The Management and Organization Department (MOD) of the Ramon V. Del Rosario College of Business of the De La Salle University has, as one of its primary advocacies, the propagation of corporate governance, ethical and transparency practices and socially responsible management in Philippine Business and Industry. MOD has a strong collaboration with the Shareholders’ Association of the Philippines in advancing minority shareholders’ rights and responsibilities. As such, it strongly espouses the advancement of responsible minority shareholders’ participation in Philippine firms’ shareholders’ meetings and other key related activities affecting the minority shareholders.
It is for this reason that this experience is being shared for the benefit of the many minority shareholders, as well as to provide some thoughtful insights for the leaders and decision makers of our publicly listed firms.
Many minority shareholders have only the least inkling of their basic responsibilities, especially during stockholders’ meetings. This is so unfortunate because during these meetings, these minority shareholders have the best chance to actively participate in the deliberations that affect their firms’ future, as well as effectively address the risks involved in their firms’ current and future operations.
As one of the designated representatives of the Shareholders Association of the Philippines (SharePHIL) to the stockholders’ meeting of one of the country’s biggest banks, I was fortunate to participate in the stockholders meeting deliberation and had the chance to raise some key issues which are not normally raised in such stockholders’ meetings. These issues concern the risk assessment of the firm’s major investments. I raised the questions related to the process involved in assessing risks before the firm commits to significant future investments.
The normal answer one gets is that thorough risk assessment shall have been done before the firm’s board decides to commit significant financial resources to fund a major project. This is all right, except that when financial commitments are made to future projects, the minority shareholders are just asked to approve such board actions without the board at least providing a summary of the projects requiring significant financial resources and the possible risks involved. By this way, minority shareholders are apprised of the risks involved and the counter measures to address those, as well as the opportunity to raise questions and provide additional counter measures to address the cited risks.
Hopefully, firms will provide this mechanism in future shareholders’ meetings. One risk that stands out, which I raised in this shareholders’ meeting, is the impact of the 2015 Asean integration on the future operation of the bank. This question triggered subsequent questions raised by the other minority shareholders, which the board tried to answer in the best way possible. The lesson learned in this case was that minority shareholders should prepare and actively participate in this shareholders meeting’s deliberations in order to enhance transparency and help the firms where they have investment to have a more solid foundation for future growth.
The author is a lecturer with the Management and Organization Department under the Ramon V. Del Rosario College of Business of the De La Salle University Manila and in his terminal term as a DBA student at the MOD of the RVR College of Business De La Salle University Manila, as well as the current Dean of the Entrepreneurs School of Asia. He may be reached at tedsocampo@yahoo.com or teodoro_ocampo@dlsu.edu.ph. The views expressed above are the author’s and do not necessarily reflect the official position of De La Salle University, its faculty and its administrators.
