The new NEA is a revitalized corporation focused on strengthening its partners in the rural electrification program, the electric cooperatives, by ensuring that they become more efficient, reliable and globally competitive.
In line with this, the NEA Board of Administrators unanimously approved NEA’s new mandate, vision and mission statements and corporate credo on June 28, 2004. The redefined M-V-M and corporate credo puts a face to the new and reengineered NEA as a result of the EPIRA and reflect the agency’s enhanced role in the power industry. The said statements and credo were formulated to serve as guiding philosophy for NEA as its gears towards global competitiveness in partnership with the electric cooperatives.
We are a highly competent, globally competitive Filipino government-owned and controlled corporation, working with our partners, the Electric Cooperatives, committed to the ideals of the Rural Electrification Program. We take pride in remaining to be the prime mover in the rural electrification sector, by providing quality financial, institutional, and technical services to the ECs and promoting competence enhancement in a deregulated environment aiming towards a strong republic.
The Creation
Origin of the Philippine Electrification
As a nation, the Philippines with its 7,101 islands, 2,800 of which are populated, experienced its first taste of electrification in 1890. Three lamps were installed along a main thoroughfare in the City of Manila.
From1890 to the late 1960s, power generation and distribution were largely controlled by private entities. For the most part, the government was regulating electric installation. In 1936, Commonwealth Act 120 created the National Power Corporation (NPC) and tasked it with developing the country’s hydropower potential. Primarily, the Manila Electric Company (MERALCO) was the largest privately-owned electric utility which contributed to the country’s total generation capacity. Secondarily, there were small generating systems that were installed which were owned by private operators and local government units (LGUs). Due to the profit-orientation of the private utilities, electrification was limited to high-density urban areas only where electric utility operations were considered viable.
With this condition, the government realized that the rural areas were deprived from being program beneficiaries. Thus, agricultural and industrial development in the countryside was snail-paced. The government realized further that the promotion and acceleration of such development could be attained through the provision of cheap and dependable supply of power.
Beginning of Rural Electrification
Due to the inadequacy of power service, the need for an agency to oversee the installation of countryside electrical systems was felt.
It is on this score that the Electrification Administration (EA) was created. In 1960, Republic Act (RA) 2717 was enacted to carry out the country’s electrification policy. The agency was authorized P25 million to be loaned out to the electric utility operators for financing the construction and operation of generating plants, electric transmission and distribution systems for the furnishing of electric energy, particularly in the rural areas.
Despite of the agency’s creation, it was still to be many years before clean, efficient and conventional energy would reach most of the rural Philippines. The electric utility operators deemed that although extending services to the rural areas may be technically feasible; it was far from being practicable. As businessmen, they would see no profits to be made in electrifying sparsely populated countryside and even in upgrading their services. As late as the ‘60s, most of the remote areas were bereft of electricity, some of which enjoyed it only for six to eight hours and only after nightfall. This condition kept the rural economy tied entirely and exclusively to agriculture. Factories and businesses naturally preferred to locate in the cities where electric power was easily acquired.
In 1964, the United States Agency for International Development (USAID) conducted a survey of the country’s power situation. Finding that the electrification program had been moving quite slowly as private utility operators continued to ignore serving the rural areas, the study recommended the adoption of the rural electric cooperative system of the United States.
In 1966, during the state visit to the United States of then President Ferdinand E. Marcos, arrangements were made for USAID assistance in the Philippine Rural Electrification Program. A contract with the National Rural Electric Cooperative Association (NRECA) of the United States was executed. The NRECA made feasibility studies for pilot projects. Two Rural Electric Cooperatives (ECs) were set up, one in Mindanao and the other in the Visayas. These were the Misamis Oriental Rural Electric Service Cooperative, Inc. (MORESCO) and the Victorias-Manapla-Cadiz Rural Electric Service Cooperative, Inc. (VRESCO), respectively.
The first EC, MORESCO got power from the nearby Maria Cristina hydroelectric plants of NPC. VRESCO, on the other hand, had to generate its own power through generators. Both of these ECs became models of future cooperatives.
Transformation of NEA
Inspired by this developments then President Marcos issued PD 269 on August 6, 1973 which transformed NEA into a corporation wholly-owned and controlled by the government with borrowing authority and corporate powers and increased its capitalization to P1 Billion to further strengthen and enable the ECs to become effectively established and operationally viable.
The most significant among these powers were its regulatory function with regard to rate fixing and the authority to grant and revoke franchises. The latter was formerly vested in the old Congress that granted hundreds of franchises to interested groups, the essence of which stood in the way to a meaningful electrification program.
In 1974, an additional $18 million loan was granted to NEA by the USAID. At this stage, 7 ECs including VRESCO and MORESCO were able to complete their backbone systems.
In 1975, NEA received its third USAID loan worth $20 million. Also acquired was $2.3 million World Bank loan for the development of small industry projects in the energized areas and an $18 million loan from a consortium of French banks.
In 1976, a fourth USAID loan in the amount of $20 million was approved. At this period, the Philippines was clearly leading the electrification efforts among the developing countries with 63 ECs organized covering 414 towns and 3,843 barangays energized with 486,000 rural household connections.
The government’s confidence in NEA and the ECs ability to serve the intents of the program was further addressed by the issuance of PD 1645 in 1975 which broadened NEA’s lending and regulatory powers and raised its capital stock to P5 billion. NEA was empowered to invest and/or grant loans for the development of power generation industries or companies, including dendro-thermal and mini-hydro power plants and associated facilities such as alcogas and tree plantations, water-impounding reservoirs and feeder roads.
With a radical change in the form of government in 1986 under the leadership of then President Corazon C. Aquino, the Ministry of Energy was abolished and the rural electrification sector shifted gears. Line expansion, systems rehabilitation and institutional development became the priorities in this phase. During the period 1985-1989, NEA was able to organize 117 ECs servicing 2.8 million households.
By 1988, NEA embarked on a new corporate thrust from the broad “total electrification on an area coverage basis” to “to function as an interested lender in order to promote total electrification through viable ECs that provide reliable service towards countryside development”.
The last year of the Aquino administration was punctuated by power crisis. This became a national concern which was inherited by President Fidel V. Ramos when he assumed office in 1992. Under his helm, the Department of Energy was created on December 9,1992 by virtue of RA 7638. Subsequently, the Electric Power Crisis Act of 1993 or RA 7648 was also enacted on April 2,1993. Under these laws, the power sector was institutionalized and effective measures were adopted to address the electric power crisis which almost crippled the national economy at that time.
In the same year, NEA focused on the following programs:
- rehabilitation of lines
- line expansion
- energization of isolated islands
- improvement of collection efficiency
- decreasing the ECs system loss
- upgrading the ECs to higher categories
- increasing loan releases to ECs
- improving the ECs viability
Towards the end of year 2000, NEA focused on the establishment of quality services for its internal and external clients.
NEA as an organization was able to qualify as ISO 9001 certified in 2001.Based on records, it was the first GOCC to secure such kind of prestigious certification. It meant the installation of a Quality Management System (QMS) which would create a competitive advantage for the Agency in terms of achieving better results, higher efficiency and productivity at a minimal cost and of course providing the best services to its primary clientele, the 119 ECs.
New Role of NEA Under the EPIRA
It also authorized the transfer of the franchising functions of NEA to Congress, after five years from the date of the effectivity of the law and the transfer of rate functions to the Energy Regulatory Commission. However, it provided additional mandate to NEA to act as guarantor for purchases of electricity in the Wholesale Electricity Spot Market (WESM) by an electric cooperative or small distribution utility to support its credit standing. It increased the capitalization of NEA from P5 billion to P25 billion. Under the said Act, NEA maintains to provide financial, institutional and technical assistance to the ECs.
The same Act also called for the restructuring of the ECs. Hence, Executive Order (EO) No.119 was promulgated to this effect. Among others, it provided guidelines on the assumptions by the Power Sector Assets and Liabilities Management (PSALM) Corporation of rural electrification loans incurred by the ECs for the purpose of financing the rural electrification program.
One of the conditions was the submission by category A+, A and B ECs of Performance Improvement Programs (PIP). Likewise category C, D, & E ECs were also required to submit Rehabilitation and Efficiency Plan (REP). These plans were reinforced by the submission of various plans such as Global Competitiveness Plans, Accelerated Recovery Plan and Survival Plan.
Consequently, NEA had monitored closely the performance of the 119 ECs nationwide to prepare them to operate and compete under the deregulated market and to strengthen their technical and managerial capability and financial viability.
On ailing ECs, management options and special strategies were applied. One of these was the so called Task Force “Kapatid”. It is composed of engineers and linemen from neighboring ECs tasked to assist in the upgrading/rehabilitation of electricity distribution lines. This task force was utilized in Aklan, Basilan, Masbate and Lanao del Sur.
For ECs whose financial deficiencies have been well pronounced, NEA was forced to take over to sustain the delivery of reliable service to the member-consumers.
Presently, NEA as an organization is undergoing a facelift to enhance its corporate image and to improve the delivery of quality services to the ECs, notwithstanding the presence of a lean workforce.
Corporate Governance Scorecard
2018 Scorecard
STANDARD | NEA COMPLIANCE/LINK |
I. Stakeholder Relationships (15%) | |||
1. | Does the GOCC disclose a policy that: |
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a. | Stipulates the existence and scope of its effort to address customer's welfare? | ||
b. | Elaborates its efforts to interact with the communities in which they operate? | ||
c. | Ensure that its value chain is environmentally friendly or is consistent with promoting sustainable development ? | ||
2. | Does the GOCC disclose the activities that it has undertaken to implement the abovementioned policies? | ||
a. | Customer health and safety | ||
b. | Interaction with the communities |
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c. | Environmentally-friendly value chain | ||
3. | Does the GOCC have a separate corporate social responsibility (CSR) report/section or sustainability report/section? |
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4. | Where stakeholder interests are protected by law, stakeholders should have the opportunity to obtain effective redress for violation of their rights. | ||
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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? | ||
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? | ||
b. | Does the GOCC publish data relating to health, safety and welfare of its employees? | ||
c. | Does the GOCC have training and development programmes for its employees? | ||
d. | Does the GOCC publish data on training and development programs for its employees? | ||
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? |
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b. | Does the GOCC have procedures to protect an employee/person who reveals illegal/unethical behavior from retaliation? | ||
II. Disclosure and Transparency (35%) | |||
7. | Quality of Annual Report Does the GOCC's annual report disclose the following items: |
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a. | Corporate objectives |
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b. | Financial performance indicators |
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c. | Non-financial performance indicators |
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d. | Details of whistle-blowing policy |
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e. | Biographical details (at least age, qualifications, date of first appointment, relevant experience, and any other directorships of listed companies) of directors/commissioners |
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f. | Training and/or continuing education programme attended by each director/commissioner |
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8. | Are the Annual Reports downloadable from the GOCC's 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 such issue? |
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10. | Timely filing/release of annual/financial reports | ||
a. | Are the audited annual financial report/statement released within 60 days upon receipt from COA? |
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b. | Is the annual report released within 90 days from release of audited financial report? |
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c. | Is the true and fairness/fair representation of the annual financial statement/reports affirmed by the board of directors/commissioners and/or the relevant officers of the company? | ||
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? | ||
b. | Does the Board of Directors monitor/oversee the implementation of the corporate strategy? |
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12. | Did the GOCC achieve 90% in the PES? | ||
13. | Code of ethics or conduct | ||
a. | Are the details of the code of ethics or conduct disclosed? | ||
b. | Does the GOCC disclose that all Directors/Commissioners, senior management and employees are required to comply with the code? | ||
c. | Does the company disclose how it implements and monitors compliance with the code of ethics or conduct? |
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14. | Does the Board appoint a Nomination and Compensation/ Remuneration Committee? | ||
15. | Did the Nomination and Compensation/Remuneration Committee meet at least twice during the year? | ||
16. | If yes, is the report of the Nomination and Compensation/ Remuneration Committee publicly disclosed? | ||
17. | Does the Board appoint an Audit Committee? | ||
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)? | ||
20. | Did the Audit Committee meet at least four times during the year? | ||
21. | Does the Board appoint a Risk Management Committee? | ||
22. | If yes, is the report on Risk Management Committee publicly disclosed? | ||
23. | Does at least one member of the Risk Management Committee have a background in finance and investments? | ||
24. | Board meetings and attendance | ||
a. | Are the Board of Directors meetings scheduled at the beginning of the year? (end of Q1) |
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b. | Does the Board of Directors meet at least monthly? | ||
c. | Did the Board of Directors meet on at least 75% on their scheduled meetings? | ||
d. | Has each of the directors/commissioners attended at least 90% of all the board meetings held during the year? | ||
e. | Did the Board of Directors meet separately at least once during the year without the President/CEO present? | ||
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? | ||
b. | Is the Board Secretary trained in legal, accountancy or company secretarial practices? | ||
26. | Internal Audit | ||
a. | Does the company have a separate internal audit function? | ||
b. | Does the appointment and removal of the internal auditor require the approval of the Audit Committee? |
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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 material controls (including operational, financial and compliance controls) and risk management systems? |
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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? |
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28. | Board Chairman | ||
Do different persons assume the roles of Chairman and CEO? |
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29. | Board of Directors Development | ||
a. | Does the GOCC have orientation programmes for new Directors? |
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b. | Does the GOCC have a policy that encourages Directors/ Commissioners to attend on-going or continuous professional education programmes? |
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c. | Did all Appointive Directors attend at least 1 training for the calendar year? |
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30. | Board Appraisal | ||
a. | Is an annual performance assessment conducted of the Board of Directors? | ||
b. | Does the GOCC disclose the process followed in conducting the Board assessment? |
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c. | Does the GOCC disclose the criteria used in the Board assessment? |
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31. | Committee Appraisal | ||
Is an annual performance assessment conducted of the Board of Directors Committees? |
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IV. BONUS | |||
Stakeholder Relationships | |||
1. | Does the GOCC practice Global Reporting Index (GRI) on its annual reports? | ||
Disclosure and Transparency | |||
2. | Quality of Annual Report | ||
Are the audited annual financial report/statement released within 30 days upon the receipt from COA? |
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V. 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? |
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2. | Is there non-compliance with Good Governance Conditions? |
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2019 Scorecard
STANDARD | NEA COMPLIANCE/LINK |
I. Stakeholder Relationships (15%)
II. Disclosure and Transparency (35%)
II. Disclosure and Transparency (35%) | |||
7. | Quality of Annual Report Does the GOCC's annual report disclose the following items: | ||
a. | Corporate objectives | ||
b. | Financial performance indicators | ||
c. | Non-financial performance indicators | ||
d. | Details of whistle-blowing policy | ||
e. | Biographical details (at least age, qualifications, date of first appointment, relevant experience, and any other directorships of listed companies) of directors/commissioners | ||
f. | Training and/or continuing education programme attended by each director/commissioner | ||
8. | Are the Annual Reports downloadable from the GOCC's 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 such issue? | |||
10. | Timely filing/release of annual/financial reports | ||
a. | Are the audited annual financial report/statement released within 60 days upon receipt from COA? | - Date Rec'd by the NEA August 26, 2020; Date uploaded September 9, 2020 (14 Days) | |
b. | Is the annual report released within 90 days from release of audited financial report? | ||
c. | Is the true and fairness/fair representation of the annual financial statement/reports affirmed by the board of directors/commissioners and/or the relevant officers of the company? |
III. Responsibilities of the Board (50%)
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? | ||
b. | Does the Board of Directors monitor/oversee the implementation of the corporate strategy? | ||
12. | Did the GOCC achieve 90% in the PES? | ||
13. | Code of ethics or conduct | ||
a. | Are the details of the code of ethics or conduct disclosed? | ||
b. | Does the GOCC disclose that all Directors/Commissioners, senior management and employees are required to comply with the code? | ||
c. | Does the company disclose how it implements and monitors compliance with the code of ethics or conduct? |
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14. | Does the Board appoint a Nomination and Compensation/ Remuneration Committee? | ||
15. | Did the Nomination and Compensation/Remuneration Committee meet at least twice during the year? | ||
16. | If yes, is the report of the Nomination and Compensation/ Remuneration Committee publicly disclosed? | ||
17. | Does the Board appoint an Audit Committee? | ||
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)? | ||
20. | Did the Audit Committee meet at least four times during the year? | ||
21. | Does the Board appoint a Risk Management Committee? | ||
22. | If yes, is the report on Risk Management Committee publicly disclosed? | ||
23. | Does at least one member of the Risk Management Committee have a background in finance and investments? | ||
24. | Board meetings and attendance | ||
a. | Are the Board of Directors meetings scheduled at the beginning of the year? (end of Q1) |
| |
b. | Does the Board of Directors meet at least monthly? | ||
c. | Did the Board of Directors meet on at least 75% on their scheduled meetings? | ||
d. | Has each of the directors/commissioners attended at least 90% of all the board meetings held during the year? | ||
e. | Did the Board of Directors meet separately at least once during the year without the President/CEO present? | ||
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? | ||
b. | Is the Board Secretary trained in legal, accountancy or company secretarial practices? | ||
26. | Internal Audit | ||
a. | Does the company have a separate internal audit function? | ||
b. | Does the appointment and removal of the internal auditor require the approval of the Audit Committee? |
| |
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 material 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 persons assume the roles of Chairman and CEO? | |||
29. | Board of Directors Development | ||
a. | Does the GOCC have orientation programmes for new Directors? | ||
b. | Does the GOCC have a policy that encourages Directors/ Commissioners to attend on-going or continuous professional education programmes? | ||
c. | Did all Appointive Directors attend at least 1 training for the calendar year? | ||
30. | Board Appraisal | ||
a. | Is an annual performance assessment conducted of the Board of Directors? | ||
b. | Does the GOCC disclose the process followed in conducting the Board assessment? | ||
c. | Does the GOCC disclose the criteria used in the Board assessment? | ||
31. | Committee Appraisal | ||
Is an annual performance assessment conducted of the Board of Directors Committees? |
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IV. BONUS
IV. BONUS | ||
Stakeholder Relationships | ||
1. | Does the GOCC practice Global Reporting Index (GRI) on its annual reports? | |
Disclosure and Transparency | ||
2. | Quality of Annual Report | |
Are the audited annual financial report/statement released within 30 days upon the receipt from COA? | - Date Rec'd by the NEA August 26, 2020; Date uploaded September 9, 2020 (14 Days) | |
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V. PENALTY
V. 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? |
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2. | Is there non-compliance with Good Governance Conditions? |
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2020 Scorecard
STANDARD | NEA COMPLIANCE/LINK |
I. Stakeholder Relationships (15%)
II. Disclosure and Transparency (35%)
7. | Quality of Annual Report Does the GOCC's website disclose the following items: | ||
a. | Corporate objectives | ||
b. | Financial performance indicators | ||
c. | Non-financial performance indicators | ||
d. | Details of whistle-blowing policy | ||
e. | Biographical details (at least age, qualifications, date of first appointment, relevant experience, and any other directorships of listed companies) of directors/commissioners | ||
f. | Training and/or continuing education programme attended by each director/commissioner | ||
8. | Are the Annual Reports downloadable from the GOCC's 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 such issue? | |||
10. | Timely filing/release of annual/financial reports | ||
a. | Are the audited annual financial report/statement released within 60 days upon receipt from COA? | - Date Rec'd by the NEA July 30, 2021; Date uploaded August 11, 2021 (12 Days) | |
b. | Is the annual report released within 90 days from release of audited financial report? | - Date Rec'd from COA - July 30, 2021; Date uploaded October 20, 2021 | |
c. | Is the true and fairness/fair representation of the annual financial statement/reports affirmed by the board of directors/commissioners and/or the relevant officers of the company? |
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? | ||
b. | Does the Board of Directors monitor/oversee the implementation of the corporate strategy? | ||
12. | Did the GOCC achieve 90% in the PES? | ||
13. | Code of ethics or conduct | ||
a. | Are the details of the code of ethics or conduct disclosed? | ||
b. | Does the GOCC disclose that all Directors/Commissioners, senior management and employees are required to comply with the code? | ||
c. | Does the company disclose how it implements and monitors compliance with the code of ethics or conduct? | ||
14. | Does the Board appoint a Nomination and Compensation/ Remuneration Committee? | ||
15. | Did the Nomination and Compensation/Remuneration Committee meet at least twice during the year? | ||
16. | If yes, is the report of the Nomination and Compensation/ Remuneration Committee publicly disclosed? | ||
17. | Does the Board appoint an Audit Committee? | ||
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)? | ||
20. | Did the Audit Committee meet at least four times during the year? | ||
21. | Does the Board appoint a Risk Management Committee? | ||
22. | If yes, is the report on Risk Management Committee publicly disclosed? | ||
23. | Does at least one member of the Risk Management Committee have a background in finance and investments? | ||
24. | Board meetings and attendance | ||
a. | Are the Board of Directors meetings scheduled at the beginning of the year? (end of Q1) | ||
b. | Does the Board of Directors meet at least monthly? | ||
c. | Did the Board of Directors meet on at least 75% on their scheduled meetings? | ||
d. | Has each of the directors/commissioners attended at least 90% of all the board meetings held during the year? | ||
e. | Did the Board of Directors meet separately at least once during the year without the President/CEO present? | ||
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? | ||
b. | Is the Board Secretary trained in legal, accountancy or company secretarial practices? | ||
26. | Internal Audit | ||
a. | Does the company have a separate internal audit function? | ||
b. | Does the appointment and removal of the internal auditor require the approval of the Audit Committee? |
| |
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 material 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 persons assume the roles of Chairman and CEO? | |||
29. | Board of Directors Development | ||
a. | Does the GOCC have orientation programmes for new Directors? | ||
b. | Does the GOCC have a policy that encourages Directors/ Commissioners to attend on-going or continuous professional education programmes? | ||
c. | Did all Appointive Directors attend at least 1 training for the calendar year? | ||
30. | Board Appraisal | ||
a. | Is an annual performance assessment conducted of the Board of Directors? |
| |
b. | Does the GOCC disclose the process followed in conducting the Board assessment? |
| |
c. | Does the GOCC disclose the criteria used in the Board assessment? |
| |
31. | Committee Appraisal | ||
Is an annual performance assessment conducted of the Board of Directors Committees? |
|
IV. BONUS
Stakeholder Relationships | ||
1. | Does the GOCC practice Global Reporting Index (GRI) on its annual reports? | |
Disclosure and Transparency | ||
2. | Quality of Annual Report | |
Are the audited annual financial report/statement released within 30 days upon the receipt from COA? | - Date Rec'd by the NEA July 30, 2021; Date uploaded August 11, 2021 (12 Days) | |
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V. 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? |
| |
2. | Is there non-compliance with Good Governance Conditions? |
|
2021 Scorecard
STANDARD | NEA COMPLIANCE/LINK |
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? |
| |
b. | Elaborates its efforts to interact with the communities in which they operate? |
| |
c. | Ensure that its value chain is environmentally friendly or is consistent with promoting sustainable development ? |
| |
2. | Does the GOCC disclose the activities that it has undertaken to implement the above mentioned policies? | ||
a. | Customer health and safety |
| |
b. | Interaction with the communities |
| |
c. | Environmentally-friendly value chain | ||
3. | Does the GOCC have a separate corporate social responsibility (CSR) report/section or sustainability report/section? | ||
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? | |||
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? | ||
b. | Does the GOCC publish data relating to health, safety and welfare of its employees? | ||
c. | Does the GOCC have training and development programmes for its employees? | ||
d. | Does the GOCC publish data on training and development programs for its employees? | ||
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? | ||
b. | Does the GOCC have procedures to protect an employee/person who reveals illegal/unethical behavior from retaliation? |
II. Disclosure and Transparency (35%)
7. | Does the GOCC's website disclose the following items: | ||
a. | Corporate objectives | ||
b. | Financial performance indicators | ||
c. | Non-financial performance indicators | ||
d. | Details of whistle-blowing policy | ||
e. | Biographical details (at least age, qualifications, date of first appointment, relevant experience, and any other directorships of listed companies) of directors/commissioners | ||
f. | Training and/or continuing education programme attended by each director/commissioner | ||
8. | Are the Annual Reports downloadable from the GOCC's 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 such issue? | |||
10. | Timely filing/release of annual/financial reports | ||
a. | Are the audited annual financial report/statement released within 60 days upon receipt from COA? |
| |
b. | Is the annual report released within 90 days from release of audited financial report? |
| |
c. | Is the true and fairness/fair representation of the annual financial statement/reports affirmed by the board of directors/commissioners and/or the relevant officers of the company? |
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? | ||
b. | Does the Board of Directors monitor/oversee the implementation of the corporate strategy? | ||
12. | Did the GOCC achieve 90% in the PES? | ||
13. | Code of ethics or conduct | ||
a. | Are the details of the code of ethics or conduct disclosed? | ||
b. | Does the GOCC disclose that all Directors/Commissioners, senior management and employees are required to comply with the code? | ||
c. | Does the company disclose how it implements and monitors compliance with the code of ethics or conduct? | ||
14. | Does the Board appoint a Nomination and Compensation/Remuneration Committee? | ||
15. | Did the Nomination and Compensation/Remuneration Committee meet at least twice during the year? | ||
16. | If yes, is the report of the Nomination and Compensation/ Remuneration Committee publicly disclosed? | ||
17. | Does the Board appoint an Audit Committee? | ||
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)? | ||
20. | Did the Audit Committee meet at least four times during the year? | ||
21. | Does the Board appoint a Risk Management Committee? | ||
22. | If yes, is the report on Risk Management Committee publicly disclosed? | ||
23. | Does at least one member of the Risk Management Committee have a background in finance and investments? | ||
24. | Board meetings and attendance | ||
a. | Are the Board of Directors meetings scheduled at the beginning of the year? (end of Q1) |
| |
b. | Does the Board of Directors meet at least monthly? | ||
c. | Did the Board of Directors meet on at least 75% on their scheduled meetings? | ||
d. | Has each of the directors/commissioners attended at least 90% of all the board meetings held during the year? | ||
e. | Did the Board of Directors meet separately at least once during the year without the President/CEO present? | ||
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? | ||
b. | Is the Board Secretary trained in legal, accountancy or company secretarial practices? | ||
26. | Internal Audit | ||
a. | Does the company have a separate internal audit function? | ||
b. | Does the appointment and removal of the internal auditor require the approval of the Audit Committee? |
| |
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 material 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 persons assume the roles of Chairman and CEO? | |||
29. | Board of Directors Development | ||
a. | Does the GOCC have orientation programmes for new Directors? | ||
b. | Does the GOCC have a policy that encourages Directors/ Commissioners to attend on-going or continuous professional education programmes? | ||
c. | Did all Appointive Directors attend at least 1 training for the calendar year? | ||
30. | Board Appraisal | ||
a. | Is an annual performance assessment conducted of the Board of Directors? |
| |
b. | Does the GOCC disclose the process followed in conducting the Board assessment? |
| |
c. | Does the GOCC disclose the criteria used in the Board assessment? |
| |
31. | Committee Appraisal | ||
Is an annual performance assessment conducted of the Board of Directors Committees? |
|
IV. BONUS
Stakeholder Relationships | ||
1. | Does the GOCC practice Global Reporting Index (GRI) on its annual reports? | |
Disclosure and Transparency | ||
2. | Quality of Annual Report | |
Are the audited annual financial report/statement released within 30 days upon the receipt from COA? |
| |
|
V. 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? |
| |
2. | Is there non-compliance with Good Governance Conditions? |
|
2022 Scorecard
STANDARD | NEA COMPLIANCE/LINK |
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? |
| |
b. | Elaborates its efforts to interact with the communities in which they operate? |
| |
c. | Ensure that its value chain is environmentally friendly or is consistent with promoting sustainable development ? |
| |
2. | Does the GOCC disclose the activities that it has undertaken to implement the above mentioned policies? | ||
a. | Customer health and safety |
| |
b. | Interaction with the communities | ||
c. | Environmentally-friendly value chain | ||
3. | Does the GOCC have a separate corporate social responsibility (CSR) report/section or sustainability report/section? | ||
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? | |||
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? | ||
b. | Does the GOCC publish data relating to health, safety and welfare of its employees? | ||
c. | Does the GOCC have training and development programmes for its employees? | ||
d. | Does the GOCC publish data on training and development programs for its employees? | ||
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? | ||
b. | Does the GOCC have procedures to protect an employee/person who reveals illegal/unethical behavior from retaliation? |
II. Disclosure and Transparency (35%)
7. | Does the GOCC's website disclose the following items: | ||
a. | Corporate objectives | ||
b. | Financial performance indicators | ||
c. | Non-financial performance indicators | ||
d. | Details of whistle-blowing policy | ||
e. | Biographical details (at least age, qualifications, date of first appointment, relevant experience, and any other directorships of listed companies) of directors/commissioners | ||
f. | Training and/or continuing education programme attended by each director/commissioner | ||
8. | Are the Annual Reports downloadable from the GOCC's 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 such issue? | |||
10. | Timely filing/release of annual/financial reports | ||
a. | Are the audited annual financial report/statement released within 60 days upon receipt from COA? |
| |
b. | Is the annual report released within 90 days from release of audited financial report? |
| |
c. | Is the true and fairness/fair representation of the annual financial statement/reports affirmed by the board of directors/commissioners and/or the relevant officers of the company? |
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? | ||
b. | Does the Board of Directors monitor/oversee the implementation of the corporate strategy? | ||
12. | Did the GOCC achieve 90% in the PES? | Corporate Governance/GCG requirements/Performance Scorecard-Performance Evaluation System-Report 2022 | |
13. | Code of ethics or conduct | ||
a. | Are the details of the code of ethics or conduct disclosed? | ||
b. | Does the GOCC disclose that all Directors/Commissioners, senior management and employees are required to comply with the code? | ||
c. | Does the company disclose how it implements and monitors compliance with the code of ethics or conduct? | ||
14. | Does the Board appoint a Nomination and Compensation/Remuneration Committee? | ||
15. | Did the Nomination and Compensation/Remuneration Committee meet at least twice during the year? | ||
16. | If yes, is the report of the Nomination and Compensation/ Remuneration Committee publicly disclosed? | ||
17. | Does the Board appoint an Audit Committee? | ||
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)? | ||
20. | Did the Audit Committee meet at least four times during the year? | ||
21. | Does the Board appoint a Risk Management Committee? | ||
22. | If yes, is the report on Risk Management Committee publicly disclosed? | ||
23. | Does at least one member of the Risk Management Committee have a background in finance and investments? | ||
24. | Board meetings and attendance | ||
a. | Are the Board of Directors meetings scheduled at the beginning of the year? (end of Q1) |
| |
b. | Does the Board of Directors meet at least monthly? | ||
c. | Did the Board of Directors meet on at least 75% on their scheduled meetings? | ||
d. | Has each of the directors/commissioners attended at least 90% of all the board meetings held during the year? | ||
e. | Did the Board of Directors meet separately at least once during the year without the President/CEO present? | ||
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? | ||
b. | Is the Board Secretary trained in legal, accountancy or company secretarial practices? | ||
26. | Internal Audit | ||
a. | Does the company have a separate internal audit function? | ||
b. | Does the appointment and removal of the internal auditor require the approval of the Audit Committee? |
| |
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 material 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 persons assume the roles of Chairman and CEO? | |||
29. | Board of Directors Development | ||
a. | Does the GOCC have orientation programmes for new Directors? | ||
b. | Does the GOCC have a policy that encourages Directors/ Commissioners to attend on-going or continuous professional education programmes? | ||
c. | Did all Appointive Directors attend at least 1 training for the calendar year? | ||
30. | Board Appraisal | ||
a. | Is an annual performance assessment conducted of the Board of Directors? |
| |
b. | Does the GOCC disclose the process followed in conducting the Board assessment? |
| |
c. | Does the GOCC disclose the criteria used in the Board assessment? |
| |
31. | Committee Appraisal | ||
Is an annual performance assessment conducted of the Board of Directors Committees? |
|
IV. BONUS
Stakeholder Relationships | ||
1. | Does the GOCC practice Global Reporting Index (GRI) on its annual reports? | |
Disclosure and Transparency | ||
2. | Quality of Annual Report | |
Are the audited annual financial report/statement released within 30 days upon the receipt from COA? |
| |
|
V. 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? |
| |
2. | Is there non-compliance with Good Governance Conditions? |
|
2023 Scorecard
STANDARD | NEA COMPLIANCE/LINK |
I. Stakeholder Relationships (15%)
II. Disclosure and Transparency (35%)
7. | Does the GOCC's website disclose the following items: | ||
a. | Corporate objectives | ||
b. | Financial performance indicators | ||
c. | Non-financial performance indicators | ||
d. | Details of whistle-blowing policy | ||
e. | Biographical details (at least age, qualifications, date of first appointment, relevant experience, and any other directorships of listed companies) of directors/commissioners | ||
f. | Training and/or continuing education programme attended by each director/commissioner | ||
8. | Are the Annual Reports downloadable from the GOCC's 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 such issue? | |||
10. | Timely filing/release of annual/financial reports | ||
a. | Are the audited annual financial report/statement released within 60 days upon receipt from COA? |
| |
b. | Is the annual report released within 90 days from release of audited financial report? |
| |
c. | Is the true and fairness/fair representation of the annual financial statement/reports affirmed by the board of directors/commissioners and/or the relevant officers of the company? |
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? | ||
b. | Does the Board of Directors monitor/oversee the implementation of the corporate strategy? | ||
12. | Did the GOCC achieve 90% in the PES? | ||
13. | Code of ethics or conduct | ||
a. | Are the details of the code of ethics or conduct disclosed? | ||
b. | Does the GOCC disclose that all Directors/Commissioners, senior management and employees are required to comply with the code? | ||
c. | Does the company disclose how it implements and monitors compliance with the code of ethics or conduct? |
| |
14. | Does the Board appoint a Nomination and Compensation/Remuneration Committee? |
| |
15. | Did the Nomination and Compensation/Remuneration Committee meet at least twice during the year? | ||
16. | If yes, is the report of the Nomination and Compensation/ Remuneration Committee publicly disclosed? | ||
17. | Does the Board appoint an Audit Committee? | ||
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)? | ||
20. | Did the Audit Committee meet at least four times during the year? | ||
21. | Does the Board appoint a Risk Management Committee? |
| |
22. | If yes, is the report on Risk Management Committee publicly disclosed? | ||
23. | Does at least one member of the Risk Management Committee have a background in finance and investments? | ||
24. | Board meetings and attendance | ||
a. | Are the Board of Directors meetings scheduled at the beginning of the year? (end of Q1) | ||
b. | Does the Board of Directors meet at least monthly? | ||
c. | Did the Board of Directors meet on at least 75% on their scheduled meetings? | ||
d. | Has each of the directors/commissioners attended at least 90% of all the board meetings held during the year? | ||
e. | Did the Board of Directors meet separately at least once during the year without the President/CEO present? | ||
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? | ||
b. | Is the Board Secretary trained in legal, accountancy or company secretarial practices? | ||
26. | Internal Audit | ||
a. | Does the company have a separate internal audit function? | ||
b. | Does the appointment and removal of the internal auditor require the approval of the Audit Committee? | ||
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 material 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 persons assume the roles of Chairman and CEO? | |||
29. | Board of Directors Development | ||
a. | Does the GOCC have orientation programmes for new Directors? | ||
b. | Does the GOCC have a policy that encourages Directors/ Commissioners to attend on-going or continuous professional education programmes? | ||
c. | Did all Appointive Directors attend at least 1 training for the calendar year? | ||
30. | Board Appraisal | ||
a. | Is an annual performance assessment conducted of the Board of Directors? |
| |
b. | Does the GOCC disclose the process followed in conducting the Board assessment? |
| |
c. | Does the GOCC disclose the criteria used in the Board assessment? |
| |
31. | Committee Appraisal | ||
Is an annual performance assessment conducted of the Board of Directors Committees? |
|
IV. BONUS
Stakeholder Relationships | ||
1. | Does the GOCC practice Global Reporting Index (GRI) on its annual reports? | |
Disclosure and Transparency | ||
2. | Quality of Annual Report | |
Are the audited annual financial report/statement released within 30 days upon the receipt from COA? |
| |
|
V. 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? |
| |
2. | Is there non-compliance with Good Governance Conditions? |
|
GCG Requirements
1. On Institutional Matters
(a) For Chartered GOCCs, the latest version of its Charter; |
(b) For Non-chartered GOCCs, the latest General Information Sheet (GIS) and brief company background including date of incorporation, history, functions, and mandate; - (Not Applicable) |
(c) List of Subsidiaries and Affiliates; and - (Not Applicable) |
(d) Government Corporate Information Sheet (GCIS) as mandated by the GCG in its Memorandum Circular No. 2012-01 - "Audited Financial Statements (Unaudited), the Commission on Audit (COA) has yet to issue Annual Audit Report" - 2020 |
2. On the Board and Officers
(a) Complete listing of the Directors and Officers with attached resume, and their membership in Board Committees; |
(b) Complete compensation package of all the board members and officers, including travel, representation, transportation, and any other form of expenses or allowances; |
(c) Information on Board Committees and their activities; and |
(d) Attendance record of Directors in Board and Committee meetings. |
3. On Financial and Operational Matters
(a) Their latest annual Audited Financial and Performance Report within thirty (30) days from receipt of such Report: |
(b) Audited Financial Statements in the immediate past three (3) years; ► 2023 (date received by NEA from COA: May 30, 2024, date uploaded: June 3, 2024) ► 2022 (date received by NEA from COA: June 26, 2023, date uploaded: June 29, 2023) ► 2021 (date received by NEA from COA: June 29, 2022, date uploaded: July 21, 2022) ► 2020 (date received by NEA from COA: July 30, 2021, date uploaded: August 11, 2021) ► 2019 (date received by NEA from COA: August 26, 2020, date uploaded: September 9, 2020) ► 2018 (date received by NEA from COA: June 11, 2019, date uploaded: July 1, 2019) |
(d) Current Corporate Operating Budget (COB); |
(e) NG Advances |
(f) Government subsidies and net lending; |
(g) Foreign/Local Borrowings and All Borrowings Guaranteed by the Government; (As of April 2017, all foreign borrowings were already paid, no foreign borrowing since 1995) |
(h) Any material risk factors and measures taken to manage such risks; and |
(i) Performance Evaluation System (PES). |
(j) Annual Reports on the Status of Income Authorized by Law to be Deposited Outside the National Treasury |
4. On Governance Matters
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