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ADVISORY

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2024 Corporate Governance

LANDBANK is fully compliant with the provisions of the Code of Corporate Governance.

I. Stakeholder Relationship

ITEM QUESTION YES NO LINK SOURCE
1.a   Does the GOCC disclose a policy that: Stipulates the existence and scope of its effort to address customer's welfare?   ✔     Yes.
1.  See Major Roles of LANDBANK
2. See LANDBANK Promise
3. See Corporate Social Responsibility Statement		  
1.b   Does the GOCC disclose a policy that: Elaborates its efforts to interact with the communities in which they operate?   ✔     Yes.

1.  See Our Corporate Policy
2.  See Corporate Social Responsibility Statement and Integrated Quality and Environmental Policy		  
1.c   Does the GOCC disclose a policy that: Ensure that its value chain is environmentally friendly or is consistent with promoting sustainable development?   ✔     Yes.

1.  See Our Corporate Policy
2.  See Corporate Social Responsibility Statement and Integrated Quality and Environmental Policy		  
2.a   Does the GOCC disclose the activities that it has undertaken to implement the abovementioned policies? (Customer health and safety)   ✔    

Yes.

See Corporate Social Responsibility Statement and Enhanced Environmental and Social Safeguards Relative to Credit Delivery

  
2.b   Does the GOCC disclose the activities that it has undertaken to implement the abovementioned policies? (Interaction with the communities)   ✔     Yes. Please see below:

1. CSR
a) LANDBANK adopts DepEd schools for repair, rehab (11 Sep 2024)
b) LANDBANK volunteerism - BayanAnihan Harvest Festival by Gawad Kalinga SEED PH (9 Dec 2024)

2. Awards:
a) PhilHealth lauds LANDBANK as outstanding wellness partner
(28 Feb 2024)
b) LANDBANK recognized for contributions to basic education
(March 2024)
c) On the back of record earnings: LANDBANK tops remittance to National Gov’t with P32.119-B in dividends (7 May 2024)
d) LANDBANK bags ‘best managed investment fund’ award (23 May 2024)
e) LANDBANK clinches int’l awards for rural electrification, financial inclusion (6 June 2024)
f) LANDBANK recognized as outstanding BSP partner (20 August 2024)
g) Pag-IBIG honors LANDBANK as top government employer (4 Sep 2024)
h) LANDBANK wins big at ARTA Awards for excellent service (3 Dec 2024)
i) See other Awards received by LANDBANK in 2024

3. Financial Inclusion / Capacity Building
a) LANDBANK advances financial inclusion for farmers, fishers in GIDA communities (8 Mar 2024)
b) LANDBANK, Partners launch AGRISENSO Plus to boost agri value chain (4 Nov 2024)

4. Aids/Donation
a) Healthway secures P500-M LANDBANK loan for cancer patients’ care (24 Jan 2024)
b) DSWD taps LANDBANK anew to deliver crisis aid (29 May 2024)
c) LANDBANK offers support for calamity-hit sectors (27 Oct 2024)
 		  
2.c    Does the GOCC disclose the activities that it has undertaken to implement the abovementioned policies? (Environmentally- friendly value chain)   ✔     Yes. See Environment-friendly value chain process.

Press-Releases
a) LANDBANK backs Iloilo market vendors with QR payments (25 Jan 2024)
b) LANDBANK unveils time deposit supporting social, sustainable projects (14 Feb 2024)
c) LANDBANK boosts support in rice-producing provinces with agri-hubs (14 Mar 2024)
d) LANDBANK backs co-op to expand services for uniformed personnel (23 Apr 2024)
e) LANDBANK to adopt QR feature in cash aid delivery (22 May 2024)
f) LANDBANK backs Philippine Army co-op with P10-B loan line (11 June 2024)
g) LANDBANK grants P120-M loan to boost Basilan town’s agri, infra dev’t (26 Jun 2024)
h) LANDBANK-backed co-op empowers rice, onion farmers in Nueva Ecija (4 July 2024)
i) LANDBANK offers enhanced loans, cash support for emergencies (2 Sep 2024)
j) LANDBANK backs Prime Infra’s sustainability push with P5-B boost (5 Sep 2024)
k) LANDBANK, SariSuki unite to empower farmers with accessible credit (12 Sep 2024)
l) Expanding financial access for small farmers: LANDBANK partners with KITA Agritech, TAO Foods to boost agri modernization (9 Oct 2024)
m) LANDBANK launches financial lifeline for pensioners, gov’t employees (28 Nov 2024)		  
3   Does the GOCC have a separate corporate social responsibility (CSR) report/section or sustainability report/section?   ✔     Yes.
1) Please see LANDBANK CSR Statement page


2) Social Media posts:
a) LANDBANK adopts DepEd schools for repair, rehab (11 Sep 2024)
b) LANDBANK volunteerism - BayanAnihan Harvest Festival by Gawad Kalinga SEED PH (9 Dec 2024)		  
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?   ✔     Yes.

Please see LANDBANK's website "Contact Us" page		  
5.a   Performance-enhancing mechanisms for employee participation should be permitted to develop. Does the GOCC explicitly mention the health, safety and welfare policy for  its employees?   ✔     Yes, internal issuances are disseminated to employees through internal communication channels.

See:

 1) The Landbank Psychological Resilience Program LBP EO No. 099, s. 2021

2) Revised Guidelines on the Implementation of  the LANDBANK Drug-Free Workplace Program LBP EO No. 070, s. 2024
  
3) Guidelines on the Implementation of the LANDBANK Workplace Policy and Education Program on Human Immunodeficiency Virus (HIV) and Acquired Immune Deficiency Syndrome (AIDS) LBP EO No. 031, s. 2022 and

4) Creation of LANDBANK Safety and Health Committee (SHC) LBP SO 599, s. 2021, and the revision through LBP SO No. 326, s. 2022 to further strengthen the Safety and Health Committee (SHC).
 		  
5.b   Does the GOCC publish data relating to health, safety and welfare of its employees?   ✔     Yes. See Employee Health and Well-being 2024.  
5.c   Does the GOCC have training and development programmes for its employees?   ✔     Yes. See LANDBANK 2024 Training Calendar.  
5.d   Does the GOCC publish data on training and development programms for its employees?   ✔     Yes. See ODD Accomplishment Report as of December 2024.  
6.a   Does the GOCC have a separate corporate social responsibility (CSR) report/section or sustainability report/section?   ✔     Yes. Provided under Items C. General Guidelines, and D. Detailed Procedures of LBP EO No. 088, s. 2024, Revised Guidelines on Internal Whistleblowing and Reporting, pages 2 to 7 and Annex A (Detailed Procedures in Handling Internal Whistleblowing and Reporting)    
6.b   Does the GOCC have procedures to protect an employee/person who reveals illegal/ unethical behavior from retaliation?   ✔     Yes. See pages 7 to 8 of LBP EO No. 088, s. 2024 Revised Guidelines on Internal Whistleblowing and Reporting.  

II. Disclosure and Transparency

ITEM QUESTION YES NO LINK SOURCE
7.a   Does the GOCC's website disclose the following items: Corporate objectives   ✔     Yes. See LANDBANK Vision and Mission and LANDBANK Business Model and Strategic Objectives

You may also see the following 2024 Performance Scorecard on the Transparency Seal: 
- 2024 First Quarter Performance Scorecard
- 2024 Second Quarter Performance Scorecard
- 2024 Third Quarter Performance Scorecard

* 2024 Fourth Quarter Performance Scorecard is yet to be submitted to DOF and GCG, and uploaded to the Bank's website not later than the last working day of April 2024.		  
7.b   Does the GOCC's website disclose the following items: Financial performance indicators   ✔     The Audited Financial Statement for 2024 is not yet available.  
7.c   Does the GOCC's website disclose the following items: Non-financial performance indicators   ✔    

Yes. See LANDBANK Non-Financial Performance Indicators (2024).

1. Touchpoints as of December 2024:
 - Branches - 607
 - LANDBANK ATM - 3,229
 - LANDBANK CDM - 238
 - PAPI ATM- 3,449
 - LANDBANKasama-Partners- 1,130
 - LANDBANK POS Terminals- 1,914
 - POS Retail- 876
 - Lending Centers- 60

2. Support to National Government Programs
-Top Dividend Provider:
PHP32.119 Bn remitted to the National Government
-Largest Lender to LGUs:
PHP130.62 Bn in loans for local development projects in agri-infrastructure, hospitals, schools, water, and power
-NG’s Distribution Arm:
Cash grants for 10 Mn Conditional Cash Transfer (CCT) and Unconditional Cash Transfer (UCT) beneficiaries under DSWD
-Maharlika Fund Contribution:
PHP50 Bn remitted to BTr for the Maharlika Investment Fund
-Pandemic Support:
Conduit for social amelioration programs under Bayanihan laws for DA, DOLE, and DOTR
- Strong Partnership:
Administered lending programs for the DA and DAR with cumulative releases of PHP23.7 Bn for more than 300 thousand borrowers:
• Disbursed a total of P117.24 billion to over 10 million beneficiaries in partnership with DSWD
• Distributed fuel subsidies amounting to P1.53 billion to over 570 thousand PUV drivers and operators
• Remitted P50bn to the Bureau of Treasury in support of Maharlika Investment Corporation
• Lead Issue Manager for RTB29, RDB2 and Maiden Tokenized Bonds

3. Digital Transformation
• In 2024, LANDBANK's income from digital banking channels exceeded PHP1.0 billion, driven by an impressive 162.28 million transactions across its platforms. This milestone reflects the growing adoption of digital banking services among customers, as well as the Bank’s continued investment in enhancing its digital infrastructure and user experience.

Digital and ATM Service Performance:
▪ Internet Banking: 99.56% availability, exceeding the 90% target
▪ ATM Availability: Onsite ATMs at 97.75%, with NCR at 92.36% and Field Units at 93.28%, all above targets.

  
7.d   Does the GOCC's website disclose the following items: Details of whistle-blowing policy   ✔     Yes. Pages 2 to 7 of LBP EO No. 088, series of 2024, Revised Guidelines on Internal Whistleblowing and Reporting.  
7.e   Does the GOCC's website disclose the following items: Biographical details (at least age, qualifications, date of first appointment,  relevant experience, and any other  directorships of listed companies) of directors/ commissioners   ✔     Yes. See Board Qualifications, Educational Background and Experiences (2024).  
7.f   Does the GOCC's website disclose the following items: Training and/or continuing education programme attended by each director/commissioner   ✔     Yes. See Board Qualifications, Educational Background and Experiences (2024).  
9   Does the GOCC's website 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?   ✔     Yes. See Corporate Governance.  

III. Board Responsibility

ITEM QUESTION YES NO LINK SOURCE
11.a   Has the Board of Directors reviewed the vision and mission/ strategy in the last financial year?   ✔     Yes. See Board’s Overall Responsibility 2024.

The LANDBANK Board reviewed and approved the Bank's Revised Vision and Mission Statements of the Bank on 26 June 2024, per Board Resolution No. 24-468. 		  
11.b   Does the Board of Directors monitor/oversee the implementation of the corporate strategy?   ✔     Yes. See Board’s Overall Responsibility 2024.   
13.a   Are the details of the code of ethics or conduct disclosed?   ✔     Yes. See 2024 Code of Conduct for LANDBANK Employees and Board of Directors.  
13.b   Does the GOCC disclose that all Directors/Commissioners, senior management
and employees are required to comply with the code?		   ✔     Yes. See 2024 Code of Conduct for LANDBANK Employees and Board of Directors, page 6 (Coverage)   
13.c   Does the company disclose how it implements and monitors compliance with the code of ethics or conduct?   ✔     Yes. See 2024 Code of Conduct for LANDBANK Employees and Board of Directors, page 6 (Compliance with the Code)  
14   Does the Board appoint  a Nomination Compensation / Remuneration Committee?   ✔     Yes. See Board-Level Committees including Membership and Function, Corporate Governance Committee, pages 7-8  
15   Did the Nomination Compensation/Remuneration Committee meet at least twice during the year?   ✔     Yes. See Board-Level Committees including Membership and Function, Corporate Governance Committee, pages 8-9, which states that based on its charter, the Corporate Governance Committee has to meet at least every quarter of every year. It held a total of seven meetings in 2024.   
16   If yes, is the report of the Nomination Compensation/Remuneration Committee
publicly disclosed?		   ✔     Yes. See Board-Level Committees including Membership and Function, Corporate Governance Committee, pages 8-9,  and CGCom Accomplishment Report, which states that the CG Com issued 38 resolutions which tackled the Results of the Performance Rating System, Updated Manual on Corporate Governance, Organizational Changes, Transfer of Reporting Lines, Establishment of Lending Center and Promotions of Senior Officers.  
17   Does the Board appoint an Audit Committee?   ✔     Yes. See Audit and Compliance Committee section of Board-Level Committees including Membership and Functions (as of 31 December 2024), pages 1-2
  
1) Dir. David D. Erro -  Chairman
2) Dir. Virginia N. Orogo - Vice Chairman
3) Dir. Conrado M. Estrella III - Member (effective 24 Jan 2024)
Alternate:  Usec. Napoleon U. Galit (effective 24 Jan 2024)		  
18   If yes, is the report of the Audit Committee publicly disclosed?   ✔     Yes. The AC Com’s accomplishments are incorporated in the Bank’s Annual Report which is posted in the LANDBANK website; hence, available to the public.

See Functional Supervision, Board-Level Committees including Membership and Function, Audit and Compliance Committee, pages 1-2. 		 
19   Does at least one member of the Audit Committee have an audit, accounting or finance background (qualification or experience)?   ✔     Yes.  See Membership to Board-Level Committees and Relevant Qualifications, pages 6, 9-11, and Directors Profile.

The following AC Com members have Audit and Finance background:
 
1.  Dir. Atty. David Erro - Bachelor of Laws (assumed – April 12, 2023) - former DAR Undersecretary who headed four sectors/offices—Finance, Planning and Administration; Policy, Planning and Research; Field Operations; and External Affairs and Communications Operations, all while serving as the official spokesperson with the longest term.
 
2. Dir. Virginia N. Orogo - Bachelor's Degree in Social Work (assumed - March 08, 2023); with Certificate in Social Entrepreneurship and Enterprise Development, and training in Developmental Marketing and Alternative Trading
 
3. Dir. Conrado M. Estrella III – Bachelor of Arts in Political Science (assumed – January 24, 2024)- Treasurer of Rural Bank of Rosales)
 		  
20   Did the Audit Committee meet at least four
times during the year?		   ✔     Yes, it meets at least once a month. Please refer to Board-Level Committees including Membership and Function, which states that “The Committee meets at least once a month and held a total of 12 meetings in 2024.”
 
 		  
21   Does the Board appoint a Risk Management Committee?   ✔     Yes. See Board-Level Committees including Membership and Functions, Risk Oversight Committee (RISKCOM), pages 3-5.  
22   If yes, is the report on Risk Management Committee publicly disclosed?   ✔     Yes. See Board-Level Committees including Membership and Functions, Risk Oversight Committee, pages 3-5,  and RISKCOM Accomplishment Report for PY 2024, which shows the schedule of the approved Policies, Guidelines, and Plans, Noted/Confirmed Regular Reports, and Approved/Noted/Confirmed Ad Hoc Reports.  
23   Does at least one member of the Risk Management Committee have a background in finance and investments?   ✔     Yes. See Board-Level Committees including Membership and Functions, pages 3-5 and Relevant Qualifications.

Chairperson:  Dir. Nancy D. Irlanda

Vice Chairperson: DOF Sec. Ralph G. Recto
(Alternate Member: OIC-Deputy Treas. Ma. Nanette C. Diaz)

Members: 
1) DA Sec. Francisco Tiu Laurel Jr.
(Alternate Member: USec. Asis G. Perez)
2) Dir. Virginia N. Orogo
 		  
24.a   Are the Board of Directors meetings scheduled at the beginning of the year? (end of Q1)   ✔     Yes. See Board Meetings and Attendance 2024, which states that the schedule of the meetings of the Board of Directors is agreed upon at the beginning of the year. For CY 2024, this was agreed upon during the Board meeting held on December 18, 2023.  
24.b   Does the Board of Directors meet at least
monthly?		   ✔     Yes. See Board Meetings and Attendance 2024, 2nd statement of 2nd paragraph, which states that in general, there are at least two meetings scheduled per month, held on every second and fourth Wednesday of each month, for a targeted total number of 24 meetings per year.  See also Directors' Attendance 2024.
 		  
24.c   Did the Board of Directors meet on at least 75% on their scheduled meetings?   ✔     Yes. See Directors' Attendance 2024.  
24.d   Has each of the directors/commissioners attended at least 90% of all the board meetings held during the year?   ✔     Yes. See Directors' Attendance 2024.  
24.e   Did the Board of Directors meet separately at least once during the year without the
President/CEO present?		   ✔     Yes. See Board Meetings and Attendance 2024, last statement of 1st paragraph, which states that the Corporate Secretary from January to December 2024 was Atty. Myra-Lyn S. Peñalosa, who has been a member of the Philippine Bar since 1997.   
25.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?   ✔     Yes. See Board Meetings and Attendance 2024, 4th statement of 1st paragraph, which states that as much as practicable, materials for the Board meeting are sent to the members of the Board at least three business days before the Board meeting.  
25.b   Is the Board Secretary trained in legal, accountancy or company secretarial practices?   ✔     Yes. See Board Meetings and Attendance 2024, last statement of 1st paragraph, which states that the Corporate Secretary from January to December 2024 was Atty. Myra-Lyn S. Peñalosa, who has been a member of the Philippine Bar since 1997.   
26.a   Does the company have a separate internal audit function?   ✔     Yes, thru the Internal Audit Group. See Units under the Board of Directors (Internal Audit Group).  
26.b   Does the appointment and removal of the internal auditor require the recommendation of the Audit Committee?   ✔     Yes, the AC Committee endorsed to the Board the appointment or removal of IAG Head as per 5.1.a Responsibilities in the Functional Supervision over IAG and CMG under page 38 of 106 of the Corporate Governance Manual item "a. Endorse to the Board the appointment or removal of the Heads of IAG and CMG" and per Audit and Compliance Committee Accomplishment Report for the Second Quarter of 2024 under Highlights of Meetings section A.2 of the Major Initiatives and Proposals Approved/Endorsed by AC Com as reflected in page 7 of the report, the Appointment of the New IAG Head in August 2024.
 		  
27.a   Does the company disclose the internal control procedures/risk management systems it has in place?   ✔     Yes. See LANDBANK Risk Management (RM) Philosophy & Culture, particularly the 1st sentence of the 6th paragraph, the LANDBANK Board through the RISKCOM and Senior Management, are actively involved in an enterprise-wide RM oversight which involves formulation and approval of RM framework, policies and strategies, internal controls, and RM system as well as the annual review thereof. The LANDBANK Board and Senior Management are also involved in an organizational-wide risk monitoring which is used as basis for decision-making and review of LANDBANK’s controls/mitigating measures (operational, financial and compliance control) and RM system.  
27.b   Does the Annual Report disclose that the board of directors/commissioners has conducted a review of the company's material controls (including operational, financial and compliance
controls) and risk management systems?		   ✔     Yes. See LANDBANK Risk Management (RM) Philosophy & Culture, particularly the 1st sentence of the 6th paragraph, the LANDBANK Board through the RISKCOM and Senior Management, are actively involved in an enterprise-wide RM oversight which involves formulation and approval of RM framework, policies and strategies, internal controls, and RM system as well as the annual review thereof. The LANDBANK Board and Senior Management are also involved in an organizational-wide risk monitoring which is used as basis for decision-making and review of LANDBANK’s controls/mitigating measures (operational, financial and compliance control) and RM system.  
27.c   Does the company disclose how key risks are managed?   ✔     Yes. See Risk Management Disclosure in the LANDBANK Annual Report which stated the oversight functions conducted through the application of the RM Framework to the following key risk areas:
1) Credit Risk
2) Market Risk,
3) Liquidity Risk
4) Interest Rate Risk in the Banking Book
5) Operational Risk
6) Information Security & Technology Risk

Also included therein is the risk management of the Subsidiaries Risk. 		 
27.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?   ✔     Yes. See LANDBANK Risk Management (RM) Philosophy & Culture,  particularly the 4th paragraph stating that: “Results of audit engagements disclosed that the Bank’s overall internal control, risk management, and compliance processes provide reasonable assurance that the operating objectives are met in the areas of:
(1) efficiency and effectiveness of operations;
(2) reliability, timeliness, and transparency of internal and external information; and
(3) compliance with laws, regulations, bank policies and contracts."		  
28   Do different persons assume the roles of Chairman and CEO?   ✔     Yes. See Board Composition 2024, which states that the positions of Chairman of the Board, and President & CEO, are held by two different persons. The Chairman of the Board is Sec. Benjamin E. Diokno from January 1 to 11, 2024, and Sec. Ralph G. Recto on January 12, 2024, Secretary of the Department of Finance, while the President & CEO is President & CEO Lynette V. Ortiz from January 1, 2024 to December 31, 2024, who is also the Vice-Chairperson.  
29.a   Does the GOCC have orientation programs for new Directors?   ✔     Yes. See Orientation and Education Program for Directors and Senior Management, 3rd paragraph.  
29.b   Does the GOCC have a policy that encourages Directors/Commissioners to attend on-going or continuous professional education programs?   ✔     Yes. See Orientation and Education Program for Directors and Senior Management, 1st and 2nd paragraphs.  
29.c   Did all Appointive Directors attend at least 1 training for the calendar year?   ✔     Yes. See BOD Training and Seminars (2024) thus:
1) Dir. Nancy D. Irlanda
2) Dir. David D. Erro
3) Dir. Virginia N. Orogo   
 		  
30.a   Is an annual performance assessment conducted of the Board of Directors?   ✔     Yes. See Performance Evaluation.  
30.b   Does the GOCC disclose the process followed
in conducting the Board assessment?		   ✔     Yes. See Performance Evaluation.  
30.c   Does the GOCC disclose the criteria used in the
Board assessment?		   ✔     Yes. See Performance Evaluation.  
31   Is an annual performance assessment conducted of the Board of Directors Committees?   ✔     Yes. See Performance Evaluation.