilar
Orion Cineplex Bldg., Pilar street., Zamboanga City
OFFSITE ATMS DIRECTORY
BRANCH NAME
ADDRESS
189.
C-Cube
Hinduja Cyberpark .,#86 E. Rodriguez Jr. Avenue.,Libis, Quezon City
190.
Cebu Ayala(Buss.Park)
West Entry (2nd Level) Bohol St., Ayala Center Cebu, Cebu Business Park, Cebu City
11
191.
Cebu Lexmark
Mactan Economic Zone II, Basak, Lapu-Lapu City
192.
Cebu Lexmark II
Mactan Economic Zone II, Basak, Lapu-Lapu City
193.
Citywalk 2 Mall
2nd Floor Building B.,Citywalk 2 Mall, Eastwood.,Libis Quezon City
194.
Club Tropicana
Magsaysay boulevard., Sta. Mesa Metro Manila
195.
Club Tropicana Las Pinas
7B Alabang Zapote Road Las Pinas City
196.
Elizabeth Mall
Elizabeth Mall corner M. Pacalso, Leon Kilat, Cebu City
197.
Greenhills Theater Mall
AP-5 Ground Level, Arts Plaza (Al-Fresco)Greenhills Shopping Center.,San Juan, Metro Manila
198.
GSIS Complex (1)
GSIS financial Complex, Roxas Blvd.,Pasay City
199.
GSIS Complex (2)
GSIS financial Complex, Roxas Blvd.,Pasay City
200.
La Salle Zobel
Gate 5, La Salle Zobel,University Avenue, Ayala-Alabang Village.,Muntinlupa City
201.
MJC Carmona
San Lazaro Leasure Park, Governor Drive., Carmona Cavite
202.
Notre Dame University
National Hi-way General Santos City
Online Branches
The Bank branches have user-friendly terminals and Web-based Signature Verification System that
make processing of teller transactions efficient. Customers can do over-the-counter withdrawals and
check encashment at any UnionBank branch nationwide. The Bank’s Check Verification System makes
use of the Philippine Clearing House Corporation check images which is instrumental in the Bank’s ability
to clear regional checks in 3 days.
Call Center
Retail customer relationship and care is handled by the Bank’s 24-hour Call Center. The Call
Center handles both the bank and card products’ queries. The Call Center also employs, aside from the
customary phone, a mix of postal mail, email, fax and internet for customer touch points. In handling
customer complaints, the Call Center adheres to certain Service Level Agreements. For ATM-related
concerns, for example, feedback or actual resolution is done within 5 banking days. Re-delivery of card
within Metro Manila is guaranteed after five days. Customer complaint handling is continuously
improved through resolution tracking.
Transactions with and/or dependent on related parties
The information required is contained in item 12 on page 44.
Patents, Trademarks and Tradenames
Title
Union Prime Fund
Date Filed
March 1, 1993
Serial No. 84641
Customizer
March 1, 1993
Serial No. 84642
Title
UBP
Date Filed
August 12, 1997
Serial No. 123474
The Port
March 20, 2001
Appl. No. 4-2001-001981
UNIONBANK OF THE
PHILIPPINES & Logo
August 12, 1997
Serial No. 4-1997-123472
Unionbank Business Check
12
Date Registered
August 13, 1996
Registration No. 63931
Registered for a term of 20
years from date of registration
August 13, 1996
Registration No. 63625
Registered for a term of 20
years from date of registration
Date Registered
April 4, 2002
Reg. #4-1997-123474
Registered for a term of 20
years from date of registration
January 18, 2004
Reg. No. 4-2001-001981
Registered for a term of 10
years from date of registration
November 13, 2003
Reg. No. 4-1997-123472
Registered for a term of 20
years from date of registration
July 1, 2004
Check Writing System and
Device
Reg. No. 4-1999-005967
Registered for a term of 10
years from date of registration
Under Process of Registration with Intellectual Property Officer (IPO)
Union EON Cyber Account
May 18, 2000
Status: Awaiting further actions/instructions from IPO.
Checkwriter A Cash Management
Solutions of UBP
January 11, 1999
Status: Awaiting further actions/instructions from IPO.
Premium Deposit Accounts
June 19, 1998
Status: Awaiting further actions/instructions from IPO
Need for government approval
The Bangko Sentral ng Pilipinas (BSP), Securities and Exchange Commission (SEC), Philippine Deposit
Insurance Company (PDIC), Bureau of Internal Revenue, and the Philippine Dealing and Exchange
Corporation (PDEx) are but the major regulatory agencies and/or companies that provide rules, regulations
and guidelines in the Bank’s business activities.
UnionBank has always sought for the necessary approvals, grants or permits for all the products offered to
the public.
Effect of existing or probable governmental regulations on the business
Existing regulations made the Bank much more meticulous and wary of processes in the conduct of
transactions. New regulations also provided the Bank with apt guidelines in the submission of up-to-date
and appropriate reports. Notable regulations are the following:
BSP Circular 639: Internal Capital Adequacy Assessment Process (ICAAP)
On 15 January 2009, BSP issued Circular No. 639 articulating the need for Banks to adopt and document
an internal capital adequacy assessment process. All universal and commercial banks are expected to
perform thorough assessment of all their material risks, as well as maintain capital adequate to support
these risk. This is intended to complement the current regulatory capital requirement of at least 10% of risk
assets, which covered only credit, market and operational risks.
On 29 December 2009, BSP issued Circular No. 677 effectively extending the implementation of the
ICAAP from January 2010 to January 2011.
The Bank is in the midst of fully documenting and further enhancing its risk and capital management
processes, in compliance with the requirement.
Anti-Money Laundering Law/s and Know Your Customer Procedures
Union Bank of the Philippines complies with established KYC (know your customer) policies and antimoney laundering (AML) statutes and regulations to the fullest extent, and is not a mere form to be filled,
but is a meticulous process undergone from the beginning of the bank-client relationship to the end. The
Bank also incorporates international documentation standards into its own forms and documents (i.e.,
those provided in the FATF’s 40 Recommendations + 9 Special Recommendations).
13
The Bank makes use of an electronic Anti-Money Laundering Monitoring System, a specialized
transaction monitoring system which provides names and trends monitoring. This system generates alerts
which could identify pre-programmed or unusual activities which are then subject to due diligence
processes which provides assistance in ascertaining whether a transaction or activity is suspicious and
whether the same requires reporting to the Anti-Money Laundering Council (AMLC).
Capital Adequacy
Per BSP existing regulations, the combined capital accounts of each commercial bank should not be less
than an amount equal to 10% of its risk assets. Risk assets consist of total resources after exclusion of cash
on hand, due from BSP, loans covered by holdout on or assignment of deposits, loans or acceptances under
letters of credit to the extent covered by margin deposits and other non-risk items as determined by the
Monetary Board of the BSP.
Under BSP Circular No. 538, Series of August 4, 2006, the Group’s capital-to-risk assets ratio (CAR) as
of December 31, 2009 and 2008 were 16.11% and 12.87%, respectively.
Compliance with other regulations
The Bank also has complied with BSP Circular No. 628, Series of 2008, on the reclassification of
Financial Assets between categories. Verily, reclassification from HFT/AFS to AFS/HTM/UDSCL,
effective July 01, 2008, was correspondingly made. In this light, SEC Memorandum Circular No. 10,
Series of 2008, on the corresponding amendments to the Philippine Accounting Standards 39 and
Financial Reporting Standards 7, has been complied with.
The Bank also complies with SEC Memorandum Circular No. 11, Series of 2008, on the current guidelines
on the determination of Retained Earnings Available for the declaration of dividends.
Research and Development Activities
The amount spent on research and development activities and its percentage to revenues for the last three
years has been as follows:
Cost
Ratio to Revenues
2009
2008
2007
333,973
2.81%
299,219
2.90%
217,915
2.24%
Performance
The Group was the 6th largest private domestic universal bank in the Philippines. Based on the total
universal and commercial banking industry as posted in the BSP website, the market share of the Bank is
as follows:
Amounts in Billion Pesos
Assets
Gross Loans**
Deposits
Capital
2009*
241.31
67.18
194.56
28.05
%
4.4
3.1
4.7
4.7
2008*
208.21
63.15
161.97
25.26
%
4.1
3.1
4.4
4.8
* Based on Financial Reporting Package submitted to BSP
** Includes loans and discounts – others and specific provision for loan losses but excludes interbank loans receivables and
reverse repurchase agreements
Organization
The Bank is organized into 6 Business Centers:
(i)
(ii)
(iii)
(iv)
( v)
trading, positioning & fund management
corporate product banking
corporate banking
commercial banking
retail banking
14
(vi)
consumer finance
Subsidiaries and Affiliates
The Parent Company’s subsidiaries and their effective percentage of ownership follow:
Subsidiary
Principal Activities
Union DataCorp (UDC)
Data processing
Union Properties, Inc. (UPI)
Real estate administration
First Union Plans, Inc. (FUPI)*
Pre-need
First Union Direct Corporation (FUDC)*
Financial products marketing
UBP Securities, Inc. (UBPSI)
Securities brokerage
UnionBank Currency Brokers Corporation (UCBC) Foreign currency brokerage
UBP Insurance Brokers, Inc. (UBPIBI)
Insurance brokerage
Interventure Capital Corporation (IVCC)
Venture Capital
* Wholly owned subsidiaries of Union Properties, Inc.
Effective
Percentage of
Ownership
2009 and 2008
100
100
100
100
100
100
100
60
The Parent Company’s subsidiaries and their status follow:
a. UDC was organized to handle the centralized branch accounting services as well as the processing
of credit card application forms of the Parent Company and the entire backroom operations of
FUPI. On July 1, 2003, the BOD of UDC approved the cessation of its business operations
effective on August 30, 2003. UDC’s employees have been paid with separation benefits. The
services previously handled by UDC were assumed by the Centralized Processing Service unit of
the Parent Company.
b. UPI engages in the administration and management of the Parent Company’s premises and other
properties such as buildings, condominium units and other real estate, wholly or partially owned
by the Group. Pursuant to the action of the board of directors (BOD) of UPI approving the
amendment of its articles of incorporation, the primary purpose of UPI was changed from a real
estate developer to a real estate administrator. The SEC approved such an amendment on
December 13, 2004. Through its wholly owned subsidiaries, namely, FUDC and FUPI, UPI is
also engaged in the marketing of financial products and sale of pre-need plans.
c. FUPI is an education and pre-need company established on February 24, 2000, with subscribed
capital of Php70 million. The company is engaged in the selling of pension plans. It is 100%
owned by UPI. It holds office in Union Bank 10F Amorsolo Building, Amorsolo St., Makati City.
d. FUDC is a direct selling company that markets retail financial services and related products
including automobiles, credits and other retail finance products like home mortgage loans, Quick
Credit facilities and the like. It was incorporated on November 17, 1997, with subscribed capital
of Php 12.5 million. It is 100% owned by UPI. FUDC holds office in West Tower,Tektite, PSE,
Exchange Road, Ortigas Center, Pasig City.
e. UBPSI was organized to engage in the business of buying, selling of, or dealing in stocks and
other securities. In January 1995, as approved by the UBPSI’s stockholders and the BOD, UBPSI
sold its stock exchange seat in the Philippine Stock Exchange to a then affiliate of the Parent
Company. Accordingly, UBPSI ceased its stock brokerage activities and has settled and liquidated
its customers’ positions.
f. UCBC was organized to engage in the foreign currency brokerage business. On March 23, 2001,
the BOD of UCBC approved the cessation of its business operations effective on April 16, 2001.
Since then, UCBC’s activities were significantly limited to settlement of liabilities. The
employees have been absorbed by the Parent Company.
15
g.
UBPIBI was organized to engage in the insurance brokerage business. In 1995, the BOD of
UBPIBI approved the cessation of its operations.
h.
IVCC ceased operation in March 1992 prior to Bank’s merger with International Corporate Bank.
Its primary purpose is to “develop, promote, aid and assist, financially or otherwise, any small or
medium scale enterprises” incorporated on July 7, 1980 by the International Corporate Bank
(merged with Union Bank of the Philippines on May 16, 1994), National Development Company
and Human Settlements Development Corporation pursuant to PD 1688.
Competition
The Bank’s corporate vision is to become one of the leading banks in the Philippine market in respect to
market capitalization, profits and customer coverage. To achieve this vision, it has adopted 5 key strategic
imperatives, called “FOCUS 2010”, which is an acronym for “Financial Value, Operations Excellence,
Customer Franchise, UnionBank Branch/Experience and Superior Innovation”.
Financial Value: Enhance the financial value of the Bank’s operations
The Bank aims to increase its return on equity by expanding its various business lines through the
expansion of its customer base, the introduction of new products and services, and exploring new methods
of product marketing and sales. To achieve this objective, the Bank actively develops certain areas of its
business operations, including but not limited to, cash management services and products, consumer
finance, treasury operations, credit card business and trust activities. The Bank entered into new markets
by further developing commercial lending and banking services to the middle market segment and
maximized sales and profits by offering customized marketing and sale of the Bank’s products and
services through its branches. The Bank also increased its corporate lending activities, which have been
maintained at lower levels since the Asian economic crisis in 1997 to minimize credit risk, to obtain a
more balanced asset portfolio.
Operational Excellence: Increase productivity while reducing costs
The Bank aims to reduce its operating costs while improving its productivity and quality of service. To
achieve this objective, the Bank intends to continue streamlining its operations and processes and
minimize costs by eliminating redundancies, automating processes, and institutionalizing a high-standard
quality of service throughout the Bank’s operations. The Bank’s Central Processing Services was awarded
the ISO 9001:2000 Certification in October 2008, a testament to the Bank’s commitment for consistent
achievement of compliant, accurate, timely and problem-free service delivery. The Bank is the first local
bank in the Philippines to be awarded the ISO 9001:2000 Quality Management System (QMS)
Certification for its centralized backroom operations.
Customer Franchise: Increase customer base and reduce customer attrition
To compensate for the effects of decreasing interest rate margins and increased competition in the
Philippines, the Bank intends to increase and diversify its customer base by introducing new and more
tailored deposit products to cater to a wider range of customers. To stimulate an increase in deposits, the
Bank has, among other things, introduced a “Business Class” priority banking account for affluent retail
customers and opened a “Business Class” lounge in 2005, specifically designed and created for the Bank’s
private banking and “Business Class” clients. In addition, with an enhanced branch network and widened
coverage area, the Bank expects to be able to increase sales opportunities by continuing to transform its
branches into business centers through which its consumer and corporate products and services are offered
directly to customers through its branches rather than through intermediaries. In recognition of its efforts
in engaging customers and widening loyal customer base, the Bank is able to continually grow its
customer accounts, expanding by more than 435,000 to 4.0 million as of end-2009 from 3.6 million as of
year-end 2008.
The Bank also intends to tap into specific customer groups by seeking strategic alliances with certain
institutions and organizations. The Bank has tied up with Insular Life Health Care, Inc. ("I-Care"), a health
maintenance organization ("HMO"), to provide "e-wallet" card/facilities intended for the disbursements of
professional fees to I-Care’s accredited doctors.
16
The Bank also intends to expand its credit and debit card businesses by introducing customized credit
cards that are targeted at affluent retail customers and other specific customer groups. In 2004, the Bank
launched the Bai Visa credit card, which targets customers located in Cebu, and tied up with Philippines
Airlines, enabling the Bank's Visa Gold credit cardholders to convert their existing credit card reward
points to airline miles. In 2005, the Bank introduced the “Titanium” credit card, which is tailored to golfers
and affluent individuals. In 2006, the Bank launched “OmniPass Visa”, a specialty credit card that offers
travel perks and privileges through participating transportation service providers, hotels and resorts, and
shops. The Bank also introduced “EZCash”, a prepaid re-loadable Visa debit card that can be used to
purchase goods online and at all Visa accredited merchants, withdraw funds from all ATMs in the country
and Visa Plus ATMs worldwide, and transfer funds to and from other UnionBank accounts and debit card.
In 2007, the Bank launched 2 co-brand credit cards - the “SEAIR Visa Credit Card” allows cardholders to
fly for free to Philippines’ most popular vacation spots via SEAIR by converting their privilege points to
free airfare and travel packages, while the “Insular Life Visa Credit Card” provides for auto-charging of
insurance premium payments and comes with a privilege points program that allows conversion of points
to cash rebates, vouchers for free gas, dining and shopping, or transfer to a mileage program or conversion
to plane tickets. In 2009, the Bank introduced “Shop & Talk”, the only credit card that offers cellular
phone load rewards across all networks.
UnionBank Brand/Experience: Establish a unique brand image in strategic markets
The Bank aims to distinguish itself from its competitors by establishing a unique brand image in strategic
markets. To achieve this goal, the Bank braved to venture into the bold and dynamic new colors of
tangerine orange and royal blue as it changed its brand in 2008 and positions itself to challenge
conventions for smarter solutions for its customers. The Bank seeks to remain at the forefront of
technology-based banking in the Philippines. The Bank believes that its internet banking platform offers a
strong competitive advantage as it enables a much wider range of banking services to be transacted via the
internet. The Bank also believes that information technology is a strategic tool of its business operations to
gain a competitive advantage in client and transaction management and that its use of technology has
enabled it to achieve high levels of efficiency and productivity. The Bank intends to continue to focus on
changes in customer needs and technological advances by developing and introducing technologically
advanced products and services that enable customers to achieve greater levels of operational and financial
efficiencies.
Superior Innovation: Continue to offer innovative products and services
To maintain its competitiveness, the Bank aims to continuously develop and offer innovative products and
services. The Bank believes that many of its products and services contain features that are more
technologically advanced than its competitors, such as the Bank's “CyberCheck” service, an electronic
check payment service which allows customers to process check payments through the internet, mobile
phones and ATMs, the customized interface of its internet-based cash management products and services,
and its electronic invoicing system offered to large-sized companies and their suppliers and vendors. The
Bank believes that these products and services have shaped its public image of being a “high-tech” service
bank. To further foster this image, the Bank continuously seeks to apply advanced technologies to provide
innovative products and services to its clients.
Employees
As of December 31, 2009, the Bank employed 2,587 people, 113 as Executives, 1605 as Officers, 869 as
Clerical Staff and covered by CBA. Of these, 1,650 are in Operations, 375 are in Non-Operations, and 562
are in Sales/Marketing. The Bank does not foresee an increase in the number of headcount within the
ensuing twelve (12) months.
The Collective Bargaining agreement started on June 01, 2005 and expired on May 31, 2010.
Risk Management
The Bank is exposed to a range of potential risks arising from its business activities. Its goal in risk
management is to ensure that it identifies, understands, measures and monitors the various risks that arise
17
from its business activities, such as credit risk, market risk, interest rate risk, operational risk, liquidity
risk, strategic/business risk, reputation risk and compliance risk.
4.1
Risk Management Structure
The Board of Directors (“BOD”) is primarily responsible for approving the Bank’s risk parameters,
credit policies and the overall risk taking capacity. To oversee its various risk management
activities, the Board of Directors has established the following risk committees:
(a)
The Executive Committee (“EXCOM”), composed of seven members of the BOD, exercises
certain functions as delegated by the BOD including, among others, the approval of credit
transactions within its delegated authority limit, asset recovery transactions, and sale of real
and other properties acquired.
(b)
The Risk Management Committee (“RMC”), composed of seven members of the BOD, is
responsible for the development and oversight of the risk management program. It assists the
BOD in overseeing all matters relating to risk management including providing a
comprehensive and bank-wide oversight of all risks and the management of such risks,
formulating and reviewing all of the material risk policies, strategies and procedures.
(c)
The Market Risk Committee (“MRC”), composed of the Chairman, the President and three
other members of the BOD, sets policies and standards for market risk identification, analysis
and management. The MRC also monitors the sensitivity of the Group’s financial condition
to the effects of market volatility and adverse price changes on the Group’s portfolio of
financial instrument and oversees the Group’s liquidity position through the Asset and
Liability Committee (“ALCO”).
(d)
The Operations Risk Management Committee (“ORMC”), composed of three members of
the BOD and two members from Senior Management, reviews various operations risk
policies and practices, including Business Continuity Plans and Strategies.
(e)
The Audit Committee is a committee of the BOD that plays a key role in corporate
governance. It is composed of five members, two of whom are independent directors,
including the Chairman. It is responsible for performing an independent review of the risk
management process, financial reporting process and the audit process.
(f)
The Corporate Governance Committee (“CGC”) is composed of seven members of the
Board, two of whom are independent Directors, and one Director belonging to the Bank’s
senior management. It is primarily responsible in assisting the BOD in fulfilling its corporate
governance responsibilities.
The Risk Management units (RMU) are responsible for identifying, assessing, monitoring and
managing the credit risk, market risk, liquidity risk and operational risk of the Bank in accordance
with well-defined policies and procedures, and, in coordination with the respective business units,
is also responsible for risk policy development, risk analysis, implementation of risk
methodologies and risk reporting to senior management and the various committees.
4.2
Credit Risk
Credit risk is the risk of loss resulting from the failure of a borrower or counterparty to honor its
financial or contractual obligation. The risk may arise from lending, trade finance, treasury,
investments, derivatives and other activities undertaken by the Bank. Credit risk is managed
through strategies, policies and limits that are approved by the BOD. Further, the Bank has a
standardized credit approval process and credit rating or scoring system for each of its business
and/or product segments. The Risk Management units independently perform credit analysis and
review for both retail and corporate financial products to ensure consistency in the Bank’s risk
assessment process. It also ensures that credit policies and procedures are adequate and are
constantly updated to meet the changing demands of the business.
18
4.2.1
Corporate Loans
Corporate lending activities are undertaken by the Bank’s Corporate Banking Center. The
customer accounts under this group belong to the top tier corporations, conglomerates and
large multinational companies. The Bank undertakes a comprehensive procedure for the
credit evaluation and risk assessment of large corporate borrowers based on its Internal
Credit Risk Rating System. The rating system assesses risks on a three-dimensional level:
Borrower Risk, Facility Risk and Security Risk. It also has established concentration
limits depending on the Borrower Risk Rating and overall credit quality.
4.2.2
Commercial Loans
Commercial banking activities are undertaken by the Bank’s Commercial Banking Center.
The customer accounts under this group belong to small and medium scale enterprises
(“SMEs”). The products and services provided to commercial banking customers include
similar products and services provided to large corporate customers, including trade
finance-related products and services. The Bank uses a separate 10-scale credit scoring
system for commercial accounts. The rating system consists of an Obligor Risk Rating
(“ORR”), a Facility Risk Adjustment (“FRA”), a Final Risk Rating (“FRR”) and an
Estimated Cash Risk Position, which takes into account the security.
4.2.3
Consumer Loans
The consumer loan portfolio of the Bank is composed of three main product groups: credit
cards, auto and residential mortgage loans. Each of these product groups has its own risk
guidelines and risk assessment system. Although each loan application is evaluated
through an individual credit risk assessment process (combined manual and automated
process), the consumer loans are managed on a single portfolio basis with respect to
defaults as well as accept, reject and review standards.
For the credit card business, the main risk assessment tool is the applications scoring
model which has been revised and fine-tuned through the years using the Bank’s own
credit experience in the credit card business. The current applications scoring model uses
nine variables which have been identified as likely predictors of credit behavior of credit
card applicants. The Bank utilizes statistical modeling in updating its application score
cards.
4.3
Liquidity Risk
Liquidity risk is the risk that there are insufficient funds available to adequately meet the credit
demands of the Bank’s customers and repay deposits on maturity. The ALCO and the Treasurer of
the Bank ensure that sufficient liquid assets are available to meet short-term funding and regulatory
requirements. A contingency plan is formulated to set out the amount and the sources of funds
(such as unused credit facilities) that are available to the Bank and the circumstances under which
the Bank may use such funds. The Bank also manages its liquidity risks through the use of a
Maximum Cumulative Outflow (“MCO”) limit which regulates the outflow of cash on a cumulative
basis and on a tenor basis. To maintain sufficient liquidity in foreign currencies, the Bank has also
set an MCO limit for certain designated foreign currencies. The MCO limits are endorsed by the
MRC and approved by the BOD.
4.4
Market Risk
Market risk is the risk that the fair value or future cash flows of financial instruments will fluctuate
due to changes in market variables such as interest rate, foreign exchange rates and equity prices.
The Bank classifies exposures to market risk into either trading book or banking book. The market
risk for the trading portfolio is managed and monitored based on a Value-at-Risk (VaR)
methodology. Meanwhile, the market risk for the non-trading positions are managed and monitored
using other sensitivity analyses. The Bank applies a VaR methodology to assess the market risk
positions held and to estimate the potential economic loss based upon a number of parameters and
19
assumptions for various changes in market conditions. VaR is a method used in measuring
financial risk by estimating the potential negative change in the market value of a portfolio at a
given confidence level and over a specified time horizon.
The Bank uses the parametric VaR approach in assessing the possible changes in the market value
of held-for-trading and AFS securities based on historical data for a rolling one year period. The
VaR models are designed to measure market risk in a normal market environment. The VaR figures
are backtested daily against actual and hypothetical profit and loss of the trading book to validate
the robustness of the VaR model. To supplement the VaR, the Bank performs stress tests wherein
the trading portfolios are valued under extreme market scenarios not covered by the confidence
interval of the Bank’s VaR model. VaR limits have been established annually for all financial
trading activities and exposures against the VaR limits and are monitored on a daily basis.
4.5
Interest Rate Risk
Interest Rate risk refers to the risk associated with fluctuations in market interest rates and its
impact on the Bank’s net interest income. The Bank employs “gap analysis” to measure the interest
rate sensitivity of its resources and liabilities. The gap analysis measures, for any given period, any
mismatch between the amounts of interest-earning resources and interest-bearing liabilities which
would mature or reprice during the period. A positive gap occurs when the amount of interest rate
sensitive assets exceeds the amount of interest rate sensitive liabilities while a negative gap occurs
when the amount of interest rate sensitive liabilities exceeds the amount of interest rate sensitive
assets.
4.6
Foreign Exchange Rate Risk
Foreign exchange risk is the risk to earnings or capital arising from changes in foreign exchange
rates. The Bank’s net foreign exchange exposure, taking into account any spot or forward exchange
contracts, is computed as foreign currency assets less foreign currency liabilities. The foreign
exchange exposure is limited to the day-to-day, over-the-counter buying and selling of foreign
exchange, as well as foreign exchange trading with corporate accounts and other financial
institutions. The Group is also permitted to engage in proprietary trading to take advantage of
foreign exchange fluctuations.
4.7
Operational Risk
Operational risk is the risk of loss arising from direct or indirect loss from inadequate or failed
internal processes, people, and systems or external events. This also covers potential losses that
could occur as a result of the Bank’s exposure in the use of technology-related products, services,
delivery channels, and processes. The Bank is moving towards the use of mathematical models for
managing operational risk. It is centralizing all information related to losses and near losses that the
Bank has experienced. This will be the basis for creating metrics that will enable the Bank to
monitor and assess its operational risks and manage this more effectively.
4.8
Legal Risk
Legal risk pertains to the Bank’s exposure to losses arising from cases where significant legal costs
have already been incurred, or in some instances, where the Bank may be required to pay damages.
The Bank is often involved in litigation in enforcing its collection rights under loan agreements in
case of borrower default. The Bank has established measures to avoid or mitigate the effects of
these adverse decisions through the engagement of qualified legal advisors. It also ensures that
material adjustments or disclosures to the financial statements are made in case of significant
commitments and contingencies arising from legal proceedings involving the Bank.
4.9
Regulatory and Compliance Risk
Regulatory risk refers to the risk of a financial loss due to changes in the laws or monetary, tax or
other governmental regulations of a country. The monitoring of the Bank’s compliance with these
regulations, as well as the study of the potential impact of new laws and regulations, is the primary
responsibility of the Bank’s Chief Compliance Officer. The Chief Compliance Office is responsible
20
for communicating and disseminating new rules and regulations to all units, analyzing and
addressing compliance issues, performing periodic compliance testing on branches and Head Office
units, and reporting compliance findings to the Audit Committee and the BOD.
Item 2.
Properties
The UnionBank Plaza is now the Union Bank of the Philippines' Head Office. UnionBank Plaza is a 50storey office condominium building with an estimated saleable area of 44,995.82 square meters. It is one
of the most modern intelligent buildings in the Ortigas Business Center with electronically equipped
building utility systems. UnionBank Plaza is also a PEZA proclaimed "IT Building" under Presidential
Proclamation No. 900 dated Aug. 25, 2005. The Bank occupies around 12,111.89 square meters. The
Bank’s leased area, including units for lease, cover an estimated total area of 23,710.86 square meters.
The Bank paid P316.32 million in rentals for the year 2009.
Other properties owned by the bank are as follows:
Name of Property
Tektite Condo Unit
Pacific Plaza (Condo Unit)
Peak Tower
Europa Mines View Flat
Monterraza Property
Cebu Business Park
CPS Cebu_SSM Building
Olongapo Branch
Cagayan de Oro Branch
Iligan Branch
Iloilo City Branch
Southwest Tower-Richville Branch
Zeta Property Warehouse
UBP Amorsolo Building
Priscilla Building
Emerald Branch
Cabanatuan Branch
Davao-Magsaysay Branch
Dumaguete Branch
Location
W-1501, PSE Centre, Exchange Road Ortigas
Center, Pasig City
Makati Avenue Corner Buendia, Makati City
8th/9th Floor, Salcedo Village,Makati City
Laussane #1506 Baguio City
#6 Jasmine St. Monterraza Subd. Itogon, Baguio
City
Rosales Avenue, Cebu Business Part Cebu City
M. Logarta Avenue, Subangkadu, Mandaue City,
Cebu
87 Magsaysay Drive, Olongapo City
Lapasan National Highway Cagayan de Oro City
Quezon Avenue, Iligan City
General Luna St.,Iloilo City
UGI and UG 4 Condo UnitsAlabang Zapote Road
Madrigal Business Park Alabang, Muntinlupa City
Lot 3 & 21 Block 26 Roosevelt Avenue
San Francisco del Monte, Quezon City
142 Amorsolo St., Legaspi Village, Makati City
2297 Pasong Tamo Extension Magallanes, Makati
City
Condo Unit-GID and parking lot B209
Wynsum Corporate Plaza Emerald Avenue, Ortigas
Center Pasig City
P. Burgos St., Poblacion, Cabanatuan City
Cor Magsaysay Ave and E. Jacinto St. Davao City
Real and San Juan street., two major road in the city
Dumaguete City
There are also Bank premises which are leased as per attached report.
All the facilities are in good condition. Likewise, there are no properties owned by the Bank that are
mortgaged to third parties nor are there adverse claims on such properties.
Item 3.
Legal Proceedings
The Bank is not aware of any of the following events wherein any of its directors, nominees for election as
director, executive officers, underwriter or control person where involved during the past five (5) years:
21
¾
any bankruptcy petition filed by or against any business of which a director, person
nominated to become a director, executive officer, or control person of the Corporation was
a general partner or executive officer either at the time of the bankruptcy or within two
years prior to that time;
¾
any conviction by final judgment in a criminal proceeding or being subject to a pending
criminal proceeding of any director, person nominated to become a director, executive
officer, or control person of the Bank;
¾
any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any
court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending
or otherwise limiting the involvement of any director, person nominated to become a
director, executive officer, or control person of the Corporation in any type of business or
banking activities.
The Bank is a defendant/respondent in various legal actions, most of which are claims for damages arising
in the ordinary course of business. The results of these actions, however, will not have a material effect on
the Bank’s financial position.
Item 4.
Submission of Matters to a Vote of Security Holders
There were no matters submitted to a vote of security holders during the fourth quarter covered by this
report.
PART II -
SECURITIES OF THE REGISTRANT
Item 5.
Market for Registrant’s Common Equity and Related Stockholder Matters
(1)
Market Information
UnionBank’s shares were officially listed and first traded at the Philippine Stock Exchange on
May 21, 1992.
The price performance of the shares has been as follows:
STOCK PRICES
2010
First Quarter
HIGH
41.00
LOW
40.50
First Quarter
HIGH
23.25
LOW
23.25
Second Quarter
24.00
23.75
Third Quarter
30.00
29.50
Fourth Quarter
First Quarter
37.50
HIGH
35.00
37.00
LOW
34.50
Second Quarter
32.50
32.00
Third Quarter
26.00
25.00
Fourth Quarter
21.75
21.25
2009
2008
22
(2)
Holders
The Bank has 5,747 shareholders of record as of March 31, 2010. The number of common shares
outstanding as of said date stood at 641,422,420 shares.
The top twenty (20) stockholders of the Bank as of March 31, 2010 are the following:
STOCKHOLDERS
SHARES
%
1
ABOITIZ EQUITY VENTURES, INC.
FILIPINO
247,952,485
2
PCD NOMINEE CORPORATION
FILIPINO
116,114,792
18.10%
3
THE INSULAR LIFE ASSURANCE CO., LTD.
FILIPINO
103,359,164
16.11%
38.66%
4
SOCIAL SECURITY SYSTEM
FILIPINO
69,777,286
10.88%
5
SOCIAL SECURITY SYSTEM (1)
FILIPINO
19,952,256
3.11%
6
PCD NOMINEE CORPORATION
OTHER ALIEN
18,054,375
2.81%
7
LEKEITIO & COMPANY, INC.
FILIPINO
3,537,678
0.55%
8
UNIONBANK TISG AS INVESTMENT MANAGER FOR
IMA #4B1-166-10
FILIPINO
2,857,920
0.45%
0.43%
9
(3)
NATIONALITY
JUSTO A. ORTIZ
FILIPINO
2,778,199
10
BAUHINIA MANAGEMENT, INC.
FILIPINO
2,668,532
0.42%
11
TRICANIYA DEVELOPMENT CORPORATION
FILIPINO
2,464,064
0.38%
12
MIDCITA MANAGEMENT AND DEVELOPMENT CORP.
FILIPINO
2,390,025
0.37%
13
VIC VALDEPENAS
FILIPINO
2,301,821
0.36%
14
INXS HOLDINGS CORPORATION
FILIPINO
2,273,249
0.35%
15
SANFIL MANAGEMENT CORPORATION
FILIPINO
2,168,299
0.34%
16
UNIONBANK TISG AS INVESTMENT MANAGER FOR
IMA#4B1-167-10
FILIPINO
1,836,469
0.29%
17
MA. VICTORIA A. CODY
FILIPINO
1,536,292
0.24%
18
DANIELE MGT. & DEVT. CORP.
FILIPINO
1,421,200
0.22%
19
WILCAR MANAGEMENT & DEV. CORP.
FILIPINO
1,263,625
0.20%
20
BAROQUE IRON MANUFACTURING CORP.
FILIPINO
1,067,607
0.17%
Dividends
The following is a summary of the dividends declared and distributed by the Group in 2009, 2008
and 2007:
Date of
Declaration
Date of
Record
Date of
Payment
Date of
BSP Approval
February 27, 2009
May 27, 2009
June 23, 2009
May 11, 2009
February 20, 2008
May 4, 2007
May 7, 2008
July 18, 2007
May 30, 2008
July 27, 2007
April 21, 2008
June 29, 2007
Dividend
per Share
P
Shares
Outstanding
Total Amount
1.12
641,422,420
P 718,392
1.80
1.60
641,422,420
641,422,420
1,154,560
1,026,276
On January 22, 2010, the Bank’s Board of Directors has declared cash dividends of P2.20 per
share in favor of all shareholders of the Bank which shall be payable from the available retained
earnings of the Bank as of December 31, 2009. Record and payment dates shall be set upon
receipt of confirmation/approval by the Bangko Sentral ng Pilipinas (BSP) and clearance from the
Philippine Stock Exchange (PSE).
The foregoing cash dividend declarations of the Bank were made within the allowable authority
of the Bank to grant because the Bank as a publicly-listed company must ensure that adequate
reserves are in place in compliance with Bangko Sentral ng Pilipinas (BSP) regulations and for
future Bank expansion requirements.
23
There are no known restrictions to the Bank’s ability to pay dividends on common equity,
whether current or future. The Bank followed the rules and regulations of the BSP in the
declaration of dividends.
(4)
Recent Sales of Unregistered or Exempt Securities
There were no sales of unregistered securities in the past three years.
(5)
Other Securities
UnionBank has no stock options, warrants, rights or similar declarations as of report date.
PART III – FINANCIAL INFORMATION
Item 6.
Management’s Discussion and Analysis or Plan of Operation.
Statement of Income for the Year Ended December 31, 2009 vs. December 31, 2008
The Bank posted a record net income of Php4.33 billion for the year 2009, more than double the
Php2.07 billion, which the Bank earned last year, as the Bank’s core businesses performed better than
expected and capital markets business continued to contribute significantly.
Higher interest income from loans and other receivables, trading and investment securities, and
due from other banks resulted to the 14.42% growth in interest income to Php11.89 billion for the year
2009, from Php10.39 billion last year. Interest income on loans and other receivables, which includes
unquoted debt securities classified as loans, improved by 29.61% to Php6.99 billion this year from
Php5.39 billion last year, in line with the Bank’s strategy to expand its loan portfolio. Higher average
levels of trading and investment securities led to the 13.40% increase in interest income on these
investments to Php3.96 billion this year, from Php3.50 billion last year. Interest income on due from other
banks was higher by 38.52% to Php0.89 billion this year from Php0.64 billion last year due to increased
average levels and higher yields on these investments. On the other hand, lower average yields on
interbank loans receivables brought about the 94.35% drop in interest income on these investments, to
Php0.05 billion this year from Php0.86 billion last year.
Interest expense stood at Php5.43 billion this year, increasing by 20.18% from Php4.52 billion
last year, driven primarily by the 27.34% hike in interest expense on deposit liabilities on higher average
deposit levels. Interest expense on bills payable and other liabilities decreased by 42.83%, to Php.26
billion this year from Php0.46 billion last year on lower borrowing cost coupled with decreased average
levels.
As a result of the foregoing, net interest income boosted by 10.00%, to Php6.46 billion this year
from Php5.88 billion last year.
The Bank took advantage of its strong earnings performance and set aside Php1.97 billion in
provision for impairment losses, 129.65% higher than the Php0.86 billion set aside last year.
Total other income hit Php5.88 billion this year, almost double the Php3.01 billion earned last
year, as trading gains soared to Php2.05 billion this year from Php0.31 billion last year. The Bank was
able to profit from interest rate volatility in a declining interest rate environment. Gains on foreign
exchange movements and asset foreclosure resulted to the 60.50% increase in miscellaneous income, to
Php3.15 billion this year from Php1.96 billion last year. On the other hand, service charges, fees and
commissions declined by 8.71%, to Php0.68 billion this year from Php0.75 billion last year due to lower
RCOCI and credit card-related transactions.
Total other expenses amounted to Php5.95 billion this year, 16.15% more than the Php5.12
billion incurred last year driven primarily by higher salaries and employee benefits and miscellaneous
expenses. Salaries and employee benefits increased by 19.72% to Php2.14 billion this year from Php1.79
billion last year due to annual salary increases and higher benefit availments. Miscellaneous expenses
were higher at Php2.31 billion this year from Php1.84 billion last year due to several reasons, e.g., increase
24
in volume-related expenses such as PDIC insurance and BSP supervision fees; higher security and
janitorial expenses, and stationery and supplies used in line with the branding exercise; higher
management and professional fees; increased communication costs as a result of the full-year impact of the
Bank’s mirroring project implemented in May 2008; and larger trust fund contribution on increased preneed plan sales of First Union Plans. Occupancy expenses inched up by 8.89% to Php0.45 billion this year
from Php0.41 billion last year due to branch network expansion and annual branch rental increases. On
the other hand, depreciation and amortization declined by 12.14%, to Php0.38 billion this year from
Php0.43 billion last year driven primarily by the full-year impact this year of the change in useful life of
computer equipment from 5 to 10 years, which was implemented in December 2008. Tax expense
likewise fell by 88.64%, to Php0.10 billion this year from Php0.84 billion last year as a result of higher
deferred tax liabilities on fair value gains on investment properties in 2008.
Statement of Comprehensive Income for the Year Ended December 31, 2009 vs. December 31, 2008
The Bank registered a total comprehensive income of Php4.98 billion for the year 2009, a
substantial increase from the Php0.76 billion the Bank earned for the year 2008, mainly due to the swing in
unrealized gains (losses) on available-for-sale securities from a loss of Php1.53 billion last year to a gain
of Php0.46 billion this year with the improvement of market prices this year, on top of the 109.10% jump
in net income this year to Php4.33 billion from Php2.07 billion last year. Amortization of unrealized loss
on reclassified investments increased to Php0.011 billion this year from Php0.004 billion last year due to
the full-year impact of the amortization implemented on September 2008 in connection with the
reclassification of available-for-sale securities to held-to-maturity securities pursuant to BSP Circular Nos.
626/628. On the other hand, lower provision for impairment losses on available-for-sale securities led to
the 12.37% drop in transfer of unrealized fair value losses to statements of income for the impairment of
available-for-sale securities, to Php0.19 billion this year from Php0.22 billion last year.
Statement of Condition as of December 31, 2009 vs. December 31, 2008
The Bank’s resource base hits Php244.36 billion as of year-end 2009, 19.84% higher than
Php203.90 billion as of end-2008.
Due from BSP declined by 6.24%, to Php20.85 billion in 2009 from Php22.24 billion in 2008 as
funds placed in the special deposit account with BSP were shifted to reverse repurchase agreements. Due
from Other Banks likewise was lower by 47.86%, to Php2.73 billion from Php5.24 billion since in 2008,
more funds were accumulated in the Bank’s nostro accounts from foreign counterparties who were not
covered by the long local holidays in that year. On the other hand, excess funds were invested in interbank
loans receivables, which stood at Php30.48 billion in 2009.
Financial assets at fair value through profit and loss jumped by 42.04%, to Php0.83 billion in
2009 from Php0.58 billion in 2008 due to higher volume of foreign currency forwards. Available-for-sale
and held-to-maturity securities likewise increased by 18.23% and 11.58%, to Php32.56 billion and
Php24.90 billion, respectively, as the Bank purchased additional securities to boost its portfolio.
Loans and receivables expanded by 11.09% to Php100.79 billion in 2009, from Php90.73 billion
in 2008, driven primarily by higher levels of loans and discounts, and reverse repurchase agreements.
Bank premises, furniture, fixtures and equipment declined by 5.07%, to Php2.87 billion in 2009
from Php3.02 billion in 2008 due to reclassification of certain computer equipment to other resources.
Settlement of receivables and reclassification of certain assets to accounts receivables resulted to
the 58.02% decrease in assets held for sale, to Php0.11 billion as of end-2009, from Php0.26 billion end2008 levels.
Other resources amounted to Php3.89 billion in 2009, 6.73% higher than Php3.65 billion last year
in view of increased levels of deferred tax assets and reclassification from bank premises, furniture,
fixtures and equipment.
Total liabilities increased by 20.46% to Php213.08 billion in 2009, from Php176.88 billion in
2008, driven primarily by the 20.50% growth in the Bank’s deposits, to Php194.51 billion from Php161.42
billion. Demand, savings, and time deposits jumped by 17.02%, 21.28% and 25.88%, respectively, in line
with the Bank’s continuous efforts to generate more deposits.
25
Bills payable amounted to Php1.06 billion in 2009, 51.06% lower than Php2.16 billion in 2008 on
decreased levels of interbank borrowings. On the other hand, notes payable soared to Php5.04 billion this
year from Php1.29 billion last year in view of the Bank’s issuance of unsecured subordinated notes in
October 2009.
The Bank’s capital base rose to Php31.28 billion in 2009, 15.78% more than the Php27.02 billion
in 2008, mainly due to the 23.19% jump in surplus as a result of higher net income for the year. Surplus
reserves increased by 10.67% to Php0.11 billion this year from Php0.10 billion last year due to higher
appropriation for trust business this year. Net unrealized losses on available-for-sale investments reduced
by 79.91%, due to favorable market conditions affecting the Bank’s mark-to-market of investment
securities.
The Bank’s return on average equity (ROE) and return on average assets (ROA) as of end-2009
are 14.6% and 2.0%, comparing favorably against industry standards of 11.4% and 1.2%, respectively.
Starting 2009, the Bank is eligible to exclude from non-performing classification, loans classified as Loss
in the latest examination of the BSP which are fully covered by allowance for probable losses, and to
deduct such loans from total loan portfolio for purposes of computation, in compliance with BSP Circular
No. 351, resulting to a reduction in NPL ratio and increase in NPL cover to 2.6% and 106.7%,
respectively, as of end-2009. Cost-to-income ratio for end-2009 surpassed the Bank’s 50.0% target and
improved to 48.2% from 57.6% a year ago, on higher revenues. Earnings per share improved to Php6.74
for the year 2009 from Php3.22 a year ago. The Bank’s capital adequacy ratio rose to 16.1% as of end2009 from 12.9% a year ago due to stronger than expected performance for 2009, coupled with the fresh
funds from the Tier 2 issuance in October 2009.
Key performance indicators of the Bank are as follows:
Dec. 2009
Capital to Risk Assets
Return on Average Assets
Return on Average Equity
Non-Performing Loan Ratio*
Non-Performing Loan Cover*
Cost-Income Ratio
16.1%
2.0%
14.6%
2.6%**
106.7%***
48.2%
Dec. 2008
12.9%
1.1%
8.0%
7.9%
85.7%
57.6%
The manner by which the Bank calculates the above indicators is as follows:
Return on Average Assets:
Return on Average Equity:
Non-Performing Loan Ratio:
Non-Performing Loan Cover:
Capital Adequacy Ratio:
Cost-Income Ratio:
Net income divided by average total resources for the
period indicated
Net income divided by average total capital funds for the
period indicated
Total non-performing loans divided by total loans
(inclusive of interbank loans receivables)
Total allowance for loan losses divided by
total non-performing loans
Total capital divided by total risk-weighted assets
(inclusive of credit, market and operational risk charge)
Total operating expenses divided by the sum of net
interest income and other income
*
Based on audited figures
** Based on the formula (total non-performing loans less fully-covered loans classified as loss) divided by (total
loans inclusive of interbank loans receivables less fully-covered loans classified as loss)
*** Based on the formula (total allowance for loan losses less fully-covered loans classified as loss) divided by (total
non-performing loans less fully-covered loans classified as loss)
As to material event/s and uncertainties, the Bank has nothing to disclose on the following apart
from those already disclosed elsewhere or presented in the accompanying audited financial statements:
•
Any known trends, demands, commitments, events or uncertainties that will have a material
impact on the issuer’s liquidity.
26
•
•
•
•
•
•
Any events that will trigger direct or contingent financial obligation, including any default or
acceleration of an obligation.
Any material off-balance sheet transactions, arrangements, obligations (including contingent
obligations), and other relationships of the company
Any material commitments for capital expenditures, the general purpose of such
commitments and the expected sources of funds for such expenditures.
Any known trends, events or uncertainties that have had or that are reasonably expected` to
have a material favorable or unfavorable impact on net sales/revenues/income from
continuing operations.
Any significant elements of income or loss that did not arise from the issuer’s continuing
operations.
Any seasonal aspects that had a material effect on the financial condition or results of
operations.
Statement of Income for the Period Ended December 31, 2008 vs. December 31, 2007
The Bank recorded a net income of Php2.07 billion for the year 2008, 30.55% lower than Php2.98
billion the Bank earned last year, due primarily on lower trading gains this year.
Interest income hit Php10.39 billion this year, 6.57% higher than Php9.75 billion a year ago, as
increases in interest income from loans and other receivables and investments and trading securities more
than offset decreases in interest income from due from other banks and interbank loans receivables.
Interest income on loans and other receivables increased by 32.71%, to Php5.39 billion this year from
Php4.06 billion last year, as the Bank expanded its corporate, commercial and consumer finance business.
Increased average levels of trading and investment securities coupled with higher yields resulted to the
69.43% increase in interest income on these investments, to Php3.50 billion this year from Php2.06 billion
last year. On the other hand, interest income on deposits with other banks dropped by 50.59%, to Php0.64
billion this year from Php1.30 billion last year, on lower average levels. Interest income on interbank
loans receivables likewise declined by 62.97%, to Php0.86 billion this year from Php2.33 billion last year,
driven primarily by lower average levels and yields on these investments.
Interest expense stood at Php4.52 billion this year, 8.22% lower than Php4.92 billion a year ago,
mainly due to the 46.47% drop in interest expense on bills payable and other liabilities, with the settlement
upon maturity of the Bank’s senior debt in September 2007 coupled with lower borrowing cost.
As a result of the foregoing, net interest income rose by 21.63%, to Php5.88 billion this year from
Php4.83 billion last year, mainly as a result of higher asset yields and lower funding costs.
The Bank continues to build up its provision for impairment losses amounting to Php0.86 billion
this year, 127.23% higher than Php0.38 billion booked last year, notwithstanding that the Bank has no
exposure to financial institutions which were adversely affected by the financial crisis this year.
Total other income stood at Php3.01 billion this year, 21.21% lower than Php3.82 billion a year
ago, driven primarily by the decline in trading gains to Php0.31 billion this year from Php1.38 billion last
year. In March 2007, the Bank earned extraordinary trading gains with the disposal of substantial amounts
of available-for-sale government securities. Service charges, fees and commissions likewise dropped by
11.20%, to Php0.75 billion this year from Php0.84 billion last year, due to lesser returned checks and other
cash items (RCOCI) and lesser GSIS e-card issuances this year. On the other hand, miscellaneous income
grew by 22.32% this year, to Php1.96 billion from Php1.60 billion last year, driven primarily by higher
gains in fair value of investment properties consistent with the general increase in property values in 2008.
Total other expenses declined by 2.39%, to Php5.12 billion this year from Php5.25 billion last
year, in view of the 7.25% decrease in miscellaneous expenses arising from lower PDIC insurance and
BSP supervision fees, security and messengerial services, litigation expenses, management and
professional fees, repairs and maintenance and marketing costs. Provision for income taxes was higher
this year at Php0.84 billion from Php0.05 billion last year mainly due to the set-up of deferred tax
liabilities on fair value gains in investment properties.
27
Statement of Condition as of December 31, 2008 vs. December 31, 2007
The Bank’s total resources surpassed the Php200 billion mark, ending 2008 at Php203.90 billion,
4.40% higher than Php195.31 billion as of end-2007.
Due from BSP almost doubled to Php22.24 billion in 2008 from Php11.40 billion in 2007 due to
higher regulatory requirements on increased deposit levels. Due from Other Banks stood at Php5.24
billion in 2008 from Php1.03 billion in 2007 due to longer holidays in year-end 2008 leading to more
funds being accumulated in the Bank’s nostro accounts from foreign counterparties who were not covered
by the long local holidays. On the other hand, interbank loans receivables dropped by 94.81%, to Php3.85
billion from Php74.18 billion, as the Bank shifted its excess funds to higher yielding investment securities
and loans.
Financial assets at fair value through profit and loss (FVPL) investments declined by 47.40%, to
Php0.58 billion in 2008 from Php1.11 billion end-2007 levels, due to disposal of these investments and
maturity of bond options. On the other hand, held-to maturity investments increased significantly to
Php22.31 billion from Php2.64 billion as a result of the reclassification from available-for-sale
investments, consistent with regulatory issuances and amendment of relevant accounting standards. There
was a net increase in available-for-sale investments by 21.27%, notwithstanding the reclassification, due to
additional purchases on these investments.
Loans and receivables expanded by 68.20%, to Php90.73 billion in 2008 from Php53.94 billion in
2007. This was mainly due to expansion of the Bank’s loan base.
Investment properties amounted to Php12.73 billion in 2008, 57.64% higher than Php8.08 billion
end-2007 levels, as a result of fair value gains from revaluation of these properties and reclassification
from other resources.
Non-current assets held for sale decreased by 61.37%, to Php0.26 billion in 2008 from Php0.66
billion in 2007, driven primarily by the reclassification of certain assets held for sale to other resources and
settlement of SPAV sale undertaken in March 2007.
Other resources declined by 20.78%, to Php3.65 billion in 2008 from Php4.62 billion in 2007,
due to lower net deferred tax assets and reclassification of certain assets to investment properties.
Total liabilities amounted to Ph176.88 billion in 2008, 5.35% higher than Php167.90 billion in
2007, as a result of the 51.20% increase in deposit liabilities to Php161.42 billion in 2008 from Php106.76
billion in 2007. Strong deposit generation efforts led to increases of Php37.98 billion in demand deposits,
Php1.36 billion in savings deposit, and Php15.33 billion in time deposits.
With higher levels of lower-cost deposits, the Bank reduced its bills payable by 94.57%. Also in
2008, the Bank fully funded its investments in UBS Notes that were reclassified as unquoted debt
securities classified as loans (UDSCL). In 2007, part of the funding for these investments was in the form
of liabilities that were booked as Loans Payable. The full funding in 2008 resulted in the settlement of
these liabilities.
Other liabilities dropped by 5.75%, to Php12.02 billion in 2008 from Php12.75 billion in 2007, in
view of lower levels of funds held by the Bank for remittance to BIR, outstanding manager’s checks,
accrued other expenses payable and accounts payable.
Capital funds amounted to Php27.02 billion in 2008, 1.45% lower than Php27.41 billion end-2007
levels, due primarily on net unrealized losses on available-for-sale securities, which were brought about by
unfavorable market conditions.
The Bank’s return on average equity (ROE) and return on average assets (ROA) as of end-2008
were 8.0% and 1.1%, respectively. The Bank’s ratio of non-performing loans to total loans increased to
7.9% in 2008 from 5.6% in 2007 as interbank loans receivables decreased in 2008. NPL cover improved
to 85.7% in 2008 from 76.9% a year ago due to lower NPLs and higher loan reserves.
In 2008, as
reflected in the audited financial statements, the Bank restated the balance of its loan and receivables and
the corresponding allowance for impairment in January 1, 2007 to recognize grossed-up amounts of
accounts arising from the Bank’s acquisition of the former iBank in 2006, resulting to an increase in the
28
amount of these accounts by Php2.51 billion. Lower operating expenses and higher revenues this year led
to the decline in cost-income ratio for 2008 to 57.6% from 60.6% a year ago. Earnings per share dropped
to Php3.22 for the year 2008 from Php4.89 a year ago on lower income. The Bank’s capital adequacy
ratio was reduced to 12.9% in 2008 from 16.4% a year ago due to higher risk-weighted assets with the
expansion of the Bank’s loan and investment securities portfolio and higher risk weights on ROPs for
2008.
Key performance indicators of the Bank are as follows:
Dec. 2008
Capital to Risk Assets
Return on Average Assets
Return on Average Equity
Non-Performing Loan Ratio*
Non-Performing Loan Cover*
Cost-Income Ratio
Dec. 2007
12.9%
1.1%
8.0%
7.9%
85.7%
57.6%
16.4%
1.6%
12.5%
5.6%**
76.9%**
60.6%
The manner by which the Bank calculates the above indicators is as follows:
Return on Average Assets:
Return on Average Equity:
Non-Performing Loan Ratio:
Non-Performing Loan Cover:
Capital Adequacy Ratio:
Cost-Income Ratio:
Net income divided by average total resources for the
period indicated
Net income divided by average total capital funds for the
period indicated
Total non-performing loans divided by total loans
(inclusive of interbank loans receivables)
Total allowance for probable loan losses divided by
total non-performing loans
Total capital divided by total risk-weighted assets
(inclusive of credit, market and operational risk charge)
Total operating expenses divided by the sum of net
interest income and other income
* Based on audited figures
** Includes writeback
As to material event/s and uncertainties, the Bank has nothing to disclose on the following apart
from those already disclosed herein or in the accompanying audited financial statements:
•
•
•
•
•
•
•
Any known trends, demands, commitments, events or uncertainties that will have a material
impact on the issuer’s liquidity.
Any events that will trigger direct or contingent financial obligation, including any default or
acceleration of an obligation.
Any material off-balance sheet transactions, arrangements, obligations (including contingent
obligations), and other relationships of the company
Any material commitments for capital expenditures, the general purpose of such
commitments and the expected sources of funds for such expenditures.
Any known trends, events or uncertainties that have had or that are reasonably expected` to
have a material favorable or unfavorable impact on net sales/revenues/income from
continuing operations.
Any significant elements of income or loss that did not arise from the issuer’s continuing
operations.
Any seasonal aspects that had a material effect on the financial condition or results of
operations.
The Bank’s audited financial statements as of and for the period December 31, 2007 were restated
to reflect the effects of the retrospective amendments in 2008 of the term sheets of the UBS Notes acquired
in 2007.
Item 7.
Financial Statements
29
The consolidated financial statements and schedules listed in the accompanying Index to Financial
Statements and Supplementary Schedules are filed as part of this Form 17-A. Said statements were
audited by the principal accountant, Accounting firm of Punongbayan & Araullo and signed by partner
Mr. Francis B. Albalate.
Item 8.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
There were no changes in and disagreements with the Bank’s external auditors, Punongbayan & Araullo
(P&A), on accounting principles or practices, financial statement disclosures or auditing scope or
procedure for the two (2) most recent years ended December 31, 2009 and 2008.
(A) Audit and Audit Related fees
For the year 2009, audit fees billed by P&A amounted to P4,655,000 exclusive of VAT and out-of-pocket
expenses.
For the year 2008, audit fees billed by P&A amounted to P3,850,000 exclusive of VAT and out-of-pocket
expenses.
Fees for other audit, assurance and related services rendered by P&A for 2009 were as follows:
1.
2.
3.
P112,627 for issuance of opinion on the accounting treatment of allowance for probable losses.
P5,232,783 for the Lower Tier 2 Offering Circular review as of July 31, 2009.
P1,200,000 (exclusive of VAT and out-of-pocket expenses) for the audit of the consolidated Financial
Statements of the UnionBank Group as of and for the year ended December 31, 2009 in accordance
with accounting practices prescribed by BSP.
No other audit, assurance and related services were rendered by P&A for 2008.
On the other hand, SyCip Gorres Velayo & Co. (SGV) billed fees amounting to P352,000 in connection
with the P&A access of UBP workpapers in July 2008.
(B) Tax Fees
Various tax service fees were paid by the Bank to its external auditors and other accounting firms for the
years 2009 and 2008, as follows:
1.
Punongbayan & Araullo
a.
b.
c.
d.
e.
f.
g.
P56,000 for opinion rendered on February 2009 on the tax implications of the Real and Other
Properties Acquired (ROPA).
P56,000 for opinion rendered on March 2009 on the tax implications of certain benefits given to
bank employees.
P113,008 for opinion dated July 2009 on the tax implications of the issuance of Unsecured
Subordinated Notes (Lower Tier 2).
P134,400 as acceptance fee on July 2009 to secure BIR Ruling on the tax exemption of client.
P112,000 for opinion dated April 2008 on the tax implications of the Bank’s settlement with a
third party.
P225,120 for drafting of protest letters dated June 2008 on BIR assessments against UBP and
iBank for taxable year 2004.
P202,160 for opinion dated October 2008 on the tax implications of counterparty agreement.
2. Manabat Sanagustin & Co
a.
b.
c.
P369,600 for opinion dated June 2009 on certain derivative products.
P246,400 on March 2009 for the filing of claim for tax refund with the BIR.
P61,600 for opinion dated April 2008 on onshore/final withholding tax of FCDU.
30
d.
P246,400 for opinion dated April 2008 on claim for tax refund of taxes previously paid under the
BIR’s Abatement Program.
The following practice was agreed to and adopted by and between Management and the external auditor:
1. Before the start of each year’s audit, the external auditor presents to the Audit Committee for approval
Its proposed audit plan, describing the areas of focus for the audit, as well as any new accounting
standards, laws and new regulatory rules that need to be taken into account in the course of the audit.
The audit schedule is also presented.
2. The audit fees are agreed with the external auditor by Management.
3. When the audit is substantially completed and before the Bank’s Board meeting in January of the
following year, the external auditor presents an initial report of its audit to the Audit Committee.
The complete set of audited financial statements and accompanying notes are submitted to the
Board for notation in its March meeting, in time for tax filing in April.
PART IV – MANAGEMENT AND CERTAIN SECURITY HOLDERS
Item 9.
Directors and Executive Officers of the Issuer
A. Directors and Nominees:
The following are the names of the incumbent Directors of the Bank and their respective age,
citizenship and period of service as of March 31, 2010.
They have been pre-screened and certified qualified by the Nominations Committee of the Board
pursuant to SRC Rule No. 38 at the meeting held on March 11, 2010 by the following Nomination
Committee Members:
1.
2.
3.
4.
5.
6.
7.
Jon Ramon M. Aboitiz
Justo A. Ortiz
Erramon I. Aboitiz
Mayo Jose B. Ongsingco
Sergio Antonio F. Apostol
Armand F. Braun, Jr.
Norberto M. Belen
INCUMBENT/
NOMINEES
Justo A. Ortiz
Vicente R. Ayllon
Jon Ramon M.
Aboitiz
AGE
52
79
61
-
CITIZENSHI
P
Filipino
Filipino
Filipino
Chairman
Member
Member
Member
Member
Member
Non-Voting Member (HR Director)
POSITION
Chairman & CEO
Vice-Chairman
Vice-Chairman
Director
Iker M. Aboitiz
Erramon I.
Aboitiz
38
54
Filipino
Filipino
Director
Director
Juan Antonio E. Bernad
53
Filipino
Director
Stephen G. Paradies
Thelmo Y. Cunanan
Romulo L. Neri
56
71
60
Filipino
Filipino
Filipino
Director
Director
Director
31
Period during which
individual has served as such
July 23, 1993 to present
June 27, 1991 to present
June 01, 2001 to present
May 24, 1996 to January 01,
1998
October 11, 1988 to May 31,
2001
May 29, 2009 to present
July 23, 1993 to present
October 11, 1988 to April 23,
1993
October 22, 1999 to present
January 27, 1995 to August 23,
1999
October 11, 1988 to present
May 27, 2005 to present
August 22, 2008 to present
Sergio Antonio
Apostol
Mayo
Jose
Ongsingco
Edilberto B. Bravo
F.
75
Filipino
Director
August 22, 2008 to present
B.
58
Filipino
Director
June 24, 2005 to present
73
Filipino
Director
Filipino
President & COO
January 23, 2004 to present
March 25, 1993 to May 25,
1994
January 01, 1998 to present
Filipino
Director
Filipino
Vice-Chairman
President
Director
Victor B.
63
Valdepeñas
INDEPENDENT DIRECTORS
Armand F. Braun, Jr.
72
Cancio C. Garcia
72
December 31, 1997 to present
January 1998 to June 2001
April 03, 1990 to December 31,
1997
September 04, 2008 to present
UnionBank’s Independent Directors, namely, Messrs. Armand F. Braun, Jr. and Cancio C.
Garcia, possess the qualifications and none of the disqualifications of an independent director. They have
complied with all the requirements of the Bangko Sentral ng Pilipinas (BSP), the Securities and Exchange
Commission (SEC), and the Bank’s Manual on Corporate Governance for their respective positions. They
were nominated by the nominees to the Board of Directors of Aboitiz Equity Ventures, Inc. (AEV), and
The Insular Life Assurance Company Ltd., (IL), and the Chairman and President of the Social Security
Commission (SSC), namely: Mr. Jon Ramon M. Aboitiz, Vicente R. Ayllon, and Thelmo Y. Cunanan &
Romulo L. Neri, respectively. They are not related to the nominees. They are eligible for election as
Independent Directors at the forthcoming Annual Stockholders’ meeting on May 28, 2010.
BUSINESS EXPERIENCE:
The following is a brief description of the business experience of each of the directors/nominees
of the Bank:
Justo A. Ortiz, serves as the Chairman of the Board and Chief Executive Officer of the Bank. He is also
currently the chairman of Union Properties, Inc. (UPI), a director in Aboitiz Equity Ventures, Inc., Aboitiz
Transport Systems Corp. (formerly WG&A), Bankers Association of the Philippines, Megalink and ECR
Philippines. Mr. Ortiz is a member of World Presidents Organization/Young President Organization. Prior
to joining the Bank, he had 16 years of business experience at Citibank (Manila).
Jon Ramon M. Aboitiz, serves as the Vice-Chairman of the Board of the Bank. He is currently Chairman
of Aboitiz & Co., Inc. and Aboitiz Equity Ventures, Inc., a Cebu-based investment and management
enterprise, engaged in numerous and diverse business concerns ranging from power-generation and
distribution, banking and financial services, real estate development, construction, marketing, food, ship
building, transportation (air/land/sea) and logistics that are closely linked to nation building and progress.
Mr. Aboitiz began his career with the Aboitiz Group in 1970. From manager of the Aboitiz Shipping
Corporation, Mr. Aboitiz was promoted to President of the company in 1976 and became President of
Aboitiz & Company in 1991 until 2008. He was President and CEO of Aboitiz Equity Ventures from
1993-2008. Currently, Mr. Aboitiz holds various positions in the Aboitiz Group including Chairman of the
Board of Aboitiz Transport System (ATSC) Corporation, Aboitiz Energy Solutions, Inc., Aboitiz Jebsen
Bulk Transport Corporation, Aboitiz Development Corporation, Ems Crew Management Philippines, Inc.
He is Vice-Chairman of Aboitiz Power Corporation. Mr. Aboitiz is also Director of Davao Light & Power
Co., Inc., Southern Philippines Power Corporation, City Savings Bank, Cotabato Light & Power Company
and International Container Terminal Services, Inc. He is also President/Trustee of the Aboitiz,
Foundation, Inc. and Trustee of the Ramon Aboitiz Foundation, Inc. and Santa Clara University,
California – Santa Clara, California, USA. He is a member of the board of advisors for the Association of
Foundations as well as the Coca Cola Bottlers Philippines, Inc. Mr. Aboitiz holds a B.S. Commerce
degree major in Management from the University of Santa Clara, California.
Vicente R. Ayllon, serves as the Vice-Chairman of the Board of the Bank. He is currently the Chairman
and Chief Executive Officer of The Insular Life Assurance Co., Ltd. He also sits as Chairman and
President of the Insular Life Property Holdings, Inc. (formerly Vigan Realty, Inc.) and is the Chairman of
Insular Investment & Trust Corporation, Insular Life Health I-Care (I-Care), Insular Life Foundation,
ILMADECO, Home Credit Mutual Building & Loan Association and Asian Hospital and Medical Center.
Mr. Ayllon is also Vice Chairman of Mafre Insular Insurance Corporation. From 2003 to 2004, he was
32
director of the Philippine Stock Exchange, Inc. From 1997 to 2003, he served as President and Chief
Executive Officer of Insular Life Assurance Co., Ltd. His other directorships include Pilipinas Shell
Petroleum Corporation, Shell Company of the Philippines, Ltd., Dusit Thani Hotel (Phil. Hoteliers, Inc.)
and the Palms Country Club.
Victor B. Valdepeñas, serves as the President and Chief Operating Officer of the Bank. He is also
currently director of Union Properties, Inc. (UPI). He served as Executive Vice President and Chief
Financial Officer of the Bank from 1993 to 1998. Prior to joining the Bank, he was the Vice-President and
the Country Treasurer of Citibank Manila from 1987 to 1994, Deputy Treasurer/Group Head of all Trading
Divisions of Citibank Manila from 1981 to 1986, Country Economist of Citibank Manila from 1974 to
1980 and the Assistant Director of National Economic & Development Authority’s Economic Planning &
Research. He was also Consultant to the Chairman of the National Economic Counsel and was a Faculty
Member of the University of the Philippines and professional lecturer at the University of Santo Tomas.
He was previously the President of the Philippine Economics Society and Foreign Exchange Association
of the Philippines. He was likewise Chairman and President of UBP Currency Brokers, Inc.
Erramon I. Aboitiz, serves as Director of the Bank. He is also the Chairman of Philippine Hydro Power
Corporation, SN Aboitiz Power, Davao Light & Power Co., Cotabato Light & Power Co., Subic Enerzone
Corp., Visayan Electric Company, City Savings Bank, and Aboitiz Foundation. He currently sits as
President and Chief Executive Officer of Aboitiz Equity Ventures, Inc. and he holds the same position in
Aboitiz Power Corporation and Aboitiz & Company, Inc. His business experience includes directorships
in Aboitiz Transport Systems, Inc., Aboitiz One, Inc., Aboitiz Land (since 2003), Pilmico Foods Corp.,
Pilmico Animal Nutrition Corp., San Fernando Electric Light and Power Co. and Family Business
Development Center (Ateneo de Manila University).
Iker M. Aboitiz, is currently the Chief Finance Officer of Abovant Holdings, Inc., Cebu Private Power
Corporation and East Asia Utilities Corporation. He also sits as First Vice President/Chief Finance
Officer/Chief Information Officer of Aboitiz Power Corporation; and Executive Committee Member,
Treasury Group and Corporate Finance; Member of Audit Committee of Aboitiz & Company, Inc. Mr
Aboitiz began his career with the Aboitiz & Company, Inc. in 1994. He held various positions in the
Aboitiz & Company, Inc. including Analyst - Corporate Planning Department from 1994-1995, Trader Treasury Department from Feb. 1995 to June 1995, Assistant Treasurer - Treasury Department from 1995
to 1997 and Assistant Vice-President, Head - Corporate Finance Dept. from 1998 to 1999. He served also
as Treasurer of Davao Light and Power Co., Inc. and Cotabato Light and Power Company from 1998 to
1999. He was previously Adviser to the Board of Directors of City Savings Bank from 1998 to 1999. Mr.
Aboitiz was also Executive Assistant to the Chairman & CEO of UnionBank of the Philippines and
Member of Union Bank Asset and Liability Committee (ALCO) from 1999 to 2000. He served as Analyst
- Corporate Finance Group of Credit Lyonaisse SA Exchange Capital Corp. from 2000 to 2003 and Chief
Finance Officer of Aboitiz Construction Group Inc. from 2003 to 2007. He worked for FBMA Marine
Inc. in several positions including Chief Finance Officer, Member of the Board of Directors and Executive
Committee from 2003 to 2007. Mr. Aboitiz has a Bachelor of Science Degree in Business Management
major in Finance, Cum Laude from the Boston College, Newton, Massachusetts.
Juan Antonio E. Bernad, serves as Director of the Bank. He is also currently Senior Vice - President of
Aboitiz Equity Ventures, Inc. (since 1995), Executive Vice - President – Strategy & Regulatory Affairs of
Aboitiz Power Corporation (since 1998) and Vice-President and Treasurer of Cotabato Light & Power
Corporation (since 1989). His other directorships include San Fernando Electric Company (since 2001),
Mamerto Escano Inc. (since 1987) and EVP-Regulatory Affairs of Davao Light & Power Corporation
(since 1989).
Stephen G. Paradies, serves as Director of the Bank. He has been Director of Union Properties, Inc. (UPI)
and International Container Terminal Services Inc. since 2002, Warehousing, Inc., Pilmico Foods
Corporation, Animal Nutrition Corp., and City Savings Bank. He also sits as Senior Vice
President/Finance of Aboitiz & Co., Inc. and Senior Vice President/Chief Finance Officer of Aboitiz
Equity Ventures, Inc. since 2004.
Thelmo Y. Cunanan, serves as Director of the Bank and currently the Chairman of the Social Security
Commission, the top policy-making body of the Social Security System. He is Director for First Philippine
Holdings Corporation, Philex Mining Corporation and Belle Corporation. Mr. Cunanan was President and
Chief Executive Officer of the Philippine National Oil Company (PNOC) from February 2001 to August
2004. At the same time, he served as Chairman of the various subsidiaries of PNOC namely the PNOC
33
Exploration Corporation, PNOC Shipping & Transport Corporation, PNOC Petrochemical Development
Corporation and PNOC Development & Management Corporation. He also sat in the Board of Directors of
various corporations such as Petrochemicals Corporation of Asia, Jacinto Group of Companies and Eastern
Telecom. Mr. Cunanan served as the country’s Ambassador Extra-Ordinary and Plenipotentiary to the
Kingdom of Cambodia from 1995 to 1999. He likewise served as Secretary General of the ASEAN
Chamber of Commerce and Industry in 1999, Senior Adviser to the First International Conference of
Asian Political Parties in 2000, Chairman of the Philippine-Cambodia Business Council in 2001, and
Member of the Philippine Chamber of Commerce and Industry, the Philippine-Thailand Business Council
and the Philippine-India Business Council. Mr. Cunanan retired from the Armed Forces of the Philippines
in 1994 with the rank of Lieutenant General. He received his commission from the United States Military
Academy in West Point, New York, where he graduated with a Bachelor of Science degree in Military Art
and Engineering. He earned his masters degree in Business Administration from the University of the
Philippines.
Romulo L. Neri, serves as Director of the Bank. He also sits as Director of Philex Mining Corporation
and Philippine Health Insurance Corporation and San Miguel Purefoods Corp. He is also President and
Chief Executive Officer of Social Security System. He was the Chairman of the Commission on Higher
Education from 2007 to 2008; Monetary Board Member of the Bangko Sentral ng Pilipinas from 2005 to
2008; Secretary of the Socio-Economic Planning and Director General of National Economic
Development Authority from 2002 to 2007; Secretary of the Department of Budget and Management from
2005 to 2006; Director General of Congressional Planning and Budget Office from 1990 to 2002;
Associate Professor of Asian Institute of Management from 1990 to 2002; Asian Professor for Corporate
Financial Management of Asian Institute of Management from 1986 to 1990; Corporate Planning Manager
of Canlubang Pulp & Manufacturing Corporation and CJ Yulo and Sons, Inc. from 1980 to 1985; Assistant
Finance Manager from 1979 to 1980 and Planning Coordinator from 1976 to 1977 of Philippine National
Oil Company and Planning Coordinator of Luzon Stevedoring Corp. (affilitated w/ PNOC) from 1975 to
1976. He also served as Financial Analyst of Mobil Oil Philippines, Inc. from 1973 to 1975; Assistant to
the President of Riverside Mills Corporation from 1971 to 1973; and a Faculty Member of College of
Business Administration of University of the Philippines from 1970 to 1971.
Sergio Antonio F. Apostol, serves as Director of the Bank. He was member of the Board of Directors of
the Manila Hotel for the year 2005. He also sits as the Chief Presidential Legal Counsel of the Office of
the President and Chief Legal Consultant of Social Security System. He was the Chairman of the Board of
Directors of United Coconut Planters Bank-General Insurance from 2005 to 2007 and was the Senior
Partner of the Apostol, Gomaru & Balgua Law Offices from 1986 to 1992. He was also the President,
Chief Executive Officer & Chairman of the Board of Director of PNOC-EDC from 2001 to 2004. He
served as Professor of Law & Pre-Bar Reviewer of the University of the Philippines, Ateneo de Manila
University, University of Santo Tomas, Far Eeastern University & Leyte Colleges from 1962 to 1992; He
is an author of several law books in Civil Procedure, Criminal Procedure, Evidence, Legal & Judicial
Ethics and Criminal Law. He was Majority Floor Leader-11th Congress; Senior Deputy Minority Floor
Leader – 11th Congress and representative – 2nd District of Leyte to the House of Representatives from
1992 to 2001. He was also the Consultant of the Ministry of Human Settlement and APO-NEDA from
1983 to 1986. He was Chief Legal Counsel of Metro Manila Commission from 1982 to 1986; City Fiscal
in the Quezon City Ministry of Justice from 1981 to 1986; District Judge of Court of First Instance Br.
XVI, Quezon City of the year 1969 to 1975 and for the year of 1981; Executive Judge of Court of First
Instance Br. XVI, Quezon City from 1975 to 1977; Provincial Board Member of the Province of Leyte
from 1963 to 1967 and Municipal Councilor of the Municipal Government of Barugo, Leyte for the year
1959.
Mayo Jose B. Ongsingco, serves as Director of the Bank. He is currently the Chairman of Insular Life
General Insurance Agency, Inc. and Insular Life Employees’ Retirement Fund and the Vice Chairman of
Insular Life Health Care, Inc. (since 1999), Insular Life Property Holdings, Inc., and Home Credit Mutual
Building & Loan Association. He is also the Vice Chairman and President of Insular Life Management &
Development Corporation. He has been the President, Chief Operating Officer and Trustee of Insular Life
Assurance Co., Ltd. since 2004. His other directorships include Insular Investment & Trust Corp., Insular
Life Foundation, Mapfre Insular Insurance Corporation, Pilipinas Shell Petroleum Corp., Shell Gas (LPG)
Philippines, Inc., Keppel Philippines Holdings, Inc. Subic Shipyard Engineering, Inc., PPI Prime Venture,
Inc. (formerly Pamplona Realty, Inc.) and Asian Hospital, Inc.
Edilberto B. Bravo, serves as Director of the Bank. He has been the Chairman and Chief Executive
Officer of U-Bix Corporation since 1974 and Facilities Managers, Inc. since 1996. He has also been the
34
President of Bookhaven since 1964, Compufax Corporation since 1985, and East West Capital
Corporation and Bravo Golf Corporation since 1987. He is at present the Vice Chairman of the Board of
Insular Life Assurance Co., Ltd. and Insular Investment & Trust Corporation. Prior to joining the Bank, he
was the Head of Credit for Citibank (Philippines) and lawyer for Ponce Enrile, Siguion Reyna, Montecillo
& Belo Law Office.
Armand F. Braun, Jr., serves as Independent Director of the Bank. He is also currently the Chairman and
President of AF Braun Company and Holdings, Inc. He was the President of UnionBank from 1990 to
1997. His business experience includes directorships in UBP Capital Corporation, Union Properties, Inc.,
A-1 Micro Finance, Inc. Alrose Foods Corp., Iligan Pizza Corp., North Iligan Food Services, Inc., Central
Iligan Fast foods, Bern Bakery Specialists, Inc. – Store 1, Bern Bakery Specialists, Inc. – Store 2,
Beefoods Corp., and Philam Asset Management, Inc.
Cancio C. Garcia, serves as Independent Director of the Bank. He is currently the Chairman of the Board
and Director of Purefoods Corporation. He is a member of the Board of Directors of San Miguel
Properties, Inc. He was Justice of Supreme Court of the Philippines from 2004 to 2007.
(b)
EXECUTIVE OFFICERS:
The Executive Officers of the Bank, and their respective age, citizenship and position as of March
31, 2010, are as follows:
Period during which individual
has served as such
July 23, 1993 to present
AGE
52
CITIZENSHIP
Filipino
POSITION
Chairman
&
Chief Executive
Officer
Victor B.
Valdepeñas
63
Filipino
January 01, 1998 to present
Guia C. Lim
62
Filipino
Edwin R. Bautista
49
Filipino
Teodoro M.
Panganiban
58
Filipino
President & Chief
Operations
Officer
EVP – Corporate
Banking
Center
EVP – Retail
Banking Center
EVP – Channel
Management
Center
Senior
VicePresident
EVP – Corporate
Product Banking
Center
August 22, 1997 to April 26, 2001
Senior
VicePresident
EVP – Customer
Brand Experience
Management
Center
EVP
–
Commercial
Banking Center
Senior
VicePresident
July 22, 1994 to April 26, 2001
Senior
President
Senior
President
Senior
President
Vice-
November 26, 1993 to Present
Vice-
October 15, 2002 to Present
Vice-
April 27, 2001 to Present
NAME
Justo A. Ortiz
Herminio M.
Pugeda
61
Filipino
Genaro V. Lapez
52
Filipino
Beatriz B. Romulo
55
Filipino
Norberto M.
Belen
62
Filipino
Ramon R. Castro
56
Filipino
Eduardo I. Conde
59
Filipino
Ceferino P.
Tolentino
53
Filipino
35
May 27, 1994 to present
April 27, 2001 to present
April 27, 2001 to present
April 27, 2001 to Present
July 25, 2008 to present
August 28, 2006 to present
September 26, 2003 to Present
Atty. Cesar G. Ilagan
Atty. Fe B.
Macalino
56
56
Filipino
Filipino
Ramon G. Duarte
45
Filipino
Roberto F. Abastillas
48
Filipino
Catalino S. Abacan
56
Filipino
Manuel G. Santiago, Jr.
50
Filipino
Jose Levi S. Villanueva
53
Filipino
Ana Marie D.
Lirio
60
Filipino
Michael Jack B. Garcia
39
Filipino
Alejandro E.
Reyes
57
Filipino
Myrna E.
Amahan
46
Filipino
Senior
VicePresident/
Controller
July 15, 2004 to present
First
VicePresident/
Controller
Senior
VicePresident/
General Counsel
&
Corporate
Secretary
July 23, 2003 to July 14, 2004
FVP,
General
Counsel &
Corporate
Secretary
Senior
VicePresident
Senior
VicePresident
Senior
VicePresident
Senior
VicePresident
Senior
VicePresident
Senior Vice President
October 2, 1989 to August 31,
2004
First VicePresident/
Treasurer
March 31, 2006 to June 27, 2008
FVP/ OICTreasurer
First
VicePresident & Trust
Officer
Vice- President/
Chief
Compliance
Officer
Vice-President &
Internal Auditor
March 22, 2002 to March 31, 2006
AVP & Internal
Auditor
March 31, 2006 to June 23, 2006
AVP & OICInternal Auditor
February 9, 2001 to March 31,
2006
September 1, 2004 to Present
June 23, 2006 to present
August 28, 2006 to present
December 14, 2007 to present
December 14, 2007 to present
August 22, 2008 to present
June 27, 2008 to present
November 24, 2006 to present
November 23, 2001 to Present
June 23, 2006 to present
BUSINESS EXPERIENCE:
The following is a brief description of the business experience of each of the Executive Officers
of the Bank:
Justo A. Ortiz, serves as the Chairman of the Board and Chief Executive Officer of the Bank. He is also
currently the chairman of Union Properties, Inc. (UPI), a director in Aboitiz Equity Ventures, Inc., Aboitiz
Transport Systems Corp. (formerly WG&A), Bankers Association of the Philippines, Megalink and ECR
Philippines. Mr. Ortiz is a member of the Board of Trustees in Children’s Hour Philippines and World
President Organization / Young President Organization. Prior to joining the Bank, he had 16 years of
business experience at Citibank (Manila).
36
Victor B. Valdepeñas, serves as the President and Chief Operating Officer of the Bank. He is also
currently director of Union Properties, Inc. (UPI). He served as Executive Vice President and Chief
Financial Officer of the Bank from 1993 to 1998. Prior to joining the Bank, he was the Vice-President and
the Country Treasurer of Citibank Manila from 1987 to 1994, Deputy Treasurer/Group Head of all Trading
Divisions of Citibank Manila from 1981 to 1986, Country Economist of Citibank Manila from 1974 to
1980 and the Assistant Director of National Economic & Development Authority’s Economic Planning &
Research. He was also Consultant to the Chairman of the National Economic Counsel and was a Faculty
Member of the University of the Philippines and professional lecturer at the University of Santo Tomas.
He was previously the President of the Philippine Economics Society and Foreign Exchange Association
of the Philippines. He was likewise Chairman and President of UBP Currency Brokers, Inc.
Guia C. Lim, serves as Executive Vice-President and Head of the Corporate Banking Center of the Bank.
She was previously the President of International Corporate Bank, the Executive Vice-President of Land
Bank of the Philippines from 1988 to 1993, and the Vice-President and Branch Manager of the World
Corporation Group of Citibank N.A. Manila from 1981 to 1988. She was a recipient of Citibank’s Global
Account Management Award.
Edwin R. Bautista, serves as Executive Vice-President, Head of the Retail Banking Center and Marketing
Director of the Bank. Following the Merger, he was also appointed the President of International Exchange
Bank. He was Senior Vice-President of the Bank from 1997 to 2001. He previously worked as Senior
Brand Manager at Procter and Gamble Mfg. from 1983 to 1987, Marketing and Sales Director of the
Philippines and Guam at American Express International from 1990 to 1991, and the Vice-President and
Group Head of Transaction Banking at Citibank, Philippines from 1991 to 1997.
Teodoro M. Panganiban, serves as Executive Vice-President of the Bank and Head of the Channels
Management Center. He was Senior Vice-President of the Bank from 1997 to 2001. Prior to joining the
Bank, he was Vice-President and Senior Country Operations Officer at Citibank N.A., Philippines. He
held several positions at Citibank N.A. from 1971 to 1997 in Manila, Cebu, Hong Kong, Belgium and
New Zealand. He is currently Director of the Philippine Clearing House Corporation and Member of the
Operations Committee of the Bankers Association of the Philippines.
Herminio M. Pugeda, serves as Executive Vice-President and Head of Corporate Product Banking Center
of the Bank. Prior to joining the Bank in 1994, he was Senior Vice-President and Operations Group Head
of Institutional and Investment Banking Segments of CityTrust Banking Corporation from 1970 to 1990.
He also held several positions at Citibank namely Vice-President, Head of Transaction Banking and
Internal Control Head.
Genaro V. Lapez, serves as Executive Vice-President and Head of Consumer Finance of the Bank. Prior
to joining the Bank, he was an experienced Business Leader – both at multi-country and single-country
level – with extensive Marketing/New Business Development experience and solid track-record in
Transformations and turnarounds. His career has spanned to numerous consumer product categories from
personal care, OTC (over-the-counter) pharmaceuticals, “content” products (publishing & music and video
licensing), food & beverage (both alcoholic and non-alcoholic), and “e-financial” services.
Beatriz R. Barredo-Romulo, serves as Executive Vice-President and the Head of the Commercial Banking
Center of the Bank. She was previously the Executive Vice President and the Head of the Corporate
Banking Cluster of International Exchange Bank. Prior to that, she was the Senior Vice- President and the
Head of the Account Management Division of United Coconut Planters Bank ("UCPB") from 1991 to
1995. She was also the Vice Chairman of UCPB Leasing and Finance Corporation and was a Director for
various subsidiaries of UCPB from 1992 to 1995.
Norberto M. Belen, serves as Senior Vice-President of the Bank. Prior to joining the Bank, he worked as
Personnel Director at Richardson Vicks-Procter & Gamble from 1979 to 1985 with same position at
Citibank Philippines from 1986 to 1987. He served as Regional Personnel Director for Northern Asia at
RJR Nabisco (H.K.) from 1987 to 1988, Group Human Resource Director at First Pacific & Co. from 1989
to 1990, Senior Vice-President and Chairman of Group Mancom – Jaka Group from 1990 to 1995,
Organization & Strategy Consultant at Jollibee, Jardine Davies, Phil-AM Health Care, Planters Bank,
Security Bank from 1995 to 2003, and International Training Consultant of CitiBank Asia Pacific from
1998 to 2003.
37
Ramon R Castro, serves as Senior Vice-President of the Bank and Head of the Asset Recovery Group. He
was Assistant Vice-President at Bancom Finance Corporation until 1982 and from 1982 to 1985, he served
as Middle Market and Consumer Finance Head of the Bank. Subsequently, he became Group Head for
Corporate Banking.
Eduardo I. Conde, serves as Senior Vice-President of the Bank. Prior to his present position, he served as
First Vice-President and Head of Auto and Mortgage Finance of the Bank since 1993. From 1974 to 1993,
Mr. Conde worked for BA Finance Corporation as Vice-President, Head for Branch Banking Division,
Credit Administration Group , and Credit, Legal and Collection Group.
Ceferino P. Tolentino, Jr., serves as Senior Vice-President of the Bank. Prior to joining the Bank, he was
Vice President in charge of the technical services at Dynamic Software Solutions International from 1987
to 1989 and Assistant Vice-President of technology services of Metrobank from 1989 to 1994.
Atty. Cesar I. Ilagan, serves as Senior Vice-President and Controller of the Bank. He was previously the
Asia Regional Controller for Cypress Semiconductor Philippines Inc. from 1998 to 1999 and Controller
for Intel Philippines Mfg. Inc. from 1987 to 1996.
Atty. Fe B. Macalino, serves as Senior Vice-President, Corporate Secretary and General Counsel of the
Bank. She began her career with the Bank in 1989. Her business experience includes an extensive legal
and corporate practice in the fields of banking, investment and financial leasing services, manufacturing,
trading, air chartering, cargo and bulk handling, shipping, security services. She previously worked at the
Family Savings Bank prior to its merger with the Bank of the Philippine Islands from 1979 to 1982. She
was Assistant Vice-President in charge of legal and collection at the State Investment House, Inc. from
1982 to 1985. She also served as the President of the Bank Administration Institute, Philippine Chapter.
She was also the Corporate Secretary and Corporate Legal Counsel for the Philippines in Asian Alcohol
Corporation, Far East Molasses Corporation, Ayala Molasses Company, Total Bulk Corporation, Asian
Air Charters, Inc., and Bulldog Security Agency, Inc.
Ramon G. Duarte, serves as Senior Vice-President and Head of Retail Product Development of the Bank.
He was previously Assistant Vice-President of ProChief; Technical Officer of Dotenable, Inc. from 20002001; Head of Electronic Banking Transaction Services at ABN AMRO Philippines from 1999 to 2000;
and Assistant Vice-President of Product Management under Global Transaction Services at Citibank from
1996 to 1999.
Roberto F. Abastillas, serves as Senior Vice-President of the Bank. He was previously Senior VicePresident and Head of the Account Management Center at International Exchange Bank. From 1987 to
1995, he was Vice-President and Head of the Account Management Group for United Coconut Planters
Bank.
Catalino S. Abacan is Senior Vice-President of Liabilities Products/Branch and Credit Card Operations
from 1994 to 1997. He was Vice-President for Operations, Manila Offshore Banking Unit at Lippo Bank
of Indonesia. From November 1996 to April 1997, he was instrumental in setting up a branch of Lippo
Bank in Phnom Penh, Cambodia. He held several positions in Philippine Banking Corporation from 1975
to 1993 namely Credit Investigator-Appraiser, Head of Credit Investigation-Appraisal Unit, Branch
Cashier, Branch Manager and Area Head for Manila branches. The last position he held was Group Head
for Operations in Transaction Banking, International / FCDU and Treasury.
Manuel G. Santiago, Jr., holds the position of Senior Vice-President and Credit Cards Product Business
Head. He previously worked as Director for Operations in American Express Bank in Indonesia and prior
thereto, Director for Operations in American Express International, Manila.
Jose Levi S. Villanueva is Senior Vice-President of the Bank. Prior to joining the Bank, he was General
Manager for PILTEL in the Visayas Region, Segment Manager for IBM-VISMIN and Vice-President for
Sales Management and Control under the Consumer Banking Group in Citibank.
Ana Marie D. Lirio is Senior Vice-President and Treasurer of the Bank. She began her career with the
Bank in 1989 as the Foreign Currency Group Head. Prior to joining the Bank, she was head of the
Eurodesk at Citibank, N.A. Manila from 1986 to 1989.
38
Michael Jack B. Garcia, serves as First Vice-President and Trust Officer of the bank. Prior to the Merger,
he was Vice-President and Head of the Trust Center of International Exchange Bank. He held various
finance positions at General Motors Europe in its offices in London and Brussels, performing treasury,
corporate finance and fund management functions from 1997 to 2002.
Alejandro E. Reyes, serves as Vice-President and Chief Compliance Officer of the Bank. He previously
worked as Senior Manager at The International Corporate Bank from 1983 to 1984, Technical Assistant
from 1981 to 1982 at the Family Bank and Trust Company and Member of the Operations Staff at
Citytrust Banking Corporation from 1977 to 1981.
Myrna E. Amahan, serves as Vice-President and Internal Auditor of the Bank. She previously worked as
supervising IS auditor at Equitable-PCI Bank from 1996 to 2000 and was Head of the System Consultancy
Services of the Commission on Audit from 1993 to 1996.
c)
Significant employee
No person who is not an executive officer of the Bank is expected to make a significant contribution
to the Bank.
d) Family Relationship among Directors
Chairman and CEO Justo A. Ortiz is a relative in the 6th degree of consanguinity (second cousin) of
Directors Stephen G. Paradies, Erramon I. Aboitiz, Iker M. Aboitiz and Jon Ramon M. Aboitiz.
e)Involvement in Certain Legal Proceedings
The Bank is a defendant/respondent in various legal actions arising in the ordinary course of business.
In the opinion of management, the ultimate liability arising from these claims will not have a material
effect on the Bank’s financial positions. Specifically, for the past five (5) years until to date, the Bank
has not violated the securities or commodities law. On the other hand, the directors and executive
officers of the Bank have not been involved in any legal proceedings which are material to the
evaluation of the ability or integrity of any director or executive officer of the Bank.
Item 10.
Executive Compensation
Information as to the aggregate compensation paid or accrued during the last two calendar years and to be
paid in the ensuing calendar year to the Bank’s Chief Executive Officer and four other most highly
compensated executive officers are as follows:
Year
2010
Aggregate
Compensation
(net of bonuses)
91,943,703.55*
Bonuses
22,985,925.89*
2009
85,133,058.84
21,283,264.71
Principal Position
Name
Justo A. Ortiz
Victor B. Valdepenas
Edwin R. Bautista
Herminio M. Pugeda
Guia C. Lim
Justo A. Ortiz
Victor B. Valdepenas
Edwin R. Bautista
Herminio M. Pugeda
Guia C. Lim
Chairman & CEO
President & COO
EVP
–
Retail
Banking Center
EVP – Corporate
Product
Banking
Center
EVP – Corporate
Banking Center
Chairman & CEO
President & COO
EVP
–
Retail
Banking Center
EVP – Corporate
Product
Banking
Center
EVP – Corporate
Banking Center
39
Justo A. Ortiz
Victor B. Valdepenas
Edwin R. Bautista
Herminio M. Pugeda
Guia C. Lim
Justo A. Ortiz
Victor B. Valdepenas
Edwin R. Bautista
Herminio M. Pugeda
Guia C. Lim
Chairman & CEO
President & COO
EVP
–
Retail
Banking Center
EVP – Corporate
Product
Banking
Center
EVP – Corporate
Banking Center
Chairman & CEO
President & COO
EVP
–
Retail
Banking Center
EVP – Corporate
Product
Banking
Center
EVP – Corporate
Banking Center
All other officers &
directors as a group
unnamed
2008
75,894,948.84
18,973,737.21
2007
65,370,140.40
16,342,535.10
2010
2009
2008
2007
787,175,438.33*
729,756,710.64
681,723,642.84
622,634,232.12
196,793,859.58*
182,439,177.66
170,430,910.71
155,658,558.03
*estimated amount
The directors receive per diems for attendance in meetings of the board or its committees but do not
receive compensation from the Bank for services rendered. There is no standard arrangement regarding
compensation of directors and executive officers and there is no contract covering their employment.
The executive officers receive salaries, bonuses, and other standard bank benefits that are already included
in the amounts stated above.
There are no warrants or options held by the Bank’s officers and directors.
Item 11.
Security Ownership of Certain Beneficial Owners and Management
(a) Security Ownership of Certain Record and Beneficial Owners:
The following are known to the registrant to be directly or indirectly the record or beneficial owner of
more than 5 per cent of registrant’s voting securities (registrant has only one class of voting security, i.e.
common shares) as of March 31, 2010:
Title of Class
Name, address of
Record Owner
& Relationship
with Issuer
Aboitiz Equity Ventures, Inc.**
110 Legaspi Street,
Legaspi Village, Makati City
Principal Shareholders
Name, address of Citizenship
Beneficial Owner
& Relationship
with Record Owner
Aboitiz Equity Ventures, Inc.**
Filipino
110 Legaspi Street,
Legaspi Village, Makati City
Common
PCD Nominee Corporation*
37/F Tower 1 Enterprise Center
6766 Ayala Avenue, Makati City
Minority Shareholders
PCD Nominee Corporation*
37/F Tower 1 Enterprise Center
6766 Ayala Avenue, Makati City
Common
The Insular Life Ass. Co., Ltd**
IL Corporate Center
Insular Life Drive
Filinvest, Alabang, Muntinlupa
Principal Shareholders
The Insular Life Ass. Co., Ltd**
IL Corporate Center
Insular Life Drive
Filinvest, Alabang, Muntinlupa
Common
40
No. of Shares
Held
Percent
of
Class
247,952,485
38.65%
Filipino
116,114,792
18.10%
Filipino
103,359,164
16.11%
NOTE: Social Security System (SSS) is the only entity/person which holds more than 5% of the company’s
outstanding capital shares under the PCD Nominee Corporation with 56,086,523 shares (8.74408%)
Common Social Security System**
East Avenue, Diliman
Quezon City
Principal Shareholders
Social Security System**
East Avenue, Diliman
Quezon City
Filipino
69,777,286
10.88%
**The respective proxies of these corporate shareholders are appointed by their respective Board of Directors and the Company becomes aware of
the identity of such proxies only when the corresponding proxy appointments are received by the Company. Based on previous meetings, Mr. Jon
Ramon M. Aboitiz and/or Erramon I. Aboitiz have been appointed proxies for Aboitiz Group, while Mr. Vicente R. Ayllon has been appointed proxy
for the Insular Life Ass., Co., Inc and Mr. Romulo L. Neri has been appointed proxy for the SSS Group.
*The PCD, represented by its Associate Directors, Mr. Lemuel Bitong and Josephine F. dela Cruz, only holds a legal title, not beneficial ownership
of the lodged shares.
*UnionBank has no stock options, warrants, rights or similar declarations as of report date.
(b) Security Ownership of Management
The following are the number of shares comprising the Bank’s capital stock (all of which are voting
shares) owned of record by the directors, Chief Executive Officer, key officers of the Bank, and nominees
for election as director as of March 31, 2010:
Title
Of
Class
Name of Beneficial
Owner
Common
Jon Ramon M. Aboitiz
Common
Jon Ramon M. Aboitiz
Common
Number of Shares,
Amount and
Nature of legal and
beneficial
Ownership
194 (r)
P1,940.00
Citizenship
Filipino
%
of
Class
Address
110
Legaspi
Legaspi Village,
Makati City
110
Legaspi
Legaspi Village,
Makati City
110
Legaspi
Legaspi Village,
Makati City
110
Legaspi
Legaspi Village,
Makati City
110
Legaspi
Legaspi Village,
Makati City
110
Legaspi
Legaspi Village,
Makati City
110
Legaspi
Legaspi Village,
Makati City
St.
0.00%
St.
0.61%
St.
0.00%
St.
0.08%
St.
0.00%
St.
0.42%
St.
0.00%
3,997,872 (b)
P39,978,720.00
Filipino
Stephen G. Paradies
4,068 (r)
P40,680.00
Filipino
Common
Stephen G. Paradies
520,000 (b)
P5,200,000.00
Filipino
Common
Erramon I. Aboitiz
194 (r)
P1,940.00
Filipino
Common
Erramon I. Aboitiz
2,668,532 (b)
P26,685,320.00
Filipino
Common
Iker Markel Aboitiz
100 (r)
P1,000.00
Filipino
Common
Armand F. Braun, Jr.
2,191 (r)
P21,910.00
Filipino
Unit 1704A Three
Salcedo
Place
Tordesillas
St.,
Makati City
0.00%
Common
Justo A. Ortiz
Filipino
Justo A. Ortiz
Common
Juan Antonio E.
Bernad
Common
Mayo Jose B.
Ongsingco
164 (r)
P1,640.00
Filipino
c/o Union Bank of
the Philippines
c/o Union Bank of
the Philippines
110
Legaspi
St.
Legaspi Village,
Makati City
c/o IL Corporate
Center, Insular Life
Drive, Filivest,
Alabang, Muntinlupa
City
0.43%
Common
2,779,038 (r)
P27,790,380.00
80,000 (b)
P800,000.00
361 (r)
P3,610.00
Common
Victor B. Valdepeñas
2,301,821 (r)
P23,018,210.00
Filipino
Filipino
Filipino
41
c/o Union Bank of
the Philippines
0.01%
0.00%
0.00%
0.36%
Common
Victor B. Valdepeñas
908 (b)
P9,080.00
Filipino
c/o Union Bank of
the Philippines
0.00%
Common
Vicente R. Ayllon
118 (r)
P1,180.00
Filipino
0.00%
Common
Edilberto B. Bravo
41 (r)
P410.00
Filipino
Common
Thelmo Y. Cunanan
66 (r)
P660.00
Filipino
c/o IL Corporate
Center, Insular Life
Drive,
Filivest,
Alabang,
Muntinlupa City
c/o IL Corporate
Center, Insular Life
Drive,
Filivest,
Alabang, Muntinlupa
City
c/o SSS, Diliman,
Quezon City
Common
Thelmo Y. Cunanan
10 (b)
P100.00
Filipino
c/o SSS, Diliman,
Quezon City
0.00%
Common
Cancio C. Garcia
65 (r)
P650.00
Filipino
c/o Union Bank of
the Philippines
0.00%
Common
Sergio A. F. Apostol
1 (r)
P10.00
Filipino
c/o SSS, Diliman,
Quezon City
0.00%
Common
Romulo L. Neri
1 (r)
P10.00
Filipino
c/o SSS, Diliman,
Quezon City
0.00%
Common
Fe B. Macalino
Filipino
0.02%
Herminio M. Pugeda
of
0.00%
Common
Ana Marie D. Lirio
of
0.00%
Common
Guia C. Lim
of
0.06%
Common
Ramon R. Castro
of
0.03%
Common
Edwin R. Bautista
of
0.08%
Common
Mardonio C. Cervantes
of
0.00%
Common
Dominic R. Milan
of
0.00%
Common
Edwin G. Pineda
of
0.00%
Common
Edwin G. Pineda
of
0.00%
Common
Catalino S. Abacan
of
0.01%
Common
Roberto F. Abastillas
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
of
Common
97,052 (r)
P970,520.00
1,605 (r)
P16,050.00
10,228 (r)
P102,280.00
396,904 (r)
P3,969,040.00
198,442 (r)
P1,984,420.00
488,209 (r)
P4,882,090.00
26,461 (r)
P264,610.00
3,996 (r)
P39,960.00
20,875 (r)
P208,750.00
163 (b)
P1,630.00
59,529 (r)
P595,290.00
178,589 (r)
P1,785,890.00
9,971 (r)
P99,710.00
of
0.03%
of
0.00%
20,637 (r)
P206,370.00
1,994 (r)
P19,940.00
79,373 (r)
P793,730.00
3,190 (r)
P31,900.00
39,686 (r)
P396,860.00
59,529 (r)
P595,290.00
11,905 (r)
P119,050.00
15,874 (r)
P158,740.00
Filipino
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
of
0.00%
of
0.00%
of
0.01%
of
0.00%
of
0.01%
of
0.01%
of
0.00%
of
0.00%
Common
Ermerlindo S. Andal
Common
Agnes R. Bacani
Common
Susan E. Bautista
Common
Norberto E. Belen
Common
Ma. Cecilia Teresa S.
Bernad
William Amado Bruno
Castano Jr.
Frederick E. Claudio
Common
Common
Common
Common
Hannah Theresa S.
Contreras
Gerard Dela Rosa
Darvin
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
42
0.00%
0.00%
Common
Joebart T. Dator
Common
Rebecca M. Dela Cruz
Common
Ramon G. Duarte
Common
Common
Eduardo V. Enriquez
III
Antonio Agustin Sayo
Fajardo
Michael Jack B. Garcia
Common
Joyvalerie B. Gatdula
Common
Common
Rachel Christine T.
Geronimo
Julie C. Go
Common
Joyce S. Gonzalez
Common
Cesar G. Ilagan
Common
Leonides F. Intalan
Common
Genaro V. Lapez
Common
Stella Marie L. Layug
Common
Concepcion P. Lontoc
Common
Common
Ma. Cristina P.
Maceren
Ramon De Santos
Matias
Angelo Dennis L.
Matutina
Rodrigo J. Montaniel
Common
Derrick J. Nicdao
Common
Teodoro M.
Panganiban
Alicia A. Pastoral
Common
Common
Common
Common
Common
Common
Common
Common
Peter Ismael F.
Quiambao
Beatriz B. Romulo
Bennett Clarence D.
Santiago
Manuel De Guzman
Santiago Jr.
Common
Evelyn Q. Santos
Common
Elfren Antonio S. Sarte
Common
Ceferino P. Tolentino
Jr.
Jo-Ann Fatima L.
Tolentino
Marie Aimee S. Tumao
Common
Common
Common
Jose Levi S.
Villanueva
19,843 (r)
P198,430.00
20,637 (r)
P206,370.00
59,529 (r)
P595,290.00
19,843 (r)
P198,430.00
59,529 (r)
P595,290.00
181,367 (r)
P1,813,670.00
112,312 (r)
P1,123,120.00
10,318 (r)
P103,180.00
79,373 (r)
P793,730.00
103,185 (r)
P1,031,850.00
19,843 (r)
P198,430.00
46,719 (r)
P467,190.00
99,216 (r)
P992,160.00
11,905 (r)
P119,050.00
36,630 (r)
P366,300.00
45,837 (r)
P458,370.00
95,247 (r)
P952,470.00
13,890 (r)
P138,900.00
19,843 (r)
P198,430.00
2,233 (r)
P22,330.00
396,865 (r)
P3,968,650.00
5,384 (r)
P53,840.00
130,965 (r)
P1,309,650.00
277,805 (r)
P2,778,050.00
15,874 (r)
P158,740.00
11,905 (r)
P119,050.00
Filipino
59,529 (r)
P595,290.00
198,432 (r)
P1,984,320.00
59,529 (r)
P595,290.00
39,686 (r)
P396,860.00
119,059 (r)
P1,190,590.00
29,114 (r)
P291,140.00
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
of
0.00%
of
0.00%
of
0.01%
of
0.00%
of
0.01%
of
0.03%
of
0.02%
of
0.00%
of
0.01%
of
0.02%
of
0.00%
of
0.01%
of
0.02%
of
0.00%
of
0.01%
of
0.01%
of
0.01%
of
0.00%
of
0.00%
of
0.00%
of
0.06%
of
0.00%
of
0.02%
of
0.04%
of
0.00%
of
0.00%
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
c/o Union Bank
the Philippines
of
0.01%
of
0.03%
of
0.01%
of
0.01%
of
0.02%
of
0.00%
The aggregate number of shares owned of record by the Chief Executive Officer, key officers and directors as a group as of March
31, 2010 is 16,481,403 shares equivalent to P164,814,030.00 @ P10.00/share which is approximately 2.57% of the Bank’s
outstanding capital stock.
“r” represents record ownership
“b” represents beneficial ownership at par value of P10.00/share
43
(c)
The principal participants in the Philippine Central Depository (PCD) nominee corporation
holding a beneficial interest of 5% or more in Union Bank of the Philippines is:
Title of Class
Name, address of
Citizenship Number of Shares
Percent
record owner/beneficial
of
owner & relationship
Class
with issuer/record owner
--------------------------------------------------------------------------------------------------------------Common
Social Security System*
Filipino
56,086,523
8.74408%
East Avenue, Diliman
Quezon City
--------------------------------------------------------------------------------------------------------------*Social Security System, represented by its nominee directors, only holds legal title as custodian of the
lodged shares and is not the beneficial owner thereof.
d. Changes in Control
There has been no change in the control of the Bank for the past calendar year which may result in a
change of control thereat. Likewise, there has been no arrangement among shareholders which may result
in a change of control of the Bank.
Item 12.
Certain relationship and Related Transactions
In the ordinary course of business, the Group has loans, deposits and other transactions with its related
parties and with certain directors, officers, stockholders and related interests (DOSRI). Under the Group’s
existing policies, these transactions are made substantially on the same terms and conditions as
transactions with other individuals and businesses of comparable risks. The amount of individual loans to
DOSRI, of which 70% must be secured, should not exceed the amount of the deposit and book value of
their investment in the Group. In the aggregate, loans to DOSRI generally should not exceed the total
equity or 15% of the total loan portfolio of the Group, whichever is lower. As of December 31, 2009 and
2008, the Bank is in compliance with these regulatory requirements.
The following additional information is presented relative to DOSRI loans:
Group
2009
Total DOSRI loans
Unsecured DOSRI loans
% of DOSRI loans to total
loan portfolio *
% of unsecured DOSRI loans
to total DOSRI loans
% of past due DOSRI loans to
total DOSRI loans
% of non-accruing DOSRI
accounts to total DOSRI loans
P
551,166 P
78,783
Parent
2008
429,543 P
129,327
2009
551,166
78,783
2008
P
429,543
129,327
0.57%
0.44%
0.57%
0.44%
14.29%
30.11%
14.29%
30.11%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
*excluding interbank loans receivable
As of December 31, 2008, the balance of unsecured DOSRI loans included an account which had an
existing unsecured loan before the account was reclassified to DOSRI. Excluding the said loan, the ratio
of unsecured DOSRI to total DOSRI loans was at 0.07% as of the end of 2008, which is within the limit
set by the BSP. The loan was subsequently reduced to P1.5 million in January 2009.
Details of DOSRI loans as of December 31, 2009 and 2008 follow:
44
Directors and officers
Other related interests
2009
2008
P515,668
35,498
P 551,166
P 241,738
187,805
P429,543
On January 31, 2007, BSP issued Circular No. 560 which provides the rules and regulations that govern
loans, other credit accommodations and guarantees granted to subsidiaries and affiliates of banks and
quasi-banks. Under the said circular, the total outstanding exposures to each of the bank's subsidiaries and
affiliates shall not exceed 10% of bank's net worth, the unsecured portion of which shall not exceed 5% of
such net worth. Further, the total outstanding exposures to subsidiaries and affiliates shall not exceed 20%
of the net worth of the lending bank.
PART V – CORPORATE GOVERNANCE
Item 13.
Discussion on Compliance with leading practice on corporate governance
(a)
The Board of Directors of the Bank, in line with its primary responsibility for good corporate
governance, conducted a self-assessment of its performance to determine its state of compliance not
just with the corporate governance regulations as set forth in its Manual of Corporate Governance.
The self-assessment form was endorsed by the Corporate Governance Committee and adopted by the
Board, based on the Bank’s Manual, rules and regulations of the SEC and the BSP, and local and
international, corporate governance best practices.
The Bank has also complied with the requirement of the Securities and Exchange Commission
(“SEC”) on one time submission of its Corporate Governance Self Rating Form as of July 31, 2003.
The self-rating form is aimed at measuring the Bank’s compliance with its Manual of Corporate
Governance Manual.
Up to this date, the Bank remains compliant with its Manual. Consequently, on 29 January 2010, a
certification on the Bank’s compliance with its Manual was issued and submitted by the Chief
Compliance Officer to the SEC and PSE.
The Bank has also formulated a corporate governance roadmap to ensure that it is well headed to
achieving its clearly defined purpose, mission and vision.
(b) The Bank has necessary corporate governance policies and practices in place to help it fulfill its
responsibilities to its shareholders. The Bank ensures its compliance with these policies and practices
as embodied in its Articles of Incorporation and By-Laws.
In addition, the Bank has also adopted its own Manual of Corporate Governance on 20 August 2002
and was updated on 26 October 2007, which integrates more leading principles and practices on good
corporate governance. The Manual embodies the roles of the Bank’s Board of Directors and its
various committees, the Management and the Corporate Secretary. The Manual lays down the details
on the Bank’s compliance system, organizational and procedural controls, and an independent audit
mechanism as well as the functions of the external auditor and of the Compliance Officer. It further
provides for policies on disclosure and transparency and the compliance system of the Bank. Most
importantly, the Bank, through the Manual, underscores its recognition and continuous promotion of
the rights of its stockholders.
The Bank, through its Corporate Governance Committee, also ensures that said manual is being
reviewed and updated in compliance with the regulations being issued by the regulatory bodies. In
2009, the Corporate Governance Committee reviewed the Bank’s Manual of Corporate Governance
vis-à-vis the salient features of the Revised Code of Corporate Governance issued by the SEC in the
same year.
45
All members of the Bank’s Board have attended the required seminars on corporate governance. The
Bank has also been compliant with the requirement of having independent directors in the Board.
More than compliance with the rules issued by the regulatory bodies, the Bank adheres to raise the
level of its commitment to good corporate governance by taking initiative in coming up with
additional guidelines to bolster its existing principles and practices. Thus, to further implement its
existing policy on related party transaction, the Bank has formulated its Procedural Guidelines for
Monitoring Related Party Transactions approved by the Board of Directors in 2009.
The Bank had also participated in the Corporate Governance Scorecard as well as in the Corporate
Governance Performance Scorecard launched by the SEC and the BSP, respectively, in
coordination with the Institute of Corporate Directors (ICD).
(c) There have been no findings relating to any deviation by the Bank on its Manual of Corporate
Governance requiring disclosure as to the persons and sanction/s imposed. Nonetheless, the Bank has
disclosure mechanisms for such deviation and sanctions.
(d) In keeping with its commitment to raise the level of commitment to corporate governance, the Bank
has designed a corporate governance roadmap, which essentially covers three stages, namely,
compliance, competence and culture. Guided by its corporate governance roadmap, the Bank is set to
achieve an improved state of corporate governance.
In January 2009, the Corporate Governance Committee directed the improvisation of its selfassessment test, and required the mandatory orientation of all employees of the Corporate Governance
Manual, to include ethics, conduct and good corporate practices.
The Bank has revised its Manual of Corporate Governance, as approved by the Board, to comply with
the new applicable provisions of the Revised Code of Corporate Governance as well as to incorporate
leading corporate best practices.
PART VI – EXHIBITS
Item 14.
Exhibits and Reports on SEC Form 17-C
a)
Exhibits – Please refer to accompanying Index to Exhibits (page )
The following exhibit is filed as a separate section of this report:
(18) Subsidiaries of the Registrant
The other exhibits, as indicated in the Index to Exhibits are either not applicable to the Bank or require
no answer.
b) Reports on SEC Form 17-C
The following reports on SEC Form 17-C (Current Reports) were filed during the last twelve
months covered by this report:
Date of Report
April 8, 2009
April 24, 2009
April 24, 2009
May 08, 2009
May 13, 2009
May 27, 2009
May 29, 2009
Event Reported
UBP filing of its Preliminary Information Statement
UBP filing of its Definitive Information Statement
Issuance of up to P5.0 Billion Unsecured Subordinates Debt (new Tier 2 issue)
Notice of publication of the article entitled “UnionBank’s Q1 2009 affirm
Improving Quality of Revenues and Credit”
Record Date Setting for UnionBank Cash Dividends
Addendum to the Audited Financial Statements of UnionBank for the year
ending 2008
Results of the Annual Stockholders’ Meeting and Organization Board
meetings held on May 29, 2009
46
June 26, 2009
July 24, 2009
July 28, 2009
August 04, 2009
August 06, 2009
September 18, 2009
September 18, 2009
September 22, 2009
October 14, 2009
October 28, 2009
January 22, 2010
January 22, 2010
March 26, 2010
Notice of publication of the article entitled “UnionBank Net Income Jumps
44% in First Months of 2009”
Consolidated Statements of Condition as of June 30, 2009 and Income
Statement for the sixth month period ended on the same date
BSP Approval re: Issuance of Peso-denominated 10-Year Unsecured
Subordinated Debt (UnSD) Qualifying as Lower Tier 2 Capital in the
Aggregate Amount of Up to P5.0 billion
List of Bank Officers who participated in the Stocks Investment Loan Program
(SILP)
Report on Number of Shareholders owning at least one-board lot each for the
month ended July 31, 2009
Launching of Unsecured Subordinated Debt qualifying as Lower Tier 2 capital
of up to P5 billion starting September 22, 2009
Consolidated Statements of Condition as of July 31, 2009 and Income
Statement for the seventh month period ended on the same date
UnionBank commenced its first road show of its Unsecured Subordinated Debt
Notes Qualifying as Lower Tier 2 capital of up to P5 billion at the Makati
Shangri-La Hotel
UnionBank Closes Lower Tier 2 Subordinated Notes Issue on October 14,
2010
Consolidated Statements of Condition as of September 30, 2009 and Income
Statement for the ninth month period ended on the same date
Board approval on the cash dividend declaration of P2.20 per share
Consolidated Statements of Condition as of December 31, 2009 and 2008 and
Income Statements for the years ended on the same date
Board approval for fixing of Record Date of April 14, 2010 for stockholders
entitled to vote at the annual stockholders’ meeting on May 28, 2010, Friday at
2:00 p.m.
47
SIGNATURES
Pursuantto the requirementsof Section 17 of the Codeand Section 141 of the CorporationCode,this
report is signedon behalf of the issuerby the undssipe{ thereuntoduly authorized,in the City of
Pasigon
APR
06 2010
By:
V,-L
VICTORB. VALIIEPENAS
Presidenta,
ief OperatingOfficer
ANA
SVP,
v/N{-Lr>|
ATTY. C
SW-Con
Y,#"f*
ATTY. TE B:MACALINO
ANDSwoRNto before*" #PU!0J$
SuBscRIBED
oot, 2010atPasigcity,the
following affiants personallyknown to me and exhibiting to me their SSSI.D. Number bearingtheir
photographsand genuine signaturesas comp€tentevidenoeof identity in accordancewith the 2004
Ruleson Notarial Practice.
Name
JustoA. Ortiz
Victor B, Valdeoenas
CesarG. Ilasan
Am Marie D. Lirio
Fe B. Macalino
DocNo.
7a6;
PageNo. 1l
;
BookNo. Xx / ;
Series
of 2010.
SSSI.D, No.
03-4550955-4
a3-3541239-2
03-2350789-5
03-2350789-5
03-5248240-2
MIG
G. PAQ'ERNaL
Niiirv-puotic fof Pi-sig. Taguig'
San Juan and Pateros
201o
commissi-oi'
"""'iBF EipireeiDeqgm!9r^3-1'
-ze-os
i6. ?ztesu br
g2-2a:P9/-F
Pasig
523Es34/ OZ-?4:O9/
No. 523E534/
PTRr'[o.
Roll of AttorneYs No'--2q937- -.
nppl'i"tmeni-No. i zs {Egog'2olo)
UNIONBANK OF THE PHILIPPINES
Index to Financial Statements and Supplementary Schedules
Form 17-A Item 7
Consolidated Financial Statements
Page Number
Statement of Management’s Responsibility for Financial Statements
Independent Auditors’ Report
--- Punongbayan & Araullo
Statements of Financial Position
As of December 31, 2009 and 2008
Statements of Income
For the years ended December 31, 2009, 2008 and 2007
Statements of Comprehensive Income
For the years ended December 31, 2009, 2008 and 2007
Statements of Changes in Capital Funds
For the years ended December 31, 2009, 2008 and 2007
Statements of Cash Flows
For the years ended December 31, 2009, 2008, and 2007
Notes to Financial Statements
48
UnionBankPlaza
MeralcoAvenuecor. Onyx &
SapphireRoads,OrtigasCenter
PasigCity 1605
Tel:(632)6676388
Fax:(632)6366289
wwurunionbankph.com
STATEMENT OF IVIANAGEMENTISRESPONSIBILITY
FOR FINANCIAL STATEMENTS
The managementof UnionBankof the Philippines is responsiblefor all infonnation and
represelrtations
containedin the financialstatementsasof December31,2ffi9 and 2008. The
financialstatemenshavetreenpreparedin conformity with PhilippineFinancialReporting
Sandads and reflect ilnounts that arebasedon the best estimatesarid inforrned iudgment of
man4gementwith an apptopriateconsiderationto maEriality.
In this r€gard,managernentmaintainsa systemof accountingand teporting which provides frr
the necessary
intemalcontrolsto elrsurethat transactionsafepropedy authorizedand recorded
assetsare safeguardedagainstunauthorizedus€ or disposition and liabilities arc recognized.The
managerneritlikewisedisclosesto the Company'saudit committee and to its extemal auditor: @
all significant deficienciesin the designor operation of intemal controls that could advenely
afftct its ability to record, process,and report financial aatc (4 marerialweaknessesin the
intemal controls; and (iii) any ftaud that involves man4ge{nentor other employeeswho exercise
significantdes in internalcontrols.
The Board ofDirectors reviewsthe financialstatementsbebte such staternentsarc approved
and submittedto the stockholdersofthe Bank.
Punonglayan & Araullo, the independentauditors appointed by the stockholders,hasexamined
the financialstatementsof the Companyin accordancewith generallyacceptedauditing
ardsin the Philippinesand hase4pressedit opinion on the faimessofpresentatioflupon
tion
ination,in its report to the Board ofDfuectorsand stoclholdes.
Chairmanof the
Chief Executive Officer
VJ.k*-X;,
yqoRB yl+o-lP
Presi
d Chief Operating Officer
|'|AR
30 2010
SUBSCRIBED AND SWORN to before me this _
efibiting to me their Community Tax Certificares,as follows:
Name
justo A. Ortiz
Victor B. Valdepenas
Cesar G. Ilasan
DocNo. / >>
P*No.--ZB;kNo._XK
S.ra.ofZOlA--
CommunityTax
CertificaeNo.
31106580
01005934
18319288
day ofMarch 201e affians
Da€/Placeof Issue
March2&XlO/PasiE Gtv
JanuaryL2,2}1}/Marrlta^ ,.
[email protected], 2010/QuezonGtv
MIG
C o m m i s s l o n E x p i r e s . D e c e m f r e r3 1 , 2 0 l O
IBP No. 7778931 O1-?'.r09
PTR No. 5238534t 02-24-O9/ Pasig
Rotl of Attorneys No. 25837
Appointment No. 128 (2009'2010)
UNIONBANK OF THE PHILIPPINES AND SUBSIDIARIES
STATEMENTS OF FINANCIAL POSITION
DECEMBER 31, 2009 AND 2008
(Amounts in Thousands of Philippine Pesos)
GROUP
2009
Notes
PARENT
2009
2008
2008
RESOURCES
CASH AND OTHER CASH ITEMS
7
P
DUE FROM BANGKO SENTRAL NG PILIPINAS
7
20,850,017
22,237,389
20,850,017
22,237,389
DUE FROM OTHER BANKS
8
2,730,786
5,237,025
2,730,646
5,236,948
INTERBANK LOANS RECEIVABLE
9
30,475,794
3,849,985
30,475,794
3,849,985
TRADING AND INVESTMENT SECURITIES
At fair value through profit or loss
Available-for-sale - net
Held-to-maturity - net
10
11
12
828,205
32,555,781
24,896,602
583,071
27,534,918
22,312,600
827,563
32,512,345
24,896,602
582,818
27,495,347
22,312,600
LOANS AND OTHER RECEIVABLES - Net
13
100,787,008
90,725,554
100,727,145
90,673,315
INVESTMENTS IN SUBSIDIARIES
14
-
-
636,486
636,486
BANK PREMISES, FURNITURE, FIXTURES
AND EQUIPMENT - Net
15
2,866,160
3,019,278
2,864,678
3,018,104
NON-CURRENT ASSETS HELD FOR SALE - Net
17
107,097
255,144
107,097
255,144
INVESTMENT PROPERTIES
16
12,459,860
12,729,874
12,180,177
12,435,228
7,886,898
7,886,898
7,886,898
7,886,898
3,893,152
3,647,543
3,856,431
3,612,628
GOODWILL
OTHER RESOURCES - Net
18
TOTAL RESOURCES
4,023,958
P
3,881,824
P
4,023,950
P
3,881,808
P
244,361,318
P
203,901,103
P
244,575,829
P
204,114,698
P
105,848,814
17,655,617
71,003,946
P
90,457,169
14,557,542
56,406,320
P
105,975,888
18,269,275
71,003,946
P
90,610,620
14,952,743
56,406,320
LIABILITIES AND CAPITAL FUNDS
DEPOSIT LIABILITIES
Demand
Savings
Time
20
Total Deposit Liabilities
194,508,377
161,421,031
195,249,109
161,969,683
BILLS PAYABLE
21
1,055,337
2,156,437
1,054,837
2,155,937
NOTES PAYABLE
22
5,037,100
1,287,100
5,037,100
1,287,100
OTHER LIABILITIES
23
12,480,154
12,019,775
11,920,467
11,624,851
213,080,968
176,884,343
213,261,513
177,037,571
Total Liabilities
CAPITAL FUNDS
Common stock
Additional paid-in capital
Surplus free
Surplus reserves
Net unrealized losses on available-for-sale securities
24
(
Total Capital Funds
TOTAL LIABILITIES AND CAPITAL FUNDS
P
6,414,224
5,819,861
19,101,825
109,648
165,208 ) (
6,414,224
5,819,861
15,505,786
99,076
822,187 ) (
6,414,224
5,819,861
19,079,324
109,648
108,741 ) (
6,414,224
5,819,861
15,502,071
99,076
758,105 )
31,280,350
27,016,760
31,314,316
27,077,127
244,361,318
P
See Notes to Financial Statements.
203,901,103
P
244,575,829
P
204,114,698
UNIONBANK OF THE PHILIPPINES AND SUBSIDIARIES
STATEMENTS OF INCOME
FOR THE YEARS ENDED DECEMBER 31, 2009 AND 2008
(With Comparative Figures for 2007)
(Amounts in Thousands of Philippine Pesos, Except Per Share Data)
INTEREST INCOME ON
Loans and other receivables
Trading and investment securities
Due from other banks
Interbank loans receivable
INTEREST EXPENSE ON
Deposit liabilities
Bills payable and other liabilities
13
10, 11, 12
7, 8
P
9
20
21, 22, 23
NET INTEREST INCOME
IMPAIRMENT LOSSES
19
NET INTEREST INCOME
AFTER IMPAIRMENT LOSSES
OTHER INCOME
Service charges, fees and commissions
Trading gain - net
Miscellaneous
OTHER EXPENSES
Salaries and employee benefits
Taxes and licenses
Occupancy
Depreciation and amortization
Miscellaneous
25
10, 11, 12
26
27
16, 28
33
15, 18
26
INCOME BEFORE TAX
TAX EXPENSE
28
NET INCOME
BASIC/DILUTED EARNINGS PER SHARE
31
GROUP
2008
2009
Notes
6,991,778
3,963,997
887,040
48,704
P
5,394,421
3,495,589
640,361
862,180
P
PARENT
2008
2009
2007
4,064,812
2,063,142
1,295,994
2,328,112
P
6,990,221
3,963,997
886,825
48,704
P
5,393,074
3,495,589
640,361
862,180
2007
P
4,062,555
2,063,142
1,295,994
2,328,112
11,891,519
10,392,551
9,752,060
11,889,747
10,391,204
9,749,803
5,165,010
263,581
4,056,173
461,021
4,060,355
861,185
5,166,195
263,581
4,092,236
461,021
4,093,267
861,185
5,428,591
4,517,194
4,921,540
5,429,776
4,553,257
4,954,452
6,462,928
5,875,357
4,830,520
6,459,971
5,837,947
4,795,351
1,973,599
859,405
378,213
1,973,599
859,452
378,213
4,489,329
5,015,952
4,452,307
4,486,372
4,978,495
4,417,138
680,335
2,050,594
3,147,397
745,235
306,618
1,961,001
839,235
1,381,615
1,603,187
680,335
2,050,594
2,923,948
746,860
306,831
1,811,917
838,423
1,381,575
1,529,156
5,878,326
3,012,854
3,824,037
5,654,877
2,865,608
3,749,154
2,141,792
668,679
447,202
379,464
2,310,052
1,788,991
650,756
410,677
431,909
1,837,999
1,775,555
657,210
402,297
429,067
1,981,625
2,127,785
664,821
441,835
378,405
2,127,846
1,774,584
644,620
407,020
430,948
1,709,880
1,764,278
654,232
397,771
427,999
1,924,570
5,947,189
5,120,332
5,245,754
5,740,692
4,967,052
5,168,850
4,420,466
2,908,474
3,030,590
4,400,557
2,877,051
2,997,442
95,463
840,048
52,235
94,339
838,678
43,346
P
4,325,003
P
2,068,426
P
2,978,355
P
4,306,218
P
2,038,373
P
2,954,096
P
6.74
P
3.22
P
4.89
P
6.71
P
3.18
P
4.85
See Notes to Financial Statements.
UNIONBANK OF THE PHILIPPINES AND SUBSIDIARIES
STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2009 AND 2008
(With Comparative Figures for 2007)
(Amounts in Thousands of Philippine Pesos)
P
NET INCOME FOR THE YEAR
GROUP
2008
2009
Note
4,325,003
P
2,068,426
P
2,978,355
PARENT
2008
2009
2007
P
4,306,218
P
2,038,373
2007
P
2,954,096
OTHER COMPREHENSIVE INCOME (LOSS)
Net unrealized gains (losses) on available-for-sale securities
Transfer of unrealized fair value losses to statements of income
for the impairment of available-for-sale securities
Amortization of unrealized loss on reclassified investments
456,923 (
11
1,529,722 )
188,644
11,412
TOTAL COMPREHENSIVE INCOME FOR THE YEAR
P
4,981,982
1,310,840 )
P
757,586
See Notes to Financial Statements.
3,397,980
P
4,955,582
411,686
215,268
3,614
649,364 (
419,625
P
1,535,454 )
188,644
11,412
-
215,268
3,614
656,979 (
449,308 (
419,625
-
1,316,572 )
P
721,801
411,686
P
3,365,782
UNIONBANK OF THE PHILIPPINES AND SUBSIDIARIES
STATEMENTS OF CHANGES IN CAPITAL FUNDS
FOR THE YEARS ENDED DECEMBER 31, 2009 AND 2008
(With Comparative Figures for 2007)
(Amounts in Thousands of Philippine Pesos)
GROUP
Notes
Balance at January 1, 2009
Cash dividends
Total comprehensive income for the year
Appropriation for trust business
Balance at December 31, 2007
P
6,414,224
-
P
P
6,414,224
P
Surplus Free
5,819,861
P
(
(
15,505,786
718,392 )
4,325,003
10,572 )
P
P
5,819,861
19,101,825
P
6,414,224
-
P
5,819,861
P
(
(
14,601,472
1,154,560 )
2,068,426
9,552 )
P
P
6,414,224
P
5,819,861
15,505,786
P
P
5,512,460
901,764
-
P
1,574,598
P
4,245,263
(
(
12,660,768
1,026,276 )
2,978,355
11,375 )
P
6,414,224
P
5,819,861
14,601,472
P
29
24
29
Balance at December 31, 2008
Balance at January 1, 2007
Issuance of additional shares
Cash dividends
Total comprehensive income for the year
Appropriation for trust business
Additional
Paid-in Capital
24
Balance at December 31, 2009
Balance at January 1, 2008
Cash dividends
Total comprehensive income (loss) for the year
Appropriation for trust business
Common Stock
Net Unrealized
Gain (Loss) on
Available-for-sale
Surplus Reserves
Securities
24
24
29
P
P
P
P
See Notes to Financial Statements.
99,076 ( P
-
Total
Capital Funds
822,187 )
-
P
27,016,760
718,392 )
4,981,982
-
P
31,280,350
(
656,979
10,572
-
109,648 ( P
89,524
-
P
(
9,552
165,208 )
488,653
P
(
1,310,840 )
-
99,076 ( P
78,149
P
-
822,187 )
P
27,016,760
69,028
P
19,895,003
5,147,027
1,026,276 )
3,397,980
-
P
27,413,734
-
(
419,625
11,375
89,524
-
P
27,413,734
1,154,560 )
757,586
-
488,653
UNIONBANK OF THE PHILIPPINES AND SUBSIDIARIES
STATEMENTS OF CHANGES IN CAPITAL FUNDS
FOR THE YEARS ENDED DECEMBER 31, 2009 AND 2008
(With Comparative Figures for 2007)
(Amounts in Thousands of Philippine Pesos)
PARENT
Notes
Balance at January 1, 2009
Cash dividends
Total comprehensive income for the year
Appropriation for trust business
Balance at December 31, 2007
P
6,414,224
-
P
P
6,414,224
P
Surplus Free
5,819,861
P
(
(
15,502,071
718,392 )
4,306,218
10,572 )
P
P
5,819,861
19,079,325
P
6,414,224
-
P
5,819,861
P
(
(
14,627,810
1,154,560 )
2,038,373
9,552 )
P
P
6,414,224
P
5,819,861
15,502,071
P
P
5,512,460
901,764
-
P
1,574,598
P
4,245,263
(
(
12,711,365
1,026,276 )
2,954,096
11,375 )
P
6,414,224
P
5,819,861
14,627,810
P
29
24
29
Balance at December 31, 2008
Balance at January 1, 2007
Issuance of additional shares
Cash dividends
Total comprehensive income for the year
Appropriation for trust business
Additional
Paid-in Capital
24
Balance at December 31, 2009
Balance at January 1, 2008
Cash dividends
Total comprehensive income (loss) for the year
Appropriation for trust business
Common Stock
Net Unrealized
Gain (Loss) on
Available-for-sale
Surplus Reserves
Securities
24
24
29
P
P
P
P
See Notes to Financial Statements.
99,076 ( P
-
Total
Capital Funds
758,105 )
-
P
27,077,127
718,392 )
4,955,582
-
P
31,314,317
(
649,364
10,572
-
109,648 ( P
89,524
-
P
(
9,552
108,741 )
558,467
P
(
1,316,572 )
-
99,076 ( P
78,149
P
-
758,105 )
P
27,077,127
146,781
P
20,023,353
5,147,027
1,026,276 )
3,365,782
-
P
27,509,886
-
(
411,686
11,375
89,524
-
P
27,509,886
1,154,560 )
721,801
-
558,467
UNIONBANK OF THE PHILIPPINES AND SUBSIDIARIES
STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2009 AND 2008
(With Comparative Figures for 2007)
(Amounts in Thousands of Philippine Pesos)
CASH FLOWS FROM OPERATING ACTIVITIES
Income before tax
Adjustments for:
Depreciation and amortization
Impairment losses
Loss (gain) on sale and exchange of properties
Dividend income
Fair value losses (gains) on investment properties
Operating income before working capital changes
Decrease (increase) in financial assets at fair value through profit or loss
Increase in loans and other receivables
Decrease in other resources
Increase (decrease) in deposit liabilities
Increase (decrease) in other liabilities
Cash generated from (used in) operations
Dividends received
Cash paid for income tax
P
15, 18
11, 12, 13, 17, 18
16
26
(
16
(
(
28
(
379,464
1,973,599
63,867
24,021 )
169,678
6,983,053
245,134 )
12,401,035 )
321,246
33,087,346
359,421
28,104,897
24,021
655,545 )
P
(
(
(
(
(
(
2,908,474
P
3,030,590
PARENT
2008
2009
2007
P
4,400,557
431,909
859,405
20,676 ) (
20,232 ) (
2,944,179 ) (
1,214,701
525,377 (
39,464,800 ) (
1,657,507
54,663,493 (
1,522,559 ) (
17,073,719 (
20,232
505,116 ) (
429,067
378,213
89,412 )
20,093 ) (
77,122 )
3,651,243
1,037,101 ) (
1,503,710 ) (
427,246
9,225,070 )
4,163,493 )
11,850,885 )
20,093
599,052 ) (
378,405
1,973,599
63,867
23,772 )
169,678
6,962,334
244,745 )
12,405,448 )
322,954
33,279,426
194,659
28,109,180
23,772
654,324 )
16,588,835 (
12,429,844 )
27,478,628
P
(
(
(
(
(
(
2,877,051
2007
P
2,997,442
430,948
859,452
20,676 ) (
20,139 ) (
2,944,179 ) (
1,182,457
525,134 (
39,492,430 ) (
1,679,620
54,863,494 (
1,681,756 ) (
17,076,519 (
20,139
503,789 ) (
427,999
378,213
89,412 )
19,563 )
77,122 )
3,617,557
1,037,064 )
1,509,968 )
446,288
9,138,945 )
4,193,960 )
11,816,092 )
19,563
614,803 )
16,592,869 (
12,411,332 )
11
12
(
(
4,363,884 ) (
2,584,002 ) (
20,881,230 ) (
4,967,163 )
9,662,349 ) (
13,557,730 (
4,367,634 ) (
2,584,002 ) (
20,881,231 ) (
4,967,163 )
9,677,696 )
13,557,730
15
(
244,363 ) (
466,318 (
148,047
48,335
351,824 ) (
152,665 )
385,602
26,738
484,303 ) (
504,797
242,996 ) (
463,392 (
148,046
48,335
352,187 ) (
152,665 )
381,913
26,738
481,768 )
502,679
Net Cash From (Used in) Investing Activities
CASH FLOWS FROM FINANCING ACTIVITIES
Net availments (payments) of bills payable
Net availments (payments) of notes payable
Payments of loans payable
Proceeds from issuance of common stock
Dividends paid
4,420,466
27,473,373
Net Cash From (Used in) Operating Activities
CASH FLOWS FROM INVESTING ACTIVITIES
Increase in available-for-sale securities
Maturities (acquisitions) of held-to-maturity investments
Acquisitions of bank premises, furniture, fixtures
and equipment
Decrease (increase) in investment properties
Decrease in non-current assets held-for-sale
Proceeds from sale of bank premises, furniture, fixtures and equipment
GROUP
2008
2009
Notes
21
22
(
6,529,549 ) (
25,940,542 )
(
1,101,100 ) (
3,750,000
(
718,392 ) (
1,930,508 (
24
24
(
Net Cash From (Used in) Financing Activities
NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS (Carried Forward)
P
22,874,332 ( P
26,702
23,102
3,942,577 (
6,534,859 ) (
25,944,595 )
37,549,221 )
(
7,392,323 )
1,154,560 ) (
17,575,249 (
6,128,750 )
5,147,027
1,026,276 ) (
1,101,100 ) (
3,750,000
(
718,392 ) (
37,549,221 )
(
7,392,323 )
1,154,560 ) (
17,575,249
6,128,750 )
5,147,027
1,026,276 )
46,096,104 )
15,567,250
1,930,508 (
46,096,104 )
15,567,250
55,447,811 )
P
7,079,983
P
22,874,277 ( P
55,447,830 )
3,924,047
P
7,079,965
-2-
Notes
2009
GROUP
2008
2007
2009
PARENT
2008
2007
NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS (Brought Forward)
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR
Cash and other cash items
Due from Bangko Sentral ng Pilipinas
Due from other banks
Interbank loans receivable
CASH AND CASH EQUIVALENTS AT END OF YEAR
Cash and other cash items
Due from Bangko Sentral ng Pilipinas
Due from other banks
Interbank loans receivable
P
7
7
8
9
7
7
8
9
P
22,874,332 ( P
55,447,811 )
3,881,824
22,237,389
5,237,025
3,849,985
4,044,666
11,403,892
1,028,433
74,177,043
35,206,223
4,023,958
20,850,017
2,730,786
30,475,794
58,080,555
P
22,874,277 ( P
55,447,830 )
3,109,676
12,806,234
2,791,836
64,866,305
3,881,808
22,237,389
5,236,948
3,849,985
4,078,179
11,403,892
994,846
74,177,043
3,132,374
12,806,234
2,769,082
64,866,305
90,654,034
83,574,051
35,206,130
90,653,960
83,573,995
3,881,824
22,237,389
5,237,025
3,849,985
4,044,666
11,403,892
1,028,433
74,177,043
4,023,950
20,850,017
2,730,646
30,475,794
3,881,808
22,237,389
5,236,948
3,849,985
4,078,179
11,403,892
994,846
74,177,043
35,206,223
P
P
7,079,983
90,654,034
P
P
58,080,407
P
35,206,130
P
P
7,079,965
90,653,960
Supplemental Information on Noncash Activities
1. In 2008, the Bank reclassified certain available-for-sale securities, with fair value amounting to P14,741,578 as of the date of reclassification effective September 10, 2008, to held-to-maturity investments (see Notes 11 and 12).
2. The Bank reclassified parcels of land with carrying amount of P1,154,234 from Other Resources to Investment Properties in 2008 (see Notes 16 and 18).
3. Additions to investment properties in settlement of loans and receivables amounted to P563,992 in 2009 and P958,241 in 2008 in the Group and Parent Company's books (see Note 16). The difference between the amount
the Group and Parent Company's books represent additions to investment properties of subsidiaries not acquired through foreclosure.
See Notes to Financial Statements.
UNIONBANK OF THE PHILIPPINES AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2009 AND 2008
(With Comparative Figures for 2007)
(Amounts in Thousands of Philippine Pesos, Except Par Value, Share
and Per Share Data, Exchange Rates and as Indicated)
1.
CORPORATE INFORMATION
1.1 Incorporation and Operations
UnionBank of the Philippines (the Bank, UnionBank or the Parent Company) was
incorporated in the Philippines on August 16, 1968 and operates as a universal bank
through its universal banking license acquired in July 1992.
The Bank provides expanded commercial banking products and services such as
loans and deposits, cash management, retail banking, foreign exchange, capital
markets, corporate and consumer finance, investment management and trust
banking. As of December 31, 2009, the Bank has 175 branches and 188 on-site and
14 off-site automated teller machines, located nationwide.
The Bank’s common shares are listed in the Philippine Stock Exchange (PSE). The
Bank is effectively 38.66% owned by Aboitiz Equity Ventures, Inc. (AEVI), a
company incorporated and domiciled in the Philippines. AEVI is the holding and
management company of the Aboitiz Group of Companies.
The Bank’s subsidiaries (all incorporated in the Philippines), its effective percentage
of ownership and the nature of the subsidiaries’ businesses follow:
Subsidiary
Effective
Percentage
of Ownership
First Union Direct Corporation (FUDC)
100% *
First Union Plans, Inc. (FUPI)
UBP Insurance Brokers, Inc. (UBPIBI)
UBP Securities, Inc. (UBPSI)
UnionBank Currency Brokers
Corporation (UCBC)
UnionDataCorp (UDC)
Union Properties, Inc. (UPI)
100% *
100%
100%
100%
Interventure Capital Corporation (IVCC)
* FUDC and FUPI are wholly-owned subsidiaries of UPI.
100%
100%
60%
Nature of Business
Financial products
marketing
Pre-need
Insurance brokerage
Securities brokerage
Foreign currency
brokerage
Data processing
Real estate
administration
Venture capital
-2-
Other relevant information about the subsidiaries’ nature of business and their status
of operations are discussed in sections that follow:
(a) UBPIBI was organized to engage in the insurance brokerage business. In 1995,
the Board of Directors (“BOD”) of UBPIBI approved the cessation of its
operations.
(b) UBPSI was organized to engage in the business of buying, selling or dealing in
stocks and other securities. In January 1995, as approved by UBPSI’s
stockholders and BOD, UBPSI sold its stock exchange seat in the Philippine
Stock Exchange (PSE) to an affiliate of the Parent Company. Accordingly,
UBPSI ceased its stock brokerage activities and has settled and liquidated its
customers’ positions.
(c) UCBC was organized to engage in the foreign currency brokerage business. On
March 23, 2001, the BOD of UCBC approved the cessation of its business
operations effective on April 16, 2001. Since then, UCBC’s activities were
significantly limited to the settlement of its liabilities.
(d) UDC was organized to handle the centralized branch accounting services as well
as the processing of credit card application forms of the Parent Company and
the entire backroom operations of FUPI. On July 1, 2003, the BOD of UDC
approved the cessation of its business operations effective on August 30, 2003.
The services previously handled by UDC are presently under the Centralized
Processing Service unit of the Parent Company.
(e) UPI is presently engaged in the administration and management of the Parent
Company’s premises and other properties such as buildings, condominium units
and other real estate, wholly or partially owned by the Group. Pursuant to the
action of the BOD of UPI approving the amendment of its Articles of
Incorporation, the primary purpose of UPI was changed from a real estate
developer to a real estate administrator. The Securities and Exchange
Commission (SEC) approved such amendment on December 13, 2004.
Through its wholly-owned subsidiaries, FUPI and FUDC, UPI is also engaged in
the sale of pre-need plans and marketing of financial products.
The Parent Company is presently assessing the business prospects and
environment as a basis in formulating future plans for UBPIBI, UBPSI, UCBC and
UDC. Accordingly, such dormant companies are maintained as shell companies.
The total assets, liabilities and capital deficiencies of these subsidiaries
amounted to P2.3 million, P4.9 million and P2.6 million, respectively, as of
December 31, 2009 and P2.0 million, P4.8 million and P2.8 million, respectively, as
of December 31, 2008.
The Bank’s registered address, which is also its principal place of business, is at
UnionBank Plaza, Meralco Avenue corner Onyx Street and Sapphire Road, Ortigas
Center, Pasig City. AEVI’s registered address is located at Aboitiz Corporate
Center, Gov. Manuel A. Cuenco Avenue, Cebu City.
-3-
1.2 Approval of Financial Statements
The consolidated financial statements of the Group and the financial statements of
the Bank for the year ended December 31, 2009 (including the comparatives for the
years ended December 31, 2008 and 2007) were authorized for issue by the Bank’s
BOD on March 26, 2010.
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The significant accounting policies that have been used in the preparation of these
financial statements are summarized below. The policies have been consistently
applied to all the years presented, unless otherwise stated.
2.1 Basis of Preparation of Financial Statements
(a) Statement of Compliance with Philippine Financial Reporting Standards
The consolidated financial statements of the Group have been prepared in
accordance with Philippine Financial Reporting Standards (PFRSs). PFRSs are
adopted by the Financial Reporting Standards Council (FRSC) from the
pronouncements issued by the International Accounting Standards Board.
The financial statements have been prepared using the measurement bases
specified by PFRS for each type of resource, liability, income and expense.
These financial statements have been prepared on the historical basis, except for
the revaluation of certain financial assets and investment properties. The
measurement bases are more fully described in the accounting policies that
follow.
(b) Functional and Presentation Currency
These financial statements are presented in Philippine pesos, the Bank’s
functional and presentation currency, and all values represent absolute amounts
except when otherwise indicated (see also Note 2.18).
2.2 Impact of New Amendments and Interpretations to Existing Standards
(a) Effective in 2009 that are Relevant to the Group
In 2009, the Group adopted for the first time the following new interpretation
and amended standards which are mandatory in 2009.
Philippine Accounting
Standard (PAS) 1
(Revised 2007)
PAS 27 (Revised)
:
:
Presentation of Financial Statements
Consolidated and Separate Financial
Statements
-4-
PAS 32 and PAS 1
(Amendments)
PFRS 7 (Amendments)
PFRS 8
Philippine Interpretation
IFRIC 13
Various Standards
:
:
:
Financial Instruments: Presentation
and Presentation of Financial
Statements – Puttable Financial
Instruments and Obligations
Arising on Liquidation
Financial Instruments: Disclosures
Operating Segments
:
:
Customer Loyalty Programmes
2008 Annual Improvements to PFRS
(i) PAS 1 (Revised 2007), Presentation of Financial Statements. The amendment
requires an entity to present all items of income and expense recognized in
the period in a single statement of comprehensive income or in two
statements: a separate statement of income and a statement of
comprehensive income. The statement of income shall disclose income and
expense recognized in profit and loss in the same way as the current version
of PAS 1. The statement of comprehensive income shall disclose profit or
loss for the period, plus each component of income and expense recognized
outside of profit and loss classified by nature (e.g., gains or losses on
available-for-sale assets or translation differences related to foreign
operations). Changes in equity (capital funds in the case of the Group)
arising from transactions with owners are excluded from the statement of
comprehensive income (e.g., dividends and capital increase). An entity
would also be required to include in its set of financial statements a
statement showing its financial position (or statement of condition) at the
beginning of the previous period when the entity retrospectively applies an
accounting policy or makes a retrospective restatement.
The Group has applied PAS 1 (Revised 2007) in its 2009 consolidated
financial statements. The Group elected to present the statement of
comprehensive income in two statements: a separate statement of income
and a statement of comprehensive income. The Group’s adoption of this
amendment also resulted to the revision of the 2008 and 2007 financial
statements to be comparative with the 2009 financial statements.
(ii) PAS 27 (Revised), Consolidated and Separate Financial Statements. The revised
standard requires the effects of all transactions with non-controlling interests
to be recorded in equity if there is no change in control and these
transactions will no longer result in goodwill or gains and losses. The
standard also specifies the accounting when control is lost. Any remaining
interest in the equity is re-measured to fair value, and a gain or loss is
recognized in profit or loss. Since there are no non-controlling interests in
the subsidiaries within the Group, this revised standard has no impact in the
Group’s financial statements.
-5-
(iii) PAS 32 (Amendment), Financial Instruments: Presentation and PAS 1
(Amendment), Presentation of Financial Statements – Puttable Financial Instruments
and Obligations Arising on Liquidation. The amendments require certain
financial instruments that represent a residual interest in the net assets of an
entity, which would otherwise be classified as financial liabilities, to be
classified as equity, if both the financial instrument and the capital structure
of the issuing entity meet certain conditions. The adoption of these
amendments by the Group did not have any significant impact on its 2009
consolidated financial statements.
(iv) PFRS 7 (Amendments), Financial Instruments: Disclosures – Improving Disclosures
about Financial Instruments. The amendments require additional disclosures for
financial instruments that are measured at fair value in the statement of
financial position. These fair value measurements are categorized into a
three-level fair value hierarchy (see Note 3.2), which reflects the extent to
which they are based on observable market data. A separate quantitative
maturity analysis must be presented for derivative financial liabilities that
shows the remaining contractual maturities, where these are essential for an
understanding of the timing of cash flows. All disclosures relating to
financial instruments, including all comparative information, have been
updated to reflect the new requirements. The Group has taken advantage of
the transitional provisions in the amendments and has not provided
comparative information with respect to the new requirements. Moreover,
as the change in accounting policy only results in additional disclosures,
there is no significant impact on the Group’s financial statements.
.
(v) PFRS 8, Operating Segments. Under this new standard, a reportable operating
segment is identified based on the information about the components of the
entity that management uses to make decisions about operating matters. In
addition, segment assets, liabilities and performance, as well as certain
disclosures, are to be measured and presented based on the internal reports
prepared for and reviewed by the chief decision makers. The Group
identifies operating segments and reports on segment assets, liabilities and
performance based on internal management reports, hence, the adoption of
this new standard will not have a material impact on the Group’s financial
statements.
(vi) Philippine Interpretation IFRIC 13, Customer Loyalty Programmes. This new
Philippine Interpretation explains how entities that grant loyalty award
credits to customers should account for their obligations to provide free or
discounted goods or services to customers who redeem their award credits.
This interpretation has no significant impact on the Group since the amount
involved is not material; hence, no significant changes to disclosures were
made in the consolidated financial statements. Currently, the Group’s
loyalty points program arising from its credit card transactions are accounted
for in accordance with this interpretation.
-6-
(vii) 2008 Annual Improvements to PFRS. The FRSC has adopted the
Improvements to International Financial Reporting Standards 2008 which became
effective in the Philippines in annual periods beginning on or after
January 1, 2009. Among those improvements, the following are the
amendments relevant to the Group:
•
•
PAS 1 (Amendment), Presentation of Financial Statements. The amendment
clarifies that financial instruments classified as held for trading in
accordance with PAS 39 are not necessarily required to be presented as
current assets or current liabilities. Instead, normal classification
principles under PAS 1 should be applied. Since the Group does not
distinguish current and non-current resources and liabilities for financial
statement presentation, the amendment has no impact in the Group’s
financial statements.
PAS 19 (Amendment), Employee Benefits. The amendment includes the
following:
.
- Clarification that a curtailment is considered to have occurred to the
extent that benefit promises are affected by future salary increases
and a reduction in the present value of the defined benefit obligation
results in negative past service cost.
- Change in the definition of return of plan assets to require the
deduction of plan administration costs in the calculation of plan
assets return only to the extent that such costs have been excluded
from measurement of the defined benefit obligation.
- Distinction between short-term and long-term employee benefits will
be based on whether benefits are due to be settled within or after
12 months of employee service being rendered.
- Removal of the reference to recognition in relation to contingent
liabilities in order to be consistent with PAS 37, Provisions, Contingent
Liabilities and Contingent Assets, which requires contingent liabilities to
be disclosed and not recognized.
The adoption of this amendment did not impact significantly the
Group’s financial statements.
•
PAS 38 (Amendment), Intangible Assets. The amendment clarifies when
to recognize a prepayment asset, including advertising or promotional
expenditures. In the case of supply of goods, the entity recognizes such
expenditure as an expense when it has a right to access the goods. For
services, an expense is recognized on receiving the service. Also,
prepayment may only be recognized in the event that payment has been
made in advance of obtaining right of access to goods or receipt of
services. The Group’s adoption of this amendment did not have
material effect on its 2009 consolidated financial statements.
-7-
•
PAS 39 (Amendment), Financial Instruments: Recognition and Measurement.
The definition of financial asset or financial liability at fair value through
profit or loss as it relates to items that are held for trading was changed.
A financial asset or liability that is part of a portfolio of financial
instruments managed together with evidence of an actual recent pattern
of short-term profit taking is included in such a portfolio on initial
recognition. This amendment did not have significant impact on the
Group’s financial statements.
The first-time application of the above amendments has not resulted in any prior
period adjustments of the statement of financial position, comprehensive
income or cash flow line items.
(b) Effective in 2009 but not Relevant to the Group
The following amendments, interpretations and improvements to published
standards are mandatory for accounting periods beginning on or after
January 1, 2009 but are not relevant to the Group’s operations:
PAS 23 (Revised 2007)
PFRS 1 (Revised 2008)
:
:
PFRS 2 (Revised 2008)
:
Philippine Interpretation
IFRIC 16
Foreign
:
Borrowing Costs
Amendments to PFRS 1: First-time
Adoption of PFRS
Amendment to PFRS 2: Share-Based
Payment: Vesting Conditions and
Cancellations
Hedges of a Net Investment in a
Operation
2008 Annual Improvements
PAS 20 (Amendment) :
and
Accounting for Government Grants
Disclosure of Government
Assistance
PAS 28 (Amendment)
PAS 29 (Amendment)
Hyperinflationary
:
:
Investment in Associates
Financial Reporting in
PAS 31 (Amendment)
PAS 41 (Amendment)
PFRS 5 (Amendment)
:
:
:
Economies
Interest in Joint Ventures
Agriculture
Non-current Assets Held-for-sale
and Discontinued Operations
(c) Effective Subsequent to 2009
There are new PFRS, revisions, amendments, annual improvements and
interpretations to existing standards that are effective for periods subsequent to
2009. Among those, management has initially determined the following, which
the Group will apply in accordance with their transitional provisions, to be
relevant to its financial statements:
PFRS 3 (Revised 2008)
PFRS 9
:
:
Business Combinations
Financial Instruments
-8-
Philippine Interpretation
IFRIC 17
:
Distribution of Non-cash Assets to
Owners
Philippine Interpretation
IFRIC 15
:
Agreements for the Construction
of Real Estate
2009 Annual Improvements
PAS 1 (Amendment)
:
PAS 7 (Amendment)
:
PAS 17 (Amendment) :
Presentation of Financial Statements
Statement of Cash Flows
Leases
Below is a discussion of the possible impact of these new accounting standards.
(i) PFRS 3 (Revised), Business Combinations (effective from July 1, 2009). The
revised standard continues to apply the acquisition method to business
combinations, with some significant changes. For example, all payments to
purchase a business are to be recorded at fair value at the acquisition date,
with contingent payments classified as debt subsequently re-measured
through the statement of income. There is a choice on an acquisition-byacquisition basis to measure the non-controlling interest in the acquiree
either at fair value or at the non-controlling interest’s proportionate share of
the acquiree’s net assets. All acquisition-related costs should be expensed.
The Group will apply PFRS 3 (Revised) prospectively to all business
combinations that may be occurring from January 1, 2010.
(ii) PFRS 9, Financial Instruments. The FRSC is yet to adopt International
Financial Reporting Standard (IFRS) 9, Financial Instruments, as of the
financial report date. With IFRS 9, which will become effective for
annual periods beginning January 1, 2013, the IASB aims to replace IAS 39
(PAS 39 in the Philippines), Financial Instruments: Recognition and Measurement,
in its entirety by the end of 2010. IFRS 9 is the first part of Phase 1 of this
project. The main phases are (with a separate project dealing with
derecognition):
•
•
•
Phase 1: Classification and Measurement
Phase 2: Impairment Methodology
Phase 3: Hedge Accounting
IFRS 9 introduces major simplifications of the classification and
measurement provisions under IAS 39. These include reduction from four
measurement categories into two categories, i.e. fair value and amortized
cost, and from several impairment methods into one method.
Management is yet to assess the impact that this amendment is likely to have
on the financial statements of the Group. However, the Group does not
expect to implement the amendments until all chapters of PAS 39
replacement have been published and the Group can comprehensively assess
the impact of all changes.
-9-
(iii) Philippine Interpretation IFRIC 17, Distribution of Non-cash Assets to Owners
(effective from July 1, 2009). IFRIC 17 clarifies that a dividend payable
should be recognized when the dividend is appropriately authorized and is
no longer at the discretion of the entity. Also, an entity should measure the
dividend payable at the fair value of the net assets to be distributed and the
difference between the dividend paid and the carrying amount of the net
assets distributed in profit or loss. The Group will apply this interpretation
starting January 1, 2010.
(iv) 2009 Annual Improvements to PFRS. The FRSC has adopted the
Improvements to International Financial Reporting Standards 2009. Most of the
amendments will become effective in the Philippines in annual periods
beginning on or after January 1, 2010. Among those improvements, only
the following amendments were identified to be relevant to the Group’s
financial statements.
•
PAS 1 (Amendment), Presentation of Financial Statements. The amendment
clarifies the current and non-current classification of a liability that can,
at the option of the counterparty, be settled by the issue of the entity’s
equity instruments. The Group will apply the amendment in its 2010
financial statements but expects to have no material impact in the
Group’s financial statements.
•
PAS 7 (Amendment), Statement of Cash Flows. PAS 7 amendment states
explicitly that only an expenditure that results in a recognized asset can
be classified as a cash flow from investing activities. The amendment
will not result to material impact in the financial statements since only
recognized assets are classified by the Group as cash flow from investing
activities.
•
PAS 17 (Amendment), Leases. The amendment clarifies that when a
lease includes both land and building elements, an entity assesses the
classification of each element as finance or an operating lease separately
in accordance with the general guidance on lease classification set out in
paragraphs 7 to 13 of PAS 17. Management has yet to determine the
impact of this amendment but expects to have no significant impact in
the Group’s financial statements.
2.3 Basis of Consolidated and Separate Financial Statements
The Group obtains and exercises control through voting rights. The Group’s
financial statements comprise the accounts of the Bank and its subsidiaries, as
enumerated in Note 1.1, after the elimination of material intercompany transactions.
All intercompany balances and transactions with subsidiaries, including income,
expenses and dividends, are eliminated in full. Unrealized profits and losses from
intercompany transactions that are recognized in the separate financial statements
are also eliminated in full. Intercompany losses that indicate impairment are
recognized in the consolidated financial statements.
The financial statements of subsidiaries are prepared for the same reporting period
as the Bank, using consistent accounting principles.
- 10 -
Subsidiaries are all entities over which the Group has the power to govern the
financial and operating policies generally accompanying a shareholding of more than
one-half of the voting rights. The existence and effect of potential voting rights that
are commonly exercisable or convertible are considered when assessing whether the
Group controls another entity. Subsidiaries are fully consolidated from the date on
which the Group obtains control and are de-consolidated from the date the control
ceases.
Unrealized gains on transactions between the Group and its subsidiaries are
eliminated to the extent of the Group’s interest in the subsidiaries. Unrealized losses
are also eliminated unless the transaction provides evidence of an impairment of the
asset transferred. Accounting policies have been changed where necessary to ensure
consistency with the policies adopted by the Group.
In the Bank’s separate financial statements, the investments in subsidiaries
(see Note 14) are carried at cost, less any impairment in value.
Subsidiaries are consolidated from the date the Bank obtains control until such time
that such control ceases.
Acquired subsidiaries are subject to the application of the purchase method for
acquisitions. This involves the revaluation at fair value of all identifiable assets and
liabilities, including contingent liabilities of the subsidiary, at the acquisition date,
regardless of whether or not they were recorded in the financial statements of the
subsidiary prior to acquisition. On initial recognition, the assets and liabilities of the
subsidiary are included in the consolidated statement of financial position at their
revalued amounts, which are also used as the bases for subsequent measurement in
accordance with the Group accounting policies.
Goodwill (positive) represents the excess of the acquisition cost over the fair value
of the former International Exchange Bank’s (iBank) identifiable net assets on its
merger with the Bank on April 30, 2006 (see Note 2.9).
2.4 Financial Assets
Financial assets include cash and financial instruments. The Group classifies its
financial assets into the following categories: financial assets at fair value through
profit or loss, loans and receivables, held-to-maturity investments and
available-for-sale financial assets. Financial assets are assigned to the different
categories by management on initial recognition, depending on the purpose for
which the investments were acquired. The designation of financial assets is reevaluated at every reporting date at which date a choice of classification or
accounting treatment is available, subject to compliance with specific provisions of
applicable accounting standards.
Cash and other cash items comprise of cash and amounts due from other banks. For
purposes of reporting cash flows, cash and cash equivalents include cash and other
cash items, amounts due from BSP and other banks and interbank loans receivable.
Regular purchase and sales of financial assets are recognized on their settlement
date. All financial assets that are not classified as at FVTPL are initially recognized
at fair value, plus transaction costs. Financial assets carried at FVTPL are initially
recognized at fair value and transaction costs are expensed in the statement of
income.
- 11 -
The foregoing categories of financial instruments are more fully described below.
(a) Financial Assets at Fair Value through Profit or Loss
This category includes derivative financial instruments and financial assets that
are either classified as held for trading or are designated by the Group to be
carried at fair value through profit or loss upon initial recognition. A financial
asset is classified in this category if acquired principally for the purpose of selling
in the short term or if so designated by management. Derivatives are also
categorized as “held-for-trading” unless they are designated as hedges.
Subsequent to initial recognition, the financial assets included in this category are
measured at fair value with changes in fair value recognized in profit or loss.
Financial assets (except derivatives and financial assets originally designated as
financial assets at FVTPL) may be subsequently reclassified out of FVTPL
category if they are no longer held for the purpose of being sold or repurchased
in the near term, effective July 1, 2008:
(i) only in rare circumstances and if there is a change in intention
(i.e., the financial asset is no longer held for the purpose of selling
or repurchasing it in the near future); and
(ii) if the financial asset would have met the definition of loans receivables and if
the financial asset had not been required to be classified as HFT at initial
recognition and the entity has the intention and ability to hold the financial
asset for the foreseeable future or until maturity.
(b) Loans and Receivables
Loans and receivables are non-derivative financial assets with fixed or
determinable payments that are not quoted in an active market. They arise when
the Group provides money, goods or services directly to the debtor with no
intention of trading the receivables. Included in this category are those arising
from direct loans to customers, interbank loans, sales contract receivables, and
all receivables from customers and other banks.
Securities Purchased Under Reverse Repurchase Agreements (SPURRA)
wherein the Group enters into short-term purchases of securities under reverse
repurchase agreements of substantially identical securities with the BSP, are also
included in this category. The difference between the sale and repurchase price
is recognized as interest and accrued over the life of the agreements using the
effective interest method.
Loans and receivables are subsequently measured at amortized cost using the
effective interest method, less impairment losses. Any change in their fair value
is recognized in profit or loss, except for reclassified financial assets under
PAS 39 and PFRS 7 (Amendments). Increases in estimates of future cash
receipts from financial assets that have been reclassified in accordance with
PAS 39 and PFRS 7 (Amendments) shall be recognized as an adjustment to the
effective interest rate from the date of the change in estimate.
- 12 -
Impairment losses is the estimated amount of losses in the Group’s loan
portfolio, based on the evaluation of the estimated future cash flows discounted
at the loan’s original effective interest rates or the last repricing rate for loans
issued at variable rates (see Note 2.19). It is established through an allowance
account which is charged to expense. Loans and receivables are written off
against the allowance for impairment losses when management believes that the
collectibility of the principal is unlikely, subject to BSP regulations.
(c) Held-to-maturity Investments
These include non-derivative financial assets with fixed or determinable
payments and a fixed date of maturity. Investments are classified as
held-to maturity if the Group has the positive intention and ability to hold
them until maturity. Investments intended to be held for an undefined period
are not included in this classification.
Held-to-maturity investments are subsequently measured at amortized cost using
the effective interest method. In addition, if there is objective evidence that the
investment has been impaired, the financial asset is measured at the present
value of estimated cash flows (see Note 2.19). Any changes to the carrying
amount of the investment due to impairment are recognized in profit or loss.
Should the Group sell other than an insignificant amount of held-to-maturity
investments, the entire category would be tainted and reclassified as
available-for-sale securities. The tainting provision will not apply if the sales or
reclassifications of held-to-maturity investments are: (i) so close to maturity or
the financial resources’ call date that changes in the market rate of interest would
not have a significant effect on its fair value; (ii) occur after the Group has
collected substantially all of the financial assets’ original principal through
scheduled payments or prepayments; or, (iii) are attributable to an isolated event
that is beyond the control of the Group, is non-recurring and could have not
been reasonably anticipated by the Group.
(d) Available-for-sale Securities
This category includes non-derivative financial assets that are either designated
to this category or do not qualify for inclusion in any of the other categories of
financial assets.
All financial assets within this category are subsequently measured at fair value,
unless otherwise disclosed, with changes in value recognized in capital funds, net
of any effects arising from income taxes. Gains and losses arising from
securities classified as available-for-sale are recognized in the statement of
income when they are sold or when the investment is impaired.
In the case of impairment, the cumulative loss previously recognized
directly in other comprehensive income is transferred to the statement of
income (see Note 2.19). If circumstances change, impairment losses on
available-for-sale financial assets are not reversed through statement of income.
Losses recognized in prior period statement of income resulting from the
impairment of debt instruments are reversed through the statement of income,
when there is recovery in the amount of previously recognized impairment
losses.
- 13 -
For investments that are actively traded in organized financial markets, fair value is
determined by reference to quoted market bid prices at the close of business on the
statement of financial position date. For investments where there is no quoted
market price, fair value is determined by using valuation techniques. Valuation
techniques include using recent arm’s length transactions, reference to the current
fair value of another instrument which is substantially the same, discounted cash
flow analysis, option pricing models and other valuation techniques commonly used
by market participants.
Gains and losses arising from changes in the fair market value of the financial assets
at fair value through profit or loss category are included in Trading Gain account in
the statement of income in the period in which they arise. Gains and losses arising
from changes in the fair value of available-for-sale securities are recognized directly
in comprehensive income, until the financial asset is derecognized or impaired at
which time the cumulative gain or loss previously recognized in comprehensive
income shall be recognized in profit or loss. However, interest calculated using
effective interest method is recognized in the statement of income. Dividends on
available-for-sale equity instruments are recognized in the statement of income when
the entity’s right to receive payment is established.
Non-compounding interest and other cash flows resulting from holding financial
assets are recognized in profit or loss when earned, regardless of how the related
carrying amount of financial assets is measured.
Derecognition of financial assets occurs when the rights to receive cash flows from
the financial instruments expire or are transferred and substantially all of the risks
and rewards of ownership have been transferred.
2.5 Derivative Financial Instruments
The Group is a counterparty to derivatives contracts, such as options, currency
forwards and swaps and interest rate swap contracts. These contracts are entered
into as a means of reducing or managing the Group’s foreign exchange and interest
rate exposures as well as those of its customers.
Derivatives are initially recognized at fair value on the date on which the derivative
contract is entered into and are subsequently measured at their fair value. Fair
values are obtained from quoted market prices in active markets, including recent
market transactions. All derivatives are carried as assets when fair value is positive
and as liabilities when fair value is negative.
The best evidence of the fair value of a derivative at initial recognition is the
transaction price (the fair value of the consideration given or received) unless the fair
value of that instrument is evidenced by comparison with other observable current
market transactions in the same instrument. When such evidence exists, the Group
recognizes a gain or loss at initial recognition.
- 14 -
For more complex instruments, the Group uses proprietary models, which usually
are developed from recognized valuation models. Some or all of the inputs into
these models may not be market observable, and are derived from market prices or
rates or are estimated based on assumptions. When entering into a transaction, the
financial instrument is recognized initially at the transaction price, which is the best
indicator of fair value, although the value obtained from the valuation model may
differ from the transaction price. This initial difference in fair value indicated by
valuation techniques is recognized in income depending upon the individual facts
and circumstances of each transaction and not later than when the market data
becomes observable.
The value produced by a model or other valuation technique is adjusted to allow for
a number of factors as appropriate, because valuation techniques cannot
appropriately reflect all factors market participants take into account when entering
into a transaction. Valuation adjustments are recorded to allow for model risks, bidask spreads, liquidity risks, as well as other factors. Management believes that these
valuation adjustments are necessary and appropriate to fairly state financial
instruments carried at fair value on the statement of financial position.
Certain derivatives embedded in other financial instruments, such as the conversion
option in a convertible bond and credit default swap in a credit linked note, are
considered as separate derivatives when their economic characteristics and risks are
not closely related to those of the host contract and the host contract is not carried
at fair value through profit or loss. These embedded derivatives are bifurcated from
the host contracts and are measured at fair value with changes in fair value
recognized in the statement of income.
Changes in the fair value of derivatives are recognized in profit or loss.
2.6 Non-current Assets Held-for-Sale
Non-current assets held-for-sale include real and other properties acquired through
repossession or foreclosure that the Group intends to sell within one year from the
date of classification as held-for-sale.
Non-current assets classified as held-for-sale are measured at the lower of their
carrying amounts, immediately prior to their classification as held-for-sale and their
fair value less costs to sell. Assets classified as held for sale are not subject to
depreciation or amortization. The profit or loss arising from the sale of assets
held-for-sale is included in the Other Income account in the statement of income.
2.7 Bank Premises, Furniture, Fixtures and Equipment
Bank premises, furniture, fixtures and equipment are carried at acquisition cost less
accumulated depreciation and amortization, and any impairment in value.
The cost of an asset comprises its purchase price and directly attributable costs of
bringing the asset to working condition for its intended use. Expenditures for
additions, major improvements and renewals are capitalized; expenditures for repairs
and maintenance are charged to expense as incurred. When assets are sold, retired
or otherwise disposed of, their cost and related accumulated depreciation and
amortization and impairment losses are removed from the accounts and any
resulting gain or loss is reflected in income for the period.
- 15 -
Depreciation is computed on a straight-line basis over the estimated useful lives of
the depreciable assets as follows:
Buildings
Furniture, fixtures and equipment
25 – 50 years
5 – 10 years
Leasehold rights and improvements are amortized over the term of the lease or the
estimated useful lives of the improvements of five to ten years, whichever is shorter.
An asset’s carrying amount is written down immediately to its recoverable amount if
the asset’s carrying amount is greater than its estimated recoverable amount
(see Note 2.20).
The residual values and estimated useful lives of bank premises, furniture, fixtures
and equipment are reviewed, and adjusted if appropriate, at the end of each
reporting period.
An item of bank premises, furniture, fixtures and equipment is derecognized upon
disposal or when no future economic benefits are expected to arise from the
continued use of the asset. Any gain or loss arising on derecognition of the asset
(calculated as the difference between the net disposal proceeds and the carrying
amount of the item) is included in the statement of income in the period the item is
derecognized.
2.8 Investment Properties
Investment properties are measured initially at acquisition cost which comprise its
purchase price and directly attributable cost incurred. These include parcels of land
and buildings and related improvements acquired by the Bank from defaulting
borrowers not held for sale in the next 12 months. Subsequently, investment
properties are stated at fair value, as determined by independent appraisal companies
accredited by the BSP (see Note 16). The carrying amounts recognized in the
statement of financial position reflect the prevailing market conditions at the
reporting date.
Investment properties of the Group under construction or development, if the fair
value of these properties cannot be reliably measured, are measured at cost until
construction or development is complete. At completion, these properties are
measured at fair value.
Any gain or loss resulting from either a change in the fair value or the sale of an
investment property is immediately recognized in the statement of income as Fair
Value Gains from Investment Properties under Other Income account in the
statement of income.
Investment property is derecognized upon disposal or when permanently withdrawn
from use and no future economic benefit is expected from its disposal. Any gain or
loss on the retirement or disposal of an investment property is recognized in the
statement of income in the year of retirement or disposal.
Direct operating expenses related to investment properties, such as repairs and
maintenance, and real estate taxes are normally charged against current operations in
the period in which these costs are incurred.
- 16 -
2.9 Intangible Assets
Goodwill represents the excess of the cost of acquisition over the fair value of the
Bank’s acquisition of the assets and liabilities of the former iBank. Goodwill is
classified as intangible asset with indefinite useful life, and thus, not subject to
amortization but would require an annual test for impairment. Goodwill is
subsequently carried at cost less accumulated impairment losses.
Goodwill is allocated to cash-generating units for the purpose of impairment testing.
Goodwill sometimes cannot be allocated on a non-arbitrary basis to individual
cash-generating units, but only to groups of cash-generating units. As a result, the
lowest level within the Parent Company at which goodwill is monitored for internal
management purposes sometimes comprises a number of cash-generating units.
The Group’s cash-generating unit represents the branches and segments identified
as coming from the former iBank.
Intangible assets include acquired computer software used in administration which is
accounted for under the cost model. The cost of the asset is the amount of cash or
cash equivalents paid or the fair value of the other considerations given up to
acquire an asset at the time of its acquisition or production.
Acquired computer software licenses are capitalized on the basis of the costs
incurred to acquire and install the specific software. These costs are amortized on
the basis of the expected useful lives of five to ten years. Costs associated with
maintaining computer software are expensed as incurred.
2.10 Land Trust Investment
Land trust investment represented the costs of real properties contributed by the
Group under a land trust development agreement with a real estate developer.
The properties contributed by the Group under the agreement were reclassified
from Other Resources to Investment Properties account, in accordance with the
Group’s early adoption of PAS 40 (see Note 16) in 2008. This account was
measured previously at the lower of cost and net realizable value under Other
Resources and valued at fair value at the date of reclassification to Investment
Properties.
2.11 Financial Liabilities
Financial liabilities include deposit liabilities, bills payable, notes payable, outstanding
acceptances payable, due to other banks, derivative liabilities, interest and other
expenses, and other liabilities.
Financial liabilities are recognized when the Group becomes a party to the
contractual agreements of the instrument.
Deposit liabilities are recorded or stated at amounts in which they are to be paid,
which approximate fair value.
- 17 -
Bills payable and notes payable are recognized initially at fair value, which is the
issue proceeds (fair value of consideration received), net of direct issue costs. Bills
payable and notes payable are subsequently stated at amortized cost; any difference
between the proceeds, net of transaction costs and the redemption value is
recognized in the statement of income over the period of the borrowings using the
effective interest method.
Derivative liabilities are recognized initially and subsequently measured at fair value
with changes in fair value recognized in the statement of income.
Accrued taxes, interests and other expenses and other liabilities are recognized
initially at their fair value and subsequently measured at amortized cost less
settlement payments.
Dividend distributions to shareholders are recognized as financial liabilities when the
dividends are approved by the BSP.
Financial liabilities are derecognized in the statement of financial position only when
the obligations are extinguished either through discharge, cancellation or expiration.
2.12 Offsetting Financial Instruments
Financial assets and liabilities are offset and the net amount reported in the
statement of financial position when there is a legally enforceable right to offset the
recognized amounts and there is an intention to settle on a net basis or realize the
asset and settle the liability simultaneously.
2.13 Provisions
Provisions are recognized when present obligations will probably lead to an outflow
of economic resources and they can be estimated reliably even if the timing or
amount of the outflow may still be uncertain. A present obligation arises from the
presence of a legal or constructive commitment that has resulted from past events,
for example, legal disputes or onerous contracts.
Provisions are measured at the estimated expenditure required to settle the present
obligation, based on the most reliable evidence available at the statement of financial
position date, including the risks and uncertainties associated with the present
obligation. Any reimbursement expected to be received in the course of settlement
of the present obligation is recognized, if virtually certain as a separate asset, at an
amount not exceeding the balance of the related provision. Where there are a
number of similar obligations, the likelihood that an outflow will be required in
settlement is determined by considering the class of obligations as a whole. In
addition, long-term provisions are discounted to their present values, where time
value of money is material.
Provisions are reviewed at the end of each reporting period and adjusted to reflect
the current best estimate.
In those cases where the possible outflow of economic resource as a result of
present obligations is considered improbable or remote, or the amount to be
provided for cannot be measured reliably, no liability is recognized in the financial
statements.
- 18 -
Probable inflows of economic benefits that do not yet meet the recognition criteria
of an asset are considered contingent assets, hence, are not recognized in the
financial statements.
2.14 Pre-Need Reserves (PNR) and Insurance Premium Reserves (IPR)
In the Group’s consolidated financial statements, PNR are recognized for all
pre-need benefits guaranteed and payable by FUPI as defined in the pre-need
pension plan contracts.
PNR for pension plans are determined using the requirements on provisioning of
PAS 37, Provisions, Contingent Liabilities and Contingent Assets, and the specific method
of computation required by the SEC as described below.
The amount recognized as a provision to cover the PNR is the best estimate of the
expenditure required to settle the present obligation at the statement of financial
position date. The risks and uncertainties that inevitably surround many events and
circumstances were taken into account in reaching the best estimate of a provision.
PNR is computed based on the following considerations:
i.
On Currently-Being-Paid Plans
•
Provision for termination values are computed based on the surrender rate
experience.
•
Provision for the portion of currently-being-paid plans that will reach full
payment are computed based on full payment experience. It is equivalent to
the present value of future maturity benefits reduced by the present value of
future trust fund contributions required per product model discounted at the
approved hurdle rate per product model of FUPI.
ii. On Lapsed Plans within the Allowable Reinstatement Period
•
Provision for termination values are computed based on reinstatement
experience.
iii. On Fully Paid Plans
•
For plans due for payment within the next five years, the reserve is
computed based on the present value of future maturity benefits discounted
at the attainable rate, as determined and certified by FUPI’s trustee using
industry best practices and principles.
•
For plans not yet due for payment within the next five years, the reserve is
based on the present value of future maturity benefits discounted at the
approved hurdle rate per product model.
iv. Future events that may affect the foregoing amounts are reflected in the amount
of the provision for PNR where there is sufficient objective evidence that they
will occur.
- 19 -
v. The rates of surrender, cancellation, reinstatement, utilization, and inflation,
when applied, represent the actual experience of FUPI in the last three years, or
the industry, in the absence of a reliable experience.
vi. The probability of pre-termination on surrender of fully paid plans, are
considered in determining the PNR of fully paid plans. A pre-termination
experience on fully paid plans of 5% and below are considered insignificant. In
such cases, derecognition of liability shall be recorded at pre-termination date.
The computation of the foregoing assumptions is validated by the SEC accredited
actuary of FUPI.
Any excess in the amount of the trust fund as a result of the revised reserving
requirement shall neither be released from the fund nor be credited/set off to future
required contributions.
2.15 Capital Funds
Common stock is determined using the nominal value of shares that have been
issued.
Additional paid-in capital includes any premiums received on the issuance of
common stock. Any transaction costs associated with the issuance of shares are
deducted from additional paid-in capital.
Surplus free includes all current and prior period results as disclosed in the statement
of income and which are available and not restricted for use by the Group.
Surplus reserves pertains to a portion of the Group’s income from trust operations
set-up on a yearly basis in compliance with BSP regulations. The surplus set-up is
equal to 10% of the net profit accruing from the trust business until the surplus shall
amount to 20% of authorized capital stock. The reserve shall not be paid out as
dividends, but losses accruing in the course of the trust business may be charged
against this account.
Net unrealized gains (losses) on available-for-sale securities pertain to cumulative
mark-to-market valuation of available-for-sale financial assets.
2.16 Revenue and Cost Recognition
Revenue is recognized to the extent that it is probable that the economic benefits
will flow to the Group and the revenue can be reliably measured. Specific
recognition criteria of income and expenses described below must also be met
before revenue is recognized.
(a) Interest – Interest income and expenses are recognized in the statement of
income for all instruments measured at amortized cost using the effective
interest method.
- 20 -
The effective interest method is a method of calculating the amortized cost of a
financial asset or a financial liability and of allocating the interest income or
interest expense over the relevant period. The effective interest rate is the rate
that exactly discounts estimated future cash payments or receipts through the
expected life of the financial instrument or, when appropriate, a shorter period
to the net carrying amount of the financial asset or financial liability. When
calculating the effective interest rate, the Group estimates cash flows considering
all contractual terms of the financial instrument but does not consider future
credit losses. The calculation includes all fees and points paid or received
between parties to the contract that are an integral part of the effective interest
rate, transaction costs and all other premiums or discounts.
Once a financial asset or a group of similar financial assets has been written
down as a result of impairment, interest income is recognized using the rate of
interest used to discount the future cash flows for the purpose of measuring the
impairment loss.
(b) Service charges, fees and commissions – Service charges, fees and commissions are
generally recognized when the service has been provided. Loan commitment
fees for loans that are likely to be drawn down are deferred (together with
related direct costs) and recognized as an adjustment to the effective interest rate
on the loan. If the commitment expires without draw down by the Bank, the
commitment fees are recognized as other income. Loan commitment fees
earned as services are provided, are recognized as other income on a time
proportion basis over the commitment period.
(c) Trading gain (loss) – Trading gain (loss) is recognized when the ownership of the
securities is transferred to the buyer (at an amount equal to the excess of the
selling price over the carrying amount of securities) and as a result of the
mark-to-market valuation of outstanding securities classified as FVTPL at
year-end.
(d) Profit from assets sold or exchanged – Profit from assets sold or exchanged is
recognized when the risk and rewards to the assets is transferred to the buyer or
when the collectibility of the entire sales price is reasonably assured. This is
included in the Other Income account in the statement of income.
(e) Dividends – Dividend income is recognized when the Group’s right to receive
payment is established. Dividend income is included as part of Miscellaneous
Income (Charges) account in the statement of income.
(f) Rental income – Rental income arising from leased properties is accounted for on
a straight-line basis over the lease terms on ongoing leases and is recorded in the
statement of income as part of Other Income.
(g) Commissions earned on credit cards – Commissions earned on credit cards are taken
up as income upon receipt from member establishments of charges arising from
credit availments by credit cardholders. These commissions are computed based
on certain agreed rates and are deducted from amounts remittable to member
establishments. Purchases by the credit cardholders, collectible on installment
basis, are recorded at the cost of the items purchased plus certain percentage of
cost. Income is recognized on every term of installment billed to the
cardholders and computed using the effective interest method.
- 21 -
Cost and expenses are recognized in the statement of income upon utilization of the
assets or services or at the date these are incurred. All finance costs are reported on
an accrual basis (see Note 20).
2.17 Leases
The Group accounts for its leases as follows:
(i) Group as Lessee
Leases, which do not transfer to the Group substantially all the risks and
benefits of ownership of the asset, are classified as operating leases. Operating
lease payments are recognized as expense in the statement of income on a
straight-line basis over the lease term. Associated costs, such as maintenance
and insurance, are expensed as incurred.
(ii) Group as Lessor
Leases which do not transfer to the lessee substantially all the risks and benefits
of ownership of the asset are classified as operating leases. Lease income from
operating leases is recognized as income in the statement of income on a
straight-line basis over the lease term.
The Group determines whether an arrangement is, or contains a lease based on the
substance of the arrangement. It makes an assessment of whether the fulfillment of
the arrangement is dependent on the use of a specific asset or assets and the
arrangement conveys a right to use the asset.
2.18 Functional Currency and Foreign Currency Transactions
(a) Functional and Presentation Currency
Items included in the financial statements of the Group are measured using the
currency of the primary economic environment in which the entity operates
(the functional currency). The financial statements are presented in Philippine
peso, which is also the Group’s functional and presentation currency. The
financial statements of the foreign currency deposit unit (FCDU) of the Bank
which are also expressed in Philippine pesos as its presentation currency, are
translated using the prevailing current exchange rates for statement of financial
position accounts and average exchange rate during the period for statement of
income accounts.
(b) Transactions and Balances
The accounting records of the Group are maintained in Philippine pesos, except
for the FCDU which are maintained in U.S. dollars. Foreign currency
transactions during the period are translated into the functional currency at
exchange rates which approximate those prevailing on transaction dates.
For financial reporting purposes, the monetary assets and liabilities of the Bank’s
FCDU are translated to Philippine pesos based on the Philippine Dealing
System closing rates (PDSCR) at the end of the year, while statement of income
accounts are translated to Philippine pesos using the PDS weighted average rate
(PDSWAR) for the year.
- 22 -
Foreign exchange gains and losses resulting from the settlement of such
transactions and from the translation at closing exchange rates of monetary
assets and liabilities denominated in foreign currencies are recognized in the
statement of income.
2.19 Impairment of Financial Assets
The Group assesses at the end of each reporting period whether there is objective
evidence that a financial asset or group of financial assets is impaired. A financial
asset or a group of financial assets is impaired and impairment losses are incurred if,
and only if, there is objective evidence of impairment as a result of one or more
events that occurred after the initial recognition of the asset (a loss event) and that
loss event has an impact on the estimated future cash flows of the financial asset or
group of financial assets that can be reliably estimated. Objective evidence that a
financial asset or group of assets is impaired includes observable data that comes to
the attention of the Group about certain loss events, including, among others:
(i) significant financial difficulty of the issuer or debtor; (ii) a breach of contract,
such as a default or delinquency in interest or principal payments; (iii) it is probable
that the borrower will enter bankruptcy or other financial reorganization; (iv) the
disappearance of an active market for that financial asset because of financial
difficulties; or, (v) observable data indicating that there is a measurable decrease in
the estimated future cash flows from a group of financial assets since the initial
recognition of those assets, although the decrease cannot yet be identified with the
individual financial assets in the group.
(a) Assets Carried at Amortized Cost
The Group first assesses whether objective evidence of impairment exists
individually for financial assets that are individually significant, and individually
or collectively for financial assets that are not individually significant. If the
Group determines that no objective evidence of impairment exists for an
individually assessed financial asset, whether significant or not, it includes the
asset in a group of financial assets with similar credit risk characteristics and
collectively assesses them for impairment. Financial assets that are individually
assessed for impairment and for which an impairment loss is or continues to be
recognized are not included in a collective assessment of impairment.
If there is objective evidence that an impairment loss on loans and receivable or
held-to-maturity investments carried at amortized cost has been incurred, the
amount of the loss is measured as the difference between the asset’s carrying
amount and the present value of estimated future cash flows (excluding future
credit losses that have not been incurred) discounted at the financial asset’s
original effective interest rate. The carrying amount of the asset is reduced
through the use of an allowance account and the amount of the loss is
recognized in the statement of income. If a loan or held-to-maturity investment
has a variable interest rate, the discount rate for measuring any impairment loss
is the current effective interest rate determined under the contract. When
practicable, the Group may measure impairment on the basis of an instrument’s
fair value using an observable market price.
- 23 -
The calculation of the present value of the estimated future cash flows of a
collateralized financial asset reflects the cash flows that may result from
foreclosure less costs for obtaining and selling the collateral, whether or not
foreclosure is probable.
For the purpose of a collective evaluation of impairment, financial assets are
grouped on the basis of similar credit risk characteristics (i.e., on the basis of the
Group’s or BSP’s grading process that considers asset type, industry,
geographical location, collateral type, past-due status and other relevant factors).
Those characteristics are relevant to the estimation of future cash flows for
groups of such assets by being indicative of the debtors’ ability to pay all
amounts due according to the contractual terms of the assets being evaluated.
Future cash flows in a group of financial assets that are collectively evaluated for
impairment are estimated on the basis of the contractual cash flows of the assets
and historical loss experience for assets with credit risk characteristics similar to
those in the group. Historical loss experience is adjusted on the basis of current
observable data to reflect the effects of current conditions that did not affect the
period on which the historical loss experience is based and to remove the effects
of conditions in the historical period that do not exist currently.
Estimates of changes in future cash flows for groups of assets should reflect and
be consistent with changes in related observable data from period to period.
The methodology and assumptions used for estimating future cash flows are
reviewed regularly by the Group to reduce any differences between loss
estimates and actual loss experience.
When a loan is uncollectible and subject to BSP guidelines, it is written off
against the related allowance for loan impairment. Such loans are written off
after all the necessary procedures including approval from the BOD and the
BSP have been completed and the amount of the loss has been determined.
Subsequent recoveries of amounts previously written-off decrease the amount of
the impairment loss in the statement of income.
If in a subsequent period the amount of the impairment loss decrease and the
decrease can be related objectively to an event occurring after the impairment
was recognized (such as an improvement in the debtor’s credit rating), the
previously recognized impairment loss is reversed by adjusting the allowance
account. The amount of the reversal is recognized in the statement of income.
(b) Assets Carried at Fair Value with Changes Recognized in Other Comprehensive Income
In the case of investments classified as available-for-sale financial assets, a
significant or prolonged decline in the fair value of the security below its cost is
considered in determining whether the assets are impaired. If any such evidence
exists for available-for-sale financial assets, the cumulative loss – measured as the
difference between the acquisition cost and the current fair value, less any
impairment loss on that financial asset previously recognized in profit or
loss – is removed from comprehensive income and recognized in the statement
of income. Impairment losses recognized in the statement of income on equity
instruments are not reversed through the statement of income.
- 24 -
If, in a subsequent period, the fair value of a debt instrument classified as
available-for-sale increases and the increase can be objectively related to an event
occurring after the impairment loss was recognized in profit or loss, the
impairment loss is reversed through the statement of income.
(c) Assets Carried at Cost
The Group assesses at the end of each reporting period whether there is
objective evidence that any of the unquoted equity securities and derivative
assets linked to and required to be settled in such unquoted equity instruments,
which are carried at cost, may be impaired. The amount of impairment loss is
the difference between the carrying amount of the equity security and the
present value of the estimated future cash flows discounted at the current
market rate of return of a similar asset. Impairment losses on assets carried at
cost cannot be reversed.
Where possible, the Group seeks to restructure loans rather than to take
possession of collateral. This may involve extending the payment arrangements
and the agreement of new loan conditions. Once the terms have been
renegotiated, the loan is no longer considered past due. Management
continuously reviews restructured loans to ensure that all criteria are met and
that future payments are likely to occur. The loans continue to be subject to an
individual or collective impairment assessment, calculated using the loans
original effective interest rate. The difference between the recorded sale of the
original loan and the present value of the restructured cash flows, discounted at
the original effective interest rate, is recognized as part of Impairment Losses in
the statement of income.
2.20 Impairment of Non-financial Assets
The Group’s investments in subsidiaries, intangible assets (consisting of goodwill
and computer software and recorded as part of Other Resources), bank premises,
furniture, fixtures and equipment, investment properties and non-current assets
held-for-sale are subject to impairment testing. Intangible assets with an indefinite
useful life or goodwill are tested for impairment at least annually. All other
individual assets or cash-generating units are tested for impairment whenever events
or changes in circumstances indicate that the carrying amount may not be
recoverable.
For purposes of assessing impairment, assets are grouped at the lowest levels for
which there are separately identifiable cash flows (cash-generating units). As a
result, some assets are tested individually for impairment and some are tested at
cash-generating unit level.
An impairment loss is recognized for the amount by which the asset or
cash-generating unit’s carrying amount exceeds its recoverable amount. The
recoverable amount is the higher of fair value, reflecting market conditions less costs
to sell and value in use, based on an internal discounted cash flow evaluation.
Impairment loss is charged pro rata to the other assets in the cash generating unit.
All assets are subsequently reassessed for indications that an impairment loss
previously recognized may no longer exist and the carrying amount of the asset is
adjusted to the recoverable amount resulting in the reversal of the impairment loss.
- 25 -
2.21 Employee Benefits
(a) Retirement Benefit Obligations
Retirement benefits are provided to employees through a defined benefit plan,
as well as a defined contribution plan.
The defined benefit plan is a retirement plan that defines an amount of
retirement benefit that an employee will receive on retirement, and is dependent
on factors such as age, years of service and salary. The legal obligation for any
benefits from this kind of retirement plan remains with the Group, even if plan
assets for funding the defined benefit plan have been acquired. Plan assets may
include assets specifically designated to a long-term benefit fund. The Group’s
defined benefit retirement plan covers all regular full-time employees. The
retirement plan is tax-qualified, noncontributory and administered by a trustee.
The liability recognized in the statement of financial position for defined benefit
retirement plans is the present value of the defined benefit obligation (DBO) at
the statement of financial position date less the fair value of plan assets, together
with adjustments for unrecognized actuarial gains or losses and past service
costs. The DBO is calculated by independent actuaries using the projected unit
credit method. The present value of the DBO is determined by discounting the
estimated future cash outflows using interest rates of high quality corporate
bonds that are denominated in the currency in which the benefits will be paid
and that have terms to maturity approximating to the terms of the related
retirement liability.
Actuarial gains and losses are not recognized as an expense unless the total
unrecognized gain or loss exceeds 10% of the greater of the obligation and
related plan assets. The amount exceeding this 10% corridor is charged or
credited to profit or loss over the employees’ expected average remaining
working lives. Actuarial gains and losses within the 10% corridor are disclosed
separately. Past-service costs are recognized immediately in the statement of
income, unless the changes to the retirement plan are conditional on the
employees remaining in service for a specified period of time (the vesting
period). In this case, the past service costs are amortized on a straight-line basis
over the vesting period.
The Group pays fixed mandatory contributions to the Social Security System.
The Group has no legal or constructive obligations to pay further contributions
after payment of the fixed contribution. The contributions recognized in respect
of defined contribution plans are expensed as they fall due. Liabilities and assets
may be recognized if underpayment or prepayment has occurred.
(b) Separation Benefits
Separation benefits are payable when employment is terminated due to
resignation or redundancy by the Group before the normal retirement date. The
Group recognizes termination benefits when it is demonstrably committed to
either: (a) terminating the employment of current employees due to resignation;
or (b) providing termination benefits as a result of a redundancy. Any benefits
falling due more than 12 months after the end of the reporting period are
discounted to present value.
- 26 -
(c) Profit-Sharing and Bonus Plans
The Group recognizes a liability and an expense for bonuses and profit-sharing,
based on a formula that takes into consideration the profit attributable to the
Group’s shareholders after certain adjustments. The Group recognizes a
provision where it is contractually obliged to pay the bonus plans. The
Company also recognizes a provision for profit-sharing and bonus plans where
there is a past practice that has created a constructive obligation.
(d) Compensated Absences
Compensated absences are recognized for the number of paid leave days
(including holiday entitlement) remaining at the end of the reporting date. They
are included in the Accrued Taxes, Interest and Other Expenses account at the
undiscounted amount that the Group expects to pay as a result of the unused
entitlement.
2.22 Income Taxes
Current tax assets or liabilities comprise those claims from, or obligations to, tax
authorities relating to the current or prior reporting period, that are unpaid at the
end of the reporting date. They are calculated according to the tax rates and tax laws
applicable to the periods to which they relate, based on the taxable profit for the
year. All changes to current tax assets or liabilities are recognized as a component of
tax expense in the statement of income.
Deferred tax is provided, using the liability method, on all temporary differences at
the statement of financial position date between the tax bases of assets and liabilities
and their carrying amounts for financial reporting purposes.
Under the liability method, with certain exceptions, deferred tax liabilities are
recognized for all taxable temporary differences and deferred tax assets are
recognized for all deductible temporary differences and the carryforward of unused
tax losses and unused tax credits to the extent that it is probable that taxable profit
will be available against which the deferred tax assets can be utilized.
The carrying amount of deferred tax assets is reviewed at the end of each reporting
period and reduced to the extent that it is probable that sufficient taxable profit will
be available to allow all or part of the deferred tax assets to be utilized.
Deferred tax assets and liabilities are measured at the tax rates that are expected to
apply to the period when the asset is realized or the liability is settled, based on tax
rates and tax laws that have been enacted or substantively enacted at the end of the
reporting period.
Most changes in deferred tax assets or liabilities are recognized as a component of
tax expense in profit or loss. Only changes in deferred tax assets or liabilities that
relate to items recognized in other comprehensive income or directly in capital funds
are recognized in other comprehensive income or directly in capital funds.
- 27 -
2.23 Related Parties
Parties are considered related when one party has the ability, directly or indirectly, to
control the other party or exercise significant influence over the other party in
making financial and operating decisions. Parties are also considered to be related if
they are subject to common control or common significant influence. Related
parties may be individuals or corporate entities.
2.24 Earnings Per Share
Basic earnings per share are determined by dividing the net income for the year
attributable to common shareholders by the weighted average number of common
shares outstanding during the year, after retroactive effect to any stock dividends
declared in the current year.
Diluted earnings per common share are also computed by dividing net income by
the weighted average number of common shares subscribed and issued during the
period. However, net income attributable to common shares and the weighted
average number of common shares outstanding are adjusted to reflect the effects of
any potentially dilutive preferred shares, stock options and warrants. As of
December 31, 2009, 2008 and 2007, the Group has no outstanding potentially
dilutive securities, hence, the basic earnings per share are equal to diluted earnings
per share.
2.25 Trust Activities
The Group commonly acts as trustee and in other fiduciary capacities that result in
the holding or placing of assets on behalf of individuals, trusts, retirement benefit
plans and other institutions. These assets and the related income arising thereon are
excluded from these financial statements, as they are not resources of the Group.
2.26 Segment Reporting
A business segment is a group of assets and operations engaged in providing
products or services that are subject to risks and returns that are different from
those of other business segments. A geographical segment is engaged in providing
products or services within a particular economic environment that is subject to
risks and returns that are different from those of segments operating in other
economic environments.
The Group’s operations are organized according to the nature of the products and
services provided. Financial information on business segments is presented in
Note 6.
2.27 Events After the Reporting Period
Any post-year-end event that provides additional information about the Group’s
position at the statement of financial position date (adjusting event) is reflected in
the financial statements. Post-year-end events that are not adjusting events, if any,
are disclosed when material to the financial statements.
- 28 -
3.
SIGNIFICANT ACCOUNTING JUDGMENTS AND ESTIMATES
The Group’s financial statements prepared in accordance with PFRS require
management to make judgments and estimates that affect amounts reported in the
financial statements and related notes. Judgments and estimates are continually
evaluated and are based on historical experience and other factors, including
expectations of future events that are believed to be reasonable under the
circumstances. Actual results may ultimately differ from these estimates and the
difference could be significant.
3.1 Critical Management Judgments in Applying Accounting Policies
In the process of applying the Group’s accounting policies, management has made
the following judgments, apart from those involving estimation, which have the
most significant effect on the amounts recognized in the financial statements:
(a) Functional and Presentation Currency
The Group has determined that its functional and presentation currency is the
Philippine peso, which is the currency of the primary environment in which the
Group operates.
(b) Held-to-maturity Investments
The Group follows the guidance of PAS 39, Financial Instruments: Recognition and
Measurement, in classifying non-derivative financial assets with fixed or
determinable payments and fixed maturity as held-to-maturity. This
classification requires significant judgment. In making this judgment, the Group
evaluates its intention and ability to hold such investments to maturity. If the
Group fails to keep these investments at maturity other than for the allowed
specific circumstances – for example, selling a not insignificant amount close to
maturity – it will be required to reclassify the entire class to available-for-sale
securities. The investments would therefore be measured at fair value and not at
amortized cost.
(c) Impairment of Available-for-sale Financial Assets
The Group follows the guidance of PAS 39, Financial Instruments: Recognition and
Measurement, in determining whether an investment is permanently impaired.
This determination requires significant judgment. In making this judgment, the
Group evaluates, among other factors, the duration and extent to which the fair
value of an investment is less than its cost; and the financial health of and
near-term business outlook for the investee, including factors such as industry
and sector performance, changes in technology and operational and financing
cash flows.
In 2009, the Group and Parent Company recognized a total of P188,644
impairment losses on available-for-sale securities in the statement of income
(P215,268 in 2008 and nil in 2007).
- 29 -
(d) Distinction Between Investment Properties and Owner-occupied Properties
The Group determines whether a property qualifies as investment property. In
making its judgment, the Group considers whether the property generated cash
flows largely independently of the other assets held by an entity. Owneroccupied properties generate cash flows that are attributable not only to
property but also to other assets used in the production or supply process.
Some properties comprise a portion that is held to earn rental or for capital
appreciation and another portion that is held for use in the production and
supply of goods and services or for administrative purposes. If these portions
can be sold separately (or leased out separately under finance lease), the Group
accounts for the portions separately. If the portions cannot be sold separately,
the property is accounted for as investment property only if an insignificant
portion is held for use in the production or supply of goods or services or for
administrative purposes.
Judgment is applied in determining whether ancillary services are so significant
that a property does not qualify as investment property. The Group considers
each property separately in making its judgment.
(e) Operating and Finance Leases
The Group has entered into various lease agreements as either a lessor or lessee.
Critical judgment was exercised by management to distinguish each lease
agreement as either an operating or finance lease by looking at the transfer or
retention of significant risk and rewards of ownership of the properties covered
by the agreements. Failure to make the right judgment will result in either
overstatement or understatement of resources and liabilities.
Rent expense charged to operations amounted to P320,563 in 2009,
P282,148 in 2008 and P270,115 in 2007 in the Group financial statements; and
P316,317 in 2009, P278,930 in 2008 and P265,896 in 2007 in the Parent
Company’s separate financial statements (see Note 33). Rent income earned by
the Group amounted to P97,064 in 2009, P71,629 in 2008 and P66,589 in 2007;
and by the Parent Company amounted to P88,509 in 2009, P63,383 in 2008 and
P57,877 in 2007 (see Notes 26 and 33).
(f) Classification of Acquired Properties and Fair Value Determination of Non-current Assets
Held- for-Sale and Investment Properties
The Group classifies its acquired properties as Bank Premises, Furniture,
Fixtures and Equipment if used in operations, as Non-current Assets
Held-for-Sale if the Group expects that the properties will be recovered through
sale within one year from the date of classification rather than use, as Investment
Properties if the Group intends to hold the properties for capital appreciation or
as Financial Assets in accordance with PAS 39. At initial recognition, the Group
determines the fair value of acquired properties based on valuations performed
by internal and external appraisers. The appraised value is determined based on
the current economic and market conditions as well as the physical condition of
the property.
- 30 -
(g) Provisions and Contingencies
Judgment is exercised by management to distinguish between provisions and
contingencies. Policies on recognition and disclosure of provision and
disclosure of contingencies are discussed in Notes 2.13 and 2.14 and relevant
disclosures are presented in Note 33.
3.2 Key Sources of Estimation Uncertainty
The following are the key assumptions concerning the future, and other key sources
of estimation uncertainty at the end of the reporting period, that have a significant
risk of causing a material adjustment to the carrying amounts of assets and liabilities
within the next financial year.
(a) Impairment Losses on Financial Assets (AFS securities, loans and receivables and
held-to-maturity investments)
The Group reviews its loan and held-to-maturity investments portfolios to
assess impairment at least on an annual basis. In determining whether an
impairment loss should be recorded in the statement of income, the Group
makes judgments as to whether there is any observable data indicating that there
is a measurable decrease in the estimated future cash flows from the portfolio
before the decrease can be identified with an individual item in that portfolio.
This evidence may include observable data indicating that there has been an
adverse change in the payment status of borrowers or issuers in a group, or
national or local economic conditions that correlate with defaults on assets in
the group. Management uses estimates based on historical loss experience for
assets with credit risk characteristics and objective evidence of impairment
similar to those in the portfolio when scheduling its future cash flows. The
methodology and assumptions used for estimating both the amount and timing
of future cash flows are reviewed regularly to reduce any differences between
loss estimates and actual loss experience.
The Group carries certain financial assets at fair value, which requires the
extensive use of accounting estimates and judgment. Significant components of
fair value measurement were determined using verifiable objective evidence such
as foreign exchange rates, interest rates, volatility rates. However, the amount of
changes in fair value would differ if the Group utilized different valuation
methods and assumptions. Any change in fair value of these financial assets and
liabilities would affect profit and loss and equity.
Provisions for impairment losses recognized by the Group and Parent Company
on its loans and receivables amounted to P1,784,955 in 2009, P644,184 in 2008
and P378,213 in 2007 while impairment losses on available-for-sale securities
amounted to P188,644 in 2009, P215,268 in 2008 and nil in 2007.
- 31 -
(b) Fair Values of Financial Assets and Liabilities
The Group adopted the amendments to PFRS 7, Improving Disclosures about
Financial Instruments, effective January 1, 2009. These amendments require the
Group to present certain information about financial instruments measured at
fair value in the statement of financial position. In the first year of application,
comparative information need not be presented for the disclosures required by
the amendment. Accordingly, the disclosure for the fair value hierarchy is only
presented for December 31, 2009.
In accordance with this amendment, financial assets and liabilities measured at
fair value in the statement of financial position are categorized in accordance
with the fair value hierarchy. This hierarchy groups financial assets and liabilities
into three levels based on the significance of inputs used in measuring the fair
value of the financial assets and liabilities. The fair value hierarchy has the
following levels:
•
•
•
Level 1: quoted prices (unadjusted) in active markets for identical assets or
liabilities;
Level 2: inputs other than quoted prices included within Level 1 that are
observable for the resource or liability, either directly (i.e. as prices) or
indirectly (i.e. derived from prices); and
Level 3: inputs for the asset or liability that are not based on observable
market data (unobservable inputs).
The level within which the financial asset or liability is classified is determined
based on the lowest level of significant input to the fair value measurement.
The financial assets and liabilities measured at fair value in the statement of
financial position as of December 31, 2009 are grouped into the fair value
hierarchy as follows:
Group
Notes
Resources
Financial assets at FVTPL
Derivative assets
Equity securities
Available-for-sale securities
Government bonds
Other debt securities
Fixed rate treasury notes
Private bonds and
commercial papers
Equity securities
Liabilities
Derivatives with negative
fair values
December 31, 2009
Level 2
Level 3
Level 1
Total
10
P
642
P
827,563
-
P
-
P
827,563
642
642
827,563
-
828,205
9,480,241
550,187
-
10,030,428
-
16,657,574
11
10
16,657,574
-
2,255,987
241,150
-
28,634,952
550,187
P28,635,594
P 1,377,750
P
P
P
P
-
453,785
897,581
-
3,153,568
241,150
897,581
30,082,720
897,581
P 30,910,925
-
P
453,785
- 32 -
Parent
Notes
Resources
Financial assets at FVTPL
Derivative assets
December 31, 2009
Level 2
Level 3
Level 1
Total
10
P
Available-for-sale securities
Government bonds
Other debt securities
Fixed rate treasury notes
Private bonds and
commercial papers
Equity securities
P
-
827,563
P
-
P
827,563
11
9,480,241
Liabilities
Derivatives with negative
fair values
10
550,187
16,657,574
-
2,255,987
197,714
-
28,591,516
550,187
P 28,591,516
P 1,377,750
P
P
P
P
-
453,785
-
10,030,428
-
16,657,574
897,581
-
3,153,568
197,714
897,581
30,039,284
897,581
P 30,866,847
-
P
453,785
There were no transfers between levels of hierarchy in 2009. Also, there were
no gains or losses recognized in profit or loss for Level 3 instruments.
The following table summarizes the carrying amounts and fair values of those
financial resources and liabilities not presented in the statement of financial
position at their fair values:
2009
Group
Fair Value
Cost
Financial Assets
Cash and other cash items
Due from BSP
Due from other banks
Interbank loans receivable
Available-for-sale securities
HTM investments
Loans and receivables
Financial Liabilities
Deposit liabilities
Bills payable
Notes payable
Manager’s checks
Accrued interest payable
Domestic bills purchased –
contra
Due to Treasurer of the
Philippines
Accounts payable
Payment orders payable
Due to BSP
P
4,023,958
20,850,017
2,730,786
30,475,794
2,877,013
24,896,602
100,787,008
P
4,023,958
20,850,017
2,730,786
30,475,794
2,877,013
25,946,253
100,662,978
Cost
P
Parent
Fair Value
4,023,950
20,850,017
2,730,646
30,475,794
2,877,013
24,896,602
100,727,145
P
4,023,950
20,850,017
2,730,646
30,475,794
2,877,013
25,946,253
100,603,115
194,508,377
1,055,337
5,037,100
2,794,295
364,939
194,508,377
1,055,337
5,133,773
2,794,295
364,939
195,249,109
1,054,837
5,037,100
2,794,295
364,840
195,249,109
1,054,837
5,133,773
2,794,295
364,840
3,779,570
3,779,570
3,779,570
3,779,570
2,018,754
821,704
249,928
23,272
2,018,754
821,704
249,928
23,272
2,018,754
813,242
249,928
23,272
2,018,754
813,242
249,928
23,272
- 33 2008
Group
Cost
Financial Assets
Cash and other cash items
Due from BSP
Due from other banks
Interbank loans receivable
HTM investments
Loans and receivables
Financial Liabilities
Deposit liabilities
Bills payable
Notes payable
Manager’s checks
Accrued interest payable
Domestic bills purchased –
contra
Due to Treasurer of the
Philippines
Accounts payable
Payment orders payable
Due to BSP
P
3,881,824
22,237,389
5,237,025
3,849,985
22,312,600
90,725,554
Parent
Fair Value
P
3,881,824
22,237,389
5,237,025
3,849,985
21,023,371
90,633,731
Cost
P
3,881,808
22,237,389
5,236,948
3,849,985
22,312,600
90,673,315
Fair Value
P
3,881,808
22,237,389
5,236,948
3,849,985
21,023,371
90,581,218
161,421,031
2,156,437
1,287,100
2,687,612
395,176
161,421,031
2,156,437
1,364,032
2,687,612
395,176
161,969,683
2,155,937
1,287,100
2,687,612
395,077
161,969,683
2,155,937
1,364,032
2,687,612
395,077
3,142,492
3,142,492
3,142,492
3,142,492
1,897,853
1,363,521
107,357
72,065
1,897,853
1,363,521
107,357
72,065
1,897,853
1,367,215
107,357
72,065
1,897,853
1,367,215
107,357
72,065
(i) Due from other banks and BSP
Due from BSP pertains to deposits made by the Group to BSP for clearing
and reserve requirements. Due from other banks include interbank
placements and items in the course of collection. The fair value of floating
rate placements and overnight deposits is their carrying amount. The
estimated fair value of fixed interest-bearing deposits is based on
discounted cash flows using prevailing money-market interest rates for
debts with similar credit risk and remaining maturity, which for short term
deposits approximates the nominal value.
(ii) Available-for-sale securities
The fair value of available-for-sale securities is determined by direct
reference to published price quoted in an active market for traded
securities. On the other hand, unquoted available-for-sale securities are
carried at cost because the fair value cannot be reliably determined either
by reference to similar financial instruments or through valuation
technique.
(iii) Held-to-maturity investments
Fair value for held-to-maturity assets is based on market prices. Where
this information is not available, fair value has been estimated using quoted
market prices for securities with similar credit, maturity and yield
characteristics or through valuation techniques using discounted cash flow
analysis.
- 34 -
(iv) Loans and other receivables
Loans and other receivables are net of provisions for impairment. The
estimated fair value of loans and receivables represents the discounted
amount of estimated future cash flows expected to be received. Expected
cash flows are discounted at current market rates to determine fair value.
(v) Deposits and borrowings
The estimated fair value of demand deposits with no stated maturity,
which includes non-interest-bearing deposits, is the amount repayable on
demand. The estimated fair value of long-term fixed interest-bearing
deposits and other borrowings without quoted market price is based on
discounted cash flows using interest rates for new debts with similar
remaining maturity.
(c) Fair Value of Derivatives
The fair values of derivative financial instruments that are not quoted in an
active market are determined through valuation techniques using the net present
value computation.
Valuation techniques are used to determine fair values which are validated and
periodically reviewed. To the extent practicable, models use observable data,
however, areas such as credit risk (both own and counterparty), volatilities and
correlations require management to make estimates. Changes in assumptions
could affect reported fair value of financial instruments. The Group uses
judgment to select a variety of methods and make assumptions that are mainly
based on market conditions existing at the end of each reporting period.
(d) Useful Lives of Bank Premises, Furniture, Fixtures and Equipment
The Group estimates the useful lives of bank premises, furniture, fixtures and
equipment based on the period over which the assets are expected to be
available for use. The estimated useful lives of bank premises, furniture, fixtures
and equipment are reviewed periodically and are updated if expectations differ
from previous estimates due to physical wear and tear, technical or commercial
obsolescence and legal or other limits on the use of the assets. In addition,
estimation of the useful lives of bank premises, furniture, fixtures and equipment
is based on collective assessment of industry practice, internal technical
evaluation and experience with similar assets. It is possible, however, that future
results of operations could be materially affected by changes in estimates
brought about by changes in factors mentioned above. The amounts and timing
of recorded expenses for any period would be affected by changes in these
factors and circumstances. A reduction in the estimated useful lives of bank
premises, furniture, fixtures and equipment would increase recorded operating
expenses and decrease bank premises, furniture, fixtures and equipment.
- 35 -
Bank premises, furniture, fixtures and equipment net of accumulated
depreciation and amortization amounted to P2,866,160 and P3,019,278 as of
December 31, 2009 and 2008, respectively, in the Group financial statements; and
P2,864,678 and P3,018,104 as of December 31, 2009 and 2008, respectively, in the
Parent Company financial statements (see Note 15).
(e) Fair Value of Investment Properties
The fair value of investment properties is determined based on valuations
performed by independent appraisal companies accredited by the BSP at the end
of each reporting period. Any gain or loss from change in fair value of
investment properties is included in the statement of income in the year when
the valuation was performed.
Net fair value losses on investment properties amounted to P169.7 million in
2009, while fair value gains amounted to P2.9 billion in 2008 and P77.1 million
in 2007 in the consolidated and Parent Company financial statements
(see Note 26).
(f) Realizable Amount of Deferred Tax Assets
The Group reviews its deferred tax assets at each reporting date and reduces the
carrying amount to the extent that it is no longer probable that sufficient taxable
profit will be available to allow all or part of the deferred tax asset to be utilized.
Net deferred tax assets amounted to P2,173,069 and P1,612,986 as of
December 31, 2009 and 2008, respectively, in the Group financial statements;
and P2,173,113 and P1,613,128 as of December 31, 2009 and 2008, respectively,
in the Parent Company financial statements (see Note 28). Starting 2009, the
Group has stopped recognizing any deferred tax assets on net operating loss
carryover (NOLCO) and minimum corporate income tax (MCIT) since
management believes that the deferred tax assets on these differences may not
be fully utilized in the future.
(g) Impairment of Non-financial Assets
Except for intangible assets with indefinite useful lives, PFRS requires that an
impairment review be performed when certain impairment indicators are
present. The Group’s policy on estimating the impairment of non-financial
assets is discussed in detail in Note 2.20. Though management believes that the
assumptions used in the estimation of fair values reflected in the financial
statements are appropriate and reasonable, significant changes in these
assumptions may materially affect the assessment of recoverable values and any
resulting impairment loss could have a material adverse effect on the results of
operations.
No impairment losses on non-financial assets were recognized by the Group and
the Parent Company in 2009, 2008 and 2007.
- 36 -
(h) Retirement and Other Benefits
The determination of the Group’s obligation and cost of pension and other
retirement benefits is dependent on the selection of certain assumptions used by
actuaries in calculating such amounts. Those assumptions are described in
Note 27.2 and include, among others, discount rates, expected return on plan
assets and expected rate of salary increase. In accordance with PFRS, actual
results that differ from the assumptions, subject to the 10% corridor test, are
accumulated and amortized over future periods and therefore, generally affect
the recognized expense and recorded obligation in such future periods. While
the Parent Company believes that the assumptions were reasonable and
appropriate, significant differences between actual experiences and assumptions
may materially affect the cost of employee benefits and related obligations.
The historical rate of return on plan assets was based on the average historical
premium of fund assets. The assumed discount rates were determined using the
market yields on Philippine government bonds with terms consistent with the
expected benefit payout as of the end of each reporting period.
As of December 31, 2009 and 2008, the total present value of the retirement
obligation of the Parent Company amounted to P1.4 billion and P1.1 billion,
respectively (see Note 27.2).
The retirement benefit asset amounted to P60,165 and P68,687, respectively, in
the 2009 and 2008 Group financial statements. The unrecognized actuarial
losses amounted to P547,142 and P571,267, respectively, in the 2009 and 2008
Group financial statements. The retirement benefit asset amounted to P58,215
and P66,340, respectively, in the 2009 and 2008 Parent Company financial
statements. The unrecognized actuarial losses amounted to P547,150 and
P570,233, respectively, in the 2009 and 2008 Parent Company financial
statements (see Note 27.2).
The Group also estimates other employee benefit obligations and expenses,
including the cost of paid leaves based on historical leave availments of
employees, subject to Parent Company policies. These estimates may vary
depending on future changes in salaries and actual experiences during the year.
4.
RISK MANAGEMENT OBJECTIVES AND POLICIES
The Group is exposed to a range of potential risks arising from its business
activities. It enters into financial instruments contracts, which consist of
financial assets at fair value through profit or loss, available-for-sale securities,
held-to-maturity investments, loans and receivables, interbank loans receivable, and
financial liabilities such as deposits, bills and acceptances payable and notes payable
to finance the Group’s operations. The Group also enters into derivative
transactions such as interest rate swaps and forward currency contracts to manage
the interest rate and currency risks arising from its operations.
- 37 -
The Group’s goal in risk management is to ensure that it identifies, understands,
measures and monitors the various risks that arise from its business activities, such
as credit risk, market risk, interest rate risk, operational risk, liquidity risk,
strategic/business risk, reputation risk and compliance risk.
4.1 Risk Management Structure
The BOD is primarily responsible for approving the risk parameters, credit policies
and the overall risk capacity of the Parent Company. Board committees have been
established by the BOD to oversee the increasingly varied risk management activities
of the Parent Company with the active participation of senior management.
(a) The Executive Committee (“EXCOM”), composed of seven members of the
BOD, exercises certain functions as delegated by the BOD including, among
others, the approval of credit proposals, asset recovery and real and other
properties acquired (“ROPA”) sales within its delegated limits.
(b) The Risk Management Committee (“RMC”), composed of seven members of
the BOD, is responsible for the development and oversight of the Parent
Company’s risk management program. It assists the BOD in overseeing all
matters relating to risk management including providing a comprehensive and
bank-wide oversight of all risks and the management of such risks, formulating
and reviewing all of the Parent Company’s material risk policies, strategies and
procedures. Among its specific duties are to identify and evaluate exposures,
develop risk management strategies, implement risk management plans and
review such plans as necessary. It also provides oversight, direction, and
guidance to the other committees including the Market Risk Committee
(“MRC”) and the Operations Risk Management Committee (“ORMC”).
(c) The MRC, composed of the Chairman of the BOD, the President and three
other members of the BOD, sets policies and standards for market risk
identification, analysis and management. The MRC also monitors the sensitivity
of the Group’s financial condition to the effects of market volatility and adverse
price changes on the Group’s portfolio of financial instrument and oversees the
Group’s liquidity position through the Asset and Liability Committee
(“ALCO”).
(d) The ORMC, composed of three members of the BOD and two members from
Senior Management, reviews various operations risk policies and practices.
(e) Audit Committee
The Audit Committee is a committee of the BOD that plays a key role in
corporate governance. It is composed of five members, most with accounting,
auditing, or related financial management expertise or experience. The Audit
Committee believes that the skills, qualifications, and experience of its members
are appropriate for them to perform their duties as laid down by the Board.
Two of these five members are independent directors, including the Chairman.
- 38 -
The Audit Committee serves as principal agent of the BOD in ensuring
independence of the Bank’s external auditors and the internal audit function, the
integrity of management, and the adequacy of disclosures and reporting to
stockholders. It also oversees the Bank’s financial reporting process on behalf
of the BOD. It assists the BOD in fulfilling its fiduciary responsibilities as to
accounting policies, reporting practices and the sufficiency of auditing relative
thereto, and regulatory compliance.
To effectively perform these functions, the Audit Committee has a good
understanding of the Parent Company’s business including the following: Parent
Company’s structure, business, controls, and the types of transactions or other
financial reporting matters applicable to the Parent Company. The Audit
Committee also has a good understanding of the Parent Company’s internal
controls to determine whether these controls are adequate, functioning as
designed, and operating effectively. It also considers the potential effects of
emerging business risks and their impact on the Parent Company’s financial
position and results of operations.
Among the responsibilities of the Audit Committee are:
(i) Oversight of the financial reporting process. The Audit Committee ensures that the
Parent Company has a high-quality reporting process that provides
transparent, consistent and comparable financial statements. In this regard,
the Audit Committee works closely with management especially the Office
of the Controller, the Internal Audit Division (“IAD”), as well as the
external auditors, to effectively monitor the financial reporting process and
the existence of significant financial reporting issues and concerns.
(ii) Oversight of the audit process. The Audit Committee is knowledgeable on the
audit function and the audit process. The Audit Committee maintains
supportive, trusting and inquisitive relationships with both internal and
external auditors to enhance its effectiveness.
(iii) Oversight of the risk management process. This function involves receiving from
senior management periodic information on risk exposure and risk
management activities, such as those relating to operation, legal and other
risks facing the Parent Company.
In the performance of these functions, the Audit Committee is supported by the
IAD. The IAD Head derives authority from and is directly accountable to the
Audit Committee. However, administratively, the IAD Head reports to the
President of the Bank.
The IAD is entirely independent from all the other organizational units of
the Bank, as well as from the personnel and work that are to be audited. It
operates only under the direct control of the Audit Committee and is given an
appropriate standing within the Bank to be free from bias and interference. The
IAD is free to report its findings and appraisals internally at its own initiative to
the Audit Committee.
- 39 -
The IAD is authorized by the Audit Committee to have unrestricted access to all
functions, records, property, and personnel of the Bank subject to existing
mandate and applicable laws. This includes the authority to allocate resources,
set frequencies, select subjects, determine scope of work, and apply the
techniques required to accomplish the audit engagement objectives.
The IAD is also authorized to obtain the necessary assistance from personnel
within the Bank units where they perform audits, as well as other specialized
services within or outside the Bank.
At least once a month, the Audit Committee, headed by an independent board
member, meets to discuss the results of the assurance and consulting
engagements and case investigations by IAD. The results of these meetings are
regularly reported by the Audit Committee Chairman to the BOD in its monthly
meetings.
(f) Corporate Governance Committee
The Corporate Governance Committee (“CGC”) is primarily responsible for
helping the BOD fulfill its corporate governance responsibilities. It advocates
and assists the BOD in adopting and implementing sound principles and
practices of good corporate governance.
The CGC recommends corporate governance policies to the BOD based on the
regulations of the BSP, Securities and Exchange Commission, and the PSE. It
serves as the primary resource for the BOD to study and evaluate the BOD’s
and its Committees’ structure, policies and practices with the objective of raising
the bar for the Bank’s corporate governance.
CGC’s specific duties include, among others, making recommendations to the
BOD regarding continuing education of directors and overseeing the periodic
performance evaluation of the BOD, its Committees and senior management.
The CGC consists of seven members of the Board, two of whom are
independent Directors, and a Director belonging to the Bank’s senior
management. It has two sub-committees, namely, the Nominations SubCommittee and the Compensation and Remuneration Sub-Committee.
The Nominations Sub-Committee is comprised of six voting members of the
Board of Directors, one of whom is an independent Director. The Nominations
Committee is responsible for reviewing the qualifications of and screening
candidates for the BOD, key officers of the Bank and nominees for
Independent Directors.
The Compensation and Remuneration Sub-Committee is composed of five
members of the BOD and is responsible for overseeing the Bank’s employee
compensation and benefits program. The Compensation and Remuneration
Committee meets at least once every six months.
- 40 -
The Parent Company’s Risk Management Group (“RMG”) is responsible for
identifying, assessing, monitoring and managing the credit risk, market risk, liquidity
risk and operational risk of the Group in accordance with well-defined policies and
procedures, and, in coordination with the respective business units, is also
responsible for risk policy development, risk analysis, implementation of risk
methodologies and risk reporting to senior management and the various committees
of the Parent Company.
The RMG’s portfolio management function involves the review of the Parent
Company’s loan portfolio, including the portfolio risks associated with particular
industry sectors, regions, loan size and maturity, and the development of a strategy
for the Parent Company to achieve its desired portfolio mix and risk profile.
4.2 Credit Risk
Credit risk is the risk of loss resulting from the failure of a borrower or counterparty
to honor its financial or contractual obligation to the Parent Company. The risk
may arise from lending, trade finance, treasury, investments, derivatives and other
activities undertaken by the Parent Company. Credit risk is managed through
strategies, policies and limits that are approved by the BOD. Further, the Parent
Company has a well-structured and standardized credit approval process and credit
scoring system for each of its business and/or product segment.
The RMG undertakes several functions with respect to credit risk management. The
RMG independently performs credit analysis and review for both retail and
corporate financial products to ensure consistency in the Parent Company’s risk
assessment process. It also ensures that the Parent Company’s credit policies and
procedures are adequate and are constantly updated to meet the changing demands
of the business. The RMG is also responsible for developing procedures to
streamline and expedite the processing of credit applications.
The RMG reviews the Parent Company’s loan portfolio quality in line with the
Parent Company’s policy of not having significant concentrations of exposure to
specific industries or groups of borrowers. Concentrations arise when a number of
counterparties are engaged in similar business activities, or activities in the same
geographic region, or have similar economic features. Concentrations indicate the
relative sensitivity of the Parent Company’s performance to developments affecting
a particular industry or geographical location.
In order to avoid excessive concentrations of risk, the Parent Company’s
policies and procedures include guidelines for maintaining a diversified portfolio
(e.g. concentration limit). Identified concentrations of credit risks are controlled and
managed accordingly. RMG also monitors compliance to the BSP’s limit on
exposure to any single person or group of connected persons to an amount not
exceeding 25% of the Parent Company’s adjusted capital accounts.
- 41 -
4.2.1 Corporate Loans
Corporate lending activities are undertaken by the Bank’s Corporate Banking Center.
The customer accounts under this group belong to the top tier corporations,
conglomerates and large multinational companies. The Bank undertakes a
comprehensive procedure for the credit evaluation and risk assessment of large
corporate borrowers based on its Internal Credit Risk Rating System. The rating
system assesses risks on a three-dimensional level: Borrower Risk, Facility Risk and
Security Risk. It also has established concentration limits depending on the
Borrower Risk Rating and overall credit quality.
Borrower risk is evaluated by considering (i) quantitative factors, such as
profitability, liquidity, capital adequacy and sales growth; (ii) qualitative factors, such
as management skills and management integrity; and (iii) industry risk. Industry risk
is assessed by considering certain industry characteristics, such as its importance to
the economy, growth outlook, cyclicality, industry structure and relevant
government policies.
Based on foregoing factors, each borrower is assigned a Borrower Risk Rating
(“BRR”), a 10-scale scoring system that ranges from AAA to D, with AAA to A as
High Grade, BBB to B as Standard Grade and CCC and lower as Sub-standard
grade. Borrowers with high grade BRRs are considered to have very strong credits
where the Parent Company may be comfortable giving clean short-term facilities.
Borrowers with standard BRRs are similarly acceptable credits but may require
collateral to mitigate the credit risk. On the other hand, borrowers with substandard BRRs are deemed high risk requiring very strong collateral to be an
acceptable credit risk.
Below is a summary as of December 31, 2009 and 2008 of the Bank’s corporate
loans (gross of the related allowance for impairment) with their respective credit
scores:
Amount
Credit Score
High grade
AAA
AA
A
Standard grade
Substandard grade
BBB
BB
B
CCC
and below
Description
Highest
quality
High quality
Satisfactory
quality
Average
Marginal
Low
Non-rated
Others
Substandard
2009
P
2,666,667
2008
P
317,600
740,000
8,876,443
8,123,177
7,729,021
4,711,345
1,218,360
339,008
-
11,031,979
1,270,418
1,421,941
226,517
1,980
135,346
171,030
P 25,676,190
P 23,304,642
- 42 -
The description of each credit score is explained further as follows:
Highest Quality - These borrowers have a high degree of stability, substance and
diversity. They are expected to remain of high quality in virtually all economic
conditions and have access to substantial amount of funds through the public
markets at any time.
High Quality - These borrowers have a comfortable degree of stability, substance and
diversity. They have access to substantial amount of funds through the public
market under normal conditions. These are normally the quality multinationals or
local corporations which are well capitalized.
Satisfactory Quality - These borrowers have strong cash flows and acceptable degree
of stability and substance under normal market conditions. However, they may be
susceptible to cyclical changes or concentrations of business risk may be present.
Average - These borrowers have adequate cash flows to meet its commitments and
can withstand normal business cycles. However, any prolonged unfavorable
economic period would create deterioration beyond acceptable levels as clear risk
elements exist reflecting volatility of earnings and performance.
Marginal - These borrowers have adequate cash flows to meet its commitments but
faces on-going uncertainties and exposure to adverse business, financial or economic
conditions.
Low - Although these borrowers currently have adequate cash flows to meet their
commitments, their performance have already been weakened and any continuation
of adverse business, financial or economic conditions or further downturns are
already expected to impair their capacity or willingness to meet their financial
commitments.
Substandard - These borrowers represent inadequacy of cash flows and a real risk to
non-payment of principal. The probability of default increases as we go down from
a credit score of CCC and lower.
In addition to the BRR, the Bank assigns a loan exposure rating (“LER”), a 100point system which comprises a Facility Tenor Rating (“FTR”) and a Security Risk
Rating (“SRR”). The FTR measures the maturity risk based on the length of loan
exposure, while the SRR measures the quality of the collateral and risk of its
potential deterioration over the term of the loan. The FTR and the SRR, each a
100-point scoring system, are given equal weight in determining the LER.
Once the BRR and the LER have been determined, the credit limit to a borrower is
determined under the Risk Asset Acceptance Criteria (“RAAC”) which is a range of
acceptable combinations of the BRR and the LER. For example, under the RAAC,
a borrower with a high BRR will have a broader range of acceptable LERs.
The credit rating for each borrower is reviewed annually or earlier if the borrower
has a higher risk profile or when there are extraordinary or adverse developments
affecting the borrower, the industry and/or the Philippine economy. The industry
risk evaluation is performed by an independent research unit, a non-lending unit, to
ensure objectivity in the credit scoring system. Any major change in the credit
scoring system, the RAAC range and/or the risk-adjusted pricing system is
presented and approved by the RMC.
- 43 -
4.2.2 Commercial Loans
The Parent Company’s commercial banking activities are undertaken by its
Commercial Banking Center (ComBank). These comprise of the granting of
banking products and services to customers from entities that are predominantly
belonging to the small and medium scale enterprises (“SMEs”). The products and
services provided to commercial banking customers include similar products and
services provided to large corporate customers, as well as trade finance-related
products and services.
ComBank uses a separate 10-scale credit scoring system for commercial accounts.
ComBank’s rating system consists of the following: an Obligor Risk Rating
(“ORR”), a Facility Risk Adjustment (“FRA”), a Final Risk Rating (“FRR”) and an
Estimated Cash Risk Position taking into account security items.
The ORR is an assessment of the creditworthiness of the borrower (or guarantor)
without considering the type or amount of the facility, or its security arrangements.
It is an indicator of the probability that a borrower cannot meet its credit obligations
in the foreseen manner. In determining the ORR, the focus lies on the outlook of
the borrower. Although the borrower’s financial condition is evaluated on the basis
of the historical financial statements, this is primarily to determine any trend in the
company’s financial position going forward, and how it will impact the company’s
future solvency or debt-service capabilities.
Based on above factors, each borrower is assigned an ORR that ranges from 1 to 10,
with 1 to 3 as High Grade, 4 to 6 as Standard Grade and 7 and lower as Substandard
Grade. Borrowers with high grade ORRs are usually granted clean short-term loan
facilities. Borrowers with standard ORRs may be required by the Bank to give
collateral to enhance their credit rating. On the other hand, borrowers with
substandard ORRs are deemed more than high risk, thus, may be required by the
Bank to pledge very satisfactory collateral.
Below is a summary as of December 31, 2009 and 2008 of the Bank’s commercial
loans (gross of related allowance for impairment) with their respective credit scores:
Amount
High grade
Credit Score
Description
1
Substantially
risk free
Minimal risk
Moderate risk
2
3
Standard grade
4
5
6
7
Substandard grade
Below 7
Average risk
Above average
risk
High risk
Non-rated
Past due and
C rated
2009
P
58,244
3,256,639
4,587,067
2008
P
5,000
1,674,292
7,152,395
4,225,601
2,783,512
2,361,673
381,341
329,473
2,564,474
949,872
1,649,790
457,085
P 15,657,123
360,745
P 17,140,080
- 44 -
Substantially Risk Free - These borrowers have high degree of stability, substance and
diversity. They are expected to remain of high quality in virtually all economic
conditions and have access to substantial amount of funds through the public
markets at any time.
Minimal Risk - These borrowers have strong market and financial position with
history of successful performance. The overall debt service capacity as measured by
cash flow to total debt service, as well as their ability to meet their financial
commitments, is very strong.
Modest Risk - These borrowers have strong cash flows and acceptable degree of
stability and substance under normal market conditions. However, they may be
susceptible to cyclical changes or concentrations of business risk may be present.
Average Risk - These borrowers have adequate cash flows to meet its commitments
and can withstand normal business cycles. However, any prolonged unfavorable
economic period would create deterioration beyond acceptable levels as clear risk
elements exists reflecting volatility of earnings and performance.
Above Average Risk - These borrowers have adequate cash flows to meet its
commitments but faces on-going uncertainties and exposure to adverse business,
financial or economic conditions.
High Risk - Although these borrowers currently have adequate cash flows to meet
their commitments, their performance have already been weakened and any
continuation of adverse business, financial or economic conditions or further
downturns are already expected to impair their capacity or willingness to meet their
financial commitments.
Substandard - These borrowers represent inadequacy of cash flows and real risk of
non-payment of principal. The probability of default increases as credit rating goes
down from 7.
Basically independent from influence by any transactional factors, the ORR is
combined with the FRA to allow a more precise depiction of risk. The FRA takes
into account the conduct or handling of the borrower’s loan and depository
accounts. The combination of the ORR and the FRA results in the Adjusted
Obligor Risk Rating (“AORR”).
After rating the account, the Account Officer submits a recommended FRR based
on the AORR and all other perceived relevant factors which may or may not have
been considered in the credit scoring system. The above description of Combank’s
credit score will then apply to the recommended FRR.
4.2.3 Retail Financial Products
The consumer loan portfolio of the Bank is composed of three main product
groups, namely: credit cards, auto and residential mortgage loans. Each of these
product groups has their own risk guidelines and risk assessment system. Although
each loan application is examined through an individual credit evaluation process
(combined manual and automated process), the consumer loans are managed on a
single portfolio basis with respect to defaults as well as accept, reject and review
standards.
- 45 -
For the Bank’s credit card business, the main risk assessment tool is the applications
scoring model which has been revised and fine-tuned through the years using the
Bank’s own credit experience in the credit card business. The current applications
scoring model uses nine variables which have been identified as likely predictors of
credit behavior of credit card applicants.
The Bank has categorized the scorecard into three levels: Outright Accept, Review
Band and Outright Reject. The Outright Accept category refers to applicants that
are within the risk profile acceptable to the Bank and their applications are
automatically approved, provided that all information in the application are verified
to be accurate based on a validation system presently in place. The Outright Reject
category refers to applicants that are below the minimum risk profile acceptable to
the Parent Company and their applications are automatically rejected. Applications
that fall within the Review Band are borderline cases which are routed for approval
by a risk officer, who has the authority to individually accept or reject such
applications based on the predetermined review parameters. The Parent Company
utilizes statistical modeling in updating its application score cards.
An analysis of the maximum exposure to credit risk without taking into account any
collateral held or other credit enhancements is shown below:
Group
Parent
2009
2008
2009
2008
P 20,850,017
2,730,786
30,475,794
P 22,237,389
5,237,025
3,849,985
P 20,850,017
2,730,646
30,475,794
P 22,237,389
5,236,948
3,849,985
54,056,597
31,324,399
54,056,457
31,324,322
Financial assets at FVTPL
Derivative assets
827,563
580,512
827,563
580,512
AFS securities
Fixed rate treasury notes
Government bonds
Private debt securities
16,657,574
10,030,428
2,749,657
10,660,427
14,511,842
1,987,638
16,657,574
10,030,428
2,749,657
10,660,427
14,511,842
1,987,638
29,437,659
27,159,907
29,437,659
27,159,907
22,873,487
2,023,115
20,374,292
1,938,308
22,873,487
2,023,115
20,374,292
1,938,308
24,896,602
22,312,600
24,896,602
22,312,600
P 109,218,421
P 81,377,418
P 109,218,281
P 81,377,341
Credit risk exposures on on-balance
sheet items:
Due from BSP
Due from other banks
Interbank loans receivable
HTM investments
Government bonds
Fixed rate treasury notes
Subtotal (carried forward)
- 46 Group
Subtotal (brought forward)
Loans and receivables
Receivables from customers
Corporate
Commercial
Consumer
Bills purchased
Accrued interest receivable
Others
Securities purchased under
reverse repurchase
agreement (SPURRA)
Unquoted debt securities
classified as loans
Sales contract receivables
Accounts receivable
Installment contracts
receivable
Credit risk exposures on off-balance
sheet items:
Financial guarantees
(see Note 33.2)
Loan commitments and other
credit-related liabilities
Parent
2009
2008
2009
2008
P 109,218,421
P 81,377,418
P 109,218,281
P 81,377,341
24,875,761
16,841,881
13,677,431
3,830,417
2,231,979
667,552
22,950,207
16,967,821
13,592,889
3,344,755
2,359,976
559,826
24,875,761
16,841,881
13,677,431
3,830,417
2,231,979
667,552
22,950,207
16,967,821
13,592,889
3,344,755
2,359,976
559,826
29,540,000
17,330,000
29,540,000
17,330,000
7,409,555
1,152,885
543,687
11,591,042
1,242,049
776,668
7,409,555
1,152,885
499,684
11,591,042
1,242,049
734,750
15,860
10,321
100,787,008
90,725,554
100,727,145
90,673,315
210,005,429
172,102,972
209,945,426
172,050,656
2,825,925
2,658,597
2,825,925
2,658,597
731,921,060
535,471,000
731,921,060
535,471,000
734,746,985
538,129,597
734,746,985
538,129,597
P 944,752,414
P 710,232,569
P 944,692,411
P 710,180,253
-
-
- 47 -
4.2.4 Concentration of Credit Risk
An analysis of concentrations of credit risk for loans and other receivables and
investment securities (grossed up for any allowance for impairment losses and
unearned discounts) of the Group and the Parent Company by industry and by
geographic location as of December 31, 2009 and 2008 is shown below:
Group
2009
Loans and Other
Receivables
%
Amount
Concentration by industry
Manufacturing
Real estate, renting and other
related activities
Financial intermediation
Community, social and
personal activities
Wholesale and retail trade
Transportation, storage
and communication
Electricity, gas and water
Private households
Hotel and restaurants
Others
P
Investment
Securities
7,267,585
6.67
14,404,048
45,463,534
13.22
41.73*
6,893,364
6,473,319
6.33
5.94
14,561,643
9,471,366
1,314,977
362,635
2,722,455
P 108,934,926
P
Total
109,537
121,638
49,780,490
-
P
7,377,122
14,525,686
95,244,024
5
6,893,364
6,473,324
13.37
8.69
1.21
0.33
2.50
85,900
2,360,673
3,384,692
14,647,543
11,832,039
1,314,977
362,635
6,107,147
100.00
P 55,842,935
P 164,777,861
* UDSCL is a separate statement of financial position line item and does not form part of Loans and
Receivables account for BSP reporting purposes. As such, concentration of credit risk related to the
financial intermediation sector is reduced to 37.48%. Current BSP regulations, however, limit the
concentration to an industry to 30%. Concentration to financial intermediation industry as of
December 31, 2009 of P45,463,534 includes reverse repurchase agreements with the BSP of
P29,540,000, pertaining to overnight lending which matured immediately after December 31, 2009.
Hence, excluding the reverse repurchase agreement account, the concentration ratio to financial
intermediation is reduced to 11.83%.
2009
Loans and Other
Receivables
Amount
%
Concentration by location
Philippines
Europe
Other Asia
United States
P 101,259,637
86,107
7,589,182
P 108,934,926
Investment
Securities
Total
6.97
P 52,315,259
3,376,709
138,600
12,367
P 153,574,896
3,462,816
138,600
7,601,549
100.00
P 55,842,935
P 164,777,861
92.95
0.08
-
- 48 2008
Loans and Other
Receivables
%
Amount
Concentration by industry
Manufacturing
Real estate, renting and other
related activities
Financial intermediation
Community, social and
personal activities
Wholesale and retail trade
Transportation, storage
and communication
Electricity, gas and water
Private households
Hotel and restaurants
Others
P 10,066,063
Investment
Securities
10.35
P
Total
101,574
P 10,167,637
203,619
44,096,884
13,697,826
79,876,288
13,494,207
35,779,404
13.88
36.80 *
7,448,630
6,149,441
7.66
6.33
8,578,276
10,856,595
1,013,746
395,164
3,438,367
8.82
11.17
1.04
0.41
3.54
86,921
6,069,943
8,665,197
10,856,595
1,013,746
395,164
9,508,310
P 97,219,893
100.00
P 50,558,941
P 147,778,834
-
7,448,630
6,149,441
* UDSCL is a separate statement of financial position line item and does not form part of Loans
and Receivables account for BSP reporting purposes. As such, concentration of credit risk
related to the financial intermediation sector is reduced to 28.25%. Concentration to financial
intermediation industry as of December 31, 2008 of P35,779,404 includes reverse repurchase
agreements with the BSP of P17,330,000, pertaining to overnight lending which matured
immediately after December 31, 2008. Hence, excluding the reverse repurchase agreement
account, the concentration ratio to financial intermediation is reduced to 10.04%.
2008
Loans and Other
Receivables
Amount
%
Concentration by location
Philippines
Europe
Other Asia
United States
87.77
12.23
Investment
Securities
Total
P 134,612,437
12,517,222
506,615
142,560
P 85,326,557
11,893,336
-
-
P 49,285,880
623,886
506,615
142,560
P 97,219,893
100.00
P 50,558,941 P 147,778,834
- 49 Parent
2009
Loans and Other
Receivables
%
Amount
Concentration by industry
Manufacturing
Real estate, renting and other
related activities
Financial intermediation
Community, social and
personal activities
Wholesale and retail trade
Transportation, storage
and communication
Electricity, gas and water
Private households
Hotel and restaurants
Others
P
Investment
Securities
7,267,585
6.68
14,386,700
45,463,534
13.21
41.76*
6,893,364
6,473,319
6.33
5.95
14,561,643
9,471,366
1,314,977
362,635
2,677,648
P 108,872,771
P
Total
109,537
121,638
49,780,490
-
P
7,377,122
14,508,338
95,244,024
5
6,893,364
6,473,324
13.37
8.70
1.21
0.33
2.46
85,900
2,360,673
3,384,692
14,647,543
11,832,039
1,314,977
362,635
6,062,340
100.00
P 55,842,935
P 164,715,706
* UDSCL is a separate statement of financial position line item and does not form part of Loans
and Receivables account for BSP reporting purposes. As such, concentration of credit risk
related to the financial intermediation sector is reduced to 37.51%. Current BSP regulations,
however, limit the concentration to an industry to 30%. Concentration to financial
intermediation industry as of December 31, 2009 of P45,463,534 includes reverse repurchase
agreements with the BSP of P29,540,000, pertaining to overnight lending which matured
immediately after December 31, 2009. Hence, excluding the reverse repurchase agreement
account, the concentration ratio to financial intermediation is reduced to 11.84%.
2009
Loans and Other
Receivables
Amount
%
Concentration by location
Philippines
Other Asia
United States
Europe
P 101,197,482
86,107
7,589,182
P 108,872,771
Investment
Securities
Total
6.97
P 52,315,259
3,376,709
138,600
12,367
P 153,512,741
3,436,816
138,600
7,601,549
100.00
P 55,842,935
P 164,715,706
92.95
0.08
-
- 50 2008
Loans and Other
Receivables
%
Amount
Concentration by industry
Manufacturing
Real estate, renting and other
related activities
Financial intermediation
Community, social and
personal activities
Wholesale and retail trade
Transportation, storage
and communication
Electricity, gas and water
Private households
Hotel and restaurants
Others
P 10,066,063
Investment
Securities
10.36
P
Total
101,574
P 10,167,637
203,619
44,057,060
13,687,506
79,836,464
13,483,887
35,779,404
13.88
36.82 *
7,448,630
6,149,441
7.67
6.33
8,578,276
10,856,595
1,013,746
395,164
3,394,686
8.83
11.17
1.04
0.41
3.49
86,921
6,109,767
8,665,197
10,856,595
1,013,746
395,164
9,504,453
P 97,165,892
100.00
P 50,558,941
P 147,724,833
-
7,448,630
6,149,441
* UDSCL is a separate statement of financial position line item and does not form part of Loans
and Receivables account for BSP reporting purposes. As such, concentration of credit risk
related to the financial intermediation sector is reduced to 28.27%. Concentration to financial
intermediation industry as of December 31, 2008 of P35,779,404 includes reverse repurchase
agreements with the BSP of P17,330,000, pertaining to overnight lending which matured
immediately after December 31, 2008. Hence, excluding the reverse repurchase agreement
account, the concentration ratio to financial intermediation is reduced to 10.05%.
2008
Loans and Other
Receivables
Amount
%
Concentration by location
Philippines
Other Asia
United States
Europe
87.76
Investment
Securities
Total
P 134,558,436
506,615
142,560
12,517,222
P 147,724,833
P 85,272,556
11,893,336
12.24
P 49,285,880
506,615
142,560
623,886
P 97,165,892
100.00
P 50,558,941
- 51 -
4.2.5 Exposure to Credit Risk
The carrying amount of financial resources recognized in the financial statements
represents the maximum exposure to credit risk without taking into account the
value of any collateral obtained as of December 31, 2009 and 2008.
Group
2009
Neither past due nor impaired
Past due but not impaired
Impaired
Allowance for impairment
(
Loans
and Other
Receivables
Investment
Securities
Total
P 76,629,722
767,339
31,240,903
108,637,964
P 54,668,154
493,670
681,112
55,842,936
P 131,297,876
1,261,009
31,922,015
164,480,900
7,850,956 ) (
P 100,787,008
681,112 ) (
P 55,161,824
8,532,068 )
P 155,948,832
2008
Neither past due nor impaired
Past due but not impaired
Impaired
Allowance for impairment
(
Loans
and Other
Receivables
Investment
Securities
Total
P 86,911,444
881,782
9,014,152
96,807,378
P 49,728,455
330,058
500,428
50,558,941
P 136,639,899
1,211,840
9,514,580
147,366,319
6,081,824 ) (
P 90,725,554
500,428 ) (
P 50,058,513
6,582,252 )
P 140,784,067
Parent
2009
Neither past due nor impaired
Past due but not impaired
Impaired
Allowance for impairment
(
Loans
and Other
Receivables
Investment
Securities
Total
P 76,569,859
767,339
31,238,611
108,575,809
P 54,668,154
493,670
681,112
55,842,936
P 131,238,013
1,261,009
31,919,723
164,418,745
7,848,664 ) (
P 100,727,145
681,112 ) (
P 55,161,824
8,529,776 )
P 155,888,969
- 52 2008
Neither past due nor impaired
Past due but not impaired
Impaired
Allowance for impairment
Loans
and Other
Receivables
Investment
Securities
Total
P 86,861,888
881,782
9,009,707
96,753,377
P 49,728,455
330,058
500,428
50,558,941
P 136,590,343
1,211,840
9,510,135
147,312,318
6,080,062 ) (
(
P 90,673,315
500,428 ) (
P 50,058,513
6,580,490 )
P 140,731,828
The table below shows the credit quality per class of financial assets that are neither
past due nor impaired, based on the Parent Company’s rating system:
Group
Standard
Grade
High Grade
Due from BSP
Due from other banks
Interbank loans receivable
Financial assets at FVTPL
Government debt securities
Private debt securities
Available-for-sale securities
Government debt securities
(including fixed rate
treasury notes)
Private debt securities
HTM investments
Government bonds
Treasury notes
Subtotal (carried forward)
P 20,850,017
2,465,959
30,475,794
P
2009
Substandard
Grade
264,827
-
P
Total
-
P 20,850,017
2,730,786
30,475,794
53,791,770
264,827
-
54,056,597
155,593
232,166
439,804
-
155,593
671,970
387,759
439,804
-
827,563
18,227,864
174,627
8,460,138
2,081,360
-
26,688,002
2,255,987
18,402,491
10,541,498
-
28,943,989
6,875,536
2,023,115
15,997,951
-
-
22,873,487
2,023,115
8,898,651
15,997,951
-
24,896,602
P 81,480,671
P 27,244,080
-
P 108,724,751
P
- 53 -
Subtotal (brought forward)
Loans and receivables
Receivables from customers
Corporate
Commercial
Consumer
Bills purchased
Accrued interest receivable
Others
SPURRA
UDSCL
Accounts receivable
Sales contract receivable
Due from BSP
Due from other banks
Interbank loans receivable
High Grade
P 81,480,671
P 27,244,080
11,090,948
1,021,998
227,402
29,540,000
7,409,555
9,557,331
3,571,090
6,440,014
3,830,417
2,202,950
434,998
134,274
1,168,745
49,289,903
27,339,819
P 130,770,574
P 54,583,899
High Grade
Standard
Grade
P 22,237,389
4,929,974
3,849,985
Available-for-sale securities
Government debt securities
(including fixed rate
treasury notes)
Private debt securities
HTM investments
Government bonds
Treasury notes
Private bonds
Subtotal (carried forward)
P
P
-
P 108,724,751
-
20,648,279
4,593,088
6,440,014
3,830,417
2,202,950
662,400
29,540,000
7,409,555
134,274
1,168,745
-
76,629,722
P
-
2008
Substandard
Grade
307,051
-
Total
P
P 185,354,473
Total
-
P 22,237,389
5,237,025
3,849,985
307,051
-
31,324,399
45,976
534,536
-
-
45,976
534,536
580,512
-
-
580,512
31,017,348
Financial assets at FVTPL
Government debt securities
Private debt securities
2009
Substandard
Grade
Standard
Grade
14,837,128
1,028,288
10,335,141
634,786
-
25,172,269
1,663,074
15,865,416
10,969,927
-
26,835,343
6,586,162
1,938,308
-
13,728,881
59,249
-
20,315,043
1,938,308
59,249
8,524,470
13,788,130
-
22,312,600
P 55,987,746
P 25,065,108
-
P 81,052,854
P
- 54 -
Subtotal (brought forward)
Loans and receivables
Receivables from customers
Corporate
Commercial
Consumer
Bills purchased
Accrued interest receivable
Others
SPURRA
UDSCL
Accounts receivable
Sales contract receivable
2008
Substandard
Grade
High Grade
Standard
Grade
P 55,987,746
P 25,065,108
8,470,152
1,679,292
17,330,000
-
13,002,127
15,620,525
10,462,109
3,333,032
2,359,231
629,939
11,591,042
73,781
1,242,049
169,163
786,603
162,399
-
21,641,442
18,086,420
10,462,109
3,333,032
2,359,231
629,939
17,330,000
11,591,042
236,180
1,242,049
27,479,444
58,313,835
1,118,165
86,911,444
P 83,467,190
P 83,378,943
1,118,165
P 167,964,298
High Grade
Standard
Grade
P
P
-
Total
P 81,052,854
Parent
Due from BSP
Due from other banks
Interbank loans receivable
Financial assets at FVTPL
Government debt securities
Private debt securities
Available-for-sale securities
Government debt securities
Private debt securities
Subtotal (carried forward)
P 20,850,017
2,465,958
30,475,794
P
2009
Substandard
Grade
264,688
-
P
Total
-
P 20,850,017
2,730,646
30,475,794
53,791,769
264,688
-
54,056,457
155,593
232,166
439,804
-
155,593
671,970
387,759
439,804
-
827,563
18,227,864
174,627
8,460,138
2,081,360
-
26,688,002
2,255,987
18,402,491
10,541,498
-
28,943,989
P 72,582,019
P 11,245,990
-
P 83,828,009
P
- 55 -
Subtotal (brought forward)
HTM investments
Government bonds
Treasury notes
Private bonds
Loans and receivables
Receivables from customers
Corporate
Commercial
Consumer
Bills purchased
Accrued interest receivable
Others
SPURRA
UDSCL
Accounts receivable
Sales contract receivable
Due from BSP
Due from other banks
Interbank loans receivable
High Grade
P 72,582,019
P 11,245,990
6,875,536
2,023,115
-
P 83,828,009
15,997,951
-
-
22,873,487
2,023,115
-
8,898,651
15,997,951
-
24,896,602
11,090,948
1,021,998
227,402
29,540,000
7,409,555
-
9,557,331
3,571,090
6,440,014
3,830,417
2,202,950
434,998
90,271
1,152,885
-
20,648,279
4,593,088
6,440,014
3,830,417
2,202,950
662,400
29,540,000
7,409,555
90,271
1,152,885
49,289,903
27,279,956
-
76,569,859
P 130,770,573
P 54,523,897
-
P 185,294,470
High Grade
Standard
Grade
P 22,237,389
4,929,897
3,849,985
Available-for-sale securities
Government debt securities
Private debt securities
Subtotal (carried forward)
P
P
Total
-
P
2008
Substandard
Grade
307,051
-
P
Total
-
P 22,237,389
5,236,948
3,849,985
307,051
-
31,324,322
45,976
534,536
-
-
45,976
534,536
580,512
-
-
580,512
31,107,271
Financial assets at FVTPL
Government debt securities
Private debt securities
2009
Substandard
Grade
Standard
Grade
14,837,128
1,411,684
10,335,141
251,390
-
25,172,269
1,663,074
16,248,812
10,586,531
-
26,835,343
P 47,936,595
P 10,893,582
-
P 58,830,177
P
- 56 -
Subtotal (brought forward)
2008
Substandard
Grade
High Grade
Standard
Grade
P 47,936,595
P 10,893,582
6,586,162
1,938,308
-
-
P 58,830,177
13,728,881
59,249
-
20,315,043
1,938,308
59,249
8,524,470
13,788,130
-
22,312,600
8,470,152
1,679,292
17,330,000
-
13,002,127
15,620,525
10,462,109
3,333,032
2,359,231
629,939
11,591,042
24,225
1,242,049
169,163
786,603
162,399
-
21,641,442
18,086,420
10,462,109
3,333,032
2,359,231
629,939
17,330,000
11,591,042
186,624
1,242,049
27,479,444
58,264,279
1,118,165
86,861,888
P 83,940,509
P 82,945,991
1,118,165
P 168,004,665
HTM investments
Government bonds
Treasury notes
Private bonds
Loans and receivables
Receivables from customers
Corporate
Commercial
Consumer
Bills purchased
Accrued interest receivable
Others
SPURRA
UDSCL
Accounts receivable
Sales contract receivable
P
Total
P
The table below shows the aging analysis of past due but not impaired financial
assets per class of the Group:
Less than
30 days
Loans
Commercial
Consumer
Corporate
Accrued interest
receivable
Others
P
52,579
113,410
-
P
-
Available-for-sale
securities – debt
37,299
45,669
-
P
-
P
2,154
16,693
4,373
P
111,986
209,992
4,373
29,029
2,546
83,868
54,174
53,395
357,926
-
-
493,670
493,670
166,489
P
19,954
34,220
-
Total
29,029
1,146
900
166,489
More than
180 days
-
500
P
2009
91 to 180
days
31 to 90
days
83,868
P
54,174
P
547,065
P
851,596
2009
61 to 180
days
Accounts receivable
P
130,695
181 to 360
days
P
59,250
361 days
and over
P
219,468
Total
P
409,413
- 57 Less than
30 days
Loans
Commercial
Consumer
Asset recovery
group accounts
P
Available-for-sale
securities – debt
P
2008
91 to 180
days
31 to 90
days
24,045
59,825
P
17,904
20,043
P
More than
180 days
25,342
19,241
P
Total
16,180
P
67,291
115,289
-
-
151,075
-
151,075
83,870
37,947
195,658
16,180
333,655
-
-
330,058
330,058
83,870
P
-
37,947
P
195,658
P
346,238
P
663,713
2008
61 to 180
days
Accounts receivable
P
105,751
181 to 360
days
P
310,478
361 days
and over
P
131,898
Total
P
548,127
No separate parent company aging analysis of past due but not impaired financial
assets was presented due to insignificant difference between the consolidated and
parent company accounts.
4.2.6 Collateral Held As Security and Other Credit Enhancements
The Group holds collateral against loans and receivables from customers in order to
mitigate risk. The collateral may be in the form of mortgage over real estate
property, chattels, inventory, cash, securities and/or guarantees. The Bank regularly
monitors and updates the fair value of the collateral depending on the type of credit
exposure. Estimates of the fair value of collateral are considered in the review and
assessment of the adequacy of allowance for credit losses. In general, the Bank does
not require collateral for loans and advances to other banks, except when securities
are held as part of reverse repurchase agreements.
- 58 -
An estimate of the fair value of collateral and other security enhancements held by
the Group against loans and other receivables as of December 31, 2009 and 2008 is
shown below:
2009
Against individually impaired
Property
Others
P
Against collectively impaired
Property
Deposits
Others
Against past due but not impaired
Property
Others
Against neither past due nor impaired
Property
Deposits
Others
P
513,581
848,636
2008
P
272,264
-
1,362,217
272,264
6,042,670
197,668
12,406,979
5,048,394
3,120,036
18,647,317
8,168,430
299,990
43,846
645,154
134,581
343,836
779,735
12,073,790
573,177
7,312,385
27,174,139
9,467,851
19,959,352
36,641,990
40,312,722
P
45,862,419
4.3 Liquidity Risk
Liquidity risk is the risk that there are insufficient funds available to adequately meet
the credit demands of the Group’s customers and repay deposits on maturity. The
ALCO and the Treasurer of the Group ensure that sufficient liquid assets are
available to meet short-term funding and regulatory requirements. Liquidity is
monitored by the Group on a daily basis and under stressed situations. A
contingency plan is formulated to set out the amount and the sources of funds
(such as unused credit facilities) that are available to the Group and the
circumstances under which the Group may use such funds.
The Group also manages its liquidity risks through the use of a Maximum
Cumulative Outflow (“MCO”) limit which regulates the outflow of cash on a
cumulative basis and on a tenor basis. To maintain sufficient liquidity in foreign
currencies, the Group has also set an MCO limit for certain designated foreign
currencies. The MCO limits are endorsed by the MRC and approved by the BOD.
- 59 -
The table below shows the maturity profile of the financial liabilities based on
contractual undiscounted cash flows (amounts in millions of Philippine pesos):
Group
Non-derivative liabilities
Deposit liabilities
Demand
Savings
Time
On
demand
Up to
1 month
P 105,849
17,656
350
P
123,855
20
2,794
Bills payable
Notes payable
Manager’s checks
Accrued interest
payable
Accrued other
payables
Other liabilities
17,890
-
328
8,360
-
8
126,677
59,510
-
-
P 126,677
2009
3 to 6
months
P
17,890
239
61
-
365
67
18,257
2,347
6 to 12
months
P
1,258
Beyond
1 year
P
-
Total
457
P 105,849
17,656
72,257
195,762
1,066
6,667
2,794
2,347
144
69
-
1,258
3
201
-
457
227
6,267
-
-
-
-
-
-
2,560
1,462
365
529
29
857
8,464
7,509
215,975
6,411
6,272 ) (
4,994
4,898 ) (
5,121
5,039 ) (
4,163
4,050 ) (
208
179 ) (
139
96
82
113
29
459
P 59,649
P 18,353
7,538
P 216,434
(
Total liabilities
P
49,955
433
69
-
-
Derivative liabilities
Outflow
Inflow
49,955
1 to 3
months
P
2,642
P
1,575
P
20,897
20,438 )
Following is the contractual maturity per type of derivatives liabilities for both the
Group and Parent Company:
Foreign currency
forwards
Spot transactions
P
P
-
P
-
P
134
5
P
139
P
96 P
-
82 P
-
96 P
113 P
-
82 P
29
P
454
5
29
P
459
113 P
- 60 On
demand
Non-derivative liabilities
Deposit liabilities
Demand
Savings
Time
Bills payable
Notes payable
Manager’s checks
Accrued interest
payable
Accrued other
payables
Other liabilities
Derivative liabilities
Outflow
Inflow
Up to
1 month
P 90,457
14,558
20
P
105,035
20
2,688
P
38,565
1,813
-
-
15,305
-
246
7,237
-
7
107,750
48,256
-
-
2008
3 to 6
months
P
15,305
23
61
-
395
45
15,434
1,668
6 to 12
months
P
-
-
841
488
841
6
62
161,902
2,160
2,326
2,688
1,668
23
-
-
488
275
2,203
-
-
-
-
-
-
1,691
909
4,049
3,840 ) (
839
785 ) (
548
305
209
54
P 107,750
P 48,804
P 15,739
On
demand
Up to
1 month
1 to 3
months
P 105,976
18,269
350
P
1,900
P
Total
P 90,457
14,558
56,887
3,925
3,620 ) (
P
Beyond
1 year
P
8,857
8,309 ) (
(
Total liabilities
38,565
1 to 3
months
395
328
29
574
7,318
3,323
177,363
824
657 ) (
963 P
18,494
17,211 )
167
1,283
3,490
P 178,646
Parent
Non-derivative liabilities
Deposit liabilities
Demand
Savings
Time
Bills payable
Notes payable
Manager’s checks
Accrued interest
payable
Accrued other
payables
Other liabilities
Derivative liabilities
Outflow
Inflow
124,595
19
2,794
49,955
433
69
-
-
P
17,890
-
327
8,331
-
8
127,416
59,480
-
-
P 127,416
(
P
17,890
239
61
-
365
Total liabilities
49,955
2009
3 to 6
months
67
18,257
2,347
6 to 12
months
P
1,258
Beyond
1 year
P
-
Total
457
P 105,976
18,269
72,257
196,502
1,065
6,667
2,794
2,347
144
69
-
1,258
3
201
-
457
227
6,267
-
-
-
-
-
-
29
327
8,435
2,560
1,462
6,980
216,155
365
6,411
6,272 ) (
4,994
4,898 ) (
5,121
5,039 ) (
4,163
4,050 ) (
208
179 ) (
139
96
82
113
29
459
P 59,619
P 18,353
7,009
P 216,614
P
2,642
P
1,575
P
20,897
20,438 )
- 61 On
demand
Non-derivative liabilities
Deposit liabilities
Demand
Savings
Time
Bills payable
Notes payable
Manager’s checks
Accrued interest
payable
Accrued other
payables
Other liabilities
Derivative liabilities
Outflow
Inflow
P 90,611
14,953
20
P
105,584
20
2,688
38,565
38,565
1,813
-
-
1 to 3
months
P
15,305
-
243
7,173
-
7
108,299
48,189
-
-
P 108,299
(
2008
3 to 6
months
P
15,305
23
61
-
395
Total liabilities
Up to
1 month
45
15,434
1,668
6 to 12
months
P
-
P
-
841
488
841
6
62
162,451
2,160
2,326
2,688
1,668
23
-
-
488
275
2,203
-
-
-
-
-
-
-
1,691
909
3,925
3,620 ) (
4,049
3,840 ) (
839
785 ) (
548
305
209
54
P 48,737
P 15,739
1,900
P
Total
P 90,611
14,953
56,887
8,857
8,309 ) (
P
Beyond
1 year
963 P
395
29
243
7,254
2,995
177,517
824
657 ) (
18,495
17,211 )
167
1,283
3,162
P 178,800
4.4 Market Risk
Market risk is the risk that the fair value or future cash flows of financial instruments
will fluctuate due to changes in market variables such as interest rate, foreign
exchange rates and equity prices. The Group classifies exposures to market risk into
either trading book or banking book. The market risk for the trading portfolio is
managed and monitored based on a Value-at-Risk (VaR) methodology. Meanwhile,
the market risk for the non-trading positions are managed and monitored using
other sensitivity analyses.
The Group applies a VaR methodology to assess the market risk positions held and
to estimate the potential economic loss based upon a number of parameters and
assumptions for various changes in market conditions. VaR is a method used in
measuring financial risk by estimating the potential negative change in the market
value of a portfolio at a given confidence level and over a specified time horizon.
The Group uses the parametric VaR approach in assessing the possible changes in
the market value of held-for-trading and AFS securities based on historical data for a
rolling one year period. The VaR models are designed to measure market risk in a
normal market environment. The models assume that any changes occurring in the
risk factors affecting the normal market environment will follow a normal
distribution. The use of VaR has limitations because it is based on historical
correlations and volatilities in market prices and assumes that future price
movements will follow a statistical distribution. Due to the fact that VaR relies
heavily on historical data to provide information and may not clearly predict the
future changes and modifications of the risk factors, the probability of large market
moves may be underestimated if changes in risk factors fail to align with the normal
distribution assumption.
- 62 -
VaR may also be underestimated or overestimated due to the assumptions placed on
risk factors and the relationship between such factors for specific instruments. Even
though positions may change throughout the day, the VaR only represents the risk
of the portfolios at the close of each business day, and it does not account for any
losses that may occur beyond the 99% confidence level.
The VaR figures are backtested daily against actual and hypothetical profit and loss
of the trading book to validate the robustness of the VaR model. To supplement
the VaR, the Group performs stress tests wherein the trading portfolios are valued
under extreme market scenarios not covered by the confidence interval of the
Group’s VaR model.
Since VaR is an integral part of the Group’s market risk management, VaR limits
have been established annually for all financial trading activities and exposures
against the VaR limits and are monitored on a daily basis. Limits are based on the
tolerable risk appetite of the Group.
A summary of the Group’s VaR position at December 31, 2009 and 2008 follows
(amounts in millions of Philippine pesos):
2009
Foreign
exchange
December 31
Average daily
Highest
Lowest
P
96.45
34.95
143.16
0.15
Interest
rate
P
Equity
483.77
846.41
1,405.16
460.85
P
1.89
1.80
2.02
1.55
Total VaR
P
582.10
883.16
1,525.32
527.62
2008
Foreign
exchange
December 31
Average daily
Highest
Lowest
P
70.24
19.43
74.04
0.64
Interest
rate
P
776.68
421.99
973.44
174.57
Equity
P
Total VaR
1.92
0.76
1.98
0.15
P
848.85
442.17
1,042.33
181.59
The high and low of the total portfolio may not equal to the sum of the individual
components as the high and lows of the individual portfolios may have occurred on
different trading days. The VaR for foreign exchange is the foreign exchange risk
throughout the Parent Company.
4.5 Interest Rate Risk
A critical element of the Group’s risk management program consists of measuring
and monitoring the risks associated with fluctuations in market interest rates on the
Group’s net interest income and ensuring that the exposure in interest rates is kept
within acceptable limits.
- 63 -
The Group employs “gap analysis” to measure the interest rate sensitivity of its
resources and liabilities. The gap analysis measures, for any given period, any
mismatch between the amounts of interest-earning resources and interest-bearing
liabilities which would mature or reprice during the period. A positive gap occurs
when the amount of interest rate sensitive assets exceeds the amount of interest rate
sensitive liabilities while a negative gap occurs when the amount of interest rate
sensitive liabilities exceeds the amount of interest rate sensitive assets. Accordingly,
during a period of rising interest rates, a company with a positive gap will have more
interest rate sensitive assets repricing at a higher interest rate than interest rate
sensitive liabilities which will be favorable to it. During a period of falling interest
rates, a company with a positive gap will have more interest rate sensitive assets
repricing at a lower interest rate than interest rate sensitive liabilities, which will be
unfavorable to it.
The asset-liability gap position of the Parent Company at carrying amounts follows
(amounts in millions):
Up to
Six Months
Resources
Placements
Loans
Investments
P
Liabilities
Deposit liabilities
Bills payable
Notes payable
47,206
73,999
2,253
2009
Beyond
Six Months
Beyond
to One Year
One Year
P
4,339
1,073
6,850
22,389
54,713
123,458
5,412
83,952
212,822
69,484
818
-
1,168
10
124,597
227
5,037
195,249
1,055
5,037
1,178
129,861
201,341
-
70,302
Asset-Liability Gap
P
53,156
Up to
Six Months
Resources
Placements
Loans
Investments
P
Liabilities
Deposit liabilities
Bills payable
Notes payable
25,387
58,022
913
P
P
4,234 ( P
P
45,909) P
2008
Beyond
Six Months
Beyond
to One Year
One Year
P
P
11,481
Total
5,937
29,320
49,132
84,322
3,348
84,389
172,059
54,868
1,873
-
777
2
106,324
281
1,287
161,969
2,156
1,287
779
107,892
165,412
27,581
-
54,056
100,727
58,039
3,332
16
-
56,741
Asset-Liability Gap
P
Total
P
2,569 ( P
P
23,503 ) P
31,324
90,674
50,061
6,647
- 64 -
4.6 Foreign Exchange Risk
Foreign exchange risk is the risk to earnings or capital arising from changes in
foreign exchange rates.
The Group’s net foreign exchange exposure, taking into account any spot or
forward exchange contracts, is computed as foreign currency assets less foreign
currency liabilities. The foreign exchange exposure is limited to the day-to-day,
over-the-counter buying and selling of foreign exchange in the Group’s branches, as
well as foreign exchange trading with corporate accounts and other financial
institutions. The Group is permitted to engage in proprietary trading to take
advantage of foreign exchange fluctuations.
The breakdown of the financial resources and liabilities of the Parent Company as to
foreign currency-denominated balances, translated to Philippine pesos as of
December 31, 2009 and 2008, follows (consolidated figures for foreign
currency-denominated financial resources and liabilities are the same with Parent
Company balances):
U.S. Dollar
Resources:
Cash and other cash items
Due from other banks
Interbank loans receivables
Financial assets at FVTPL
AFS securities
HTM investments
Loans and other receivables
P
Liabilities:
Deposit liabilities
Bills payable
Derivative liabilities
Accrued interest and
other expenses
Other liabilities
Currency swaps and forwards
(
Net exposure
(P
400,927
1,699,646
29,456,987
92,976
11,034,793
21,499,654
12,021,369
2009
Other
Foreign
Currencies
P
34,653
880,572
1,018,807
2,262,145
Total
P
435,580
2,580,218
30,475,794
92,976
11,034,793
21,499,654
14,283,514
76,206,352
4,196,177
80,402,529
61,026,765
136,376
109,873
1,013,894
8,204
-
62,040,659
144,580
109,873
109,940
162,073
2,837
35,871
112,777
197,944
61,545,027
1,060,806
62,605,833
17,092,604 ) (
1,098,791 ) (
18,191,395 )
2,431,279) P
2,036,580 (P
394,699 )
- 65 2008
Other
Foreign
Currencies
U.S. Dollar
Resources:
Cash and other cash items
Due from other banks
Interbank loans receivables
Financial assets at FVTPL
AFS securities
HTM investments
Loans and other receivables
P
Liabilities:
Deposit liabilities
Bills payable
Derivative liabilities
Accrued interest and
other expenses
Other liabilities
Currency swaps and forwards
Net exposure
575,326
4,158,465
2,943,712
229,556
13,593,034
19,189,661
18,182,305
P
65,468
358,817
906,273
32,171
2,226,836
Total
P
640,794
5,006,252
3,849,985
229,556
13,625,205
19,189,661
20,409,141
59,615,815
3,334,779
62,950,594
48,289,495
903,285
794,090
2,825,553
-
51,115,048
903,285
794,090
154,757
1,076,735
7,780
31,931
162,537
1,108,666
51,492,045
2,865,264
54,357,309
5,648,419 ) (
13,362,153 )
5,178,904 ) (P
4,768,868 )
7,713,734 ) (
(
P
410,036 ( P
The Bank’s foreign currency position for BSP reporting purposes is determined by
also considering the foreign currency position of non-financial assets and liabilities
that are denominated in foreign currencies. The Bank’s net foreign currency
exposure for BSP reporting as of December 31, 2009 and 2008 follows:
2008
2009
In U.S. dollars
($
8,110 )
$
1,505
In Philippine pesos
(P
374,682)
P
71,660
The Parent Company’s policy is to maintain foreign currency exposure within
acceptable limits and within existing regulatory guidelines. The Parent Company
believes that its profile of foreign currency exposure on its assets and liabilities is
within conservative limits for a financial institution engaged in the type of business
in which the Parent Company is involved.
The tables in the next page (in thousands of Philippine pesos) illustrates the
sensitivity of the net result for the year and equity with regard to the Group’s
financial assets and financial liabilities and other currencies – Philippine peso
exchange rate. It assumes certain percentages change (increase and decrease)
of the Philippine peso/other currencies exchange rate for the years ended
December 31, 2009 and 2008. These percentages have been determined based on
the average market volatility in exchange rates in the previous 12 months, using a
confidence level of 99%. The sensitivity analysis is based on the Group’s foreign
currency-denominated financial instruments held at each consolidated statement of
financial position date, including currency swaps and forwards.
- 66 -
If the Philippine peso had weakened against the U.S. dollar and other currencies,
then this would have the following impact:
2009
Increase in
Net income
for the year
% change
U.S. dollars
Japanese yen
Euro
Others
1.0% ( P
2.5%
2.0%
2.3%
17,232 )
14,699
13,477
19,517
2008
Increase in
% change
Net income
for the year
1.0%
3.5% ( P
2.5% (
3.0% (
Negligible
106,178 )
1,359 )
6,352 )
If the Philippine peso had strengthened against the US dollar and other currencies,
then this would have the following impact:
2009
Decrease in
Net income
for the year
% change
U.S. dollars
Japanese yen
Euro
Others
1.0% P
2.5% (
2.0% (
2.3% (
17,232
14,699 )
13,477 )
19,517 )
2008
Decrease in
% change
1.0%
3.5%
2.5%
3.0%
Net income
for the year
P
Negligible
106,178
1,359
6,352
4.7 Operational Risk
To standardize the practice and to conform to international standards, the Parent
Company has adopted the Basel Committee’s definition of operational risk. This is
formalized in the Parent Company’s approved Operational Risk Management
Framework. Operational risk is the risk of loss arising from direct or indirect loss
from inadequate or failed internal processes, people, and systems or external events.
This definition includes legal risk, but excludes strategic and reputational risk. This
also covers potential losses that could occur as a result of the Parent Company’s
exposure in the use of technology-related products, services, delivery channels, and
processes.
Each specific unit of the Parent Company has their roles and responsibilities in the
management of operational risk and these are clearly stated in the framework. At
the BOD level, an ORMC was formed to provide overall direction on the
management of operational risk.
The ORMC, composed of three members of the BOD, one of whom is an
independent director, and two senior management officers of the Parent Company,
covers the following areas of concern:
1. The adequacy of the Parent Company’s policies, procedures, organization
and resources for preventing, or limiting the damage from unexpected loss
due to deficiencies in information systems, business, operational and
management processes, employees skills and supervision, equipment and
internal controls.
2. Results of periodic or special risk assessments conducted in various business
and operating units of the Parent Company to proactively uncover
operational risks that can result to actual loss or damage to the Parent
Company.
- 67 -
3. Summarized results of internal audits, BSP examinations and investigation of
administrative cases that highlight trends indicative of present or emerging
exposures to specific operational risks.
4. Risk assessment of major information systems to be implemented in the
Parent Company.
5. Regulatory compliance issues, whether currently existing, or anticipated to
arise as a result of new laws or regulations.
6. Business continuity strategies, plans, and resources.
An Operational Risk Management Unit has been formed and was given the mandate
to build and lead the roadmap in developing the foundations and systems necessary
for the effective implementation of an Operational Risk Management Framework.
The roadmap is primarily based on the best practices model as applied by other
foreign and local financial institutions.
The Parent Company, as a matter of practice, has embedded in its processes the
basic strategies necessary in order to manage exposure to operational risk. Foremost
is the proper segregation of duties and responsibilities. It ensures that no person
will be able to approve his own transaction, and provides the necessary control
layers to provide check and balance.
In managing products and services, no new products or services are implemented
without performance of operational risk assessment. As part of the product
approval process, product managers make sure that risks were clearly identified and
adequately controlled and mitigated. For existing products and services, regular
reviews are conducted and controls are assessed to determine their continued
effectiveness.
In managing its technology, the Parent Company has institutionalized the
application of Technology Risk Assessment to identify the risks of various systems
in use. Control and mitigation processes are put in place with the objective of
ensuring continuous operations in case of system failures. The Parent Company has
developed and implemented a Business Continuity Plan to give assurance that
services can continue even in case of disasters.
The Parent Company is moving towards the use of mathematical models for
managing operational risk. It is centralizing all information related to losses and
near losses that the Parent Company has experienced. This will be the basis for
creating metrics that will enable the Parent Company to monitor and assess its
operational risks and manage this more effectively.
- 68 -
4.8 Prepayment Risk
Prepayment risk is the risk that the Parent Company will incur a financial loss
because its customers and counterparties repay or request repayment earlier or later
than expected, such as fixed rate mortgages when interest rates fall. The Parent
Company has exposures in consumer loans (e.g., housing and motor vehicles).
These activities generate market risk since these loan products are inherently
sensitive to changes in the level of market interest rates. Based on historical data
from 2008 to twelve months ended December 31, 2009, and from 2007 to twelve
months ended December 31, 2008 prepayment received by the Parent Company is
less than 1% of the total consumer loan portfolio.
4.9 Legal Risk and Regulatory Risk Management
Legal risk pertains to the Bank’s exposure to losses arising from cases decided not in
favor of the Bank where significant legal costs have already been incurred, or in
some instances, where the Bank may be required to pay damages. The Bank is often
involved in litigation in enforcing its collection rights under loan agreements in case
of borrower default. The Bank may incur significant legal expenses as a result of
these events, but the Bank may still end up with non-collection or non-enforcement
of claims. The Bank has established measures to avoid or mitigate the effects of
these adverse decisions and engages several qualified legal advisors, who were
carefully endorsed to and approved by senior management. At year-end, the Bank
also ensures that material adjustments or disclosures are made in the financial
statements for any significant commitments or contingencies which may have arisen
from legal proceedings involving the Bank.
Regulatory risk refers to the potential risk for the Bank to suffer financial loss due to
changes in the laws or monetary, tax or other governmental regulations of a country.
The monitoring of the Bank’s compliance with these regulations, as well as the study
of the potential impact of new laws and regulations, is the primary responsibility of
the Bank’s Chief Compliance Officer. The Chief Compliance Office is responsible
for communicating and disseminating new rules and regulations to all units,
analyzing and addressing compliance issues, performing periodic compliance testing
on branches and Head Office units, and reporting compliance findings to the Audit
Committee and the BOD.
5.
CAPITAL MANAGEMENT
5.1 Regulatory Capital
The Bank’s lead regulator, the BSP, sets and monitors capital requirements of the
Bank.
In implementing current capital requirements, the BSP requires the Bank to
maintain a minimum capital amount and a prescribed ratio of qualifying capital to
risk-weighted assets or the capital adequacy ratio (“CAR”). Risk-weighted assets is
the sum of credit risk, market risks, and operational risks, computed based on BSPprescribed formula provided under its circulars.
- 69 -
Under BSP Circular No. 360, effective July 1, 2003, the capital-to-risk assets ratio is
to be inclusive of a market risk charge. In August 2006, the BSP issued Circular
No. 538 which contains the implementing guidelines for the revised risk-based
capital adequacy framework to conform to Basel II recommendations. Under the
revised framework, capital requirements for operational risk, credit derivatives and
securitization exposures are to be included in the calculation of the Bank’s capital
adequacy. The revised framework also prescribes a more granular mapping of
external credit ratings to the capital requirements and recognizes more type of
financial collateral and guarantees as credit risk mitigants. Changes in the credit risk
weights of various assets, such as foreign currency denominated exposures to the
Philippine national government, non-performing exposures and ROPA, were also
made. Exposures are required to be risk-weighted based on third party credit
assessment of the individual exposure given by eligible external credit assessment
institutions. Credit risk-weights range from 0% to 150% depending on the type of
exposure and/or credit assessment of the obligor. The new guidelines took effect
on July 1, 2007.
In computing the CAR, the regulatory qualifying capital is analyzed into two tiers
which are: (i) Tier 1 Capital, and (ii) Tier 2 Capital; less deductions from the Total
Tier 1 and Tier 2 for the following:
a. Investments in equity of unconsolidated subsidiary banks and other financial
allied undertakings, but excluding insurance companies;
b. Investments in debt capital instruments of unconsolidated subsidiary banks;
c. Investments in equity of subsidiary insurance companies and non-financial
allied undertakings;
d. Reciprocal investments in equity of other banks/enterprises; and
e. Reciprocal investments in unsecured subordinated term debt instruments of
other banks/quasi-banks qualifying as Hybrid Tier 1, Upper Tier 2 and
Lower Tier 2, in excess of the lower of (i) an aggregate ceiling of 5% of total
Tier 1 capital of the bank excluding Hybrid Tier 1; or (ii) 10% of the total
outstanding unsecured subordinated term debt issuance of other banks/
quasi-banks. Provided, that any asset deducted from the qualifying capital in
computing the numerator of the risk-based capital ratio shall not be included
in the risk-weighted assets in computing the denominator of the ratio.
- 70 -
Tier 1 Capital and Tier 2 Capital are defined as follows:
a.
Tier 1 Capital includes the following:
i. paid-up common stock,
ii. paid-up perpetual and non-cumulative preferred stock,
iii. common and perpetual, non-cumulative preferred stock dividends
distributable,
iv. surplus,
v. surplus reserves,
vi. undivided profits (for domestic banks only),
vii. unsecured subordinated debt (with prior BSP approval), and,
viii. minority interest in the equity of subsidiary financial allied undertakings
Subject to deductions for:
i. treasury shares,
ii. unrealized losses on underwritten listed equity securities purchased,
iii. unbooked valuation reserves, and other capital adjustments based on the
latest report of examination,
iv. outstanding unsecured credit accommodations, both direct and indirect,
to directors, officers, stockholders and their related interests (DOSRI),
v. goodwill, and,
vi. deferred income tax.
b. Tier 2 Capital includes:
i. perpetual and cumulative preferred stock,
ii. limited life redeemable preferred stock with or without the replacement
requirement subject to BSP conditions,
iii. dividends distributable of (i) and (ii) above,
iv. appraisal increment reserve – bank premises, as authorized by the
Monetary Board (MB),
v. net unrealized gains on underwritten listed equity securities purchased,
vi. general loan loss provision,
vii. unsecured subordinated debt with a minimum original maturity of at
least ten years (with prior BSP approval),
viii. unsecured subordinated debt with a minimum original maturity of at
least five years (with prior BSP approval), and,
ix. deposit for stock subscription on:
•
•
•
•
common stock,
perpetual and non-cumulative preferred stock,
perpetual and cumulative preferred stock subscription, and
limited life redeemable preferred stock subscription with the
replacement requirement upon redemption
- 71 -
Subject to deductions for:
i. Perpetual and cumulative preferred stock treasury shares,
ii. Limited life redeemable preferred stock treasury shares with the
replacement requirement upon redemption,
iii. Sinking fund for redemption of limited life redeemable preferred stock
with the replacement requirement upon redemption,
iv. Limited life redeemable preferred stock treasury shares without the
replacement requirement upon redemption, and,
v. Sinking fund for redemption of limited life redeemable preferred stock
without the replacement requirement upon redemption.
The Group’s and the Bank’s regulatory capital position as of December 31, 2009
and 2008 follow (amounts in millions):
Group
2009
Tier 1 Capital
Tier 2 Capital
Total Regulatory Capital
Deductions
P
17,182
5,901
P
23,083
82 ) (
(
Parent
2008
15,795
1,818
2009
P
17,613
170 ) (
17,192
5,901
2008
P
23,093
87) (
15,804
1,818
17,622
174 )
Total Qualifying Capital, after
deductions
P
23,001
P
17,443
P
23,006
P
17,448
Risk-Weighted Assets
P
142,802
P
135,497
P
142,810
P
135,505
Capital Ratios:
Total regulatory capital
expressed as percentage
of total risk weighted
assets
16.11%
12.87%
16.11%
12.88%
Total Tier 1 expressed
as percentage of total
risk-weighted assets
12.00%
11.59%
12.01%
11.60%
The preceding capital ratios comply with the BSP prescribed ratio of at least 10%.
5.2 Minimum Capital Requirement
Under the relevant provisions of current BSP regulations, the required minimum
capitalization of a universal bank is P4.95 billion. As of December 31, 2009 and
2008, the Bank is in compliance with this regulation.
- 72 -
6.
SEGMENT INFORMATION
The Group’s main operating businesses are organized and managed separately
according to the nature of services provided and the different markets served, with
each segment representing a strategic business unit. The Group’s main business
segments are as follows:
(a) Consumer Banking
This segment principally handles individual customers’ deposits and provides
consumer type loans, such as automobiles and mortgage financing, credit card
facilities and funds transfer facilities;
(b) Corporate and Commercial Banking
This segment principally handles loans and other credit facilities and deposit and
current accounts for corporate, institutional, small and medium enterprises, and
middle market customers;
(c) Treasury
This segment is principally responsible for managing the Bank’s liquidity and
funding requirements, and handling transactions in the financial markets
covering foreign exchange and fixed income trading and investments and
derivatives; and,
(d) Headquarters
This segment includes corporate management, support and administrative units
not specifically identified with Consumer Banking, Corporate Banking or
Treasury.
These segments are the basis on which the Group reports its primary segment
information. Transactions between segments are conducted at estimated market rates
on an arm’s length basis.
Segment resources and liabilities comprise operating resources and liabilities
including items such as taxation and borrowings. Segment revenues and expenses
that are directly attributable to primary business segment and the relevant portions
of the Group’s revenues and expenses that can be allocated to that business segment
are accordingly reflected as revenues and expenses of that business segment.
- 73 -
Segment information of the Group as of and for the years ended
December 31, 2009 and 2008 is presented as follows (amounts in millions of
Philippine pesos):
Consumer
Banking
Corporate
and
Commercial
Banking
Treasury
Headquarters
Total
December 31, 2009
Results of operations
Net interest
income and
other income
P
Other expenses (
Income before
provision for
impairment
and income tax P
Provision for
impairment
Tax expense
4,209 P
2,693 ) (
1,738 P
642 ) (
5,751 P
1,586 ) (
643 P
1,026 ) (
1,516 P
1,096
4,165 ( P
383) P
P
(
(
Net income
Segment
resources
P
34,369
P
60,803
P
98,262
P
Segment liabilities
P
117,515 P
51,902
P
29,895
P
Other information:
Depreciation and
amortization P
Capital
expenditures
117 P
53
P
10
P
31
Consumer
Banking
-
-
Corporate
and
Commercial
Banking
Treasury
12,341
5,947 )
6,394
1,974 )
95 )
P
4,325
50,927
P
244,361
13,769
P
213,081
199 P
379
213
244
Headquarters
Total
December 31, 2008
Results of operations
Net interest
income and
other income
P
Other expenses (
Income before
provision for
impairment
and income tax P
Provision for
impairment
Tax expense
4,122 P
2,355 ) (
1,767
1,501 P
660 ) (
P
841
P
1,700 P
470 ) (
1,565 P
1,636 )
8,888
5,121
1,230 ( P
71 )
3,767
(
(
Net income
Segment
resources
P
32,186
P
59,772
P
93,195
P
Segment liabilities
P
107,743
P
37,433
P
26,946
P
114 P
52
P
8
P
Other information:
Depreciation and
amortization P
Capital
expenditures
52
-
-
859 )
840 )
P
2,068
18,748
P
203,901
4,762
P
176,884
258 P
432
300
352
- 74 -
7.
CASH AND BALANCES WITH THE BSP
These accounts are composed of the following as of December 31:
Group
2009
Cash and other cash items
Due from BSP
Mandatory reserves
Other than mandatory
P
4,023,958
Parent
2008
P
3,881,824
2009
P
4,023,950
2008
P
3,881,808
14,000,000
6,850,017
20,850,017
12,300,000
9,937,389
22,237,389
14,000,000
6,850,017
20,850,017
12,300,000
9,937,389
22,237,389
P 24,873,975
P 26,119,213
P 24,873,967
P 26,119,197
Cash consists primarily of funds in the form of Philippine currency notes and coins
in the Bank’s vault and those in the possession of tellers, including automated teller
machines. Other cash items include cash items (other than currency and coins on
hand) such as checks drawn on other banks or other branches after the Bank’s
clearing cut-off time until the close of the regular banking hours.
Mandatory reserves represent the balance of the deposit account maintained with
the BSP to meet reserve requirements and to serve as clearing account for interbank
claims. Due from BSP bears annual interest rates ranging from 2.15% to 5.00% in
2009 and from 4.5% to 6.19% in 2008 and 2007, except for the amounts within the
required reserve as determined by BSP. Total interest income earned amounted to
P883,964, P528,382 and P643,997 in 2009, 2008 and 2007, respectively, and is
presented under Interest Income on Due from Other Banks account in the
statements of income.
Cash and balances with the BSP are included in cash and cash equivalents for cash
flow statement purposes.
Under Section 254 of the Manual of Regulations for Banks (MORB), a bank is
required to maintain at least 25 percent of its reserve requirement in the form of
deposits with the BSP as among the allowable instruments for reserve cover.
Section 254.1 of the MORB further provides that such deposit account with the
BSP is not considered as a regular current account as drawings against such deposits
shall be limited to: (a) settlement of obligation with the BSP, and (b) withdrawals to
meet cash requirements.
- 75 -
8.
DUE FROM OTHER BANKS
The balance of this account consists of regular deposits with the following:
Group
2009
Foreign banks
Local banks
Parent
2008
2009
2008
P
2,438,502
292,284
P
4,862,138
374,887
P
2,438,502
292,144
P
4,862,138
374,810
P
2,730,786
P
5,237,025
P
2,730,646
P
5,236,948
The breakdown of the account as to currency is as follows:
Group
U.S. dollar
Philippine peso
Other currencies
Parent
2008
2009
2009
2008
P
1,699,786
150,428
880,572
P
4,158,465
719,743
358,817
P
1,699,646
150,428
880,572
P
4,158,465
719,666
358,817
P
2,730,786
P
5,237,025
P
2,730,646
P
5,236,948
Annual interest rates on these deposits range from 0% to 0.75% in 2009, and 0% to
6% in 2008 and 2007. Total interest income on Due from Other Banks amounted
to P3,076 in 2009, P111,979 in 2008 and P651,997 in 2007, and is presented under
Interest Income on Due from Other Banks account in the statements of income.
Due from other banks are included in cash and cash equivalents for cash flow
statement purposes.
9.
INTERBANK LOANS RECEIVABLE
Interbank loans receivable consists of loans granted to other banks including
acceptance of other banks’ drafts and export bills purchased without recourse.
These loans have terms ranging from one to seven days.
All outstanding interbank loans receivable as of December 31, 2009 and 2008 are
denominated in foreign currencies. The breakdown of this account as to foreign
currency translated to Philippine peso at year-end follows:
Group and Parent
2009
2008
U.S. dollar
Japanese yen
Australian dollar
Euro
British pound
P
29,456,987
645,825
372,982
-
P
2,943,712
231,952
318,454
290,277
65,590
P
30,475,794
P
3,849,985
- 76 -
Interest income earned on interbank loans amounted to P48,704 in 2009, P862,180
in 2008 and P2,328,112 in 2007. Annual interest rates on interbank loans receivable
range from 0.0008% to 5.75% in 2009, 0.02% to 7.5% in 2008 and 0.25% to 7.5% in
2007.
10.
FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS
This account is composed of the following as at December 31:
Group
2009
Derivative assets
Equity securities
Parent
2008
2009
2008
P
827,563
642
P
580,512
2,559
P
827,563
-
P
580,512
2,306
P
828,205
P
583,071
P
827,563
P
582,818
All financial assets at FVTPL are held for trading. The fair value of equity shares
have been determined either directly by reference to published price quoted in an
active market.
The Group recognized fair value gain on FVTPL amounting to P349,712, P106,737
and P111,823 in 2009, 2008 and 2007, respectively, in the Group and Parent
Company financial statements and is included as part of Trading Gain account in the
statements of income.
Derivative instruments include options, foreign currency forwards and swaps, and
interest rate swaps. Options include put and call bond options, with ROP bonds as
the underlying. Foreign currency forwards represent commitments to purchase/sell
foreign currency on a future date at an agreed exchange rate. Interest rate swaps are
commitments to exchange one set of cash flows for another.
The aggregate contractual or notional amount of derivative financial instruments and
the total fair values of derivative financial assets and liabilities are set out below:
Notional
Amount
Currency forwards
Bought
Sold
Interest rate swaps
Warrants
December 31, 2009
Fair Values
Assets
Liabilities
P
20,942,992 P
39,134,386
175,000
4,158,000
29,688 P
752,147
4,148
41,580
439,756
14,029
-
P
64,410,378 P
827,563 P
453,785
- 77 -
Notional
Amount
Currency forwards
Bought
Sold
Interest rate swaps
Credit default swaps
Warrants
11.
December 31, 2008
Fair Values
Assets
Liabilities
P
11,796,541 P
25,167,876
175,000
237,600
4,276,800
156,243 P
368,444
9,365
484
45,976
854,963
55,354
3,208
P
41,653,817 P
580,512 P
913,525
AVAILABLE-FOR-SALE SECURITIES
Available-for-sale securities consist of the following:
Group
Government bonds
Other debt securities
Fixed rate treasury notes
Private bonds and
commercial papers
Equity securities
Allowance for impairment
Net
(
Parent
2009
2008
2009
2008
P 10,030,428
P 14,511,842
P 10,030,428
P 14,511,842
16,657,574
10,660,427
16,657,574
10,660,427
3,153,568
3,118,163
32,959,733
403,952 ) (
2,208,440
369,517
27,750,226
215,308 ) (
3,153,568
3,074,727
32,916,297
403,952) (
2,208,440
329,946
27,710,655
215,308 )
P 32,555,781
P 27,534,918
P 32,512,345
P 27,495,347
The breakdown of this account as to currency follows:
Group
Philippine peso
U.S. dollar
Others
Parent
2009
2008
2009
2008
P 21,520,988
11,034,793
-
P 13,909,713
13,593,034
32,171
P 21,477,552
11,034,793
-
P 13,870,142
13,593,034
32,171
P 32,555,781
P 27,534,918
P 32,512,345
P 27,495,347
Government bonds and other debt securities issued by resident and non-resident
corporations earn interest at 0% to 10.63% per annum in 2009, 2008 and 2007.
Government bonds with face value of P262.4 million as of December 31, 2009 and
2008 are deposited with BSP as security for the Bank’s faithful compliance with its
fiduciary obligations (see Note 29).
Unquoted equity securities consist of club shares, preferred shares and common
shares of various unlisted local companies.
- 78 -
Changes in available-for-sale securities are as follows:
Group
2009
Parent
2008
2009
2008
Balance at beginning of year
P 27,534,918 P 22,706,106 P 27,495,347 P
Additions
120,195,795
122,174,995
120,195,795
Disposals
( 115,329,970 ) ( 102,518,500 ) ( 115,326,220) (
Fair value gains (losses)
656,979 (
1,310,840 )
649,364 (
Reclassification to
held-to-maturity investments
(see Note 12)
( 14,741,578 )
(
Foreign currency revaluation
1,224,735 (
501,941)
(see Note 26)
(
501,941 )
Balance at end of year
P 32,555,781
P 27,534,918
P 32,512,345
22,672,266
122,174,986
102,518,500 )
1,316,562 )
14,741,578 )
1,224,735
P 27,495,347
The fair values of government debt and quoted available-for-sale securities (other
debt securities and equity shares) have been determined directly by reference to
quoted prices generated in an active market. For unquoted available-for-sale equity
securities, the fair value is not reliably determinable either by reference to similar
financial instruments or through valuation technique using the net present value of
the future cash flows. Accordingly, unquoted available-for-sale equity securities are
carried at cost.
Unrealized fair value gains (losses) on available-for-sale securities directly recognized
in other comprehensive income amounted to P1,905,724, (P1,136,737) and
P1,759,530 in 2009, 2008 and 2007, respectively, in the Group financial statements,
and P1,898,109, (P1,142,469) and P1,751,591 in 2009, 2008 and 2007, respectively,
in the Parent Company financial statements.
The Group recognized impairment losses amounting to P188,644 in 2009 and
P215,268 in 2008 on its investment in a debt security whose market value had
significantly declined over a long period of time.
The Group recognized the deterioration of the world’s financial markets that
occurred in the third quarter of 2008. The enormity and extent of the global credit
crisis was crystallized by the substantial government programs instituted by major
economies in response to the crisis, including temporary liquidity facilities, outright
purchase of commercial papers and mortgaged-backed securities, guarantee of new
unsecured debt issued by banks and purchase of equity stakes in financial
institutions.
Related to the foregoing, in 2008, the Group reclassified certain financial assets as
allowed under the amended PAS 39 and PFRS 7. The Group reclassified ROP bond
investments with total carrying value of P14,741,578 out of the available-for-sale
category to held-to-maturity effective September 10, 2008 (see Note 12). The fair
value of the investments as of the date of reclassification is equal to the carrying
amount of the investments. Total fair value loss in 2008 recognized in capital funds
before reclassification amounted to P225,792. The total fair value loss of P225,792
as at date of reclassification shall remain in equity and will be amortized over the
remaining maturity of the ROP bond investments using the effective interest
method. Amortization of unrealized losses for the year ended December 31, 2009
and for the period September 10, 2008 to December 31, 2008 amounted to P11,412
and P3,614, respectively.
- 79 -
At December 31, 2009 and 2008, the carrying value of the reclassified investments
amounted to P14,211,082 and P14,745,192, respectively, while the fair value of the
investments totaled P14,679,252 and P13,100,784, respectively. The net unrealized
fair value loss that would have been recognized in other comprehensive income
during the period following the reclassification in 2008 if the reclassification had not
been made amounted to P1,612,524. Effective interest rates of the reclassified
investments at reclassification date range from 6.38% to 10.63%.
12.
HELD-TO-MATURITY INVESTMENTS
The composition of this account as of December 31 follows:
Group and Parent
2009
2008
Government bonds
Other debt securities
Fixed rate treasury notes
Private bonds and commercial
papers
Allowance for impairment
Net
P
22,873,487
P
2,023,115
1,938,308
285,120
22,597,720
285,120 )
277,200
25,173,802
277,200) (
(
P
24,896,602
20,374,292
P
22,312,600
Held-to-maturity investments as of December 31, 2009 and 2008 include U.S. dollar
denominated investments amounting to US$6 million that have been fully provided
with allowance for impairment.
As to currency, this account is composed of the following:
2009
Foreign currency
Philippine peso
2008
P
21,499,654
3,396,948
P
19,189,661
3,122,939
P
24,896,602
P
22,312,600
The maturity profile of this account follows:
Group and Parent
2009
2008
Less than one year
One to five years
Beyond five years
P
270,007
2,613,642
22,012,953
P
25
1,190,092
21,122,483
P
24,896,602
P
22,312,600
- 80 -
The range of interest rates of held-to-maturity investments per currency follows:
2009
U.S. dollar
Philippine peso
2008
2007
6.63% to 11.63% 6.38% to 10.63%
Up to 15.5%
Up to 15.5%
5% to 10%
Up to 15.5%
Net interest income on held-to-maturity investments totaled P1,479,484 in 2009,
P486,569 in 2008 and P407,159 in 2007 both in the Group and the Bank’s separate
financial statements.
Changes in held-to-maturity investments are shown below:
Group and Parent
2009
2008
Balance at beginning of year
Additions
Reclassification from
available-for-sale securities
(see Note 11)
Maturities
Foreign currency adjustment
Balance at end of year
P
22,312,600
3,132,552
P
(
(
14,741,578
13,903,381 )
285,120 )
15,503) (
533,047) (
P
24,896,602
2,641,299
19,118,224
P
22,312,600
The fair values of held-to-maturity investments as of December 31 follow:
Group and Parent
2009
2008
Government bonds
Other debt securities
Fixed rate treasury notes
Private bonds and commercial
papers
P
23,914,394
P
2,031,859
2,893,021
285,120
P
25,946,253
17,845,230
P
21,023,371
The fair values were determined through valuation techniques by determining the
net present value of estimated future cash flows.
- 81 -
13.
LOANS AND OTHER RECEIVABLES
This account consists of the following as of December 31:
Group
Receivables from customers:
Loans and discounts
Bills purchased
Customers’ liabilities under
acceptances and trust
receipts
Accrued interest receivable
Unearned discounts
Allowance for impairment
2008
2009
2008
P 61,238,045
3,863,115
P 57,327,406
3,372,747
P 61,238,045
3,863,115
P 57,327,406
3,372,747
(
(
Other receivables:
Securities purchased
under reverse repurchase
agreement (SPURRA)
Unquoted debt securities
classified as loans
Sales contracts receivable
Accounts receivable
Installment contracts
receivable
Allowance for impairment
Parent
2009
2,429,860
2,308,756
69,839,776
296,962 ) (
7,417,793 ) (
2,868,171
2,383,223
65,951,547
412,515 ) (
5,763,558 ) (
2,429,860
2,308,756
69,839,776
296,962) (
7,417,793) (
2,868,171
2,383,223
65,951,547
412,515 )
5,763,558 )
62,125,021
59,775,474
62,125,021
59,775,474
29,540,000
17,330,000
29,540,000
17,330,000
7,409,555
1,152,885
975,362
11,591,042
1,242,049
1,093,446
7,409,555
1,152,885
930,555
11,591,042
1,242,049
1,051,254
17,348
39,095,150
433,163 ) (
11,809
31,268,346
318,266 ) (
39,032,995
430,871) (
31,214,345
316,504 )
38,661,987
30,950,080
38,602,124
30,897,841
P 100,787,008
P 90,725,554
P 100,727,145
P 90,673,315
(
Net
Current banking regulations allow banks that have no unbooked valuation reserves
and capital adjustments required by BSP, to exclude from nonperforming
classification those loans classified as loss in the latest examination of the BSP that
are fully covered by allowance for credit losses, provided that interest on said
receivables shall not be accrued.
As of December 31, 2009 and 2008, non-performing loans (NPLs) of the Bank, net
of accounts classified as “Loss” that are 100% covered by loan loss reserves, are as
follows:
Group and Parent
2008
2009
Gross NPLs
Less loans classified as “loss”
with 100% reserves
P
Net NPLs
P
7,125,985
P
3,927,858
3,927,858
3,198,127
6,701,067
P
2,773,209
As of December 31, 2009 and 2008, total loan loss reserves of the Group amounted
to P7,341,016 and P5,740,311, respectively.
- 82 -
Restructured loans of the Group amounted to P1.2 billion and P1.3 billion as of
December 31, 2009 and 2008, respectively. Interest income on these restructured
loans amounted to P42.1 million, P45.0 million and P65.2 million in 2009, 2008 and
2007, respectively.
The breakdown of total loans and receivable as to secured, with corresponding
collateral types, and unsecured loans follows:
Group
Secured:
Government securities
Real estate
Chattel mortgage
Assignment of receivables
Deposit hold-out
Mortgage trust indentures
Others
Unsecured
Parent
2009
2008
2009
2008
P 29,552,626
11,702,428
4,943,981
918,939
474,891
515,347
48,108,212
P 17,351,181
10,909,305
5,345,492
2,868,792
334,344
928,309
526,783
38,264,206
P 29,552,626
11,685,080
4,943,981
918,939
474,891
470,540
48,046,057
P 17,351,181
10,898,984
5,345,492
2,868,792
334,344
928,309
528,545
38,255,647
60,529,752
58,543,172
60,529,752
58,497,730
P 108,637,964
P 96,807,378
P 108,575,809
P 96,753,377
The breakdown as to secured and unsecured of non-accruing loans of the Group
and the Bank reported to the BSP as of December 31 follows:
Group and Parent
2009
2008
Secured
Unsecured
P
1,254,299
6,142,085
P
2,209,676
2,487,887
P
7,396,384
P
4,697,563
The maturity profile of loans and receivables follows:
Group
Parent
2008
2009
2008
Less than one year
P 61,314,828
One year to less than five years
35,542,937
Beyond five years
11,780,199
P 54,286,571
28,509,828
14,010,979
P 61,275,746
35,530,734
11,769,329
P 54,234,627
28,507,771
14,010,979
P 108,637,964
P 96,807,378
P 108,575,809
P 96,753,377
2009
Loans and receivables bear annual interest at the range of 3.5% to 16.5% in 2009,
4.66% to 17% in 2008 and 5.25% to 18% in 2007.
- 83 -
The breakdown of loans (receivable from customers excluding accrued interest
receivable) as to type of interest rate is as follows:
Group and Parent
2009
2008
Variable interest rates
Fixed interest rate
P
49,334,326
18,196,694
P
48,217,622
15,350,702
P
67,531,020
P
63,568,324
The amounts of interest income per type of loans and receivables for each reporting
period are as follows:
2009
Receivables from customers P
Other receivables
UDSCL
SPURRA
Sales contracts receivable
Installment contracts
receivable
Others
5,107,891 P
P
P
3,411,644
410,814
244,539
151,743
427,394
164,539
1,354
71,739
1,080
62,369
22,719
38,516
6,991,778 P
5,394,421 P
5,107,688 P
996,479
692,931
121,384
71,739
P
4,523,876 P
2007
996,479
692,931
121,384
2009
Receivable from customers
Other receivables
UDSCL
SPURRA
Sales contracts receivable
Others
Group
2008
6,990,221 P
Parent
2008
4,523,609 P
410,814
244,539
151,743
62,369
5,393,074 P
4,064,812
2007
3,432,106
427,394
164,539
38,516
4,062,555
As of December 31, 2009 and 2008, loans and discounts amounting to P677.4
million and P20.8 million, respectively, have been assigned to BSP to secure the
Bank’s borrowings under BSP rediscounting privileges (see Note 21).
- 84 -
The movements in the allowance for impairment of loans and other receivables are
summarized below (see Note 19):
Group
Parent
2008
2009
Balance at beginning of year
Impairment losses during
the year
Other adjustments/transfers
Balance at end of year
14.
P
6,081,824
P
5,545,300
1,784,955
15,823 ) (
(
P
7,850,956
2009
P
644,184
107,660 ) (
P
6,081,824
2008
6,080,062
P
1,784,955
16,353) (
P
7,848,664
5,544,907
644,184
109,029 )
P
6,080,062
INVESTMENTS IN SUBSIDIARIES
This account in the Parent Company financial statements pertains to the Bank’s
investments in the following subsidiaries which are carried at cost:
% Interest
Held
UPI
UBPSI
UDC
UBPIBI
UCBC
Parent
2009
100%
100%
100%
100%
100%
2008
P
624,861
5,000
3,125
2,500
1,000
P
624,861
5,000
3,125
2,500
1,000
P
636,486
P
636,486
The Bank is the ultimate parent company of UPI’s wholly-owned subsidiaries, FUPI
and FUDC. No equity investment account is reflected in the Bank’s 2009 and 2008
separate financial statements for FUPI and FUDC since UPI’s investments in these
subsidiaries were already eliminated at consolidation level for UPI. Other
subsidiaries of the Bank are dormant. IVCC was not included in the consolidation
due to immateriality of its account balances.
The following table presents financial information for UPI, FUPI and FUDC as of
and for the years ended December 31, 2009 and 2008:
Liabilities
Assets
Revenues
Net income
(loss)
2009
UPI
FUPI
FUDC
P
514,160
718,694
5,367
P
9,324 P
574,263
7,263
14,172 ( P
212,350
4,452
12,018 )
29,088
1,434
P
528,254
526,500
5,879
P
21,442
378,156
9,007
12,394 ( P
173,911
4,974
13,713 )
41,190
1,469
2008
UPI
FUPI
FUDC
P
- 85 -
15.
BANK PREMISES, FURNITURE, FIXTURES AND EQUIPMENT
The gross carrying amounts and accumulated depreciation and amortization at the
beginning and end of 2009 and 2008 are shown below.
Group
Land
December 31, 2009
Cost
Accumulated
depreciation and
amortization
Net carrying amount
December 31, 2008
Cost
Accumulated
depreciation and
amortization
Net carrying amount
January 1, 2008
Cost
Accumulated
depreciation and
amortization
Net carrying amount
P
Buildings
474,188
-
P
(
1,878,071
Furniture,
Fixtures
and Equipment
P
209,345 ) (
2,179,511
Leasehold
Rights and
Improvements
P
1,634,775 ) (
674,387
Total
P
495,877 ) (
5,206,157
2,339,997 )
P
474,188
P
1,668,726
P
544,736
P
178,510
P
2,866,160
P
476,217
P
1,819,306
P
2,354,679
P
613,677
P
5,263,879
-
(
178,450 ) (
1,652,119 ) (
414,032 ) (
2,244,601 )
P
476,217
P
1,640,856
P
702,560
P
199,645
P
3,019,278
P
438,870
P
1,754,640
P
2,178,158
P
558,932
P
4,930,600
P
(
438,870
133,942 ) (
P
1,620,698
1,401,990 ) (
P
776,168
365,774 ) (
P
193,158
1,901,706 )
P
3,028,894
Parent
Land
December 31, 2009
Cost
Accumulated
depreciation and
amortization
Net carrying amount
December 31, 2008
Cost
Accumulated
depreciation and
amortization
P
474,188
Net carrying amount
P
(
-
1,878,071
P
209,345 ) (
2,166,432
Leasehold
Rights and
Improvements
P
1,622,948 ) (
671,545
Total
P
493,265 ) (
5,190,236
2,325,558 )
P
474,188
P
1,668,726
P
543,484
P
178,280
P
2,864,678
P
476,217
P
1,819,305
P
2,341,907
P
610,835
P
5,248,264
(
-
Net carrying amount
January 1, 2008
Cost
Accumulated
depreciation and
amortization
Buildings
Furniture,
Fixtures
and Equipment
P
1,639,722 ) (
411,989 ) (
2,230,160 )
476,217
P
1,640,856
P
702,185
P
198,846
P
3,018,104
438,870
P
1,754,640
P
2,164,680
P
554,776
P
4,912,966
P
178,449 ) (
(
438,870
133,942 ) (
P
1,620,698
1,388,167 ) (
P
776,513
364,460 ) (
P
190,316
1,886,569 )
P
3,026,397
- 86 -
A reconciliation of the carrying amounts at the beginning and end of 2009 and 2008,
of bank premises, furniture, fixtures and equipment is shown below.
Group
Land
Balance at January 1, 2009,
net of accumulated
depreciation and
amortization
P
Additions
Disposals
Reclassification/
Adjustments
(
Depreciation and
amortization charges
for the year
Balance at
December 31, 2009,
net of accumulated
depreciation and
amortization
Balance at
December 31, 2008,
net of accumulated
depreciation and
amortization
476,217
17,971
P
20,000 )
-
-
P
1,668,726
438,870
37,347
P
1,620,698 P
62,448
(
(
476,217
P
544,736
42,290 ) (
P
1,640,856
-
(
3,019,278
244,363
48,335 )
-
(
20,000 )
57,813 ) (
329,146 )
P
P
178,510
P
2,866,160
776,168 P
197,283
26,490 )
193,158
54,746
P
(
3,028,894
351,824
26,490 )
48,259 ) (
334,950 )
-
244,401 ) (
P
Total
199,645
36,678
233,753 ) (
474,188
-
Rights and
Improvements
702,560 P
124,264
48,335 )
37,580 ) (
-
P
Fixtures
and Equipment
1,640,856 P
65,450
(
(
-
P
Balance at January 1, 2008,
net of accumulated
depreciation and
amortization
P
Additions
Disposals
Depreciation and
amortization charges
for the year
Buildings
702,560
P
199,645
P
3,019,278
Parent
Land
Balance at January 1, 2009,
net of accumulated
depreciation and
amortization
P
Additions
Disposals
Reclassifications/
Adjustments
(
Depreciation and
amortization charges
for the year
Balance at
December 31, 2009,
net of accumulated
depreciation and
amortization
P
Buildings
476,217
17,971
P
20,000 )
-
1,640,856 P
65,450
(
-
(
474,188
Furniture,
Fixtures
and Equipment
702,185 P
122,896
48,335 )
-
37,580 ) (
P
Leasehold
Rights and
Improvements
1,668,726
233,262 ) (
P
543,484
P
Total
198,846
36,679
-
(
3,018,104
242,996
48,335 )
-
(
20,000 )
57,245 ) (
328,087 )
178,280
P
P
2,864,678
- 87 -
Land
Balance at January 1, 2008,
net of accumulated
depreciation and
amortization
P
Additions
Disposals
Depreciation and
amortization charges
for the year
Balance at
December 31, 2008,
net of accumulated
depreciation and
amortization
P
Buildings
438,870
37,347
P
1,620,698 P
62,448
(
(
-
Furniture,
Fixtures
and Equipment
476,217
42,290 ) (
P
1,640,856
Leasehold
Rights and
Improvements
776,513 P
196,332
26,490 )
190,316
56,060
702,185
P
(
3,026,397
352,187
26,490 )
47,530 ) (
333,990 )
-
244,170 ) (
P
Total
198,846
P
P
3,018,104
Under BSP rules, investments in bank premises, furniture, fixtures and equipment
should not exceed 50% of the Bank’s unimpaired capital. As of December 31, 2009
and 2008, the Bank has satisfactorily complied with this requirement.
16.
INVESTMENT PROPERTIES
The Group’s investment properties include several parcels of land and buildings
held for capital appreciation and are stated at fair value. Investment properties are
revalued at every year-end, as determined by independent appraisal companies
accredited by the BSP. The breakdown of this account as to type follows:
Group
2009
Land
Building
Land improvements
P
Parent
2008
2009
2008
8,938,718
1,956,746
1,564,396
P 10,053,879
1,913,895
762,100
P
8,938,718
1,677,063
1,564,396
P 10,053,879
1,619,249
762,100
P 12,459,860
P 12,729,874
P 12,180,177
P 12,435,228
The Net Fair Value Gains and Losses from Investment Properties account is
presented under Miscellaneous Income account in the statements of income. Real
estate taxes related to these investment properties paid by the Group and recognized
as expense for the years 2009, 2008 and 2007 totaled P13.8 million, P14.2 million
and P19.8 million, respectively, and are included as part of Taxes and Licenses
account in the statements of income.
- 88 -
The changes in this account can be summarized as follows:
Group
Balance at beginning of year
Fair value gains (losses)
Additions
Reclassification from
other resources (Note 18)
Disposals
Transfers to sales contracts
receivable
Rescinded sales
Reclassification from
bank premises,
furniture, fixtures
and equipment
Balance at end of year
(
(
(
Parent
2008
2009
P 12,729,874 P
169,678 )
576,029
2009
2008
8,075,454 P 12,435,228 P
2,944,179 (
169,678)
962,849
563,992
7,781,725
2,944,179
958,241
522,582 ) (
1,154,234
139,511 ) (
495,582) (
1,154,234
135,820 )
202,829 ) (
49,046
273,450 ) (
-
202,829) (
49,046
273,450 )
-
P 12,459,860
6,119
P 12,729,874
P 12,180,177
6,119
P 12,435,228
Rent income earned by the Group on its investment properties under operating
leases amounted to P90,152, P65,160 and P61,043 in 2009, 2008 and 2007,
respectively, while rent income earned by the Parent Company on these investment
properties amounted to P81,597, P56,914 and P52,331 in 2009, 2008 and 2007,
respectively, and is included as part of Rental account under Miscellaneous Income
in the statements of income (see Note 26.1).
17.
NON-CURRENT ASSETS HELD FOR SALE
The balance of this account as of December 31, 2009 and 2008 pertains mainly to
chattel and other personal properties that are expected to be sold within one year
from the statement of financial position date.
On March 23, 2007, the BOD approved the sale to Deutsche Bank AG, London
(Deutsche) of several NPLs with carrying amount of P1.48 billion for P356.2
million, resulting to a loss of P1.12 billion. The significant terms of the sale and
purchase agreement executed by the Bank and Deutsche follow:
(a) All collections and recoveries received by or on behalf of the Bank in respect
of an asset will belong to the Bank and will be retained by the Bank to the
extent that such collections and recoveries are actually received by the Bank
on or prior to the cut-off date.
- 89 -
(b) The original certificate of eligibility (COE) for the Special Purpose Vehicle
(SPV) Act-eligible assets will not be released without the signed and
notarized deed of absolute sale from the Bank and Deutsche. For purposes
of closing, the certified true photocopy of the original but undated COE of
the assets under the SPV Act shall be required. The Bank shall (i) deliver to
the BSP the signed and notarized deed of absolute sale promptly after it has
been executed and notarized and secure from the BSP the original COE, and
(ii) deliver the original COE for the SPV Act-eligible assets to Deutsche
promptly after receiving such original COE from the BSP.
(c) In the event that the Bank does not obtain the COE for any SPV
Act-eligible asset, the Bank shall have the option to sell and if the Bank
exercises such option, Deutsche agrees to purchase the said assets at the
purchase price allocation. In case the Bank decides not to sell the assets, the
purchase price shall be reduced by an amount equivalent to the purchase
price allocation for the said asset.
(d) The transaction as contemplated pursuant to the agreement with respect to
the SPV Act-eligible assets will constitute a true sale, the pre-transfer
notification requirement under the SPV Act will be complied with prior to
the closing date, and each and every requirement to be completed by the
Bank to effect the transaction with respect to the SPV Act-eligible assets,
including providing each obligor with the required period for renegotiation
and restructuring has been complied with (or will be complied with prior to
the closing date).
As of December 31, 2008, the Bank was able to obtain substantially all the required
COEs for the sale to Deutsche to qualify as SPV-eligible transaction. Under
Republic Act (RA) 9182, The SPV Act, the transfer of non-performing assets
(NPAs) from a financial institution to SPV shall be subject to prior COE as NPA by
the appropriate regulatory authority having jurisdiction over its operations (in the
Bank’s case, it is the BSP). BSP Memorandum M-2006-001 lists the procedures for
obtaining a COE under the SPV Act.
- 90 -
18.
OTHER RESOURCES
The composition of Other Resources account as of December 31 follows:
Group
2009
Deferred tax assets – net
(see Note 28)
Returned checks and other
cash items
Computer software – net
Prepaid expenses
Retirement asset
(see Note 27)
Sundry debits
Other investments
Miscellaneous - net
Allowance for impairment
P
(
P
Parent
2008
2,173,069
P
1,612,986
2009
P
2008
2,173,113
P
1,613,128
400,407
341,057
82,660
422,096
229,611
232,142
400,407
341,057
76,547
422,096
229,611
230,505
60,165
43,915
7,453
820,684
3,929,410
36,258 ) (
68,687
284,650
33,826
803,460
3,687,458
39,915 ) (
58,215
43,915
6,828
774,908
3,874,990
18,559) (
66,340
284,650
33,202
755,484
3,635,016
22,388 )
3,893,152
P
3,647,543
P
3,856,431
P
3,612,628
Miscellaneous other resources include foreclosed machineries with carrying amount
of P519,430 and P487,998 as of December 31, 2009 and 2008, respectively.
Depreciation expense recognized by the Group for these machineries amounted to
P48,083 in 2009, 2008 and 2007, and is included as part of Depreciation and
Amortization account in the statements of income.
The movements in the Computer Software account follow:
Group
2009
Balance at beginning of year
P
Additions
Depreciation and amortization
charges for the year
(
229,611
161,376
Balance at end of year
341,057
P
Parent
2008
P
49,930 ) (
222,401
43,292
2009
P
36,082 ) (
P
229,611
229,611
161,376
2008
P
49,930) (
P
341,057
222,401
43,292
36,082 )
P
229,611
- 91 -
19.
ALLOWANCE FOR IMPAIRMENT
Movements in the allowance for impairment are shown below:
Group
Notes
Balance at beginning
of year:
Available-for-sale
securities
Held-to-maturity
investments
Loans and other
receivables
Non-current assets
held-for-sale
Other resources
11
P
215,308
Parent
2008
P
2009
40
P
215,308
2008
P
40
12
285,120
247,680
285,120
247,680
13
6,081,824
5,545,300
6,080,062
5,544,907
18
Movements during
the year:
Provision for
impairment
Write-off/sale
Adjustments/
reclassifications
Balance at end of year:
Available-for-sale
securities
Held-to-maturity
investments
Loans and other
receivables
Other resources
2009
(
39,915
1,286,015
52,349
6,622,167
1,973,599
(
27,400 ) (
22,388
1,285,773
34,775
7,131,384
6,602,878
7,113,175
859,405
1,286,015 )
1,973,599
(
859,452
1,285,773 )
28,102) (
83,976 )
82,607 ) (
1,946,199 (
509,217 )
1,945,497 (
510,297 )
11
403,952
215,308
403,952
215,308
12
277,200
285,120
277,200
285,120
13
18
7,850,956
36,258
6,081,824
39,915
7,848,664
18,559
6,080,062
22,388
P
8,568,366
P
6,622,167
P
8,548,375
P
6,602,878
With the foregoing level of allowance for impairment and credit losses, management
believes that the Group has sufficient allowance for any losses that the Group may
incur from the noncollection or nonrealization of its receivables and other risk
assets.
- 92 Reconciliation of the allowance for impairment by class follows:
Group
2009
Loans and Receivables
Corporate *
Balance at beginning of year
Provision during the year
Other adjustments
P
Balance at end of year
P
Commercial
Accounts
Receivable
Consumer
3,436,746 P
884,796
11,639 (
172,260 P
16,533
30,196 ) (
2,063,877 P
710,555
1)
316,777
114,367
531
P
4,333,181
158,597
2,774,431
431,675
P
P
P
P
Sales and
Installment
Contract
Receivable
Accrued
Interest
Receivable
23,247
53,530
-
P
1,489
P
(
76,777
Other
Loan
Accounts
1)
P
1,488
P
Availablefor-sale
Securities
Total
Held-tomaturity
Investments
Other
Resources
and Noncurrent
Assets
Held-for-sale
67,428 P
5,174
2,205 (
6,081,824 P
1,784,955
15,823 )
215,308 P
188,644
(
285,120 P
7,920 ) (
74,807 P
7,850,956
P
403,952
P
277,200
P
403,952
-
P
277,200
-
P
403,952
P
277,200
P
39,915
Total
P
6,622,167
1,973,599
27,400 )
36,258
P
8,568,366
36,258
P
5,607,774
2,960,592
36,258
P
8,568,366
3,657 ) (
* Corporate includes accounts under Asset Recovery Group. Other loan accounts includes Bills Purchase, Branch Loans, HR Loans and Salary Loans.
Impairment at end of year broken down as to individual and collective assessment:
Individual impairment
Collective impairment
P
P
4,295,008
38,173
P
4,333,181
P
43,180
115,417
P
158,597
P
2,018
2,772,413
P
2,774,431
P
431,675
-
P
431,675
P
76,777
-
P
76,777
P
1,488
P
1,488
P
40,218 P
34,589
4,890,364
2,960,592
P
74,807
7,850,956
P
P
-
Parent
2009
Loans and Receivables
Corporate
Balance at beginning of year
Provision during the year
Other adjustments
P
Balance at end of year
P
Commercial
Accounts
Receivable
Consumer
Accrued
Interest
Receivable
3,436,746 P
884,796
11,639 (
172,260 P
16,533
30,196 ) (
2,063,877 P
710,555
1)
316,504
114,367
-
P
4,333,181
158,597
2,774,431
430,871
P
P
P
P
23,247
53,530
Sales and
Installmesnt
Contract
Receivable
P
76,777
P
-
Other
Loan
Accounts
P
P
Availablefor-sale
Securities
Total
Held-tomaturity
Investments
Other
Resources
and Noncurrent
Assets
Held-for-sale
67,428 P
5,174
2,205 (
6,080,062 P
1,784,955
16,353 )
215,308 P
188,644
(
285,120 P
7,920 ) (
74,807 P
7,848,664
P
403,952
P
277,200
P
403,952
-
P
277,200
-
P
403,952
P
277,200
P
22,388
Total
P
6,602,878
1,973,599
28,102 )
18,559
P
8,548,375
18,559
P
5,587,783
2,960,592
18,559
P
8,548,375
3,829 ) (
* Corporate includes accounts under Asset Recovery Group. Other loan accounts includes Bills Purchase, Branch Loans, HR Loans and Salary Loans.
Impairment at end of year broken down as to individual and collective assessment:
Individual impairment
Collective impairment
P
P
4,295,008
38,173
P
4,333,181
P
43,180
115,417
P
158,597
P
2,018
2,772,413
P
2,774,431
P
430,871
-
P
430,871
P
76,777
-
P
76,777
P
-
P
P
40,218 P
34,589
4,888,072
2,960,592
P
74,807
7,848,664
P
P
-
- 93 Group
2008
Loans and Receivables
Corporate
Balance at beginning of year
Provision during the year
Sale to SPV
Other adjustments
P
(
Balance at end of year
P
Commercial
Consumer
3,403,173 P
147,991
114,418 )
39,736
132,524
-
P
P
172,260
P
3,436,746
Accounts
Receivable
Accrued
Interest
Receivable
290,811 P
25,966 (
61,133
Sales
Contract
Receivable
1,700,208
363,669
-
P
P
2,063,877
P
316,777
P
23,247
P
2,019
2,061,858
P
316,777
-
P
23,247
-
P
2,063,877
P
316,777
P
23,247
P
-
2,786
Other
Loan
Accounts
Total
Held-tomaturity
Investments
P
47,453 P
19,975 (
5,545,300 P
644,184
107,660 )
40
215,268
-
P
247,680 P
(
(
37,440 (
1,489
P
67,428 P
6,081,824
P
215,308
P
285,120
1,489
P
67,428 P
-
3,812,954
2,268,870
P
215,308
-
P
1,489
P
67,428
6,081,824
P
215,308
P
37,886 ) (
Availablefor-sale
Securities
Other
Resources
and Noncurrent
Assets
Held-for-sale
1,297 )
Total
1,338,364 P
47 )
1,286,015 ) (
12,387 ) (
7,131,384
859,405
1,286,015 )
82,607 )
P
39,915
P
6,622,167
285,120
-
P
39,915
-
P
4,353,297
2,268,870
285,120
P
39,915
P
6,622,167
Impairment at end of year broken down as to individual and collective assessment:
Individual impairment
Collective impairment
P
P
3,353,330
83,416
P
3,436,746
P
48,664
123,596
P
172,260
P
-
P
Parent
2008
Loans and Receivables
Corporate
Balance at beginning of year
Provision during the year
Sale to SPV
Other adjustments
Balance at end of year
P
(
P
Commercial
Consumer
3,403,173 P
147,991
114,418 )
39,736
132,524
-
P
3,436,746
172,260
P
P
Accounts
Receivable
Accrued
Interest
Receivable
290,811 P
25,693 (
61,133
Sales
Contract
Receivable
1,700,208
363,669
-
P
P
2,063,877
P
316,504
P
23,247
P
-
2,786
Other
Loan
Accounts
Availablefor-sale
Securities
Total
Held-tomaturity
Investments
Other
Resources
and Noncurrent
Assets
Held-for-sale
P
47,060 P
20,368 (
5,544,907 P
644,184
109,029 )
40
215,268
-
P
247,680 P
(
37,440 (
-
P
67,428
P
6,080,062
P
215,308
P
285,120
37,886 ) (
2,786 )
Total
1,320,548 P
1,285,773 ) (
12,387 ) (
7,113,175
859,452
1,285,773 )
83,976 )
P
22,388
P
6,602,878
Impairment at end of year broken down as to individual and collective assessment:
Individual impairment
Collective impairment
P
3,353,330
83,416
P
48,664
123,596
P
2,019
2,061,858
P
316,504
-
P
23,247
-
P
-
P
67,428
-
P
3,811,192
2,268,870
P
215,308 P
-
285,120
-
P
22,388
-
P
4,383,165
2,219,713
P
3,436,746
P
172,260
P
2,063,877
P
316,504
P
23,247
P
-
P
67,428
P
6,080,062
P
215,308
285,120
P
22,388
P
6,602,878
P
- 94 20.
DEPOSIT LIABILITIES
The breakdown of deposit liabilities account follows:
Group
2009
Due to banks:
Demand
Savings
Time
Due to customers:
Demand
Savings
Time
P
Parent
2008
165,853
691,747
71,824
P
209,842
59,346
1,115,411
2009
P
2008
165,853
691,747
71,824
P
209,842
59,346
1,115,411
929,424
1,384,599
929,424
1,384,599
105,682,961
16,963,870
70,932,122
90,247,327
14,498,196
55,290,909
105,810,035
17,577,528
70,932,122
90,400,778
14,893,397
55,290,909
193,578,953
160,036,432
194,319,685
160,585,084
P 194,508,377
P 161,421,031
P 195,249,109
P 161,969,683
The breakdown of deposit liabilities account as to currency follows:
Group
Philippine peso
Foreign currency
Parent
2009
2008
2009
2008
P 132,467,718
62,040,659
P 110,305,983
51,115,048
P 133,208,450
62,040,659
P 110,854,635
51,115,048
P 194,508,377
P 161,421,031
P 195,249,109
P 161,969,683
The maturity profile of this account is presented below:
Group
Less than one year
One to five years
Beyond five years
Parent
2009
2008
2009
2008
P 194,156,872
344,575
6,930
P 160,863,781
146,241
411,009
P 194,897,604
344,575
6,930
P 161,412,433
146,241
411,009
P 194,508,377
P 161,421,031
P 195,249,109
P 161,969,683
Deposit liabilities bear interest at rates ranging from 0% to 8.90% in 2009 and
from 0% to 7.93% in 2008 per annum. Demand and savings deposits usually have
either fixed or variable interest rates while time deposit has fixed interest rates.
- 95 Interest expense on deposit liabilities for 2009, 2008 and 2007 are broken down as
follows:
Group
2008
2009
Demand
Savings
Time
P 3,047,206
378,818
1,738,986
P
1,973,947
281,807
1,800,419
P
1,781,076
307,111
1,972,168
P
P
4,056,153
P
4,060,355
5,165,010
Parent
2008
2009
Demand
Savings
Time
2007
2007
P
3,048,391
378,818
1,738,986
P
1,974,624
317,193
1,800,419
P
1,781,076
340,023
1,972,168
P
5,166,195
P
4,092,236
P
4,093,267
Under existing BSP regulations, non-FCDU deposit liabilities of the Bank are subject
to liquidity reserve equivalent to 11% and statutory reserve equivalent to 8% (under
BSP Circular 632). As of December 31, 2009 and 2008, the Group is in compliance
with such regulations.
Liquidity and statutory reserves as of December 31, 2009 and 2008 are as follows:
Group and Parent
2008
2009
Cash and other cash items
Due from BSP
21.
P
3,510,287
20,522,050
P
3,105,691
18,130,301
P
24,032,337
P
21,235,995
BILLS PAYABLE
Bills payable consist of borrowings from:
Group
2009
Banks, other financial
institutions and individuals
BSP
Parent
2008
2009
2008
P
377,909
677,428
P
2,135,648
20,789
P
377,409
677,428
P
2,135,148
20,789
P
1,055,337
P
2,156,437
P
1,054,837
P
2,155,937
Bills payable to banks, other financial institutions and individuals consist mainly of
amortized cost of borrowings in the form of short-term borrowings.
- 96 Bills payable to BSP mainly represent short-term borrowings availed of under the
rediscount facility of the BSP. These are collateralized by eligible loans (see Note 13).
The breakdown of bills payable as to currency follows:
Group
Parent
2008
2009
Philippine peso
Foreign currency
2009
2008
P
910,757
144,580
P
1,253,152
903,285
P
910,257
144,580
P
1,252,652
903,285
P
1,055,337
P
2,156,437
P
1,054,837
P
2,155,937
All of the Group’s bills payable mature within one year from statement of financial
position date.
The breakdown of interest expense on bills payable follow:
2009
Banks and other financial institutions
BSP
Group and Parent
2008
2007
P
60,598
10,660
P
232,495
5,374
P
638,785
1,951
P
71,258
P
237,869
P
640,736
The range of interest rates of bills payable per currency follows:
Philippine peso
Foreign currency
22.
2009
Group and Parent
2008
2007
3.5% to 12%
1.25% to 6.5%
2.6% to 6.13%
0.5% to 5.26%
4.75% to 12%
Up to 6.5%
NOTES PAYABLE
The Group’s notes payable as of December 31, 2009 and 2008 of P5,037,100 and
P1,287,100, respectively, pertain to the outstanding balance of unsecured
subordinated notes (the Notes), of which P3,750,000 was issued by the Group on
October 14, 2009 due on October 14, 2019 and callable on October 15, 2014; and
P1,287,100 was issued by the former iBank on March 23, 2006 due on
September 24, 2016 and callable on September 23, 2011.
Among the significant terms and conditions of the Notes follow:
a. The Notes was issued on the initial issue date at 100% of the face value of the
Notes. Subsequent issuance of the Notes, if any, will be issued at par, discount
or premium depending on market conditions at the time of its issuance
(and will include a price adjustment for interest accrued as of the initial issue
date) based on a formula to be uniformly applied per tranche;
- 97 b. The Notes shall not be used as collateral for any loan made by the Parent
Company or any of its subsidiaries and affiliates. The Noteholders or their
transferees shall not be allowed, and waive their right to set-off any amount
that may be due the Parent Company;
c. The Notes constitute direct, unconditional, unsecured and subordinated
obligations of the Parent Company. Claims of Noteholders in respect of the
Notes shall at all times rank pari passu and without any preference among
themselves; and,
d. The Notes shall not be redeemable or terminable at the instance of the
Noteholders before the maturity date, unless otherwise expressly provided
therein.
The P3,750,000 Notes bear interest at the rate of 7.375% per annum payable
quarterly in arrears to the Noteholders on October 14, January 14, April 14, and
July 14 of each year, with the first interest payment date on January 14, 2010 for
the period from and including the issue date up to but excluding the first banking
day of the 21st interest period (if the call option is not exercised) or the call option
date (if the call option is exercised). The interest rate from and including
October 14, 2014 up to but excluding October 14, 2019 will be reset and such
step-up interest rate shall be payable to the Noteholders beginning on the 21st
interest period up to the last interest period in the event that the Parent Company
does not exercise the call option;
On the other hand, the P1,287,100 Notes bear interest at the rate of 9.5% per
annum payable semi-annually in arrears to the noteholders on September 23 and
March 23 of each year, with the first interest payment date on September 23, 2006
for the period from and including the issue date up to but excluding the last
day of the 11th interest period (if the call option is not exercised) or the call
option date (if the call option is exercised). The interest rate from and including
September 23, 2011 up to but excluding September 23, 2016 will be reset and such
step-up interest rate shall be payable to the noteholders beginning on the 12th
interest period up to the last interest period in the event that the Bank does not
exercise the call option.
- 98 23.
OTHER LIABILITIES
Other liabilities consist of the following as of December 31:
Group
2009
Domestic bills purchased
Managers’ checks
Due to Treasurer of the
Philippines
Accrued taxes
and other expenses
Accounts payable
Derivative liabilities
(see Note 10)
Accrued interest payable
Payment orders payable
Other dormant credits
Withholding taxes payable
Due to BSP
Miscellaneous
P
Parent
2008
3,779,570
2,794,295
P
3,142,492
2,687,612
2009
P
2008
3,779,570
2,794,295
P
3,142,492
2,687,612
2,018,754
1,897,853
2,018,754
1,897,853
1,324,909
821,703
704,834
1,363,521
793,128
813,242
373,675
1,367,215
453,785
364,939
249,928
181,360
53,284
23,272
414,355
913,525
395,176
107,357
89,721
59,319
72,065
586,300
453,785
364,840
249,928
181,360
53,040
23,272
395,253
913,525
395,077
107,357
89,721
58,892
72,065
519,367
P 12,480,154
P 12,019,775
P 11,920,467
P 11,624,851
The breakdown of Accrued Taxes and Other Expenses account follows:
Group
2009
Pre-need reserve
Accrued income and
other taxes
Accrued sick leave benefits
Others
P
P
380,870
87,166
328,643
P
24.
528,230
1,324,909
Parent
2008
327,649
2009
P
124,574
90,893
161,718
P
704,834
P
2008
-
P
-
379,444
87,166
326,518
P
122,939
90,893
159,843
793,128
P
373,675
CAPITAL FUNDS
24.1 Common Stock
The Bank’s common stock at December 31, 2009 and 2008 of P6,414,224 consists of
641.4 million shares with P10 par value. The authorized capital stock of the Bank is at
670 million shares.
On January 30, 2007, the Bank issued a total of 176,456 common shares (net of eight
fractional shares) to outstanding stockholders of the former International Exchange
Bank (“iBank”)pursuant to the Plan of Merger between the Bank and the former
iBank which was approved by the SEC on August 28, 2006. The Plan of Merger
provided for the conversion of outstanding iBank shares of stock to the Bank’s
common shares at the ratio of 0.656 UnionBank share for each iBank share.
- 99 On February 2, 2007, the BOD of the Bank approved the proposal of management to
raise capital of approximately US$100 million by issuance of new shares to enhance
the Bank’s capital adequacy ratio in anticipation of Basel II requirements that would
take effect in July 2007. The new shares as well those issued on January 30, 2007
above-mentioned, came from the authorized capital stock of the Bank that remain
unissued as of the beginning of 2007, totaling 118,754,036 shares. The summary of
issuance of new shares by the Bank in 2007 follows:
a. The Bank issued 78,300,000 new shares at P59 per share in April and May
2007. The offer comprised of 59,040,000 shares to buyers outside the
Philippines and the United States (except for qualified international buyers in
reliance on Rule 144A under the U.S. Securities Act); 4,500,000 shares under
rights offering to shareholders of the Bank who did not waive their
pre-emptive rights in a proportion of one share for every 6.127 share held as
of record date of May 2, 2007; and domestic offer of 14,760,000 shares to
various local and foreign investors.
b. On May 16, 2007, pursuant to the aforesaid offering requirements, the Bank
issued 11,700,000 shares to its international lead manager in the international
offering of the Bank’s common shares to cover over-allotments.
24.2 Surplus Free
The following is a summary of the dividends declared and distributed by the Group in
2009, 2008 and 2007:
Date of
Declaration
Date of
Record
Date of
Payment
February 27, 2009 May 27, 2009
February 20, 2008 May 7, 2008
May 4, 2007
July 18, 2007
June 23, 2009
May 30, 2008
July 27, 2007
Date of
BSP Approval
May 11, 2009
April 21, 2008
June 29, 2007
Dividend
per Share
P
1.12
1.80
1.60
Shares
Outstanding
641,422,420
641,422,420
641,422,420
Total Amount
P
718,392
1,154,560
1,026,276
In compliance with BSP regulations, the Bank ensures that adequate reserves are in
place for future bank expansion requirements. The foregoing cash dividend
declarations were made within the BSP’s allowable limit of dividends.
24.3 Capital Allocation
The allocation of capital between specific operations and activities is, to a large extent,
driven by optimization of the return achieved on the capital allocated. The amount of
capital allocated to each operation or activity is based primarily upon the regulatory
capital, but in some cases the regulatory requirements do not reflect fully the varying
degree of risk associated with different activities. In such cases the capital
requirements may be flexed to reflect differing risk profiles subject to the overall level
of capital to support a particular operation or activity not falling below the minimum
required for regulatory purposes. The process of allocating capital to specific
operations and activities is undertaken independently of those responsible for the
operation and is subject to review by the ALCO.
- 100 Although maximization of the return on risk-adjusted capital is the principal basis used
in determining how capital is allocated within the Bank to particular operations or
activities, it is not the sole basis used for decision making. Also taken into
considerations are synergies with other operations and activities, the availability of
management and other resources, and the fit of the activity with the Bank’s longer
term strategic objectives. The Bank’s policies in respect of capital management and
allocation are reviewed regularly by its BOD.
24.4 Restatement of 2007 Financial Statements
The balance of the Surplus Free and other statement of condition accounts as of
December 31, 2007 and net income for the year ended December 31, 2007 have been
restated to reflect the effects of the retrospective amendments in 2008 of the term
sheets of the UBS Notes acquired by the Bank in 2007 through its FCDU.
Prior to the amendment, the UBS Notes were considered compound financial
instruments, with embedded derivative; hence, the derivative portion was bifurcated
and measured at fair value while the host contract was classified as AFS financial
instrument.
In October 2008, the contracts of the Bank with UBS in connection with the UBS
Notes were revised in such a way that the investments became ordinary UDSCL.
Under the revised terms, which are made effective retroactively from 2007, the Bank is
directly exposed to the credit risk of the issuer of the reference securities, exchange
rate fluctuations of IDR against the US dollars and the convertibility risk of IDR. The
UBS Notes were also deleveraged. As a result, the UBS Notes were classified as
UDSCL under Loans and Receivables measured at amortized cost.
The following schedules present the 2007 condensed statement of condition and
income statement as previously reported, restatement adjustments and the restated
balances:
Group
Restatements
As Previously
Reported
Resources:
Available-for-sale securities
Loans and other receivables – net
Total Resources
Liabilities:
Loans payable
Derivative liabilities
Total Liabilities
Capital Funds:
Surplus free
Net unrealized gain on available-for-sale
securities
Total Capital Funds
Total Liabilities and Capital Funds
P 25,937,559
43,924,206
188,524,290
1,265,138
161,327,349
Add
(Deduct)
(P
(
3,231,453 )
10,016,235
6,784,782
7,392,323
824,333 )
6,567,990
Restated
Balance
P
22,706,106
53,940,441
195,309,072
7,392,323
440,805
167,895,339
14,523,946
77,526
14,601,472
349,386
27,196,941
188,524,290
139,267
216,793
6,784,782
488,653
27,413,734
195,309,072
- 101 Group
Restatements
As Previously
Reported
Income Statement:
Interest income on investment and
trading securities
Trading gain
Miscellaneous income
Net Income
Basic Earnings per Share
2,475,033
736,100
2,094,941
2,900,829
4.76
Add
(Deduct)
(
Restated
Balance
76,235 )
645,515
491,754 )
77,526
0.13
(
2,398,798
1,381,615
1,603,187
2,978,355
4.89
Parent
Resources:
Available-for-sale securities
Loans and other receivables – net
Total Resources
As Previously
Restatements
Add
Restated
Reported
(Deduct)
Balance
P 25,903,719
43,844,384
188,732,866
Liabilities:
Loans payable
Derivative liabilities
Total Liabilities
1,265,138
161,439,773
Capital Funds:
Surplus free
Net unrealized gain on available-for-sale
securities
Total Capital Funds
Total Liabilities and Capital Funds
Income Statement:
Interest income on investment and
trading securities
Trading gain
Miscellaneous income
Net Income
Basic Earnings per Share
25.
P
(P
3,231,453 )
10,016,235
6,784,782
P
7,392,323
824,333 )
6,567,990
(
22,672,266
53,860,619
195,517,649
7,392,323
440,805
168,007,763
14,550,284
77,526
14,627,810
419,200
27,293,093
188,732,866
139,267
216,793
6,784,783
558,467
27,509,886
195,517,649
2,475,033
736,060
2,020,910
2,876,570
4.76
(P
(
76,235 )
645,515
491,754 )
77,526
0.09
P
2,398,798
1,381,575
1,529,156
2,954,096
4.85
SERVICE CHARGES, FEES AND COMMISSIONS
This account is broken down as follows:
Group
2008
2009
Service charges
Bank commissions
Others
2007
P
539,185
104,279
36,871
P
629,101
116,118
16
P
657,138
158,226
23,871
P
680,335
P
745,235
P
839,235
- 102 Parent
2008
2009
Service charges
Bank commissions
Others
26.
2007
P
539,185
104,279
36,871
P
629,047
117,796
17
P
656,486
158,226
23,711
P
680,335
P
746,860
P
838,423
MISCELLANEOUS INCOME AND EXPENSES
26.1 Miscellaneous Income (Charges)
Miscellaneous income is composed of the following:
Notes
Foreign exchange gains
(losses) – net
10, 11, 12
Fair value gains (losses) on
investment properties
16
Gains from acquisition
of investment properties
Premium revenues
Penalties
Rental
16, 33
Income from trust operations
29
Gain (loss) from sale of assets
Dividend
Reversal of long outstanding
liabilities
Recoveries on impaired
accounts
Financial advisory fee
Others
P
(
(
P
Notes
Foreign exchange gains
(losses) – net
10, 11, 12
Fair value gains (losses) on
investment properties
16
Gains from acquisition
of investment properties
Penalties
Rental
16, 33
Income from trust operations
29
Gain (loss) from sale of assets
Dividend
Reversal of long outstanding
liabilities
Recoveries on impaired accounts
Financial advisory fee
Others
Group
2008
2009
2,337,321
(P
(
(
1,770,046 ) ( P
410,385 )
169,678)
2,944,179
77,122
166,532
158,839
149,441
97,064
76,498
63,867)
24,021
69,979
138,063
134,318
71,629
95,802
20,676
20,232
671,166
63,258
297,331
66,589
112,616
89,412
20,093
-
-
203,013
371,226
236,169
190,433
99,000
123,539
3,147,397
P
2,337,321
1,961,001
P
Parent
2008
2009
P
2007
(P
1,603,187
2007
1,770,046 ) ( P
410,385 )
169,678)
2,944,179
77,122
166,532
149,441
88,509
76,235
63,867)
23,772
69,979
134,318
63,383
95,521
20,676
20,139
671,166
297,331
57,877
113,749
89,412
19,563
315,683
233,768
203,013
190,433
99,000
120,875
P 2,923,948
P
1,811,917
P
1,529,156
- 103 26.2 Miscellaneous Expenses
The breakdown of miscellaneous expenses follows:
Group
2008
2009
Insurance
Outside services
Repairs and maintenance
Management and professional fees
Communication
Stationery and supplies
Litigation
Representation and entertainment
Supervision fees
Advertising and publicity
Transportation and travel
Others
P
389,979
338,297
231,036
202,267
187,863
133,775
105,762
102,319
76,135
32,809
31,634
478,176
P
295,610
274,300
161,491
148,247
136,214
84,929
191,287
118,636
62,527
41,948
30,840
291,970
P
330,293
287,558
194,634
215,772
138,553
74,153
286,119
149,842
68,631
60,272
23,726
152,072
P
2,310,052
P
1,837,999
P
1,981,625
Parent
2008
2009
Insurance
Outside services
Repairs and maintenance
Management and professional fees
Communication
Stationery and supplies
Litigation
Representation and entertainment
Supervision fees
Advertising and publicity
Transportation and travel
Others
27.
2007
2007
P
388,838
337,517
229,805
203,642
187,178
133,297
105,762
101,136
76,135
32,784
31,063
300,689
P
294,074
273,921
160,788
153,414
135,099
84,387
191,287
117,209
62,527
41,554
30,232
165,388
P
329,800
287,270
192,501
213,311
138,257
73,878
286,119
148,409
67,440
60,234
23,228
104,123
P
2,127,846
P
1,709,880
P
1,924,570
SALARIES AND EMPLOYEE BENEFITS
27.1 Salaries and Employee Benefits Expense
Expenses recognized for employee benefits are as follows:
Group
2008
2009
Salaries and wages
Fringe benefits
Bonuses
Retirement benefits
Social security costs
Other benefits
2007
P
970,309
493,235
400,944
185,487
44,248
47,569
P
915,165
357,513
254,000
175,151
43,599
43,563
P
873,505
416,478
304,000
115,917
44,259
21,396
P
2,141,792
P
1,788,991
P
1,775,555
- 104 Parent
2008
2009
Salaries and wages
Fringe benefits
Bonuses
Retirement benefits
Social security costs
Other benefits
2007
P
959,279
491,332
400,944
185,090
43,808
47,332
P
903,720
356,908
254,000
173,304
43,144
43,508
P
862,748
416,369
304,000
116,024
43,851
21,286
P
2,127,785
P
1,774,584
P
1,764,278
27.2 Retirement Benefits Expense
The Group maintains a tax-qualified, noncontributory retirement plan that is being
administered by the Bank’s Trust and Investment Services Group covering all regular
full-time employees. Under this retirement plan, all covered employees are entitled to
cash benefits after satisfying certain age and service requirements. Actuarial valuations
are made annually to update the retirement benefit costs and the amount of
contributions.
The Bank maintains two separate retirement plans for UnionBank and former iBank
employees, hence, the Bank presents retirement information in its financial statements
separately for the two plans.
The amounts of retirement benefit asset recognized are determined as follows
(see Note 18):
Group
2009
Present value of the obligation
Fair value of plan assets
Deficiency of plan assets
Asset ceiling limit
Unrecognized actuarial losses
P
1,401,222 P
914,714
486,508
469
547,142) (
(
Retirement benefit asset
2008
P
60,165
1,132,843
631,688
501,155
1,425
571,267 )
P
68,687
Parent
UnionBank Plan
2008
2009
Present value of obligation
P
Fair value of plan assets
Deficiency of plan assets
Unrecognized actuarial losses (
Retirement benefit asset
P
1,171,212 P
700,924
470,288
483,251 ) (
12,963
P
Former iBank Plan
2009
2008
966,301 P
478,740
487,561
515,849 ) (
28,288
P
224,897 P
206,250
18,647
63,899) (
45,252
P
163,018
146,686
16,332
54,384 )
38,052
- 105 The movements in the present value of the retirement benefit obligation recognized in
the books follow:
Group
2008
2009
Balance at beginning of year
Current service cost
Interest cost
Actuarial (gains) losses
Benefits paid by the plan
P
1,132,843 P
67,929
132,332
123,880 (
55,762) (
P
1,401,222
(
Balance at end of year
1,119,106
98,802
89,012
103,891 )
70,186 )
P
1,132,843
Parent
UnionBank Plan
2009
2008
Balance at beginning of year
Current service cost
Interest cost
Actuarial (gains) losses
Benefits paid by the plan
Balance at end of year
P
966,301 P
54,396
112,864
76,132 (
38,481 ) (
(
P
1,171,212
P
Former iBank Plan
2009
2008
887,705 P
72,860
69,862
44,918 )
19,208 ) (
163,018 P
13,167
19,040
46,952 (
17,280) (
227,683
25,494
18,875
58,056 )
50,978 )
966,301
224,897
163,018
P
P
The movements in the fair value of plan assets follow:
Group
2009
Balance at beginning of year
Contributions paid into the plan
Benefits paid by the plan
Actuarial gains
Expected return on plan assets
P
631,688 P
176,965
55,762) (
120,132 (
41,691
P
914,714
(
Balance at end of year
2008
633,830
177,847
70,186 )
147,801 )
37,998
P
631,688
Parent
UnionBank Plan
2008
2009
Balance at beginning of year
P
Contributions paid
into the plan
Benefits paid by the plan
(
Actuarial gains
Expected return on plan assets
478,740
Balance at end of year
700,924
P
P
144,998
38,481 ) (
84,070 (
31,597
431,657
Former iBank Plan
2009
2008
P
143,602
19,208 ) (
103,210 )
25,899
P
478,740
146,686
P
31,967
17,280) (
35,196 (
9,681
P
206,250
195,823
34,245
50,978 )
44,153 )
11,749
P
146,686
- 106 The plan assets consist of the following:
Group
2009
Investments in:
Equity securities
Debt securities
Bank deposits
Others
2008
P
509,359
396,875
4,049
4,431
P
268,983
353,545
1,471
7,689
P
914,714
P
631,688
Parent
UnionBank Plan
2008
2009
Investments in:
Equity securities
Debt securities
Bank deposits
Others
Former iBank Plan
2009
2008
P
355,624
338,636
2,981
3,683
P
256,525
215,822
1,444
4,949
P
146,583
57,873
1,047
747
P
12,458
131,489
2,739
P
700,924
P
478,740
P
206,250
P
146,686
Actual returns on plan assets were P115.7 million in 2009 and P79.5 million in 2008
for UnionBank and P44.9 in 2009 and P33.4 million in 2008 for iBank.
The amounts of retirement benefits recognized in the statement of income are as
follows:
Group
2009
Current service costs
Interest costs
Expected return on plan assets
Net actuarial losses recognized
Asset ceiling limit
P
(
P
67,929
132,332
41,691)
26,448
469
2008
P
(
P
185,487
2007
98,802
P
89,012
37,998 ) (
23,910
1,425
175,151
P
93,077
73,440
70,581 )
19,899
82
115,917
Parent
UnionBankPlan
2008
2009
Current service costs
Interest costs
Expected return on plan assets
Net actuarial losses recognized
P
(
P
54,396
112,864
31,597)
24,660
160,323
P
(
P
2007
72,860
P
69,862
25,899 ) (
21,693
138,516
P
63,266
54,743
47,758 )
17,049
87,300
- 107 iBank Plan
2008
2009
Current service costs
Interest costs
Expected return on plan assets
Net actuarial losses recognized
P
13,167
19,040
9,681)
2,241
(
P
P
25,494
P
18,875
11,749 ) (
2,168
29,462
18,504
22,091 )
2,849
P
34,788
28,724
(
24,767
2007
P
The movements in retirement benefit asset are as follows:
Group
2009
Balance at beginning of year
Expense recognized
Actual contributions
P
68,687 P
185,487) (
176,965
(
Balance at end of year
2008
P
65,991
175,151 )
177,847
P
60,165
68,687
Parent
Former iBank Plan
2009
2008
UnionBank Plan
2009
2008
Balance at beginning of year
Expense recognized
Actual contributions
P
(
Balance at end of year
28,288 P
160,323 ) (
144,998
P
12,963
23,202 P
138,516 ) (
143,602
P
28,288
P
38,052 P
24,767) (
31,967
38,595
34,788 )
34,245
45,252
38,052
P
Presented below are the historical information related to the present value of the
retirement benefit obligation, fair value of plan assets and excess or deficit in the plan,
as well as experience adjustments arising on plan assets and liabilities.
UnionBank Plan
2009
Present value of the obligation
Fair value of plan assets
Deficit (excess) in the plan
(
2008
P 1,171,212 P
700,924) (
P
470,288
P
P
19,295
84,070 (
2006
2005
966,301 P
478,740) (
887,705 P
431,657) (
710,946 P
397,985 ) (
311,518
325,112 )
487,561
456,048 (P
312,961 ) (P
13,594 )
P
2008
2009
Experience adjustments
arising on plan liabilities
Experience adjustments
arising on plan assets
2007
P
41,614
103,211 ) (
2007
P
63,199
26,992 )
2006
P
292,744
28,036
- 108 Former iBank Plan
2009
Present value of the obligation
Fair value of plan assets
Deficit in the plan
P
(
P
2008
224,897
206,250)
P
P
2009
Experience adjustments
arising on plan liabilities
Experience adjustments
arising on plan assets
P
163,018
P
146,686 ) (
(
18,647
2007
16,332
P
2008
227,683
195,823 )
31,860
2007
25,077
(P
10,336 ) ( P
35,196
(
44,153 )
34,141 )
2,346
The Bank expects to contribute P163.9 million for the UnionBank Plan and
P32.9 million for the Former iBank Plan in 2010.
In determining the retirement benefits, the following actuarial assumptions were used:
Parent
UnionBank Plan
2008
2009
Retirement age
Average remaining working life
Discount rate
Expected return on plan assets
Expected rate of salary
increase
Former iBank Plan
2009
2008
60
27 years
8.68%
7.20%
60
28 years
7.87%
6.00%
60
25 years
8.45%
7.20%
60
23 years
8.29%
6.00%
8.00%
7.00%
8.00%
7.00%
Assumptions regarding future mortality and disability are based on published statistics
and mortality tables.
The overall expected long-term rate of return on assets is 6.6%. The expected
long-term rate of return is based on the portfolio as a whole and not on the sum of
the returns on individual asset categories. The return is based exclusively on historical
returns, without adjustments.
- 109 28.
TAXES
28.1 Current and Deferred Taxes
The components of tax expense reported in the statements of income for the years
ended December 31, 2009, 2008 and 2007 are as follows:
Group
2008
2009
Current tax expense:
Final tax at 20% and 7.5%
Regular corporate income tax (RCIT)
at 30% in 2009 and at 35%
in 2008 and 2007
Minimum corporate income tax (MCIT)
at 2%
Deferred tax expense (income):
Deferred tax relating to origination and
reversal of temporary differences
P
(
Tax expense reported in the Group
statements of income
P
598,287
P
Deferred tax expense (income):
Deferred tax relating to origination and
reversal of temporary differences
Tax expense reported in the Parent
statements of income
P
(
P
433,544
P
369,898
614
691
234,517
56,645
655,546
70,881
505,116
275
604,690
560,083)
334,932
95,463
P
597,955
(
840,048
552,455 )
P
Parent
2008
2009
Current tax expense:
Final tax at 20% and 7.5%
Regular corporate income tax (RCIT)
at 30% in 2009 and at 35%
in 2008 and 2007
Minimum corporate income tax (MCIT)
at 2%
2007
P
52,235
2007
433,352
P
363,316
-
-
232,818
56,369
654,324
70,436
503,788
596,134
559,985)
334,890
94,339
P
838,678
(
552,788 )
P
43,346
- 110 The reconciliation of the tax on pretax income computed at the statutory tax rates to
tax expense is shown below:
Tax on pretax income at 30%
in 2009 and at 35% in 2008
and 2007
Adjustment for income subjected
to lower income tax rates
Tax effects of:
FCDU loss (income) before tax
Unrecognized deferred tax asset
Non-deductible expenses
Non-taxable income
Loss on sale of non-performing
loans
Reduction in income tax rate
Benefit from previously
unrecognized deferred tax
Others
P
Tax expense reported in the
statements of income
Group
2008
1,326,140
P
(
221,174)
(
1,742,364)
504,795
334,884
53,477)
(
-
1,017,966
P
(
121,107 (
4,945
370,467
80,917 ) (
466,679 )
5,788
269,214
343,419 )
398,251 )
51,100
-
(
P
Parent
2008
1,320,167
P
1,742,364)
493,831
334,558
37,711)
-
P
94,339
308,683 )
3,448
P
52,235
2007
1,006,968
P
1,049,105
(
259,058 ) (
160,428 )
(
121,107 (
370,185
68,499 ) (
466,679 )
268,888
343,234 )
398,251 )
51,100
-
(
53,089)
(
840,048
2009
(
(
(
12,832
95,463
221,053)
1,060,707
168,141 )
-
(
P
259,201 ) (
53,341)
P
2007
(
(
Tax expense reported in the Group
income statements
Tax on pretax income at 30%
in 2009 and at 35% in 2008
and 2007
Adjustment for income subjected
to lower income tax rates
Tax effects of:
FCDU loss (income) before tax
Unrecognized deferred tax asset
Non-deductible expenses
Non-taxable income
Loss on sale of non-performing
loans
Reduction in income tax rate
Benefit from previously
unrecognized deferred tax
Others
2009
-
(
308,683 )
4,377
15,126
P
838,678
P
43,346
- 111 The components of the net deferred tax assets (presented under Other Resources –
see Note 18) as of December 31, 2009 and 2008 are as follows:
Deferred tax assets:
Impairment losses
Net operating loss carryover
(NOLCO)
Accrued other expenses
MCIT
Unrealized foreign exchange
loss
Foreign currency swap
revaluation loss
Others
P
2008
2,761,823
2,227,684
P
281,933
275,414
70,436
Deferred tax liabilities:
Fair value gains on investment
properties
Foreign currency swap
revaluation gain
Capitalized interest
Unrealized foreign exchange
gains
Others
Net Deferred Tax Assets
Statements of Financial Position
Group
Parent
2009
2008
2009
P
Deferred Tax Expense (Income)
P
286,334
174,658
70,436
64,908
-
42,207
63,528
16,712
3,496,721
2,761,377
P
281,933
275,414
70,436
281,933
174,658
70,436
64,908
-
42,620
63,528
17,507
2,839,798
3,496,688
2,835,746
985,267
1,090,950
986,744
1,088,026
255,642
37,356
40,635
255,642
37,356
40,635
45,387
50,124
45,103
43,833
50,124
43,833
1,323,652
1,226,812
1,323,575
1,222,618
2,173,069
P
2009
Impairment losses
Foreign currency swap revaluation
loss (gain)
Unrealized foreign exchange
loss (gain)
Net fair value gains (losses) on
investment properties
Accrued other expenses
Capitalized interest
NOLCO
MCIT
Others
2,228,130
(P
1,612,986
-
P
2,173,113
P
1,613,128
Group Statements of Income
2008
2007
533,693)
(P
124,540 ) ( P
409,424 )
319,170
(
182,917 )
119,389
(
115,032)
162,115
(
111,991 )
(
(
(
(
101,282)
100,756)
3,279)
25,211)
883,254
60,234 (
1,281 ) (
286,334 )
70,161 )
108,362 ) (
131,077
131,324 )
144,844 )
5,338 )
(P
560,083)
334,932
552,455 )
(
(
(
(
P
(P
- 112 Parent Company Statements of Income
2009
2008
2007
Impairment losses
Foreign currency swap revaluation
loss (gain)
Unrealized foreign exchange
loss (gain)
Net fair value gains (losses) on
investment properties
Accrued other expenses
Capitalized interest
NOLCO
MCIT
Others
Deferred Tax Expense (Income)
(P
533,693)
(P
124,094 ) ( P
409,424 )
319,170
(
182,917 )
119,389
(
115,032)
(
(
(
(
101,282)
52,460)
3,279)
25,213)
(P
559,985)
162,115
(
(
(
(
(
P
(
111,991 )
883,254
19,000 ) (
1,281 ) (
281,933 )
70,436 )
30,818 )
131,077
155,658 )
144,844 )
18,663
334,890
552,788 )
(P
The unrecognized deferred tax assets as of December 31, 2009 and 2008 pertain to the
following temporary differences:
Group
2009
NOLCO
MCIT
Others
Parent
2009
2008
P
486,529
57,439
3,676
P
31,154
794
3,676
P
444,686
56,369
-
P
547,644
P
35,624
P
501,055
The Group did not recognize the above deferred tax assets on NOLCO and MCIT
since management believes that it is not reasonably possible that deferred tax assets on
these temporary differences may be realized in the future.
The breakdown of the recognized and unrecognized NOLCO by the Group follows:
Recognized
Inception
Year
2008
2006
Amount
P
P
939,776 P
14,672 (
Applied/
Expired
-
Balance
P
14,672 )
954,448 ( P
939,776
Expiry Year
2011
-
14,672 ) P
939,776
Unrecognized
Inception
Year
2009
2008
Amount
Applied/
Expired
Balance
P
1,517,916 P
103,847
-
P
1,517,916
103,847
P
1,621,763 * P
-
P
1,621,763
* of which P1,482,283 pertains to the Parent Company.
Expiry Year
2012
2011
- 113 The breakdown of the Group’s MCIT follows:
Inception
Year
2009
2008
2007
Amount
Applied/
Expired
Balance
P
56,645 P
70,436
794
-
P
56,645
70,436
794
P
127,875 P
-
P
127,875
Expiry Year
2012
2011
2010
Of the total incurred MCIT of P127,875, MCIT incurred in 2009 and 2007 of P56,645
and P794, respectively, were not recognized.
28.2 Relevant Tax Regulations
The following are the relevant tax regulations affecting the Group:
28.2.1 Income Tax
a. MCIT of 2% based on gross income, as defined under the Tax Code, is required
to be computed and paid (if higher than the RCIT) at the end of each quarter
beginning on the income tax return for fiscal quarter ending September 30, 2007,
as provided for under Revenue Regulation (RR) 12-2007;
b. NOLCO can be claimed as deduction against taxable income within three years
after NOLCO is incurred;
c. FCDU transactions with non-residents of the Philippines and other offshore
banking units (offshore income) are tax-exempt, while interest income on foreign
currency loans from residents other than OBUs or other depository banks under
the expanded system is subject to 10% income tax;
d. Withholding tax of 7.5% is imposed on interest earned by residents under the
expanded foreign currency deposit system.
28.2.2 Documentary Stamp Tax (DST)
Documentary stamp taxes (at varying rates) are imposed on the following:
a. Bank checks, drafts, or certificate of deposit not bearing interest, and other
instruments;
b. Bonds, loan agreements, promissory notes, bills of exchange, drafts, instruments
and securities issued by the Government or any of its instrumentalities, deposit
substitute debt instruments, certificates of deposits bearing interest and other not
payable on sight or demand;
c. Acceptance of bills of exchange and letters of credit; and,
d. Bills of lading or receipt.
- 114 On February 7, 2004, RA 9243, An Act Rationalizing the Provisions on the Documentary
Stamp Tax of the NIRC, was passed amending the rates of DST, the significant
provisions of which are summarized below:
a. On every issue of debt instruments, there shall be collected a DST of P1.00 on
each P200 or fractional part thereof of the issue price of any such debt instrument.
Provided, that for such debt instruments with terms of less than one year, the
DST to be collected shall be of a proportional amount in accordance with the
ratio of its term in number of days to 365 days. Provided further that only one
DST shall be imposed on either loan agreement or promissory notes to secure
such loan.
b. On all sales or transfer of shares or certificates of stock in any corporation, there
shall be collected a DST of P0.30 on each P200, or fractional part thereof, of the
par value of such stock.
c. On all bills of exchange or drafts, there shall be collected a DST of P0.30 on each
P200, or fractional part thereof, of the face value of any such bill of exchange or
draft.
d. The following instruments, documents and papers shall be exempt from DST:
•
Borrowings and lending of securities executed under the Securities Borrowing
and Lending Program of a registered exchange, or in accordance with
regulations prescribed by the appropriate regulatory authority;
•
Loan agreements or promissory notes, the aggregate of which does not exceed
P250,000 or any such amount as may be determined by the Secretary of
Finance, executed by an individual for his purchase on installment for his
personal use;
•
Sale, barter or exchange of shares of stock listed and traded through the local
stock exchange (as amended by RA 9648);
•
Fixed income and other securities traded in the secondary market or through
an exchange;
•
Derivatives including repurchase agreements and reverse repurchase
agreements;
•
Bank deposit accounts without a fixed term or maturity; and,
•
Interbank call loans with maturity of not more than seven days to cover
deficiency in reserve against deposit liabilities.
- 115 28.2.3 Recent Tax Regulations
a. Reduction in Income Tax Rate
In accordance with RA No. 9337 which amended certain sections of the National
Internal Revenue Code of 1997, the RCIT rate is reduced from 35% to 30%
beginning January 1, 2009. Hence, the Bank’s deferred tax assets and liabilities
were measured at 30% representing the enacted tax rate that will apply to the
period when the assets will be realized or the liabilities will be settled.
b. RA 9504
Effective July 2008, RA No. 9504 was approved giving corporate taxpayers an
option to claim itemized deduction or optional standard deduction (OSD)
equivalent to 40% of gross income. Once the option to use OSD is made, it shall
be irrevocable for the taxable year for which the option was made. In 2009 and
2008, the Bank opted to continue claiming itemized deductions.
28.2.4 Other Tax Matters
On June 29, 2007, pursuant to RR No. 15-2006, the Bank filed 12 applications for
administrative abatement of the Bank’s and the former iBank’s DST assessments for
years 2004 and earlier, for which the Bank paid the BIR a total of P147,728. Four of
these applications were subsequently denied while the other eight were not acted upon
by the BIR. On February 4 and 19, 2008, the Bank availed of the tax amnesty
program of the BIR pursuant to RA 9480, An Act Enhancing Revenue Administration and
Collection by Granting an Amnesty on All Unpaid Internal Revenue Taxes, for tax liabilities of
the former iBank and the Bank, respectively, for calendar years 2005 and earlier. The
tax assessments at issue were all covered by the amnesty. Consequently, the Bank
contends that these tax assessments have become moot and academic.
On March 4, 2009, the Bank filed with the BIR a claim for refund and/or issuance of
Tax Credit Certificate for the amount paid under the abatement program. Because of
the inaction of the BIR on the claim for refund, on June 29, 2009, the Bank elevated
the claim with the Court of Tax Appeals to toll the running of the two-year
prescriptive period imposed on claims for refund.
29.
TRUST OPERATIONS
The following securities and other properties held by the Bank in fiduciary or agency
capacity (for a fee) for its customers are not included in the accompanying statement
of financial position since these are not properties of the Bank (see Note 33).
2009
Investments
Others
2008
P
9,801,539
1,846,177
P
4,219,494
6,395,802
P
11,647,715
P
10,615,296
- 116 In compliance with the requirements of the General Banking Act relative to the Bank's
trust functions:
a. Investment in government securities (shown as part of Available-for-sale
Securities) with a total face value of P262.4 million as of December 31, 2009 and
2008 are deposited with BSP as security for the Bank's faithful compliance with its
fiduciary obligations (see Note 11); and,
b. Ten percent (10%) of the Bank's trust income is transferred to surplus reserve.
This yearly transfer is required until the surplus reserve for trust function is
equivalent to 20% of the Bank’s authorized capital stock. No part of such
reserves shall at anytime be paid out as dividends, but losses accruing in the course
of business may be charged against such surplus. As of December 31, 2009, the
reserve for trust functions amounted to P106,700 and is included as part of
Surplus Reserves in the statement of changes in capital funds.
.
Also, in accordance with BSP regulations, the unit investment trust funds (UITFs)
managed by the Bank’s Trust and Investment Services Group (TISG) maintain reserve
deposit account with the BSP and government securities to meet the reserve
requirement on peso-denominated UITFs and other similarly managed funds. As of
December 31, 2009 and 2008, the balance of the BSP reserve deposit account
amounted to P2.8 million.
Income from trust operations of the Bank amounted to P76,498, P95,802 and
P112,616 for the years ended December 31, 2009, 2008 and 2007, respectively, and
shown as Income from Trust Operations account under Miscellaneous Income in the
Group statements of income (see Note 26.1).
30.
RELATED PARTY TRANSACTIONS
30.1 DOSRI
In the ordinary course of business, the Group has loans, deposits and other
transactions with its related parties and with certain directors, officers, stockholders
and related interests (DOSRI). Under the Group’s existing policies, these transactions
are made substantially on the same terms and conditions as transactions with other
individuals and businesses of comparable risks. The amount of individual loans to
DOSRI, of which 70% must be secured, should not exceed the amount of the deposit
and book value of their investment in the Group. In the aggregate, loans to DOSRI
generally should not exceed the total equity or 15% of the total loan portfolio of the
Group, whichever is lower. As of December 31, 2009 and 2008, the Bank is in
compliance with these regulatory requirements.
- 117 The following additional information is presented relative to DOSRI loans:
Group
Total DOSRI loans
P
Unsecured DOSRI loans
% of DOSRI loans to total
loan portfolio *
% of unsecured DOSRI loans
to total DOSRI loans
% of past due DOSRI loans to
total DOSRI loans
% of non-accruing DOSRI
accounts to total DOSRI
loans
551,166
78,783
Parent
2008
2009
P
2009
429,543
129,327
P
2008
551,166
78,783
P
429,543
129,327
0.57%
0.44%
0.57%
0.44%
14.29%
30.11%
14.29%
30.11%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
*excluding interbank loans receivable
As of December 31, 2008, the balance of unsecured DOSRI loans included an account
which had an existing unsecured loan before the account was reclassified to DOSRI.
Excluding the said loan, the ratio of unsecured DOSRI to total DOSRI loans was at
0.07% as of the end of 2008, which is within the limit set by the BSP. The loan was
subsequently reduced to P1.5 million in January 2009.
Details of DOSRI loans as of December 31, 2009 and 2008 follow:
2008
2009
Directors and officers
Other related interests
P
515,668
35,498
P
241,738
187,805
P
551,166
P
429,543
On January 31, 2007, BSP issued Circular No. 560 which provides the rules and
regulations that govern loans, other credit accommodations and guarantees granted to
subsidiaries and affiliates of banks and quasi-banks. Under the said circular, the total
outstanding exposures to each of the bank's subsidiaries and affiliates shall not exceed
10% of bank's net worth, the unsecured portion of which shall not exceed 5% of such
net worth. Further, the total outstanding exposures to subsidiaries and affiliates shall
not exceed 20% of the net worth of the lending bank.
The Bank’s transactions with its subsidiaries are as follows:
a. Sales management agreement with FUDC to sell the Bank’s credit card
through FUDC’s direct selling network; and,
b. Other transactions with subsidiaries consisting of regular banking transactions
and advances for payment of various operating expenses of dormant
subsidiaries.
- 118 The following outstanding amounts as of December 31, 2009 and 2008 resulted from
the Bank’s transactions with its subsidiaries:
2009
Notes
Accounts receivable from:
UBPSI
FUDC
Deposit liabilities
Accounts payable to:
UPI
FUDC
Accrued rent payable
to UPI
2008
13
P
3,917
P
127,073
4,504
9
153,451
176
149
1,216
1,199
218
154
23
23
The income (expenses) of the Bank arising from the foregoing transactions for the
years ended December 31, 2009, 2008 and 2007 are as follows:
2009
Interest expense on deposits
Service charges, fees and commissions
FUPI
UPI
Management and professional fees paid
to FUDC
Lease expense paid to UPI
(P
2008
60,832)
(P
454
49
(
(
5,122)
649)
(
(
2007
36,063 ) ( P
32,565 )
2,217
53
1,132
59
7,387 ) (
650 ) (
5,985 )
647 )
30.2 Key Management Personnel Compensation
The compensation of key management personnel for the Group and Parent Company
follows:
2009
Short-term benefits
Long-term benefits
Post-employment benefits
2008
P
358,601
125,571
46,749
P
328,865
133,401
36,898
P
530,921
P
499,164
The 2009 and 2008 compensation of key management personnel included several
employee benefits which were not considered in 2007 disclosures. In 2007, short-term
benefits amounted to P43,994 while post-employment benefits amounted to P22,208.
Directors’ fees incurred by the Group amounted to P16,823 in 2009, P12,315 in 2008
and P7,895 in 2007 while Parent Company directors’ fees totaled P16,823 in 2009,
P12,303 in 2008 and P7,895 in 2007.
- 119 31.
EARNINGS PER SHARE
Basic earnings per share were computed as follows:
Group
2008
2009
Net income
Divided by the weighted average number
of outstanding common shares
P 4,325,003
Basic earnings per share
P
P
641,422
6.74
P
Basic earnings per share
P
P
641,422
P
3.22
4,306,218
P
P
P
3.18
4.89
2007
P
641,422
641,422
6.71
2,038,373
2,978,355
609,216
Parent
2008
2009
Net income
Divided by the weighted average number
of outstanding common shares
2,068,426
2007
2,954,096
609,216
P
4.85
As of December 31, 2009, 2008 and 2007, the Group and Parent Company have no
outstanding potentially dilutive securities, hence, basic earnings per share are equal to
diluted earnings per share.
32.
SELECTED FINANCIAL PERFORMANCE INDICATORS
The following are some measures of the Bank’s financial performance:
2009
2008
2007
Return on average capital funds:
Net income
Average total capital funds
14.63%
7.98%
12.51%
1.95%
1.12%
1.64%
3.50%
4.18%
3.44%
Return on average resources:
Net income
Average total resources
Net interest margin:
Net interest income
Average interest-earning resources
- 120 33.
COMMITMENTS AND CONTINGENT LIABILITIES
33.1 Leases
The Bank leases various branch premises for an average of eight years. The lease
contracts are cancelable or renewable at the Bank’s option under certain terms and
conditions. Various lease contracts include escalation clauses, most of which bear an
annual rent increase of 5%. Some leases include a clause to enable adjustment of the
rental charge on an annual basis based on prevailing market rates. As of
December 31, 2009 and 2008, the Bank has neither a contingent rent payable nor an
asset restoration obligation in relation with these lease agreements.
Rentals charged against current operations recorded under Occupancy Costs account
in the statement of income were as follows:
2009
Group
Bank
P
2008
320,563
316,317
P
2007
282,148
278,930
P
270,115
265,896
The estimated minimum future annual rentals payable under non-cancelable operating
leases follow:
Group
Parent
2008
2009
Within one year
Beyond one year but
within five years
Beyond five years
P
85,702
P
82,887
129,039
2,297
P
217,038
2009
P
85,702
150,441
7,519
P
240,847
2008
P
73,693
129,039
2,297
P
144,966
6,874
217,038
P
225,533
The Group has entered into commercial property leases on the Group’s surplus
offices. These non-cancelable leases have remaining non-cancelable lease terms of
between one and four years.
Total rent income earned (included under Other Operating Income account in
Note 26) by the Group and the Bank for the years ended December 31, 2009, 2008
and 2007 are as follows:
2009
Group
Bank
P
2008
97,064
88,509
P
2007
71,629
63,383
P
66,589
57,877
The estimated minimum future annual rentals receivable under non-cancelable
operating leases follow:
Group
2009
Within one year
Beyond one year but
within five years
Beyond five years
P
64,932
P
79,544
P
144,476
Parent
2008
61,354
2009
P
33,272
645
P
95,271
61,835
2008
P
52,160
76,685
27,797
P
138,520
P
79,957
- 121 33.2 Others
In the normal course of the Group’s operations, there are various outstanding
commitments and contingent liabilities such as guarantees, commitments to extend
credit, etc., which are not reflected in the accompanying financial statements. The
Group recognizes in its books any losses and liabilities incurred in the course of its
operations as soon as these become determinable and quantifiable. Management
believes that, as of December 31, 2009, no additional material losses or liabilities are
required to be recognized in the accompanying financial statements as a result of the
above commitments and transactions.
Following is a summary of the Bank’s commitments and contingent accounts:
2009
Trust department accounts
Inward bills for collections
Unused commercial letters of credit
Outstanding guarantees issued
Late deposits/payments received
Outward bills for collection
Unsold travellers’ checks
Other contingent accounts
P
11,647,715
4,047,754
2,404,848
421,077
81,410
39,844
14,264
1,922
2008
P
10,615,296
5,118,661
2,135,465
523,132
117,746
52,109
17,522
1,889
There are several suits and claims that remain unsettled. Management believes, based
on the opinion of its legal counsels, that the ultimate outcome of such cases and
claims will not have a material effect on the Bank’s financial position and results of
operations.
UPI acts as the project and fund manager of Kingswood Project. As fund manager,
UPI is responsible for the treasury and money management as well as arranging the
necessary facilities and accounting for the development of the project. UPI also
receives a certain percentage of the sales price related to Kingswood Project as sales
commission and to compensate for the marketing expenses incurred.
34.
EVENT AFTER THE REPORTING PERIOD
On January 22, 2010, the BOD approved the declaration of cash dividends at P2.20
per share or for a total of P1,411,129 based on the outstanding common stock of
641,422,420 shares as of December 31, 2009. Record and payment dates shall be set
by the Bank upon receipt of confirmation and approval from the BSP and the SEC.
UNIONBANK OF THE PHILIPPINES
INDEX TO SUPPLEMENTARY SCHEDULES
DECEMBER 31, 2009
Statement of Management’s Responsibility for the Financial Statements
Independent Auditors’ Report on the SEC Supplementary Schedules
Filed Separately from the Basic Financial Statements
Supplementary Schedules to Financial Statements
(Form 17-A, Item 7)
Page
A. Marketable Securities - (Current Marketable Equity Securities and Other
Short-term Cash Investments)
B. Amounts Receivable from Directors, Officers, Employees, Related Parties
and Principal Stockholders (Other than Affiliates)
C. Investment Securities
D. Indebtedness to Unconsolidated Subsidiaries and Related Parties
E. Intangible Assets
F. Long-term Debt
G. Indebtedness to Related Parties (Long-term Loans
from Related Companies)
H. Guarantees of Securities of Other Issuers
I. Capital Stock
N/A
1
2
N/A
3
4
N/A
N/A
5
Supplementary Schedule to Parent Financial Statements
(SEC Circular 11)
Reconciliation of Parent Company Surplus Free for Dividend Declaration
6
UnionBank of the Philippines
Schedule A - Marketable Securities (Current Marketable Equity Securities and Other Short-term Cash Investments)
December 31, 2009
Number of Shares or
Name of Issuing Entity and Association of Each
Principal Amount of Bonds
Issue
and Notes
Amount Shown in the
Statement of Condition
N/A
Value Based on Market
Income Received and
Quotation at Statement of
Accrued
Condition Date
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
Bills Purchased
ABOITIZ AND COMPANY
UBIX CORPORATION
Balance at Beginning of
Year
-
Additions
P
29,047,788
858,504
29,906,292
-
Amounts Due from Related Parties:
UBIX CORPORATION (BRAVO GROUP)
Subsidiaries
UBP SECURITIES (UBPSI)
FIRST UNION DIRECT CORP. (FUDC)
Amounts Collected
-
Ending Balance
Amounts Written-off
-
Current
P
Not Current
29,047,788
858,504
29,906,292
-
4,200,000
-
2,525,000
-
-
1,675,000
4,504,393
9,251
4,513,644
-
587,617
9,251
596,868
-
-
3,916,776
3,916,776
-
-
-
Balance at End of Year
P
29,047,788
858,504
29,906,292
1,675,000
3,916,776
3,916,776
Loans to Officers and Employees :
AARON, NEIL JOSEPH YU,
ABACAN, CATALINO SANTIAGO ,
ABACAN, CATALINO SANTIAGO -OFFICER
ABAD, MARICEL DEMETRIA ,
ABAD, ROSELYN FILAMOR,
ABAGAT, JESUSA CAGA -OFFICER
ABAGAT, ROLO LOPEZ -OFFICER
ABAÑO JR, RAFAEL OLIVER MARI -OFFICER
ABANTO, ERNEST EXEQUIEL PICA -OFFICER
ABARICO, MILDRED JENNIBABE CASTROVERDE -OFFICER
ABASTILLAS, ROBERTO FONTANILLA ,
ABASTILLAS, ROBERTO FONTANILLA -OFFICER
ABE, LORETA OLEGARIO -OFFICER
ABEJUELA, RHEA JOY ESTALLO -OFFICER
ABESIA, ISABELO CARILLO -OFFICER
ABRENICA, RUSSEL ARELLANO -OFFICER
ABUEG, ELOIZA DELA VEGA -OFFICER
ACOL-ACOL, JOHN MICHAEL SOLVER -OFFICER
ACORDA, RICARDO LUYUN -OFFICER
ACOSTA, MICHAEL THOMAS SIEGA -OFFICER
ACOSTA, NANCY OCAMPO -OFFICER
ACOSTA, RAYMOND ANTHONY B. -OFFICER
ADAZA, MA. CHRISTINE FLORES -OFFICER
ADILLE, FERNANDO GRABADOR JR.,
ADVENTO, JAYSON JULIO -OFFICER
ADVENTO, JAYSON JULIO,
AGLAHIAN, IDA ANGELA CRUZ ,
AGUILAR, BALDWIN ACUZAR -OFFICER
AGUILAR, JAYDEN BUENAVENTURA -OFFICER
AGUILAR, JOY PUZON -OFFICER
AGUILAR, JUNICE A -OFFICER
AGUILAR, SHEILA OSEA -OFFICER
AGUILLON, JERRILY VELEZ,
AHING, KATHRINE LORAINE GO -OFFICER
ALANZALON, MA. NIEVA RAGOT -OFFICER
ALCACHUPAS, EDGARDO PERALTA,
ALCANTARA, ANDRES BALTAZAR JR.,
ALCANTARA, MICHAEL WONG,
ALCANTARA, ROBERTO TIDOR,
1,293
78,359
41,489
16,314
214,141
4,006,518
20,000
13,287
98,632
180,565
666,156
8,376
555,048
4,887,270
73,389
23,000
1,499,978
5,250,000
25,000
2,336,000
6,792
69,999
3,976,789
11,925
1,672,862
40,000
70,000
41,489
16,314
42,260
209,999
530,124
28,202
13,287
69,707
180,565
666,156
8,376
73,252
2,501,264
73,965
44,552
120,000
4,499,986
1,500,000
72,000
79,000
37,100
50,000
706,872
20,630
473,718
4,405,581
44,251
26,167
5,779
15,730
706,872
28,766
77,620
2,580,157
44,875
11,186
32,998
26,167
8,166
2,309
68,678
26,804
15,300
90,000
36,000
30,000
64,000
174,978
120,000
72,000
64,700
Page 1
16,208
1,429,979
1,273,211
13,075
663,138
1,293
48,358
291,881
4,289,986
3,476,394
1,491,798
28,925
481,796
2,386,006
71,424
34,448
31,321
34,270
7,164
486,098
1,825,424
35,376
18,814
31,002
166,812
117,691
3,322
37,896
16,208
1,429,979
1,273,211
13,075
663,138
1,293
48,358
291,881
4,289,986
3,476,394
1,491,798
28,925
481,796
2,386,006
71,424
34,448
31,321
34,270
7,164
486,098
1,825,424
35,376
18,814
31,002
166,812
117,691
3,322
37,896
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
ALDEMA, ROBINSON SILLOREN -OFFICER
ALDEMA, ROBINSON SILLOREN,
ALEGRE, JEROME SANTOS -OFFICER
ALFONSO, JOEL MENDOZA,
ALFONSO, MARY JOY PINIC,
ALIBADBAD, NICKY DE SESTO -OFFICER
ALIMBUYUGUEN, MA. CHRISTINA RAQUEL ,
ALINDAO, MA GINA PACIFICO -OFFICER
ALIWATE, GERYL E -OFFICER
ALMEDA, JONATHAN ZAPATA -OFFICER
ALMOQUIRA, JUDY DOLLETE -OFFICER
ALMOQUIRA, JUDY DOLLETE -OFFICER
ALONDE, RIZEL ALBOTRA -OFFICER
ALONDE, RIZEL ALBOTRA -OFFICER
ALONTAGA, JULIE PERNIA -OFFICER
ALVAREZ, ROSANA MARFA -OFFICER
ALVEZ JR, NEMESIO SANCHEZ -OFFICER
AMAGSILA, MA. CATALINA DOLORES,
AMAHAN, MYRNA EVANGELISTA -OFFICER
AMBAIT, ARTZEN ANGELA CONTRERAS -OFFICER
AMBAS, MINNA PARULAN -OFFICER
AMBAYEC, ALITA RAMIREZ -OFFICER
AMBITO, LEAH ANN PAGDANGANAN ,
AMBOAYAN, RHEYLYN JOY LUCIDO -OFFICER
AMBUBUYOG, CARLTER SEGOVIA -OFFICER
ANASTACIO, MICHELLE ANN VICENCIO -OFFICER
ANCHETA, AILEEN ANCHETA -OFFICER
ANCHETA, JOYCE CRUZ -OFFICER
ANCHETA, NAPOLEON RANOLA -OFFICER
ANDA, LOURDES ZETA -OFFICER
ANDAL JR, ERMELINDO SALAZAR -OFFICER
ANDAL, ERMELINDO SALAZAR JR.,
ANDAYA, CHARISSE MANDI -OFFICER
ANG, LESLEY MONICA CARBONELL,
ANGELES, MELCHOR JR. MANALO -OFFICER
ANTIPUESTO, VIVIAN DAWIS,
ANTIQUINA, ANN LILIBETH MAGDADARO ,
ANTIQUINA, ANN LILIBETH MAGDADARO -OFFICER
ANTIVOLA, HAZEL LORILLA -OFFICER
ANTONIO, JR., AMADO MOJICA -OFFICER
APO, GLICELYN IGNACO,
AQUINO, GRACE VERSOZA -OFFICER
AQUINO, JANETTE TONGSON ,
AQUINO, JOSEF STEVAN FONTANILLA,
ARACAN, MA. MARIE-AL TABILOG -OFFICER
ARAMBULO, WENDELL SEÑAR,
ARBUES, MARIA LOURDES HIPOLITO ,
ARCANGELES, ROLAND VICTORIO -OFFICER
ARCAYA, ROMANA SALUD TISON -OFFICER
ARCE, JOSELING LAPERAL,
ARCIGAL, JOVEN SOLLORANO -OFFICER
ARCILLA, JOAN REYES -OFFICER
ARCILLA, MARGIE-LYN LOMIBAO -OFFICER
ARCILLA, RAUL VELASQUEZ,
ARELLANO, ROMULO ALVAREZ -OFFICER
ARIAS, CARLOS P -OFFICER
ARIZOBAL, ANAH TERESA SARANILLO -OFFICER
Balance at Beginning of
Year
168,042
161,774
107,068
19,943
84,012
49,130
35,445
55,893
2,432,076
229,744
2,233,912
314,197
190,451
74,406
314,197
277,412
Additions
Amounts Collected
150,000
299,976
117,100
93,000
54,900
73,400
60,000
194,373
13,999
177,846
53,959
11,610
26,883
29,755
107,068
35,337
85,552
76,700
80,000
49,130
22,876
55,893
2,432,076
252,993
2,233,912
315,890
190,451
110,852
314,197
175,508
12,509
76,090
1,748,111
31,580
80,282
235,861
81,706
1,723,795
11,666
10,141
10,759
8,413
9,768
909
13,078
26,564
6,162
15,282
129,624
23,849
7,321
13,867
12,432
14,701
28,122
134,935
182,888
1,039,297
101,255
116,624
32,857
66,688
25,816
108,000
10,500
103,000
33,400
108,910
1,748,111
23,533
54,756
228,214
57,047
3,654,782
3,590
8,413
24,530
26,564
21,948
144,964
-
37,000
100,000
132,000
59,000
1,416,000
249,994
14,200
92,400
50,000
19,481
16,000
19,000
50,000
47,000
13,867
13,334
238,991
1,992,302
101,255
100,408
66,688
4,278
-
30,000
30,000
127,000
31,000
300,000
83,000
85,000
35,000
Page 2
Ending Balance
Amounts Written-off
-
Current
123,669
285,977
101,028
39,041
43,290
46,517
30,245
61,306
78,460
12,570
84,751
8,808
66,554
101,904
20,891
32,820
28,953
74,474
124,353
34,340
3,346,988
238,327
7,650
81,641
40,232
18,572
11,452
15,786
718
34,340
26,151
39,679
17,568
15,299
112,212
135,056
117,112
953,005
66,784
52,143
13,461
-
Not Current
-
Balance at End of Year
123,669
285,977
101,028
39,041
43,290
46,517
30,245
61,306
78,460
12,570
84,751
8,808
66,554
101,904
20,891
32,820
28,953
74,474
124,353
34,340
3,346,988
238,327
7,650
81,641
40,232
18,572
11,452
15,786
718
34,340
26,151
39,679
17,568
15,299
112,212
135,056
117,112
953,005
66,784
52,143
13,461
-
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
ARLANDO, ORLANDO NOEL MARQUEZ -OFFICER
ARRADAZA III, ALFREDO ASODISEN -OFFICER
ARTIAGA, DEBBIE CABARON -OFFICER
ASEHAN, CELIA T. -OFFICER
ASIDDAO, DAVID FORTUNO -OFFICER
ASIS, KIM BRYAN DURANGO,
ATENAS, BLESSELE NAVARRETE -OFFICER
ATENAS, BLESSELE NAVARRETE,
ATENCIO, MICHAEL CONCIO -OFFICER
ATIENZA, ARNIE UBARRA -OFFICER
ATIENZA, CLODOVEO PESIGAN -OFFICER
ATUPAN, LIZA MARIE MAPUTI -OFFICER
AVES, CONTESSA JONIVIEVE SASUMAN,
AVISO, MARICRIS MAGO,
AYSON, JAYSON NARCISUS MANAOIS -OFFICER
BAAC, JELLY DEL ROSARIO ,
BABAS, EDZEL SALAZAR,
BACAMANTE, NONITO FLORENDO -OFFICER
BACANI, AGNES RAMIREZ -OFFICER
BACANI, AGNES RAMIREZ,
BACAR, JOIE ZENDEL ASISTIO -OFFICER
BADIOLA, NINO REINER FERRER -OFFICER
BADIOLA, NIÑO REIÑER FERRER,
BAGO, MA. LUISA FENOMENO -OFFICER
BAGUI, SUSANA REYES -OFFICER
BAGUIORO, ANABELLE H. -OFFICER
BALAGTAS, FILIPINA CORONADO,
BALAGTAS, RHEA SALVE TOLEDO -OFFICER
BALAJADIA, CHARITO LAPADA -OFFICER
BALAJADIA, JOSE DENNIS CAPILI -OFFICER
BALAJADIA, RUDOLPH BALILO -OFFICER
BALDE, GRACE RIVERA -OFFICER
BALEVA, ANAVILIA L -OFFICER
BALEVA, ANAVILIA LLANOS -OFFICER
BALNEG, APOLINAR FLORES -OFFICER
BALON, PATRICIA AGNES ALONZO,
BANAAG, HONORATA ELOSO -OFFICER
BANIA, SARRA JANE BRAZIL,
BANTA, MARIA PAZ QUIAMBAO -OFFICER
BANZON, JUANITO BAYOT -OFFICER
BARASI, ARMINDA GARCIA -OFFICER
BARBA, MYRA TAPAN -OFFICER
BARBASA, MA AGNES VILLONES -OFFICER
BARCELON, MICHAEL JOHN ANGSUCO -OFFICER
BARDELOSA, STEFANNI SY - LANETE -OFFICER
BARGAMENTO, RAMELO ARJINAL -OFFICER
BARRALES, MERLA ZORITA -OFFICER
BARRIOS, MA RITA SOCORRO AMEMITA -OFFICER
BARTE, JOSEFINA INFANTE -OFFICER
BARUELA, JOSEPHINE DE JESUS -OFFICER
BASALO, ANALISA TORDILLO,
BASCONCILLO, MA ROWENA SALCEDO,
BASILIO III, PELAGIO G. -OFFICER
BATALLA, MA. RHODORA RAYOS,
BATALLA, SARA BARREDO -OFFICER
BATISLAONG, MARY ABIGAIL SINOGAYA -OFFICER
BAUTISTA, ANNE MARIE DELGADO -OFFICER
Balance at Beginning of
Year
18,425
104,425
2,223
285,233
5,060
12,502
Additions
Amounts Collected
18,425
123,799
90,000
185,000
100,000
17,000
369,985
10,853
2,648
12,502
3,570
13,193
3,072
380,205
93,838
2,183
4,666
76,495
592,568
3,072
380,205
82,748
-
81,500
9,000
99,987
62,000
387,889
1,193
18,102
90,244
183,131
24,267
90,244
183,131
520,000
65,091
16,098
935,987
60,998
134,843
118,686
2,012,481
99,185
81,749
18,726
8,154
1,437,729
57,306
19,367
179,923
151,356
178,584
326,134
19,326
37,029
5,454
113,786
1,010,470
102,979
25,784
75,789
107,058
97,800
52,977
107,849
2,472
16,098
632,948
69,048
28,374
92,444
125,419
1,089,458
99,185
109,370
18,726
8,154
893,666
6,794
83,394
85,000
62,000
62,300
87,800
150,000
20,400
66,000
25,000
17,833
179,923
108,499
219,853
278,677
19,326
37,029
5,454
169,850
688,918
114,913
27,513
6,999
25,784
1,978
150,000
150,000
141,500
127,000
121,500
100,000
149,981
9,800
60,000
60,000
100,000
92,296
122,904
Page 3
Ending Balance
Amounts Written-off
-
Current
70,626
2,223
100,248
94,207
14,352
72,925
579,375
70,410
6,817
95,321
60,807
369,788
495,733
55,042
50,505
303,039
76,950
33,626
42,399
55,567
923,022
60,179
694,063
13,606
39,913
25,000
1,534
42,857
108,731
197,457
85,436
448,553
109,566
72,487
142,982
7,822
60,000
43,493
84,154
Not Current
-
Balance at End of Year
70,626
2,223
100,248
94,207
14,352
72,925
579,375
70,410
6,817
95,321
60,807
369,788
495,733
55,042
50,505
303,039
76,950
33,626
42,399
55,567
923,022
60,179
694,063
13,606
39,913
25,000
1,534
42,857
108,731
197,457
85,436
448,553
109,566
72,487
142,982
7,822
60,000
43,493
84,154
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
BAUTISTA, BENJIE CABARTEJA -OFFICER
BAUTISTA, CATHERINE ANNE PANGANIBAN -OFFICER
BAUTISTA, EDWIN RIEGO -OFFICER
BAUTISTA, EDWIN RIEGO,
BAUTISTA, ELMER FABIAN,
BAUTISTA, JINGLE MAGPAYO -OFFICER
BAUTISTA, JOHN REY ARTECHE -OFFICER
BAUTISTA, JR., REYNALDO EPA -OFFICER
BAUTISTA, MARIETTA DACUBA -OFFICER
BAUTISTA, RENE G. -OFFICER
BAUTISTA, REYNALDO EPA JR.,
BAUTISTA, ROWINNER GUINTO -OFFICER
BAUTISTA, SUSAN ENCARNACION -OFFICER
BAUTISTA, SUSAN ENCARNACION,
BAWAYAN, JANICE C -OFFICER
BAYA, BARRY SOLINA -OFFICER
BAYLON, BARRY MERCADO -OFFICER
BAYOT, CAROL ANN MAGAHIS,
BAYTEN, ROSEMARIE CUETO -OFFICER
BELANO, ADRIAN LUCAÑAS -OFFICER
BELARMINO, JASMIN BRESENIO,
BELEN, NORBERTO MARASIGAN -OFFICER
BELEN, NORBERTO MARASIGAN,
BELEN, RODOLFO BARANDON -OFFICER
BELENA, JOHN MALASIG,
BELLECA, MARCELO ACOPIO -OFFICER
BELLEZA, BON CHRISTIAN GARCIA,
BENAVIDES, ROBERT JANORAS -OFFICER
BENEDICTO, AMELITA MARIANO -OFFICER
BENITEZ, EDGAR AGRAVANTE -OFFICER
BERNABE, DIVINA GRACIA ARO -OFFICER
BERNABE, JOEL GALMAN -OFFICER
BERNAD, MA CECILIA TERESA SANTOS -OFFICER
BERNAD, MA CECILIA TERESA SANTOS,
BERNARDINO, GERALDINE SIA SU -OFFICER
BERNARDINO, GERALDINE SIA SU,
BERNARDO, FERDINAND TAMAYO -OFFICER
BHOJARA, RAMCHAND GOMEZ -OFFICER
BICO, DENNIES ARCEO -OFFICER
BILASON, ALBERT ARELLANO -OFFICER
BLANCO, MARIAN MARTINEZ -OFFICER
BLANZA, REGINA PERALTA -OFFICER
BOBILES, MARY ROSE BALCEDA -OFFICER
BONA, CECILIA SANTOS -OFFICER
BONDOC, AUGUSTO LABIT -OFFICER
BONDOC, ELEANOR ROSE BONDOC -OFFICER
BONDOY, ANTONIO BOLDA -OFFICER
BORBE, VIRGINIA VILLALON -OFFICER
BORDON, WINNIE BASA -OFFICER
BORJA, MARIUS JUDE C -OFFICER
BORROMEO, JOCELYN ADO -OFFICER
BORROMEO, ROSARIO QUINTANA -OFFICER
BRACIA, SHEREEN BEQUIO,
BRIES, JR., ROMUALDO LOPEZ -OFFICER
BRION, ROEL COTONER -OFFICER
BRUAN, EDUARDO PINEDA -OFFICER
BUCU, ERVIN CAOILI -OFFICER
Balance at Beginning of
Year
40,192
66,782
9,485,055
21,905
21,935
210,197
63,370
12,029
567,118
33,800
601,757
4,952
Additions
Amounts Collected
45,300
47,249
41,076
2,434,655
573,999
37,091
21,905
41,935
30,380
122,033
41,567
30,380
23,537
177,458
2,333
29,863
329,373
4,952
686
167,717
11,426
32,822
1,084,499
93,333
304,878
4,965
1,189,060
25,936
26,905
1,267,130
110,232
50,964
8,753
336,307
3,732
779,364
13,999
275,013
6,626
142,914
39,062
10,655
11,446
35,982
22,872
219,307
49,078
41,219
103,500
44,200
93,237
9,245
27,141
4,867
45,302
58,975
58,310
12,121
27,686,145
12,299,979
92,700
20,000
57,000
163,000
57,000
18,700
49,994
15,000
17,800
167,717
38,000
168,000
1,084,499
1,999,996
304,878
17,000
2,288,182
26,905
2,393,608
157,856
47,767
8,753
3,686,000
39,500
50,000
33,000
79,980
779,364
299,976
275,013
910,073
25,510
10,655
35,006
19,376
22,872
1,489,795
49,078
22,342
103,500
44,200
881,569
66,634
993,501
27,501
-
56,900
83,000
55,000
85,000
120,000
87,000
79,400
15,000
86,000
132,000
26,600
Page 4
Ending Balance
Amounts Written-off
-
Current
38,243
25,706
34,736,545
11,725,980
55,609
0
26,620
251,164
21,803
26,620
7,192
389,659
47,661
18,937
272,383
17,114
26,574
135,178
1,906,663
12,036
1,099,122
13,564
1,126,478
97,624
29,803
3,349,693
76,248
285,977
50,274
850,159
41,448
23,560
68,394
1,390,488
68,123
788,332
70,155
39,493
10,133
40,698
934,526
101,191
14,479
Not Current
-
Balance at End of Year
38,243
25,706
34,736,545
11,725,980
55,609
0
26,620
251,164
21,803
26,620
7,192
389,659
47,661
18,937
272,383
17,114
26,574
135,178
1,906,663
12,036
1,099,122
13,564
1,126,478
97,624
29,803
3,349,693
76,248
285,977
50,274
850,159
41,448
23,560
68,394
1,390,488
68,123
788,332
70,155
39,493
10,133
40,698
934,526
101,191
14,479
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
BUELA, MYRNA ROMERO,
BUENAVENTURA, VIRGIL DANTE GUILLERMO,
BUENO, NICOLAS DOLOSA -OFFICER
BULOS, JOSE CARLO BROFAR -OFFICER
CABACOY, ARMINDA MAQUIRAN -OFFICER
CABACUNGAN, ELINORE VALERIE AGSALOG,
CABANAG, MA ROMINA MENDIOLA -OFFICER
CABAS, CATHERINE HERNANDEZ -OFFICER
CABATIC, MIKHAIL VELINA -OFFICER
CABATUANDO, IANNE CASASOLA -OFFICER
CABELIN, MA LOURDES DEL ROSARIO -OFFICER
CABRERA, ZARAH JANE SAMONTE,
CAJAYON, JOSEFA ANA LISA ESCOSIO ,
CALALO, MARIGAIL BIGLETE -OFFICER
CALAMBA, EMMANUEL ELLORIG,
CALAPANO, BELEN PACIS -OFFICER
CALAYAN, AMELIA LOCSIN -OFFICER
CALIBARA, PONCIANO MOSCA -OFFICER
CALIMBAHIN, RICONEL DIZON -OFFICER
CALZADA, ISIDRO MARLON CUSI -OFFICER
CALZADO, JANUARIE SINNUNG -OFFICER
CAMARITE, DONNA MAGQUILAT -OFFICER
CAMPILLO, LEA MARCIANO -OFFICER
CAÑA, ZENAIDA GUTIERREZ -OFFICER
CAÑARES, MARY ANN SOLON -OFFICER
CANDO, ARLENE ATIBULA -OFFICER
CAÑEDO, NOEMI SAEZ -OFFICER
CANIO, CYNTHIA PERALTA -OFFICER
CANIO, CYNTHIA PERALTA,
CANIZARES, SHALIMAR BOLON -OFFICER
CANLAS, JUDITH ANNE MONTALES -OFFICER
CANLAS, RAQUEL C -OFFICER
CANLAS, SHIRLEY PINEDA -OFFICER
CAOILE, JR., ARTURO TORRES -OFFICER
CAPACETE, HERSHEY ESPIRITU -OFFICER
CAPATI, CLARIZA J -OFFICER
CAPCO, EVAROSE ALVAREZ -OFFICER
CAPILI, IBARRA GALANG -OFFICER
CAPIRAL, MA ISABEL DE VERA -OFFICER
CAPIRAL, MA ISABEL DE VERA,
CARAG, MIRIAM CAÑADA -OFFICER
CARGANILLA, MICHAEL BARNUEVO,
CARLOS, MARIBETTE NAKPIL -OFFICER
CASAL, AGNES DEANG -OFFICER
CASAL, AGNES VICTORIA DEANG ,
CASAS, JOSE PATRICIO FERRER,
CASIMIRO, LEA BASABICA -OFFICER
CASTAÑEDA, LUIS ALBERTO ARELLANO ,
CASTAÑO JR, AMADO BRUNO -OFFICER
CASTAÑO, JR., WILLIAM AMADO BRUNO ,
CASTAÑO, JR., WILLIAM AMADO BRUNO ,
CASTILLO, ROEL NUÑEZ -OFFICER
CASTRO, ANGELENE ELVIRA LIM -OFFICER
CASTRO, MARITESS MOLINA -OFFICER
CASTRO, RAMON ROXAS,
CATAHAN, FREDERICK CATAHAN -OFFICER
CATORCE, ROSELLE KALLOS -OFFICER
Balance at Beginning of
Year
69,640
93,502
101,136
15,721
50,000
55,377
-
Additions
Amounts Collected
50,000
100,000
121,900
64,000
231,400
41,800
17,555
42,036
115,294
28,779
154,086
11,244
101,136
25,809
25,100
31,367
32,117
1,735
12,041
26,694
7,003
5,168
54,608
33,582
44
71,668
17,712
14,758
32,185
174,230
133,293
74,700
8,600
27,000
48,322
13,000
66,174
28,031
33,582
44
53,034
37,178
14,758
174,230
279,974
110,851
38,126
28,353
11,749
84,040
6,594
52,739
10,745
53,649
41,587
45,153
66,292
115,000
73,000
20,000
45,000
96,000
23,412
33,188
2,800
41,789
17,498
16,604
113,056
6,594
52,739
34,005
53,649
18,818
20,581
6,999
24,741
6,228
59,997
95,000
25,000
82,000
79,400
123,000
149,981
64,000
20,000
140,000
200,000
85,700
96,430
9,333
3,304
18,718
33,336
41,509
105,663
46,666
68,240
59,735
31,596
233,332
139,499
21,463
18,718
214,000
41,509
72,686
38,948
25,677
109,648
21,463
450,000
999,986
25,000
40,000
43,500
4,999,978
126,900
Page 5
Ending Balance
Amounts Written-off
-
Current
32,445
57,964
76,246
35,221
170,816
30,556
15,011
18,633
97,960
6,865
14,959
21,628
5,997
61,006
88,424
54,366
39,467
12,815
146,682
72,588
77,662
57,198
91,337
10,855
20,145
52,984
56,140
22,769
147,572
142,982
39,259
13,772
109,863
190,667
82,396
180,664
344,337
953,320
29,447
19,213
37,581
4,766,646
97,049
-
Not Current
-
Balance at End of Year
32,445
57,964
76,246
35,221
170,816
30,556
15,011
18,633
97,960
6,865
14,959
21,628
5,997
61,006
88,424
54,366
39,467
12,815
146,682
72,588
77,662
57,198
91,337
10,855
20,145
52,984
56,140
22,769
147,572
142,982
39,259
13,772
109,863
190,667
82,396
180,664
344,337
953,320
29,447
19,213
37,581
4,766,646
97,049
-
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
CAUDILLA, RODEL CARONAN,
CAUILAN, JUANA ARGONZA -OFFICER
CAVA, LEA JOYCELYN E -OFFICER
CAYANGA, EFRENILO JR LANSANGAN ,
CEA, MARLENE BAUTISTA -OFFICER
CEA, MARLENE BAUTISTA -OFFICER
CEBALLOS, CLEO DEL ROSARIO -OFFICER
CENTENO, MA NERLIZA FENOMENO -OFFICER
CERVANTES, MARDONIO CATALUNA ,
CERVANTES, MARDONIO CATALUNA -OFFICER
CERVANTES, RHODA GARCIA -OFFICER
CHAN, ANTONIO ABRINA -OFFICER
CHAN, SHINY SY SUAN -OFFICER
CHANCO, BUENA VIJANDRE -OFFICER
CHANG, YUMINA VELASCO -OFFICER
CHAO, MARGARET ONG,
CHE, RAFFY MOOR CLEMENTE -OFFICER
CHEUNG, CATHERINE MONTECILLO -OFFICER
CHICO, ANGELA ANN RUIZ -OFFICER
CHIDO, ELOISA R. -OFFICER
CHONG, PROSERFINA PASTONONA -OFFICER
CHU, ADORACION PLACIDO -OFFICER
CHUA, ETHYL RECALDE -OFFICER
CHUA, HARRIET ANN CALVO -OFFICER
CHUA, MA ESTELA BEJA -OFFICER
CIERVA, ELMER FERRER -OFFICER
CLAUDIO, FREDERICK ELAGDON -OFFICER
CLAUDIO, FREDERICK ELAGDON,
CLIMACO, ELIZABETH CALIWAG ,
CLOSA, MARY JANE GARCIA -OFFICER
CO, MARIA CRISTINA ALCANTARA -OFFICER
CONDE, EDUARDO ISLETA -OFFICER
CONSOLACION, KENNETH JIM SIMBAJON -OFFICER
COPER, NERISSA MILLAR -OFFICER
CORDERO, CARLOTA DIZON -OFFICER
CORNEJA JR, VITO CAMINIO -OFFICER
CORPUZ, LILYBETH GAYAP -OFFICER
CORPUZ, LILYBETH GAYAP,
CORTEZ, MA RIA MANGULABNAN ,
COSAIN, MOCALIDEN CAGAS -OFFICER
COSICO, EFREN C -OFFICER
COSTILLAS, MARY VENUS POSTA -OFFICER
COSTILLAS, MARY VENUS POSTA,
CRISOLOGO, STEPHEN LOPEZ -OFFICER
CRISOSTOMO, JAYME OH -OFFICER
CRUDO, JOSEPH GUIA -OFFICER
CRUZ, DOROTHY GRACE FAGEL -OFFICER
CRUZ, EDWIN PABLO -OFFICER
CRUZ, FERNANDO FELICIANO -OFFICER
CRUZ, JR., NAPOLEON SANTOS -OFFICER
CRUZ, MA LUISA ESPINO -OFFICER
CRUZ, REGGIE S -OFFICER
CRUZ, REYNALDO SALAZAR JR,
CRUZ, RHEA CRISTINA JUPILLO,
CRUZ, RONWALDO CASTILLO,
CRUZ, SOCORRO JESSYMEL TUASON -OFFICER
CRUZ, SOCORRO JESSYMEL TUASON,
Balance at Beginning of
Year
127,254
80
98,785
70,580
120,922
53,540
Additions
Amounts Collected
41,000
500,000
1,499,978
16,000
54,000
33,853
127,254
6,538
40,186
64,082
70,580
172,346
53,540
26,618
56,115
145,583
424
55,712
37,524
11,900
122,780
15,315
14,516
28,352
57,790
104,423
107,996
71,862
55,492
365,904
69,999
6,668
68,270
106,000
21,200
870,026
89,288
30,638
30,000
4,500,000
87,000
105,000
570,394
600,000
502,761
424
4,444
37,524
142,500
1,854,000
254,998
1,202,635
9,197
13,289
100,506
101,075
48,072
963,720
55,492
327,214
48,046
1,551,652
51,780
42,934
52,078
1,478,603
25,958
61,077
49,479
80,549
31,615
35,000
86,527
548,191
213,000
5,701
18,000
29,200
131,000
43,200
160,000
38,600
149,981
70,000
65,000
34,056
184,040
6,999
55,840
36,083
60,000
220,000
12,916
145,103
46,000
100,000
155,000
177,000
110,000
38,559
17,554
79,073
93,351
150,961
4,800
21,000
37,900
10,700
7,313
4,238
21,235
1,291
1,000,000
375,780
687,603
Page 6
Ending Balance
Amounts Written-off
-
Current
7,147
23,542
4,459,814
121,703
53,575
543,776
543,885
499,679
1,802,733
243,098
1,079,855
2,685
23,881
115,937
42,716
39,852
100,077
891,858
461,311
1,429,979
9,332
33,776
681,626
68,492
33,496
56,622
1,294,562
142,982
14,160
54,875
61,077
49,479
47,084
155,446
31,615
42,441
82,446
75,927
170,176
507,230
213,000
3,188
16,762
16,665
9,409
687,603
624,220
Not Current
-
Balance at End of Year
7,147
23,542
4,459,814
121,703
53,575
543,776
543,885
499,679
1,802,733
243,098
1,079,855
2,685
23,881
115,937
42,716
39,852
100,077
891,858
461,311
1,429,979
9,332
33,776
681,626
68,492
33,496
56,622
1,294,562
142,982
14,160
54,875
61,077
49,479
47,084
155,446
31,615
42,441
82,446
75,927
170,176
507,230
213,000
3,188
16,762
16,665
9,409
687,603
624,220
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
CUADERNO, ALILI DIMAANO -OFFICER
CUARTO, DIOSCORO CARLO ESTOCE -OFFICER
CUESTA, EUGENIO PERALES JR,
CUEVAS, ABNER BUTCH ESPINO -OFFICER
CULALA, ARLENE PUNZALAN,
CUNTAPAY, PETER GARCIA -OFFICER
CURA, CRISTOPHER P -OFFICER
DACULAN, CLAIRE SANTIAGO,
DAILO, ROSANNA MOSQUEDA -OFFICER
DALGUNTAS, CATHLEEN A -OFFICER
DALIDA, MICHAEL HAGAD -OFFICER
DALUSONG, WILMA BATIGUE -OFFICER
DALUZ, JOURARD LACAP -OFFICER
DAMULO, JUNALYN PEPITO -OFFICER
DANCEL, EFREN DAWISAN,
DANGAZO, ROPI FABI -OFFICER
DARE, IRENE FLORENDO,
DARVIN, GERARD DELA ROSA,
DATARIO, DORIS KRISTINE FLORIDO,
DATOC, AGNELLUS RUARO -OFFICER
DATOR, JOEBART TIAMSON -OFFICER
DATOR, JOEBART TIAMSON,
DATUIN, CATHERINE BATO,
DAVID, HALILA MANGELEN -OFFICER
DAVID, MARICEL DE GUZMAN -OFFICER
DAYAN, ELAINE BUSALLA -OFFICER
DAYAO, XYRUS MARK GARCIA -OFFICER
DE BORJA, ROMEL SIOSON,
DE CASTRO, MA HONELLY FERNANDO -OFFICER
DE CLARO, JESSICA VILLANUEVA -OFFICER
DE GUZMAN, ARCHIMEDES JUAN -OFFICER
DE GUZMAN, ARNOLD LIM -OFFICER
DE GUZMAN, CATHERINE ZABATE,
DE GUZMAN, GENER PALOMAR -OFFICER
DE GUZMAN, NINA MARIE MOJICA -OFFICER
DE GUZMAN, PRICILLA GONZALO -OFFICER
DE GUZMAN, RAMON CAYABYAB -OFFICER
DE GUZMAN, RICO CRUZ -OFFICER
DE JESUS, EMMELINE JOVEN -OFFICER
DE JESUS, JOSEPH PANLAQUI ,
DE LA CRUZ, MAGEN MENDOZA III,
DE LARA, WILMA PENAMORA -OFFICER
DE LEON, GRACE GRANADOS -OFFICER
DE LEON, LIEZL VINLUAN,
DE LEON, MYRA CRIS PEÑA -OFFICER
DE LEON, MYRA CRIS PEÑA,
DE LEON, REGINA GONZALES -OFFICER
DE LEON, RUTH GRACE VILKRIM -OFFICER
DE LUNA, PATRICK JOHN LUPISAN -OFFICER
DE PAZ, SOPHIA SILVESTRE -OFFICER
DE PEDRO, EMMELYN BELISON,
DE PERIO, GILDA OLIVARES -OFFICER
DE VERA, JOSEPH JURI -OFFICER
DEE, WINNIE MASTRILI,
DEEM, VALOR HICBAN -OFFICER
DEL MUNDO, GERTRUDES DIMABUYU -OFFICER
DEL ROSARIO, EMELYN EMBANG -OFFICER
Balance at Beginning of
Year
51,035
781,165
33,603
134,659
858,472
46,913
35,508
9,829
55,418
56,491
47,092
1,559,973
31,252
1,694,504
Additions
Amounts Collected
70,000
67,021
781,165
98,000
69,397
14,000
41,693
7,541
34,369
858,472
8,801
110,106
52,704
9,829
42,481
30,468
59,303
18,325
616,390
36,419
18,666
4,418
61,389
103,741
23,333
7,790
9,453
50,710
51,647
2,511
13,867
48,500
214,000
144,553
103,200
62,500
40,000
600,000
100,000
399,984
57,100
140,000
499,993
21,000
9,453
464,923
93,637
21,267
50,000
35,000
23,902
42
60,917
387,341
23,175
66,775
18,272
348,789
100,000
10,000
128,905
99,987
68,683
155,700
30,980
4,666
23,748
19,974
67,588
57,891
100,000
17,000
21,700
31,000
206,300
40,000
80,382
15,817
5,539
240
209,971
20,135
64,000
21,651
9,745
58,637
12,331
8,904
4,115
25,917
128,149
11,376
32,201
78,964
30,000
9,745
40,206
9,600
25,917
136,354
25,824
68,753
-
77,200
34,000
153,700
34,100
125,300
30,000
69,000
40,000
Page 7
Ending Balance
Amounts Written-off
-
Current
54,014
98,000
61,307
6,459
100,291
39,699
150,807
127,357
116,137
26,023
50,289
21,675
1,543,583
63,581
381,318
52,682
109,863
1,590,763
476,660
13,210
464,213
41,990
18,756
21,133
23,902
31,359
10,000
97,925
95,321
37,169
10,026
319,753
120,985
86,392
1,183
16,161
49,031
345,118
19,865
42,349
58,768
31,269
144,796
29,985
133,505
18,624
62,623
29,790
-
Not Current
-
Balance at End of Year
54,014
98,000
61,307
6,459
100,291
39,699
150,807
127,357
116,137
26,023
50,289
21,675
1,543,583
63,581
381,318
52,682
109,863
1,590,763
476,660
13,210
464,213
41,990
18,756
21,133
23,902
31,359
10,000
97,925
95,321
37,169
10,026
319,753
120,985
86,392
1,183
16,161
49,031
345,118
19,865
42,349
58,768
31,269
144,796
29,985
133,505
18,624
62,623
29,790
-
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
DEL ROSARIO, IRENE DY -OFFICER
DEL ROSARIO, RONALD JARABELO -OFFICER
DEL ROSARIO, RUBILU MARIANO -OFFICER
DELA CRUZ, ANNA ANGELICA ALMINIANA -OFFICER
DELA CRUZ, CHARINA C -OFFICER
DELA CRUZ, FRANCIS BASSI -OFFICER
DELA CRUZ, JR., JUAN YAMAMOTO -OFFICER
DELA CRUZ, MARY GRACE MATE ,
DELA CRUZ, REBECCA MOLINA,
DELA CRUZ, ROSALYN CLEMENTE -OFFICER
DELA PAZ, ELLEN MAGNAYE -OFFICER
DELA PAZ, MARY ANN LAGMAN,
DELA TORRE, ROMINA RICAFRENTE -OFFICER
DELES, HAZEL PEREZ -OFFICER
DELFIN, CRISTER THIEMHI ROMANO -OFFICER
DELGADO, MELINDA PARAGAS -OFFICER
DELOS REYES, RAQUEL VELASQUEZ -OFFICER
DELOS REYES, RENEE ROSE SARENAS -OFFICER
DELOS SANTOS, CELESTE TANGUIN -OFFICER
DEOMANO, JONATHAN JERALD VALDES,
DESIERDO, MARIDIE SEGOVIA -OFFICER
DIABORDO, JR., REYNALDO GASTILLO -OFFICER
DIAZ, AMALIA CENTENO -OFFICER
DIAZ, CATALINA T -OFFICER
DILIG, JOEL IBASCO,
DIMAPILIS, CLARISSA OÑATE -OFFICER
DIMAYA, INGRID CARTAGENA,
DIME, ROWEL OCA -OFFICER
DIÑO, JEFFREY MISA ,
DIOKNO, AILEN SEMIRA -OFFICER
DIORES, KRISTINE MARIE MANREZA,
DIVINA, SAMUEL DERI ,
DIZON, GLENDA G. -OFFICER
DOLLISON, REYNALDO DUMANGAS -OFFICER
DOLLOSA, NASARIO NONATO -OFFICER
DOLOR, AILEEN CONTRERAS -OFFICER
DOMAOAL, DELOISA CHAN,
DOMAWANG, JAIVI VALDOZ,
DOMINGUEZ, DAVID CRUZ -OFFICER
DOMINGUEZ, RAMON ALEJANDRO YIA ,
DOMINGUEZ, YOLANDA CASTRO -OFFICER
DORADO, JOEL BARTOLOME -OFFICER
DOSE, LEA ANDREA LIM,
DUARTE, RAMON GARRIZ,
DUARTE, RAMON GARRIZ,
DUERME, RUELO PACUMBA -OFFICER
DULAY, MARIA CRISTINA ICBAN -OFFICER
DUMLAO, VER CHRISTIAN MALICDEM,
DURAN, KISMETH MARBIL,
DUROY, RAQUEL T -OFFICER
DY, NORIE FE RANADA -OFFICER
DYTUCO, JENNIFER VERZOSA -OFFICER
ECHAVEZ, MERLY OCFEMIA -OFFICER
ECHEVARRI, JOANNA JAVIER -OFFICER
EFE, WENIFREDA TINANA -OFFICER
ELEFANTE, RIZZA JACUTAN ,
ELEMOS, PAOLO MODESTO,
Balance at Beginning of
Year
39,348
615,950
1,922,190
18,747
21,090
27,199
5,362
49,437
35,353
68,692
89
70,893
46,782
28,791
42,538
-
4,110
2,663
46,234
41,416
704,254
136,783
-
31,376
54,260
Additions
Amounts Collected
11,900
9,493
39,348
33,243
53,565
20,672
22,998
3,870
24,267
5,669
18,402
14,275
21,090
27,199
5,362
27,928
3,403
71,404
89
66,873
26,586
43,510
75,670
28,791
11,565
61,239
42,538
42,538
12,411
17,646
4,981
35,455
4,110
29,727
42,183
9,122
26,216
13,004
65,698
11,166
91,975
28,200
100,000
50,000
18,600
520,000
20,000
90,000
26,000
60,000
5,000,000
55,000
111,700
25,300
466,000
70,000
70,700
113,000
26,900
76,000
80,000
91,800
10,000
70,000
20,000
112,800
24,900
35,000
450,000
1,499,978
15,000
2,708
177,765
69,999
21,104
43,372
5,281
39,131
11,158
40,839
64,827
90,908
2,835
145,747
2,948
18,738
38,630
99,000
11,158
78,037
47,757
348,328
114,592
-
79,300
47,000
10,000
200,000
38,100
50,000
Page 8
Ending Balance
Amounts Written-off
-
Current
2,407
582,707
1,896,825
98,075
27,002
14,730
495,733
14,331
71,598
11,725
21,509
31,950
57,288
4,933,127
44,307
11,490
82,813
13,735
404,761
42,538
58,289
95,354
21,919
40,545
52,937
95,851
878
43,784
6,996
88,518
13,734
612,279
136,783
32,292
272,235
1,429,979
25,272
10,888
33,349
59,869
37,198
62,229
304,421
7,165
168,845
35,152
31,262
Not Current
-
Balance at End of Year
2,407
582,707
1,896,825
98,075
27,002
14,730
495,733
14,331
71,598
11,725
21,509
31,950
57,288
4,933,127
44,307
11,490
82,813
13,735
404,761
42,538
58,289
95,354
21,919
40,545
52,937
95,851
878
43,784
6,996
88,518
13,734
612,279
136,783
32,292
272,235
1,429,979
25,272
10,888
33,349
59,869
37,198
62,229
304,421
7,165
168,845
35,152
31,262
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
ELEYDO, VIVIAN ELLOSO -OFFICER
EMELO, MICHELLE DELA CRUZ -OFFICER
ENCARNACION, MA ESMERALDA EXEQUIEL -OFFICER
ENCISA, SHIELA CUENO -OFFICER
ENECIO, MIRAFLOR ABAYAN -OFFICER
ENRIQUEZ III, EDUARDO VILLA-REAL -OFFICER
ENRIQUEZ, EDUARDO VILLA-REAL III,
ENRIQUEZ, JENNIFER MONTEMAYOR ,
ENRIQUEZ, MA. ERLINDA ELARDO -OFFICER
ENRIQUEZ, REGINA ZAPANTA,
ERMITANO, ARNOLD PAULO TERUEL -OFFICER
ESCARIO, MARY JANE BADONG -OFFICER
ESCOLAR, MA CHRISTINA AQUINO -OFFICER
ESCOSIO, JOSEFA ANA LISA DE LEON -OFFICER
ESCUADRO, LOIDA PADOLINA -OFFICER
ESCUETA, ANTONIO ILUSTRE -OFFICER
ESGUERRA, KATHLYN DE OLAZO,
ESGUERRA, NORA CORRO -OFFICER
ESGUERRA, RHIA REYES ,
ESPELETA, FEDERICO COLON III,
ESPIGOL, JOEBELYN BUCAYANI,
ESPINOZA, MA. CHRISTINA FLORES ,
ESPIRITU, MARJORIE KUONG -OFFICER
ESTRELLA, LEONIDES PALOMARES,
ESTRELLA, MA. SHEILA ESPIRITU -OFFICER
ETIS, DOMCIELY RENEE DE DIOS -OFFICER
EUSTAQUIO, CELSO LEYNES -OFFICER
EVANGELISTA, AEJAY LENARD DE VERA ,
EVANGELISTA, ANA FE ZUBIRI -OFFICER
EVANGELISTA, MELANIE TUAZON -OFFICER
EVARISTO, MA LUZ FONTANILLA -OFFICER
EVARISTO, MA LUZ FONTANILLA,
EVIDENTE, MA GEMMA ESPERGA -OFFICER
FAJARDO, ANTONINO AGUSTIN SAYO -OFFICER
FAJARDO, ANTONINO AGUSTIN SAYO,
FAJARDO, MILA DALISAY -OFFICER
FAJARDO, NANCY BARCELON,
FAMADOR, MELCHOR TANADA,
FAMADOR, VERONICA DALUZ -OFFICER
FAYTAREN, AURORA BUENAFE -OFFICER
FEBREO, LOVELYN ARROYO -OFFICER
FELICIANO, DIDITH AZAÑA -OFFICER
FERNANDO, JOSEPH VER TESORERO -OFFICER
FERRER, MARILOU ISLA -OFFICER
FIGUEROA, ARMAN COLOQUIO,
FIGUEROA, DELIA SIA ,
FLORES, MARGIE R. -OFFICER
FLORES, MARY ANNE QUILAO
FLORES, MILDRED SATUMBA -OFFICER
FLORES, RONALD SERRANO -OFFICER
FLORES, RONALD SORIANO -OFFICER
FOLLOSCO, ROSITA MANDAP -OFFICER
FONTANILLA, AIDA CHUA -OFFICER
FRADEJAS, MELLIE PEREZ -OFFICER
FRANCIA, CHARMAINE D -OFFICER
FRANCISCO, JOSE EVANGELISTA -OFFICER
FRANCISCO, MELVIN VERAN -OFFICER
Balance at Beginning of
Year
20
21,698
20,649
2,514,671
10,999
15,771
30,321
60,463
10,964
76,722
256
32,566
188,638
13,605
12,100
315,310
33,116
726,534
30,195
9,320
25,288
135,738
47,566
19,870
973,886
59,843
66,474
7
761,964
95,179
Additions
Amounts Collected
100,000
15,000
8,398
5,485
21,698
90,000
72,417
199,329
23,333
55,872
123,949
10,532
24,987
35,863
134,449
499,993
531,000
150,000
60,000
39,001
30,600
150,000
33,723
24,304
14,600
50,000
117,000
70,000
50,000
40,000
37,000
50,000
117,400
99,580
17,868
39,148
9,409
2,863
18,539
13,670
12,724
69,668
215,329
109,000
281,300
69,000
817,480
141,494
12,100
315,310
2,333
62,436
194,439
69,999
740,959
11,665
30,446
37,243
7,620
12,820
27,094
9,404
231,916
4,234
17,760
33,611
481
19,870
49,994
100,000
300,000
1,499,978
249,000
45,700
90,000
38,000
56,000
29,000
50,000
13,700
220,000
17,100
40,000
12,000
23,600
114,100
96,231
77,763
50,130
7
128,927
38,708
Page 9
Ending Balance
Amounts Written-off
-
Current
91,621
9,515
38,232
2,315,342
476,660
475,128
26,051
49,468
25,012
10,508
45,872
26,740
1,261
50,000
94,142
52,132
10,852
30,591
34,137
31,716
103,730
19,842
39,332
254,609
69,000
689,591
47,661
70,680
105,561
1,429,979
234,575
34,035
59,554
30,952
48,380
25,500
48,194
4,296
123,822
12,866
22,240
13,954
11,519
901,256
96,180
16,344
633,037
56,471
Not Current
-
Balance at End of Year
91,621
9,515
38,232
2,315,342
476,660
475,128
26,051
49,468
25,012
10,508
45,872
26,740
1,261
50,000
94,142
52,132
10,852
30,591
34,137
31,716
103,730
19,842
39,332
254,609
69,000
689,591
47,661
70,680
105,561
1,429,979
234,575
34,035
59,554
30,952
48,380
25,500
48,194
4,296
123,822
12,866
22,240
13,954
11,519
901,256
96,180
16,344
633,037
56,471
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
FRANCO, JOSEF SANTOS -OFFICER
FRANI, RICHELLE SANTERA,
FRAXIDIO, JAIME CRUZ JR.,
FUEGO, GLORIA ECLAVIA,
FULGENCIO, MICHELLE YABUT -OFFICER
FURIO, RYANN PABLO -OFFICER
GABALDON, JAYME CRISOSTOMO -OFFICER
GABAON, BERNADETTE MACMANG,
GABAYERON, JR, ROMEO VILLAFRANCA -OFFICER
GABUTAN, LEAH TAGANAS -OFFICER
GADIANE, MELINDA AGUJA -OFFICER
GALANG, MA. PAZ C. -OFFICER
GALANG, PHILIP DATU -OFFICER
GALAPON, MELANIE MARTIN ,
GALLANOSA, JOEL VELASCO -OFFICER
GALLARDO, EDUARDO G -OFFICER
GALLEGO, ALIDA DELOS REYES,
GALLEGO, GILBERT SOLANO ,
GALLEGO, GRACE ESQUILLO,
GALOPE, GLENN MICHAEL M -OFFICER
GALOYO, PHAMELA BULATAO -OFFICER
GAMBOA, JOSEPH AQUINO -OFFICER
GAMBOA, PETE PADILLA -OFFICER
GAMIT, ALEXANDER LACANLALE -OFFICER
GARCIA, ARIEL FRANCISCO -OFFICER
GARCIA, GERALDINE STA. ANA -OFFICER
GARCIA, JOSEPH BAUSA,
GARCIA, JULITA LEAH MOJICA,
GARCIA, MARIA ANGELICA FORMARAN -OFFICER
GARCIA, MICHAEL ANTONIO SANTOS -OFFICER
GARCIA, MICHAEL JACK BERMONT -OFFICER
GARCIA, MICHAEL JACK BERMONT,
GARCIA, OLGA MIA,
GARCIA, RODEL MOPERA,
GARCIA, RODRIGO JR. PALOMA -OFFICER
GARCIA, ROLANDO BERNARDINO JR,
GASPAR, SHIRLEY V. -OFFICER
GATCHALIAN, HENRY ALFONSO,
GATCHALIAN, MARY JAY ANN MARIANO,
GATDULA, JOYVALERIE BULAONG -OFFICER
GATDULA, JOYVALERIE BULAONG,
GATUS, NILO ROGACION -OFFICER
GAVANES, MARVIN BUTE -OFFICER
GAVIOLA, APPLE CATIMBANG -OFFICER
GENEROSO, MA VICENTA PANA -OFFICER
GENILO, RAYMUND HILARIO R -OFFICER
GERALDEZ, GUADALUPE AGATON,
GERARDO, MARYLEN TANA -OFFICER
GERONIMO, RACHEL CHRISTINE TAGAYSAY -OFFICER
GERONIMO, RACHEL CHRISTINE TAGAYSAY,
GERONIMO, RITCHIE VAL MUNOZ -OFFICER
GESLANI, ROSALINA ANONUEVO -OFFICER
GEYROZAGA, JOAN TE,
GIANAN, JAYSON PITAJEN -OFFICER
GIBE, MA. FILOMENA CUSTODIO -OFFICER
GICAIN, RUBEN E. -OFFICER
GO, JENNIFER TE,
Balance at Beginning of
Year
1,430,750
4,536
15,672
998,823
50,675
760,792
962,804
26,828
6,021
19,000
1,634,550
26,770
16,496
696,342
34,225
68,735
3,291,187
70,076
Additions
Amounts Collected
1,430,750
577
15,650
30,706
21,069
10,175
13,522
29,169
111,155
31,639
50,675
158,947
945,886
93,806
26,828
51,163
30,000
945,000
61,000
20,000
28,000
95,500
149,300
120,000
299,000
101,000
60,600
50,000
37,000
13,600
4,308
10,324
19,000
348,822
249,000
120,000
70,000
64,634
31,565
62,243
72,659
2,377
7,280
16,187
68,735
182,356
213,266
8,301
7,815
75,869
21,141
3,388
18,738
577
175,988
132,066
12,109
25,139
4,104
287,644
185,049
4,262
98,053
132,727
12,133
80,367
16,789
130,000
5,300
155,998
50,000
1,000,000
4,569,984
21,000
40,000
100,000
30,000
3,388
50,000
14,400
279,945
2,829,975
72,052
49
246,303
131,233
78,500
70,000
140,000
250,000
44,000
98,053
1,527,439
70,306
16,789
259,987
86,400
47,600
42,399
24,443
14,439
23,014
38,973
2,231
1,866
150,000
17,000
39,990
Page 10
Ending Balance
Amounts Written-off
-
Current
29,423
929,350
30,294
3,467
17,825
81,978
120,131
24,517
967,184
601,844
315,918
7,194
15,458
50,000
32,692
3,276
1,534,727
82,137
54,931
634,100
91,566
2,923
148,719
33,813
4,108,831
4,356,718
12,699
32,185
94,207
8,859
31,262
13,823
103,957
2,697,909
59,943
53,361
65,945
98,659
196,183
39,738
1,394,712
247,854
76,340
47,600
19,384
135,469
29,208
38,124
Not Current
-
Balance at End of Year
29,423
929,350
30,294
3,467
17,825
81,978
120,131
24,517
967,184
601,844
315,918
7,194
15,458
50,000
32,692
3,276
1,534,727
82,137
54,931
634,100
91,566
2,923
148,719
33,813
4,108,831
4,356,718
12,699
32,185
94,207
8,859
31,262
13,823
103,957
2,697,909
59,943
53,361
65,945
98,659
196,183
39,738
1,394,712
247,854
76,340
47,600
19,384
135,469
29,208
38,124
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
GO, JULIE CHUA,
GO, MARIBEL BRENDA HERNANDEZ -OFFICER
GO, MONINA MARTICIO -OFFICER
GO, SARAH BAAD -OFFICER
GOMEZ, ROBILITA MERCADO -OFFICER
GONZAGA, ANGELITA ALGAS -OFFICER
GONZAGA, MARIE ANN MANCOL ,
GONZALES JR, ROBERTO MAGPANTAY -OFFICER
GONZALES, CARLOS RODRIGUEZ,
GONZALES, CATHELYN AGAR -OFFICER
GONZALES, LEILANI CRUZ -OFFICER
GONZALES, MA VIOLETA MAUN -OFFICER
GONZALES, NICOMEDES ZAPATA -OFFICER
GONZALES, ROBERTO MAGPANTAY JR.,
GONZALEZ, JOYCE S -OFFICER
GONZALEZ, JOYCE SANVICENTE ,
GONZALEZ, MIGUEL ANGEL GIMENEZ -OFFICER
GONZALEZ, PATRICK M -OFFICER
GORME, JHONAE ELISES ,
GORRES, PETER JOSEPHUS ZOSA -OFFICER
GRAFIL, LUISA LLAMADA -OFFICER
GRANADA, FREDERICK ESMAQUEL -OFFICER
GUASA, LILIBETH CANOSA,
GUBATON, MARIETTA ARROCENA ,
GUBATON, MARIETTA ARROCENA -OFFICER
GUERRA, EVELYN TORRALBA -OFFICER
GUERRERO, MACARIO SATURNINO -OFFICER
GUEVARA, GILBERT R -OFFICER
GUIJO, ANTHONY CABANA -OFFICER
GUILLEN, JOSE GERARDO ENRIQUEZ -OFFICER
GUINGCANGCO, MARISA GOMEZ -OFFICER
GUISIC, LEO JAY SIBULO -OFFICER
GUIVANI, NAHALA SOLEDAD ,
GUMACAL, LEONARDO SORINIO -OFFICER
GUTIERREZ, ALICE REYES -OFFICER
GUTIERREZ, ALICE REYES,
GUTIERREZ, ELSA FERNANDEZ -OFFICER
GUTIERREZ, HECTOR COLEGIO -OFFICER
GUTIERREZ, NORBERTO AMAQUIN -OFFICER
GUTIERREZ, TIRSO RAYMOND SINGH -OFFICER
GUZMAN, BERNARD DIZON -OFFICER
GUZMAN, ELMER ALFONSO -OFFICER
GUZMAN, ELMER ALFONSO,
HABITO, RIA NORMINA VINDOLLO -OFFICER
HAEL, ELIZABETH HAGOS -OFFICER
HAO, RUBY ANNA DIASIS -OFFICER
HARWART, HILDRED GAY D. -OFFICER
HATOL, ROLANDO G -OFFICER
HEREDIA, MA. CECILIA PORAL -OFFICER
HERNANDEZ, CAROLE ANNE QUILALA ,
HERNANDEZ, GLORIA FELICIDAD TORRES -OFFICER
HERNANDEZ, RACHELLE CALDERON -OFFICER
HERNANDEZ, RHODORA BUENAVENTURA,
HUERTO, ANNA KATRINA SANTOS,
IBANEZ JR, WILLIAM PABUSTAN -OFFICER
IBARROLA, ANNABELLE JAVIER -OFFICER
IGHOT, LANI CARPIO -OFFICER
Balance at Beginning of
Year
Additions
Amounts Collected
1,999,996
58,822
138,541
4,081
526,119
1,014,300
93,333
4,574
184,861
4,081
598,406
648,134
14,640
23,462
13,756
1,297
59,267
32,143
477,549
24,194
245,321
121,333
282,647
23,554
33,271
110,100
45,732
22,371
33,513
6,999
7,494
207,500
370,000
83,400
23,462
50,000
62,886
38,453
32,143
664,859
76,100
64,600
1,700,719
2,599,998
282,647
23,554
50,000
110,100
951,737
26,426
50,000
33,895
885,573
20,575
328,203
523,800
65,000
149,981
50,000
33,895
269,623
14,071
21,043
12,919
69,474
3,500
100,000
26,600
45,000
74,991
28,612
25,782
2,691,364
341,250
155,859
5,455
13,532
1,077
-
15,806
31,662
367,839
357,784
504,382
69,999
21,812
155,859
5,455
13,532
52,558
12,000
3,962,600
76,000
686,000
1,499,978
50,000
75,000
78,000
2,239,804
-
57,201
2,239,804
9,483
180,752
4,305
2,665
24,841
66,182
23,300
462,000
20,000
46,000
76,000
73,000
Page 11
Ending Balance
Amounts Written-off
-
Current
1,906,663
54,248
161,180
297,713
366,166
68,760
36,244
61,589
55,287
187,311
40,406
1,455,398
2,478,665
16,729
906,004
501,429
31,487
142,982
18,933
715,950
12,529
23,957
7,656
258,729
71,491
12,806
6,120
6,286,125
59,465
181,618
1,429,979
28,188
23,520
20,799
13,817
281,248
15,695
43,335
51,159
6,818
Not Current
-
Balance at End of Year
1,906,663
54,248
161,180
297,713
366,166
68,760
36,244
61,589
55,287
187,311
40,406
1,455,398
2,478,665
16,729
906,004
501,429
31,487
142,982
18,933
715,950
12,529
23,957
7,656
258,729
71,491
12,806
6,120
6,286,125
59,465
181,618
1,429,979
28,188
23,520
20,799
13,817
281,248
15,695
43,335
51,159
6,818
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
IGNACIO, EUGENE SANTOS -OFFICER
IGNACIO, MARIA CAROLINA PASCUAL -OFFICER
IGNACIO, RUDOLPH ALEXANDER PADILLA -OFFICER
ILAGAN, BARBARA ANNE GUIRINDOLA -OFFICER
ILAGAN, CESAR GONZALES -OFFICER
ILAGAN, CESAR GONZALES,
ILAGAN, CESAR -OFFICER
ILAGAN, MARIO JAY MALABANAN ,
ILAGAN, NILO ESLETA -OFFICER
IMANA, MAE VILLALOBOS -OFFICER
IMPERIO, MARY JOCELYN CUENCO -OFFICER
INGCOCO, EDNA SANTOS -OFFICER
INOT, ANGELITA PIALA -OFFICER
INSIGNE, RICHARD YUSON -OFFICER
INTALAN, LEONIDES FERRERAS -OFFICER
INTALAN, LEONIDES FERRERAS,
ISAW, MA. RAFONCIL DEGAMO ,
JACINTO, CLARISSA MYLA FERNANDEZ ,
JACINTO, MA TERESA BAURA -OFFICER
JACINTO, MARICAR ROQUE -OFFICER
JACINTO, MYRALISSA BOBADILLA -OFFICER
JACUTAN, RIZZA GUEVARRA -OFFICER
JAKOSALEM, LEAH DIGNA KINTANAR -OFFICER
JAMILI, ROSEBIE ALAN -OFFICER
JAMOLO, EDISSA VARGAS -OFFICER
JAMORA, MARICAR IDIAN -OFFICER
JANDA, SHERYLL MANTARING -OFFICER
JANIER, JANET ENOT,
JARDENIL, SALVADOR MARTINEZ -OFFICER
JAREÑO, MARICAR JACINTO -OFFICER
JAURIGUE, ANNA CHRISTINA MACALINO -OFFICER
JAVELLANA, JASON ANTONIO,
JAVIER, ARNOLD AQUINO,
JAVIER, GERARDO I. -OFFICER
JAVIER, GERARDO ILANO -OFFICER
JIAO, JENCY MIRAS -OFFICER
JIMENA, JOEY ROCHA ,
JIMENEZ, BENEDICTA DUMO -OFFICER
JIMENEZ, BENEDICTA DUMO,
JIMENEZ, GREGORIO CRUZ -OFFICER
JIMENEZ, WILLIAM VALENZUELA -OFFICER
JOCSON, KATRINA TOGADO -OFFICER
JONSAY, JAYVEE BEMIDA,
JOSE III, VICTOR AFRICA -OFFICER
JOSE, CARLOTA ROLONAN -OFFICER
JOSON, EDUARDO ROQUE -OFFICER
JOSON, PAULA KATERINA S -OFFICER
JOSON, PAULA KATERINA S -OFFICER
JUAB, ARLENE CAHILES -OFFICER
JUATON, CYNTHIA CAPARAS -OFFICER
JURADO, MELODY S -OFFICER
JURADO, ROSAL GAZA -OFFICER
JUTBA, JEMIMAH LOU PERTEZ,
KEH, BRIAN ANTON GOMEZ,
KHOON, ANNALU VICTORIA VILLAVERT -OFFICER
KIAT, JAIDEE LLANES -OFFICER
KING, SHANON COSETTE TE -OFFICER
Balance at Beginning of
Year
9,884
19,988
1,306,523
2,083,877
53,498
46,121
47,331
73,632
54,857
5,792
1
43,335
107,834
82,853
1,017,684
-
Additions
Amounts Collected
76,700
100,000
41,428
51,541
40,513
499,993
650,000
23,333
67,267
41,004
119,800
84,078
71,000
48,858
47,331
524,660
54,936
24,978
2,188
126,651
5,792
1
675,000
1,177,199
60,000
46,885
90,000
43,335
36,200
1,422
20,000
22,000
8,969
11,922
78,478
4,998
44,686
5,600
10,248
1,017,684
64,600
119,995
20,000
40,000
636,000
21,270
42,222
77,016
6,999
36,733
7,122
26,515
3,084
18,257
2,686
79,354
30,235
313
39,114
81,396
10,411
13,641
2,286
13,864
24,003
33,931
14,415
377,916
34,231
7,122
22,817
13,507
2,686
60,911
11,416
13,282
91,680
3,530
32,295
11,631
-
149,981
130,000
95,900
80,000
82,000
85,000
80,000
7,800
120,000
68,000
12,000
20,000
16,800
89,000
35,000
40,000
21,000
Page 12
Ending Balance
Amounts Written-off
-
Current
45,156
68,447
1,266,010
476,660
2,016,611
608,996
89,220
68,263
223,972
1,122,263
35,022
44,697
18,206
34,778
11,031
10,078
29,356
59,602
38,167
114,395
9,752
18,730
593,778
300,900
142,982
127,498
92,203
76,916
77,250
66,557
61,182
7,487
94,168
78,284
5,119
38,654
14,514
75,136
22,627
6,069
6,585
Not Current
-
Balance at End of Year
45,156
68,447
1,266,010
476,660
2,016,611
608,996
89,220
68,263
223,972
1,122,263
35,022
44,697
18,206
34,778
11,031
10,078
29,356
59,602
38,167
114,395
9,752
18,730
593,778
300,900
142,982
127,498
92,203
76,916
77,250
66,557
61,182
7,487
94,168
78,284
5,119
38,654
14,514
75,136
22,627
6,069
6,585
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
KUIZON, RAMON JR. NGUYEN -OFFICER
LACAMBRA, MARCO JUSTIN DEL PRADO -OFFICER
LACHICA, FRANCES BALGUMA -OFFICER
LACHICA, SHERYL RESTUA -OFFICER
LACSINA, MA TERESITA DELA FUENTE -OFFICER
LACSON, ELIZABETH CALDERON -OFFICER
LACSON, MARIANO DOMINICK FERNANDEZ -OFFICER
LADAN, VICENTE GADICHO -OFFICER
LADAN, VICENTE GADICHO,
LADORES, BEA MARIE HIPOLITO -OFFICER
LAGARTO, JOSEPHINE CUA -OFFICER
LAGDA, MARIQUIT ORTEGA -OFFICER
LAGERA, MELCHOR CAMPOS -OFFICER
LAGMAN, LIZA DOMINIGO -OFFICER
LAGUDA, ROLANDO DIZON -OFFICER
LAGULA, MA. ROSARIO NG -OFFICER
LANCETA, MYLENE BORABO -OFFICER
LANOHAN, ARNOLD SANCHEZ -OFFICER
LANSANG, JR., ANTONIO SANTOS -OFFICER
LANTIN, JOHN ROBERT SOLANO -OFFICER
LAO, WINDY CRIS PLAZA -OFFICER
LAPEZ, GENARO VISARRA -OFFICER
LAPEZ, GENARO VISARRA,
LARDIZABAL, REYNALDO DE MESA -OFFICER
LAROT, ALAN JOHN ILAGAN -OFFICER
LAROZA, TINA SIMCHA BIHASA -OFFICER
LASPOBRES, SALLY POGIO -OFFICER
LASTA, LAZARO MONT,
LAUD, MARIA TERESA COLOMA,
LAUDE, JOIE CAMILON -OFFICER
LAURE, VINCENT ORQUIN -OFFICER
LAURON, JENNIFER DOMINGO -OFFICER
LAUS, GRETCHEN DIMACALI -OFFICER
LAWAS, KARLEEN TORRES -OFFICER
LAYUG, STELLA MARIE LOCSIN ,
LAYUG, STELLA MARIE LOCSIN -OFFICER
LAZARO, BETTY LIM -OFFICER
LAZARO, RAFAEL LEONGSON -OFFICER
LEE, LEMUEL DIAO -OFFICER
LEONARDO, PRISCILLA SACE -OFFICER
LEORNA, MARITES VILLALON -OFFICER
LEOSALA, LYLE OSEL OLIVER -OFFICER
LEPITEN, JENNIFER KINTANAR -OFFICER
LIBRADA, LILIBETH DIZON -OFFICER
LIM, ADRIAN HINOJOSA,
LIM, GUIA CARRANZA,
LIM, HELEN SARITA. -OFFICER
LIM, MA SHEILA PAGENTE -OFFICER
LIM, MARIA ANASTACIA CO -OFFICER
LIM, RODANTE TARCENA -OFFICER
LIRIO, ANA MARIE D -OFFICER
LIRIO, ANA MARIE DIY ,
LITUANAS, MYLA GO -OFFICER
LLARENA, CLAUDETTE MAGDAONG -OFFICER
LLARENA, EDWIN PELONIO -OFFICER
LOJO, MONALIZA CONCEPCION -OFFICER
LONTOC, CONCEPCION POBLETE ,
Balance at Beginning of
Year
2,824
18,736
380
132,054
28,959
25,345
36,209
52,392
52,025
51,805
5,601
-
Additions
Amounts Collected
85,900
56,262
18,736
28,927
146,000
116,373
264,976
12,366
50,000
27,244
52,392
52,025
51,805
5,601
2,499,989
18,533
546,920
42,397
52,125
62
75,429
54,480
116,666
18,533
147,872
56,641
89,503
12,459
2,333
62
32,000
80,900
47,489
35,000
49,994
97,000
110,899
54,480
13,999
153,430
96,073
53,000
8,878
299,976
153,430
96,073
53,000
8,878
5,324
98,370
19,847
14,500
11,826
1,200,000
9,999,982
19,869
466,666
249,994
11,666
7,986,000
98,275
19,678
66,446
765,593
444,795
36,307
77,960
62,891
-
Page 13
Ending Balance
Amounts Written-off
-
Current
32,462
117,453
15,681
28,959
252,611
25,345
58,965
2,383,323
431,047
66,656
10,111
22,541
47,661
61,530
285,977
7,998
98,370
19,847
1,180,131
9,533,316
19,678
66,446
765,593
444,795
238,327
36,307
77,960
62,891
7,887,725
Not Current
-
Balance at End of Year
32,462
117,453
15,681
28,959
252,611
25,345
58,965
2,383,323
431,047
66,656
10,111
22,541
47,661
61,530
285,977
7,998
98,370
19,847
1,180,131
9,533,316
19,678
66,446
765,593
444,795
238,327
36,307
77,960
62,891
7,887,725
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
LONTOC, CONCEPCION POBLETE ,
LOPEZ, JOHN RAMON HIDALGO -OFFICER
LOPEZ, TERESA CRUZ -OFFICER
LOZADA, EUGENE ADEL -OFFICER
LOZANO, MARISSA MICLAT -OFFICER
LUGTU, VIRGILIO NAVARRO -OFFICER
LUMAPAS, ROLANDO ABUG -OFFICER
MA, MELANIO SOMBILLA -OFFICER
MABALE, LOUISE AMABELLA SENO,
MACABALLUG, JR., GEORGE EMMANUEL PAGUIDIAN -OFFICER
MACALINAO, DANILO ARCEO -OFFICER
MACALINO, FE BECINA -OFFICER
MACALINO, FE BECINA,
MACARAIG, JOSE ROQUE -OFFICER
MACEREN, MA. CRISTINA PANINGBATAN -OFFICER
MACEREN, MA. CRISTINA PANINGBATAN,
MADERAZO, GLENDA ADVINCULA,
MADRIAGA, EDUARDO DACPANO -OFFICER
MAGALLANES, SAMMIE FAYE LIZADA,
MAGANGO, ESTEVEN PAUL FESTIN,
MAGAYAGA, GARY PAGUIGAN -OFFICER
MAGBANUA, KATHERINE BADEO -OFFICER
MAGDAMIT, LIZA MARIE GARDE,
MAGKASI, MARY GRACE PADILLO -OFFICER
MAGNAIT, GIRLY GONZALEZ -OFFICER
MAGNAYE, MYRNA TELAN -OFFICER
MAGSAYSAY, ARMANDO ARELLANO -OFFICER
MAGSINO, MARITES LOPEZ -OFFICER
MAISOG, MARICEL ARROGANTE -OFFICER
MALABANAN, ANGELA KAREN NERIA,
MALABANAN, LYNDONA TOLENTINO -OFFICER
MALAPIRA, HELEN BAUTISTA -OFFICER
MALAYO, MA ERNITA JEANIFER SEVILLA -OFFICER
MALAYO, MA ERNITA JEANIFER SEVILLA,
MALIG, NELSON B -OFFICER
MALIGAD, MA. THERESA EVITE -OFFICER
MAMUYAC, DAISY PEÑA -OFFICER
MANALANG, EDMOND MERANO -OFFICER
MANALANG, EMELITA YUSON -OFFICER
MANALILI, ALMA LIZA PARAISO -OFFICER
MANALILI, JOHAN SAPIANDANTE -OFFICER
MANALO, DIANESS LANDICHO -OFFICER
MANALO, MA. DOROTHY MODOMO -OFFICER
MANANQUIL, MERLYN TAMPOC -OFFICER
MANANSALA, MA RETCHIE INTAL -OFFICER
MANDAL, ANTONIO R. -OFFICER
MANEJE, JULIE MALIT -OFFICER
MANGUBAT, PATRICIA REYES -OFFICER
MANGUERRA, JR., ANGELITO VIDAL -OFFICER
MANIFLOR, GIANINA MARIANO,
MANLANGIT, ABIGAIL DE JESUS -OFFICER
MANLONGAT, PAUL VIZCARRA -OFFICER
MANN, MA CRISTINA ESGUERRA -OFFICER
MANUEL, NONAQUINNE CADAHIG,
MANZON, RHODELIA B -OFFICER
MARAMAG, LOUISE PHILIP PACQUING -OFFICER
MARAMAG, MARIA KATRINA NOCON -OFFICER
Balance at Beginning of
Year
110,248
116,160
228
43,510
37,361
45,522
697,320
333,707
Additions
Amounts Collected
922,982
43,073
33,600
65,000
12,647
29,001
1,100,000
2,324,993
106,200
72,754
1,154,975
14,500
100,000
25,000
20,000
16,102
49,900
8,698
315,777
52,068
15,561
60,000
47,000
66,000
56,000
82,400
508,973
108,500
110,113
140,445
53,899
6,502
116,471
9,905
802
16,102
26,913
48,278
17,881
78,341
63,791
45,317
50,000
99,987
55,000
116,600
64,000
64,000
40,062
4,666
44,660
109,720
37,272
11,918
57,000
73,400
19,283
20,194
79,607
435,573
30,007
111,113
25,354
118,373
1,184,941
43,395
44,906
132,683
23,561
13,532
30,443
54,055
330,473
43,571
44,863
27,812
1,715,643
32,111
26,830
25,787
-
83,000
45,013
480,000
97,000
108,000
102,000
70,000
20,000
525,633
100,059
120,478
20,327
8,151
31,848
21,239
87,282
6,169
80,000
44,600
Page 14
Ending Balance
Amounts Written-off
-
Current
879,910
110,248
116,160
228
43,510
37,361
45,522
20,953
35,999
697,320
924,734
2,216,493
75,694
295,128
1,101,076
7,998
56,283
15,095
19,198
22,987
11,722
37,818
303,436
44,277
37,083
25,499
95,321
40,347
117,993
52,082
52,082
118,373
1,184,941
43,395
44,906
132,683
37,717
76,766
13,532
68,430
54,055
284,840
40,512
32,385
81,673
61,849
15,964
1,694,404
24,830
38,431
26,830
25,787
-
Not Current
-
Balance at End of Year
879,910
110,248
116,160
228
43,510
37,361
45,522
20,953
35,999
697,320
924,734
2,216,493
75,694
295,128
1,101,076
7,998
56,283
15,095
19,198
22,987
11,722
37,818
303,436
44,277
37,083
25,499
95,321
40,347
117,993
52,082
52,082
118,373
1,184,941
43,395
44,906
132,683
37,717
76,766
13,532
68,430
54,055
284,840
40,512
32,385
81,673
61,849
15,964
1,694,404
24,830
38,431
26,830
25,787
-
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
MARASIGAN, FRANCIS HERNANDEZ -OFFICER
MARASIGAN, MA CIELITO CRUZADO -OFFICER
MARCELO, GEORGE VIPINOZA -OFFICER
MARCELO, KRISTIAN STA. ANA -OFFICER
MARCELO, MARIA CECILIA RAMIREZ -OFFICER
MARIÑAS, RACHEL APIADO -OFFICER
MARQUEDA, CRISTINA DAYAO ,
MARQUEZ, MARIA CHRISTINA REYES -OFFICER
MARTIN, MELANIE MANLULU -OFFICER
MARTINEZ, JESSAMINE NIVAL -OFFICER
MARTINEZ, MANOLO MANALANG -OFFICER
MARTINEZ, MICHAEL CECIL BALUYOT -OFFICER
MARZAN, JENNY LYN VITUG,
MARZO, JENNY VIE TAN -OFFICER
MASCARINA, ARLENE STA. ANA -OFFICER
MASIBAG, BONIFACIO JR. LATOSA -OFFICER
MATEO, MARIGRACE SULIBIT ,
MATIAS, RAMON DE SANTOS -OFFICER
MATIAS, RAMON DE SANTOS,
MATUTINA, ANGELO DENNIS LUNA -OFFICER
MATUTINA, ANGELO DENNIS LUNA,
MECENARIO, RONNIE HERRERO -OFFICER
MEDIANO, SONIA CHAVEZ -OFFICER
MEDINA, JOHN HOWARD DRUECO -OFFICER
MEDRANO, EMIMA DELOS SANTOS -OFFICER
MEJES, MARIDEL ABRERA -OFFICER
MENDEZ, FLORPINA COMAGON -OFFICER
MENDEZ, FLORPINA COMAGON,
MENDEZ, MA RITA BASILIO -OFFICER
MENDOZA, AIREEN COLINA -OFFICER
MENDOZA, ANDREW DE CASTRO -OFFICER
MENDOZA, EMERALD ANNE DIZON -OFFICER
MENDOZA, GINA MARIE CIRIA CRUZ -OFFICER
MENDOZA, JEANETTE J -OFFICER
MENDOZA, JENNIE DIZON -OFFICER
MENDOZA, JULENRASE BALLESTEROS -OFFICER
MENDOZA, MYRABELLE JALBUENA -OFFICER
MENDOZA, REYMUNDO ALCARAZ -OFFICER
MENDOZA, REYMUNDO ALCARAZ,
MENESES, JELYN GUANCO -OFFICER
MERCADO, MYRNA BADILLO -OFFICER
MERIS, MA MICHELLE MANALILI -OFFICER
METRA, RENNEL NIÑO IRAOLA -OFFICER
METRA, ROWENA SULIT -OFFICER
MICIANO, MARILYN COMA -OFFICER
MILAN, DOMINIC ROA -OFFICER
MILAN, DOMINIC ROA,
MILLOR, EDITHA DELA CERNA -OFFICER
MILLOR, EDITHA DELA CERNA,
MIRANDA, ABIGAIL JACINTO -OFFICER
MIRANDA, JOMARK TRILLANA -OFFICER
MIRANDA, ROWENA CRUZ -OFFICER
MOLETA, JR., CELSO GUIRAL -OFFICER
MONASTERIO, LETICIA QUIAMBAO -OFFICER
MONOCAY, MARYLAND MONSALE -OFFICER
MONTANIEL, RODRIGO JURILLA -OFFICER
MONTANIEL, RODRIGO JURILLA,
Balance at Beginning of
Year
41,216
4,623
64,960
283,603
59,414
94,185
9,894
Additions
Amounts Collected
62,000
75,000
30,000
16,000
50,000
20,000
35,000
18,452
20,149
62,673
14,183
3,868
3,115
14,504
57,000
330,000
28,693
431,058
30,000
66,800
114,000
8,788
10,406
107,459
50,000
2,399,981
375,000
349,992
50,000
85,000
18,960
101,535
111,999
1,415,848
16,333
84,783
56,330
100,000
50,000
178,100
76,495
80,000
372,125
41,730
168,132
3,570
51,613
246,815
1,333,183
76,860
12,073
1,915
340,572
103,606
39,151
7,857
1,029,027
20,987
2,299
118
87,725
13,642
1,470,664
127,603
40,491
1,890
729,336
99,987
1,057,091
4,666
299,976
13,999
499,993
23,333
420,776
36,377
378,026
59,476
157,492
Page 15
Ending Balance
Amounts Written-off
-
Current
43,548
54,851
8,543
1,817
46,132
16,885
20,496
4,623
64,960
28,307
182,545
59,414
21,212
56,394
100,726
9,894
31,040
145,280
2,287,982
292,335
333,659
42,077
40,743
1,915
68,447
8,270
113,573
72,925
67,538
7,857
901,424
20,987
2,299
118
38,602
87,725
13,642
1,142,909
95,321
420,776
285,977
36,377
378,026
59,476
157,492
476,660
Not Current
-
Balance at End of Year
43,548
54,851
8,543
1,817
46,132
16,885
20,496
4,623
64,960
28,307
182,545
59,414
21,212
56,394
100,726
9,894
31,040
145,280
2,287,982
292,335
333,659
42,077
40,743
1,915
68,447
8,270
113,573
72,925
67,538
7,857
901,424
20,987
2,299
118
38,602
87,725
13,642
1,142,909
95,321
420,776
285,977
36,377
378,026
59,476
157,492
476,660
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
MONTE, MA. CATALINA ALCABASA -OFFICER
MONTEMAYOR, ABEL GIGANTE -OFFICER
MONTEMAYOR, FRANCIS LLOYD VALENCIA -OFFICER
MONTEMAYOR, ROBERT LOUIS GO -OFFICER
MORADO, MA ENCARNACION CASTRO -OFFICER
MORALES, RONILO BADEO,
MORENO, AILEEN CLEMENTE -OFFICER
MORENO, LETICIA AGUINALDO -OFFICER
MOROTA, JR., WILFRIDO REYES -OFFICER
MUNDIN, MA. THERESA TUAZON -OFFICER
MUYCO, CHRISREY DOQUESA -OFFICER
NABATAR, ELEANOR EUROPA -OFFICER
NANQUIL, RAUL CORONEL -OFFICER
NATIVIDAD, JOSELITO MAPILI -OFFICER
NAVA, ALLAN LOMBOY -OFFICER
NEBREJA, PRISCILLA CRUZ -OFFICER
NEIS, KATHRYNNE ILANG -OFFICER
NEPOMUCENO, MARIA LOURDES MOTAS -OFFICER
NEPOMUCENO, MARLON CONCEPCION -OFFICER
NER, KHRISTINE INFANTE -OFFICER
NERI, NOLI CALAPIS -OFFICER
NERIA, GUILLER VIERNES -OFFICER
NGOHO, MICHAEL VILLAFLOR -OFFICER
NICDAO, DERRICK JIMENEZ -OFFICER
NICDAO, DERRICK JIMENEZ,
NICIO, FERDINAND PALOMARIA -OFFICER
NICOLAS, EDWINA BARCELONA -OFFICER
NIEFES, RIZA JULIA WALKER -OFFICER
NIETO, MA. MINERVA ALAMEDA,
NOBLEJAS, LUCIA MORELLA CARLOS -OFFICER
NOBLEZA, NICOLAS ANTIDO -OFFICER
NOLASCO, MICHAEL GLENN GUEVARRA -OFFICER
NOTARIO, ELIZABETH ROLLON -OFFICER
NUÑEZ, SHEENA RAE CALLEJA,
NUQUI, AIDA MARIANO -OFFICER
NUQUI, FERNANDO SISTOSO -OFFICER
NUQUI, RELIZA ABIS -OFFICER
OBCENA, LINA RELATO -OFFICER
OBILLO JR, CAMILO NEBRES -OFFICER
OBLIGAR, ROMMEL MACALE -OFFICER
OCAMPO, CHRISTOPHER PATRICK GREY,
OCAMPO, MARCELINO JR LEYVA -OFFICER
OCAMPO, NELSON MORALES,
OCONER, JOY VINCET ESCUADRO -OFFICER
OCONER, MA CECILIA ENCARNACION,
OLARTE, ROMMIE BELTRA -OFFICER
OLAVARIO, EDWIN RANGASA -OFFICER
OMBION, MICHELLE BORROMEO -OFFICER
OMOSO, RODELIO G -OFFICER
ORDONIA, RONALDO AUSTRIA -OFFICER
ORIOLA, LOURDES JARO -OFFICER
OROZCO, REYNALDO ANGELES -OFFICER
ORTEGA, RISHA JILL VINLUAN -OFFICER
ORTEGA, SARAH BEATRIZ TAROY -OFFICER
ORTENERO, SHIRLEY DE GUZMAN -OFFICER
ORTIZ, JUDY CHICO -OFFICER
ORTIZ, JUSTO ABOITIZ ,
Balance at Beginning of
Year
57,561
25,360
2,355
438,961
8,000
1,457,794
27,429
1,055,954
13,370
36,307
41,722
570,466
7,525
2,772
138,359
495,175
1,107,053
84,767
292,801
1,950
Additions
Amounts Collected
68,250
42,012
35,000
14,562
150,000
55,986
180,356
2,613
127,000
195,906
210,000
32,713
25,000
64,589
38,664
64,302
40,670
147,000
88,000
620,000
20,000
249,000
468,000
80,000
120,454
66,656
5,430
722,566
10,177
92,646
18,845
73,289
69,999,976
3,266,666
751,985
43,999
43,327
37,278
100,000
61,440
48,477
5,584
28,049
-
Page 16
Ending Balance
Amounts Written-off
-
Current
57,561
51,598
2,355
438,961
20,438
8,000
1,457,794
27,429
1,055,954
13,370
36,307
41,722
570,466
7,525
2,772
108,003
53,373
426,268
1,107,053
177,287
84,767
292,801
1,950
25,000
64,589
38,664
90,848
62,014
614,570
29,419
9,823
200,353
449,155
50,038
37,278
100,000
61,440
48,477
5,584
28,049
66,733,311
Not Current
-
Balance at End of Year
57,561
51,598
2,355
438,961
20,438
8,000
1,457,794
27,429
1,055,954
13,370
36,307
41,722
570,466
7,525
2,772
108,003
53,373
426,268
1,107,053
177,287
84,767
292,801
1,950
25,000
64,589
38,664
90,848
62,014
614,570
29,419
9,823
200,353
449,155
50,038
37,278
100,000
61,440
48,477
5,584
28,049
66,733,311
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
ORTIZ, JUSTO ABOITIZ -OFFICER
ORTIZ, MA. KATHERINA ESCUETA -OFFICER
OSORIO, MARIBEL PASCUAL -OFFICER
PAANO, MANOL VISICO,
PABLEO, JOVENCIO SACLOT -OFFICER
PABLO, ROY DE VERA -OFFICER
PACHECO, GLORIA ABE -OFFICER
PACIS, MA SOCORRO ROSAS -OFFICER
PACIS, MARY DOROTHY ABELLA -OFFICER
PACIS, MARY DOROTHY ABELLA -OFFICER
PADEN, SALDE FRANCISCO -OFFICER
PADEN, VIOLETA OSIO -OFFICER
PADIERNOS, MA. THERESA R. -OFFICER
PADILLA, ARWINA DESTREZA -OFFICER
PADUA, ENRIQUE MARANAN -OFFICER
PAGASPAS, ELIZABETH DIAMANTE -OFFICER
PAGGABAO, ELMER REYES -OFFICER
PAGKALINAWAN, MARVIN BAUTISTA -OFFICER
PAGSISIHAN, DORIS RAYOS DEL SOL -OFFICER
PAGSUGUIRON, HAZYL RELATOR -OFFICER
PAJARES, RAE TORENO -OFFICER
PAJARILLO, MICHAEL YOUNG -OFFICER
PALAGANAS, LIWAYWAY DOGELIO -OFFICER
PALANG, RAQUEL POLICARPIO,
PALENCIA III, ALFREDO CORDIAL -OFFICER
PALER, ROLANDO BABANTE -OFFICER
PALILEO, FRITZ MARIO BALAOING -OFFICER
PALILEO, FRITZ MARIO BALAOING,
PALILLO, FLORDELIZA INABANGAN -OFFICER
PALMONES, MA. MORELLA RAMOS -OFFICER
PALPALLATOC, RENE CABUYABAN -OFFICER
PAMULAKLAKIN, EDISER ANONUEVO -OFFICER
PAMULAKLAKIN, LYZA CARAAN -OFFICER
PANGANIBAN, ALMA GRACE FAITH ALIPIO -OFFICER
PANGANIBAN, TEODORO MACARAIG -OFFICER
PANGANIBAN, TEODORO MACARAIG,
PANGILINAN, CATHERINE VELARDE -OFFICER
PANGILINAN, ENGELBERT GAGARIN -OFFICER
PANGILINAN, JOSEPH IAN V. -OFFICER
PARAISO JR, RICARDO BAUTISTA -OFFICER
PAREDES, LEONIDES GARCIA -OFFICER
PARINAS, MICHELLE RANQUE -OFFICER
PARINO, FERDINAND BAETIONG -OFFICER
PASAMANERO, ESPERANZA ANGUSTIA -OFFICER
PASCUA, RENELLA SAN JOSE -OFFICER
PASCUAL, MA. VERONICA CARMELA DE JESUS -OFFICER
PASION, SANTIAGO TAÑEDO -OFFICER
PASION, WINNIE SADIO -OFFICER
PASTORAL, ALICIA A -OFFICER
PASTORAL, ALICIA ALMARIA ,
PATIÑO, CHERYL LIM,
PATRIARCA, ANTONETTE CAHILIG -OFFICER
PATRICIO, ARNOLD MULDONG -OFFICER
PE, GENNO PADRONES -OFFICER
PEBRES, ELEAZAR AUDAL -OFFICER
PEDRO, JR., ANGEL AFABLE -OFFICER
PELAGIO, MARITES AVELLANEDA -OFFICER
Balance at Beginning of
Year
16,273,293
13,501
65,442
48,744
41,699
50,286
22,888
7,457
892,150
1,001,018
1,685
203,766
272,313
221,053
7,878
2,041
4,212
12,685
17,422
1,432,100
33,030
8,334
79,089
67,371
28,284
1,844,040
97,364
85,080
10,426
73,557
16,299
27,487
25,082
74,812
97,127
2,312,007
22,893
13,630
473,518
49,582
Additions
Amounts Collected
10,848,568
5,696,743
12,987
50,000
80,000
56,000
90,000
606
59,900
115,000
1,400,000
550,408.96
45,000
3,531,600
404,998
24,800
18,900
65,000
694,129
466,666
9,999,982
147,500
68,900
100,000
40,000
74,200
1,000,000
134,988
12,987
50,000
60,000
2,507,398
6,299
606
39,300
Page 17
Ending Balance
Amounts Written-off
-
Current
21,425,118
13,501
65,442
12,381
50,000
128,744
97,699
140,286
22,888
67,357
892,150
1,116,018
1,685
203,766
272,313
1,070,644
7,878
2,041
4,212
45,000
12,685
3,531,600
17,422
1,432,100
386,099
57,830
8,334
144,089
67,371
28,284
1,149,912
9,533,316
244,864
68,900
185,080
10,426
73,557
16,299
27,487
25,082
40,000
74,812
171,327
804,609
128,689
12,381
50,000
82,893
13,630
473,518
88,882
Not Current
-
Balance at End of Year
21,425,118
13,501
65,442
12,381
50,000
128,744
97,699
140,286
22,888
67,357
892,150
1,116,018
1,685
203,766
272,313
1,070,644
7,878
2,041
4,212
45,000
12,685
3,531,600
17,422
1,432,100
386,099
57,830
8,334
144,089
67,371
28,284
1,149,912
9,533,316
244,864
68,900
185,080
10,426
73,557
16,299
27,487
25,082
40,000
74,812
171,327
804,609
128,689
12,381
50,000
82,893
13,630
473,518
88,882
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
PEÑA JR, ROLANDO DEL ROSARIO -OFFICER
PENEDA, MELISSA MINA -OFFICER
PEPITO, PAMELA GERALDINE PALMARES -OFFICER
PERALTA, GLENN ASUNCION,
PEREGRINO, JOSEPHINE EVIDOR -OFFICER
PEREZ, ANGELA SAN PEDRO -OFFICER
PEREZ, ANGELA SAN PEDRO,
PEREZ, EDGAR ALAN MALABANAN,
PEREZ, MA. KAREN MINGO -OFFICER
PEREZ, MARINEA CASTAÑEDA -OFFICER
PEREZ, MEDINA BAGUI -OFFICER
PEREZ, RUBY GISELA LEYVA -OFFICER
PEREZ, WILHELMINA BERNABE -OFFICER
PESIGAN, ALEX LUIS MEDINA -OFFICER
PHALA, REYNALDO ARAGON -OFFICER
PICHAY, RAMON REYES -OFFICER
PICHAY, RAMON REYES -OFFICER
PINEDA, ARISTOTLE LACANGAN -OFFICER
PINEDA, EDWIN GARCIA,
PINEDA, JENNELYN MARCELO,
PINEDA, LORNA -OFFICER
PISCASIO, MA. CONCEPCION LIMONGCO -OFFICER
PLAMENCO, ROMEO CALDERON -OFFICER
PLASABAS, ARMANDO JANDOG -OFFICER
PLAZA, JANE OLIVEROS -OFFICER
PLAZA, JANE OLIVEROS,
POLICARPIO, NATIVIDAD DEL ROSARIO -OFFICER
POLO, MORENA DANGUE -OFFICER
POLOTAN, MA. INEZ ALVAREZ -OFFICER
PONCE, AIDA URRIZA -OFFICER
PONCE, JOSE RAYMUNDO SISON -OFFICER
PONCE, LORA-MAE CAS -OFFICER
POSOGA, ROWENA NOBLEZA -OFFICER
PUNGUINAGINA, SARIMA MAGOYAG -OFFICER
PUNSALAN, ISRAEL ZOLETA -OFFICER
PURIFICACION, MYLA SOLOMON -OFFICER
QUEJANO, JONATHAN PALABRICA -OFFICER
QUELNAN, SONALYN M. -OFFICER
QUIAMBAO, PETER ISMAEL FAJARDO,
QUILALA, JOSEPH VOLTAIRE ANING -OFFICER
QUILAS JR, FORTUNATO JASPE -OFFICER
QUINSAY, PRIESTLEY BUCIA,
QUIPANES, ALEJANDRO MAHUSAY -OFFICER
QUIRANTE, ENRICO SANTIAGO -OFFICER
QUIROGA, ERWIN YLAGAN,
RABAJA, EVA SOMERA -OFFICER
RABANG, GERWIN ARCE -OFFICER
RACELIS, DENNISE DINAQUE -OFFICER
RALLONZA, MA. OLIVIA GALINDO -OFFICER
RAMA, CAROL MUNION -OFFICER
RAMIREZ, ELAINE ENRIQUEZ -OFFICER
RAMIREZ, ELAINE ENRIQUEZ -OFFICER
RAMIREZ, LEAH TRINIDAD -OFFICER
RAMOS, ALVIN SALAZAR -OFFICER
RAMOS, ARIANNE MAY SANCHEZ -OFFICER
RAMOS, JANICE TINO -OFFICER
RANCES JR, PORFIRIO BRIOLA -OFFICER
Balance at Beginning of
Year
62,428
55,087
1,373,444
115,373
8,874
79,661
45,959
252,036
40,970
1,282,952
1,404,598
45,882
53,162
85,898
399,471
279,652
16,178
64,895
74,600
995,754
543,394
34,136
58,470
4,702
17,430
14,920
480,402
76,293
69,050
5,348
16,496
52,131
23,000
96,929
57,624
50,816
41,480
9,700
643,355
Additions
Amounts Collected
1,239,000
83,000
33,100
58,551
1,376,644
130,000
132,481
74,700
71,400
6,182
100,000
70,000
150,000
499,993
12,500
74,000
110,000
23,333
35,000
12,987
103,800
102,000
90,000
19,863
606
33,000
47,200
3,299,983
65,000
255,300
23,000
100,000
113,100
200,000
30,000
44,928
153,999
23,765
362,629
1,332
89,901
71,227
27,215
50,000
150,000
135,000
23,200
14,300
57,300
Page 18
Ending Balance
Amounts Written-off
-
Current
62,428
1,235,536
79,800
33,100
245,373
126,298
74,700
71,400
8,874
179,661
115,959
402,036
40,970
1,282,952
1,404,598
45,882
476,660
12,500
127,162
195,898
399,471
279,652
31,315
12,381
168,695
176,600
1,085,754
543,394
34,136
58,470
33,000
4,702
19,703
3,145,984
56,155
373,073
21,668
86,392
110,923
172,785
35,348
16,496
52,131
50,000
23,000
246,929
57,624
50,816
176,480
23,200
24,000
700,655
Not Current
-
Balance at End of Year
62,428
1,235,536
79,800
33,100
245,373
126,298
74,700
71,400
8,874
179,661
115,959
402,036
40,970
1,282,952
1,404,598
45,882
476,660
12,500
127,162
195,898
399,471
279,652
31,315
12,381
168,695
176,600
1,085,754
543,394
34,136
58,470
33,000
4,702
19,703
3,145,984
56,155
373,073
21,668
86,392
110,923
172,785
35,348
16,496
52,131
50,000
23,000
246,929
57,624
50,816
176,480
23,200
24,000
700,655
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
RAÑESES, ERNESTO RODILA -OFFICER
RANO, ELDER ESPINO -OFFICER
RAS, JULES LEMUEL TORRALBA -OFFICER
RAS, ROMANA VALE -OFFICER
RATIO, ISABELITA ROGADO -OFFICER
RAVARA, IVY VANESSA BAL -OFFICER
RECIO, RONALDO HERALDO -OFFICER
REDOLOSO II, CESAR MENIADO -OFFICER
REGALA, HONEYLEE GANGOSO -OFFICER
REGLOS, RAYMOND LUNA -OFFICER
REGUDO, MARCEL LAGMAY -OFFICER
RELATIVO, ANNA LIZA TAPARAN -OFFICER
REMADA, MAR JOY TURBELA -OFFICER
REMADA, MARY JOY TURBELA -OFFICER
REMODO, ANGELYN COMEROS -OFFICER
RENIVA, EDUARDO TANNAGAN -OFFICER
REQUINA, JAY RYAN HERBIAS -OFFICER
RESABA, MARY ANNE TEMPLO -OFFICER
REYES, ALEJANDRO ESTACIO -OFFICER
REYES, ANTONIO MARTIN DELA CRUZ -OFFICER
REYES, CHRISTOPHER JOSEPH YETO -OFFICER
REYES, CRISPIN ALBERTO -OFFICER
REYES, DENNIS MARK LOPEZ -OFFICER
REYES, DENNIS RAYMOND GELLADA -OFFICER
REYES, EILEEN LEE ANNE DEL ROSARIO -OFFICER
REYES, GABRIEL LUCAS OLASO -OFFICER
REYES, IRENEA VELASQUEZ -OFFICER
REYES, JENNIFER DRIZ -OFFICER
REYES, MARINETH CAPELO -OFFICER
REYES, MARISSA ENRIQUEZ -OFFICER
REYES, MARIVIE DE PERIO -OFFICER
REYES, MARY ANNE MANGONON -OFFICER
REYES, NORMAN MARTIN C. -OFFICER
REYES, NORWINA LLANES -OFFICER
REYES, OLEEVE PANGAN -OFFICER
REYES, PAULA BIANCA B -OFFICER
REYES, REYNALDO ILANO -OFFICER
RICAZA, MARY ANNE DOMETITA,
RILLORAZA, KATHERINE MAGBITANG -OFFICER
RIVERA, EMALYN CHENG -OFFICER
RIVERA, EVELYN GONZALES -OFFICER
RIVERA, NERISSA NISPEROS -OFFICER
RIVERA, RACQUEL GABOR -OFFICER
ROBLES, MARCOS RICARDO COROS II,
ROCA, RIZALINO DAYRIT -OFFICER
RODRIGUEZ, FRANCES MARIE SARMIENTO -OFFICER
RODRIGUEZ, KATHERINE SOL -OFFICER
RODRIGUEZ, MARK PAOLO ROMERO,
RODRIGUEZ, RICHU RAMAS -OFFICER
RODRIGUEZ, RICHU RAMAS,
ROLDAN, PAMELA ANNE GONZALES -OFFICER
ROMERO, CELIA BAHOM -OFFICER
ROMERO, CHRISTINE GABERTAN -OFFICER
ROMEY, ANNA LIDA RAMIREZ -OFFICER
ROMULO, BEATRIZ BARREDO,
RONQUILLO, ASTER CONSEBIDO -OFFICER
ROSAL, CATHERINE VILLANUEVA -OFFICER
Balance at Beginning of
Year
644
51,141
75,354
41,564
51,376
157,024
4,715
467,637
4,301
92,700
702,910
1,759,743
1,038,761
20,858
8,397
7,374
3,821,911
874,753
15,359
115,451
62,788
60,515
16,042
19,502
53,642
65,954
84,417
69,192
792,375
-
Additions
Amounts Collected
93,400
104,000
210,000
25,000
13,700
80,000
40,000
150,000
25,000
20,000
50,000
25,000
50,000
65,400
15,000
58,700
200,000
110,000
25,000
99,000
9,333
6,999,975
20,000
326,666
Page 19
Ending Balance
Amounts Written-off
-
Current
644
51,141
168,754
145,564
51,376
367,024
4,715
492,637
18,001
172,700
40,000
702,910
1,909,743
1,038,761
25,000
20,858
8,397
7,374
3,821,911
874,753
35,359
115,451
50,000
25,000
62,788
60,515
16,042
50,000
84,902
15,000
58,700
53,642
190,667
175,954
109,417
168,192
792,375
6,673,309
20,000
-
Not Current
-
Balance at End of Year
644
51,141
168,754
145,564
51,376
367,024
4,715
492,637
18,001
172,700
40,000
702,910
1,909,743
1,038,761
25,000
20,858
8,397
7,374
3,821,911
874,753
35,359
115,451
50,000
25,000
62,788
60,515
16,042
50,000
84,902
15,000
58,700
53,642
190,667
175,954
109,417
168,192
792,375
6,673,309
20,000
-
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
ROSALES, JASMIN JARDELEZA -OFFICER
ROXAS, JOSE MARIA O. -OFFICER
ROXAS, JOSE MARIA ONGPIN,
RUBINOS, CESAR NARANJA -OFFICER
RUBIO, MICHAELA SOPHIA E -OFFICER
RUIVIVAR, ILENE DEL ROSARIO -OFFICER
RUIZ, MICHAEL ALEJANDRO REYES -OFFICER
SABARILLO, MARJORIE VALDEZ -OFFICER
SABIO, FELICIDAD MUNSAYAC -OFFICER
SABLAYA, RONULFO GUIAO -OFFICER
SAGAYAP, ELINOR ILAW -OFFICER
SAJO, KAY JANE POBLADOR -OFFICER
SALANG, LILIA OYALES -OFFICER
SALAZAR, ALMIRA SALANGSANG -OFFICER
SALENGA, JEONNEVA MALLARI -OFFICER
SALINANA, MICHELLE IYOG -OFFICER
SALUDES, EDITHA ABUAN -OFFICER
SALVADOR, EDWINA LAUS -OFFICER
SAMSON JR, MARCELINO BERMIO -OFFICER
SAN BUENAVENTURA, NICK CRUZ -OFFICER
SAN JOSE, BERNARDO BARTOLOME -OFFICER
SAN PEDRO, IRENEO ENRICO ESCOBAR -OFFICER
SANGALANG, ESSEN ALCEDO -OFFICER
SANTELICES, RICHARD REGINO -OFFICER
SANTIAGO, BENNETT CLARENCE DY -OFFICER
SANTIAGO, BENNETT CLARENCE DY,
SANTIAGO, JONOSER B -OFFICER
SANTIAGO, MANUEL DE GUZMAN JR.,
SANTIAGO, MANUEL G -OFFICER
SANTIAGO, MARY ANN CHENG -OFFICER
SANTILLAN, NATHANIEL VILLAFUERTE -OFFICER
SANTOS JR, ROGELIO TALPLACIDO -OFFICER
SANTOS, AILEEN REYES -OFFICER
SANTOS, ALEXANDER RAPLIZA -OFFICER
SANTOS, CHARIS GRACE NEMIS -OFFICER
SANTOS, ELIZABETH MARQUEZ -OFFICER
SANTOS, ENRIQUE ABELLERA -OFFICER
SANTOS, EVELYN QUILALA -OFFICER
SANTOS, EVELYN QUILALA,
SANTOS, MA DIVINA GRACIA MEDEL -OFFICER
SANTOS, MARILYN DEL ROSARIO ,
SANTOS, MARILYN R -OFFICER
SANTOS, MICHAEL GANZON -OFFICER
SANTOS, MYLA VILLAFUERTE -OFFICER
SANTOS, PIA MARIE MENDOZA,
SANTOS, RHODORA QUESADA -OFFICER
SANTOS, ROLANDO ESTRADA -OFFICER
SANTOS, YOLANDA HERNANDEZ,
SARAUM, EDELYN CORNEJO -OFFICER
SARMIENTO, ROSANNA MERCADO -OFFICER
SARTE, ELFREN ANTONIO SARDALLA -OFFICER
SARTE, ELFREN ANTONIO SARDALLA,
SAYSON, NICANOR ANGELES -OFFICER
SEBASTIAN, ANNA MARIE GUILLERMO -OFFICER
SEBASTIAN, NOEL L -OFFICER
SEGUNIAL, MYLENE ARRIOLA -OFFICER
SELGA, ANDREW ALBANO -OFFICER
Balance at Beginning of
Year
39,212
49,857
29,713
6,652,107
70,306
29,245
16,416
120,664
34,513
51,161
97,285
34,350
208,819
86,417
46,851
22,255
203,520
12,352
45,368
13,819
3,474,953
52,573
56,400
43,885
48,690
81,951
46,250
226,287
44,950
72,320
662,244
18,716
794,521
3,505,202
1,067,896
29,501
477,694
Additions
Amounts Collected
85,500
145,995
95,000
2,200,000
6,813
741,331
22,353
28,800
110,000
141,000
90,000
129,533
107,360
41,700
50,000
2,766,638
399,984
68,800
299,976
50,733
18,666
13,999
50,000
119,700
479,300
88,741
33,600
81,951
1,499,978
69,999
1,499,978
69,999
85,000
46,000
40,000
15,000
4,999,978
233,332
88,583
60,000
5,812
Page 20
Ending Balance
Amounts Written-off
-
Current
124,712
49,857
139,182
124,713
8,110,776
70,306
6,892
16,416
120,664
34,513
51,161
97,285
28,800
34,350
189,286
120,058
136,851
22,255
203,520
41,700
62,352
2,761,273
381,318
82,619
285,977
3,474,953
50,000
172,273
56,400
434,445
82,290
46,250
1,429,979
1,429,979
226,287
44,950
85,000
72,320
662,244
46,000
58,716
809,521
3,505,202
4,766,646
1,067,896
118,084
54,188
477,694
Not Current
-
Balance at End of Year
124,712
49,857
139,182
124,713
8,110,776
70,306
6,892
16,416
120,664
34,513
51,161
97,285
28,800
34,350
189,286
120,058
136,851
22,255
203,520
41,700
62,352
2,761,273
381,318
82,619
285,977
3,474,953
50,000
172,273
56,400
434,445
82,290
46,250
1,429,979
1,429,979
226,287
44,950
85,000
72,320
662,244
46,000
58,716
809,521
3,505,202
4,766,646
1,067,896
118,084
54,188
477,694
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
SEMILLA, LUISITO JULAO -OFFICER
SENATIN, JO ANN RAMOS -OFFICER
SENDICO, BRYAN JED TIMONES -OFFICER
SERNA, FELIX REALISTA -OFFICER
SERQUINA, MITHREAL GRACE BALUGO -OFFICER
SERVER, CHRISTINE MICHELLE BARRETO -OFFICER
SERVIDA, MA. JANEL CALMA -OFFICER
SESBREÑO, CEDRIC CHANG -OFFICER
SEVILLA, CHERRYLIN GRACE UKOL -OFFICER
SIA, HANNAH THERESA MANALO -OFFICER
SIA, HANNAH THERESA MANALO,
SIBUG, LEAH BAGUINO -OFFICER
SIKAT, MELISSA BELEN -OFFICER
SINAMBAN, ANNIE MANALO -OFFICER
SINANGOTE III, DAVID JAJALLA -OFFICER
SINGSON, HERNAN REY B. -OFFICER
SINGSON, HERNAN REY BRENCIBO,
SIRIBAN, ALMA SISON -OFFICER
SISON, ANA MARIA CONCEPCION -OFFICER
SO TO, VIVIAN LIONG,
SO, ESTEBAN DEUS -OFFICER
SOBEJANA, JHOANNA LEONARDO -OFFICER
SOLATORIO, EDRIA AÑO -OFFICER
SOLEDAD, NAHALA DELA CUESTA -OFFICER
SOLIMAN, ROLYN ROZAL -OFFICER
SOLIS, ELENITA CORNELIO -OFFICER
SOLLESTRE, ROWENA BELEN -OFFICER
SUELTO, BEVERLY LAO -OFFICER
SUMAGUI, WENDY ACIBAR -OFFICER
SWING, REYNALDO SILVERA -OFFICER
SY CHU, BEN PELAGIO,
SY, GRETCHEN SERRANO -OFFICER
TABABA, OFELIA LIWANAG -OFFICER
TACUD, EDGAR NERVAL -OFFICER
TADIQUE, GEMMA BANDOLIS -OFFICER
TAGGUEG, KEREN HAPPUCH MALASSAB -OFFICER
TAGLE, ARNOLD LADISLAO -OFFICER
TAGLE, GRETCHEN TOBIAS -OFFICER
TAGOYLO, MELANEE SORIANO -OFFICER
TAINO, MARILOU AÑOSO -OFFICER
TALIP, NORBERTO FUENTES -OFFICER
TALIP, NORBERTO FUENTES,
TAMAYO, HELEN CASTILLO -OFFICER
TAN, AVA YAP -OFFICER
TAN, GINA CHUA -OFFICER
TAN, LERMA HIZON -OFFICER
TAN, MARNITA JUSTINIANO -OFFICER
TAN, MAY GOROSPE -OFFICER
TAN, RICARDO B -OFFICER
TANG, ELIZABETH COLUMNA -OFFICER
TARROQUIN, SAMUEL TORZAR -OFFICER
TAVERA, LUISA GETIGAN -OFFICER
TE, RUBY KHO,
TEANO, NEIL R. -OFFICER
TERANA, GRACIOSA MOYA -OFFICER
TEVES, MARISSA B. -OFFICER
TIANGCO, MARIA GEMMA GOKIM -OFFICER
Balance at Beginning of
Year
118,345
85,147
43,354
7,424
56,000
15,359
426,827
50,830
105,965
1,033
427,675
462,667
23,048
42,748
117,632
17,524
106,837
14,399
557,722
280,585
17,179
395,910
11,528
1,658,407
86
34,979
149,132
1,847,593
76,400
1,447,320
758,506
65,299
61,404
6
51
38,673
239,365
Additions
Amounts Collected
97,000
92,652
119,100
16,639
299,976
13,999
160,000
29,986
38,670
1,399
21,988
1,026
15,000
149,981
6,999
340,000
306,890
115,500
159,985
55,000
7,466
100,000
114,041
72,655
1,058,427
1,000,000
32,000
148,800
29,986
98,032
1,399
140,000
262,520
Page 21
Ending Balance
Amounts Written-off
-
Current
118,345
89,495
43,354
109,885
56,000
15,359
426,827
285,977
50,830
105,965
122,363
28,587
427,675
462,667
20,962
23,048
42,748
132,632
17,524
106,837
14,399
557,722
142,982
313,695
17,179
395,910
11,528
1,658,407
115,586
152,519
89,979
149,132
1,847,593
62,359
1,374,665
700,079
97,299
112,172
28,587
6
51
38,673
116,844
Not Current
-
Balance at End of Year
118,345
89,495
43,354
109,885
56,000
15,359
426,827
285,977
50,830
105,965
122,363
28,587
427,675
462,667
20,962
23,048
42,748
132,632
17,524
106,837
14,399
557,722
142,982
313,695
17,179
395,910
11,528
1,658,407
115,586
152,519
89,979
149,132
1,847,593
62,359
1,374,665
700,079
97,299
112,172
28,587
6
51
38,673
116,844
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
TICZON, WILROY VILLANUEVA -OFFICER
TIMBREZA, GINA LAPAZ -OFFICER
TINIO, JOSEPHINE MONTEMAYOR -OFFICER
TIU, CHARMAINE DY -OFFICER
TIU, MARY CANDICE VEDUA -OFFICER
TIU, STEPHEN ROY TIO -OFFICER
TOBIAS, CAROLINE LUNA -OFFICER
TOGNO, MANRICO SOLA -OFFICER
TOLEDO, ARTHUR A. -OFFICER
TOLEDO, ROCHELLE TANADA -OFFICER
TOLEGIDA, EVELYN ESTRADA -OFFICER
TOLENTINO JR, CEFERINO PONCE -OFFICER
TOLENTINO, CEFERINO PONCE JR.,
TOLENTINO, JO-ANN FATIMA LIBED,
TOLENTINO, MA. RAQUEL REYES -OFFICER
TOLENTINO, MARIA TERESA ACOSTA ,
TOLENTINO, MARIA TERESA ACOSTA -OFFICER
TOLENTINO, SUSANA GEMPIS -OFFICER
TOMAS, ROMMEL BALINGIT,
TOMBOC, JUANCHO ACORDA -OFFICER
TONGCO, LEYAN ALCANTARA,
TONGCO, MITCHELL JAPOS -OFFICER
TONOGBANUA, MARIA NISA BUKAS,
TONOGBANUA, MARIA TRINIDAD VALDERRAMA,
TORREDA, MA DELINDA ARDA -OFFICER
TORREGOSA, ERMILINDA -OFFICER
TORREGOSA, ERMILINDA PENALOSA -OFFICER
TORRES, JOY BURDADOR -OFFICER
TRIA, EVANGELINE TUAZON -OFFICER
TRIGO, MA ERLYNNE TAGANAS -OFFICER
TRILLANA, GERARDO CRUZ -OFFICER
TRINIDAD, GIANCARLO MORCO -OFFICER
TUDDAO, RENATO LAYUGAN -OFFICER
TULABOT, ERNESTO DAMUYA -OFFICER
TUMAO, MARIE AIMEE SILVA,
TUPAZ, CARLOS SANTOS -OFFICER
TURINGAN, KATRINA BUNUAN -OFFICER
TURLA, GIELFIEL LUAT -OFFICER
UBOD, MA. LUISA DELOS REYES -OFFICER
UMALI, FELY CORONADO,
UNIDAD, KIM RICHARD VILLORA -OFFICER
URBANO, EDUARDO ARIAS -OFFICER
URETA, MARY ANN FAJARDO ,
UY, ADA CABATO -OFFICER
UY, CATHERINE PATRICIA REYES -OFFICER
UY, LEERHOI PHUA -OFFICER
UY, MAUREEN RHODORA SANTOS -OFFICER
VACARO, FREDERICK DIPLIS -OFFICER
VALDEPEÑAS, VICTOR B -OFFICER
VALDEPEÑAS, VICTOR BUNUAN ,
VALDEPEÑAS, VICTOR BUNUAN -OFFICER
VALDES, DENNIS ABILLOS -OFFICER
VALDES, EMMANUEL MARI KABIGTING -OFFICER
VALENTON, LAURO FLORES -OFFICER
VALENZUELA, AELLEN LLANURA -OFFICER
VALENZUELA, EDISON GALVEZ -OFFICER
VALENZUELA, GINA TULAYBA -OFFICER
Balance at Beginning of
Year
435,306
498,559
33,700
40,207
16,479
56,430
40,422
39,888
10,557
1,574,614
404,059
73,455
42,397
355,737
24,985
24,625
80,600
6,871
30,466
9,935
43,209
38,591
6,892
89,280
35,542
89,280
42,000
1,968,001
5
134,811
17,532
57,389
30,964
Additions
Amounts Collected
500,000
70,000
93,000
537,063
65,383
167,000
83,731
753,000
925,386
1,499,978
999,986
1,644,468
69,999
46,666
49,994
57,100
83,000
42,000
30,000
10,000
10,000
20,000
89,984
75,000
2,333
86,887
75,204
4,199
5,803
42,000
168,500
30,000
167,000
2,999,982
50,000
139,999
53,802
81,000
40,000
80,000
36,000
45,000
40,000
57,513
12,334
119,239
48,393
77,751
27,379
25,000
21,517
200,900
12,500,000
57,999,997
17,676
42,000
78,104
5,915,248
2,706,667
5
134,811
35,000
29,286
57,389
30,964
Page 22
Ending Balance
Amounts Written-off
-
Current
435,306
461,495
38,317
133,207
16,479
56,430
123,691
39,888
763,557
855,532
1,429,979
953,320
404,059
47,661
43,668
50,193
42,000
30,000
10,000
10,000
20,000
85,784
69,197
355,737
24,985
66,625
249,100
36,871
197,466
9,935
2,859,983
39,407
62,078
34,557
50,041
23,149
56,529
12,621
7,324
21,517
122,796
8,552,753
55,293,331
23,246
-
Not Current
-
Balance at End of Year
435,306
461,495
38,317
133,207
16,479
56,430
123,691
39,888
763,557
855,532
1,429,979
953,320
404,059
47,661
43,668
50,193
42,000
30,000
10,000
10,000
20,000
85,784
69,197
355,737
24,985
66,625
249,100
36,871
197,466
9,935
2,859,983
39,407
62,078
34,557
50,041
23,149
56,529
12,621
7,324
21,517
122,796
8,552,753
55,293,331
23,246
-
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
VALENZUELA, JR., ROLANDO BENIGAS -OFFICER
VALENZUELA, LOVELLE LIZZETTE REYES,
VALERIO, HERISSA BRIOSO -OFFICER
VALES, SUZETTE MARIE CUISON -OFFICER
VALIENTE, RANDY URMAZA -OFFICER
VARGAS, EDISSA RAMOS -OFFICER
VARGAS, FRANCISCO BAUTISTA -OFFICER
VAZQUEZ, CARLA B -OFFICER
VEDASTO, GEMMA CHONG -OFFICER
VEGA, JOJINA LOURDES CAWAI -OFFICER
VEGA, JOJINA LOURDES CAWAI,
VEJANO, KARL CYRIL ORNO,
VELASCO, JAMES GENOVA -OFFICER
VELASCO, MA LOURDES BELTRAN -OFFICER
VELASQUEZ, ROMEO VALLEJOS -OFFICER
VENTURA, MA. AMELITA LOPEZ -OFFICER
VENTURA, RAZIEL SONGCO -OFFICER
VENTURINA, RIZA DELOS REYES -OFFICER
VERDEJO, NANCY LACUESTA,
VERIDIANO, DONNA ANGELES -OFFICER
VERIL, EPIFANIO VILLANUEVA -OFFICER
VICENCIO, RAYMUND BILAW -OFFICER
VICONIA, FERNANDO NAVARRO -OFFICER
VIDAL, GWENDOLYN MANCHING -OFFICER
VIERNES, EDMUND TORRES -OFFICER
Balance at Beginning of
Year
146,038
5,506
15,072
16,011
60,909
76,596
4,445
45,890
698,381
82,982
75,545
235,282
28,310
32,987
38,030
1,063,815
77,348
71,234
Additions
Amounts Collected
100,000
73,000
8,000
61,683
15,839
11,105
120,000
16,800
15,072
16,011
96,943
10,890
80,000
99,987
14,700
132,682
4,666
589
4,445
45,890
101,106
42,646
27,611
102,171
9,687
28,310
41,764
74,971
61,423
98,522
30,000
40,000
45,000
50,000
110,000
114,500
Page 23
Ending Balance
Amounts Written-off
-
Current
184,355
57,161
2,401
83,966
5,910
23,914
95,321
14,111
627,276
80,335
47,934
133,111
35,313
41,223
73,059
1,002,392
93,325
71,234
Not Current
-
Balance at End of Year
184,355
57,161
2,401
83,966
5,910
23,914
95,321
14,111
627,276
80,335
47,934
133,111
35,313
41,223
73,059
1,002,392
93,325
71,234
UnionBank of the Philippines
Schedule B - Amounts Receivable from Directors, Officers, Employees, Related Parties and Principal Stockholders (Other than Related Parties)
December 31, 2009
Deductions
Name and Designation of Debtor
Balance at Beginning of
Year
VIGUILLA, LIZA RAMOS -OFFICER
VIGUILLA, ROY APUYO -OFFICER
VILLACARLOS, NIÑA MAE ANGO ,
VILLACRUCIS, LEO DE DIOS,
VILLAFLOR, JOSEPH VICTOR EMMANU SIAN -OFFICER
VILLALUZ, LERMA ADAME -OFFICER
VILLANUEVA, AGNES KENG -OFFICER
VILLANUEVA, JOSE LEVI SOCO -OFFICER
VILLANUEVA, JOSE LEVI SOCO,
VILLANUEVA, MARIFE DE RAMA,
VILLANUEVA, REDENTOR CRISOSTOMO -OFFICER
VILLANUEVA, ROBERTO POLINAS -OFFICER
VILLANUEVA, RONA PADILLA,
VILLANUEVA, TERESITA GONZALES -OFFICER
VILLARANDA, ELIZA ASTER ANGELES,
VILLARANTE, LILLIAN YAP -OFFICER
VILLAROSA, JR., VIRGILIO VILLALUNA -OFFICER
VILLARUZ, MA MYRA MIRANDA -OFFICER
VILLAVERDE, ENRIQUE PALMARIA -OFFICER
VILLEGAS, ALICE MAE ONG -OFFICER
VILLEGAS, MA RENEE ZAPANTA -OFFICER
VILLEGAS, MA. EMILIA DEL ROSARIO,
VILLEGAS, ZENAIDA C. JR.,
VILLOSTAS, ALMA REGINA MORTEL -OFFICER
VINUYA, MIRA LIZA INCIONG -OFFICER
VIRAY, CECILIA PANER -OFFICER
VIRAY, DANILO B. -OFFICER
VIRAY, MARIECEL LABAYAN -OFFICER
WONG YAT, MILAGROS MAGSINO ,
WONG YAT, MILAGROS MAGSINO -OFFICER
WONG, ANABELLE NAZARENO -OFFICER
YADAO, MA. CONCEPCION SUMULONG -OFFICER
YAMBAO, JIMMY JOSE ANICIETE -OFFICER
YAP, CION ESTORIOSO -OFFICER
YARANON JR, GREGORIO MONTECALBO -OFFICER
ZABALLERO, JEANNET MONTERO -OFFICER
ZAPANTA, EMMANUEL SARINAS -OFFICER
ZAPATA, ERICARDO TUDTOD -OFFICER
ZAPATA, ERICARDO TUDTOD,
ZULUETA, ESPERANZA GONZALEZ -OFFICER
Additions
718,371
1,071,450
693,148
60,515
1,074,894
47,492
11,631
531,921
85,700
2,400,000
72,000
834,000
250,451,304
20,500
124,651
2,325,796
29,160
797,654
1,071,450
693,148
70,202
1,126,915
34,235
44,331
125,658
11,631
9,231
112,600
2,883
151,622
55,099
168,603
85,859
108,351
35,714
10,849
43,003
14,931
30,800
24,421
224,997
85,000
57,000
60,000
135,000
254,000
72,000
32,092
10,500
43,749
1,109
24,171
177,059
26,320
521,845
112,944
252,928
45,097
1,498
402,990,636
129,075,849
100,000
1,000,000
733,598
71,000
115,000
15,000
111,300
8,300
151,622
55,099
531,730
60,333
72,614
43,003
7,179
3,083
30,156
43,042
621,334
517,026
102,499
477,453
241,737,660
P
Amounts Collected
100,000
140,000
120,000
50,000
P
432,896,927
P
132,197,717
Page 24
Ending Balance
Amounts Written-off
Current
-
Not Current
679,420
74,204
42,840
36,347
90,313
947,979
699,364
26,669
36,833
5,769
530,621
5,417
363,127
74,474
104,264
84,286
39,151
5,569
13,558
214,497
44,334
29,048
18,871
444,275
30,680
55,181
124,555
478,525
26,903
30,595
515,667,522
-
P
545,573,814
Balance at End of Year
-
P
5,591,776
679,420
74,204
42,840
36,347
90,313
947,979
699,364
26,669
36,833
5,769
530,621
5,417
363,127
74,474
104,264
84,286
39,151
5,569
13,558
214,497
44,334
29,048
18,871
444,275
30,680
55,181
124,555
478,525
26,903
30,595
515,667,522
P
551,165,590
UnionBank of the Philippines
Schedule C - Investment Securities
December 31, 2009
Name of Issuing Entity and Description of Investment
Number of Shares or
Principal Amount of
Bonds and Notes
Amount in Pesos
Equity in Earnings
(Losses) of Investee
for the Period
Other
Unquoted Debt Securities Classified as Loans
Union Bank of Switzerland
P
7,409,554,790
P
2,827,012,500
94,909,000
50,000,000
13,500,000
8,500,000
5,000,100
5,000,000
4,000,000
3,225,000
2,300,000
1,800,000
1,690,000
1,250,000
1,067,444
1,027,928
1,000,000
884,529
650,000
618,224
550,000
550,000
550,000
540,000
450,000
330,000
240,000
150,000
120,000
95,000
42,780
40,000
28,140
2,635
1,102
47,601,968
P
3,074,726,350
Available-for-sale Securities
SMC Series 1
Ayala Corporation
AEV Preferred Shares
Manila Polo Club
Wack Wack Golf & Country Club, Inc.
Local Gov't Unit Guaranty Corp.
Philippine Clearing House Corporation
Metro Club
Cebu Country Club
Alabang Country Club
Sta. Elena Golf Club, Inc.
Makati Sports Club
BAP Consulting, Inc.
City Sports Club Cebu
Aboitiz Transport System Corporation
Philam
Filinvest Land, Inc.
Tagaytay Midlands Golf Club
Empire East Land, Inc.
Malaraya Golf & Country Club
Baguio Country Club
Alta Vista Club (B)
Manila Southwoods
Canlubang Golf & Country Club, Inc.
Orchard Golf & Country Club
Valley Golf Club
Quezon City Sports Club
Capitol Hills Golf
Celebrity Sports Club
William, Gothong & Aboitiz
Calatagan Golf Club, Inc.
Oriental Petroleum "B"
Basic Consolidated "A"
Philodrill "A"
Others
Forward
37,693,500
887,000
5,000,000
5
1
50,000
1
23
1
2
1
7
12,500
1
871,125
1
982,810
1
1,437,730
1
1
1
2
2
1
1
1
28
1
34,500
3
2,010,000
17,000
73,458
Page 2
Distribution of
Earnings by
Investees
Other
Number of Shares or
Principal Amount of
Bonds and Notes
Amount in Pesos
UnionBank of the Philippines
Schedule C - Investment Securities
December 31, 2009
Name of Issuing Entity and Description of Investment
Balance brought forward
Debt Securities
Bureau of Treasury
Robina
Republic of the Philippines
Power Sector Asset & Liabilities Management
Home Development Mutual Fund
Benpres Holdings Corporation
Republic of Indonesia
National Power Corporation
Development Bank of the Philippines
HSBC-LTNCD
JG Summit
Universal Robina Corporation
Land Bank of the Philippines
Metro Rail Transport Corporation
Number of Shares or
Principal Amount of
Bonds and Notes
Amount in Pesos
P
3,074,726,350
P
16,657,573,558
7,544,321,391
1,810,485,600
1,020,103,058
897,581,446
632,073,750
549,269,570
235,042,500
175,517,578
121,637,901
109,537,313
48,726,730
39,699,660
Equity in Earnings
(Losses) of Investee
for the Period
Other
29,841,570,053
Held-to-maturiy Investments
Republic of the Philippines
Bureau of Treasury
Republic of Indonesia
National Development Corporation
National Food Authority
Land Bank of the Philippines
Home Development Mutual Fund
Home Guaranty
Polysindo EKA Perkasa
Putnam CBO II Limited/Corp.
Atlantic Global
Others
P
32,916,296,403
P
18,912,179,544
2,023,114,502
2,587,474,081
700,000,000
500,000,000
45,058,888
50,747,343
76,584,840
138,600,000
92,400,000
46,200,000
1,442,718
25,173,801,916
P
Page 3
Distribution of
Earnings by
Investees
Other
Number of Shares or
Principal Amount of
Bonds and Notes
Amount in Pesos
UnionBank of the Philippines
Schedule D - Indebtedness of Unconsolidated Subsidiaries and Affiliates
December 31, 2009
Name of Related Party
Balance at
Beginning of Year
Balance at
End of Year
N/A
Purpose
UnionBank of the Philippines
Schedule E - Intangible Assets
December 31, 2009
Description
Goodwill
Computer software *
Beginning Balance
Additions at Cost
P
P
P
7,886,898,455
229,611,485
8,116,509,940
P
Charged to Cost and
Expenses
161,375,422
161,375,422
P
-
Charged to Other
Accounts
P
-
49,929,989
* - under Other Resources
Page 3
P
-
Ending Balance
P
-
P
7,886,898,455
341,056,918
P
-
P
8,227,955,374
-
49,929,989
P
Other Changes Additions
(Deductions)
UnionBank of the Philippines
Schedule F - Long-term Debt
December 31, 2009
Unsecured Subordinated Notes
Long-Term Negotiable Certificate of Deposit (LTNCD) *
Amount Shown Under Caption"Current
Portion of Long-term Debt" in Related
Statement of Condition
Amount Authorized by
Indenture
Title of Issue and Type of Obligation
P
P
5,037,100,000
175,000,000
* Included as part of time deposit liabilities in the statement of condition
Other details:
Unsecured Subordinated Notes - P3,750,000,000
Unsecured Subordinated Notes - P1,287,100,000
LTNCD
Series 1
Maturity Date
Interest Rate
October 14, 2019
September 24, 2016
7.375%
9.500%
June 2, 2010
4.46%
Page 4
Amount Shown Under Caption"Long-term
Debt" in related Statement of Condition
5,037,100,000
UnionBank of the Philippines
Schedule G - Indebtedness to Related Parties (Long-term Loans from Related Companies)
December 31, 2009
Name of Related Party
Balance at
Beginning of Year
Balance at
End of Year
N/A
Purpose
UnionBank of the Philippines
Schedule H - Guarantees of Securities of Other Issuers
December 31, 2009
Name of Issuing Entity of Securities Guaranteed
by the Company for which This Statement is Filed
Title of Issue of Each
Class of Securities
Guaranteed
Amount Owned by Person
Total Amount Guaranteed
for which This Statement Nature of Guarantee
and Outstanding
is Filed
N/A
UnionBank of the Philippines
Schedule I - Capital Stock
December 31, 2009
Number of Shares Held by
Title of Issue
UnionBank of the Philippines
Number of Shares
Authorized
670,000,000
Number of Shares Issued
Number of Shares
and Outstanding as
Reserved for Options,
Shown Under the Related
Warrants, Conversion
Statement of Condition
and Other Rights
Caption
641,422,420
Page 5
Related Parties
Directors, Officers
and Employees
12,959,782
Others
UNIONBANK OF THE PHILIPPINES
UnionBank Plaza, Meralco Avenue corner Onyx Street and Sapphire Road, Ortigas Center, Pasig City
Reconciliation of Surplus Free Available for Dividend Distribution
December 31, 2009
(Amounts in Thousand of Philippine Pesos)
SURPLUS FREE AVAILABLE
FOR DIVIDEND DECLARATION
AT BEGINNING OF YEAR
P
Net Income Realized for the Year
Net income per audited financial statements
15,502,071
4,306,218
Add unrealized losses, net of tax:
Fair value losses from investment properties
169,678
Less unrealized gains, net of tax:
Unrealized foreign exchange gains - net
Fair value gains arising from mark-to-market measurement
635,778
985,490
349,712
of financial assets at fair value through profit or loss
3,490,406
Add (Less) Changes in Surplus Free for the Year
Dividend declarations during the year
Appropriations of surplus free during the year
(
(
SURPLUS FREE AVAILABLE
FOR DIVIDEND DECLARATION AT END OF YEAR
-7-
718,392 )
10,572 )
(
728,964 )
P
18,263,513
Index To Exhibits
Form 17-A
Exhibit Number
(18) Subsidiaries of Registrant
(29) Additional Exhibits
List of Leased Branches
Undertaking to provide copies of the Annual Report
Page Number
UnionBank of the Philippines subsidiaries and affiliates include:
Percentage Ownership
Subsidiaries:
Union Properties, Inc. (“UPI”)
and subsidiaries:
100.0%
First Union Direct Corporation (“FUDC”)
First Union Plans, Inc (“FUPI”)
100.0%
100.0%
Union Bank Currency Brokers Corp (“UCBC”)
100.0%
Union Data Corporation (“UDC”)
100.0%
UBP Securities, Inc. (“UBPSI”)
100.0%
UBP – Insurance Brokers, Inc. (“UBPIBI”)
100.0%
Interventure Capital Corporation
60.0%
2
LIST OF UNIONBANK BRANCHES
BRANCH
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
REGION
AREA (SQM)
LEASE PERIOD
MODE OF
RENTAL RATE
FROM
TO
PAYMENT
PER MONTH
ADDRESS
ACROPOLIS 5/
Quezon City
127.67
1-Mar-04
28-Feb-14
Monthly
74,088.00
AGUIRRE 5/
Makati City
89.00
1-Apr-07
31-Mar-12
Monthly
50,998.58
B&M Bldg., Aguirre St, Legaspi Village
ALABANG TOWN (Kiosk) 5/
City of Muntinlupa
1-Oct-02
30-Sep-07
Monthly
76,229.98
Makati Supermart Alabang, Alabang Town Center
AMORSOLO
Makati City
17.50
4,157.79
ANGELES 5/
Region 3 (Central Luzon)
152.00
1-Jul-02
30-Jun-07
Monthly
56,156.40
Prudentialife Bldg., Sto. Rosario St., San Jose, Angeles City
ANNAPOLIS 5/
San Juan
185.00
15-Dec-01
14-Dec-06
Monthly
179,080.00
Gr. Floor, Mercedes I Condominium, No. 39 Annapolis St., Greenhills, San Juan, Metro Manila
677 Aurora Blvd., near cor. Broadway St., Bgy. Mariana, New Manila , Q.C.
bank owned
171 Bridgeview Bldg., E. Rodriguez Jr. Ave, Bagumbayan
G/F iBank Exchange Bldg., No. 142 Amorsolo St., Makati City
AURORA BLVD.
Quezon City
200.00
15-Mar-05
14-Mar-10
Monthly
55,000.00
AYALA - RUFINO 5/
Makati City
170.00
1-Jul-92
30-Jun-07
Monthly
163,490.70
Rufino Bldg. Ayala Ave. corner V Rufino St.
AYALA ALABANG
City of Muntinlupa
389.00
1-Jul-09
30-Jun-14
Monthly
305,779.00
G/F NOL Building, Commerce cor. Acacia, Alabang, Muntinlupa
AYALA AVE
Makati City
403.60
16-Nov-05
15-Nov-10
Monthly
350,413.09
G/F Madrigal Building, 6793 Ayala Avenue, Makati City
AYALA SSS
Makati City
284.60
1-Dec-05
30-Nov-13
Annually
378,802.60
SSS (Makati) Building Ayala Avenue corner V.A. Rufino St
BACLARAN
Parañaque City
187.85
16-Nov-05
15-Nov-10
Monthly
54,364.96
2/F Baclaran Supermall, F. B. Harrison cor. Taft Avenu Ext., Baclaran, Paranaque City
BACOLOD CITY
Region 6 (Western Visayas)
297.00
15-Nov-04
14-Nov-09
Monthly
66,786.88
GF Philam Bldg., Lacson Street cor. Galo, Bacolod City
BACOLOD CITY
Region 6 (Western Visayas)
272.00
1-Apr-09
31-Mar-14
Monthly
65,290.05
1st Provincial Finance Corp. Bldg., Araneta St. corner Rosario St., Bacolod City
BACOOR
Region 4-A (CALABARZON)
165.00
1-Apr-01
31-Mar-11
Monthly
76,750.94
Addio Bldg., Aguinaldo Highway, Talaba, Bacoor, Cavite
BAESA 5/
Quezon City
178.00
30-Apr-91
29-Apr-06
Monthly
49,160.34
Dra. C.Pascual Bldg., 142 Quirino Highway, Baesa
BAGUIO CITY 5/
CAR
86.00
1-Mar-07
30-Nov-07
Monthly
55,081.60
Antipolo Annex A Bldg., 85 Session Road, Baguio City
BALIWAG
Region 3 (Central Luzon)
226.00
1-Jun-01
31-May-11
Quarterly
83,896.50
Benigno Aquino Ave., Poblacion, Baliwag Bulacan
BANAWE
Quezon City
572.94
15-Aug-05
14-Aug-15
Monthly
202,469.33
420 Ever Group Bldg., Banawe cor. Quezon Ave., Quezon City
BATANGAS CITY
Region 4-A (CALABARZON)
240.00
1-Oct-04
30-Sep-09
Monthly
121,550.63
P. Burgos Street, near cor. D. Silang, Batangas City
BF HOMES 6/
Parañaque City
404.00
1-Sep-06
31-Aug-11
Monthly
205,559.58
55 President Avenue, BF Homes, Parañaque City
BICUTAN 6/
Parañaque City
278.00
1-Jun-96
31-May-14
Monthly
115,189.48
28 Doña Soledad Ave., Better Living Subd., Bicutan, Paranaque City
BIÑAN-CARMONA
Region 4-A (CALABARZON)
500.00
1-Jul-05
30-Jun-15
Monthly
66,300.00
Golden Mile Business Park, National Highway, Brgy. Brgy. Maduya, Carmona, Cavite
BINONDO CENTER
City of Manila
795.00
1-Feb-07
31-Jan-13
Annually
661,500.00
G/F Hap Hong Building, Q. Paredes cor. Dasmariñas St., Binondo, Manila
BONI AVENUE 6/
Mandaluyong City
459.00
6-Dec-96
5-Dec-11
Monthly
140,767.07
Boni Avenue cor. Ligaya St., Mandaluyong City
BONIFACIO GLOBAL CITY
Taguig City
150.00
29-Apr-09
28-Apr-14
Monthly
165,000.00
Mancor Corporate Center, along 32nd Street, Bonifacio Global City, Taguig City
BUTUAN
Butuan City
150.00
10-Aug-09
9-Aug-15
Monthly
30,000.00
GF CAP Bldg. J.C. Aquino Ave corner J. Rosales St., Brgy Tandang Sora, Butuan City
CABANATUAN
Region 3 (Central Luzon)
342.00
CAGAYAN DE ORO CITY
Region 10 (Northern Mindanao)
296.74
CAGAYAN DE ORO CITY
Region 10 (Northern Mindanao)
750.00
CAINTA 5/
Region 4-A (CALABARZON)
160.00
CALAMBA
Region 4-A (CALABARZON)
200.00
CALAMBA 5/
Region 4-A (CALABARZON)
244.00
CEBU ASIATOWN IT PARK
Region 7 (Central Visayas)
211.00
1-Feb-09
CEBU - BANILAD 2/
Region 7 (Central Visayas)
160.00
1-Nov-93
31-Oct-13
Prepaid
CEBU - BORROMEO
Region 7 (Central Visayas)
74.00
30-Jun-05
29-Jun-10
Monthly
47,544.65
Plaza Borromeo, Borromeo St., Cebu City
CEBU - COLON
Region 7 (Central Visayas)
143.00
4-Mar-07
3-Mar-11
Monthly
57,881.25
Inday Pinning Building Colon St, Cebu City
CEBU - FUENTE
Region 7 (Central Visayas)
138.74
1-Apr-05
31-Mar-10
Monthly
117,188.76
Fuente Osmeña, Cebu City
CEBU - PLARIDEL 5/
Region 7 (Central Visayas)
300.00
1-Feb-07
31-Jan-12
Monthly
144,224.42
No. 104 Plaridel St., Brgy. Sto. Niño, Cebu City
CEBU - SM 5/
Region 7 (Central Visayas)
137.27
30-Apr-07
30-Apr-10
Monthly
CEBU BUSINESS PARK
Region 7 (Central Visayas)
516.35
1-Jul-98
30-Sep-08
Monthly
1-Feb-93
31-Jan-08
Monthly
1-Jul-04
30-Jun-09
1-Jun-97
31-May-07
30-Jan-14
bank owned
P.Burgos St., Cabanatuan City
205,498.17
Philamlife Bldg., Velez cor. Echem, Cagayan de Oro City
bank owned
Lapasan National Highway, Cagayan de Oro City
69,745.69
F.Felix Ave. corner Karangalan Drive, Cainta, Rizal
Monthly
47,000.00
Marcelita Bldg., National Highway, Brgy Real, Calamba Laguna
Monthly
142,646.09
National Highway, Bo. Parian, Calamba, Laguna
monthly
146,750.50
Unit GF-01, TG Tower, Asiatown I.T. Park, Barangay Apas, Cebu City
Gaisano Country Mall, Talamban Road, Banilad, Cebu City
116,679.50
SM City Cebu, North Reclamation Area Cebu City
bank owned
UnionBank Cebu Business Park Bldg., Cardinal Rosales Ave. corner Samar Loop, Cebu Business Park Cebu City
CEBU CENTER 5/
Region 7 (Central Visayas)
520.00
15-Sep-06
14-Sep-11
Monthly
331,226.62
Gen. Maxilom Avenue, Cebu City
COMMONWEALTH
Quezon City
293.78
1-Mar-05
28-Feb-10
Monthly
100,227.27
G/F Diliman Commercial Center, Commonwealth Avenue
BRANCH
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
80
81
CONGRESSIONAL 6/
REGION
AREA (SQM)
LEASE PERIOD
FROM
16-Aug-97
TO
12-Aug-12
MODE OF
RENTAL RATE
PAYMENT
Monthly
PER MONTH
119,790.00
ADDRESS
Quezon City
500.00
Congressional Ave. Ext. near cor. Mindanao Avenue, Quezon City
CONGRESSIONAL AVENUE
Quezon City
128.00
26-Feb-01
25-Feb-11
Monthly
63,784.91
RTS Bldg., 22 Congressional Ave corner Visayas Ave
CUBAO - AURORA 5/
Quezon City
276.00
15-Sep-90
14-Sep-05
Quarterly
78,498.00
J & F Divino Bldg., 961 Aurora Blvd, Cubao
CUBAO - RUSTANS
Quezon City
108.00
30-Nov-04
30-Nov-09
Monthly
65,450.35
Rustan's Superstore Bldg., Araneta Center Cubao
CUBAO 6/
Quezon City
230.00
1-Feb-00
31-Jan-10
Monthly
62,004.64
7th Avenue cor P. Tuazon, Cubao, Quezon City
DAGUPAN 5/
Region 1 (Ilocos Region)
250.41
1-Jan-07
31-Dec-12
Monthly
91,254.12
A. B. Fernandez Avenue, Dagupan City
DASMARINAS
City of Manila
84.25
16-Jul-01
15-Jul-11
Monthly
62,799.13
G.A.Cu-Unjieng Bldg., Q. Paredes St. corner Dasmarinas St., Binondo, Manila
DASMARIÑAS
Region 4-A (CALABARZON)
350.00
1-Dec-04
30-Nov-14
Monthly
DASMARIÑAS VILL
Makati City
0.00
DASMARIÑAS VILL
Makati City
188.45
1-Jul-03
30-Jun-08
Monthly
63,287.94
Solid House Bldg. Lumbang St. corner Pasong Tamo Extension
DAVAO - DUTERTE 5/
Region 11 (Davao Region)
91.70
1-May-05
30-Apr-10
Monthly
30,387.66
Duterte St. corner Pelayo St., Davao City
Monteverde Avenue cor. Sales St., Davao City
86,706.11
bank owned
Aguinaldo Hi-way cor. Congressional Avenue, Dasmariñas, Cavite
G/F Priscilla 100 Bldg., 2297 Pasong Tamo Ext., Makati City
DAVAO - MONTEVERDE
Region 11 (Davao Region)
360.00
1-Jul-06
30-Jun-11
Monthly
136,400.00
DAVAO - QUIRINO
Region 11 (Davao Region)
600.00
15-Sep-02
14-Sep-14
Monthly
54,573.75
Quirino Avenue cor San Pedro St., Davao City
DAVAO - RECTO 5/
Region 11 (Davao Region)
258.00
2-Nov-06
1-Nov-11
Monthly
63,486.06
Valgosons Bldg., C.M. Recto St., Davao City
DAVAO - U MALL
Region 11 (Davao Region)
125.23
1-May-05
30-Apr-10
Monthly
81,404.65
City Triangle Bldg., C.M. Recto St. corner M. Roxas St., Davao City
DAVAO - VICTORIA PLAZA 5/
Region 11 (Davao Region)
114.22
14-Apr-05
13-Apr-07
Monthly
76,786.99
Davao-Magsaysay
Region 11 (Davao Region)
Bankowned
bank owned
R. Magsaysay St. corner Jacinto St., Davao City
447 Del Monte Avenue cor. Biak na Bato, Quezon City
Victoria Plaza Complex, J.P. Laurel Ave., Davao City
DEL MONTE AVE. 6/
Quezon City
377.00
1-Jun-01
30-Apr-11
Monthly
149,653.09
DIVISORIA 5/
City of Manila
134.36
1-Feb-98
31-Jan-03
Monthly
96,000.00
Hin Long Bldg. 719 Juan Luna Street corner Sta Elena Street, Manila
DR. A. SANTOS
Parañaque City
50.00
1-Jan-10
31-Dec-14
monthly
40,000.00
GF Lianas Supermarket, Dr. A. Santos Avenue corner Canaynay Road, Parañaque City
31-May-04
Monthly
39,272.93
78-E E.Rodriguez Sr. Ave.
DUMAGUETE
Dumaguete City
E. RODRIGUEZ 5/
Quezon City
293.19
1-Jun-84
Bankowned
EDSA - KALOOKAN 6/
Kalookan City
399.00
EMERALD - bankowned
Pasig City
ERMITA MABINI (FAURA)
ESCOLTA
Real and San Juan street., two major road in the city., Dumaguete City
16-Mar-00
15-Mar-10
Monthly
197,880.04
EDSA cor. Urbano Plata St., Kalookan City
0.00
1-Jul-04
31-May-08
Monthly Rent for AHU
20,810.79
G/F Wynsum Corp. Plaza, Ortigas Center, Pasig City
City of Manila
City of Manila
150.00
219.78
1-Aug-02
1-Jun-05
31-Jul-12
31-May-10
Annually
Monthly
80,327.96
143,430.00
1336 A.Mabini St., Ermita Manila
G/F Regina Building, Escolta
G. ARANETA
Quezon City
230.00
1-May-97
30-Apr-09
Monthly
77,948.68
Del Moral Building, 341 G. Araneta Ave., Quezon City
GEN. SANTOS CITY
Region 12 (SOCCSKSARGEN)
317.00
5-Sep-03
4-Sep-08
Monthly
101,923.85
G/F Laiz Building, Pioneer Avenue, General Santos City
GEN. SANTOS CITY
GOTESCO-COMMONWEALTH 4/
Region 12 (SOCCSKSARGEN)
Quezon City
455.00
200.20
1-Mar-90
1-Feb-94
28-Feb-10
31-Jan-14
Monthly
Prepaid
45,697.80
UnionBank Bldg., Pioneer Avenue, General Santos City
Ever Gotesco Commonwealth, Don Antonio St., corner Commonwealth Ave.
GREENBELT
Makati City
187.53
1-Sep-08
31-Aug-09
Monthly
187,201.82
Aboitiz Bldg., 110 Legaspi St., Legaspi Village
GREENHILLS 5/
San Juan
2,088.00
1-Apr-07
31-Mar-12
Quarterly
290,399.85
Ortigas Ave. near cor. Wilson St., San Juan, Metro Manila
GSIS
Pasay City
155.00
1-Jun-05
31-May-13
Monthly
79,664.19
GSIS Main Office Financial Center
H.V. DELA COSTA
Makati City
238.63
2-Jan-06
1-Jan-11
Monthly
101,519.69
Unit 101, Gr Fl Singapore Airlines House, H. V. dela Costa St., Salcedo Vill., Makati
ILIGAN CITY
Region 10 (Northern Mindanao)
202.00
ILOILO CITY
Region 6 (Western Visayas)
200.00
15-Jun-98
14-Jun-08
ILOILO CITY
Region 6 (Western Visayas)
500.00
1-May-07
30-Apr-12
IMUS
Region 4-A (CALABARZON)
200.00
1-Nov-98
31-Oct-13
bank owned
Quezon Avenue, Iligan City
bank owned
Gen Luna St. Iloilo City
Monthly
104,500.00
Villanueva Bldg., Iznart St., Iloilo City
Monthly
157,912.38
G/F Melta Building, Aguinaldo Hi-way cor. Sampaguita Village, Imus, Cavite
BRANCH
82
83
84
85
86
87
88
89
90
91
92
93
94
95
96
97
98
99
100
101
102
103
104
105
106
107
108
109
110
111
112
113
114
115
116
117
118
119
120
INSULAR-AYALA PASEO
REGION
Makati City
LEASE PERIOD
MODE OF
RENTAL RATE
FROM
TO
PAYMENT
PER MONTH
267.00
1-Oct-05
30-Sep-10
Monthly
349,982.53
Insular Life Building, Ayala Avenue corner Paseo de Roxas
Gr. Floor, BF Condominium Bldg., A. Soriano Jr., Avenue, Intramuros, Manila
AREA (SQM)
ADDRESS
INTRAMUROS
City of Manila
308.86
1-Aug-05
31-Jul-11
Monthly
159,173.44
J. P. RIZAL
Makati City
120.00
1-Dec-02
30-Nov-12
Monthly
34,807.68
731 J.P.Rizal St.
JUAN LUNA
City of Manila
260.00
15-Jan-06
14-Jan-11
Monthly
140,742.83
Juan Luna, near corner Padre Rada Tondo, Manila
JULIA VARGAS 5/
Pasig City
176.80
1-Mar-02
28-Feb-07
Monthly
107,554.12
Centerpoint Condominium, Dona Julia Vargas Ave. cor. Garnet St. Ortigas Center
KALOOKAN
Kalookan City
680.00
1-May-00
30-Apr-10
Monthly
234,066.00
9 97th Avenue near corner Rizal Avenue, Grace Park, Kalookan City
KALOOKAN 5/
Kalookan City
410.00
1-Aug-97
31-Jul-07
Monthly
135,000.00
357 Rizal Ave. Ext. Grace Park
KAMIAS 5/
Quezon City
192.00
1-Dec-01
30-Nov-06
Monthly
78,789.45
Gr. Floor, TDS Bldg., No. 72 Kamias Road, Quezon City
335 Katipunan Avenue, Loyola Heights, Quezon City
KATIPUNAN
Quezon City
200.00
16-Jan-04
15-Jan-09
Monthly
133,126.88
LAOAG 5/
Region 1 (Ilocos Region)
160.00
1-Jun-97
31-May-07
Monthly
52,965.00
Rizal St. corner Guerrero St., Laoag City, Ilocos Norte
LAPU - LAPU CITY
Region 7 (Central Visayas)
142.39
1-Mar-06
28-Feb-11
Monthly
69,457.50
M. L. Quezon National Highway, Pusok, Lapu-Lapu City
LAPU LAPU
Region 7 (Central Visayas)
242.00
1-Jun-01
31-May-26
Monthly
13,568.94
Lot 2, Block 1, Phase 1, MEPZ II, SEPZ, Lapu-Lapu City, Cebu
LAS PIÑAS
Las Piñas City
776.00
16-Aug-80
15-Aug-10
every 4 mos.
18,701.60
Real St., Pamplona
LAS PIÑAS 6/
Las Piñas City
554.00
1-Jun-96
31-May-11
Monthly
142,655.83
Alabang-Zapote Rd. cor. Crispina Avenue, Las Piñas City
LEGAZPI CITY 5/
Region 5 (Bicol Region)
184.00
1-Jan-02
31-Dec-06
Monthly
60,775.31
Sia Ko Pio Bldg., Rizal St., Legaspi City
LIBERTAD MANDALUYONG
Mandaluyong City
162.00
1-Jan-10
31-Dec-14
Monthly
64,800.00
GF Cluster El Dorado, California Garden Square, Libertad, Mandaluyong City
LIBIS
Quezon City
216.00
1-Jan-05
31-Dec-09
Monthly
115,762.50
184-B E. Rodriguez Jr. Ave., Bagumbayan, Quezon City
LIPA CITY 5/
Region 4-A (CALABARZON)
404.00
1-May-07
30-Apr-12
Monthly
165,375.00
B. Morada Avenue, Lipa City, Batangas
LUCENA
Region 4-A (CALABARZON)
65.00
1-Aug-05
31-Jul-10
Monthly
42,095.46
Prestige Bldg., Quezon Ave. corner Evangelista St.
MAGALLANES
Makati City
82.00
16-Dec-09
15-Dec-14
monthly
41,000.00
GF Maga Center, Paseo De Magallanes, Magallanes, Makati City
MAKATI AVENUE 5/
Makati City
668.00
1-Jan-06
31-Dec-16
Monthly
457,380.00
Makati Avenue corner Durban St., Makati City
MAKRO SUCAT (Kiosk)
City of Muntinlupa
50.50
1-Jan-06
31-Dec-11
Monthly
44,935.46
Kilometer 21 East Service Road
MALABON
Malabon City
407.00
6-Sep-96
5-Sep-08
Monthly
59,186.24
Gov. Pascual Avenue cor. River St., Malabon, Metro Manila
MALATE
City of Manila
169.00
16-Oct-04
15-Oct-09
Monthly
130,438.00
G/F Marioco Building, 1945 M. Adriatico St., Malate, Manila
MALINTA
Valenzuela City
180.00
16-Jul-06
15-Jul-08
Monthly
80,000.00
No. 295, Maysan Road, Paso de Blas, Valenzuela City
MANDALUYONG 5/
Mandaluyong City
169.00
1-Feb-96
31-Jan-06
Annually
139,741.88
PICPA Bldg., 700 Shaw Blvd
MANDAUE CITY
Region 7 (Central Visayas)
192.00
1-Jan-07
31-Dec-11
Monthly
70,127.59
Gr. Floor, Khuz'ns Bldg., North Hi-way, Estancia, Mandaue City
MANDAUE CITY
Region 7 (Central Visayas)
220.00
1-Mar-05
28-Feb-10
Monthly
75,245.62
Kentredder Bldg., A. Cortes St., Mandaue City, Cebu
MARIKINA 5/
Marikina City
315.30
1-Oct-97
30-Sep-07
Monthly
152,193.25
CND Building, 233 J.P. Rizal cor. Sta. Ines St., Sta. Elena
MASANGKAY 5/
City of Manila
346.00
15-Sep-96
14-Sep-06
Monthly
150,000.00
911-913 Masangkay St., Binondo, Manila
MAYHALIGUE 5/
City of Manila
142.12
1-Jul-02
30-Jun-07
Monthly
85,866.00
Gr. Floor, One Masangkay Place, No. 1420 Masangkay near cor. Mayhaligue St., Sta. Cruz Manila
MCKINLEY HILL
MEDICAL CITY
Taguig City
Pasig City
166.00
90.00
1-Jan-10
1-Jun-04
31-Dec-14
31-May-14
Monthly
Fully Paid
182,600.00
Unit 1A and 1B Two World Square, McKinley Hill, Taguig City
The Medical Arts Tower, Medical City Hospital, Ortigas Avenue
MEYCAUAYAN 5/
Region 3 (Central Luzon)
180.00
1-Jan-02
31-Dec-06
Monthly
109,200.00
MUÑOZ
Quezon City
182.00
21-Mar-72
1-Mar-22
Monthly
3,517.73
Gr. Floor, Marian Bldg., McArthur Hi-way, Calvario, Meycauayan, Bulacan
MUNTINLUPA
City of Muntinlupa
200.00
1-Oct-91
30-Sep-06
Monthly
127,776.00
NAGA CITY 5/
Region 5 (Bicol Region)
235.00
1-Sep-98
30-Aug-03
Quarterly
73,205.00
Padian St., Naga City
NAVOTAS 6/
Navotas
500.00
1-Jun-96
31-May-11
Monthly
73,242.19
807-817 M. Naval St., Navotas, Metro Manila
NEW DIVISORIA
City of Manila
119.00
1-Jul-03
28-Feb-15
Monthly
16,910.36
Stall UG-05 to 06, Sto. Cristo cor. MD Santos Street, Binondo
Muñoz Market, EDSA
12 National Road, Putatan
BRANCH
121
122
123
124
125
126
127
128
129
130
131
132
133
134
135
136
137
138
139
140
141
142
143
144
145
146
147
148
149
150
151
152
153
154
155
156
157
158
159
NOVALICHES (Gulod) 6/
REGION
AREA (SQM)
LEASE PERIOD
MODE OF
RENTAL RATE
FROM
TO
PAYMENT
PER MONTH
157,166.12
854 Quirino Hiway, Gulod, Novaliches, Quezon City
44,669.86
Leonora Bldg., 577 Quirino Highway, Talipapa, Novaliches
ADDRESS
Quezon City
562.00
1-Aug-97
31-Jul-12
Monthly
NOVALICHES (Talipapa) 5/
Quezon City
179.50
1-Jan-02
31-Dec-06
Monthly
OLONGAPO
Region 3 (Central Luzon)
327.00
ORTIGAS (SAN MIGUEL) 5/
Pasig City
143.32
1-Dec-02
30-Nov-07
Annually
140,390.97
21 San Miguel Ave., Ortigas Center
PAGADIAN CITY
Region 9 (Zamboanga Peninsula)
230.00
1-Jan-05
31-Dec-09
Monthly
76,768.82
Rizal Ave., Pagadian City
PAMPANGA
Region 3 (Central Luzon)
300.00
1-Jun-03
31-May-08
Monthly
94,500.00
GF Mel-Vi Bldg., Olongapo-Gapan Road, Dolores, City of San Fernando, Pampanga
PANDACAN 5/
City of Manila
89.00
1-Jun-06
31-May-11
Monthly
70,422.00
1763 Paz M. Guazon St., Paco, Manila
PARAÑAQUE (LA HUERTA) 5 Parañaque City
415.00
1-Apr-87
31-Mar-07
Monthly
81,236.84
Quirino Ave. corner V. Medina St., La Huerta, Parañaque
PASAY (TAFT)
Pasay City
170.00
1-Dec-05
30-Nov-10
Monthly
86,821.88
along Taft Avenue, Pasay City
PASAY ROAD
Makati City
200.00
1-Jun-06
30-May-11
Quarterly
148,837.50
Gemland Comml Building, 912 Pasay Road, San Lorenzo Vill., Makati City
bank owned
87 Magsaysay Drive, Olongapo City
PASIG - SHAW
Pasig City
432.88
1-Feb-06
31-Jan-11
Monthly
214,597.62
131-133 Shaw Boulevard, Pasig City
PASONG TAMO
Makati City
166.75
1-Oct-06
30-Sep-11
Monthly
107,489.70
La Fuerza Bldg., 2241 Pasong Tamo St.
PASONG TAMO 5/
Makati City
272.56
1-Aug-00
31-Jul-06
Monthly
208,101.60
G/F JTKC Building, Pasong Tamo, Makati City
PEREA
Makati City
340.00
16-Oct-04
15-Oct-09
Monthly
157,437.00
G/F Greenbelt Mansion, 106 Perea St., Legaspi Village, Makati City
QUEZON AVE - CAPITOL 5/ Quezon City
148.50
15-Mar-96
14-Mar-06
Semi-Annual
120,960.00
Capitol Medical Center III Bldg., Quezon Avenue corner Scout Magbanua St.
RADA 5/
Makati City
185.00
1-Jun-04
31-May-07
Monthly
78,704.54
Prince Bldg., 117 Rada St, Legaspi Village
RETIRO 5/
Quezon City
361.95
3-Oct-01
2-Oct-06
Monthly
126,000.00
Amoranto St., (formerly Retiro) near cor. Mayon Street, QC
bank owned
Richville Corporate Tower, Madrigal Bus. Park, Alabang Zapote Rd., Alabang
30-Jun-10
Monthly
145,394.82
244 Roosevelt Avenue, San Francisco del Monte, Quezon City
RICHVILLE
City of Muntinlupa
ROOSEVELT 6/
Quezon City
392.00
1-Jul-99
SALCEDO 5/
Makati City
169.50
1-Mar-06
28-Feb-11
Monthly
148,638.40
Golden Rock Bldg., 168 Salcedo St., Legaspi Village
SAN FERNANDO
Region 3 (Central Luzon)
80.00
1-Jun-98
31-May-08
Monthly
31,800.11
3M Bldg., MacArthur Highway, San Agustin, San Fernando, Pampanga
SAN PEDRO
Region 4-A (CALABARZON)
500.00
1-Jan-06
31-Dec-16
Monthly
91,878.23
National Highway, near cor. Cataquiz Avenue, Brgy. Landayan, San Pedro, Laguna
200.00
1-Aug-06
31-Jul-11
Monthly
55,081.60
along Maharlika Highway, Santiago, Isabela
SANTIAGO 5/
SHAW PASIG 5/
Pasig City
112.00
1-Mar-02
28-Feb-07
Monthly
51,408.05
Chipeco Bldg., Shaw Blvd corner Meralco Ave. Pasig City
SOLER
City of Manila
105.00
1-Jun-05
31-May-15
Monthly
46,305.00
PCC Bldg., Soler St., Sta. Cruz, Manila
Quezon Ave. cor. Sct. Albano St., Quezon City
SOUTH TRIANGLE 6/
Quezon City
500.00
1-Jan-97
31-Dec-06
Monthly
224,868.50
STA. ROSA 5/
Region 4-A (CALABARZON)
200.00
1-Nov-07
31-Oct-12
Monthly
60,000.00
Poblacion St., Barangay II, Sta. Rosa, Laguna
STO. CRISTO
City of Manila
261.65
1-Mar-06
28-Feb-16
Monthly
176,292.88
Units LG 01, 02, 06 Burke Plaza, Sto Cristo cor San Fernando Sts , Binondo Manila
SUBIC
130.00
10-Apr-08
31-Jul-54
one time pymt
6,500,000.00
SUCAT (JAKA Plaza)
Parañaque City
256.20
25-Feb-05
24-Feb-10
Monthly
83,676.37
Subic Executive Loft Condo, Manila corner Canal Road, Subic
SUCAT 6/
Parañaque City
658.20
1-Apr-97
31-Mar-07
Monthly
144,703.13
Sucat Road, San Dionisio, Parañaque City
T. ALONZO 5/
City of Manila
165.00
1-Apr-97
31-Mar-07
Monthly
181,500.00
593 T. Alonzo St., Sta. Cruz, Manila
TACLOBAN CITY
Region 8 (Eastern Visayas)
92.25
3-Apr-06
2-Apr-11
Monthly
44,280.63
Josmar Bldg., M.H. del Pilar St. corner Zamora St., Tacloban City
TAFT AVENUE 5/
City of Manila
200.06
1-Oct-01
30-Sep-06
Monthly
65,454.55
GO1 & LG1, The Kassel Condominium, No. 2625 Taft Avenue near cor. Vito Cruz St., Malate, Manila
TAGBILARAN
Region 7 (Central Visayas)
114.00
1-Oct-07
30-Sep-12
Monthly
65,835.00
CPG Avenue, Tagbilaran, Bohol City
TARLAC 5/
Region 3 (Central Luzon)
195.00
1-Apr-07
28-Feb-12
Monthly
86,711.63
Jaral Bldg. McArthur Ave. cor. Juan Luna St., Tarlac, Tarlac
TEKTITE
Pasig City
404.00
30-Sep-05
30-Sep-10
Monthly
419,869.58
G/F PSE Center, Ortigas Complex, Pasig City
TIMOG 5/
Quezon City
233.00
24-Feb-92
23-Feb-07
every 4 mos.
129,981.86
Cabrera Building II. 64 Timog Ave
TOMAS MORATO
Quezon City
275.00
1-Dec-04
30-Nov-09
Monthly
169,400.00
T. Morato cor. Sct. Lozano, Quezon City
JAKA Plaza, Dr. A. Santos Ave
BRANCH
160
161
162
163
164
165
166
167
168
169
170
171
172
173
174
175
REGION
TUGUEGARAO
LEASE PERIOD
MODE OF
RENTAL RATE
FROM
TO
PAYMENT
PER MONTH
275.00
1-Mar-03
30-Apr-13
Annually
42,639.40
AREA (SQM)
TUTUBAN
City of Manila
248.25
23-Aug-01
22-Aug-14
one time pymt
11,191,200.16
UN AVENUE
City of Manila
250.00
1-Jan-00
31-Dec-09
Monthly
250,228.00
UNIONBANK PLAZA
Pasig City
VALENZUELA
Valenzuela City
VALERO 5/
VALERO 5/
6/
Units LH-PL 12 & LH-PL 12A, Looproad Shophouse, Prime Block Mall, Tutuban Center, C. M. Recto Ave., Mla.
M.H. del Pilar corner M. Guerrero Streets, U.N. Avenue, Ermita, Manila
bank owned
UnionBank Plaza Bldg., Meralco Ave. corner Onyx St.
Monthly
150,924.92
Km 12 McArthur Hi-way, Marulas, Valenzuela
500.00
15-May-06
14-May-11
Makati City
243.14
16-May-05
15-May-07
Monthly
241,255.67
G/F Antel Platinum Tower, 154 Valero Street, Salcedo Village, Makati City
Makati City
153.00
1-Aug-07
31-Jul-12
Semi-Annual
123,930.00
Le Grand Condominium, 130 Valero St., Salcedo Village
VIGAN
Region 1 (Ilocos Region)
156.80
1-Sep-96
30-Aug-11
Monthly
49,603.70
Jose Singson St., Vigan, Ilocos Sur
VITO CRUZ 5/
Makati City
81.78
1-Dec-00
30-Nov-05
Monthly
57,066.23
Kingswood Arcade, Vito Cruz St. corner Pasong Tamo St.
WACK - WACK
Mandaluyong City
116.00
1-Jan-00
31-Dec-09
Monthly
111,895.07
6 Shaw Blvd. corner Laurel St., Mandaluyong City
WEST AVENUE
Quezon City
294.85
1-Jun-06
31-May-13
Monthly
85,867.50
#91 West Ave. Brgy Bungad, Quezon City
WEST AVENUE 5/
Quezon City
250.00
1-Apr-02
31-Mar-07
Quarterly
69,272.28
27-A West Ave.
WEST SERVICE ROAD
Parañaque City
125.00
1-Aug-07
31-Jul-12
Annually
74,867.50
Rodeo Bldg., Km. 18 West Service Road, South Luzon Expressway
WORLD CENTER 5/
Makati City
350.00
1-Mar-02
28-Feb-07
Quarterly
112,991.92
330 Sen. Gil J. Puyat Ave.
ZAMBOANGA CITY
Region 9 (Zamboanga Peninsula)
330.00
1-Nov-04
30-Sep-09
Monthly
92,610.00
Canelar Street corner Buenavista, Zamboanga City
ZAMBOANGA CITY 5/
Region 9 (Zamboanga Peninsula)
161.96
16-Mar-02
15-Mar-07
Monthly
33,294.39
Orion Cineplex Bldg., along Pilar Street, Zamboanga City
NOTE: TERMS OF RENEWAL OPTIONS AND ACQUISITIONS:
1/
2/
3/
4/
5/
ADDRESS
#106 Bonifacio Street,Tuguegarao City
Bacolod City - one time payment of P5.040M for 5 years
Cebu Banilad - one time payment of P5.040M for 5 years
Dr. A. Santos - one time payment of P1.149M for 5 years
Gotesco-Commonwealth - one time payment of P6.3M for 20 years
For renewal
All others renewal term: every 5 years
Branches with lease agreement for acquisition by purchase (DEFERRED)
expired for renewal
UNDERTAKING TO PROVIDE COPIES OF THE ANNUAL REPORT
The Bank undertakes to provide without charge to each person solicited, upon written
request of such person, a copy of the Bank’s annual report on SEC Form 17-A. Requests may be
sent to Ms. Virgie San Pascual 18th Floor, UnionBank Plaza, Meralco Avenue corner Onyx and
Sapphire Streets, Ortigas Center, Pasig City.