rcbc - pds group · investment banking. he has been with rcbc since 2008 and was appointed group...
TRANSCRIPT
RCBC
January 26, 2016
PHILIPPINE DEALING AND EXCHANGE CORPORATION 37th Floor Tower 1, The Enterprise Center 6766 Ayala Avenue, Makati City
Attention: Ms. Vina Vanessa S. Salonga Head — Issuer Compliance and Disclosure Department
Re: Matters Approved During the January 25, 2016 Board Meeting
Dear Ms. Salonga:
Please find attached our disclosure regarding the matters approved by the Board of Directors of Rizal Commercial Banking Corporation on January 25, 2016.
We are submitting a copy of the Bank's disclosure as part of the disclosure requirement of the Philippine Dealing and Exchange Corporation ("PDEX") that all disclosures to the PSE must also be made to the PDEX.
Thank you.
Sincerely yours,
JENN1PER M. BALBA Assis nt Corporate Secretary
End: a/s
C00381-2016
SECURITIES AND EXCHANGE COMMISSIONSEC FORM 17-C
CURRENT REPORT UNDER SECTION 17OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.2(c) THEREUNDER
1. Date of Report (Date of earliest event reported)Jan 25, 2016
2. SEC Identification Number17514
3. BIR Tax Identification No.320-000-599-760
4. Exact name of issuer as specified in its charterRIZAL COMMERCIAL BANKING CORPORATION
5. Province, country or other jurisdiction of incorporationPhilippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office6819 Ayala cor. Gil J. Puyat Ave., Makati CityPostal Code 0727
8. Issuer's telephone number, including area code(02)894-9000
9. Former name or former address, if changed since last reportNot Applicable
10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA
Title of Each Class Number of Shares of Common Stock Outstanding and Amount of Debt OutstandingCommon Stock 1,399,908,746
11. Indicate the item numbers reported herein1
The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporatedisclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, andare disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to theCorporate Information Officer of the disclosing party.
Rizal Commercial Banking CorporationRCB
PSE Disclosure Form 4-8 - Change in Directors and/or Officers (Resignation/Removal or Appointment/Election)References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Board Items Approved - January 15, 2016
Background/Description of the Disclosure
The Board of Directors, in its meeting held on January 25, 2016, approved the following:
1. Appointment of Raul Victor B. Tan as Group Head of Treasury effective February 1, 2016, subject to BSP approval.2. Appointment of Jane N. Mañago as Group Head of Wealth Management effective February 1, 2016, subject to BSPapproval.3. Recall of Secondment to RCBC Savings Bank and appointment of Lizette Margaret Mary J. Racela as Group Head ofRetail Banking effective February 1, 2016, subject to BSP approval.
Resignation/Removal or Replacement
Name of Person Position/Designation Effective Date of Resignation/Cessation of term(mmm/dd/yyyy) Reason(s) for Resignation/Cessation
n.a. n.a. n.a. n.a.
Election or Appointment
Name of Person Position/DesignationDate of
Appointment/Election(mmm/dd/yyyy)
Effective Date ofAppointment
Election(mmm/dd/yyyy)
Shareholdings inthe Listed Company Nature of
IndirectOwnershipDirect Indirect
Lizette MargaretMary J. Racela
Group Head ofRetail Banking Jan/25/2016 Feb/01/2016 - - -
Promotion or Change in Designation
Name ofPerson
Position/Designation Date ofApproval
(mmm/dd/yyyy)
Effective Dateof Change
(mmm/dd/yyyy)
Shareholdingsin the Listed
CompanyNature ofIndirect
OwnershipFrom To Direct Indirect
RaulVictor B.Tan
Acting Head of TreasuryGroup/Group Head of RetailBanking
Group Head ofTreasury Jan/25/2016 Feb/01/2016 - - -
Jane N.Mañago
Segment Head, Division 2,Wealth Management Segment1
Group Head ofWealthManagement
Jan/25/2016 Feb/01/2016 - - -
Other Relevant Information
Please see attached.
Filed on behalf by:Name Jennifer BalbaDesignation Manager
SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C
CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER
1. January 25, 2016 Date of Report (Date of earliest event reported)
2. SEC Identification Number 17514 3. BIR TIN 320-000-599-760
4. RIZAL COMMERCIAL BANKING CORPORATION Exact name of registrant as specified in its charter
5. Philippines Province, country or other jurisdiction of incorporation
6.
(Sec Use only)
Industry Classification Code
7. 6819 Ayala cor. Gil J. Puyat Ave., Makati City 0727 Address of principal office Postal Code
8. (02)894-9000 Registrant's telephone number, including area code
9. Not Applicable Former name or former address, if changed since last report
10. Securities registered pursuant to Sections 4 and 8 of the RSA
Number of Shares of Common Stock Title of Each Class Outstanding and Amt. of Debt 0/S
Common Stock P10.00 par value 1,399,908,746 (as of January 25, 2016)
11. Indicate the item numbers reported herein: Item 9
Item 9. Other Events.
The Board of Directors, in its regular meeting held on January 25, 2016, approved the following:
1. Appointment of Raul Victor B. Tan as Group Head of Treasury effective February 1, 2016, subject to BSP approval.
Mr. Raul Victor B. Tan is a seasoned banker with more than 30 years of banking experience particularly in Treasury and investment banking. He has been with RCBC since 2008 and was appointed group head of Retail Banking in August 2013. He is the Acting Treasury Group Head concurrent with his role as Retail Banking Head since March 2015.
He graduated from the Ateneo de Manila University with the degree in BS Management and obtained his Masters in Business Administration from Fordham University.
January 25, 2016 Board Page * 2 *
2. Appointment of Jane N. Manago as Group Head of Wealth Management effective February 1, 2016, subject to BSP approval.
Ms. Jane N. Manago is the OIC of Wealth Management Group since December 1, 2015. Prior to that, she headed the Wealth Management Segment 1 of the Wealth Management Group. She has over sixteen (16) years of experience as an officer of RCBC and YGC and had previously spent more than ten (10) years in Citibank and Equitable Bank.
Ms. Manago graduated from the University of Santo Tomas with a Bachelor of Arts degree in Behavioral Science and a Bachelor of Science degree in Commerce, major in Business Administration. She has wide exposure in the fields of Wealth and Account Management and has undergone extensive training on Private Banking and Cash Management. Ms. Manago is also a graduate of the Bank's Leadership Development Program (Batch 1) in 2010.
3. Secondment of Gerardo G. Miral to RCBC Savings Bank and appointment as Head of Consumer Lending Business of RCBC Savings Bank effective February 1, 2016, subject to BSP approval.
Mr. Gerardo G. Miral is a seasoned banker with more than 25 years of banking experience particularly in corporate banking and retail banking. He has been with RCBC since September 1987 where he held various roles in branch banking and corporate banking. He is currently the Division Head of Global Ecozone Segment II of the Conglomerates and Global Corporate Banking.
He graduated from the University of Santo Tomas with a degree in Bachelor of Arts major in Economics.
4. Recall of Secondment to RCBC Savings Bank and appointment of Lizette Margaret Mary J. Racela as Group Head of Retail Banking effective February 1, 2016, subject to BSP approval.
Ms. Lizette Margaret Mary J. Racela is a seasoned banker with more than 25 years of banking experience particularly in consumer lending, branch banking and SME. She has been with RCBC since February 2008 and was appointed in various management roles in Corporate Banking particularly in the CSME segment. She is currently the Head of the Consumer Lending business of RCBC Savings Bank where she was responsible for the growth of its loan portfolio.
She graduated from the University of the Philippines with the degree in Bachelor of Science in Business Administration.
2
January 25, 2016 Board Page * 3 *
5. Declaration and payment of cash dividend for the Bank's convertible preferred shares amounting to P0.06495 per share or a total of P20,144.31. The cash dividend is payable to holders of convertible preferred shares as of March 21, 2016. Computation is shown below:
Shares Entitled to
Dividend
No. of Shares Outstanding as of December 30, 2015
Dividend per share (PhP)
Amount of Dividend
(PhP) Convertible
Preferred Shares 310,145 P0.06495 P20,144.31
SIGNATURES
Pursuant to the requirements of the Revised Securities Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
RIZAL COMMERCIAL BANKING CORP. Registrant
Date : January 25, 2016
MA. CHRISTINA P. ALVARE Corporate Information 0 ficer
3
C00382-2016
SECURITIES AND EXCHANGE COMMISSIONSEC FORM 17-C
CURRENT REPORT UNDER SECTION 17OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.2(c) THEREUNDER
1. Date of Report (Date of earliest event reported)Jan 25, 2016
2. SEC Identification Number17514
3. BIR Tax Identification No.320-000-599-760
4. Exact name of issuer as specified in its charterRIZAL COMMERCIAL BANKING CORPORATION
5. Province, country or other jurisdiction of incorporationPhilippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office6819 Ayala cor. Gil J. Puyat Ave., Makati CityPostal Code 0727
8. Issuer's telephone number, including area code(02)894-9000
9. Former name or former address, if changed since last reportNot Applicable
10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA
Title of Each Class Number of Shares of Common Stock Outstanding and Amount of Debt OutstandingCommon Stock 1,399,908,746
11. Indicate the item numbers reported herein-
The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporatedisclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, andare disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to theCorporate Information Officer of the disclosing party.
Rizal Commercial Banking CorporationRCB
PSE Disclosure Form 4-30 - Material Information/TransactionsReferences: SRC Rule 17 (SEC Form 17-C) and
Sections 4.1 and 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Board Items Approved - January 25, 2016
Background/Description of the Disclosure
The Board of Directors, in its meeting held on January 25, 2016, approved the following:
1. Secondment of Gerardo G. Miral to RCBC Savings Bank and appointment as Head of Consumer Lending Businessof RCBC Savings Bank effective February 1, 2016, subject to BSP approval2. Declaration and payment of cash dividend for the Bank's convertible preferred shares
Other Relevant Information
Please see attached.
Filed on behalf by:Name Jennifer BalbaDesignation Manager
SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-C
CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.2(c) THEREUNDER
1. January 25, 2016 Date of Report (Date of earliest event reported)
2. SEC Identification Number 17514 3. BIR TIN 320-000-599-760
4. RIZAL COMMERCIAL BANKING CORPORATION Exact name of registrant as specified in its charter
5. Philippines Province, country or other jurisdiction of incorporation
6.
(Sec Use only)
Industry Classification Code
7. 6819 Ayala cor. Gil J. Puyat Ave., Makati City 0727 Address of principal office Postal Code
8. (02)894-9000 Registrant's telephone number, including area code
9. Not Applicable Former name or former address, if changed since last report
10. Securities registered pursuant to Sections 4 and 8 of the RSA
Number of Shares of Common Stock Title of Each Class Outstanding and Amt. of Debt 0/S
Common Stock P10.00 par value 1,399,908,746 (as of January 25, 2016)
11. Indicate the item numbers reported herein: Item 9
Item 9. Other Events.
The Board of Directors, in its regular meeting held on January 25, 2016, approved the following:
1. Appointment of Raul Victor B. Tan as Group Head of Treasury effective February 1, 2016, subject to BSP approval.
Mr. Raul Victor B. Tan is a seasoned banker with more than 30 years of banking experience particularly in Treasury and investment banking. He has been with RCBC since 2008 and was appointed group head of Retail Banking in August 2013. He is the Acting Treasury Group Head concurrent with his role as Retail Banking Head since March 2015.
He graduated from the Ateneo de Manila University with the degree in BS Management and obtained his Masters in Business Administration from Fordham University.
January 25, 2016 Board Page * 2 *
2. Appointment of Jane N. Manago as Group Head of Wealth Management effective February 1, 2016, subject to BSP approval.
Ms. Jane N. Manago is the OIC of Wealth Management Group since December 1, 2015. Prior to that, she headed the Wealth Management Segment 1 of the Wealth Management Group. She has over sixteen (16) years of experience as an officer of RCBC and YGC and had previously spent more than ten (10) years in Citibank and Equitable Bank.
Ms. Manago graduated from the University of Santo Tomas with a Bachelor of Arts degree in Behavioral Science and a Bachelor of Science degree in Commerce, major in Business Administration. She has wide exposure in the fields of Wealth and Account Management and has undergone extensive training on Private Banking and Cash Management. Ms. Manago is also a graduate of the Bank's Leadership Development Program (Batch 1) in 2010.
3. Secondment of Gerardo G. Miral to RCBC Savings Bank and appointment as Head of Consumer Lending Business of RCBC Savings Bank effective February 1, 2016, subject to BSP approval.
Mr. Gerardo G. Miral is a seasoned banker with more than 25 years of banking experience particularly in corporate banking and retail banking. He has been with RCBC since September 1987 where he held various roles in branch banking and corporate banking. He is currently the Division Head of Global Ecozone Segment II of the Conglomerates and Global Corporate Banking.
He graduated from the University of Santo Tomas with a degree in Bachelor of Arts major in Economics.
4. Recall of Secondment to RCBC Savings Bank and appointment of Lizette Margaret Mary J. Racela as Group Head of Retail Banking effective February 1, 2016, subject to BSP approval.
Ms. Lizette Margaret Mary J. Racela is a seasoned banker with more than 25 years of banking experience particularly in consumer lending, branch banking and SME. She has been with RCBC since February 2008 and was appointed in various management roles in Corporate Banking particularly in the CSME segment. She is currently the Head of the Consumer Lending business of RCBC Savings Bank where she was responsible for the growth of its loan portfolio.
She graduated from the University of the Philippines with the degree in Bachelor of Science in Business Administration.
2
January 25, 2016 Board Page * 3 *
5. Declaration and payment of cash dividend for the Bank's convertible preferred shares amounting to P0.06495 per share or a total of P20,144.31. The cash dividend is payable to holders of convertible preferred shares as of March 21, 2016. Computation is shown below:
Shares Entitled to
Dividend
No. of Shares Outstanding as of December 30, 2015
Dividend per share (PhP)
Amount of Dividend
(PhP) Convertible
Preferred Shares 310,145 P0.06495 P20,144.31
SIGNATURES
Pursuant to the requirements of the Revised Securities Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
RIZAL COMMERCIAL BANKING CORP. Registrant
Date : January 25, 2016
MA. CHRISTINA P. ALVARE Corporate Information 0 ficer
3