AN INVITATION: TO BREAKTHROUGH PERFORMANCE

Jesus P. Estanislao, Ph.D. Chairman

But more than CONFORMANCE,

there is a HIGHER LEVEL OF CORPORATE PERFORMANCE

 Which delivers

BREAKTROUGH RESULTS & GENUINE TRANSFORMATION

Which secures

LONG-TERM SUSTAINABILITY & INSTITUTIONAL STRENGTH

For such

TRANSFORMATION
to occur A

PERFORMANCE GOVERNANCE SYSTEM

must be installed

Thus, beyond CONFORMANCE,

There are ADDITIONAL STEPS to ALIGN CG practices with ALL CG principles

THE ADDITIONAL STEPS: BEYOND CONFORMANCE FOR PERFORMANCE

CORPORATE IDENTITY - Core Values and Corporate Mission - Code of Ethics and Social Responsibility CORPORATE STRATEGY - Vision Statement with Strategy Map PERFORMANCE SCORECARD PERFORMANCE GOVERNANCE SYSTEM

CORPORATE IDENTITY

The corporation has an

SEPARATE, AUTONOMOUS PERSONALITY

1st CG Principle

CORPORATE IDENTITY must be:

Laid on STRONG FOUNDATIONS - Core Values and Mission Shaped by MORAL COMMITMENTS - Ethics and Social Responsibility

CORPORATE IDENTITY
is founded upon corporate

CORE VALUES
Convictions Ideals Principles

These values are essential in shaping and sculpting our

MISSION

MISSION
POSITIVE DIFFERENCE

Reason for existence

Value Proposition
(how corporation adds value)

Timeless and Permanent

(with core values)

CORPORATE IDENTITY
is shaped by

ETHICS and SOCIAL RESPONSIBILITY

9th and 10th CG Principles Give inspiration and impetus to constitute a corporate governance charter Guarantee corporations to move forward Pervade all decisions and actions

The Code of ETHICS and SOCIAL RESPONSIBILITY

The BASIC REQUIREMENT for any modern corporate governance regime

CORE VALUES and CORPORATE MISSION (1st CG Principle)

STRONG FOUNDATIONS ETHICS AND SOCIAL RESPONSIBILITY (9th and 10th CG Principle) MORAL COMMITMENTS

CORPORATE STRATEGY

CORPORATE STRATEGY
Present a VISION Formulate STRATEGIC PRIORITIES

In Presenting a VISION Corporations CANNOT focus only on day-to-day operations

In Presenting a VISION
Corporations have to take a longer time frame to transform themselves in the FORESEEABLE

FUTURE

The Vision

HAS TO BE REALIZED
within a certain period of time

That is why
It is necessary to be clear and focused on a few

STRATEGIC PRIORITIES

In identifying STRATEGIC PRIORITIES,

These principles come into place

LONG-TERM SUSTAINABILITY
5TH Principle

FAIRNESS
6th principle

LONG-TERM SUSTAINABILITY
Corporations MUST GO BEYOND

FINANCIAL
aspects

IT HAS TO INCLUDE THE

CONSTITUENCIES

FAIRNESS
There must be a BALANCE between

FINANCIAL

NONFINANCIAL

Towards its vision, a corporation must present a clear

ROADMAP

Modern Corporate Governance demands a clear

STRATEGY MAP

CORPORATE STRATEGY

Present a VISION statement with a STRATEGY MAP ( 5th and 6th CG Principle)

VISION
Impact

By 2020, ICD, an institute made up of committed Fellows and Associates advancing positive change, is a prime mover for corporate governance practices in the Philippines and Asia.
Organizational Excellence
A business community recognized for its corporate governance practices

MISSION
To attend to the professional needs of corporate directors directly related to their serving in a Board of Directors To align professional practice of corporate directorship in the Philippines to regional best practice and global standards. To accredit corporate directors committed to enhancing the longterm value of the corporation they serve through the observance of corporate governance principles, ethics and social responsibility. To create a mechanism by which directors can become effective drivers in maximizing stakeholder value. To develop a governance-delivery process that is sustainable towards breakthrough results

Advocacy
ICD-trained directors contribute to economic value

Partnership
Competitiveness index at par or better than ASEAN countries
To establish network of donors, sponsors & supporters

Finance

To achieve a critical base of ICD consultants

To align resources consistent with vision-missionstrategy

To establish new revenue streams consistent w/ mission

Constituency

To push and promote sectoral scorecards as tools for compliance To establish the ICD Brand as the platinum standard

To sustain & expand Team CG Philippines

Internal Process

To establish global recognition for the PGS pathway & other ICD offerings

To give the investment forum a global character

Learning & Growth

IDENTITY
The Institute of Corporate Directors is a professional organization of, for, and by corporate directors and other reputational agents for corporate governance.

To create a strong governance institute for the PGS

To establish a comprehensive R & D agenda

To institutionalize our working sessions & make out of them the Asian Forum

CORE VALUES

SOLIDARITY PATRIOTISM INDEPENDENCE STAKEHOLDER VALUE ETHICS SOCIAL RESPONSIBILITY

PERFORMANCE SCORECARD

delivering performance must be a

SHARED RESPONSIBILITY

There must be a

SYSTEM OF ACCOUNTABILITY
8th Principle

Everyone has a role and duty

After framing a STRATEGY MAP, A well-governed corporation must specify

KEY STRATEGIC INITIATIVES

The MEASURES we need to take

The

TARGETS we need to meet

PERFORMANCE SCORECARD
Essential tool to assess breakthrough performance

STRATEGIC OBJECTIVES
Competitiveness index at par or better than ASEAN countries. To establish network of donors, sponsors & supporters To sustain & expand Team CG Philippines To give the investment forum a global character

MEASURES
Ranking in global competitiveness as rated by credible rating agencies Percent of donations coming from a list of regular donors Frequency of meetings with regulators per year Number of regulatory agencies attending regular meetings Number of fora

2020 TARGETS
Upper 3rd of all countries 75% 2 9 2

INITIATIVES
Organize initiatives that will ensure bigger budget for the regulatory environment; and implement programs to effectively manage relationship with rating agencies. Formulate and institutionalize recognition and reward system for loyal and committed donors and sponsors. Formalize and organize the operation of Team CG Philippines with ICD as secretariat. Similar to those listed under Learning and Growth priorities.

To institutionalize Ratio of foreign Establish a hardware and participants to 30% software resource center; our working total sessions and and formulate and make out of them Number of execute a market working the Asian 4 development program for sessions per Forum. the Asian market. year
ICD-trained directors contribute to economic value Poverty incidence Percent placement of ICD-trained directors in the top 100 companies Percent placement of ICD-trained directors in the top 50 GOCCs % of revenues that are self-generated innovation rate, i.e. percent of total revenue from new revenue streams % of budget allocated for R & D # of sectors with focused teams Number of sectors with scorecards sustained over five years Number of Asian cases published up to 2020 Number of major research partnerships # of published studies in an internationally Below 10% 50% 50% 75% 30% 10% 4+4 4+4 20 6 2 Continuing program to retain, develop and recruit champions of corporate governance, and to activate a placement program for ICD fellows. Organize a research and development team led by an ICD Fellow; formulate and execute a market development program for the Asian market; develop capabilities of consultant Fellows to support PGS initiated institutions along the PGS pathway.

PARTNERSHIP
ADVOCACY

To establish new revenue streams consistent w/ mission

To align resources consistent with vision-mission

To push and promote sectoral scorecards as tools for compliance To establish a comprehensive R&D agenda

Establish a planning and control system that supports the vision.

Review and upgrade process and standards while maintaining integrity.

Organize a research & development team led by an ICD Fellow; and formalize alliances with leading institutions.

STRATEGIC OBJECTIVES

MEASURES

2020 TARGETS

INITIATIVES

Poverty incidence

Below

ICD-trained 10% directors Percent 50% contribute to placement of ICDeconomic trained directors value in the top 100 companies Percent 50% placement of ICDtrained directors in the top 50 GOCCs
To establish new revenue streams consistent w/ mission % of revenues that are self-generated innovation rate, i.e. percent of total revenue from new revenue streams 75% 30%

Continuing program to retain, develop and recruit champions of corporate governance, and to activate a placement program for ICD fellows.

ADVOCACY

Organize a research and development team led by an ICD Fellow; formulate and execute a market development program for the Asian market; develop capabilities of consultant Fellows to support PGS initiated institutions along the PGS pathway.

To align resources consistent with visionmission To push and promote sectoral scorecards as tools for compliance

% of budget allocated for R & D # of sectors with focused teams Number of sectors with scorecards sustained over five years

10% 4+4 4+4

Establish a planning and control system that supports the vision.

Review and upgrade process and standards while maintaining integrity.

STRATEGIC OBJECTIVES

MEASURES

2020 TARGETS

INITIATIVES

A business Ranking in Promote the community corporate acceptance and recognized for governance Top implementation of the its corporate practice among 25% Maharlika Board and governance Asian countries as the Governance Act of practices rated by ACGA 2011.
To achieve a critical base of ICD consultants Number of ICD-trained members 5,000
Draw up and activate a system to classify/stratify members; and embark on an aggressive membership campaign.

ORGANIZATIONAL EXCELLENCE

Number of ICD fellows recognized as economic heroes To establish the ICD Brand as the platinum standard Number of elite Life Fellows Number of classes regularly held abroad with ICD participation Number of corporations pursuing PGS Number of corporates gaining hall of fame status Number of non-Filipino IODs adopting PGS Number of key sectors of national importance with ICD programs Average number of course offerings per key sector

50 30 4 20 12 5 Faculty exchange program with foreign institutions; establish common certification and recognition programs for students/participants among Asian IODs Continuing program to retain, develop and recruit champions of corporate governance.

To establish global recognition for the PGS pathway & other ICD offerings

4+4 2 Curriculum and faculty development to provide all sectors of national importance with relevant course offerings and qualified faculty/facilitators.

To create a strong governance institute for the PGS

Number of senior faculty per module

3+5

STRATEGIC OBJECTIVES
Competitiveness index at par or better than ASEAN countries.

MEASURES
Ranking in global competitiveness as rated by credible rating agencies Percent of donations coming from a list of regular donors

2020 TARGETS

INITIATIVES

To establish network of donors, sponsors & supporters

To sustain & expand Team CG Philippines To give the investment forum a global character To institutionalize our working sessions and make out of them the Asian Forum. ICD-trained directors contribute to economic value

Frequency of meetings with regulators per year Number of regulatory agencies attending regular meetings Number of fora
Ratio of foreign participants to total Number of working sessions per year Poverty incidence

Organize initiatives that will ensure bigger budget for the regulatory Upper 3rd of all environment; and implement programs to effectively manage relationship countries with rating agencies. 75% Formulate and institutionalize recognition and reward system for loyal and committed donors and sponsors. 2 Formalize and organize the operation of Team CG Philippines with ICD as secretariat. 9 2 30% 4 Below 10% 50% 50% 75% 30% 10% 4+4 4+4 20 6 2 Top 25% 5,000 50 30 4 20 12 5 4+4 2 3+5 Promote the acceptance and implementation of the Maharlika Board and the Governance Act of 2011. Draw up and activate a system to classify/stratify members; and embark on an aggressive membership campaign. Continuing program to retain, develop and recruit champions of corporate governance. Faculty exchange program with foreign institutions; establish common certification and recognition programs for students/participants among Asian IODs Curriculum and faculty development to provide all sectors of national importance with relevant course offerings and qualified faculty/facilitators. Organize a research and development team led by an ICD Fellow; formulate and execute a market development program for the Asian market; develop capabilities of consultant Fellows to support PGS initiated institutions along the PGS pathway. Establish a planning and control system that supports the vision. Review and upgrade process and standards while maintaining integrity. Organize a research & development team led by an ICD Fellow; and formalize alliances with leading institutions. Continuing program to retain, develop and recruit champions of corporate governance, and to activate a placement program for ICD fellows. Similar to those listed under Learning and Growth priorities. Establish a hardware and software resource center; and formulate and execute a market development program for the Asian market.

PARTNERSHIP ADVOCACY ORGANIZATIONAL EXCELLENCE

To establish new revenue streams consistent w/ mission

Percent placement of ICD-trained directors in the top 100 companies Percent placement of ICD-trained directors in the top 50 GOCCs % of revenues that are self-generated innovation rate, i.e. percent of total revenue from new revenue streams
% of budget allocated for R & D # of sectors with focused teams Number of sectors with scorecards sustained over five years Number of Asian cases published up to 2020 Number of major research partnerships # of published studies in an internationally refereed journal Ranking in corporate governance practice among Asian countries as rated by ACGA Number of ICD-trained members Number of ICD fellows recognized as economic heroes Number of elite Life Fellows Number of classes regularly held abroad with ICD participation Number of corporations pursuing PGS Number of corporates gaining hall of fame status Number of non-Filipino IODs adopting PGS Number of key sectors of national importance with ICD programs Average number of course offerings per key sector Number of senior faculty per module

To align resources consistent with vision-mission To push and promote sectoral scorecards as tools for compliance To establish a comprehensive R&D agenda

A business community recognized for its corporate governance practices To achieve a critical base of ICD consultants To establish the ICD Brand as the platinum standard

To establish global recognition for the PGS pathway & other ICD offerings

To create a strong governance institute for the PGS

PUTTING UP A

GOVERNANCE SYSTEM

In addition to the PERFORMANCE SCORECARD

A GOVERNANCE SYSTEM
must be put in place and institutionalized - the STEP that ACCOUNTABILITY(the 8th Principle) asks

It must follow

SYSTEMATIC CASCADING PROCESS

From

MAJOR Departments
to

Subsidiary Units
to

Individuals

The RESPONSIBILITY has to be SHARED

There must be

INCENTIVES for
grand performance

FAIR TREATMENT
for poor performance

INSTITUTIONALIZING THE

PERFORMANCE GOVERNANCE SYSTEM

Hardly any system is perfect

CONTINUOUS TWEAKING and IMPROVEMENT

is needed

Start with a

small DEDICATED team

Institutionalize such team as an

OFFICE FOR STRATEGIC MANAGEMENT (OSM)

Ensures cascading process

Installs and nurtures

GOVERNANCE CULTURE

Institutionalize a

MULTI-SECTOR GOVERNANCE COALITION(MSGC)

Ensures that all programs are pitched to all major constituencies Measures satisfaction Listens to complaints and suggestions Pursues a few social advocacies

INSTITUTIONALIZING THE

PERFORMANCE GOVERNANCE SYSTEM

OFFICE FOR STRATEGIC MANAGEMENT (OSM) MULTI-SECTOR GOVERNANCE COALITION (MSGC)

STEPS FOR PERFORMANCE:

1. CORPORATE IDENTITY
(1ST, 9TH, and 10TH CG Principle) Core Values and Mission Code of Ethics and Social Responsibility

2. CORPORATE STRATEGY
(5th and 6th CG Principle) A Vision statement with Strategy Map

3. PERFORMANCE SCORECARD & 4. PERFORMANCE GOVERNANCE SYSTEM (8th CG Principle)

AN INVITATION TO BE AN

ISLAND OF GOOD GOVERNANCE

BY 2015
Philippines must be able to showcase

GENUINE TRANSFORMATION

BY 2015
We want to send a message that

WE ARE TAKING GOVERNANCE SERIOUSLY

The ISLANDS of GOOD GOVERNANCE Must have taken the

STEPS UNDER CONFORMANCE

The ISLANDS of GOOD GOVERNANCE Must have taken the

STEPS FOR PERFORMANCE

(BEYOND CONFORMANCE)

STEPS include:
1. CORPORATE IDENTITY Core Values and Mission Code of Ethics and Social Responsibility 2. CORPORATE STRATEGY A Vision statement with Strategy Map

ADOPTION OF

3. PERFORMANCE SCORECARD
4. INSTITUTIONALIZATION OF PGS An OSM An MSGC

PERFORMANCE GOVERNANCE SYSTEM

BREAKTHROUGH RESULTS
2 OR 3 key strategic areas

Claims must be AUDITED and CERTIFIED - external audit - independent audit - regional audit

To keep the seal of being an

ISLAND OF GOOD GOVERNANCE

External Verification is mandated every three (3) years

ADOPT the PGS and JOIN the

Islands of Good Governance Initiative

Showcase Breakthrough Results

AN INVITATION: TO BREAKTHROUGH PERFORMANCE

Jesus P. Estanislao, Ph.D. Chairman