2015 Corporate Governance

NIA Corporate Governance Scorecard
(CY 2015)
# QUESTION YES NO LINK SOURCE
I. Stakeholder Relationships (15%)
1 Does the GOCC disclose a policy that:
  a. Stipulates the existence and scope of its effort to address customer’s welfare? check   Refer to MC No 1, series 2014 "Creation of Committee on Dam Safety, Risk Assessment and Emergency Preparations" and MC No 18, series 2012 "Monitoring / upkeeping the structural safety of small reservoir dams"
  b. Elaborates its efforts to interact with the communities in which they operate? check   Refer to MC No 72, series 2001 "Inclusion of Budget for Institutional Development Activities in Program of Work of Locally Funded Projects"
  c. Ensure that its value chain is environmentally friendly or is consistent with promoting sustainable development? check   Refer to MC No 38, series 2004 "Energy Conservation Program on Electrical Power" and MC No 39, series 2004 "Energy Conservation Program on Fuel Consumption"
2 Does the GOCC disclose the activities that it has undertaken to implement the above mentioned policies?
  a. Customer health and safety check   See NIA'S Response Protocols for Overruns of Cyclones, Monsoons and El Niño
  b. Interaction with the communities check   See Institutional Development Program and
Other Project Components in Coordination with Government Agencies and Entities
  c. Environmentally-friendly value chain check   See 2015 Annual Report page 24, Item VI. Energy Conservation Program and page 19, Climate Change Apdaption Works (CCAW)
3 Does the GOCC have a separate corporate social responsibility (CSR) report/section or sustainability report/section check   See Corporate Social Responsibility
4 Where stakeholder interests are protected by law, stakeholders should have the opportunity to obtain effective redress for violation of their rights.
    Does the GOCC provide contact details via the company’s website or Annual Report which stakeholders (e.g. customers, suppliers, general public, etc.) can use to voice their concerns and/or complaints for possible violation of their rights? check   See Contact Us in NIA website and Filing of Complaint at NIA-Central Office Committee on Discipline (COD)
5 Performance-enhancing mechanisms for employee participation should be permitted to develop.
  a. Does the GOCC explicitly mention the health, safety, and welfare policy for its employees? check   Refer to MC No. 85, series 2005 "Executive Order No. 462 Adopting measures and safety nets to protect the income of government employees, creating the committee on protection of income of government employees, and for other purposes" and MC No 57, series 2014 Civil Service Commission and Department of Health Joint Memorandum Circular No. 2010-01 entitled "Protection of the Bureaucracy Against Tobacco Industry Interference" and "Guide for Resolving/Filing Cases of Tobacco Industry Interference in the Bureaucracy"
  b. Does the GOCC publish data relating to health, safety, and welfare of its employees? check   See 2015 Medical and Dental Services Plans and Programs
  c. Does the GOCC have training and development programmes for its employees? check   See 2015 Annual Report page 22, Item II.A - Capability Development Programs and Item II.B - Scholarship
  d. Does the GOCC publish data on training and development programs for its employees? check   See 2015 Annual Report page 22, Item II.A - Capability Development Programs and Item II.B - Scholarship
6 Stakeholders including individual employee and their representative bodies, should be able to freely communicate their concerns about illegal or unethical practices to the board and their rights should not be compromised for doing this.
  a. Does the GOCC have procedures for complaints by employees concerning illegal (including corruption) and unethical behavior? check   Refer to MC No. 83 series 2007 "Rules on Internal Whistleblowing and Reporting"
  b. Does the GOCC have procedures to protect an employee/person who reveals illegal/unethical behavior from retaliation? check   Refer to "Rights of Whistle Blower" and "Protection against Retaliatory Actions" on page 2-3 of MC No. 83 series 2007 "Rules on Internal Whistleblowing and Reporting"
II. Disclosure and Transparency (35%)
7 Quality of Annual Report
Does the GOCC’s Annual Report disclose the following items:
  a. Corporate objectives check   See 2015 Annual Report page 2, Objectives
  b. Financial performance indicators check   See 2015 Annual Report page 25-28, Financial Management
  c. Non-financial performance indicators check   See 2015 Annual Report page 5, The Administrator's Report and page 29, Performance Scorecard and page 13-18, O&M of Irrigation Systems
  d. Details of whistle-blowing policy   check None was disclosed
  e. Biographical details (at least age,qualifications, date of first appointment,relevant experience, and any other directorships of listed companies) of directors/commissioners check   See 2015 Annual Report page 38-44, The Board of Directors
  f. Training and/or continuing education programme attended by each director/commissioner   check None was disclosed
8 Are the Annual Reports downloadable from the GOCC’s website? check   See Annual Report in NIA website
9 Corporate Governance Confirmation Statement
    Does the Annual Report contain a statement confirming the company’s full compliance with the code of corporate governance and where there is non-compliance, identify and explain reasons for each issue?   check None was disclosed
10 Timely filling/release of annual/financial reports.
  a. Are the audited annual financial report/statement released within 60 days upon receipt from COA check   Date Published: July 26, 2016
Date Receipt from COA: July 26, 2016
Year of the Report: 2015
  b. Is the annual report released within 90 days from release of audited financial report? check   Date Published: September 6, 2016
Year of the Report: 2015
  c. Is the true and fairness/fair representation of the annual financial statement/reports affirmed by the board of directors/commissioners and/or relevant officers of the company? check   See page 21 of 2015 Annual Audited Financial and Performance Report
III. Responsibilities of the Board (50%)
11 Corporate Vision/Mission
  a. Has the Board of Directors reviewed the vision and mission/strategy in the last financial year? check   See Board Resolution No. 8025-14 dated March 20, 2014, NIA's Vision, Mission, Objectives and Strategic Plan 2014-2020
  b. Does the Board of Directors monitor/oversee the implementation of the corporate strategy? check   Part of NIA Board's Agenda is the Report on Actions Taken and Updates/Status by Management on the Resolutions adopted by the Board during a particular board meeting.
See 907th Regular Board Meeting Report on Actions Taken by Management and Update/Status on resolutions approved by the Board as of December 9, 2015
12 Did the GOCC achieve 90% in the PES? check   See page 29 of 2015 Annual Report, NIA's Performance Scorecard for 2015 and page 3 of 2015 December: Monitoring Report of Performance Targets
13 Code of ethics or conduct
  a. Are the details of the code of ethics or conduct disclosed? check   Refer to MC No. 85 series 2007 "Code of Conduct for Officials and Employees of the National Irrigation Administration"
  b. Does the GOCC disclose that all Directors/Commissioners, senior management and employees are required to comply with the code? check   Refer to Rule I of MC No. 85 series 2007 "Code of Conduct for Officials and Employees of the National Irrigation Administration"
  c. Does the company disclose how it implements and monitors compliance with the code of ethics or conduct? check   Refer to MC No. 23 series 2000, page 1-2, item 2 - Function "Creation of NIA Committee on Discipline (COD)"
14 Does the Board appoint a Nomination and Compensation/Remuneration Committee? check   See Transparency Seal - GCG MC 2012-07, 2015 Board Committees
15 Did the Nomination and Compensation/Remuneration Committee meet at least twice during the year?   check  
16 If yes, is the report of the Nomination and Compensation/Remuneration Committee publicly disclosed?      
17 Does the Board appoint an Audit Committee? check   See Transparency Seal - GCG MC 2012-07, 2015 Board Committees
18 If yes, is the report of the Audit Committee publicly disclosed?      
19 Does at least one member of the Audit Committee have an audit, accounting or finance background (qualification or experience)? check   See Transparency Seal - GCG MC 2012-07, 2015 Board of Directors and Officers
Pres. Ma. Gladys Cruz-Sta. Rita (NPC)
20 Did the Audit Committee meet at least four times during the year?      
21 Does the Board appoint a Risk Management Committee? check   See Transparency Seal - GCG MC 2012-07, 2015 Board Committees
22 If yes, is the report on Risk Management Committee publicly disclosed?      
23 Does at least one member on Risk Management Committee have a background in finance and investments? check   See Transparency Seal - GCG MC 2012-07, 2015 Board of Directors and Officers
Pres. Ma. Gladys Cruz-Sta. Rita (NPC)
24 Board meetings and attendance
  a. Are the Board of Directors meetings scheduled at the beginning of the year (end of Q1) check   See Agenda of 900th Regular Board Meeting held on January 22, 2015 and Transparency Seal - GCG MC 2012-07, 2015 Attendance record of Directors and their committee meetings
  b. Does the Board of Directors meet at least monthly? check   See Transparency Seal - GCG MC 2012-07, 2015 Attendance record of Directors and their committee meetings
  c. Did the Board of Directors meet on at least 75% on their scheduled meetings? check   See Transparency Seal - GCG MC 2012-07, 2015 Attendance record of Directors and their committee meetings
  d. Has each of the directors/commissioners attended at least 90% of all the board meetings held during the year? check   See Transparency Seal - GCG MC 2012-07, 2015 Attendance record of Directors and their committee meetings
  e. Did the Board of Directors meet separately at least once during the year without the President/CEO present? check   Without the presence of Admin. Florencio F. Padernal, the NIA Board of Directors met on May 26, 2015 for the 904th Regular Board meeting.
See Transparency Seal - GCG MC 2012-07, 2015 Attendance record of Directors and their committee meetings
25 Access to information
  a. Does the GOCC have a policy that stipulates board papers for Board of Directors/Commissioners meetings be provided to the Board at least three (3) working days in advance of the board meeting? check   See Memorandum dated July 21, 2011, "Submission of Subject-Matters for NIA Board of Director's Approval/Action
  b. Is the Board Secretary trained in legal, accountancy or company secretarial practices? check   See Transparency Seal - GCG MC 2012-07, 2015 Board of Directors and Officers
Atty. Genever M. Dionio
Acting Corporate Board Secretary
Concurrent Manager, Legal Services
26 Internal Audit
  a. Does the company have a separate internal audit function? check   See Organizational Structure
  b. Does the appointment and removal of the internal auditor require the approval of the Audit Committee? check   See Board Resolution No. 8170-15 dated May 26, 2015, "Designation of NIA Officials to Key Positions"
27 Risk Oversight
  a. Does the company disclose the internal control procedures/risk management systems it has in place?      
  b. Does the Annual Report disclose that the Board of Directors/Commissioners has overseen a review of the company’s materials controls (including operational, financial and compliance controls) and risk management systems?      
  c. Does the company disclose how key risks are managed?      
  d. Does the Annual Report contain a statement from the Board of Directors or Audit Committee commenting on the adequacy of the GOCC’s internal controls/risk management systems?      
28 Board Chairman
    Do different person assume the roles of Chairman and CEO? check   The Chairman of the Board is Secretary Francis N. Pangilinan who was replaced by Sec. Fredelita C. Guiza on September 2015 while the NIA Administrator is Engr. Florencio F. Padernal.
29 Board of Directors Development
  a. Does the GOCC have orientation programmes for new Directors? check   Upon the assumption of the newly appointed NIA Board Members, Ex-Officio & Appointive Director, the Corporate Board Secretary sends Welcome Letter with attached NIA Charter to be used by the Board Member as an advance reading materials aside from a scheduled briefing upon the request of the new Board Member.
See Welcome Letter for Sec. Fredelita C. Guiza dated October 9, 2015
  b. Does the GOCC have a policy that encourages Directors/Commissioners to attend on-going or continuous professional education programmes? check   NIA, through the Corporate Board Secretary, implements GCG MC 2012-05 re: Fit and Proper Rule particularly Item II - Qualification, Art. 5 (f).
  c. Did all Appointive Directors attend at least 1 training for the calendar year? check   See Certificate of Attendance of Dir. Silvestre B. Bonto
30 Committee Appraisal
  a. Is an annual performance assessment conducted of the Board of Directors? check   The Board of Directors conducted its annual performance assessment for 2015 from March 8, 2016 to April 8, 2016 through the Performance Evaluation for Directors System (GCG MC No. 2014-03) developed by the GCG. Directors are made to answer the self-appraisal form and peer-appraisal form through the iped.gcg.gov.ph which increases the level of confidentiality of Director Performance Review results.
  b. Does the GOCC disclose the process followed in conducting the Board assessment? check   Yes, the process is disclosed in GCG MC 2014-03, as indicated below:
Directors are made to answer the self-appraisal form and peer-appraisal form through the iped.gcg.gov.ph which increases the level of confidentiality of Director Performance Review results.
  c. Does the GOCC disclose the criteria used in the Board assessment? check   Yes, the criteria are enumerated in GCG MC 2014-03 as indicated below:
 Criteria BOD Attendance - 15%
 Performance Evaluation System Rating - 60%
 Directors' Performance Review Rating - 25%
31 Committee Appraisal
    Is an annual performance assessment conducted of the Board of Directors Committees?      
BONUS
Stakeholder Relationships
1 Does the GOCC practice Global Reporting Index (GRI) on its annual reports?   check  
Disclosure and Transparency
2 Quality of Annual Report      
    Are the audited annual financial report/statement released within 30 days upon receipt from COA? check   Date Published: July 26, 2016
Date Receipt from COA: July 26, 2016
Year of the Report: 2015
PENALTY
Responsibilities of the Board
1 Are there members of the Board of Directors who hold more than five (5) positions in GOCCs and PLCs?   check None
2 Is there non-compliance with Good Governance Conditions? check