Beyond the regulatory requirement for the number of board committees, EDC’s board of directors takes pride with its initiative of having six (6) board committees to assist in handling oversight functions on operational matters which would require careful deliberation prior to elevation to the board. These are the Audit and Governance Committee (AGC), Nomination and Compensation Committee (NCC), Risk Management Committee (RMC), Corporate Social Responsibility Committee (CSRC), Operations Committee (OpsCom), and the Related Party Transactions Committee (RPTC).

The members of each committee were appointed in consideration of regulatory requirements, governance best practices, individual expertise, and operational demands.

Below are the pertinent information pertaining to EDC’s board committees, with updates from the 2016 Organizational Meeting of the Board of Directors (updated as of May 2018):

	Audit & Governance	Nomination & Compensation	Risk Management	Corporate Social Responsibility	Operations	Related Party Transactions
Composition according to Charter (amended August 2017)	At least 3 NED, three of whom are independent directors	At least 3 directors with one ID	At least 3 directors as members; as far as practicable, composed of NEDs, 3 of whom are IDs	At least 3 directors	At least 5 directors	At least 5 directors, 3 of whom are IDs
Current Members	Seven Members 3 ID, 4 NED	Five Members 1 ID, 3 NED, 1 ED	Four Members 4 NED	Five Members 1 ID, 2 ED, 2 NED	Six members 2 ED, 4 NED	Nine Members 3 ID, 4 NED, 2 ED
Members 2018-2019	E.O. Chua (ID/Chairman), F.E. Lim (ID), M.I. Ayala (ID), F.G.B. Puno (NED), J.C. Russell (NED), J.E. Quintos IV (NED), D.A. Baldwin (NED)	F.R. Lopez (ED/Chairman), M.I.Ayala (ID), F.G.B. Puno (NED), D.A. Baldwin (NED)	F.G.B. Puno (NED/Chairman), J.C. Russell (NED), D.A. Baldwin (NED)	F.R. Lopez (ED/Chairman), E.O. Chua (ID), R.B. Tantoco (ED), J.E. Quintos IV (NED), D.A. Baldwin (NED)	F.R. Lopez (ED), R.B. Tantoco (ED), F.G.B. Puno (ED), J.C. Russell (NED), J.E. Quintos IV (NED), D.A. Baldwin (NED)	M.I. Ayala (ID/Chairman), F.E. Lim (ID), E.O. Chua (ID), J.C. Russell (NED). F.R. Lopez (ED), R.B. Tantoco (ED), F.G.B. Puno (NED), D.A. Baldwin (NED), J.E. Quintos IV (NED)
Members 2017-2018 (updated as of OCTOBER 2017)	E.O. Chua (ID/Chairman), F.E. Lim (ID), M.I. Ayala (ID), F.G.B. Puno (NED), J.C. Russell (NED), J.E. Quintos IV (NED), D.S. Luboff (NED)	F.R. Lopez (ED/Chairman), M.I.Ayala (ID), F.G.B. Puno (NED), D.S. Luboff (NED)	F.G.B. Puno (NED/Chairman), J.C. Russell (NED), D.A. Baldwin (NED)	F.R. Lopez (ED/Chairman), E.O. Chua (ID), R.B. Tantoco (ED), J.E. Quintos IV (NED), D.A. Baldwin (NED)	F.R. Lopez (ED), R.B. Tantoco (ED), F.G.B. Puno (ED), J.C. Russell (NED), J.E. Quintos IV (NED), D.A. Baldwin (NED	M.I. Ayala (ID/Chairman), F.E. Lim (ID), E.O. Chua (ID), J.C. Russell (NED). F.R. Lopez (ED), R.B. Tantoco (ED), F.G.B. Puno (NED), D.S. Luboff (NED), J.E. Quintos IV (NED)
2017 Attendance	Six Meetings EOC (5), FGBP (2), FEL (6), MIA (5), JCR (3), JEQ IV (1), DSL (1)Previous members: VBS (2), EBP (1)	Three Meetings FRL (3), FGBP (3), MIA (2), DSL (0) previous member: PDGJ (3)	Two Meetings FGBP (2), JCR (2), DAB (0) Previous member: PDGJ (2)	One Meeting FRL (1), RBT (1), JEQ (1), EOC (0), DAB (1) Previous Member: EBP (0)	Three Meetings FRL (13), RBT (22), FGBP (15), JCR (19), JEQIV (20), DAB (2) Previous members: EBP (4) VBS (14)	Six Meetings EOC (6), FGBP (3), FEL (6), MIA (5), JCR (2), RBT (1), FRL (0), DSL (1), JEQ IV (1) Previous member: EBP (1)
2016 Attendance	Four Meetings EOC (4), EBP (2), FGBP (3), FEL (3), ATV (2), MIA (1)	Four Meetings FRL (4), FGBP (4), ATV (3), PDGJ (4)	Four Meetings FRL (4), FGBP (4), ATV (3), PDGJ (4)	One Meeting FRL (1), EBP (1), ATV (1), EOC (0)	22 Meetings FRL (11), RBT (21), FGBP (19),EBP (10), JCR (19), JEQIV (11), PDGJ (1)	Four Meetings EOC (4), EBP (2), FGBP (3), FEL (3), ATV (2), MIA (1)
Charter	ACG Charter (Rev August 8, 2017)	NCC Charter (Rev. 2017)	RMC Charter (Rev. August 8, 2017)	CSRC Charter (January 30, 2013)	OpsCom Charter (Rev.January 30, 2013)	RPTC Charter (Approved Sept. 9, 2015)
Previous Annual Activity Reports	2016, 2015, 2014, 2013, 2012, 2011, 2010, 2009, 2008, 2007	2016, 2015, 2014, 2013, 2012, 2011, 2010, 2009, 2008	2016, 2015, 2014, 2013, 2012, 2011, 2010, 2009, 2008	2016, 2015, 2014, 2013, 2012, 2011, 2010, 2009, 2008, 2007	2016, 2015, 2014, 2013, 2012, 2011, 2010, 2009, 2008, 2007	2016, 2015

*Independent Director Manuel I. Ayala was elected on September 7, 2016 to replace Independent Director Arturo T. Valdez, who resigned form the Board.

** Director Victor Emmanuel B. Santos was elected on February 28, 2017 to replace Director Ernesto B. Pantangco, who retired.

Below are the pertinent information pertaining to EDC’s Board Committees, with updates from the 2016 Organizational Meeting of the Board of Directors (Updated as of May 2018):

Audit & Governance

Composition, according to Charter (AMENDED AUGUST 2017):

AT LEAST 3 NED, THREE OF WHOM ARE INDEPENDENT DIRECTORS

Current Members:

SEVEN MEMBERS

3 ID, 4 NED

Members 2018-2019:

E.O. Chua (ID/Chairman), F.E. Lim (ID), M.I. Ayala (ID), F.G.B. Puno (NED), J.C. Russell (NED), J.E. Quintos IV (NED), D.A. Baldwin (NED)

Members 2017-2018 (updated as of OCTOBER 2017):

E.O. Chua (ID/Chairman), F.E. Lim (ID), M.I. Ayala (ID), F.G.B. Puno (NED), J.C. Russell (NED), J.E. Quintos IV (NED), D.S. Luboff (NED)

2017 Attendance:

SIX MEETINGS
EOC (5), FGBP (2), FEL (6), MIA (5), JCR (3), JEQ IV (1), DSL (1)Previous members: VBS (2), EBP (1)

2016 Attendance:

FOUR MEETINGS
EOC (4), EBP (2), FGBP (3), FEL (3), ATV (2), MIA (1)

Charter:

ACG Charter (Rev August 8, 2017)

Previous Annual Activity Reports:

2016, 2015,
2014, 2013,
2012, 2011,
2010, 2009,
2008, 2007

Nomination & Compensation

Composition, according to Charter (AMENDED AUGUST 2017):

AT LEAST 3 DIRECTORS, WITH 1 ID

Current Members:

FIVE MEMBERS

1 ID, 3 NED, 1 ED

Members 2018-2019:

F.R. Lopez (ED/Chairman), M.I.Ayala (ID), F.G.B. Puno (NED), D.A. Baldwin (NED)

Members 2017-2018 (updated as of OCTOBER 2017):

F.R. Lopez (ED/Chairman), M.I.Ayala (ID), F.G.B. Puno (NED), D.S. Luboff (NED)

2017 Attendance:

THREE MEETINGS

FRL (3), FGBP (3), MIA (2), DSL (0)
previous member: PDGJ (3)

2016 Attendance:

FOUR MEETINGS

FRL (4), FGBP (4), ATV (3), PDGJ (4)

Charter:

NCC Charter (Rev. 2017)

Previous Annual Activity Reports:

2016, 2015, 2014, 2013, 2012, 2011, 2010, 2009, 2008

Risk Management

Composition, according to Charter (AMENDED AUGUST 2017):

AT LEAST 3 DIRECTORS AS MEMBERS; AS FAR AS PRACTICABLE, COMPOSED OF NEDs, 3 OF WHOM ARE IDs

Current Members:

FOUR MEMBERS

4 NED

Members 2018-2019:

F.G.B. Puno (NED/Chairman), J.C. Russell (NED), D.A. Baldwin (NED)

Members 2017-2018 (updated as of OCTOBER 2017):

F.G.B. Puno (NED/Chairman), J.C. Russell (NED), D.A. Baldwin (NED)

2017 Attendance:

TWO MEETINGS

FGBP (2), JCR (2), DAB (0)
Previous member: PDGJ (2)

2016 Attendance:

FOUR MEETINGS

FRL (4), FGBP (4), ATV (3), PDGJ (4)

Charter:

RMC Charter (Rev. August 8, 2017)

Previous Annual Activity Reports:

2016, 2015, 2014, 2013, 2012, 2011, 2010, 2009, 2008

Corporate Social Responsibility

Composition, according to Charter (AMENDED AUGUST 2017):

AT LEAST 3 DIRECTORS

Current Members:

FIVE MEMBERS

1 ID, 2 ED, 2 NED

Members 2018-2019:

F.R. Lopez (ED/Chairman), E.O. Chua (ID), R.B. Tantoco (ED), J.E. Quintos IV (NED), D.A. Baldwin (NED)

Members 2017-2018 (updated as of OCTOBER 2017):

F.R. Lopez (ED/Chairman), E.O. Chua (ID), R.B. Tantoco (ED), J.E. Quintos IV (NED), D.A. Baldwin (NED)

2017 Attendance:

ONE MEETING

FRL (1), RBT (1), JEQ (1), EOC (0), DAB (1)
Previous Member: EBP (0)

2016 Attendance:

ONE MEETING

FRL (1), EBP (1), ATV (1), EOC (0)

Charter:

CSRC Charter (January 30, 2013)

Previous Annual Activity Reports:

2016, 2015,
2014, 2013,
2012, 2011,
2010, 2009,
2008, 2007

Operations

Composition, according to Charter (AMENDED AUGUST 2017):

AT LEAST 5 DIRECTORS

Current Members:

SIX MEMBERS

2 ED, 4 NED

Members 2018-2019:

F.R. Lopez (ED), R.B. Tantoco (ED), F.G.B. Puno (ED), J.C. Russell (NED), J.E. Quintos IV (NED), D.A. Baldwin (NED)

Members 2017-2018 (updated as of OCTOBER 2017):

F.R. Lopez (ED), R.B. Tantoco (ED), F.G.B. Puno (ED), J.C. Russell (NED), J.E. Quintos IV (NED), D.A. Baldwin (NED)

2017 Attendance:

THREE MEETINGS

FRL (13), RBT (22), FGBP (15), JCR (19), JEQIV (20), DAB (2)
Previous members: EBP (4) VBS (14)

2016 Attendance:

TWENTY-TWO MEETINGS

FRL (11), RBT (21), FGBP (19),EBP (10), JCR (19), JEQIV (11), PDGJ (1)

Charter:

OpsCom Charter (Rev.January 30, 2013)

Previous Annual Activity Reports:

2016, 2015,
2014, 2013,
2012, 2011,
2010, 2009,
2008, 2007

Related Party Transactions

Composition, according to Charter (AMENDED AUGUST 2017):

AT LEAST 5 DIRECTORS

Current Members:

AT LEAST 5 DIRECTORS, 3 OF WHOM ARE IDS

Members 2018-2019:

NINE MEMBERS

3 ID, 4 NED, 2 ED

Members 2017-2018 (updated as of OCTOBER 2017):

M.I. Ayala (ID/Chairman), F.E. Lim (ID), E.O. Chua (ID), J.C. Russell (NED). F.R. Lopez (ED), R.B. Tantoco (ED), F.G.B. Puno (NED), D.A. Baldwin (NED), J.E. Quintos IV (NED)

2017 Attendance:

SIX MEETINGS

EOC (6), FGBP (3), FEL (6), MIA (5), JCR (2), RBT (1), FRL (0), DSL (1), JEQ IV (1)
Previous member: EBP (1)

2016 Attendance:

FOUR MEETINGS

EOC (4), EBP (2), FGBP (3), FEL (3), ATV (2), MIA (1)

Charter:

RPTC Charter (Approved Sept. 9, 2015)

Previous Annual Activity Reports:

2016, 2015

*Independent Director Manuel I. Ayala was elected on September 7, 2016 to replace Independent Director Arturo T. Valdez, who resigned form the Board.

** Director Victor Emmanuel B. Santos was elected on February 28, 2017 to replace Director Ernesto B. Pantangco, who retired.

Head Office: 40th Floor One Corporate Centre, Julia Vargas corner Meralco Avenue, Ortigas Center, Pasig City 1605, Philippines

Phone: (+632) 8667.7EDC (8667.7332) | (+632) 7755.2332

Email: [email protected]

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We urgently need to overhaul how we relate with the Earth
if we want to keep it habitable for humans in the decades
to come. We don't have a choice.

The way we measure progress and success in our world is severely broken. Countries are
judged by how fast gross domestic product (GDP) grows, and corporate stocks are deemed
good investments also by how fast they can advance their net incomes regardless of how
it’s achieved. Most successful business models are racing to spur consumption of their
products beyond what consumers really need. As a result, carbon emission trajectories are
leading us toward a catastrophic world that’s 3-6 degrees warmer. Human activity is warming
the Earth 5,000 times faster than the most rapid natural warming occurrence in our planet’s
past, and species are going extinct faster than at any period in geologic history. Microplastics
are already being found in dwelling in the deepest reaches of the Marianas trench as well as
the pristine Pyrenees mountains of France and Spain. These are but a few examples of the
widescale destruction humans are wreaking on our only home. The international no
organization (NGO) Global Footprint Network estimates that we already use up 1.5 Earths
each year just feeding our current level of wants and needs; that’s 50% more than our planet’s
ability to replenish 3the resources used up!

Dear Stakeholders,

Message from the EDC
Chairman and CEO

Real and lasting shareholder value can only be had when we place the
interests of all our stakeholders, our customers, the planet, and humanity
at the center of everything we do.

Of course paradigm shifts are never easy. They never have been throughout history. But
as the environmentalist and author Bill McKibben rightly puts it: “the math is hard to
argue with; business as usual and growth as usual spell an end to the world as usual.
This is the one overwhelming fact of our lifetimes.” PricewaterhouseCoopers or PWC
quantifies what the world needs to do to keep global temperature rise to less than 2
degrees Celsius. They emphasize that we must reduce the carbon intensity of the
economy—the amount of carbon emitted per dollar of GDP—by 6% each year until 2100.
Although this number looks modest, it is nine times the current rate of important
being experienced in the world today; this only underscores the magnitude of the
transformation needed. At Energy Development Corporation and parent company,
First Gen Corportion, we believe our platform of businesses and our way-to-play are all
geared toward this goal.

Message from the EDC
Chairman and CEO

We know the pivot will not be easy, especially in the face of significant vested interests.

The Intergovernmental Panel on Climate Change’s findings say that we may only have
until 2030 to avert “catastrophic climate change.” Despite the warnings however, action
has been slow. And in 2018, carbon emissions increased by another 2% from the previous
year. Scientists remain optimistic and cite the growth of renewable energy as a reason to
believe that the world can achieve the necessary reductions.

This continues to motivate us to do things better, to make a difference toward turning the
tide. Over the past five years, the Energy Development Corporation (EDC) and the rest of
the Lopez group of companies have decided to be the leaders in the business sector of
the Philippines in sounding the warning about the worsening effects of climate change
and the need for decisive action and enlightened choices. We know the pivot will not be
easy, especially in the face of significant vested interests.

Our Performance Report tells the story of EDC’s work-in-progress this year: our efforts to
achieve our business objectives, hand-in-hand with our sustainability aspirations. As
always, we keep track of the metrics that matter most to our stakeholders in alignment
with the framework of the Global Reporting Initiative (GRI) Standards.

Message from the EDC
President and COO

Board Committees, Charters, and Meetings

Audit & Governance

Nomination & Compensation

Risk Management

Corporate Social Responsibility

Operations

Related Party Transactions

Other Links

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Board Committees, Charters, and Meetings

Audit & Governance

Nomination & Compensation

Risk Management

Corporate Social Responsibility

Operations

Related Party Transactions

Other Links

Facebook

Subscribe to Our Newsletter

We urgently need to overhaul how we relate with the Earth if we want to keep it habitable for humans in the decades to come. We don't have a choice.

Real and lasting shareholder value can only be had when we place the interests of all our stakeholders, our customers, the planet, and humanity at the center of everything we do.

We know the pivot will not be easy, especially in the face of significant vested interests.

We urgently need to overhaul how we relate with the Earth
if we want to keep it habitable for humans in the decades
to come. We don't have a choice.

Real and lasting shareholder value can only be had when we place the
interests of all our stakeholders, our customers, the planet, and humanity
at the center of everything we do.