Manual on Corporate Governance
Code of Conduct and Business Ethics
Annual Corporate Governance Report
Board Committees and Charters
2015 SMPC Integrated Annual Report
Employee Code of Conduct and Business Ethics
About This Code
This Code of Conduct (Code) embodies our core values, principles and stakeholder commitments. It defines the standards of conduct expected from the people who comprise our organization.
Who Are Covered
This Code shall guide and govern all business conducts and relationships of the directors, executive officers and employees of Semirara Mining and Power Corporation and its subsidiary companies (“Company”).
Employees are those who render full-time, part-time, temporary, contractual and seasonal work for the Company.
Consultants and contractors are likewise expected to adhere to the provisions of this Code in the course of fulfilling their contractual obligations to the Company.
Significance of the Code
Millions of people rely on our Company for their energy requirements and livelihood.
Abiding by this Code will enable us to secure the trust and support of our customers, business partners, suppliers, shareholders, co-workers, regulators and host communities.
Equally important, upholding the values, principles and commitments contained in this Code will sustain our operations, strengthen our reputation and enable our continued growth.
How to Use the Code
While the Code cannot address every possible workplace situation or list all of the Company’s policies and procedures, it can be a useful guide in making ethical decisions and resolving challenging issues in the workplace.
- As such, those covered by this Code are strongly encouraged to:
- Read and understand the entire Code
- Examine how the Code applies to your role
- Consider how you might handle situations to avoid improper, illegal or unethical actions
- Use the questions and answers to help clarify situations that you may encounter
- Apply the Code in conjunction with other Company personnel policies and procedures which may be updated or amended from time to time
- Ask your immediate supervisor, a Human Resources authority, Legal Department, Compliance Officer or our Board’s Audit Committee if you have questions
Administration, Amendment and Waiver
The Company’s Human Resources Department has the primary responsibility to implement and administer this Code to all Employees, while the Audit Committee shall administer this Code to all Directors and Executive Officers.
The Code shall be communicated within all business units and departments in all levels across the organization.
The Code shall be reviewed regularly and may be amended by the Board of Directors or Audit Committee.
Under certain limited circumstances, waivers of any provision of this Code may be granted by the Board of Directors or Audit Committee.
Duties and Responsibilities
- Each employee is expected to have a clear understanding of all policies that apply to his/her job function and to perform his/her duties with honesty and integrity at all times.
- All Managers and Department Heads must demonstrate visible leadership in supporting this Code by proactively ensuring that it is applied and observed in their respective Departments.
- Any Director, Executive Officer or Employee who becomes aware of any existing or potential violation of this Code shall promptly notify the Company’s Human Resources management, Audit Committee or Legal Counsel, and take appropriate action where breaches have taken place.
- All Directors, Executive Officers and Employees are required to certify their compliance with this Code annually.
Violations and Consequences
All violations of this Code of Conduct, Company policies, contractual obligations, or laws will be taken seriously and may result in disciplinary action, up to and including termination of employment and possible legal action, including referral to law enforcement.
Alleged breaches of conduct will be investigated. In all cases and at all times, the Company shall observe due process and procedures in the implementation of the provisions of this Code.
Nurturing A Culture of Ethical Conduct
Semirara Mining and Power Corporation (SMPC) and its subsidiaries are committed to fostering a culture that embodies the group’s values and principles.
We believe that conducting ourselves and our business activities according to these ethical standards will enable us to grow sustainably and responsibly.
We are firmly focused in realizing our mission without compromising the Environment, Safety and Health of our stakeholders.
We set high standards for ourselves and our Company, and then strive to consistently exceed them.
We use our skills, competence and character to deliver value to our stakeholders.
We work together and support each other to achieve our shared goals.
We act in a fair, honest, ethical and responsible manner.
We put a premium on personal commitment over self-interest.
SMPC is an integrated energy company that is committed to provide reliable, affordable energy to the Philippines.
Towards this end, we uphold the following business principles:
We strive to provide our employees and host communities with a safe, healthy and enabling environment so they can become productive and fulfilled individuals.
We believe that appropriate returns can be generated through our competitive advantage, operational efficiency and customer focus.
We engage in the judicious use and rational conservation of natural resources to minimize, mitigate and remediate the impact of our operations on the environment.
We work closely with the government and other stakeholders to achieve energy sufficiency and sustainable growth for our country.
SMPC and the people comprising it are duty bound to follow the law.
Compliance with all applicable laws and regulations must never be compromised. Employees are expected to be familiar with the laws, regulations, policies and procedures applicable to the performance of their work.
Internal Rules and Regulations. Directors and employees shall adhere to internal rules and regulations as they apply in a given situation. These internal rules are specific to the Company and may go beyond what is required by the law. Employees are expected to comply with with Environment, Health and Safety management systems at the workplace.
Legal and Regulatory. SMPC works closely with regulators to ensure that our policies and processes are aligned with relevant government laws and standards.
We are strongly committed to complying with all environmetal and energy laws and regulations across our operations.
SMPC shall also faithfully abide by the Labor Code, as amended, including all laws, rules and regulations relating to labor and employment. Compliance with all relevant tax, environment, and other government rules and regulations shall also be given utmost importance.
SMPC is likewise committed to ensuring compliance with the principles of respecting and upholding human rights, justice and fair play.
Our non-retaliation policy reinforces our long-standing commitment to a safe reporting. Those who speak up to protect the well-being and reputation of our Company will be protected in return.
Any form of reprisal or victimization against anyone who has raised a genuinely held concern is forbidden, and will not be tolerated.
Those participating in an investigation of a complaint are likewise covered by this policy.
Any such reprisal or victimization will be treated as a serious disciplinary matter.
Similarly, a concern raised maliciously will be treated as a serious disciplinary matter.
Our hotline reporting mechanism provides a secure reporting channel for employees, customers, suppliers and other stakeholders.
In case employees have a compelling need to remain anonymous, they can complete and send their complaint or completed Hotline Report Form to the Company.
All valid concerns will be properly investigated and the identity of the whistleblower shall be kept confidential.
Once the investigation has been completed, the whistleblower will be directly informed of the outcome.
Safeguarding our People in the Workplace
Our people are central to our success.
When we treat our colleagues with respect and fairness we can succeed individually and as a company.
We should all strive to maintain a workplace that is open, inclusive and appreciative of each other’s uniqueness.
Equal Opportunity, Respect and Dignity
Our Company aims to provide a progressive work environment where employees have equal opportunities to develop their skills and talents.
We expect our people to treat one another with respect, dignity and understanding. We believe that civility in the workplace results in better teamwork and stronger employee commitment.
Fair Treatment and Diversity
We believe that fair treatment and diversity in the workplace maximizes productivity, creativity and loyalty within the organization.
Our commitment to recognizing the importance of diversity extends to all areas of our business including recruitment, talent development, skills enhancement, appointment to roles, Board appointments, retention of employees, succcession planning, among others.
Our Company will not tolerate harassment, discrimination and intimidation on grounds of race, origin, gender, age, disability, marital status, sexual orientation, religion or belief, or any unlawful reason.
Health and Safety
Our Company shall maintain and promote a productive and healthy working environment.
We are committed to conducting our business with utmost concern for the health and safety of our empl