::::-.==b::ti=~r-.., ,,.,.-r __ ,,,.,... r' --·":!:':::::2...--="--'==..L~ ~-====:..::-=====•=="'----<=-.....lO::::!I"'-'1=-t===~====---===,_=,·=· ,__. =•o:o The Board shall therefore commit at all times to full disclosure of material infonnation dealings. It shall cause the filing of all required infonnation through the appropriate Exchange mechanisms for listed companies and submissions to the Commission for the interest of its stockholders and other stakeholders. " 63 (Emphasis supplied as indicating the 2014 amendment) Interestingly, a commentary was given under Principle No. 3 of the UNGP for laws and state policies to "provide sufficient guidance to enable enterprises to respect human rights, with due regard to the role of existing governance structures such as corporate boards. " Transparency and accountability are certainly human rights standards. Still, the actions taken by the Securities and Exchange Commission is again an administrative initiative that could ripen into a legislative undertaking similar to the intention of regulating agribusiness venture agreements through a duly enacted statute from Congress. The SEC further provides guidance to covered institutions through issuance of the Philippine Corporate Governance (CG) Blue Print 201564 that serves as its road map for the next five years. Here, the SEC candidly admits that the Philippines faces the challenge to improve its corporate governance scores vis-a-vis its neighboring ASEAN countries to make investing in the Philippines more attractive. It cites the results of the 2010, 2012, and 2014 surveys conducted by Asian Corporate Governance Association (ACGA), which show that while there was a slight improvement in the 2014 vis-a-vis 2010 corporate governance scores for the Philippines, it can be noted that better corporate governance improvements were made by Malaysia, Thailand and India, as per Table 8 hereunder: - - 65 66 64 -2 58 60 +2 ···1 - +5 55 58 +3 +1 +6 3 i Thailand 4 i Japan 55 57 5 1Malaysia 52 55 .58 +3 6 I Taiwan 5.5 53 56 +3 7 fndia 49 54 49 45 8 Korea 45 51 49 9 China 49 45 ~- - +3 - +1 +5 +0 +4 +0 ~4 According to SEC, the Philippines needs to catch up on the areas of CG enforcement, policy and regulatory environment, and as regards international generally accepted accounting principles. There should be significant improvements in disclosing and implementing a regime of effective enforcement and of quality accounting/auditing practices. Some of these sought-after improvements relate to takeovers and related-party transactions (RPTs). 65 Nevertheless, the SEC CG Blue Print explicitly mentioned "human rights" twice in the following context: 63 Article 8, SEC Memorandum Circular No.9 Series of 2014 (dated May 6, 2014) 64 Securities and Exchange Commission (2015) Philippine Corporate Governance Blueprint 2015: Building a Stronger Corporate Governance Framework http://www.sec.gov.ph/wpcontent/uploads/2015/01/SEC Corporate Governance Blueprint Oct 29 2015.pdf (accessed Oct. 21, 2016) 65 Ibid. page 7 31 '·''-"··'='===