Sample Minutes of The Meeting

ABC CORPORATION
Minutes of the Regular Meeting of the Board of Directors
Held on 23 July 2019

at the Sta. Ana Room, Malcolm Hall,
UP College of Law, Diliman, Quezon City
PRESENT: OTHERS PRESENT:

Mr. John Lloyd Cruz Ms. Gina Alajar (Corporate Secretary)
Mr. Joshua Garcia Mr. Pen Medina (Vice President)
Ms. Julia Barretto
Ms. Nadine Lustre
ABSENT:
Mr. Richard Yap
I. CALL TO ORDER AND CERTIFICATION OF NOTICE AND QUORUM
The Chairman called the meeting to order at 10:00 a.m. and presided over the same. The
Corporate Secretary confirmed that notices of the meeting were duly sent to all members of the
Board of Directors together with a copy of the materials for the meeting. The Corporate Secretary
was requested to record the minutes of the meeting.
A majority of all incumbent members of the Board of Directors being present, the Secretary
certified that a quorum existed to discuss the business at hand.
II. READING AND APPROVAL OF THE MINUTES OF THE PREVIOUS

MEETING
Upon motion duly made and seconded, the minutes of the regular meeting held on 22
March 2019, copies of which were circulated in advance to the members of the Board of Directors
and formed part of the Board materials, was approved.
III. FINANCIAL REPORTS
A) FINANCIAL PERFORMANCE OF THE CORPORATION

FOR THE MONTH OF JUNE 2019
The President next presented the report on the Bank’s financial performance as of 31 June
2019, copies of which were circulated in advance and formed part of the meeting materials.
Interest Income for the month amounts to ₱1,115.0M, higher by ₱136.5M than last month’s
₱978.5M. The favorable variance is mainly on account of three (3) days more interests this month
plus higher average earning assets by ₱0.73B and average yield by 16 bps.
Total Operating Expenses for the month amounts to ₱344.1M, higher by ₱14.8M as
compared to last month’s ₱329.3M mostly from credit cards’ reward points and transactional fees,
HGC insurance premium amortization and higher cost of DST by ₱2.8M, ₱1.0M, ₱5.6M, and
₱2.8M, respectively.
The Corporation registered Net Income of ₱451.1M for the month, significantly higher by
₱171.8M compared to the previous month’s ₱279.3M. The favorable variance is on account higher
net margin, trading and forex gain offset by the increase on GRT and income tax provisions by
₱125.3M, ₱81.5M, ₱36.9M, ₱23.2M and ₱42.2M respectively.
After discussion, the Board noted the report.
Page 1 of 2
IV. OTHER MATTERS
A) REQUIREMENTS FOR PAG-IBIG LOYALTY CARD PARTNER-BANK

PROJECT
The President next presented to the Board the proposal from Management to apply for
accreditation with the Home Development Mutual Fund (HDMF or PAG-IBIG FUND) as a Loyalty
Card Partner-Bank. According to Management, PAG-IBIG FUND intended to update their existing
loyalty card project to include a connected bank account and ATM card.
After discussions and deliberations, the Board of Directors approved the following
resolution:
Resolution No. D-07-03-2019
“RESOLVED, that ABC CORPORATION (the ‘Corporation’) be

authorized to apply for accreditation as Loyalty Card Partner-Bank with the Home
Development Mutual Fund (‘PAG-IBIG FUND’);
“RESOLVED, FURTHER, that the Corporation’s Vice President, Mr.

Pen Medina, is hereby authorized to sign, execute, endorse and deliver, for and in
behalf of the Bank, any and all agreements, documents and papers as may be
required by PAG-IBIG FUND, and to do and perform such lawful acts and things
as may be proper and necessary in the premises, with power to designate the
Corporation’s representative to file all applications, documents/papers, follow-up
and process all relevant matters and transactions with PAG-IBIG FUND.”
B) OFFICERS APPOINTMENTS
Mr. Gomez next presented for board approval the hiring and appointment of Ms. Jennylyn
Mercado as Assistant Vice President, effective on 01 August 2019. The President also presented to
the Board highlights of the curriculum vitae, profile and work experience of Ms. Mercado. After
discussions and upon motion duly made and seconded, the Board of Directors approved the
following resolution:
Resolution No. D-07-04-2019
“RESOLVED, that ABC CORPORATION (the ‘Corporation’) hereby

approves the hiring/appointment of Ms. Jennylyn Mercado as Assistant Vice
President, effective on 01 August 2019”.
V. ADJOURNMENT
There being no further business to transact, the meeting was thereupon adjourned at
12:00 noon.
JOHN LLOYD CRUZ JOSHUA GARCIA
JULIA BARRETTO NADINE LUSTRE
Certified by:
GINA ALAJAR
Corporate Secretary
Page 2 of 2

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ABC CORPORATION

Minutes of the Regular Meeting of the Board of Directors

Held on 23 July 2019

PRESENT: OTHERS PRESENT:

I. CALL TO ORDER AND CERTIFICATION OF NOTICE AND QUORUM

II. READING AND APPROVAL OF THE MINUTES OF THE PREVIOUS

III. FINANCIAL REPORTS

A) FINANCIAL PERFORMANCE OF THE CORPORATION

After discussion, the Board noted the report.

A) REQUIREMENTS FOR PAG-IBIG LOYALTY CARD PARTNER-BANK

Resolution No. D-07-03-2019

“RESOLVED, that ABC CORPORATION (the ‘Corporation’) be

“RESOLVED, FURTHER, that the Corporation’s Vice President, Mr.

Resolution No. D-07-04-2019

“RESOLVED, that ABC CORPORATION (the ‘Corporation’) hereby

JOHN LLOYD CRUZ JOSHUA GARCIA

JULIA BARRETTO NADINE LUSTRE

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