Philippine Laws Platform

[ BSP CIRCULAR NO. 793, April 08, 2013 ]

AMENDMENT TO ALIGN THE FAMILIAL RESTRICTIONS APPLICABLE TO “INDEPENDENT DIRECTOR” WITH THE EXISTING PROVISION OF THE SECURITIES REGULATION CODE

Pursuant to Monetary Board Resolution No. 406 dated 7 March 2013, the following provisions of the Manual of Regulations for Banks (MORB) and the Manual of Regulations for Non-Bank Financial Institutions (MORNBFI) on the familial restrictions applicable to an independent director are hereby amended.

Section 1.Item (4) of Subsection X141.1.b of the MORB shall be amended, as follows:

“§ X141.1Definition/limits
“x x x
“b.Limits on the number of the members of the board of directors.
“x x x
“An independent director shall mean a person who-
“x x x
“(4)
Is not a relative, legitimate or common-law of any director, officer or majority shareholder of the bank or any of its related companies. For this purpose, relatives refer to the spouse, parent, child, brother, sister, parent-in-law, son-/daughter-in-law, and brother-/sister-in-law;
“x x x.”

Section 2.Item (4) of Section X144.c of the MORB shall be amended, as follows:

“Sec. X144 Bio-data of Directors and Officers
“x x x
“In the case of the independent directors, the bio-data shall be accompanied by a certification under oath from the director concerned that he/she is an independent director as defined under Subsec. X141.1 that all the information thereby supplied are true and correct, and that he/she:
“x x x
“(4)
Is not a relative, legitimate or common-law of any director, officer or majority shareholder of the bank or any of its related companies. For this purpose, relatives refer to the spouse, parent, child, brother, sister, parent-in-law, son-/daughter-in-law, and brother-/sister-in-law;
“x x x.”

Section 3.Item (4) of Subsection 4141Q.1 of the MORNBFI shall be amended, as follows:

“§ 4141Q.1Limits on the number of the members of the board of directors
“x x x
“An independent director shall mean a person who-
“x x x
“(4)
Is not a relative, legitimate or common-law of any director, officer or majority shareholder of the bank or any of its related companies. For this purpose, relatives refer to the spouse, parent, child, brother, sister, parent-in-law, son-/daughter-in-law, and brother-/sister-in-law;
“x x x.”

Section 4.Item 4. of Section 4192Q of the MORNBFI shall be amended, as follows:

“Sec. 4192Q (2008 - 4162Q/4162Q.2) Reports/Manner of filing.
“x x x
“In the case of the independent directors, the bio-data shall be accompanied by a certification under oath from the director concerned that he/she is an independent director as defined under Subsec. 4141Q.1 that all the information thereby supplied are true and correct, and that he/she:
“x x x
“4.
Is not a relative, legitimate or common-law of any director, officer or majority shareholder of the bank or any of its related companies. For this purpose, relatives refer to the spouse, parent, child, brother, sister, parent-in-law, son-/daughter-in-law, and brother-/sister-in-law;
“x x x.”

This Circular shall take effect fifteen (15) calendar days following its publication either in the Official Gazette or in a newspaper of general circulation.

FOR THE MONETARY BOARD:

(SGD.) AMANDO M. TETANGCO, JR.
Governor