Board of Directors
At EDC, the Board of Directors is composed of a diverse and balanced mix of competent individuals, where each member contributes their considerable know-how, experience, and independent judgment when formulating sound corporate strategies and policies for the company.
Our Nomination and Compensation Committee reviews and evaluates the qualifications of each nominee, including independent directors. Each one is selected on the basis of their knowledge, experience and skills in various fields relevant to our business.
Mr. Lopez, Filipino, has been a member of the Board since November 29, 2007. He is currently the Chairman and Chief Strategy Officer of EDC and the Chairman and Chief Executive Officer of the publicly listed companies Lopez Holdings Corporation, FPH, and First Gen. He is Vice Chairman of Rockwell Land Corporation (Rockwell Land) and also sits on the board of ABS-CBN Corporation, which are also publicly listed companies.
A staunch environmentalist, he is the Chairman of the Oscar M. Lopez Center for Climate Change Adaptation and Disaster Risk Management Foundation (OML Center), a non-profit private sector-led initiative supporting research and innovative solutions to build climate-resilient communities. He is the Chairman of Sikat Solar Challenge Foundation, Inc., which focuses on bringing clean energy solutions to rural communities. He is the Chairman and President of Ang Misyon, Inc., an El Sistema-inspired advocacy committed to igniting social change and youth development through the formation of the Orchestra of the Filipino Youth. He is the Chairman of Knowledge Channel Foundation, which is committed to delivering transformative learning experiences especially to poor and marginalized Filipino children and communities. He is also a member of the Board of Trustees of the Philippine Disaster Resilience Foundation, the Eugenio Lopez Foundation, Inc., Teach for the Philippines, and Endeavor Philippines.
Mr. Lopez is a member of the New York Philharmonic International Advisory Board, Asia Business Council, World Presidents Organization, Chief Executives Organization, ASEAN Business Club, Management Association of the Philippines, Philippine Chamber of Commerce and Industry, European Chamber of Commerce of the Philippines, and Makati Business Club.
Mr. Lopez holds a Bachelor of Arts degree with a double major in Economics and International Relations, cum laude (1983), from the University of Pennsylvania.
Mr. Puno, Filipino, has been a director of EDC since November 29, 2007. He is currently the Vice Chairman and Chief Executive Officer of EDC. He also sits in the board of publicly listed companies FPH, First Gen, and Rockwell Land. Mr. Puno is also the President and Chief Operating Officer of FPH and the Vice-Chairman, President and Chief Operating Officer of First Gen. He is the President of First Philippine Industrial Park and the Vice Chairman and Chief Executive Officer of several First Gen subsidiaries, such as Red Vulcan, First Gas Power Corporation, FGP Corp., First Natgas Power Corp., Prime Meridian Powergen Corporation, First Gas Holdings Corporation, First Gen Hydro Power Corp., Fresh River Lakes Corp., FG Bukidnon Power Corporation, First Gen Mindanao Hydro Power Corp., First Gen Renewables, Inc., FGEN LNG Corporation, First Gen Visayas Energy, Inc., First Gen Energy Solutions, Inc. and First Gen Integrated Business Solutions, Inc. He also sits in the Board of Trustees of the Philippine Business for Social Progress, OML Center, Sikat Solar Challenge Foundation, Inc., Lopez Group Foundation, Inc., Knowledge Channel Foundation, Inc. and Eugenio Lopez Foundation, Inc.
He previously worked with the Global Power and Environmental Group of The Chase Manhattan Bank in Singapore and Hong Kong, where he originated and executed financial advisory and debt arrangement mandates for power and water projects in Asia.
Mr. Puno holds a Master of Management degree from the Kellogg Graduate School of Management at Northwestern University (1990) and a Bachelor of Science degree in Business Management from Ateneo de Manila University (1985).
Mr. Cainglet, Filipino, has served as a director of EDC since July 1, 2023. He is currently the President and Chief Operating Officer of the Company and also serves as Director, President, and Chief Operating Officer of various EDC subsidiaries, including BGI, ULGEI, and EDC Geothermal Corp. He is also a Senior Vice President at First Gen and a Director of various Lopez Group gas project companies, including First Gas Holdings Corporation, First Gas Power Corporation, FGP Corp., First NatGas Power Corporation, First Gas Pipeline Corporation, and FG Land Corporation.
Mr. Cainglet has been with the Lopez Group since July 1990, initially joining FPH. He was a member of the core team that developed and implemented the Santa Rita and San Lorenzo gas-fired power plant projects as part of the Malampaya Gas-to-Power project. He later headed the Gas Business Unit of First Gen before his appointment to the Company.
He holds a Bachelor of Science degree in Chemical Engineering from the University of the Philippines (1989) and an Executive MBA from the Asian Institute of Management (2006).
Mr. Tantoco, Filipino, has been a director of EDC since November 29, 2009 and several EDC subsidiaries. He also served as the President and Chief Operating Officer of EDC and its subsidiaries from 2009 to 2023. He is also a Director of First Gen since August 2005 and was an Executive Vice President of the company and several First Gen subsidiaries and its affiliates from 2007 to June 2023. Mr. Tantoco is also a Director of FPH since March 2018 and a member of the Executive, Finance, Investment, and Related Party Transactions Committees. He is also an Independent Director of Cebu Air, Inc. since 2021.
From 2012 to 2023, Mr. Tantoco was the President of the Oscar M. Lopez Center for Climate Change Adaptation and Disaster Risk Management Foundation, Inc., where he continues to serve as a Trustee. He is also a Trustee on the boards of several non-profit organizations, including KEITECH Educational Foundation, Inc., Business for Sustainability Development, Inc., the Eugenio Lopez Foundation, Inc., and the Knowledge Channel.
Earlier in his career, Mr. Tantoco worked at the management consulting firm Booz, Allen & Hamilton, Inc. in New York and London, where he specialized in mergers and acquisitions advisory, turnaround strategy advisory, and growth strategy formulation for media and manufacturing companies.
Mr. Tantoco holds an MBA in Finance from the Wharton School of Business at the University of Pennsylvania (1993) and a Bachelor of Science degree in Business Management from Ateneo de Manila University, where he graduated with honors (1988).
Mr. Russell, British, has been a director of EDC since November 29, 2007. He is also an Executive Vice President and Chief Commercial Officer of First Gen and director of GCGI. He was previously Vice President of Generation Ventures Associates (GVA), an international developer of independent power projects based in Boston, USA, responsible for the development of 1,720 MW of IPP projects in Asia. Prior to joining GVA, he worked for BG plc based in London and Boston, responsible for the development of power and natural gas distribution projects.
Mr. Russell has an MBA with Distinction in International Business & Export Management from the City University Business School, London, England (1989) and a Bachelor of Science with Honours in Chemical & Administrative Sciences from the City University, London, England (1987).
Mr. Ang, Singaporean, has been a director of EDC since February 4, 2021. He is currently the Chief Investment Officer for Infrastructure at GIC Private Limited (GIC). Prior to this, he was President of Europe and Head of the Integrated Strategies Group at GIC.
Before joining GIC in 1994, Mr. Ang served as a Director at the Auditor-General’s Office in Singapore. From 1996 to 1998, he was seconded from GIC to China International Capital Corporation in Beijing, where he first served as Deputy General Manager and later as General Manager of its Direct Investment Department. He was Head of the Greater China Team for GIC Special Investments from 1999 to mid-2003, before becoming the Head of Europe Private Equity Group until 2009. He was concurrently Global Head of GIC’s Direct Investment Group and Head of Infrastructure Group from 2009 to 2012.
Mr. Ang holds a master’s degree from Cambridge University (1984). He is a Certified Public Accountant and a Chartered Financial Analyst (CFA) charter holder.
Mr. Baldwin, Australian, has been a director of EDC since October 3, 2017. He is also a Senior Managing Director at Macquarie Asset Management (MAM), where he leads MAM’s Portfolio Performance Group across the Asia-Pacific region. The Portfolio Performance Group focuses on managing key areas of risk and delivering quantifiable value through the industrial transition and transformation of its portfolio businesses. It provides functional expertise and hands-on support to its investment teams and has capabilities across Transformation & Operations, Human Capital, Workplace Health & Safety, Enterprise IT & Cyber, and Sustainability.
Prior to joining MAM, Mr. Baldwin was Chief Executive Officer of Integrated Gas at Origin Energy (Origin) in Australia, where he delivered and operated Origin’s liquefied natural gas export business, Australia Pacific LNG. Before that, he was Chief Executive Officer of Contact Energy, one of New Zealand’s largest integrated energy companies. Earlier in his career, Mr. Baldwin held senior positions at Berkshire Hathaway Energy in Indonesia, Philippines, and the US, and Shell in the Netherlands and New Zealand. Mr. Baldwin ’s responsibilities included the delivery and operation of renewable energy projects, mergers and acquisitions, and the development and operation of chemical production facilities.
Mr. Baldwin earned a Bachelor of Engineering (Chemical) from the University of Canterbury and a Master of Business Administration from Victoria University of Wellington.
Mr. Low, Malaysian, has been a director of EDC since October 3, 2017. He is a Managing Director of Macquarie Infrastructure and Real Assets (MIRA), which is part of MAM – the asset management arm of Macquarie Group.
Since joining MIRA in 2006, he has served as Co-Head of South-East Asia and India.
Mr. Low holds a Master’s degree in Management from Imperial College London and an undergraduate degree in Economics from the London School of Economics.
Mr. Quiniones, Filipino, is an Independent Director of EDC since May 11, 2021 and currently sits as the Chairman of the Health, Safety, and Environment Committee. He has been an Executive Director of Pilipinas Shell Foundation since January 2019, Chairman of the Board of Mindoro Biodiversity and Conservation Foundation since 2016, Chairman of the Board of ShellClub15Plus since 2017, and a member of STEM Alliance Philippines since 2020. He is currently the Chairman of the Board of the League of Corporate Foundations. He was General Manager and Managing Director of Shell Philippines Exploration BV, a Director of Pilipinas Shell Petroleum Corporation where he was also a member of the Board Audit Committee, and Trustee of the Pension Fund of Shell Philippines Exploration BV. He was appointed as Managing Director and General Manager of Prime Energy Resources Development BV, the company which took over the Operatorship of the Malampaya Gas to Power Project on November 1, 2022.
He is also a member of the Management Association of the Philippines where he was Chairman, and Vice Chairman of the Energy Committee. He is also a corporate member of Kabalikat Para sa Maunlad na Buhay, a microfinance non-government organization, and has membership in various committees of the Union Church of Manila.
Mr. Quiniones previously served in the Boards of First Philippine Industrial Corporation and Batangas Bay Carriers, Inc. from 2001 to 2002. He was the Oil and Gas Representative for the Multi-Sectoral Group of Philippines Extractive Industries Transparency Initiative, President of the Petroleum Association of the Philippines, a Trustee of the Malampaya Foundation, a Director of the British Chamber of Commerce of the Philippines, and a Trustee of the British School of Manila. He has also served as Chairman of Council of the Union Church of Manila.
Mr. Quiniones graduated from the Philippine Science High School (1976) and became an NSDB scholar at the University of Philippines Diliman where he studied Chemical Engineering. He was trained in Technical, Operational and Leadership roles in Shell and attended a senior management course at INSEAD in the Singapore campus.
Ms. Lara, Filipino, has been an Independent Director of EDC since May 11, 2021. She currently serves as Chairman of the Related Party Transactions Committee.
She is a Director at Artists and Company, a talent management firm, and an Independent Director at Electronic Network Cash Tellers, Inc. She is also actively involved in various advocacies, including serving as a Marketing and Design Consultant for GKONOMICS, the livelihood and training arm of Gawad Kalinga, and as a supporter of the MAKABATA School Foundation, Inc., which provides education for street children. Additionally, she works with producers and artisans in the Negros Province.
Ms. Lara spent three decades in the Philippine advertising industry. She was Chairman of the Board, President, and CEO of Young & Rubicam Philippines until her retirement in 2014. She previously held leadership roles at Publicis/Jimenez Basic, Jimenez/D’ARCV, Basic Advertising, and MullenLowe Treyna.
Ms. Lara earned an AB in Communication Arts from Ateneo de Manila University and completed a certificate course in Marketing and Advertising at New York University.
Mr. Paterno, Filipino, is an Independent Director of the Company. He is currently the President/CEO of Philippine Seven Corporation, where he has served for over two decades. He also leads as the President and Director of Convenience Distribution, Inc. and Founder and Chief Executive Officer of First Microfinance Lending Network. He is a trustee of the Philippine Business for Social Progress, Makati Business Club, Philippine Franchise Association, and National Association of Convenience Stores in Alexandra, VA, USA. He also serves as Co-Chair of the Bishop’s Businessmen’s Conference for Human Development and a member of the NACS Compensation and Nomination Committees.
Mr. Paterno is a recipient of various awards and recognitions including CEO Excel Award from the International Association of Business Communicators, 2013 CEO Excel Awards, Master Entrepreneur Award, and 2012 Ernest & Young Entrepreneur of the Year Award.
Mr. Paterno holds a Management Engineering degree from Ateneo de Manila University (1987) and graduated magna cum laude from Lehigh University with the same degree (1990).
Board Meetings and Activities of the Board
During the Board meetings, the directors are apprised on EDC’s over-all performance, major business issues, new projects, as well as its economic and environmental impact. Board meetings are occasions to discuss strategic matters and those requiring its member’s approvals, as part of the BOD’s monitoring function over corporate activities.
EDC’s Board meetings are usually scheduled at the beginning of the year to allow the Board to calendar and ensure maximum attendance in EDC Board meeting. EDC’s Corporate Secretary, through the Office of the President, prepares the schedule of EDC’s Board meetings, in accordance with its By-laws, and disseminates it to the members of the Board and key executives so that EDC’s Directors can plan accordingly and fit the year’s Board meetings into their respective schedules.
Quorum Requirement
The minimum quorum requirement for Board decisions under EDC’s By-Laws is a majority of the total number of Directors of which (i) for so long as Red Vulcan holds sufficient shares to enable it to appoint at least one (1) Director, one (1) must be a Red Vulcan Director; and (ii) for so long as the Participation Conditions (as defined in the By Laws) are satisfied and there is at least one (1) incumbent Investco Director who is not an Unsuitable Director (as these terms are defined in the By Laws), one (1) must be an Investco Director.
Records of the Board Meetings
Board meetings are recorded and minuted, and all resolutions are documented by the Corporate Secretary. Committee meetings are likewise recorded and minuted, with the resolutions documented by the respective Committee Secretariats.
Board Training Program
Directors, corporate officers and Senior Management attend corporate governance seminar conducted by a duly accredited training provider. The corporate governance seminars provides the Directors, officers, and Senior Management an opportunity to learn and integrate corporate governance principles and be provided with useful insights on various and current governance issues.
Board Strategic Planning
To align the activities of the Company with its vision, mission, core values, and goals for the year, the Board of Directors conducts a Board Strategy Meeting. For 2020, the Board Strategy Meeting was conducted last September 9, 2020. The Board Strategy Meeting provided a venue for the Directors to set strategic directions and guidance. The Directors revisited and affirmed the company’s mission and vision, and analyzed the present and future operating environment given the market trends. The Directors likewise assessed major opportunities and risks for the Company.
The Board Self-Evaluation
The Board’s Self-Evaluation helps the Board assess the overall performance and effectiveness of the Board and the Board Committees as well as the performance of the Chairman/CEO and the President/COO in respect of their governance responsibilities. The Board’s Self-Evaluation helps it identify its strengths and weaknesses as well as those of the Company, leading to an improvement in performance throughout the organization.
Compensation of Directors and Executive Officers
The Nomination and Compensation Committee has the responsibility to review and recommend to the Board the Company’s compensation system and remuneration packages for corporate officers and Directors.
The levels of honoraria, remuneration or compensation for EDC’s Directors and executive officers are set at the optimum level to attract and retain the services of qualified and competent Directors and officers. A portion of the honoraria, remuneration or compensation of the Directors, whether executive, non-executive or independent, may also be structured or be based on corporate and individual performance. In accordance with its By-Laws, the Board shall receive compensation for their services pursuant to a resolution of the stockholders.
