Pilipinas Shell Petroleum Corporation

05/10/2022 | Press release | Distributed by Public on 05/09/2022 20:58

Results of Organizational Meeting of Board of Directors

SECURITIES AND EXCHANGE COMMISSIONSEC FORM 17-C

CURRENT REPORT UNDER SECTION 17
OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.2(c) THEREUNDER

1. Date of Report (Date of earliest event reported) May 6, 20222. SEC Identification Number 148293. BIR Tax Identification No. 000-164-7574. Exact name of issuer as specified in its charter Pilipinas Shell Petroleum Corporation5. Province, country or other jurisdiction of incorporation Taguig City, Metro Manila, Philippines6. Industry Classification Code(SEC Use Only) 7. Address of principal office 41st Floor, The Finance Center, 26th Street corner 9th Avenue, Bonifacio Global City, Brgy. Fort Bonifacio Taguig City, Metro ManilaPostal Code16358. Issuer's telephone number, including area code (632) 3 499 40019. Former name or former address, if changed since last report N/A10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA
Title of Each Class Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding
Common 1,613,444,202
11. Indicate the item numbers reported herein Item 9 - Other Events

The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.

Pilipinas Shell Petroleum CorporationSHLPH

PSE Disclosure Form 4-25 - Results of Organizational Meeting References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Organizational Meeting of the Board of Directors

Background/Description of the Disclosure

Organizational Meeting of the Board of Directors held on 06 May 2022

List of elected officers for the ensuing year with their corresponding shareholdings in the Issuer
Name of Person Position/Designation Shareholdings in the Listed Company Nature of Indirect Ownership
Direct Indirect
Min Yih Tan Non-Executive Chairman of the Board 0 1 Nominee director
Lorelie Q. Osial President and Chief Executive Officer 0 1 Nominee director
Reynaldo P. Abilo Treasurer, Vice President - Finance and Chief Risk Officer 16,000 1 Nominee director
Randolph T. Del Valle Vice President - Mobility 0 1 Nominee director
Sergio C. Bernal, Jr. Vice President - Corporate Relations 4,290 0 N/A
Albert A. Lim Vice President - Wholesale Commercial Fuels 4,290 0 N/A
Carlo D. Zandueta Vice President - Human Resources 0 0 N/A
Stephen D. Quila Vice President - Lubricants 0 0 N/A
Kit Arvin M. Bermudez Vice President - Supply and Distribution 0 1,600 Immediate family
Atty. Erwin R. Orocio Managing Counsel and Chief Compliance Officer 6,290 0 N/A
Atty. Ellie Chris C. Navarra Corporate Secretary 0 0 N/A
Atty. Mark Hadrian P. Gamo Assistant Corporate Secretary 3,000 0 N/A
Mark Brian J. Nicdao Corporate Audit and Assurance Manager 2,200 0 N/A
List of Committees and Membership
Name of Committees Members Position/Designation in Committee
Board Audit and Risk Oversight Committee Cesar A. Buenaventura Chairperson/Independent Director
Board Audit and Risk Oversight Committee Lydia B. Echauz Member/Independent Director
Board Audit and Risk Oversight Committee Amando M. Tetangco. Jr. Member/Independent Director
Board Audit and Risk Oversight Committee Luis C. la Ó Member
Board Audit and Risk Oversight Committee Rafi Haroon Basheer Member
Related Party Transaction Committee Lydia B. Echauz Chairperson/Independent Director
Related Party Transaction Committee Cesar A. Buenaventura Member/Independent Director
Related Party Transaction Committee Luis C. la Ó Member
Related Party Transaction Committee Nina D. Aguas Member
Corporate Governance Committee Fernando Zobel de Ayala Chairperson/Independent Director
Corporate Governance Committee Cesar A. Buenaventura Member/Independent Director
Corporate Governance Committee Lydia B. Echauz Member/Independent Director
Corporate Governance Committee Atty. Erwin R. Orocio Member
Nomination Committee Lorelie Q. Osial Chairperson
Nomination Committee Cesar A. Buenaventura Member/Independent Director
Nomination Committee Atty. Erwin R. Orocio Member
Nomination Committee Carlo D. Zandueta Non-voting Member
Sustainability Committee Luis C. la Ó Chairperson
Sustainability Committee Amando M. Tetangco. Jr. Member/Independent Director
Sustainability Committee Min Yih Tan Member
Sustainability Committee Rafi Haroon Basheer Member
Sustainability Committee Sergio C. Bernal, Jr. Non-voting Member
List of other material resolutions, transactions and corporate actions approved by the Board of Directors

On 06 May 2022, in compliance with SEC Memorandum Circular No. 6, Series of 2020, the newly elected members of the Board of Directors of Pilipinas Shell Petroleum Corporation (the "Corporation") held their Organizational Board Meeting via teleconferencing, at which meeting all members were present and acting throughout. The following matters were discussed and approved:

(a) Election of Officers:

Min Yih Tan Non-Executive Chairman of the Board
Lorelie Q. Osial President and Chief Executive Officer
Reynaldo P. Abilo Treasurer, Vice President - Finance and Chief Risk Officer
Randolph T. Del Valle Vice President - Mobility
Sergio C. Bernal, Jr. Vice President - Corporate Relations
Albert A. Lim Vice President - Wholesale Commercial Fuels
Carlo D. Zandueta Vice President - Human Resources
Stephen D. Quila Vice President - Lubricants
Kit Arvin M. Bermudez Vice President - Supply and Distribution
Atty. Erwin R. Orocio Managing Counsel and Chief Compliance Officer
Mark Brian J. Nicdao Corporate Audit and Assurance Manager
Atty. Ellie Chris C. Navarra Corporate Secretary
Atty. Mark Hadrian P. Gamo Assistant Corporate Secretary

(b) Appointment of Chairpersons & Members of Committees

Board Audit and Risk Oversight Committee
Cesar A. Buenaventura (Chairperson)
Lydia B. Echauz
Luis C. la Ó
Rafi Haroon Basheer
Amando M. Tetangco, Jr.

Related Party Transaction Committee
Lydia B. Echauz (Chairperson)
Cesar A. Buenaventura
Luis C. la Ó
Nina D. Aguas

Corporate Governance Committee
Fernando Zobel de Ayala (Chairperson)
Cesar A. Buenaventura
Lydia B. Echauz
Atty. Erwin R. Orocio

Nomination Committee
Lorelie Q. Osial (Chairperson)
Cesar A. Buenaventura
Atty. Erwin R. Orocio
Carlo D. Zandueta (Non-voting)

Sustainability Committee
Luis C. la Ó (Chairperson)
Min Yih Tan
Rafi Haroon Basheer
Amando M. Tetangco, Jr.
Sergio C. Bernal, Jr. (Non-voting)

(c) Integrated Annual Corporate Governance Report

(d) Amendment to the Revised Manual on Corporate Governance

(e) Amendment to the Board Audit and Risk Oversight Committee Charter

Other Relevant Information

Please refer to the attachment.

Filed on behalf by:
Name Ellie Chris Navarra
Designation Corporate Secretary