The Corporate Governance Scorecard (CGS) is a corporate governance rating system designed to raise the standards of corporate governance practices of the GOCCs to be at par with the ASEAN state-owned enterprises. It is a list of questions used to rate a GOCC’s governance policies and practices on the basis of the three (3) OECD Principles of Corporate Governance for State-Owned Enterprises.
I. Stakeholder Relationships (15%)
| Question | Guiding Reference | Y/N | Reference Link/ Supporting Documents |
|---|---|---|---|
| 1. Does the GOCC disclose a policy that: | |||
a. Stipulates the existence and scope of its effort to address customer’s welfare | GCG MC No. 2012-07 Chapter VII Sec. 35, Sec. 37 | Y | 1. MWSS RO Citizen’s Charter 2021 (1st Edition) – Service Pledge 2. 2008 and 2013 Implementing Rules and Regulations (IRRs) 3. Section 37 – 38 of the MWSS Manual of Corporate Governance 4. Customer Satisfaction Survey (CSS) 5. RO RM 06-01 Rev2_03 October 2022_List of Interested Parties |
| b. Elaborates its efforts to interact with the communities in which they operate? | GCG MC No. 2012-07 Chapter VII Sec. 35, Sec. 34 | Y | 1. Public Consultation and Information Drives 2. Page 16-18 of the MWSS RO Annual Report 2021 (Conduct of Public Consultation and Information Drives) 3. Corporate Social Responsibility (CSR) Statement 4. Page 30, Section 40 of the MWSS Manual of Corporate Governance 5. Water Conservation Page 6. Water Service Advisories Page 7. MWSS RO SocMed(Facebook/Twitter) on water conservation, etc a) MWSS RO Facebook Page b) MWSS RO Twitter Page |
| c. Ensure that its value chain is environmentally friendly or is consistent with promoting sustainable development? | GCG MC No. 2012-07 Chapter VII Sec. 35, Sec. 40 | Y | 1. Page 31 of the MWSS Manual of Corporate Governance 2. Page 15 of the MWSS RO Annual Report 2021 (Environmental Committee), and 3. Page 78 – 83 of MWSS RO Annual Report 2021 (Water Quality Control Department) 4. Vision-Mission Statement (RO website) 5. Performance Scorecards and Strategy Map |
| 2 Does the GOCC disclose the activities that it has undertaken to implement the above mentioned policies? | |||
| a. Customer health and safety | GCG MC No. 2012-07 Chapter VII Sec. 35, Sec. 40 OECD Principle IV (A) & Global Reporting Initiative | Y | 1. Page 104 of MWSS RO Annual Report 2021 (Safety and Health Committee) 2. Office Order No. 055, s. 2020 Interim Quarantine and Social Distancing Protocols 3. Conduct of Rapid Antibody Test (May 29 & June 29, 2020) and RT PCR Test (August 4, 2020 & October 11, 2021) 4. MWSS RO Safety and Health Manual (for Approval) 5. MWSS RO SocMed (Facebook/Twitter) posts on health and safety a) MWSS RO Facebook Page b) MWSS RO Twitter Page 6. Fire Safety and Prevention Seminar |
| b. Interaction with the communities | GCG MC No. 2012-07 Chapter VII Sec. 34 OECD Principle IV (A) & Global Reporting Initiative | Y | Public Information Drive (RO website) |
| c. Environmentally-friendly value chain | GCG MC No. 2012-07 Chapter VII Sec. 40 OECD Principle IV (A) & Global Reporting Initiative | Y | Page 78 – 83 of MWSS RO Annual Report 2021 (Water Quality Control Department) |
| 3 Does the GOCC have a separate corporate social responsibility (CSR) report/section or sustainability report/section? | GCG MC No. 2012-07 Chapter VIII Sec. 41, Sec. 43.4.e | Y | 1. Page 29, Section 37 of the MWSS Manual of Corporate Governance 2. Corporate Social Responsibility Statement 3. Page 15 of the MWSS RO Annual Report 2021 (Environmental Committee) |
| 4 Where stakeholder interests are protected by law, stakeholders should have the opportunity to obtain effective redress for violation of their rights. | |||
| a. Does the GOCC provide contact details via the company’s website or Annual Report which stakeholders (e.g. customers, suppliers, general public, etc.) can use to voice their concerns and/or complaints for possible violation of their rights? | OECD Principle IV (B) | Y | 1. Page 29, Section 37 of the MWSS Manual of Corporate Governance 2. MWSS RO Website Contact Details with Message Us Form 3. 2008 and 2013 Implementing Rules and Regulations (IRRs) |
| 5 Performance enhancing mechanisms for employee participation should be permitted to develop. | |||
| a. Does the GOCC explicitly mention the health, safety and welfare policy for its employees? | GCG MC No. 2012-07 Chapter VII Sec. 39 OECD Principle IV (C) Global Reporting Initiative: Sustainability Report | Y | 1. MWSS RO Employees Health, Wellness and Safety Program 2. MWSS RO GAD Accomplishment Report for FY 2022 Narrative Report and GAD Annual Report submitted to PCW) 3. Page 28 of the MWSS Manual of Corporate Governance 4. MLA Collective Negotiation Agreement, Article VI – XII states employees’ rights to health, safety, welfare and humane working conditions allowed under the law 5. Learning & Development policy (draft) |
| b. Does the GOCC publish data relating to health, safety and welfare of its employees? | OECD Principle IV (C) Global Reporting Initiative: Sustainability Report | Y | 1. MWSS RO Employees Health, Wellness and Safety Program 2. MLA Collective Negotiation Agreement, Article VI – XII states employees’ rights to health, safety, welfare and humane working conditions allowed under the law |
| c. Does the GOCC have training and development programmes for its employees? | GCG MC No. 2012-07 Chapter VII Sec. 36 OECD Principle IV (C) Global Reporting Initiative: Sustainability Report | Y | 1. Learning and Development Training Plan 2021 2. MWSS RO GAD Accomplishment Report for FY 2022 Narrative Report and GAD Annual Report submitted to PCW) 3. Page 28 of the MWSS Manual of Corporate Governance 4. Employees Health, Wellness and Safety Program |
| d. Does the GOCC publish data on training and development programs for its employees? | OECD Principle IV (C) Global Reporting Initiative: Sustainability Report | Y | 1. MWSS RO Annual Report 2021 2. MWSS RO GAD Accomplishment Report for FY 2022 Narrative Report and GAD Annual Report submitted to PCW) 4. Learning and Development Training Plan 2021 |
| 6 Stakeholders including individual employee and their representative bodies should be able to freely communicate their concerns about illegal or unethical practices to the board and their rights should not be compromised for doing this. | |||
| a. Does the GOCC have procedures for complaints by employees concerning illegal (including corruption) and unethical behavior? | GCG MC No. 2014-04 | Y | 1. MWSS RO Whistleblowing Policy 2. Citizen’s Complaint Hotline (8888) |
| b. Does the GOCC have procedures to protect an employee/person who reveals illegal/unethical behavior from retaliation? | GCG MC No. 2014-04 | Y | 1. MWSS RO Whistleblowing Policy 2. Grievance Mechanism (Office Order No. 062, Series of 2021 RE: Reconstitution of the MWSS RO Grievance Committee) |
II. Disclosure and Transparency (35%)
| Question | Guiding Reference | Y/N | Reference Link/ Supporting Documents |
|---|---|---|---|
| 7 Quality of Annual Report | OECD Principle V (A); OECD Principle V (E); ICGN 2.4 Composition and structures of the Board; ICGN 2.4.1 Skills and experiences; ICGN 2.4.3 Independence; ICGN 5.0 Remuneration | ||
| Does the GOCC’S annual report disclose the following items: a. Corporate objectives | RA No. 10149 Chapter V Sec. 25, GCG MC 2012-07 Chapter VIII Sec. 41 | Y | 1. Governance Commission for GOCCs (GCG) and MWSS Regulatory Office (RO) Performance Agreement |
| b. Financial Performance Indicators | RA No. 10149 Chapter V Sec. 25, GCG MC 2012-07 Chapter VIII Sec. 41 | Y | 1.MWSS RO Annual Report 2021 2. MWSS Audited Financial Statements – Annual Audit Report for 2022 3. MWSS Statement of Financial Position for the Year Ended December 31, 2021 and 2020 4. Latest Annual Audited Financial Statements |
| c. Non-financial performance indicators | RA No. 10149 Chapter V Sec. 25, GCG MC 2012-07 Chapter VIII Sec. 41 | Y | 1. Performamnce Scorecards Monitoring Report 2. MWSS RO Annual Report 2021 |
| d. Details of whistle-blowing policy | RA No. 10149 Chapter V Sec. 25, GCG MC 2012-07 Chapter VIII Sec. 41 | Y | Whistleblowing Policy for GOCC |
| e. Biographical details (at least age, qualifications, date of first appointment, relevant experience, and any other directorships of listed companies) of directors/commissioners | RA No. 10149 Chapter V Sec. 25, GCG MC 2012-07 Chapter VIII Sec. 41 | Y | Section 43.2 On the Board and Officers Complete listing of the Directors and Officers and their membership in Board Committees; |
| f. Training and/or continuing education programme attended by each director/commissioner | RA No. 10149 Chapter V Sec. 25, GCG MC 2012-07 Chapter VIII Sec. 41 | Y | MWSS RO Annual Report 2021 |
| 8 Are the Annual Reports downloadable from the GOCCs website? | Annual reports/Financial statements on the year being assessed must be downloadable from the GOCC’s website. | Y | Annual Reports Webpage 1. MWSS Annual Audit Report (AAR) for CY 2022 2. Revised Financial Statement for CY 2022 3. Financial Statement as of December 2022 (Post and Pre-Closing) |
| 9 Corporate Governance Confirmation Statement | |||
| Does the Annual Report contain a statement confirming the company’s full compliance with the code of corporate governance and where there is non-compliance, identify and explain reasons for such issue? | OECD PRINCIPLE V (A) (8) | Y | 1. MWSS RO Annual Report 2021 2. MWSS RO Certification – Statement of Full Compliance with the Code of Corporate Governance |
| 10 Timely filing/release of annual financial reports | |||
| a. Are the audited annual financial report/statement released within 60 days upon receipt from COA? | OECD Principle V. Transparency and Disclosure, A. OECD Principle II. The State Acting as an Owner E. (3) The GOCC must explicitly state the 1.) date of receipt of the AFS from COA and 2.) the date when the AFS was released/published online. An N/A rating will be given for this item if the COA-audited financial report is not yet available or not yet transmitted to the GOCC, provided that the evidence/ proof of their financial reports have already been submitted for audit and that they disclose their unaudited financial reports instead. | Y | Transparency Seal Sec. 43.3 1. Annual Audit Report for 2021 2. Annual Audited Financial Statements 3. Received by MWSS RO Central Records Office (CRO) dated 29 July 2022 and 4. The AFS was released/published online dated 17 August 2022. |
| b. Is the annual report released within 90 days from the release of audited financial reports? | The GOCC must explicitly state the 1.) date of receipt of the AFS from COA and 2.) the date when the Annual Report was released/published online | Y | Transparency Seal Sec. 43.3 Annual Audit Report for 2021 1. 31 May 2022 date of receipt of the AFS from COA and 2. The AFS was released/published online dated 17 August 2022. |
| c. Is the true and fairness / fair representation of the annual financial statements/reports affirmed by the board of directors/commissioners and/or relevant officers of the company? | GCG MC No. 2012-07 Chapter VIII Sec. 42 (d) OECD Principle V (C); OECD Principle V (E); OECD Principle V- (A. ICGN 7.2 Timely Disclosure; ICGN 7.3 Affirmation of financial statements There should be a statement online made by the Directors and/or relevant officers confirming the truth/veracity and fairness of the GOCC’s financial statements. | Y | Transparency Seal Sec. 43.3 1. Annual Audited Financial Statements Statement of Management’s Responsibility for Financial Statements |
III. Responsibilities of the Board (50%)
| Question | Guiding Reference | Y/N | Reference Link/ Supporting Documents |
|---|---|---|---|
| 11 Corporate Vision/Mission | |||
| a. Has the Board of Directors reviewed the vision and mission/strategy in the last financial year? | GCG MC No. 2012-06 Chapter III Sec. 27.1 (a) OECD Principle 6 (P58) ICGN:3.2 Integrity | Y | 1. MWSS RO Performance Scorecards and Strategy Map for 2022, and 2. Governance Commission for GOCCs (GCG) and MWSS Regulatory Office (RO) Performance Agreement 3. MWSS BOT Resolution No. 2020-166-RO MWSS RO Performance Scorecard for CY 2021 dated December 15, 2020 4. Page 1 of the MWSS RO Annual Report 2021 |
| b. Does the Board of Directors monitor/oversee the implementation of the corporate strategy? | GCG MC No. 2012-06 Chapter III Sec. 27.1 (b) | Y | MWSS BOT Resolution No. 2021-128-RO MWSS RO Performance Scorecard for CY 2022 dated Nov 11, 2021 Performance Scorecards and Strategy Map |
| 12 Did the GOCC achieve 90% in the PES? | The GOCC must publish the GCG-validated performance scorecard on the year being assessed. | Y | GCG Validation Result 2022 2022 MWSS RO Performance Evaluation Scorecard (PES) Rating is 93% |
| 13 Code of ethics or conduct | |||
| a. Are the details of the code of ethics or conduct disclosed? | Y | 1. Manual of Corporate Governance 2. No Gift Policy | |
| b. Does the GOCC disclose that all Directors/ Commissioners, senior management and employees are required to comply with the code? | Y | 1. Manual of Corporate Governance 2. No Gift Policy | |
| c. Does the company disclose how it implements and monitors compliance with the code of ethics or conduct? | Y | Manual of Corporate Governance | |
| 14 Does the Board appoint a Nomination and Compensation/Remuneration Committee? Not Applicable | GCG MC No. 2012-07 Chapter III Sec. 16.2.4; RA No. 10149 Chapter IV Sec. 23; GCG MC No. 2012-07 Chapter VIII Sec. 41 OECD Principle II. The State Acting as an Owner, F. (2) ICGN Global Corporate Principles 5.0 Remuneration & 5.4 Transparency; 2013 ASEAN Corporate Governance Scorecard E.2.10 & E.2.16; SEC MC No. 2 s. 2002 Sec. 9 (B) (b) | Y | Government Corporate Information Sheet 2022 |
| 15 Did the Nomination and Compensation/Remuneration Committee meet at least twice during the year? Not Applicable | Y | Committee & Enbanc attendance 2022 En Banc 2022 CMC 2022 HRC 2022 ARMC 2022 EGC | |
| 16 If yes, is the report of the Nomination and Compensation/Renumeration Committee publicly disclosed? Not Applicable | |||
| 17 Does the Board appoint an Audit Committee? | GCG MC No. 2012-07 Sec. 8(j); GCG MC No. 2012-07 Chapter III Sec. 16.2.2; GCG MC No. 2012-07 Chapter VIII Sec. 41 OECD Principle V. Transparency and Disclosure, B. 2013 ASEAN Corporate Governance Scorecard E.2.22; SEC MC No. 2 s. 2002 Sec. 9 (A) | Y | 1. Code of Corporate Governance for GOCCs 2. Article VII. Disclosure and Transparency Requirements 3. Section 43.2 On the Board and Officers 4. MWSS BOT Resolution No. 2022-146-CO RE: Reconstitution of the Composition of Board Committees) |
| 18 If yes, is the report of the Audit Committee publicly disclosed? | Y | 2022 MWSS Year-End Report Audit and Risk Committee (ARMC Accomplishments) | |
| 19 Does at least one member of the Audit Committee have an audit, accounting or finance background (qualification or experience) | Y | Transparency Seal Section 43.2 On the Board and Officers 1. ARMC Chairman – Master in Industrial Management 2. Chairman of the Board (Audit Credit Committee Chairman- Agdao Multi-purpose Cooperative AMPC 2014-2015) | |
| 20 Did the Audit Committee meet at least four times during the year? | Y | 2022 Audit and Risk Management Committee (ARMC) Meeting Attendance | |
| 21 Does the Board appoint a Risk Management Committee? | GCG MC No. 2012-07 Chapter III Sec. 16.2.5; GCG MC No. 2012-07 Chapter III Sec. 8 (b), (h) OECD Principle VI D (6) | Y | 1. Transparency Seal Section 43.2 On the Board and Officers 2. Audit and Risk Management Committee 3. Code of Corporate Governance for GOCCs 4. Article VII. Disclosure and Transparency Requirements 5. MWSS BOT Resolution No. 2022-146-CO RE: Reconstitution of the Composition of Board Committees) |
| 22 If yes, is the report on Risk Management Committee publicly disclosed? | |||
| 23 Does at least one member of the Risk Management Committee have a background in finance and investments? Business Management Degree – ARMC Chairman | Y | Transparency Seal Section 43.2 On the Board and Officers 1. ARMC Chairman – Master in Industrial Management 2. Chairman of the Board (Audit Credit Committee Chairman- Agdao Multi-purpose Cooperative AMPC 2014-2015) | |
| 24 Board meetings and attendance | |||
| a. Are the Board of Directors meetings scheduled at the beginning of the year? (end of Q1) | Y | Committee & Enbanc attendance 2022 En Banc 2022 CMC 2022 HRC 2022 ARMC 2022 EGC | |
| b. Does the Board of Directors meet at least monthly? | GCG MC No. 2012-07 Sec. 8 (a) | Y | Committee & Enbanc attendance 2022 En Banc 2022 CMC 2022 HRC 2022 ARMC 2022 EGC |
| c. Did the Board of Directors meet on at least 75% on their scheduled meetings? | INDO SCORECARD | Y | Committee & Enbanc attendance 2022 En Banc 2022 CMC 2022 HRC 2022 ARMC 2022 EGC |
| d. Has each of the directors/commissioners attended at least 90% of all the board meetings held during the year? | OECD PRINCIPLE VI (E) | Y | Committee & Enbanc attendance 2022 En Banc 2022 CMC 2022 HRC 2022 ARMC 2022 EGC |
| e. Did the Board of Directors meet separately at least once during the year without the President/CEO present? | WORLDBANK PRINCIPLE 6 | Y | Committee & Enbanc attendance 2022 En Banc 2022 CMC 2022 HRC 2022 ARMC 2022 EGC |
| 25 Access to information | |||
| a. Does the GOCC have a policy that stipulates board papers for Board of Directors / Commissioners meetings to be provided to the Board at least three (3) working days in advance of the board meeting? | Y | Submission of Board Matters MWSS-OBS-M-22-006 | |
| b. Is the Board Secretary trained in legal, accountancy or company secretarial practices? Y Bachelor of Laws/Juris Doctor | Y | Profile of Corporate Secretary | |
| 26 Internal Audit | |||
| a. Does the company have a separate internal audit function? | GCG MC No. 2012-07 Chapter III Sec. 16.1, 16.2.2 (a) & (d) OECD Principle VI (D) | Y | 1. Page 22, Sec 20 of the MWSS Manual of Corporate Governance 2. MWSS RO Organizational Chart |
| b. Does the appointment and removal of the internal auditor require the approval of the Audit Committee? | Y | Republic Act No. 6234, Section 8 (d)(3) “(d) To remove, suspend or otherwise discipline for cause, or terminate by reason of incapacity the term of office of, all other personnel, without prejudice to an appeal within thirty days from receipt of the decision to the Board, the decision of which Board shall be immediately final and enforceable;” | |
| 27 Risk Oversight | |||
| a. Does the company disclose the internal control procedures/risk management systems it has in place? | Y | 1. Risk Management Plan 2016 2. Risk Management Procedure | |
| b. Does the Annual Report disclose that the Board of Directors/Commissioners has overseen a review of the company’s material controls (including operational, financial and compliance controls) and risk management systems? | |||
| c. Does the company disclose how key risks are managed? d. Does the Annual Report contain a statement from the Board of Directors or Audit Committee commenting on the adequacy of the GOCC’s internal control/risk management systems? | Y | 1. Risk Management Plan 2016 2. Risk Management Procedure | |
| 28 Board Chairman | |||
| Do different persons assume the roles of Chairman and CEO? | Y | Board Committee Membership 2022 | |
| 29 Board of Directors Development | |||
| a. Does the GOCC have orientation programmes for new Directors | RA No. 10149 Sec. 16; GCG MC No. 2012-05 Art. 5 (f) OECD PRINCIPLE VI (E) | Y | Corporate Governance Orientation Program for GOCC |
| b. Does the GOCC have a policy that encourages Directors/Commissioners to attend on-going or continuous professional education programmes? | RA No. 10149 Sec. 16; GCG MC No. 2012-05 Art. 5 (f) OECD PRINCIPLE VI (E) | Y | Page 17 of the MWSS Manual of Corporate Governance |
| c. Did all appointive Directors attend at least 1 training for the calendar year? | RA No. 10149 Sec. 16; GCG MC No. 2012-05 Art. 5 (f) OECD PRINCIPLE VI (E) | Y | 1. Value of Values: Improving Ethics in the Workplace – March 10, 2022 2. Workshop on the latest Issuances and Innovation on the 2006 Revised IRR on R.A. No. 9184 on May 12-13, 2022 |
| 30 Board Appraisal | |||
| a. Is an annual performance assessment conducted of the Board of Directors? | GCG MC No. 2012-07 Chapter III OECD Principle VI. The Responsibilities of the Boards of State-Owned Enterprises, F. 2013 ASEAN Corporate Governance Scorecard E.5.5 & E.5.6 | N | *iped.gcg.gov.ph |
| b. Does the GOCC disclose the process followed in conducting the Board assessment? | N | *iped.gcg.gov.ph | |
| c. Does the GOCC disclose the criteria used in the Board assessment? | N | *iped.gcg.gov.ph | |
| 31 Committee Appraisal | |||
| Is an annual performance assessment conducted by the Board of Directors Committees? | UK CODE (JUNE 2010) | N | *iped.gcg.gov.ph |
IV. Bonus
| Question | Guiding Reference | Y/N | Reference Link/ Supporting Documents |
|---|---|---|---|
| BONUS | |||
| 1 Stakeholders Relationship Does the GOCC practice Global Reporting Index (GRI) on its annual reports? Disclosure and Transparency | International Framework – DRAFT, IIRC Council Item 3b Meeting The GOCC must publicly disclose that it has adopted integrated reporting based on the GRI framework for its disclosures. | Y | Annual Report, page 4-Flagship Infrastructure Projects “Furthering our dedication to sustainability is central to our development strategy, alongside fulfilling our physical and financial targets. We made every effort to have a positive impact to Sustainable Development Goals (SDGs) as seen through the prism of ESG. We have achieved this by following rules and authorities so as to make considerable progress while still satisfying the ESG-linked standards. |
| 2 Quality of Annual Report Are the audited annual financial report/statement released within 30 days upon receipt from the COA? | International Framework – DRAFT, IIRC Council Item 3b Meeting The GOCC must explicitly state the date when the AFS was released from COA and when it was published. | Y | 1. The 2021 Annual Audit Report (AAR) was received by MWSS RO Central Records Office (CRO) dated 29 July 2022 and 2. The AFS was released/published online dated 17 August 2022. |
V. Penalty
| Question | Guiding Reference | Y/N | Reference Link/ Supporting Documents |
|---|---|---|---|
| PENALTY Responsibilities of the Board | |||
| 1 Are there members of the Board of Directors who hold more than five (5) positions in GOCCs and PLCs? | The GOCC must name all the directorships of their Appointive Direcotrs to other GOCCs and PLCs. Should the Director have more than 5 positions in other GOCCs and PLCs, the GOCC will be marked N on this item. | Y | The directorships of the MWSS’ appointive directors/ Board of Trustees are disclosed on their respective resumes, which are posted on the MWSS RO website. |
| 2 Is there non-compliance with Good Governance Conditions? | The GOCC must disclose the results of GCG’s evaluation of its good governance conditions. Should the GOCC fail to comply with two or more conditions, it will be marked N on this item. | Y | The CGS CY 2020-2022 is disclosed on MWSS RO website |