SUN 17A For The Year Ending 2015

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ROLANDO D. SIATELA
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(632) 867-8826 to 40
DECEMBER/31
OCTOBER/LAST TUESDAY
rdsiatela@megaworldcorp.com
867-8826
22ND FLOOR, THE WORLD CENTRE, 330 SEN. GIL PUYAT AVENUE, MAKATI CITY, METRO MANILA
N C .
E ,
2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

Page 1 of 24
SECURITIES AND EXCHANGE COMMISSION

SEC FORM 17-A
ANNUAL REPORT PURSUANT TO SECTION 17
OF THE SECURITIES REGULATION CODE
AND SECTION 141 OF THE CORPORATION CODE
1.
For the fiscal year ended 31 December 2015
2.
SEC Identification Number: 10683
3.
BIR Tax Identification No.: 000-141-166-000
4.
SUNTRUST HOME DEVELOPERS, INC.

Exact name of issuer as specified in its charter
5.
Metro Manila
Province, Country or other jurisdiction of incorporation or organization
6.
(SEC Use Only)

Industry Classification Code
7.
6th Floor, The World Center Bldg.

330 Sen. Gil J. Puyat Avenue
Makati City, Philippines 1227
Address of principal office
8.
(632) 867-8826 to 40
Issuers telephone number, including area code
9.
Securities registered pursuant to Sections 8 and 12 of the SRC, or Sec. 4 and 8 of the RSA
10.
Title of Each
Class
Number of Shares of Common

Stock Outstanding
Common
2,250,000,000
Are any or all of these securities listed on a Stock Exchange?

Yes [x] No [ ]
Philippine Stock Exchange
11.
Common Shares
Check whether the issuer:

(a)
has filed all reports required to be filed by Section 17 of the SRC and SRC Rule 17
thereunder or Section 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections
26 and 141 of The Corporation Code of the Philippines during the preceding twelve
(12) months.
Yes [x] No [ ]
(b)
12.
has been subject to such filing requirements for the past ninety (90) days.
Yes [x] No [ ]
Aggregate Market Value of Voting Stock held by Non-Affiliates as of close of first quarter of
2015.
Php979,386,730.73 based on the closing price of Php1.13 per share on March 31, 2016

Page 2 of 24
PART I - BUSINESS AND GENERAL INFORMATION

Item 1. Business
(1)
Business Development
History
On 18 January 1956, the Company, then known as Ramie Textiles, Inc. was incorporated to engage in
the business of manufacture and sale of all types of ramie products. On 11 February 1959 the Company
was listed in The Philippine Stock Exchange, Inc.
On 10 June 1994, the SEC approved the Amendment to the Articles of Incorporation of the Company
changing the name from Ramie Textiles Inc. to Gaming Interest and Franchise Technologies, Inc. and
its secondary purpose, and including a provision denying pre-emptive rights to existing stockholders for
any future issue of shares. Upon its conversion to a holding company, the Company sought to identify
investment opportunities which will yield attractive returns.
On 10 April 1995, the Companys name was changed from Gaming Interest and Franchise
Technologies, Inc. to Greater Asia Resources Corporation. Subsequently, the Company acquired two
(2) parcels of land situated in Tagaytay City with an approximate total area of 510,479 square meters
in exchange for 250,000 shares out of its unissued capital stock.
On 11 August 1998, the SEC approved the Amended AOI of the Company changing the name from
Greater Asia Resources Corporation to BW Resource Corporation (BWRC). The primary purpose of
BWRC is to acquire interests in tourism or leisure-related enterprises, projects, or ventures.
On 17 August 1999, the SEC approved an increase in authorized capital stock of the Company from
PhP450,000,000.00 divided into 450,000,000 shares to PhP2,000,000,000.00 divided into
2,000,000,000 shares with a par value of One Peso (1.00) per share. Out of the increase in authorized
capital stock, One Billion Two Hundred Million Pesos (PhP1,200,000,000.00) worth of shares were
issued to Megaworld Corporation (Megaworld) in exchange for a parcel of land with improvements with
a total area of 7,255.30 square meters located at M.H. del Pilar corner Pedro Gil St., Malate Manila and
with a fair market value of One Billion Two Hundred Million Pesos (PhP1,200,000,000.00). With the
entry of Megaworld, the SEC, on October 3, 2000, approved the change in name from BWRC to
Fairmont Holdings, Inc.
On 02 March 2001, Emerging Market Assets Limited, a global investment company based in Hong
Kong, subscribed to 350,000,000 shares of stock of the Company at par value of One Peso (Php1.00)
per share.
On 29 June 2002, the Board of Directors of the Company approved the change of the Companys name
from Fairmont Holdings, Inc. to Suntrust Home Developers, Inc. The change of the Companys name
was ratified by the stockholders on November 11, 2005 and was approved by the SEC, on 10 May
2006. The change in name came hand in hand with a change in the Companys primary purpose or
nature of business, from a holding company to a real estate company authorized to engage in real
estate development, mass community housing, townhouses and rowhouses development, residential
subdivision and other massive horizontal land development. The change in the nature of business of
the Company was prompted by the perception that being a holding company no longer appeared to be
viable, at least in the next few years. On the same date, the Board likewise approved a PhP1 Billion
increase in the Companys authorized capital stock from PhP2,000,000,000 to PhP3,000,000,000 for
the purpose of enabling the Company to finance any acquisitions or projects that it may undertake in
the future in line with its new corporate purpose. Out of the PhP1 Billion increase, PhP250,000,000 has
been actually subscribed while PhP62,500,000 has been actually paid-up in cash by Megaworld
Corporation, an existing stockholder of the Company.

Page 3 of 24
Sometime in July 2002, the Company acquired from an affiliate, Empire East Land Holdings, Inc.
(EELHI), all of the latters shareholdings in Empire East Properties, Inc. (EEPI). As a result,
consolidated financial statements were presented in the third quarter of 2002 and onwards. Prior to
such acquisition, EEPI was a wholly-owned subsidiary of EELHI engaged in the development of
socialized or low-cost housing projects. In March 2004, the Companys percentage of ownership in
EEPI was reduced from 100% to 60% upon the subscription by EELHI to additional shares of stock of
EEPI. On 8 July 2008, EEPI changed its name to Suntrust Properties, Inc. (SPI) and increased its
authorized capital stock, with EELHI subscribing to such increase. As a result, the Companys
ownership interest in SPI decreased from 60% to 20% and the Companys control over SPI ceased
and, as such, SPI was no longer a subsidiary but was considered an associate of the Company. In June
2013, the Company has sold all its remaining shares in SPI.
On 30 August 2005, the Board of Directors of the Company approved the decrease in the number of
members of the Board of Directors from eleven to seven directors and the extension of its corporate
term for another fifty (50) years from 18 January 2006. These changes to the Articles of Incorporation
were ratified by the stockholders of the Company on 11 November 2005 and were approved by the
SEC on 10 May 2006.
In September 2011, the Company acquired 100% of the outstanding shares of stock of First Oceanic
Property Management, Inc. (FOPMI). Consequently, FOPMI became the Companys wholly owned
subsidiary and its financial statements were consolidated with the Companys financial statements
starting 2011.
FOPMI was incorporated and registered with the Philippine Securities and Exchange Commission on
January 31, 1990. FOPMI is engaged primarily in the management of real estate properties consisting
of residential and office condominiums and private estates. FOPMIs services are covered by
management contracts covering the different properties it manages and these contracts assure it of
relatively fixed monthly revenues in the form of administrative/management fees. The acquisition of
FOPMI was intended to create a new revenue stream for the Company which would complement its
existing investments in real estate. FOPMI also holds 100% of the outstanding shares of stock of
CityLink Coach Services, Inc. (CityLink), which was incorporated and registered with the Philippine
Securities and Exchange Commission on November 7, 2006. CityLink is a domestic company engaged
in overland transport, carriage, moving or haulage of passengers, fares, customers and commuters as
well as freight, cargo, articles, items, parcels, commodities, goods or merchandise by means of
coaches, buses, coasters, jeeps, cars and other similar means of transport.
(2)
Business of Issuer
The Company, currently, does not have any business operations and is not offering any product or
service. However, its subsidiary FOPMI is engaged in property management of residential and office
buildings and private estates.
Thus, the Company is not prepared at this time to identify and describe what business it proposes to
do and what products, goods or services will be produced or rendered; its principal products or services
and their markets with the relative contribution to sales or revenues of each product or services or group
of related products or services; percentage of sales or revenue and net income contributed by foreign
sales; distribution methods of products or services; competition; sources and availability of raw
materials and the names of principal suppliers; and the Companys dependency on its customers. Since
the Company has not identified the industry in which it will engage in, it is likewise not in the position to
discuss any government approval required for its principal products or services or the effect of existing
or probable governmental regulations on its business.
FOPMI is engaged in property management and provides vital real estate management services for
several residential and office condominium buildings and private estates in Metro Manila. These include
basic administrative, housekeeping and security services and special services such as facilities and
equipment management, audit and technical support services, finance and account management, and

Page 4 of 24
procurement services. FOPMIs revenue is primarily generated from management fees it charges in
connection with its property management services.
FOPMI is very competitive and is determined to perform as the best by assigning dedicated teams to
manage over property/building. On-site Property Administrator, Property Engineer and Administrative
Assistant/s are assigned to look after each individual property. A pool of experienced professionals
architects, engineers, accountants and other personnel with varying expertise provides back-up
support and services for its individual clients and customer.
CityLink is engaged in overland transport, carriage, moving or haulage of passengers, fares, customers
and commuters as well as freight, cargo, articles, items, parcels, commodities, goods or merchandise
by means of coaches, buses, coasters, jeeps, cars and other similar means of transport.
The Company or FOPMI is not dependent upon a single or a few customers. No single customer
accounts for 20% or more of FOPMIs sales.
In normal course of business, the Company entered into transactions with related parties, consisting
mainly of advances from related parties for working capital purposes and for the settlement of certain
liabilities. For more information, please see Note 17 to the Audited Financial Statements.
The Company does not hold any patent, trademark, copyright, license, franchise, concession or royalty
agreement upon which their operations are dependent.
Government Approval of Principal Products; Effect of Government Regulations on the Business
The following is a brief description of the principal laws and regulations affecting the real estate
business.
Land Title Registration
The Philippines uses the Torrens System of land registration, which provides for a certification of title
to real property which is binding on all persons. An owner of real property may register title under the
Torrens System if, after proper surveying, application, publication, service of notice and hearing, the
Regional Trial Court (RTC) or, in certain cases, the Municipal Trial Court, the Metropolitan Trial Court
or the Municipal Circuit Trial Court (collectively, MTCs) within whose jurisdiction the land is situated
confirms the owners title to the land in a judgment and issues a decree to register the property in the
owners name. Persons opposing the registration of title may appeal against the judgment of the RTC
or MTCs to the Court of Appeals or Supreme Court within 15 days from notice of the RTCs or MTCs
judgment. After the period for appeal has lapsed and within 15 days from entry of judgment, the
appropriate court will order the Administrator of National Land Titles and Deeds Registration
Administration (formerly the Land Registration Authority) to issue the corresponding decree of
registration and Original Certificate of Title (OCT). Notwithstanding the issuance of an OCT, the
decree of registration may still be contested within one year from entry of judgment on the grounds of
actual fraud.
Claims Against Registered Land
Once real property has been registered, it may no longer be acquired by prescription. A Certificate of
Title is conclusive evidence of ownership binding against all persons, including the government. The
title is not subject to collateral attack and it cannot be altered, modified or cancelled, except in a direct
proceeding in accordance with law. If registered land is transferred to another person, the Register of
Deeds may cancel the OCT and issue a Transfer Certificate of Title (TCT) in the name of the new
owner, provided that certain required documents are submitted to him and all the necessary taxes are
paid. Subsequent transfers are also registered by the cancellation of the latest TCT and the issuance
of a new TCT in the name of the latest transferee.

Page 5 of 24
Quieting of Title
Claims which cast doubt over title to real property are relatively common in the Philippines. In particular,
the boundaries to a registered title may be disputed, and where there is outstanding litigation against
an owner of real property it may be possible for the claim to be annotated on the title to the property.
Where a claim against title is unfounded, an action may be brought to remove this claim. Transferees
of real property will usually require that all outstanding claims be removed from property before they will
accept a transfer of title.
Land Title Transfers
An owner of registered land may convey, mortgage, lease, charge or otherwise deal with the same in
accordance with existing Philippine laws and may use such forms of deeds, mortgages, leases or other
voluntary instruments as are sufficient in law. However, a deed, mortgage, lease or other voluntary
instrument (except a will purporting to convey or affect a registered land) will not take effect as a
conveyance or bind the land, but will operate only as contract between the parties and as evidence of
authority to the Register of Deeds to effect registration.
The act of registration is the operative act to convey or affect the land insofar as third persons are
concerned. Accordingly, as between two transactions over the same parcel of land, a transaction that
is registered in good faith prevails over an earlier unregistered right.
A sale of property that has been registered under the Torrens system typically requires the registered
owner of the land to execute a deed of absolute sale in favor of the purchaser. Within ten (10) days
after the close of the month when such deed was executed, a documentary stamp tax shall be paid to
the Bureau of Internal Revenue (BIR), computed at a rate of 1.5% of the purchase price or zonal value
of the land as determined by the BIR, whichever is higher. A final tax of 6% based on the gross selling
price or current fair market value of the property, whichever is higher, is imposed upon capital gains
presumed to have been realized from the sale of such real property and such tax must be paid to the
BIR within thirty (30) days after the execution of the deed of absolute sale.
No voluntary instrument can be registered by the Register of Deeds unless the owners duplicate
certificate is presented with such instrument, except in cases expressly provided for in the Property
Registration Decree upon lawful order of a court. The production of the owners duplicate certificate,
whenever any voluntary instrument is presented for registration, is conclusive authority from the
registered owner to the Register of Deeds to enter a new certificate or to make a memorandum of
registration in accordance with such instrument, and the new certificate or memorandum is binding
upon the registered owner and upon all persons claiming under him, in favor of every purchaser for
value and in good faith.
Nuisance Laws
Under the Philippine nuisance laws, property owners may be liable for acts, omissions or the condition
of property when it endangers the health or safety of others, injures or offends the senses, interferes
with free passage of any public highway, street or body of water, or hinders the use of property. If a
nuisance has been created by a previous landowner, the current landowner will be liable for such
nuisance if such landowner knowingly continues the nuisance.
Taxes
Real property taxes are payable annually on the propertys assessed value. The assessed value of
property and improvements depends on the nature of the property. Land is ordinarily assessed at 20%
to 50% of its fair market value; buildings may be assessed at 0% to 80% of their fair market value; and
machinery may be assessed at 40% to 80% of its fair market value. Currently, real property taxes vary
by location but do not exceed 2% of the assessed value in the province and 3% of the assessed value
in municipalities within Metro Manila and in cities. An additional Special Education Fund Tax of 1% of
the assessed value of the property is also levied annually by provinces and by the cities and
municipalities within Metro Manila.

Page 6 of 24
Idle lands are taxed at 5% of the assessed value of the property. Idle lands include any land, other than
agricultural land, that is more than 1,000 square meters in area and one-half of which remains unutilized
or unimproved by the owner.
Number of employees
As of 31 December 2015, the Group has a total of five hundred twenty three (523) employees. None of
the Groups employees are represented by a labor union or are subject to collective bargaining
agreements. The Group intends to hire additional employees if the present workforce becomes
inadequate to handle operations but the exact number of additional employees will depend on the needs
of the business.
Below is the breakdown of the Groups employees as of December 31, 2015:
Operations
Administrative -
106
417
FOPMI maintains a non-contributory post-employment benefit plan that is being administered by a

trustee covering substantially all regular full-time employees. Actuarial valuations are made on a regular
basis to update the retirement benefit costs and the amount of contributions.
Major Business Risks
The Company and its subsidiaries are exposed to a variety of financial risks in relation to financial
instruments that it holds under its investment portfolio. The Companys risk management is coordinated
with its Board of Directors and focuses on actively securing the Companys short-to-medium term cash
flows by minimizing the exposure to financial markets. The Company does not actively engage in the
trading of financial assets for speculative purposes nor does it write options. The Companys financial
investments are largely in the form of short-term time deposits.
The business operations of the Companys subsidiary, FOPMI, is subject to competition. Some
competitors may have substantially greater financial and other resources than FOPMI which may allow
them to undertake more aggressive marketing and to react more quickly and effectively to changes in
the markets and in consumer preferences. In addition, the entry of new competitors into FOPMIs
business segments may affect FOPMIs revenues and profit margins.
The Company is exposed to risks associated with the Philippines, including the performance of the
Philippine economy.
The Companys intended acquisition and development of real property business is highly dependent on
the state of the Philippine economy and the Philippine property market. Demand for, and prevailing
prices of, developed land and house and lot units are directly related to the economic, political and
security conditions in the Philippines. FOPMI is likewise affected by the Philippine property market as
demand for property management services are dependent on completion of real properties to be
managed and there is a limit on existing and completed properties that can be managed.
Significant competition in their respective industries could adversely affect the Companys and FOPMIs
business.
A number of more established real estate developers are already present in the business and the
Company may not be able to compete with them in seeking properties for acquisition, resources for
development and prospective clients. Competition from other real estate developers may also
adversely affect the Companys ability to sell its projects. FOPMI is likewise subject to competition for
other property management companies as well as companies which offer property management as part
of its portfolio of services.

Page 7 of 24
The Company may be unable to acquire land for future development.

The Companys future growth and development are dependent, in part, on its ability to acquire or enter
into agreements to develop tracts of land suitable for the Companys planned real estate projects. When
the Company and its competitors attempt to locate sites for development, the Company may experience
difficulty in locating parcels of land of suitable size in locations and at prices acceptable to the Company.
In the event the Company is unable to acquire suitable land at acceptable prices with reasonable
returns, or at all, its growth prospects could be limited and its business and results of operations could
be adversely affected.
To mitigate this risk, the Company intends to invest in strategic land banking, either through joint
development agreements or property purchases.
The Companys reputation will be adversely affected if its projects are not completed on time or if the
projects do not meet its customers requirements.
Any negative effect on the Companys reputation or its brand could also affect the Companys ability to
pre-sell its housing and land development projects. This would impair the Companys ability to reduce
its capital investment requirements. The Company cannot provide any assurance that such events will
not occur in a manner that would adversely affect its results of operations or financial condition.
The Company endeavors to mitigate these risks through carefully planned projects. The Company
likewise keeps itself updated on the latest governmental regulations and ensures that it obtains all
regulatory requirements.
The Companys operations may be affected by its previous losses and current deficit
The Company has suffered losses and is currently at a deficit and this may affect its operations.
However, the acquisition of FOPMI has created a revenue stream for the Company and this gradually
decreases the Companys deficit. The Company manages its liquidity needs by carefully monitoring
scheduled payments for financial liabilities as well as its cash outflows due in a day-to-day business.
The Company may not always be able to hire independent contractors who meet its requirements.
The Company intends to rely on independent contractors to provide various services, including land
clearing and infrastructure development, various construction projects and building and property fittingout works. There can be no assurance that the Company will be able to find or engage an independent
contractor for any particular project or find a contractor that is willing to undertake a particular project
within the Companys budget, which could result in cost increases or project delays. There can be no
assurance that the services rendered by any of its independent contractors will always be satisfactory
or match the Companys requirements for quality. Contractors may also experience financial or other
difficulties, and shortages or increases in the price of construction materials may occur, any of which
could delay the completion or increase the cost of certain housing and land development projects, and
the Company may incur additional costs as a result thereof. Any of these factors could have a material
adverse effect on the Companys business, financial condition and results of operations. The Company
intends to mitigate this risk by selecting independent contractors based on the contractors experience,
its financial and construction resources, any previous relationship with Megaworld, its reputation for
quality and its track record.
Environmental laws could adversely affect the Companys business.
Real estate developers are required to follow strictly the guidelines of the DENR. There can be no
assurance that current environmental laws and regulations applicable to the Company will not increase
the costs of operating its facilities above currently projected levels or require future capital expenditures.
The introduction of inconsistent application of, or changes in, laws and regulations applicable to the
Companys business could have a material adverse effect on its business, financial condition or results
of operations. The Company has and will always comply with environmental laws.

Page 8 of 24
Item 2. Properties
The Company has six condominium units at Sheraton Marina Square located in Malate, Manila with a
total area of 496.00 square meters. The Company is currently leasing out these units and generating
income from the rental thereof.
FOPMI is a lessee under operating lease covering its office space. The lease has a term of one year
and renewable upon terms and conditions as may be agreed by the parties. The future minimum rentals
payable under this operating lease as of December 31, 2014 amounted to P2.7 million and NIL in 2015.
Item 3. Legal Proceedings

The Company is not a party to, and none of its properties is the subject of, any material pending litigation
or legal proceeding.
Item 4. Submission of Matters to a Vote of Security Holders

On 27 October 2015, the Minutes of the Annual Stockholders Meeting held last 18 November 2014 and
appointment of Punongbayan and Araullo as the external auditors of the Corporations financial
statements for the year ending December 31, 2015 were approved by the Companys stockholders. All
acts and resolutions of the Board of Directors, Board Committees and Management of the Corporation,
during the period up to the date of the meeting of the stockholders were ratified. Finally, the following
were elected to the Board of Directors of the Company: Ferdinand B. Masi, Evelyn G. Cacho, Giancarlo
C. Ng, Felizardo T. Sapno and Elmer P. Pineda while Eugenio B. Reducindo and Alejo L. Villanueva,
Jr., were elected as the Independent Directors.
PART II OPERATIONAL AND FINANCIAL INFORMATION

Item 5. Market for Issuers Common Equity and Related Stockholder Matters
Market Information
The Companys shares of common stock are traded on the Philippine Stock Exchange. Below is a
history of the trading prices of said shares.
Year
2012
High
Low
2013
High
Low
2014
High
Low
2015
High
Low
2016
High
Low
First Quarter
0.63
0.51
0.66
0.54
1.15
0.89
1.27
1.00
1.28
0.70
Second Quarter
0.62
0.51
1.00
0.58
1.96
0.99
1.10
0.81
Third Quarter
0.57
0.50
2.40
0.57
1.47
1.11
0.86
0.65
Fourth Quarter
0.64
0.49
1.33
0.87
1.62
1.10
1.75
0.66
Holders
There are 1,604 holders of the Companys 2,250,000,000 outstanding shares of common stock.
However, 250,000,000 of these outstanding shares are not yet listed with the Philippine Stock Exchange
as the subscription price for these have not been fully paid. Below is a list of the top twenty holders of
the Companys shares of common stock as of 31 March 2016:

Page 9 of 24
Name of Shareholder
Number of Shares
Held
Percent of Total
Outstanding Shares
1.
MEGAWORLD CORPORATION
955,834,992
42.482%
2.
694,029,922
30.846%
235,000,000
10.444%
4.
PCD NOMINEE CORP. (FILIPINO)

EMERGING MARKET ASSETS
LIMITED
STANLEY HO HUNG SUN
116,100,000
5.160%
5.
FIRST CENTRO. INC.
102,987,000
4.577%
6.
THE ANDRESONS GROUP, INC.
89,460,000
3.976%
7.
EBC PCI TA NO. 203-53106-5

PCD NOMINEE CORP. (NONFILIPINO)
LUCIO L. CO
17,000,000
0.756%
12,996,465
0.578%
4,082,563
0.181%
1,300,000
0.058%
1,000,000
0.044%
555,000
0.025%
513,700
0.023%
14.
GENEVIEVE GO
PCCI SECURITIES BROKERS
CORP.
ROMULO P. NEY
LARCY MARICHI Y. SO &/OR
HANSON G. SO 601125
YAP SIK KIEONG
500,000
0.022%
15.
LUCIANO H. TAN
450,000
0.020%
16.
PABLO M. SILVA
437,499
0.019%
17.
HANSON G. SO
400,000
0.018%
18.
JAIME DY &/OR JULIET DY
399,000
0.018%
19.
FRANCIS L. DY &/OR INGRED S.
385,500
0.017%
20.
PETER TY
357,000
0.016%
3.
8.
9.
10.
11.
12.
13.
Dividends
The deficit of the Company and its cash position did not merit any declaration of dividends for the last
two fiscal years.
The payment of dividends in the future will depend upon the Company's earnings, cash flow and
financial condition, among other factors. The Company may declare dividends only out of its
unrestricted retained earnings. These represent the net accumulated earnings of the Company, with its
capital unimpaired, which are not appropriated for any other purpose.
The Company may pay dividends in cash, by the distribution of property, or by the issue of shares of
stock. Dividends paid in cash are subject to the approval by the Board of Directors. Dividends paid in
the form of additional shares are subject to approval by both the Board of Directors and at least twothirds (2/3) of the outstanding capital stock of the shareholders at a shareholders' meeting called for
such purpose.
The Corporation Code prohibits stock corporations from retaining surplus profits in excess of one
hundred per cent (100%) of their paid-in capital stock, except when justified by definite corporate
expansion projects or programs approved by the Board of Directors, or when the corporation is
prohibited under any loan agreement with any financial institution or creditor from declaring dividends

Page 10 of 24
without its consent, and such consent has not yet been secured, or when it can be clearly shown that
such retention is necessary under special circumstances obtaining in the corporation.
Recent Sales of Unregistered Securities
In the past three (3) years, the Company has not undertaken any sale of unregistered or exempt
securities, or issued securities constituting an exempt transaction.
Item 6. Management Discussion and Analysis of Financial Condition and Results of Operations
2015 vs. 2014
RESULTS OF OPERATIONS
Twelve months ended December 31, 2015 compared to
Twelve months ended December 31, 2014
The Group's total revenues exhibited an increase of Php57.80 million or 18.81% from Php307.26 million
in 2014 to Php365.07 million in 2015 of the same period. Total revenues mostly came from management
fees, service income and rental income.
Costs and expenses exhibited an increase of Php50.05 million or 17.97% from Php278.44 million in
2014 to Php328.49 million in 2015. Increase in costs and expenses were mainly due to operating
expenses, finance costs and tax expenses.
The Groups net profit showed an increase of Php7.76 million or 26.92% from Php28.82 million in 2014
to Php36.58 million in 2015.
FINANCIAL CONDITION
As of December 31, 2015 and December 31, 2014
The Groups total resources amounted to Php563.07 million in 2015 from Php491.41 million in 2014.
The Group manages its liquidity needs by carefully monitoring scheduled payments for financial
liabilities as well as its cash outflows due in a day-to-day business.
Current assets increased by Php90.51 million or 23.83% from Php379.80 million in 2014 to Php470.31
million in 2015. Cash and cash equivalents increased by Php69.23 million or 30.02% from Php230.66
million in 2014 to Php299.90 million in 2015. Due from related parties increased by Php7.59 million or
16.41% from Php46.27 million in 2014 to Php53.86 million in 2015.
Non-current assets decreased by Php18.85 million or 16.89% from Php111.61 million in 2014 to
Php92.76 million in 2015. Investment property decreased by Php1.24 million from Php29.75 million in
2014 to Php28.51 million in 2015. Property and equipment decreased by Php2.23 million or 9.65% from
Php23.09 million in 2014 to Php20.86 million in 2015.
Trade and other receivables increased by Php15.43 million or 15.94% from Php96.74 million in 2014
to Php112.17 million in 2015. Other assets decreased by Php1.65 million or 12.63% from Php13.08
million in 2014 to Php11.43 million in 2015.
Current liabilities increased by Php37.44 million or 20.00% from Php187.16 million in 2014 to
Php224.60 million in 2015. Trade and other payables exhibited an increase of Php37.22 million or
42.66% from Php87.25 million in 2014 to Php124.48 million in 2015. Due to related parties slightly
increased by Php0.37 million or 0.41% from Php90.70 million in 2014 to Php91.08 million in 2015.
Income tax payable decreased by Php0.16 million or 1.73% from Php9.21 million in 2014 to Php9.05
million in 2015.

Page 11 of 24
Retirement benefit obligation decreased by Php41.10 million or 26.07% from Php157.69 million in 2014
The Groups total resources amounted to Php563.07 million in 2015 from Php491.41 million in 2014.
The Group manages its liquidity needs by carefully monitoring scheduled payments for financial
liabilities as well as its cash outflows due in a day-to-day business.
Current assets increased by Php90.51 million or 23.83% from Php379.80 million in 2014 to Php470.31
million in 2015. Cash and cash equivalents increased by Php69.23 million or 30.02% from Php230.66
million in 2014 to Php299.90 million in 2015. Due from related parties increased by Php7.59 million or
16.41% from Php46.27 million in 2014 to Php53.86 million in 2015.
Non-current assets decreased by Php18.85 million or 16.89% from Php111.61 million in 2014 to
Php92.76 million in 2015. Investment property decreased by Php1.24 million from Php29.75 million in
2014 to Php28.51 million in 2015. Property and equipment decreased by Php2.23 million or 9.65% from
Php23.09 million in 2014 to Php20.86 million in 2015.
Trade and other receivables increased by Php15.43 million or 15.94% from Php96.74 million in 2014
to Php112.17 million in 2015. Other assets decreased by Php1.65 million or 12.63% from Php13.08
million in 2014 to Php11.43 million in 2015.
Current liabilities increased by Php37.44 million or 20.00% from Php187.16 million in 2014 to
Php224.60 million in 2015. Trade and other payables exhibited an increase of Php37.22 million or
42.66% from Php87.25 million in 2014 to Php124.48 million in 2015. Due to related parties slightly
increased by Php0.37 million or 0.41% from Php90.70 million in 2014 to Php91.08 million in 2015.
Income tax payable decreased by Php0.16 million or 1.73% from Php9.21 million in 2014 to Php9.05
million in 2015.
Retirement benefit obligation decreased by Php41.10 million or 26.07% from Php157.69 million in 2014
2014 vs. 2013
The Group's total revenues exhibited an increase of 24.38 million or 8.62% from 282.89 million in 2013
to 307.26 million in 2014 of the same period. Total revenues mostly came from management fees,
service income and rental income.
Costs and expenses exhibited an increase of 15.13 million or 5.75% from 263.31 million in 2013 to
278.44 million in 2014. Increase in costs and expenses were mainly due to operating expenses and tax
expense.
The Groups net profit showed an increase of 9.24 million or 47.22% from 19.58 million in 2013 to28.82
million in 2014.
FINANCIAL CONDITION
The Groups total resources amounted to 491.41 million in 2014 from 400.88 million in 2013. The Group
manages its liquidity needs by carefully monitoring scheduled payments for financial liabilities as well
as its cash outflows due in a day-to-day business.

Page 12 of 24
Current assets increased by 81.06 million or 27.13% from 298.74 million in 2013 to 379.80 million in
2014. Cash and cash equivalents increased by 58.44 million or 33.93% from 172.23 million in 2013 to
230.66 million in 2014. Due from related parties increased by 9.62 million or 26.25% from 36.65 million
in 2013 to 46.27 million in 2014.
Non-current assets increased by 9.46 million or 9.27% from 102.14 million in 2013 to 111.61 million in
2014. Investment property decreased by 1.24 million from 30.99 million in 2013 to 29.75 million in 2014.
Property and equipment increased by 3.35 million or 16.98% from 19.74 million in 2013 to 23.09 million
in 2014.
Trade and other receivables increased by 7.82 million or 8.79% from 88.92 million in 2013 to 96.74
million in 2014. Other Assets increased by 0.35 million or 2.79% from 12.72 million in 2013 to 13.08
million in 2014.
Current liabilities increased by 37.87 million or 25.37% from 149.29 million in 2013 to 187.16 million in
2014. Trade and other payables exhibited an increase of 15.43 million or 21.48% from 71.82 million in
2013 to 87.25 million in 2014. Due to related parties also increased by 13.39 million or 17.33% from
77.31 million in 2013 to 90.70 million in 2014. Income tax payable increased by 9.05 million or
5,640.81% from 0.16 million in 2013 to 9.21 million in 2014.
Retirement benefit obligation increased by 33.65 million or 27.13% from 124.04 million in 2013 to 157.69
million in 2014.
Material Changes in the Financial Statements Items:
Increase/(Decrease) of 5% or more versus 2013
Statements of Financial Position
Cash and Cash Equivalents 33.93%
Increase is due to timely collection of receivables as of the current period.
Due from Related Parties 26.25%
Increase is due to additional advances to related parties of a subsidiary.
Trade and Other Receivables 8.79%
Increase due to additional revenues from management fees for the current period.
Property and Equipment 16.98%
Increase was mainly due to additional acquisition of equipment by the subsidiaries.
Deferred Tax Asset 30.74%
Increase was mainly due to effects of taxable and deductible temporary differences.
Trade and Other Payables 21.48%
Due to increase in accrued expenses as of the current period.
Due to Related Parties 17.33%
Due to additional advances incurred by the subsidiaries.
Income Tax Payable 5,640.81%
Increase is due to higher taxable income tax for the current period.
Retirement Benefit Obligation 27.13%
Increase is due to additional accrual of retirement benefits for the current period.

Page 13 of 24
Statements of Income
Management Fees 20.45%
Increase due to additional properties managed by the subsidiary.
Service Income (5.89%)
Decrease due to lower service income generated by the subsidiary.
Rental Income (6.86%)
Decrease due to lower rental income generated by the subsidiary.
Finance Income 46.47%
Increase due to higher interest income generated for the current period.
Gain on Sale of AFS (100.00%)
Due to non-recurring gain on sale of the parent companys investment in available-for-sale financial
asset.
Operating Expenses 21.44%
Increase due to higher administrative and overhead expenses for the current period.
Finance Cost 95.22%
Increase due to higher interest expense incurred by the subsidiary.
Tax Expense 209.86%
Increase due to higher taxable income for the current period.
KEY PERFORMANCE INDICATORS
Presented below are the top five (5) key performance indicators of the Group:
o
o
o
Revenue Growth The Group generated its revenue mostly from management fees,
rental income and service income. The groups revenues showed an increase of 24.38
million or 8.62% from 282.89 million to 307.26 million year-on-year.
Net Profit Growth measures the percentage change in net profit over a designated
period of time. The groups net profit increase by 9.24 million or 47.22% from 19.58
million in 2013 to 28.82 million in 2014.
Increase in Cash and Cash Equivalents Cash and cash equivalents increased by
58.44 million or 33.93% from 172.23 million in 2013 to 230.66 million in 2014.
Increase in Trade Receivables Total trade receivables increased by 7.82 million from
88.92 million in 2013 to 96.74 million in 2014. Increase is due continuous flows of
revenues in the form of administrative fees.
Increase in Total Assets Total assets increased by 90.53 million or 22.58% from
400.88 million in 2013 to 491.41 million in 2014.
There are no other significant changes in the Group's financial position (5% or more) and condition that
will warrant a more detailed discussion. Further, there are no material events and uncertainties known
to management that would impact or change reported financial information and condition on the Group.
There are no known trends or demands, commitments, events or uncertainties that will result in or that
are reasonably likely to result in increasing or decreasing the Group's liquidity in any material way.
There are no other known events that will trigger direct or contingent financial obligation that is currently
considered material to the Group, including any default or acceleration of an obligation.

Page 14 of 24
The Group does not anticipate having any cash flow or liquidity problems. The Group is not in default
or breach of any note, loan, lease or other indebtedness or financing arrangement requiring it to make
payments. The Group has no material commitments for capital expenditures.
There are no material off-balance sheet transactions, arrangements, obligations, and other
relationships of the Group with unconsolidated entities or other persons created during the reporting
period.
The Group has no unusual nature of transactions or events that affects assets, liabilities, equity, net
income or cash flows.
There are no other material issuances, repurchases or repayments of debt and equity securities.
There are no seasonal aspects that had a material effect on the financial condition or results of
operations of the group.
There are no material events subsequent to the end of the period that have not been reflected in the
financial statements for the year 2014.
There are no changes in estimates of amount reported in periods of the current financial year or changes
in estimates of amounts reported in prior financial years.
2013 vs. 2012
The Group's total revenues exhibited an increase of 73.85 million or 35.33% from 209.04 million in 2012
to 282.89 million in 2013 of the same period. Total revenues mostly came from management fees,
service income, rental income and non-recurring gain on sale of available-for-sale- financial asset.
Costs and expenses exhibited an increase of 60.57 million or 29.88% from 202.74 million in 2012
to263.31 million in 2013. Increase in cost and expenses were mainly due to cost of services and
operating expenses.
The Groups net profit showed an increase of 13.28 million or 210.86% from 6.30 million in 2012 to19.58
million in 2013.
FINANCIAL CONDITION
The Groups total resources amounted to 400.88 million in 2013 from 364.84 million in 2012. The Group
manages its liquidity needs by carefully monitoring scheduled payments for financial liabilities as well
as its cash outflows due in a day-to-day business.
Current assets increased by 122.38 million or 69.39% from 176.36 million in 2012 to 298.74 million in
2013. Cash and cash equivalents increased by 111.69 million or 184.51% from 60.54 million in 2012 to
172.23 million in 2013 due to proceeds from the sale of the parent companys investment in availablefor-sale financial asset. Due from related parties increased by 8.10 million or 28.37% from 28.55 million
in 2012 to 36.65 million in 2013.

Page 15 of 24
Non-current assets decreased by 86.34 million or 45.81% from 188.48 million in 2012 to 102.14 million
in 2013 mostly due to sale of available-for-sale financial asset which resulted to its decreased by 97.18
million or 100%. Investment property decreased by 1.24 million from 32.22 million in 2012 to 30.99
million in 2013. Property and equipment increased by 8.53 million or 76.03% from 11.21 million in 2012
to 19.74 million in 2013.
Trade and other receivables increased by 3.19 million or 3.72% from 85.73 million in 2012 to 88.92
million in 2013. Other Assets increased by 1.35 million or 11.84% from 11.38 million in 2012 to 12.72
million in 2013.
Current liabilities decreased by 11.69 million or 7.26% from 160.98 million in 2012 to 149.29 million in
2013. Trade and other payables exhibited an increase of 8.71 million or 13.79% from 63.12 million in
2012 to 71.82 million in 2013. Due to related parties decreased by 17.23 million or 18.22% from 94.53
million in 2012 to 77.31 million in 2013. Income tax payable decreased by 3.17 million or 95.18% from
Retirement benefit obligation increased by 5.35 million or 4.51% from 118.69 million in 2012 to 124.04
million in 2013.
Material Changes in the Financial Statements Items:
Increase/(Decrease) of 5% or more versus 2012
Statements of Financial Position
Cash and Cash Equivalents 184.51%
Increase is due to proceeds from sale of the parent companys investment in available-for-sale financial
asset.
Due from Related Parties 28.37%
Increase is due to additional advances to related parties.
Other Assets 11.84%
Due to increase in security deposits as of the current period.
Available for Sale Financial Asset (100.00%)
Due to sale of the parent companys investment in available-for-sale financial asset.
Property and Equipment 76.03%
Increase was mainly due to additional acquisition of equipment by the subsidiaries.
Trade and Other Payables 13.79%
Due to increase in accrued expenses as of the current period.
Due to Related Parties (18.22%)
Due to payment of advances by the parent company.
Income Tax Payable (95.18%)
Decrease is due to higher prepaid taxes offset with gross income tax for the current period.
Statements of Income
Management Fees 28.21%
Increase due to additional properties managed by the subsidiary.
Gain on Sale of AFS 100%
Due to non-recurring gain on sale of the parent companys investment in available-for-sale financial
asset.

Page 16 of 24
Service Income 30.62%

Increase due to higher service income generated by the subsidiary.
Rental Income 11.74%
Increase due to higher rental income generated by the subsidiary.
Finance Income (28.32%)
Decrease due to lower interest income generated by the subsidiary.
Cost of Services 13.25%
Higher cost of services due to increase in properties managed by the subsidiary.
Operating Expenses 202.76%
Increase due to higher administrative and overhead expenses for the current period.
Finance Cost (18.58%)
Decrease due to lower interest expense incurred by the subsidiary.
Tax Expense 101.08%
Increase due to higher taxable income for the current period.
KEY PERFORMANCE INDICATORS
Presented below are the top five (5) key performance indicators of the Group:
o
o
o
o
Revenue Growth The Group generated its revenue mostly from management fees,
rental income, service income and non-recurring gain from sale of available-for-sale
financial asset. The groups revenues showed an increase of 73.85 million or 35.33%
from 209.04 million to 282.89 million year-on-year.
Net Profit Growth measures the percentage change in net profit over a designated
period of time. The groups net profit increase by 13.28 million or 210.86% from 6.30
million in 2012 to 19.58 million in 2013.
Increase in Cash and Cash Equivalents Cash and cash equivalents increased by
111.69 million or 184.51% from 60.54 million in 2012 to 172.23 million in 2013.
Increase in Total Assets Total assets increased by 36.04 million or 9.88% from
Decrease in Current Liabilities Total current liabilities decreased by 11.69 million or
7.26% from 160.98 million in 2012 to 149.29 million in 2013.
There are no other significant changes in the Group's financial position (5% or more) and condition that
will warrant a more detailed discussion. Further, there are no material events and uncertainties known
to management that would impact or change reported financial information and condition on the Group.
There are no known trends or demands, commitments, events or uncertainties that will result in or that
are reasonably likely to result in increasing or decreasing the Group's liquidity in any material way.
There are no other known events that will trigger direct or contingent financial obligation that is currently
considered material to the Group, including any default or acceleration of an obligation.
The Group does not anticipate having any cash flow or liquidity problems. The Group is not in default
or breach of any note, loan, lease or other indebtedness or financing arrangement requiring it to make
payments. The Group has no material commitments for capital expenditures.

Page 17 of 24
There are no material off-balance sheet transactions, arrangements, obligations, and other
relationships of the Group with unconsolidated entities or other persons created during the reporting
period.
The Group has no unusual nature of transactions or events that affects assets, liabilities, equity, net
income or cash flows.
There are no other material issuances, repurchases or repayments of debt and equity securities.
There are no seasonal aspects that had a material effect on the financial condition or results of
operations of the group.
There are no material events subsequent to the end of the period that have not been reflected in the
financial statements for the year 2013.
There are no changes in estimates of amount reported in periods of the current financial year or changes
in estimates of amounts reported in prior financial years.
Item 7. Financial Statements

The Companys Audited Financial Statements for the three years ended 31 December 2015, 2014, and
2013 are attached as exhibits to this report.
Item 8. Information on Independent Accountant and other Related Matters

The present auditor of the Company, Punongbayan & Araullo, was also the auditor of the Company for
the years 2013, 2014 and 2015. There have been no disagreements with said auditor on any matter of
accounting principles or practices, financial statement disclosures, auditing scope or procedure, which
disagreements, if not resolved to their satisfaction, would have caused the auditor to make reference
thereto in its respective reports on the Companys financial statements for aforementioned years.
The external auditor of the Company billed the amounts of Php760,000 in 2015, Php750,000 in 2014,
and Php725,000 in 2013, in fees for professional services rendered for the audit of the Companys
annual financial statements and services that are normally provided by the external auditor in
connection with statutory and regulatory filings or engagements for 2015, 2014 and 2013. Except as
disclosed above, no other services were rendered or fees billed by the external auditor of the Company
for 2015, 2014 and 2013. All the above services have been approved by the Audit Committee through
its internal policies and procedures of approval.
The Board of Directors, after consultation with the Audit Committee, recommends to the stockholders
the engagement of the external auditors of the Company. The selection of external auditors is made on
the basis of credibility, professional reputation, accreditation with the Philippine Securities and
Exchange Commission, and affiliation with a reputable foreign partner. The professional fees of the
external auditors of the Company are approved by the Companys Audit Committee after approval by
the stockholders of the engagement and prior to the commencement of each audit season.

Page 18 of 24
PART III CONTROL AND COMPENSATION INFORMATION

Item 9. Directors and Executive Officers1
Following is the list of incumbent directors and executive officers of the Company. The members of the
Companys Board of Directors shall hold office for one (1) year from election and until their successors
are elected and qualified. Any director elected to fill a vacancy shall serve only for the unexpired term
of his predecessor in office.
Ferdinand B. Masi. Mr. Masi, 53 years old, Filipino, is currently the Chairman and the President of the
Company. He was appointed as Chairman of the Board on 09 November 2007 and has served as
President since 09 February 2001. Mr. Masi is currently with Consolidated Distillers of the Far East,
Inc., a position he has held since 1983 as Accounting Staff, Plant Accountant/Auditor, Chief Accountant,
Finance & Administrative Manager and as General Manager. He is concurrently the Chairman and
President of Good Earth Technologies International, Inc. and Corporate Secretary of First Centro, Inc.
He is a Certified Public Accountant and member of the Philippine Institute of Certified Public
Accountants. He also finished his MBA from Ateneo Graduate School of Business.
Evelyn G. Cacho. Ms. Cacho, 54 years old, Filipino, is currently the Treasurer and a member of the
Board of Directors of the Company since 29 August 2005. Ms. Cacho is concurrently a director of
Empire East Land Holdings, Inc. (EELHI), a position she has occupied since February 2009. She
joined EELHI in February 1995 and has served as its Vice President for Finance since February 2001.
She also currently serves as director of Empire East Communities, Inc., Laguna Bel Air School, Inc.,
Sonoma Premier Land, Inc., Valle Verde Properties, Inc. and Sherman Oak Holdings, Inc. She holds
the position of Treasurer of Megaworld Central Properties, Inc., and Megaworld Newport Property
Holdings, Inc. and Assistant Corporate Secretary of Gilmore Property Marketing Associates, Inc. Prior
to joining EELHI, she had extensive experience in the fields of financial/operations audit, treasury, and
general accounting from banks, manufacturing and trading companies. Ms. Cacho has a bachelors
degree in Business Administration major in Accounting.
Giancarlo C. Ng. Mr. Ng, 38 years old, Filipino, has served in the Companys Board of Directors since
23 October 2007. He is currently the Finance and Office Manager of Consolidated Distillers of the Far
East, Inc. (Condis). He is a graduate of the University of Asia and the Pacific with a degree in Bachelor
of Arts in Liberal Arts and Humanities, graduating Magna Cum Laude and Valedictorian of his batch.
He also obtained his Masters of Science in Information Technology from the same university. Mr. Ng
was at various times from 2003 to 2006 an account officer, sales manager, and inter-team coordinator
of Condis. Mr. Ng has handled Customer Relations Management, Sales and Delivery Logistics, and
Information Technology Planning and Tactical Coordination for Condis and has extensive experience
in work involving business processes and information technology solutions.
He was the project manager for the email and internet connectivity infrastructure project and inventory
system database of Condis. Prior to joining Consolidated Distillers of the Far East, Inc., he was a
member of the Systems Technology Support of Meralco MTP-CSPT from 1998-1999, where he
participated in the companys Y2K compliance project. Mr. Ng then joined the Software Services
Department of the Orient Overseas Container Line Phils, Inc. as a software programmer from 20002003, where he developed web applications and also served as customer EDI programmer and trainer
of new recruits. Mr. Ng has attended trainings and seminars on several software languages, Customer
Relations Management, Business Orientation for Marketing and Sales, Business Writing, Information
Strategy Planning, and on the New Digital Economy and Emerging Technologies for the Philippines in
2020.
Elmer P. Pineda. Mr. Pineda, 58 years old, Filipino, was elected to the Board on 03 February 2012 to
serve the unexpired term of Ms. Ma. Vicenta S. Jalandoni. Mr. Pineda was likewise appointed Assistant
Corporate Secretary and Assistant Corporate Information Officer of the Corporation. He was
responsible for the management of a number of real estate developments. A licensed civil engineer,
Mr. Pineda has over a decade of experience in project and construction management with various
companies and firms such as Farm System Development Corporation and Megaworld Corporation.
Age of Directors and Officers as of 31 March 2016

Page 19 of 24
Felizardo T. Sapno. Mr. Sapno, 58 years old, Filipino, has served as Director of the Company since
03 July 2006. He is currently the Plant Manager of the Consolidated Distillers of the Far East, Inc. since
August 1990. Mr. Sapno is a licensed Chemical Engineer and a graduate of the Mapua Institute of
Technology with a degree in BS Chemical Engineering. He was previously employed with the Philippine
Allied Leatherette, Inc. as Production Supervisor from October 1981 to October 1982 and the Central
Azucarera de Tarlac as Shift Supervisor from November 1982 to November 1985. He is a member of
various professional and socio-civic associations such as the Philippine Institute of Chemical Engineers,
Center for Alcohol and Research Development Foundation, Inc., Philippine Association of Alcohol and
Fermentation Technologies, Inc., Kiwanis International, Philippine Luzon District and the Knights of
Columbus, Council 4668.
Alejo L. Villanueva, Jr. Mr. Villanueva, 74 years old, Filipino was elected as Independent Director on
29 October 2012. He currently serves as Independent Director of Alliance Global Group, Inc.,
Emperador Inc. and Empire East Land Holdings, Inc. and a Director of First Capital Condominium
Corporation, a non-stock non-profit corporation. He is also Chairman of Ruru Courier Systems, Inc. and
Vice Chairman of Public Relations Counselors Foundations of the Philippines, Inc. He is a professional
consultant who has more than twenty years of experience in the fields of training and development,
public relations, community relations, institutional communication, and policy advocacy, among others.
He has done consulting work with the Office of the Vice President, the Office of the Senate President,
the Commission on Appointments, the Securities and Exchange Commission, the Home Development
Mutual Fund, the Home Insurance Guaranty Corporation, Department of Agriculture, Philippine National
Railways, International Rice Research Institute, Rustans Supermarkets, Louis Berger International
(USAID-funded projects on Mindanao growth), World Bank (Subic Conversion Program), Ernst & Young
(an agricultural productivity project), Chemonics (an agribusiness project of USAID), Price Waterhouse
(BOT program, a USAID project), Andersen Consulting (Mindanao 2000, a USAID project), Renardet
S.A. (a project on the Privatization of MWSS, with World Bank funding support), Western Mining
Corporation, Phelps Dodge Exploration, and Marubeni Corporation. Mr. Villanueva obtained his
bachelors degree in Philosophy from San Beda College, summa cum laude. He has a masters degree
in Philosophy from the University of Hawaii under an East-West Center Fellowship. He also took up
special studies in the Humanities at Harvard University. He studied Organizational Behavior at INSEAD
in Fontainebleau, France. He taught at the Ateneo Graduate School of Business, the UST Graduate
School, and the Asian Institute of Journalism.
Eugenio B. Reducindo. Mr. Reducindo, 46 years old, is currently the Managing Director of Choice
Gourmet Banquet, Inc., which owns and operates McDonalds stores and used to operate other
restaurants like Shanghai Bistro and SoHo Tea House. He has held the position of Managing Director
since 2007. As Managing Director, Mr. Reducindo is responsible for the overall operations and
management of 11 McDonalds outlets located within Metro Manila and other provinces such as Cebu
and Iloilo. Prior to being Managing Director, Mr. Reducindo was a branch manager at Choice Gourmet
handling the first McDonalds branch of the company located at Forbestown Center. Mr. Reducindo has
considerable experience in the management and operations of quick service and fine dining
restaurants, having been involved in the daily operations of a specific branch as well as the overall
management and operations of several branches/outlets. He has worked for Golden Arches
Development Corporation as branch manager and for McDonalds Egypt as Operations Consultant and
for Makati Shangri-La as Assistant Manager for the coffee shop. Mr. Reducindo graduated in 1989 from
the Far Eastern University with a degree in AB Communications.
Rolando D. Siatela. Mr. Siatela, 55 years old, Filipino, has served as Corporate Secretary and
Corporate Information Officer of the Company since 23 May 2006. He concurrently serves in PSE- listed
companies, Alliance Global Group, Inc., Megaworld Corporation, and Global-Estate Resorts, Inc. as
Assistant Corporate Secretary. He is also the Assistant Vice President for Controllership of Megaworld
Corporation. Prior to joining Megaworld Corporation, he was employed as Administrative and Personnel
Officer with Batarasa Consolidated, Inc. He is a member of the board of Asia Finest Cuisine, Inc. and
the Corporate Secretary of ERA Real Estate Exchange, Inc., Oceanic Realty Group International, Inc.
and Documentation Officer of Megaworld Foundation.
Maria Cristina D. Gonzales. Ms. Gonzales, 51 years old, Filipino, is the Compliance Officer of the
Company. She is presently a First Vice President for Management Services, Asset Management and
Administration of Megaworld Corporation, a position she has held since 2007. Previously, she was a
Vice President for Audit of Megaworld from 1993 to 2007, Audit Manager for Shoemart, Inc. from 1988

Page 20 of 24
to 1993 and Auditor with Sycip, Gorres & Velayo from 1984 to 1987. She is a Certified Public Accountant
since 1984 and graduated with a Business Administration degree, Major in Accounting (graduated
magna cum laude) from the University of the East.
Directors are elected annually by the stockholders to serve until the election and qualification of their
successors.
Significant Employees
The Company does not have significant employees, i.e., persons who are not executive officers but
expected to make significant contribution to the business.
Family Relationships
No director or executive officer is related to each other up to the fourth civil degree whether by
consanguinity or affinity.
Involvement in Legal Proceedings
The Company has no knowledge of any of the following events that occurred during the past five (5)
years up the date of this report that are material to an evaluation of the ability or integrity of any director,
nominee for election as director, or executive officer:
o
Any bankruptcy petition filed by or against any business of which such person was a
general partner or executive officer either at the time of the bankruptcy or within two
years prior to that time;
Any conviction by final judgment in a criminal proceeding, domestic or foreign, or being

subject to a pending criminal proceeding, domestic or foreign, excluding traffic
violations and other minor offenses;
Being subject to any order, judgment, or decree, not subsequently reversed,

suspended or vacated, of any court of competent jurisdiction, domestic or foreign,
permanently or temporarily enjoining, barring, suspending or otherwise limiting his
involvement in any type of business, securities, commodities or banking activities; and
Being found by a domestic or foreign court of competent jurisdiction (in a civil action),
the Commission or comparable foreign body, or a domestic or foreign Exchange or
other organized trading market or self-regulatory organization, to have violated a
securities or commodities law or regulation, and the judgment has not been reversed,
suspended, or vacated.
Item 10. Executive Compensation

The principal executive officers of the Company are:
Name
Position
Ferdinand B. Masi
Evelyn G. Cacho
Rolando D. Siatela
Elmer P. Pineda
Chairman & President (CEO)

Treasurer
Corporate Secretary
Asst. Corporate Secretary
The principal executive officers of the Company and members of the Companys Board of Directors did
not receive any compensation from the Company for years, 2013, 2014 and 2015 and neither will there
be any compensation for the ensuing year. There are no arrangements in force pursuant to which the
officers and directors of the Company are compensated, or are to be compensated, directly or indirectly,
for any services provided as such officer or director.

Page 21 of 24
There are no standard arrangements pursuant to which directors of the Company are compensated, or
are to be compensated, directly or indirectly, for any services provided as a director, including any
additional amounts payable for committee participation or special assignments, for the years 2013,
2014 and 2015 and for the ensuing year.
There are no other arrangements, including consulting contracts, pursuant to which any director of the
Company was compensated, or is to be compensated, directly or indirectly, for the years 2013, 2014
and 2015 and for the ensuing year, for any service provided as a director. No employment contracts,
termination of employment, or change in control arrangements, were effected for the applicable fiscal
year.
No warrants or stock options are held by the Companys CEO, its named executive officers or directors
for years 2013, 2014 and 2015 nor are there plans for extending warrants or options for the ensuing
year.
Item 11. Security Ownership of Certain Record and Beneficial Owners and Management 2
Security Ownership of Owners Holding More than Five Percent (5%) of Voting Securities
TITLE
OF
CLASS
NAME, ADDRESS
OF RECORD
OWNER AND
RELATIONSHIP
WITH ISSUER
NAME OF
BENEFICIAL
OWNER AND
RELATIONSHIP
WITH RECORD
OWNER
CITIZENSHIP
NO. OF
SHARES
HELD
PERCENT
Common
Megaworld
Megaworld
Corporation 28/F The Corporation3 (also
World Centre 330 Sen. the record owner)
Gil J. Puyat Avenue
Makati City
Filipino
995,834,992
42.482%
Common
PCD NOMINEE
CORPORATION
G/F Makati Stock
Exchange Building
6767 Ayala Avenue,
Makati City4
Filipino
694,029,922
30.846%
Common
Emerging Market
Emerging Market
Assets Limited
Assets Limited
(EMAL), Rm.
(also the record
1028,12/F The Centre owner)
Mark, 287-299
Queens Road, Central
Hong Kong5
Filipino
235,000,000
10.44%
PCIB Securities,
Corporation 8/F
PCI Tower 2,
Dela Costa St.,
Makati City
As of 31 March 2016
Mr. Andrew L. Tan has the power to direct the voting and disposition of the shares held by Megaworld Corporation in the
Company.
4
PCIB Securities Corporation is a participant of the PCD Nominee Corporation. The beneficial owners of the shares held by PCIB
Securities, Inc are not known to the Company.
5
Messrs. Yip Chu Kwong, Yuen Siu, Yip Kwok Cheong, Yip Kwok Wai, Tse Yuen Yuen and Poon Kwok Kuen, all stockholders
of EMAL, have the power to direct the voting and disposition of the shares held by EMAL in the Company. They are businessmen
3

Page 22 of 24
Common
Stanley Ho Hung-Sun Stanley Ho Hungc/o Atty. Danilo V.

Sun (also the
Roleda Unit 808
record owner)
Raffles, Corporate
Center, Emerald
Avenue, Ortigas
Center Pasig City
Non-Filipino
116,100,000
5.16%
Citizenship
Percent of
Class
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
N/A
N/A
0.00%
Security Ownership of Management

Title of Class
Common
Common
Common
Common
Common
Common
Common
Common
Common
Common
Name of Owner
Ferdinand B. Masi
Eugenio B. Reducindo
Evelyn G. Cacho
Alejo L. Villanueva, Jr.
Elmer P. Pineda
Giancarlo C. Ng
Felizardo T. Sapno
Rolando D. Siatela
Ma. Cristina D. Gonzales
All directors and executive
officers
Amount and Nature of

Beneficial Ownership
1 (direct)
1 (direct)
1 (direct)
1 (direct)
1 (direct)
1 (direct)
1 (direct)
0
0
7 (direct)
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Filipino
Voting Trust Holders of 5% or More

The Company has no knowledge of persons holding more than 5% of its voting securities under a voting
trust or similar agreement.
Change in Control
The Company has no knowledge of any arrangements among stockholders that may result in a change
in control of the Company.
Item 12. Certain Relationships and Related Transactions
Except for the material related party transactions described in the notes to the financial statements of
the Company for the years 2013, 2014 and 2015 (please see elsewhere in here), there has been no
material transaction during the last two years, nor is there any material transaction currently proposed,
to which the Company was or is to be a party, in which any director or executive officer, any nominee
for election as director, stockholder of more than ten percent (10%) of the Companys voting shares,
and any member of the immediate family (including spouse, parents, children, siblings, and in-laws) of
any such director or officer or stockholder of more than ten percent (10%) of the Companys voting
shares had or is to have a direct or indirect material interest.
who are based in Hong Kong and China and who have substantial investments in the manufacturing and real estate industries in
Guangzhou, China and Hong Kong.

Page 23 of 24
PART IV CORPORATE GOVERNANCE

13. ANNUAL CORPORATE GOVERNANCE REPORT FOR 2015
Filed with this report.
PART V - EXHIBITS AND SCHEDULES
Item 14. (a) Exhibits
Exhibit No.
1
2
3
Description of Exhibit
Statement of Management Responsibility for Financial Statement
Audited Financial Statements
SEC Supplementary Schedules
(b)
Reports on SEC Form 17-C Filed During the Last Six Months of the Report
Period (July 1 to December 31, 2015)
Date
04 September 2015
Disclosures
Notice of Annual Stockholders Meeting
27 October 2015
27 October 2015
Results of the Annual Stockholders Meeting

Results of the Organizational Meeting of the Board of Directors
2015 ANNUAL REPORT/SUN-.
.3T HOME DEVELOPERS, INC.

Pageaf of~
SIGNATURES
Pursuant to the requirements of Section 17 of the Securities Regulation Code and Section 141 of the
Corporation Code, this report is signed on behalf of the issuer by the undersigned, thereunto duly
authorized, in the City of Makati, on this_ day of April2016.
Company
EVEific~
Chairman and President
(Principal Executive and Operating Officer)t-
Treasurer
(Principal Financial Officer)c--
<
ALL~SREYES v
RO ANDO D. SIATELA
C orate Secretary
Principal Accounting Officer
SUBSCRIBED AND SWORN to before me this _th day of April 2016, affiants exhibiting to me their
Social Security System I.D.s and Tax Identification Numbers, as follows:
NAMES
SSSITIN NO.
Ferdinand B. Masi
SSS NO. 03-76383529/TIN NO. 125-960-157
Evelyn G. Cacho
SSS NO. 03-7189287-9/TIN NO. 127-326-686
Rolando D. Siatela
SSS NO. 33-0536180-7/TIN NO. 121-475-619
Allan A. Delos Reyes
SSS NO. 34-0366352-0/TIN NO. 249-741-222
APR 1 4 2016
; '.__.
o!'.~J15
-\_ i:~
;.,t,i
.::~.:a:.
,: :;
~J::.
::9,2007
SJ?.-3' _,,- -...-.>'~ ::;..::. 'E MA!CATI CITY

r.:;.;~: '' : ._!: t~;r ~. CE, TER
MAI(;.;n ;\::.,COR, JUPITER

6/F The World Centre Bldg., 330 Sen. Gil Puyat Ave., Makati City
Tel867 8826
STATEMENT OF MANAGEMENT'S RESPONSIBILITY

FOR FINANCIAL STATEMENTS
The management of Suntrust Home Developers, Inc. and Subsidiaries is responsible

for the preparation and fair presentation of the consolidated flnancial statements for the
years ended December 31,2015 and 2014, in accordance with Philippine Financial
Reporting Standards (PFRS). including the following additional supplemental information
flied separately from the basic flnancial statements:
a.
b.
c.
d.
e.
Supplementary Schedules Required under Annex 68-E of the Securities Regulation

Code Rule 68
Reconciliation of Retained Earnings Available for Dividend Declaration
Schedule of PFRS Effective as of December 31, 2015
Schedule of Financial Indicators for December 31, 2015 and 2014
Map Showing the Relationship Between and Among the Company and its Related
Entities
Management responsibility on the consolidated flnancial statements includes designing and

implementing internal controls relevant to the preparation and fair presentation of flnancial
statements that are free from material misstatement, whether due to fraud or error, selecting
and applying appropriate accounting policies, and making accounting estimates that are
reasonable in the circumstances.
The Board of Directors reviews and approves the consolidated flnancial statements, and the
additional supplementary information, and submits the same to the stockholders.
Punongbayan & Araullo, the independent auditors appointed by the stockholders, has
examined the consolidated flnancial statements of the Company in accordance with
Philippine Standards on Auditing and, and in its report to the Board of Directors and
stockholders, has expressed its opinion on the fairness of presentation upon completion of
such examination.
Chairman of the Board and President

.
:
S1gnature
EVELYN G. CACH
Treasurer
~~,. ,ow-J
APR 1 3 2016
SUBSCRIBED AND SWORN to before me this _ _ _ day of _ _ _ _ _ _ at
MAKAn ti1'V
Philippines, afftants exhibiting to me the following:
NAME
SSS/TIN
1. FERDINAND B. MASI
TIN 125-960-157
2. EVELYN G. CACHO
SSS No. 03-7189287-9

TIN 127-326-686
Doc. No.
Page No.
Book No.
Series of
'1.-5/;
NOTARY PUBLIC
"Lea' ;
'liO ;
WlJo.
MCLE COMPU' NCC i ;;

'!; "C -- c: 1
IBP O.R No.7067 2-!Si:Ti:',:: "-'-.:.! _ -~"
,7
PTR No. 532 ::.-:.:> '
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, - :c "<.
SUNTRUST HOME DEVELOPERS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
DECEMBER 31, 2015 AND 2014
(Amounts in Philippine Pesos)
2015
Notes
2014
A S S E T S
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables - net
Due from related parties - net
Other current assets - net
6
14
7
Total Current Assets

NON-CURRENT ASSETS
Trade and other receivables
Investment property - net
Property and equipment - net
Deferred tax assets
Other non-current assets - net
6
9
8
13
7
Total Non-current Assets
TOTAL ASSETS
299,896,867
107,934,741
53,859,925
8,616,419
230,662,973
93,170,852
46,268,824
9,698,764
470,307,952
379,801,413
4,234,183
28,506,244
20,864,983
36,341,694
2,810,522
3,572,845
29,745,646
23,092,490
51,817,246
3,380,284
92,757,626
111,608,511
563,065,578
491,409,924
124,478,738
91,076,837
9,048,094
87,254,280
90,702,023
9,207,485
LIABILITIES AND EQUITY

CURRENT LIABILITIES
Trade and other payables
Due to related parties
Income tax payable
10
14
Total Current Liabilities

NON-CURRENT LIABILITY
Retirement benefit obligation
12
Total Liabilities
EQUITY
16
TOTAL LIABILITIES AND EQUITY
224,603,669
187,163,788
116,584,200
157,688,710
341,187,869
344,852,498
221,877,709
146,557,426
563,065,578
See Notes to Consolidated Financial Statements.
491,409,924

CONSOLIDATED STATEMENTS OF INCOME
FOR THE YEARS ENDED DECEMBER 31, 2015, 2014 AND 2013
2015
Notes
REVENUES
Management fees
Service income
Rental income
Finance income
Gain on sale of available-for-sale financial asset
Others
COSTS AND EXPENSES

Cost of services
Operating expenses
Finance costs
Tax expense
9, 17
14
11
11
6, 12
13
NET PROFIT
Earnings Per Share Basic and Diluted
15
2014
336,409,706
14,829,452
9,472,933
4,042,604
314,070
2013
279,504,341
14,640,357
8,722,669
3,385,507
1,011,215
232,055,178
15,556,533
9,364,826
2,311,440
20,627,768
2,972,172
365,068,765
307,264,089
282,887,917
189,415,811
84,906,821
29,281,077
24,888,917
183,800,839
66,263,979
13,049,374
15,330,731
197,113,307
54,566,572
6,684,336
4,947,678
328,492,626
278,444,923
263,311,893
36,576,139
28,819,166
19,576,024
0.016
0.013
0.009

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
2015
Notes
NET PROFIT
OTHER COMPREHENSIVE INCOME (LOSS)
Items that will not be reclassified
subsequently to profit or loss
Remeasurements of retirement
benefit obligation
Tax income (expense)
TOTAL COMPREHENSIVE INCOME
12
13
2014
36,576,139
55,348,777
16,604,633 )
38,744,144
75,320,283
2013
28,819,166
14,025,098 )
4,207,530
32,571,479
9,771,444 )
9,817,568 )
19,001,598
19,576,024
22,800,035
42,376,059

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Capital Stock
(Note 16)
Revaluation
Reserves
(Notes 12 and 13)
Balance at January 1, 2015

Total comprehensive income for the year
2,062,500,000
-
( P
Balance at December 31, 2015
2,062,500,000

2,062,500,000
-

Total
Equity
Deficit
25,899,604 )
38,744,144
( P
1,890,042,970 )
36,576,139
146,557,426
75,320,283
12,844,540
( P
1,853,466,831 )
221,877,709
( P
(
16,082,036 )
9,817,568 )
( P
1,918,862,136 )
28,819,166
127,555,828
19,001,598
2,062,500,000
( P
25,899,604 )
( P
1,890,042,970 )
146,557,426
2,062,500,000
-
( P
38,882,071 )
22,800,035
( P
1,938,438,160 )
19,576,024
85,179,769
42,376,059
2,062,500,000
( P
16,082,036 )
( P
1,918,862,136 )
127,555,828

CONSOLIDATED STATEMENTS OF CASH FLOWS
2015
Notes
CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments for:
Depreciation and amortization
Interest expense
Interest income
Impairment of receivables
Gain on sale of available-for-sale financial asset
Operating profit before working capital changes
Increase in trade and other receivables
Decrease (increase) in other current assets
Increase in trade and other payables
Increase in retirement benefit obligation
Cash generated from operations
Cash paid for taxes
(
6
14
(
(
CASH FLOWS FROM INVESTING ACTIVITIES

Acquisition of property and equipment
Decrease in due from related parties
Interest received
Decrease (increase) in other non-current assets
Proceeds from disposal of property and equipment
Proceeds from sale of available-for-sale financial assets
8
14
(
(
(
8
14
Net Cash From (Used in) Investing Activities

CASH FLOWS FROM FINANCING ACTIVITY
Increase (decrease) in due to related parties
14
NET INCREASE IN CASH AND

CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS
AT BEGINNING OF YEAR
2013
44,149,897
12,966,563
6,091,911
3,385,507 )
6,957,463
66,780,327
14,776,630 )
2,232,860 )
15,431,113
13,533,797
78,735,747
14,258,583 )
77,556,658
Net Cash From Operating Activities

AT END OF YEAR
61,465,056
9,157,741
7,397,850
4,042,604 )
73,978,043
15,397,216 )
1,082,345
37,222,208
6,848,667
103,734,047
26,177,389 )
11
2014
10,093,754
6,684,336
2,311,440 )
20,627,768 )
18,362,584
3,192,647 )
606,384
8,704,331
31,240,154
55,720,806
19,490,231 )
(
(
(
64,477,164
4,526,963 )
7,591,101 )
4,014,593
670,000 )
75,893
-
(
(
8,697,578 )
15,909,143 )
9,619,110 )
3,385,507
406,680
2,301,197
-
24,523,702
36,230,575
(
(
14,258,576 )
8,098,764 )
2,311,440
5,075,655 )
117,809,201
19,434,869 )
92,687,646
374,814
13,394,521
69,233,894
58,436,816
111,691,131
230,662,973
172,226,157
60,535,026
299,896,867
230,662,973
17,227,090 )
172,226,157

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2015, 2014 AND 2013
1.
CORPORATE INFORMATION
1.1 Company Background

Suntrust Home Developers, Inc. (the Company or Parent Company) was incorporated
in the Philippines on January 18, 1956 to primarily engage in real estate development.
The Parent Companys corporate life was extended for another 50 years starting
January 18, 2006. The Parent Company is presently engaged in leasing activity and is a
publicly listed entity in the Philippines.
Megaworld Corporation (Megaworld), also a publicly listed company in the Philippines,
is the major stockholder with 42.48% ownership interest in the Parent Company.
The registered office of the Parent Company, which is also its principal place of
business, is located at the 6th Floor, The World Centre Building, 330 Sen. Gil Puyat
Avenue, Makati City.
The Parent Companys administrative functions are being handled by Megaworld at no
cost to the Company.
The consolidated financial statements have been prepared on a going concern basis
since Megaworld commits to provide continuing financial support for its operating
expenses until such time that the Parent Company is able to successfully re-start its
commercial operations as a real estate developer.
1.2 Subsidiaries and their Operations

In June 2013, the Companys ownership interest in Suntrust Properties, Inc. (SPI) was
sold to Megaworld. Prior to the sale, the Company held 8% ownership interest in SPI.
The Parent Company holds 100% ownership interest in First Oceanic Property
Management, Inc. (FOPMI). FOPMI, which is incorporated in the Philippines, is
engaged primarily in the management of real estate properties.
On the other hand, FOPMI holds 100% ownership interest in the shares of stock of
Citylink Coach Services, Inc. (Citylink), a domestic company engaged in overland
transport, carriage, moving or haulage of passengers, fares, customers and commuters
as well as freight, cargo, articles, items, parcels, commodities, goods or merchandise by
means of coaches, buses, coasters, jeeps, cars and other similar means of transport.
The registered place of business of FOPMI is located at 7th Floor Paseo Center, 8757
Paseo de Roxas corner Sedeo Street, Makati City while its principal place of business is
located at No. 102 L.P. Leviste St., Salcedo Village, Barangay Bel-Air, Makati City. The
registered and principal place of business of Citylink is located at G/F McKinley
Parking Building, Service Road 2, McKinley Town Center, Fort Bonifacio, Taguig City.
-2-
1.3 Approval of the Consolidated Financial Statements

The consolidated financial statements of Suntrust Home Developers, Inc. and
Subsidiaries (the Group) for the year ended December 31, 2015 (including the
comparative consolidated financial statements for the years ended December 31, 2014
and 2013) were authorized for issue by the Companys Board of Directors (BOD) on
March 14, 2016.
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The significant accounting policies that have been used in the preparation of these
consolidated financial statements are summarized below and in the succeeding pages.
The policies have been consistently applied to all years presented, unless otherwise
stated.
2.1
Basis of Preparation of Consolidated Financial Statements
(a)
Statement of Compliance with Philippine Financial Reporting Standards

The consolidated financial statements of the Group have been prepared in
accordance with Philippine Financial Reporting Standards (PFRS). PFRS are
adopted by the Financial Reporting Standards Council (FRSC), from the
pronouncements issued by the International Accounting Standards Board (IASB),
and approved by the Philippine Board of Accountancy.
The consolidated financial statements have been prepared using the measurement
bases specified by PFRS for each type of asset, liability, income and expense. The
measurement bases are more fully described in the accounting policies that follow.
(b)
Presentation of Consolidated Financial Statements

The consolidated financial statements are presented in accordance with Philippine
Accounting Standard (PAS) 1, Presentation of Financial Statements. The Group
presents consolidated statements of comprehensive income separate from the
consolidated statements of income.
The Group presents a third consolidated statement of financial position as at the
beginning of the preceding period when it applies an accounting policy
retrospectively, or makes a retrospective restatement or reclassification of items
that has a material effect on the information in the consolidated statement of
financial position at the beginning of the preceding period. The related notes to
the third consolidated statement of financial position are not required to be
disclosed.
(c)
Functional and Presentation Currency

These consolidated financial statements are presented in Philippine pesos, the
functional and presentation currency of the Group, and all values represent
absolute amounts except when otherwise indicated.
-3-
Items included in the consolidated financial statements of the Group are

measured using its functional currency, the currency of the primary economic
environment in which the Group operates.
2.2 Adoption of New and Amended PFRS

(a)
Effective in 2015 that are Relevant to the Group

The Group adopted for the first time the following amendment and annual
improvements to PFRS, which are mandatorily effective for consolidated financial
statements beginning on or after July 1, 2014, for its annual reporting period
beginning January 1, 2015:
PAS 19 (Amendment)
Annual Improvements
Employee Benefits Defined Benefit

Plans Employee Contributions
Annual Improvements to
PFRS (2010-2012 Cycle) and
PFRS (2011-2013 Cycle)
Discussed below and in the succeeding pages are the relevant information about
these amended standards and interpretations.
(i)
PAS 19 (Amendment), Employee Benefits Defined Benefit Plans Employee

Contributions. The amendment clarifies that if the amount of the contributions
to defined benefit plans from employees or third parties is dependent on the
number of years of service, an entity shall attribute the contributions to
periods of service using the same attribution method (i.e., either using the
plans contribution formula or on a straight-line basis) for the gross benefit.
The amendment did not have a significant impact on the Groups
consolidated financial statements since the Groups defined benefit plan does
not require employees or third parties to contribute to the benefit plan.
(ii)
Annual Improvements to PFRS.

Annual improvements to PFRS
(2010-2012 Cycle) and PFRS (2011-2013 Cycle) made minor amendments to
a number of PFRS. Among those improvements, the following amendments
are relevant to the Group but had no material impact on the Groups
consolidated financial statements as these amendments merely clarify the
existing requirements:
Annual Improvements to PFRS (2010-2012 Cycle)
PFRS 3 (Amendment), Business Combinations. This amendment clarifies

that an obligation to pay contingent consideration which meets the
definition of a financial instrument is classified as a financial liability or
as equity in accordance with PAS 32, Financial Instruments: Presentation. It
also clarifies that all non-equity contingent consideration should be
measured at fair value at the end of each reporting period, with changes
in fair value recognized in profit or loss.
-4-
PFRS 8 (Amendment), Operating Segments. This amendment requires

disclosure of the judgments made by management in applying the
aggregation criteria to operating segments. This includes a description
of the segments which have been aggregated and the economic
indicators which have been assessed in determining that the aggregated
segments share similar economic characteristics. It further clarifies the
requirement to disclose for the reconciliations of segment assets to the
entitys assets if that amount is regularly provided to the chief operating
decision maker.
PAS 16 (Amendment), Property, Plant and Equipment, and PAS 38

(Amendment), Intangible Assets. The amendments clarify that when an
item of property, plant and equipment and intangible assets is revalued,
the gross carrying amount is adjusted in a manner that is consistent with a
revaluation of the carrying amount of the asset.
PAS 24 (Amendment), Related Party Disclosures. The amendment clarifies

that an entity providing key management services to a reporting entity is
deemed to be a related party of the latter. It also clarifies that the
information required to be disclosed in the financial statements are the
amounts incurred by the reporting entity for key management personnel
services that are provided by a separate management entity and not the
amounts of compensation paid or payable by the management entity to its
employees or directors.
Annual Improvements to PFRS (2011-2013 Cycle)
PFRS 3 (Amendment), Business Combinations. It clarifies that PFRS 3 does

not apply to the accounting for the formation of any joint arrangement
under PFRS 11, Joint Arrangement, in the financial statements of the joint
arrangement itself.
PAS 40 (Amendment), Investment Property. The amendment clarifies the

interrelationship of PFRS 3 and PAS 40 in determining the classification
of property as an investment property or owner-occupied property, and
explicitly requires an entity to use judgment in determining whether the
acquisition of an investment property is an acquisition of an asset or a
group of asset in accordance with PAS 40 or a business combination in
accordance with PFRS 3.
PFRS 13 (Amendment), Fair Value Measurement. The amendment clarifies

that the scope of the exception for measuring the fair value of a group of
financial assets and financial liabilities on a net basis (the portfolio
exception) applies to all contracts within the scope of and accounted for
in accordance with PAS 39, Financial Instruments: Recognition and
Measurement, or PFRS 9, Financial Instruments, regardless of whether they
meet the definition of financial assets or financial liabilities as defined in
PAS 32.
-5-
(b)
Effective Subsequent to 2015 but not Adopted Early

There are new PFRS, amendments and annual improvements to existing
standards effective for annual periods subsequent to 2015 which are issued by the
FRSC. Management will adopt the relevant pronouncements in the succeeding
pages in accordance with their transitional provisions, and, unless otherwise
stated, none of these are expected to have significant impact on the Groups
consolidated financial statements.
(i)
PAS 1 (Amendment), Presentation of Financial Statements Disclosure Initiative

(effective from January 1, 2016). The amendment encourages entities to apply
professional judgment in presenting and disclosing information in the
financial statements. Accordingly, it clarifies that materiality applies to the
whole financial statements and an entity shall not reduce the understandability
of the financial statements by obscuring material information with immaterial
information or by aggregating material items that have different natures or
functions. It further clarifies that, in determining the order of presenting the
notes and disclosures, an entity shall consider the understandability and
comparability of the financial statements.
(ii)
PAS 16 (Amendment), Property, Plant and Equipment, and PAS 38

(Amendment), Intangible Assets Clarification of Acceptable Methods of Depreciation
and Amortization (effective from January 1, 2016). The amendment in PAS 16
clarifies that a depreciation method that is based on revenue that is generated
by an activity that includes the use of an asset is not appropriate for property,
plant and equipment. In addition, amendment to PAS 38 introduces a
rebuttable presumption that an amortization method that is based on the
revenue generated by an activity that includes the use of an intangible asset is
not appropriate, which can only be overcome in limited circumstances where
the intangible asset is expressed as a measure of revenue, or when it can be
demonstrated that revenue and the consumption of the economic benefits of
an intangible asset are highly correlated. The amendment also provides
guidance that the expected future reductions in the selling price of an item
that was produced using the asset could indicate an expectation of
technological or commercial obsolescence of an asset, which may reflect a
reduction of the future economic benefits embodied in the asset.
(iii) PAS 16 (Amendment), Property, Plant and Equipment and PAS 41 (Amendment)
Agriculture Bearer Plants (effective from January 1, 2016). The amendment
defines a bearer plant as a living plant that is used in the production or supply
of agricultural produce, is expected to bear produce for more than one period
and has a remote likelihood of being sold as agricultural produce. On this
basis, bearer plant is now included within the scope of PAS 16 rather than
PAS 41, allowing such assets to be accounted for as property, plant and
equipment and to be measured after initial recognition at cost or revaluation
basis in accordance with PAS 16. The amendment further clarifies that
produce growing on bearer plants remains within the scope of PAS 41.
-6-
(iv) PFRS 10 (Amendments), Consolidated Financial Statements, PFRS 12, Disclosure of

Interests in Other Entities, and PAS 28 (Amendment), Investments in Associates and
Joint Ventures Investment Entities Applying the Consolidation Exception (effective
January 1, 2016). This amendment addresses the concerns that have arisen in
the context of applying the consolidation exception for investment entities. It
clarifies which subsidiaries of an investment entity are consolidated in
accordance with paragraph 32 of PFRS 10 and clarifies whether the
exemption to present consolidated financial statements, set out in paragraph 4
of PFRS 10, is available to a parent entity that is a subsidiary of an investment
entity. This amendment also permits a non-investment entity investor, when
applying the equity method of accounting for an associate or joint venture that
is an investment entity, to retain the fair value measurement applied by that
investment entity associate or joint venture to its interests in subsidiaries.
(v)
PFRS 9 (2014), Financial Instruments (effective from January 1, 2018). This new
standard on financial instruments will eventually replace PAS 39 and PFRS 9
(2009, 2010 and 2013 versions). This standard contains, among others, the
following:
three principal classification categories for financial assets based on the
business model on how an entity is managing its financial instruments;
an expected loss model in determining impairment of all financial assets
that are not measured at fair value through profit or loss (FVTPL), which
generally depends on whether there has been a significant increase in credit
risk since initial recognition of a financial asset; and,
a new model on hedge accounting that provides significant improvements
principally by aligning hedge accounting more closely with the risk
management activities undertaken by entities when hedging their financial
and non-financial risk exposures.
In accordance with the financial asset classification principle of PFRS 9
(2014), a financial asset is classified and measured at amortized cost if the
asset is held within a business model whose objective is to hold financial
assets in order to collect the contractual cash flows that represent solely
payments of principal and interest (SPPI) on the principal outstanding.
Moreover, a financial asset is classified and subsequently measured at fair
value through other comprehensive income if it meets the SPPI criterion and
is held in a business model whose objective is achieved by both collecting
contractual cash flows and selling the financial assets. All other financial
assets are measured at FVTPL.
In addition, PFRS 9 (2014) allows entities to make an irrevocable election to
present subsequent changes in the fair value of an equity instrument that is
not held for trading in other comprehensive income.
The accounting for embedded derivatives in host contracts that are financial
assets is simplified by removing the requirement to consider whether or not
they are closely related, and, in most arrangements, does not require
separation from the host contract.
-7-
For liabilities, the standard retains most of the PAS 39 requirements which
include amortized cost accounting for most financial liabilities, with
bifurcation of embedded derivatives. The amendment also requires changes
in the fair value of an entitys own debt instruments caused by changes in its
own credit quality to be recognized in other comprehensive income rather
than in profit or loss.
Management is currently assessing the impact of PFRS 9 (2014) on the
consolidated financial statements of the Group and it will conduct a
comprehensive study of the potential impact of this standard prior to its
mandatory adoption date to assess the impact of all changes.
(vi) PFRS 10 (Amendments), Consolidated Financial Statements, and PAS 28
(Amendment), Investments in Associates and Joint Ventures Sale or Contribution of
Assets between an Investor and its Associates or Joint Venture (effective date deferred
indefinitely). The amendment to PFRS 10 requires full recognition in the
investors financial statements of gains or losses arising on the sale or
contribution of assets that constitute a business as defined in PFRS 3 between
an investor and its associate or joint venture. Accordingly,
the
partial
recognition of gains or losses (i.e., to the extent of the unrelated investors
interests in an associate or joint venture) only applies to those sale of
contribution of assets that do not constitute a business. Corresponding
amendment has been made to PAS 28 to reflect these changes. In addition,
PAS 28 has been amended to clarify that when determining whether assets
that are sold or contributed constitute a business, an entity shall consider
whether the sale or contribution of those assets is part of multiple
arrangements that should be accounted for as a single transaction. In
December 2015, the IASB deferred the mandatory effective date of these
amendments (i.e., from January 1, 2016) indefinitely.
(vii) Annual Improvements to PFRS (2012-2014 Cycle) (effective from January 1,
2016). Among the improvements, the following amendments are relevant to
the Group but management does not expect these to have material impact on
the Groups financial statements:
PFRS 5 (Amendment), Non-current Assets Held for Sale and Discontinued

Operations. The amendment clarifies that when an entity reclassifies an
asset (or disposal group) directly from being held for sale to being held
for distribution (or vice-versa), the accounting guidance in paragraphs
27-29 of PFRS 5 does not apply. It also states that when an entity
determines that the asset (or disposal group) is no longer available for
immediate distribution or that the distribution is no longer highly
probable, it should cease held-for-distribution accounting and apply the
guidance paragraphs 27-29 of PFRS 5.
PFRS 7 (Amendment), Financial Instruments Disclosures. The amendment

provides additional guidance to help entities identify the circumstances
under which a contract to service financial assets is considered to be a
continuing involvement in those assets for the purposes of applying the
disclosure requirements of PFRS 7. Such circumstances commonly arise
when, for example, the servicing is dependent on the amount or timing of
cash flows collected from the transferred asset or when a fixed fee is not
paid in full due to non-performance of that asset.
-8-
PAS 19 (Amendment), Employee Benefits. The amendment clarifies that the

currency and term of the high quality corporate bonds which were used to
determine the discount rate for post-employment benefit obligations shall
be made consistent with the currency and estimated term of the
post-employment benefit obligations.
2.3 Basis of Consolidation

The Parent Company obtains and exercises control through voting rights. The Groups
consolidated financial statements comprise the accounts of the Parent Company and its
subsidiaries, after the elimination of material intercompany transactions. All
intercompany assets and liabilities, equity, income, expenses and cash flows relating to
transaction between entities under the Group, are eliminated in full on consolidation.
Unrealized profits and losses from intercompany transactions that are recognized in
assets are also eliminated in full. Intercompany losses that indicate impairment are
recognized in the consolidated financial statements.
The financial statements of the subsidiaries are prepared for the same reporting period
as the Parent Company, using consistent accounting principles. Adjustments are made
to bring into line any dissimilar accounting policies that may exist.
Subsidiaries are all entities (including structured entities) over which the Company has
control. The Company controls an entity when it is exposed, or has rights to, variable
returns from its involvement with the entity and has the ability to affect those returns
through its power over the entity. Subsidiaries are consolidated from the date the
Company obtains control.
The Company reassesess whether or not it controls an entity if facts and circumstances
indicate that there are changes to one or more of the three elements of controls indicated
above. Accordingly, entities are deconsolidated from the date that control ceases.
The acquisition method is applied to account for acquired subsidiaries. This requires
recognizing and measuring the identifiable assets acquired, the liabilities assumed and
any non-controlling interest in the acquiree. The consideration transferred for the
acquisition of a subsidiary is the fair values of the assets transferred, the liabilities
incurred and the equity interests issued by the Company, if any. The consideration
transferred also includes the fair value of any asset or liability resulting from a
contingent consideration arrangement. Acquisition-related costs are expensed as
incurred and subsequent change in the fair value of contingent consideration is
recognized directly in profit or loss.
Identifiable assets acquired and liabilities and contingent liabilities assumed in a business
combination are measured initially at their fair values at the acquisition date. On an
acquisition-by-acquisition basis, the Group recognizes any non-controlling interest in
the acquiree either at fair value or at the non-controlling interests proportionate share
of the acquirees net assets.
The excess of the consideration transferred, the amount of any non-controlling interest
in the acquiree and the acquisition-date fair value of any existing equity interest in the
acquiree over the acquisition-date fair value of the identifiable net assets acquired is
recognized as goodwill. If the consideration transferred is less than the fair value of the
net assets of the subsidiary acquired in the case of a bargain purchase, the difference is
recognized directly as gain in profit or loss (see Note 2.11).
-9-
2.4 Financial Assets

Financial assets are recognized when the Group becomes a party to the contractual
terms of the financial instrument. For purposes of classifying financial assets, an
instrument is considered as an equity instrument if it is non-derivative and meets the
definition of equity for the issuer in accordance with the criteria of PAS 32. All other
non-derivative financial instruments are treated as debt instruments. Financial assets
other than those designated and effective as hedging instruments are classified into the
following categories: FVTPL, held-to-maturity investments, loans and receivables and
available-for-sale (AFS) financial assets. Financial assets are assigned to the different
categories by management on initial recognition, depending on the purpose for which
the investments were acquired.
Regular purchases and sales of financial assets are recognized on their trade date. All
financial assets that are not classified as FVTPL are initially recognized at fair value plus
any directly attributable transaction costs.
(a)
Classification and Measurement

The Groups financial assets are currently classified as loans and receivables.
Loans and receivables are non-derivative financial assets with fixed or determinable
payments that are not quoted in an active market. They arise when the Group
provides money or services directly to a debtor with no intention of trading the
receivables. They are included in current assets, except for maturities greater than
12 months after the end of each reporting period, which are classified as
non-current assets.
The Groups financial assets categorized as loans and receivables are presented as
Cash and Cash Equivalents, Trade and Other Receivables (except Advances to
employees) and Due from Related Parties in the consolidated statement of
financial position. Cash and cash equivalents are defined as cash on hand,
demand deposits and short-term, highly liquid investments with original maturities
of three months or less, readily convertible to known amounts of cash and which
are subject to insignificant risk of changes in value.
Loans and receivables are subsequently measured at amortized cost using the
effective interest method, less impairment loss, if any.
(b)
Impairment of Financial Assets

Impairment loss is provided when there is objective evidence that the Company
will not be able to collect all amounts due to it in accordance with the original
terms of the receivables. The amount of the impairment loss is determined as the
difference between the assets carrying amount and the present value of estimated
future cash flows (excluding future credit losses that have not been incurred),
discounted at the financial assets original effective interest rate or current effective
interest rate determined under the contract if the loan has a variable interest rate.
The carrying amount of the asset shall be reduced either directly or through the use
of an allowance account. The amount of the loss shall be recognized in profit or
loss.
- 10 -
If in a subsequent period, the amount of the impairment loss decreases and the
decrease can be related objectively to an event occurring after the impairment was
recognized (such as an improvement in the debtors credit rating), the previously
recognized impairment loss is reversed by adjusting the allowance account. The
amount of the reversal is recognized in the profit or loss.
(c)
Items of Income and Expenses

All income and expenses, including impairment losses, relating to financial assets
that are recognized in profit or loss are presented as part of Finance Income or
Finance Cost in the consolidated statements of income.
Non-compounding interest, dividend income and other cash flows resulting from
holding financial assets are recognized in profit or loss when earned, regardless of
how the related carrying amount of financial assets is measured.
(d)
Derecognition of Financial Assets

The financial assets (or where applicable, a part of a financial asset or a part of a
group of financial assets) are derecognized when the contractual rights to receive
cash flows from the financial instruments expire, or when the financial assets and
all substantial risks and rewards of ownership have been transferred to another
party. If the Company neither transfers nor retains substantially all the risks and
rewards of ownership and continues to control the transferred asset, the
Company recognizes its retained interest in the asset and an associated liability for
amounts it may have to pay. If the Company retains substantially all the risks and
rewards of ownership of a transferred financial asset, the Company continues to
recognize the financial asset and also recognizes a collateralized borrowing for the
proceeds received.
2.5 Other Assets

Other current assets pertain to other resources controlled by the Group as a result of
past events. They are recognized in the consolidated financial statements when it is
probable that the future economic benefits will flow to the Group and the asset has a
cost or value that can be measured reliably.
Other recognized assets of similar nature, where future economic benefits are expected
to flow to the Group beyond one year after the end of the reporting period are
classified as non-current assets.
2.6 Investment Property

Investment property pertains to condominium units held for rent and for capital
appreciation. Condominium units are stated at cost, less accumulated depreciation and
accumulated impairment losses, if any.
The cost of investment property comprise the acquisition cost or construction cost and
other directly attributable costs for bringing the asset to working condition for its
intended use. Expenditures for additions and major improvements are capitalized while
expenditures for repairs and maintenance are charged to expense when incurred.
- 11 -
Depreciation of condominium units is computed on a straight-line basis over its

estimated useful life of 30 years [see Note 3.2(a)]. An assets carrying amount is written
down immediately to its recoverable amount if the assets carrying amount is greater
than its estimated recoverable amount (see Note 2.16).
Any gain or loss on the retirement or disposal of an investment property is recognized
in profit or loss in the year of retirement disposal.
Investment properties are derecognized upon disposal or when permanently withdrawn
from use and no future economic benefit is expected from their disposal.
2.7 Property and Equipment

Property and equipment are stated at cost less accumulated depreciation and
amortization and any impairment in value.
The cost of an asset comprises its purchase price and directly attributable costs of
bringing the asset to working condition for its intended use. Expenditures for
additions, major improvements and renewals are capitalized while expenditures for
repairs and maintenance are charged to expense as incurred.
Depreciation is computed on the straight-line basis over the estimated useful lives of
the assets as follows:
Transportation equipment
Office and communication equipment
Furniture and fixtures
5 years
3-5 years
3-5 years
Leasehold improvements are amortized over their estimated useful life of five years or
the term of the lease, whichever is shorter.
Fully depreciated and amortized assets are retained in the accounts until they are no
longer in use and no further change for depreciation and amortization is made in
respect of these assets.
An assets carrying amount is written down immediately to its recoverable amount if the
assets carrying amount is greater than its estimated recoverable amount (see Note 2.16).
The residual values, estimated useful lives and method of depreciation of property and
equipment are reviewed and adjusted, if appropriate, at the end of each reporting
period.
An item of property and equipment, including the related accumulated depreciation and
any impairment losses, is derecognized upon disposal or when no future economic
benefits are expected to arise from the continued use of the asset. Any gain or loss
arising from the derecognition of the asset (calculated as the difference between the net
disposal proceeds and the carrying amount of the item) is included in profit or loss in
the year the item is derecognized.
- 12 -
2.8 Intangible Assets

Intangible assets, presented as part of other Other Non-current Assets account in the
consolidated statement of financial position, pertain acquired computer software
applications used in operation and administration which are accounted for under the
cost model. The cost of the asset is the amount of cash or cash equivalents paid or the
fair value of the other considerations given to acquire an asset at the time of its
acquisition. Capitalized costs are amortized on a straight-line basis over an estimated
useful life of five years as these intangible assets are considered finite. In addition,
intangible assets are subject to impairment testing as described in Note 2.16.
Amortization commences upon completion of the asset.
Acquired computer software licenses are capitalized on the basis of the costs incurred to
acquire and install the specific software for its intended use. Costs associated with
maintaining computer software are expensed as incurred.
When an intangible asset is disposed of, the gain or loss on disposal is determined as the
difference between the proceeds and the carrying amount of the asset and is recognized
in profit or loss.
2.9 Financial Liabilities

The financial liabilities of the Group include Trade and Other Payables (excluding
customers deposits and tax-related payables) and Due to Related Parties.
Financial liabilities are recognized when the Group becomes a party to the contractual
terms of the instrument. All interest-related charges are recognized as an expense under
the caption Finance Costs in the consolidated statement of income.
Trade and other payables and due to related parties are recognized initially at their fair
value and subsequently measured at amortized cost, using the effective interest method
for maturities beyond one year, less settlement payments.
Financial liabilities are classified as current liabilities if payment is due to be settled
within one year or less after the reporting period (or in the normal operating cycle of
the business, if longer), or the Group does not have an unconditional right to defer
settlement of the liability for at least 12 months after the reporting period. Otherwise,
these are presented as non-current liabilities.
Financial liabilities are derecognized from the consolidated statement of financial
position only when the obligations are extinguished either through discharge,
cancellation or expiration. The difference between the carrying amount of the financial
liability derecognized and the consideration paid or payable is recognized in profit or
loss.
- 13 -
2.10 Offsetting Financial Instruments

Financial assets and financial liabilities are offset and the resulting net amount,
considered as a single financial asset or financial liability, is reported in the consolidated
statement of financial position when there is a legally enforceable right to set off the
recognized amounts and there is an intention to settle on a net basis, or realize the asset
and settle the liability simultaneously. The right of set-off must be available at the end
of the reporting period, that is, it is not contingent on future event. It must also be
enforceable in the normal course of business, in the event of default, and in the event of
insolvency or bankruptcy; and must be legally enforceable for both entity and all
counterparties to the financial instruments.
2.11 Business Combinations

Business acquisitions are accounted for using the acquisition method of accounting.
Goodwill represents the excess of the cost of an acquisition over the fair value of the
Companys share of the net identifiable assets of the acquired subsidiary at the date of
acquisition. Subsequent to initial recognition, goodwill is measured at cost less any
accumulated impairment losses. Goodwill is tested annually for impairment and carried
at cost less accumulated impairment losses. Impairment losses on goodwill are not
reversed.
Negative goodwill, if any, which is the excess of the Companys interest in the net fair
value of acquired identifiable assets, liabilities, and contingent liabilities over cost, is
charged directly to income.
For the purpose of impairment testing, goodwill is allocated to cash-generating units or
groups of cash-generating units that are expected to benefit from the business
combination in which the goodwill arose. The cash-generating units or groups of
cash-generating units are identified according to operating segment.
Gains and losses on the disposal of an interest in a subsidiary include the carrying
amount of goodwill relating to it.
If the business combination is achieved in stages, the acquirer is required to remeasure
its previously held equity interest in the acquiree at its acquisition-date fair value and
recognize the resulting gain or loss, if any, in the profit or loss or other comprehensive
income, as appropriate.
Any contingent consideration to be transferred by the Group is recognized at fair value
at the acquisition date. Subsequent changes to the fair value of the contingent
consideration that is deemed to be an asset or liability is recognized in accordance with
PAS 37, Provisions, Contingent Liabilities and Contingent Assets, either in profit or loss or as a
change to other comprehensive income. Contingent consideration that is classified as
equity is not remeasured, and its subsequent settlement is accounted for within equity.
2.12 Segment Reporting

Operating segments are reported in a manner consistent with the internal reporting
provided to the Groups strategic steering committee; its chief operating
decision-maker. The strategic steering committee is responsible for allocating resources
and assessing performance of the operating segments.
- 14 -
In identifying its operating segments, management generally follows the Groups service
lines as disclosed in Note 4, which represent the main services provided by the Group.
Each of these operating segments is managed separately as each of these service lines
requires different technologies and other resources as well as marketing approaches. All
inter-segment transfers are carried out at arms length prices.
The measurement policies the Group uses for segment reporting under
PFRS 8 are the same as those used in its consolidated financial statements. In addition,
corporate assets which are not directly attributable to the business activities of any
operating segment are not allocated to a segment.
There have been no changes from prior periods in the measurement methods used to
determine reported segment profit or loss.
2.13 Provisions and Contingencies

Provisions are recognized when present obligations will probably lead to an outflow of
economic resources and they can be estimated reliably even if the timing or amount of
the outflow may still be uncertain. A present obligation arises from the presence of a
legal or constructive commitment that has resulted from past events.
Provisions are measured at the estimated expenditure required to settle the present
obligation, based on the most reliable evidence available at the end of the reporting
period, including the risks and uncertainties associated with the present obligation.
Where there are a number of similar obligations, the likelihood that an outflow will be
required in settlement is determined by considering the class of obligations as a whole.
When time value of money is material, long-term provisions are discounted to their
present values using a pretax rate that reflects market assessments and the risks specific
to the obligation. The increase in the provision due to passage of time is recognized as
interest expense. Provisions are reviewed at the end of each reporting period and
adjusted to reflect the current best estimate.
In those cases where the possible outflow of economic resource as a result of present
obligations is considered improbable or remote, or the amount to be provided for
cannot be measured reliably, no liability is recognized in the consolidated financial
statements. Similarly, possible inflows of economic benefits to the Group that do not
yet meet the recognition criteria of an asset are considered contingent assets, hence, are
not recognized in the consolidated financial statements. On the other hand, any
reimbursement that the Group can be virtually certain to collect from a third party with
respect to the obligation is recognized as a separate asset not exceeding the amount of
the related provision.
2.14 Revenue and Expense Recognition

Revenue comprises of income from rental and the rendering of services measured by
reference to the fair value of consideration received or receivable by the Group for
services rendered excluding value-added tax (VAT).
- 15 -
Revenue is recognized to the extent that the revenue can be reliably measured; it is
probable that the economic benefits will flow to the Group; and the costs incurred or to
be incurred can be measured reliably. In addition, the following specific recognition
criteria must also be met before revenue is recognized:
(a)
Management fees Revenue is recognized when the performance of contractually

agreed tasks have been substantially rendered.
(b)
Rental income Revenue is recognized on a straight-line basis over the duration of

the lease term (see Note 2.15). For tax purposes, rental income is recognized
based on the contractual terms of the lease.
(c)
Service income Revenue is recognized when the services related to technical

projects, telephone services and transport of passengers have been substantially
rendered.
(d)
Interest Income Revenue is recognized as the interest accrues taking into account
the effective yield on the asset.
Costs and expenses are recognized in profit or loss upon utilization of goods or services
or at the date they are incurred. Finance costs are reported in profit or loss on accrual
basis.
2.15 Leases
The Group accounts for its leases as follows:
(a)
Group as Lessee
Leases which do not transfer to the Group substantially all the risks and benefits
of ownership of the asset are classified as operating leases. Operating lease
payments (net of any incentive received from the lessor) are recognized as
expense in the consolidated statements of income on a straight-line basis over the
lease term. Associated costs, such as repairs and maintenance and insurance, are
expensed as incurred.
(b)
Group as Lessor
Leases which do not transfer to the lessee substantially all the risks and benefits of
ownership of the asset are classified as operating leases. Lease income from
operating leases is recognized in profit or loss on a straight-line basis over the
lease term.
The Group determines whether an arrangement is, or contains, a lease based on the
substance of the arrangement. It makes an assessment of whether the fulfillment of the
arrangement is dependent on the use of a specific asset or assets and the arrangement
conveys a right to use the asset.
- 16 -
2.16 Impairment of Non-financial Assets

The Groups property and equipment, investment property, intangible assets (presented
under Other Non-current Assets account) and other non-financial assets are subject to
impairment testing. All other individual assets are tested for impairment whenever
events or changes in circumstances indicate that the carrying amount may not be
recoverable.
For purposes of assessing impairment, assets are grouped at the lowest levels for which
there are separately identifiable cash flows (cash-generating units). As a result, assets are
tested for impairment either individually or at the cash-generating unit level.
Impairment loss is recognized for the amount by which the assets or cash-generating
units carrying amount exceeds its recoverable amounts which is the higher of its fair
value less costs to sell and its value in use. In determining value in use, management
estimates the expected future cash flows from each cash-generating unit and determines
the suitable interest rate in order to calculate the present value of those cash flows. The
data used for impairment testing procedures are directly linked to the Groups latest
approved budget, adjusted as necessary to exclude the effects of asset enhancements.
Discount factors are determined individually for each cash-generating unit and reflect
managements assessment of respective risk profiles, such as market and asset-specific
risk factors.
All assets are subsequently reassessed for indications that an impairment loss previously
recognized may no longer exist. An impairment loss is reversed if the assets or cash
generating units recoverable amount exceeds its carrying amount.
2.17 Employee Benefits

The Groups post-employment benefits to employees through a defined benefit plan
and defined contribution plans, and other employee benefits are recognized as follows:
(a)
Post-employment Defined Benefit Plan

A defined benefit plan is a post-employment plan that defines an amount of
post-employment benefit that an employee will receive on retirement, usually
dependent on one or more factors such as age, years of service and salary. The
legal obligation for any benefits from this kind of post-employment benefit plan
remains with the Group. The Groups post-employment defined benefit plan
covers all regular full-time employees.
The liability recognized in the consolidated statement of financial position for
defined benefit plans is the present value of the defined benefit obligation (DBO)
at the end of the reporting period less the fair value of plan assets. The DBO is
calculated annually by independent actuaries using the projected unit credit
method. The present value of the DBO is determined by discounting the
estimated future cash outflows using a discount rate derived from the interest
rates of a zero coupon government bonds as published by the Philippine Dealing
& Exchange Corporation, that are denominated in the currency in which the
benefits will be paid and that have terms to maturity approximating to the terms
of the related post-employment liability.
- 17 -
Remeasurements, comprising of actuarial gains and losses arising from experience

adjustments and changes in actuarial assumptions and the return on plan assets
(excluding amount included in net interest) are reflected immediately in the
consolidated statement of financial position with a charge or credit recognized in
other comprehensive income in the period in which they arise. Net interest is
calculated by applying the discount rate at the beginning of the period, taking
account of any changes in the net defined benefit liability or asset during the
period as a result of contributions and benefit payments. Net interest is reported
as part of Finance Costs or Finance Income account in the consolidated statement
of income.
Past-service costs are recognized immediately in profit or loss in the period of a
plan amendment and curtailment.
(b)
Post-employment Defined Contribution Plans

A defined contribution plan is a post-employment plan under which the Group
pays fixed contributions into an independent entity (such as Social Security
System). The Group has no legal or constructive obligations to pay further
contributions after payment of the fixed contribution. The contributions
recognized in respect of defined contribution plans are expensed as they fall due.
Liabilities and assets may be recognized if underpayment or prepayment has
occurred and are included in current liabilities or current assets as they are
normally of a short-term nature.
(c)
Compensated Absences
Compensated absences are recognized for the number of paid leave days
(including holiday entitlement) remaining at the end of the reporting period. They
are included in Trade and Other Payables account in the consolidated statement
of financial position at the undiscounted amount that the Group expects to pay as
a result of the unused entitlement.
2.18 Income Taxes

Tax expense recognized in profit or loss comprises the sum of deferred tax and current
tax not recognized in other comprehensive income or directly in equity, if any.
Current tax assets or liabilities comprise those claims from, or obligations to, fiscal
authorities relating to the current or prior reporting period, that are uncollected or
unpaid at the end of reporting period. They are calculated using the tax rates and tax
laws applicable to the fiscal periods to which they relate, based on the taxable profit for
the year. All changes to current tax assets or liabilities are recognized as a component
of tax expense in profit or loss.
- 18 -
Deferred tax is accounted for using the liability method on temporary differences at the
end of each reporting period between the tax base of assets and liabilities and their
carrying amounts for financial reporting purposes. Under the liability method, with
certain exceptions, deferred tax liabilities are recognized for all taxable temporary
differences and deferred tax assets are recognized for all deductible temporary
differences and the carryforward of unused tax losses and unused tax credits to the
extent that it is probable that taxable profit will be available against which the deductible
temporary differences can be utilized. Unrecognized deferred tax assets are reassessed
at the end of each reporting period and are recognized to the extent that it has become
probable that future taxable profit will be available to allow such deferred tax assets to
be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply
in the period when the asset is realized or the liability is settled, provided such tax rates
have been enacted or substantially enacted at the end of the reporting period.
The carrying amount of deferred tax assets is reviewed at the end of each reporting
period and reduced to the extent that it is probable that sufficient taxable profit will be
available to allow all or part of the deferred tax asset to be utilized.
The measurement of deferred tax liabilities and assets reflects the tax consequences that
would flow from the manner in which the Group expects, at the end of the reporting
period, to recover or settle the carrying amount of its assets and liabilities.
Most changes in deferred tax assets or liabilities are recognized as a component of tax
expense in profit or loss, except to the extent that it relates to items recognized in other
comprehensive income or directly in equity. In this case, the tax is also recognized in
other comprehensive income or directly in equity, respectively.
Deferred tax assets and deferred tax liabilities are offset if the Group has a legally
enforceable right to set off current tax assets against current tax liabilities and the
deferred taxes relate to the same entity and the same taxation authority.
2.19 Related Party Relationship and Transactions

Related party transactions are transfers of resources, services or obligations between the
Group and its related parties, regardless whether a price is charged.
Parties are considered to be related if one party has the ability to control the other party
or exercise significant influence over the other party in making financial and operating
decisions. These parties include: (a) individuals owning, directly or indirectly through
one or more intermediaries, control or are controlled by, or under common control
with the Group; (b) associates; and, (c) individuals owning, directly or indirectly, an
interest in the voting power of the Group that gives them significant influence over the
Group and close members of the family of any such individual.
In considering each possible related party relationship, attention is directed to the
substance of the relationship and not merely on the legal form.
2.20 Equity
Capital stock represents the nominal value of shares that have been issued.
- 19 -
Subscription receivable represents the unpaid portion of the subscribed capital stock
due from stockholders.
Revaluation reserves comprise accumulated actuarial gains and losses arising from
remeasurement of post-employment defined benefit plan, net of tax.
Deficit includes all current and prior period results of operations as disclosed in the
consolidated statement of income.
2.21 Earnings Per Share

Basic earnings per share (EPS) is computed by dividing net profit by the weighted
average number of common shares subscribed and issued during the year adjusted
retroactively for any stock dividend, stock split or reverse stock split declared in the
current year, if any.
Diluted EPS is computed by adjusting the weighted average number of ordinary shares
outstanding to assume conversion of dilutive potential shares. Currently, the Group
does not have dilutive potential shares outstanding; thus, dilutive EPS is the same to the
basic EPS.
2.22 Events After the End of the Reporting Period

Any post-year-end event that provides additional information about the Groups
consolidated financial position at the end of the reporting period (adjusting event) is
reflected in the consolidated financial statements. Post-year-end events that are not
adjusting events, if any, are disclosed when material to the consolidated financial
statements.
3.
SIGNIFICANT ACCOUNTING JUDGMENTS AND ESTIMATES

The preparation of the Groups consolidated financial statements in accordance with
PFRS requires management to make judgments and estimates that affect amounts
reported in the consolidated financial statements and related notes. Judgments and
estimates are continually evaluated and are based on historical experience and other
factors, including expectations of future events that are believed to be reasonable under
the circumstances. Actual results may ultimately differ from these estimates.
3.1
Critical Management Judgments in Applying Accounting Policies
In the process of applying the Groups accounting policies, management has made the
following judgments, apart from those involving estimation, which have the most
significant effect on the amounts recognized in the consolidated financial statements:
(a)
Distinction Between Investment Properties and Owner-managed Properties

The Group determines whether a property qualifies as investment property. In
making its judgment, the entity considers whether the property generates cash
flows largely independently of the other assets held by an entity. Owner-managed
properties generate cash flows that are attributable not only to property but also
to other assets used in the production or supply process.
- 20 -
(b)
Distinction Between Operating and Finance Leases

The Group has entered into various lease agreements either as a lessor or as
lessee. Critical judgment was exercised by management to distinguish each lease
agreement as either an operating or finance lease by looking at the transfer or
retention of significant risk and rewards of ownership of the properties covered
by the agreements. Failure to make the right judgment will result in either
overstatement or understatement of assets and liabilities.
Management has determined that the Groups current lease agreements are
operating leases.
(c)
Recognition of Provisions and Contingencies

Judgment is exercised by management to distinguish between provisions and
contingencies. Policies on recognition of provisions and contingencies are
discussed in Note 2.13 and disclosures on relevant provisions and contingencies
are presented in Note 17.
3.2 Key Sources of Estimation Uncertainty

The following are the key assumptions concerning the future, and other key sources of
estimation uncertainty at the end of the reporting period, that have a significant risk of
causing a material adjustment to the carrying amounts of assets and liabilities within the
next reporting period:
(a)
Estimating Useful Lives of Condominium Units (presented as Investment Property), Property

and Equipment and Computer Software
The Group estimates the useful lives of condominium units, property and
equipment and computer software based on the period over which the assets are
expected to be available for use. The estimated useful lives of these assets are
reviewed periodically and are updated if expectations differ from previous
estimates due to physical wear and tear, technical or commercial obsolescence and
legal or other limits on the use of the assets.
The carrying amounts of computer software (under other non-current asset),
property and equipment and investment property are analyzed in Notes 7, 8 and
9, respectively. Based on managements assessment as at December 31, 2015 and
2014, there are no changes in the estimated useful lives of those assets during
those years. Actual results, however, may vary due to changes in estimates
brought about by changes in factors mentioned above.
(b)
Impairment of Trade and Other Receivables

Adequate allowance is provided for specific and groups of accounts, where an
objective evidence of impairment exists. The Group evaluates these accounts
based on available facts and circumstances, including, but not limited to, the
length of the Groups relationship with the customers, customers credit status,
average age of accounts, collection experience and historical loss experience. The
methodology and assumptions used in estimating future cash flows are reviewed
regularly by the Group to reduce any differences between loss estimates and
actual loss experience.
- 21 The carrying value of trade and other receivables and the analysis of allowance for
impairment on such financial assets are shown in Note 6.
(c)
Determining Realizable Amount of Deferred Tax Assets

The Group reviews its deferred tax assets at the end of each reporting period and
reduces the carrying amount to the extent that it is no longer probable that
sufficient taxable profit will be available to allow all or part of the deferred tax
assets to be utilized. Based on managements assessment, the Group has assessed
that the deferred tax assets recognized as at December 31, 2015 and 2014 will be
fully utilized in the coming years. The carrying amount of deferred tax assets as of
those dates is disclosed in Note 13.
(d)
Impairment of Non-financial Assets

In assessing impairment, management estimates the recoverable amount of each
asset or a cash-generating unit based on expected future cash flows and uses an
interest rate to calculate the present value of those cash flows. Estimation
uncertainty relates to assumptions about future operating results and the
determination of a suitable discount rate (see Note 2.16). Though management
believes that the assumptions used in the estimation of fair values reflected in the
consolidated financial statements are appropriate and reasonable, significant
changes in these assumptions may materially affect the assessment of recoverable
values and any resulting impairment loss could have a material adverse effect on
the results of operations.
No impairment losses were recognized on the Groups non-financial assets in
2015, 2014 and 2013.
(e)
Fair Value Measurement of Investment Property

The Groups condominium units, classified as Investment Property, are carried at
cost at the end of the reporting period. The fair value disclosed in Note 9 is
determined by the Group using the discounted cash flows valuation technique
since the information on current or recent prices of investment property is not
available. The Group uses assumptions that are mainly based on market
conditions existing at each reporting period, such as: the receipt of contractual
rentals; expected future market rentals; void periods; maintenance requirements;
and appropriate discount rates. These valuations are regularly compared to actual
market yield data and actual transactions by the Group and those reported by the
market. The expected future market rentals are determined on the basis of
current market rentals for similar properties in the same location and condition.
(f)
Valuation of Post-employment Defined Benefit Obligation

The determination of the Groups obligation and cost of post-employment
defined benefit is dependent on the selection of certain assumptions used by
actuaries in calculating such amounts. Those assumptions include, among others,
discount rates and salary increase rate. A significant change in any of these
actuarial assumptions may generally affect the recognized expense, other
comprehensive income or loss and the carrying amount of the post-employment
benefit obligation in the next reporting period.
- 22 -
The amounts of retirement benefit obligation and expense analysis of the

movements in the estimated present value of post-employment benefit obligation
are presented in Note 12.2.
(g)
Business Combination
On initial recognition, the assets and liabilities of the acquired business and the
consideration paid for them are included in the consolidated financial statements
at their fair values. In measuring fair value, management uses estimates of future
cash flows and discount rates. Any subsequent change in these estimates would
affect the amount of goodwill, if any, if the change qualifies as a measurement
period adjustment. Any other change would be recognized in profit or loss in the
subsequent period.
4.
SEGMENT REPORTING
4.1
Business Segments
The Groups operating businesses are organized and managed separately according to
the services provided, with each segment represent unit that offers different services
and serves different markets. For management purposes, the Group is organized into
two major business segments, namely property management and rental and other
activities. These are also the basis of the Group in reporting to its strategic steering
committee for its strategic decision-making activities.
(a)
Property Management is the operation, control of (usually on behalf of an

owner), and oversight of commercial, industrial or residential real estate as used in
its most broad terms. Management indicates a need to be cared for, monitored
and accountability given for its usable life and condition.
(b)
Rental and Others consists of rental from leasing activity of Parent Company
and transportation services of Citylink.
4.2 Segment Assets and Liabilities

Segment assets include all operating assets used by a segment and consist principally of
operating cash and cash equivalents, receivables, net of allowances and due from related
parties. Segment liabilities include all operating liabilities and consist principally of trade
and other payables, due to related parties and retirement benefit obligation.
- 23 -
The business segment information of the Group as of and for the years ended
December 31, 2015, 2014 and 2013 follows:
Property
Management
2015
Revenues:
Management fees
Service income
Rental income
Finance income
Others
Gross revenues
Expenses
Finance costs
Profit (loss) before tax
Tax expense (income)
Rental and
Others
Total
336,409,706 P
1,844,937
303,070
338,557,713
241,586,133
29,278,827
67,692,753 (
25,359,528 (
14,829,452
9,472,933
2,197,667
11,000
26,511,052
32,736,499
2,250
6,227,697)
470,611)
336,409,706
14,829,452
9,472,933
4,042,604
314,070
365,068,765
274,322,632
29,281,077
61,465,056
24,888,917
Net profit (loss)
42,333,225 (P
5,757,086)
36,576,139
Segment assets
P 395,656,575
167,409,003
Segment liabilities
P 275,497,549
65,690,320
341,187,869
2014
Revenues:
Management fees
Service income
Rental income
Finance income
Others
Gross revenues
Expenses
Finance costs
Profit (loss) before tax
Tax expense
P 563,065,578
279,504,341 P
1,821,216
991,612
282,317,169
219,932,265
13,047,724
49,337,180 (
14,979,257
14,640,357
8,722,669
1,564,291
19,603
24,946,920
30,132,553
1,650
5,187,283)
351,474
279,504,341
14,640,357
8,722,669
3,385,507
1,011,215
307,264,089
250,064,818
13,049,374
44,149,897
15,330,731
Net profit (loss)
34,357,923 ( P
5,538,757)
28,819,166
Segment assets
320,646,174
170,763,750
491,409,924
Segment liabilities
281,564,517
63,287,981
344,852,498
232,055,178
232,055,178
2013
Revenues:
Management fees
Gain on sale of available-for-sale
financial assets
Service income
Rental income
Finance income
Others
Gross revenues
Expenses
Finance costs
Profit before tax
Tax expense
1,494,155
2,960,363
236,509,696
227,873,005
6,682,086
1,954,605
497,194
20,627,768
15,556,533
9,364,826
817,285
11,809
46,378,221
23,806,874
2,250
22,569,097
4,450,484
20,627,768
15,556,533
9,364,826
2,311,440
2,972,172
282,887,917
251,679,879
6,684,336
24,523,702
4,947,678
Net profit
1,457,411
18,118,613
19,576,024
Segment assets
216,469,479
184,415,308
400,884,787
Segment liabilities
219,990,676
53,338,283
273,328,959
- 24 -
5.

Cash and cash equivalents include the following components as of December 31:
2015
Cash on hand and in banks
Short-term placements
2014
P 130,157,543
169,739,324
76,787,317
153,875,656
P 299,896,867
230,662,973
Cash in banks generally earn interest based on daily bank deposit rates.
Short-term placements are made for varying periods from 15 to 90 days and earn
effective interest ranging from 1.63% to 2.75% in 2015 and 1.00% to 1.75% in 2014.
6.
TRADE AND OTHER RECEIVABLES

The details of this account as of December 31 are as follows:
2015
Current:
Trade receivables
Car and housing loans
receivables
Advances to employees
Others
Allowance for impairment
Non-current
Car and housing loans
receivables
2014
P 102,879,454
3,378,865
410,098
1,266,324
107,934,741
107,934,741
3,856,383
2,817,431
1,434,117
106,807,311
13,636,459 )
93,170,852
4,234,183
P 112,168,924
98,699,380
3,572,845
P
96,743,697
Trade receivables are usually due within 30 to 60 days and do not bear any interest. All
trade receivables are subject to credit risk exposure. However, the Group does not
identify specific concentrations of credit risk with regard to trade and other receivables,
as the amounts recognized resemble a large number of receivables from various
customers.
Advances to employees pertain to unliquidated advances to employees for
business-related expenditures subject to liquidation.
Car and housing loans receivables pertain to interest-bearing loans granted to
employees which have interest rates ranging from 6% to 10% per annum and are
payable through salary deduction for a period of 10 years from the date the loan was
extended. Related interest income from such transactions is shown as part of Finance
Income in the consolidated statements of income.
- 25 -
All of the Groups trade and other receivables have been reviewed for indicators of
impairment. Certain receivables were found to be impaired; hence, adequate amounts
of allowance for impairment have been recognized. In 2015, the Group has written off
certain receivables with carrying amount of P35.5 million as management deemed that
they are no longer collectible. Of the receivables written off in 2015, P13.6 million has
previously been provided with allowance. In 2014, additional impairment loss of
P7.0 million was recognized. The recognized impairment loss in both years is presented
as part of Finance Costs in the consolidated statements of income.
7.
OTHER ASSETS
The composition of this account is shown below.
2015
Current:
Input VAT - net
Advances to contractors
Prepaid expenses
Deferred input VAT
Tax credits
Others
Non-current:
Security deposits
Computer software - net
Rental deposits
Others
5,317,232
1,573,092
1,018,815
296,527
250,872
159,881
2014
P
5,388,044
2,046,118
1,713,728
90,000
227,389
233,485
8,616,419
9,698,764
1,751,386
508,394
437,852
112,890
694,666
2,045,775
403,995
235,848
2,810,522
3,380,284
11,426,941
13,079,048
Advances to contractors include downpayments made by FOPMI to the contractors for

the completion of the contracted projects on properties being managed by FOPMI.
In 2015, computer software with carrying amount of P0.2 million was reclassified to
property and equipment (see Note 8), while certain computer software with carrying
amount of P0.3 million was written off. There were no similar transactions in 2014.
Amortization of computer software amounted to P1.1 million in 2015, P1.4 million in
2014 and P3.1 million in 2013, while accumulated amortization amounted to
P0.2 million and P2.1 million as of December 31, 2015 and 2014, respectively.
Intangible assets are subject to impairment testing whenever there is an indication of
impairment. Based on managements evaluation, no impairment loss on intangible
assets needs to be recognized in 2015, 2014 and 2013.
Deferred input VAT represents the unamortized portion of input VAT on capital goods
subject to amortization.
- 26 -
8.
PROPERTY AND EQUIPMENT

The gross carrying amounts and accumulated depreciation and amortization of property
and equipment at the beginning and end of 2015 and 2014 are shown below.
December 31, 2015

Cost
Accumulated depreciation
and amortization
P 18,604,000
Furniture
and Fixtures
17,047,042 ) (
Leasehold
Improvements
3,206,787
1,813,195 ) (
Total
8,657,867
P 87,596,437
8,653,826 ) (
66,731,454 )
17,910,392
1,556,958
1,393,592
4,041
P 20,864,983
57,326,445
P 16,305,646
1,375,804
8,682,421
P 83,690,316
37,545,635 ) (
15,058,481 ) (
1,244,031 ) (
6,749,679 ) (
60,597,826 )
19,780,810
1,247,165
131,773
1,932,742
P 23,092,490
55,541,635
P 16,480,904
1,390,367
8,601,240
P 82,014,146
Net carrying amount
57,127,783
39,217,391 ) (
Net carrying amount

January 1, 2014
Cost
and amortization
Office and
Communication
Equipment
Net carrying amount

December 31, 2014
Cost
and amortization
Transportation
Equipment
41,234,701 ) (
P
14,306,934
14,182,703 ) (
P
2,298,201
1,165,257 ) (
P
225,110
5,691,313 ) (
P
2,909,927
62,273,974 )
P 19,740,172
A reconciliation of the carrying amounts of property and equipment at the beginning

and end of 2015 and 2014 is shown below.
Balance at January 1, 2015,

net of accumulated
depreciation and
amortization
Additions
Disposals - net
Reclassifications
Depreciation and
amortization charges
for the year
Net carrying amount
Office and
Communication
Equipment
Net carrying amount

Balance at January 1, 2014,
net of accumulated
depreciation and
amortization
Additions
Disposals - net
Depreciation and
amortization charges
for the year
Transportation
Equipment
19,780,810
1,162,945
75,893 )
-
2,957,470 ) (
17,910,392
P
(
14,306,934
P
14,249,988
2,250,000 ) (
6,526,112 ) (
19,780,810
1,408,511 ) (
1,247,165
1,557,589
160,715
Furniture
and Fixtures
569,164 ) (
1,904,147 ) (
1,393,592
4,041
2,298,201
421,175
51,197 )
225,110
1,156,799
-
2,909,927
81,181
-
1,247,165
1,250,136 ) (
P
131,773
Total
1,932,742
P 23,092,490
4,526,963
(
75,893 )
24,554 )
160,715
1,556,958
1,421,014 ) (
P
131,773
1,806,429
24,554
Leasehold
Improvements
6,839,292 )
P 20,864,983
P 19,740,172
15,909,143
(
2,301,197 )
1,058,366 ) (
P
1,932,742
10,255,628 )
P
23,092,490
In 2015 and 2014, the Group sold certain property and equipment with carrying
amount of P0.1 million and P2.3 million, respectively, at net book value.
- 27 -
In 2015, certain intangible asset with carrying amount of P0.2 million was reclassified
to property and equipment (see Note 7). There was no similar transaction in 2014.
The cost of the Groups fully depreciated property and equipment that are still being
used in operations amounted to P34.0 million and P25.2 million as of December 31,
2015 and 2014, respectively.
9.
INVESTMENT PROPERTY
The gross carrying amounts and accumulated depreciation of investment property at the
beginning and end of 2015 and 2014 are shown below.
December 31,
2015
Cost
Accumulated amortization
Net carrying amount
December 31,
2014
January 1,
2014
P 1,456,194,860
P 1,456,194,860
P 1,456,194,860
1,427,688,616 ) ( 1,426,449,214 ) ( 1,425,209,812 )
P
28,506,244
29,745,646
30,985,048
A reconciliation of the carrying amounts of investment property at the beginning and

end of 2015 and 2014 is shown below.
2015
Balance at January 1, net of
accumulated amortization
Depreciation charge for the year
Balance at December 31, net of
accumulated amortization
2014
29,745,646 P
1,239,402 ) (
30,985,048
1,239,402 )
28,506,244
29,745,646
Rental income from condominium units under operating lease agreements not
exceeding one year, amounted to P1.2 million in 2015, and P1.3 million both in 2014
and 2013, and is presented as part of Rental Income in the consolidated statements of
income. There was no contingent rent recognized as of those dates. The operating
lease commitments of the Group as a lessor are fully disclosed in Note 17.2.
There are no direct operating expenses incurred with respect to investment properties
except for depreciation charges presented as part of Cost of Services in the consolidated
statements of income (see Note 11).
The fair market values of these properties are P29.2 million and P32.8 million as of
December 31, 2015, and 2014, respectively. These are determined by calculating the
present value of the cash inflows anticipated until the end of the life of the investment
properties using a discount rate of 10% both in 2015 and 2014.
Other information about the fair value measurement and disclosures related to the
investment properties are presented in Note 20.3.
- 28 -
10.
TRADE AND OTHER PAYABLES

The details of this account are as follows:
Note
Trade payables
Accrued expenses
Non-trade payable
Withholding taxes payable
Customers deposits
Output VAT payable
Others
2015
P
2014
48,458,106
38,558,778
25,503,746
3,060,618
2,395,796
1,755,853
4,745,841
26,232,987
23,348,873
25,503,746
4,388,681
2,395,796
2,125,401
3,258,796
P 124,478,738
87,254,280
14.4
Non-trade payable pertains to a liability payable on demand to a third party which was
initially payable to Empire East Land Holdings, Inc. (EELHI), a related party under
common ownership.
Accrued expenses mainly include utilities, professional fees and other accruals.
Others include advances from customers and unpaid rentals.
11.
OPERATING EXPENSES BY NATURE

The details of operating expenses by nature are shown below.
Notes
Salaries and employee benefits
Outside services
Service costs
Depreciation and amortization
Taxes and licenses
Utilities
Professional fees
Rentals
Representation and entertainment
Repairs and maintenance
Others
12
2015
2014
2013
191,814,660
13,345,039
12,659,512
9,157,741
8,761,746
7,621,455
3,258,931
7,922,229
3,329,267
3,751,294
12,700,758
186,187,958
15,077,636
13,205,789
12,966,563
3,045,688
4,753,154
2,448,010
3,169,382
1,368,081
4,008,970
3,833,587
204,126,206
3,897,682
14,213,193
10,093,754
1,750,816
7,314,700
1,418,550
1,274,205
239,240
3,055,676
4,295,857
274,322,632
250,064,818
251,679,879
7, 8, 9
14.4
17.1
Others include office supplies, dues and charges, insurance, trainings and seminars and
printing and photocopying.
These expenses are classified in the consolidated statements of income as follows:
2015
Cost of services
Operating expenses
2014
2013
189,415,811
84,906,821
183,800,839
66,263,979
197,113,307
54,566,572
274,322,632
250,064,818
251,679,879
- 29 -
12.
EMPLOYEE BENEFITS
12.1 Salaries and Employee Benefits

Expenses recognized as salaries and employee benefits (see Note 11) are presented
below.
2015
Salaries and wages
Retirement benefits
Other employment benefits
2014
125,100,878
114,860,897
13,535,447
57,791,614
110,657,580
31,240,154
62,228,472
186,187,958
204,126,206
9,976,673
56,737,109
P
191,814,660
2013
12.2 Post-employment Benefit Obligation

The Parent Company has not yet established a formal post-employment benefit plan
and does not accrue post-employment benefits for its two employees due to
insignificance of the amount. However, the Parent Companys subsidiary, FOPMI,
maintains an unfunded non-contributory post-employment benefit plan covering all its
regular full-time employees.
(a)
Explanation of Amounts Presented in the Consolidated Financial Statements

Actuarial valuations are made annually to update the retirement benefit costs and
the amount of contributions. All amounts presented below are based on the
actuarial valuation report obtained from an independent actuary in 2015 and 2014.
The movements in present value of the retirement benefit obligation recognized
are as follows:
2015
Balance at beginning of year
Current service
Interest costs
Remeasurements
Actuarial losses (gains) arising from:
Experience adjustments
Change in financial assumptions
Benefits paid
Balance at end of year
P 157,688,710
9,976,673
7,395,600
(
(
(
2014
P
37,479,593 )
17,869,184 )
3,128,006 )
P 116,584,200
124,037,904
13,535,447
6,090,261
7,147,443
6,877,655
-
157,688,710
- 30 -
The components of amounts recognized in profit or loss and in other comprehensive

income in respect of the defined benefit post-employment plan are as follows:
2015
Reported in profit or loss:
Current service costs
Interest costs
2014
2013
9,976,673
7,395,600
P 13,535,447
6,090,261
P 31,240,154
6,682,086
P 17,372,273
P 19,625,708
P 37,922,240
Reported in other comprehensive income (loss)

Actuarial gains (losses) arising from:
Experience adjustments
Change in financial assumption
P 37,479,593 ( P
17,869,184 (
7,147,443 ) P 50,616,217
6,877,655 ) (
18,044,738 )
P 55,348,777 ( P 14,025,098 ) P 32,571,479
The amounts of post-employment benefit expense are allocated as follows:

Note
Cost of services
Operating expenses
12.1
2015
2014
2013
8,000,524
1,976,149
P 11,099,067
2,436,380
P 25,616,926
5,623,228
9,976,673
P 13,535,447
P 31,240,154
The interest costs is included in Finance Costs under Cost and Expenses section in the
consolidated statements of income.
Amounts recognized in other comprehensive income were included within items that
will not be reclassified subsequently to profit or loss.
In determining the amounts of the defined benefit post-employment obligation, the
following significant actuarial assumptions were used:
Discount rates
Expected rate of salary increases
2015
2014
5.40%
10.00%
4.69%
10.00%
Assumptions regarding future mortality are based on published statistics and mortality
tables. The average expected remaining working life of employees retiring at 60 is
22 years for both male and female. These assumptions were developed by management
with the assistance of an independent actuary. Discount factors are determined close to
the end of each reporting period by reference to the interest rates of a zero coupon
government bonds with terms to maturity approximating to the terms of the
post-employment obligation. Other assumptions are based on current actuarial
benchmarks and managements historical experience.
- 31 -
(b)
Risks Associated with the Retirement Plan

The plan exposes the Group to actuarial risks such as interest rate risk, longevity
risk and salary risk.
(i)
Interest Rate Risks
The present value of the defined benefit obligation is calculated using a discount
rate determined by reference to market yields of government bonds. Generally, a
decrease in the interest rate of a reference government bonds will increase the
plan obligation.
(ii) Longevity and Salary Risks
The present value of the defined benefit obligation is calculated by reference to
the best estimate of the mortality of the plan participants both during and after
their employment, and to their future salaries. Consequently, increases in the life
expectancy and salary of the plan participants will result in an increase in the plan
obligation.
(c)
Other Information
The information on the sensitivity analysis for certain significant actuarial
assumptions are described below and in the succeeding page.
(i)
Sensitivity Analysis
The following table summarizes the effects of changes in the significant actuarial
assumptions used in the determination of the defined benefit obligation:
Impact on Post-employment Benefit Obligation
Change in
Increase in
Decrease in
Assumption
Assumption
Assumption
December 31, 2015
Discount rate
Salary growth rate
+/-0.5 %
+/-1.0 %
(P
10,938,754 ) P
23,968,974 (
12,273,691
19,641,475 )
+/-0.5 %
+/-1.0 %
(P
15,137,492 ) P
32,234,840 (
17,012,926
26,491,032 )
December 31, 2014

Discount rate
Salary growth rate
The above sensitivity analysis is based on a change in an assumption while holding

all other assumptions constant. This analysis may not be representative of the
actual change in the defined benefit obligation as it is unlikely that the change in
assumptions would occur in isolation of one another as some of the assumptions
may be correlated. Furthermore, in presenting the above sensitivity analysis, the
present value of the defined benefit obligation has been calculated using the
projected unit credit method at the end of the reporting period, which is the same
as that applied in calculating the defined benefit obligation recognized in the
consolidated statements of financial position.
The methods and types of assumptions used in preparing the sensitivity analysis
did not change compared to the previous years.
- 32 -
(ii) Funding Arrangements and Expected Contributions

The Group has no formal retirement benefit plan as of December 31, 2015;
hence, it does not expect to make any contributions in 2016.
The maturity profile of undiscounted expected benefit payments for the next
10 years as of December 31 are as follows:
More than one year to five years

More than five years to ten years
2015
2014
13,309,294 P
14,440,224
4,923,645
13,668,228
27,749,518 P
18,591,873
The weighted average duration of the defined benefit obligation at the end of the
reporting period is 20 years.
13.
TAXES
The components of tax expense relating to profit or loss and other comprehensive
income follow:
2015
Reported in consolidated statements of income:
Current tax expense:
Regular corporate income tax
(RCIT) at 30%
Final tax
Minimum corporate income tax
(MCIT) at 2%
Deferred tax income relating to
origination and reversal
of temporary differences
Reported in consolidated statements of

comprehensive income
Deferred tax income (expense)
relating to origination and reversal
of temporary differences
25,335,402
646,002
2014
36,594
26,017,998
(
22,837,172
429,894
2013
38,616
23,305,682
1,129,081 ) (
1,332
16,324,350
7,974,951 ) (
24,888,917
(P
16,604,633)
15,330,731
12,696,824
3,626,194
11,376,672 )
P
4,207,530 ( P
4,947,678
9,771,444 )
- 33 -
A reconciliation of tax on pretax profit computed at the applicable statutory rates to tax
expense reported in the consolidated statements of income is as follows:
2015
Tax on pretax profit at 30%
Adjustment for income subjected
to lower income tax rates
Tax effects of:
Deferred tax assets related to
valuation allowance
Non-deductible expenses
2014
18,439,517
13,244,969
323,001 ) (
214,947 ) (
2,568,137
4,204,264
P
2013
7,357,111
3,117,651)
788,316
1,512,393
24,888,917
15,330,731
708,218
P
4,947,678
The Parent Company and Citylink did not recognize deferred tax assets on the
following valuation allowance based on managements evaluation that such deferred tax
assets may not be recovered in future years:
2015
Net operating loss
carryover (NOLCO)
MCIT
Amount
2014
Tax Effect
Amount
Tax Effect
P 14,425,065
76,542
P 4,327,520
76,542
P 6,841,387 P 2,052,416
60,605
60,605
P 14,501,607
P 4,404,062
P 6,901,992 P 2,113,021
The details of NOLCO, which can be claimed as deduction by the Parent Company and
Citylink from future taxable income within three years from the year such loss was
incurred, are shown below.
Year
Incurred
2015
2014
2013
2012
Original
Amount
Expired
Amount
Remaining
Balance
9,560,770
2,508,008
2,356,287
1,977,092
1,977,092
9,560,770
2,508,008
2,356,287
-
16,402,157
1,977,092
14,425,065
Valid
Until
2018
2017
2016
The breakdown of MCIT which can be claimed as a credit against the Parent Companys
and Citylinks RCIT is as follows:
Year
Incurred
2015
2014
2013
2012
Original
Amount
P
Expired
Amount
36,594
38,616
1,332
20,657
97,199
Remaining
Balance
P
20,657
20,657
36,594
38,616
1,332
-
76,542
Valid
Until
2018
2017
2016
- 34 -
The Group is subject to MCIT which is computed at 2% of gross income, as defined

under the tax regulations or RCIT, whichever is higher. The Parent Company reported
MCIT in 2014 and 2013 while no MCIT or RCIT was reported in 2015 as the Parent
Company is in a gross loss position. Citylink reported MCIT in 2015 and 2014, since
they are in a taxable loss position in those years, while it reported RCIT in 2013.
FOPMI, on the other hand, did not report any MCIT in 2015, 2014 and 2013 as the
RCIT is higher than MCIT in such years.
The deferred tax assets recognized by FOPMI and Citylink as of December 31, 2015
and 2014 relate to the following:
2015
Retirement benefit obligation
NOLCO
Retirement benefit
obligation
Allowance for
impairment
NOLCO
34,975,260
419,695
946,739
47,306,613
4,510,633
-
36,341,694
51,817,246
2015
Consolidated
Profit or Loss
2014
2013
Consolidated
Other Comprehensive Income
2015
2014
2013
P 4,273,280
P 5,887,712
P 11,376,672
(P16,604,633) P 4,207,530 (P 9,771,444 )
Deferred tax income

(expense)
2014
4,090,938 )
946,739
P 1,129,081
2,087,239
-
P 7,974,951
P 11,376,672 (P16,604,633) P 4,207,530 (P 9,771,444 )
In 2015, 2014 and 2013, the Group opted to continue claiming itemized deductions in
computing for its income tax due.
14.
RELATED PARTY TRANSACTIONS

The Groups transactions with related parties, which include a stockholder, related
parties by common ownership and the Groups key management, are described below.
Related Party
Category
Notes
Stockholder:
Subscription receivable
Obtaining of advances
14.1
14.3
Related Parties Under

Common Ownership:
Granting of advances
Obtaining of advances
Lease of properties
14.2
14.3
14.4
2015
Amount of
Outstanding
Transaction
Balance
P
7,591,101
374,814
1,852,536
Amount of
Transaction
P 187,500,000 P
6,364,603
53,859,925
84,712,234
883,929
2014
Outstanding
Balance
9,619,110
13,994,521
1,342,092
P 187,500,000
6,364,603
46,268,824
84,337,420
79,645
- 35 -
14.1 Subscription Receivable

On November 11, 2005, the BOD approved the increase in the Companys authorized
capital stock by P1.0 billion divided into 1,000,000,000 shares at P1.0 par value per
share. Out of the total increase, 25% was subscribed by one of the investors with a
total value of P250.0 million, of which P62.5 million was paid to the Company
representing 25% of the subscription. The subscription receivable, which is unsecured,
noninterest-bearing and payable in cash remains outstanding as of December 31, 2015
and 2014.
14.2 Due from Related Parties

The Group grants unsecured and noninterest-bearing cash advances to its related
parties for working capital requirements. These advances have no repayment terms and
are payable in cash on demand. The details of due from related parties as of
December 31, 2015 and 2014 are as follows:
2015
Due from related parties
P
(
P
2014
53,979,534 P
119,609) (
46,388,433
119,609)
53,859,925
46,268,824
The movement in due from related parties is as follows:

2015
2014
Balance at beginning of year

Additions
46,268,824
7,591,101
36,649,714
9,619,110
Balance at end of year
53,859,925
46,268,824
Based on managements assessment, no impairment loss is necessary to be recognized

in 2015 and 2014 on these advances.
14.3 Due to Related Parties

The Group obtains unsecured, and noninterest-bearing advances from Megaworld and
related parties under common ownership for working capital purposes. These advances
have no repayment terms and payable in cash on demand.
2015
Stockholder
Other related parties
2014
6,364,603
84,712,234
6,364,603
84,337,420
91,076,837
90,702,023
- 36 -
The movements in due to related parties are as follows:

2015
Balance, beginning of year
Additions
Repayments
Balance, end of year
2014
90,702,023
374,814
-
77,307,502
15,783,923
2,389,402 )
90,702,023
91,076,837
14.4 Lease of Properties

The subsidiary has existing agreements with related parties under common ownership
for the lease of its office facilities for a period of 12 months renewable annually at the
subsidiarys option. Rental charges arising from these transactions are presented as part
of Rentals under Operating Expenses account in the consolidated statements of income
(see Note 11). The unpaid rentals are shown as part of Others under Trade and Other
Payables account in the consolidated statements of financial position (see Note 10).
14.5 Sale of AFS Securities

In June 2013, the Parent Company sold its remaining investment in SPI to Megaworld
for a consideration of P117.8 million, the related gain on sale of investment amounting
to P20.6 million is presented as Gain on Sale of Available-for-Sale Financial Asset in the
2013 consolidated statement of income.
14.6 Key Management Personnel Compensation

The compensation of Groups key management personnel in 2015 and 2014 are broken
down as follows:
2015
Salaries and short-term benefits
Retirement benefit
2014
11,907,869
1,167,362
8,751,222
619,843
13,075,231
9,371,065
The Parent Companys administrative functions are being handled by Megaworld, a

significant stockholder, with no cost to the Parent Company.
15.
EARNINGS PER SHARE

The basic and diluted EPS is computed as follows:
2015
Net profit
Divided by the weighted average
number of outstanding shares
Basic and diluted EPS
2014
36,576,139
2,250,000,000
0.016
2013
28,819,166
19,576,024
2,250,000,000
2,250,000,000
0.013
0.009
The Group has no potentially dilutive shares as of the end of each reporting period.
- 37 -
16.
EQUITY
The details of this account as of December 31 are as follows:
2015
Capital stock
Revaluation reserves
Deficit
P
(
P
2014
2,062,500,000
P
12,844,540 (
1,853,466,831 ) (
221,877,709
2013
2,062,500,000
P
25,899,604 ) (
1,890,042,970 ) (
146,557,426
2,062,500,000
16,082,036 )
1,918,862,136 )
127,555,828
The details of the Companys capital stock as of December 31, 2105 and 2014 follows:
Shares
Common stock P1 par value,
Authorized 3.0 billion shares,
Issued and outstanding
Subscribed capital stock
Subscription receivable
Amount
2,000,000,000
P 2,000,000,000
250,000,000
(
250,000,000
187,500,000 )
62,500,000
P2,062,500,000
On June 9, 2006, the SEC approved the listing of the Companys shares totalling
P2.0 billion. The shares were initially issued at an offer price of P1.00 per share. There
was no additional listing of shares subsequent to initial listing. As of
December 31, 2015 and 2014, there are 1,605 and 1,616 holders of the listed shares,
respectively, which closed at P0.84 and P1.15 per share, respectively.
On August 14, 2013, the BOD approved a pre-emptive rights offer to holders of its
common shares which will entitle them to subscribe to 2.5 new shares for every
common share held as of record date, to be set by the Company after approval by the
Philippine Stock Exchange (PSE) of the listing of the rights shares.
The rights shares will be offered at the price of one peso per share, equivalent to the par
value of the Companys common shares. 25% of the subscription price shall be payable
upon submission of the application for subscription and the balance of 75% shall be
payable upon call by the BOD to be made not later than three years from the approval
by the stockholders of the increase in capital stock. Subscribers shall have the option of
paying 100% of the subscription price upon application for subscription.
Proceeds of the rights offer will be used to fund various investment opportunities. As
of December 31, 2015, the said issuance of stock rights has not yet been approved by
the PSE.
In September and November 2014, the BOD and the stockholders, respectively,
approved an increase in authorized capital stock from 3.0 billion common shares with
par value of P1 per share to 23.0 billion common shares with par value of P1 per share.
As of December 31, 2015, the application for the increase in authorized capital stock
has not been filed with the SEC.
- 38 -
17.
COMMITMENTS AND CONTINGENCIES
17.1 Operating Lease Commitment Group as a Lessee

The Group is a lessee under several operating leases covering its office facilities. The
lease agreements have terms ranging from one month to one year and renewable upon
the terms and conditions as may be agreed by the parties. In 2015, the long-term leases
were pre-terminated. Further, Citylink is a lessee covering its bus units. The lease
agreements have a one year term and may be renewed or extended by mutual agreement
of the parties which shall be executed in writing. The future minimum rentals payable
within five years under these operating leases as of December 31, 2014 amounted to
P2.7 million. Total rental expense in 2015, 2014 and 2013 from these operating leases
shown as Rentals under Operating Expenses account in the consolidated statements of
income amounted to P7.9 million, P3.2 million and P1.3 million, respectively
(see Note 11).
17.2 Operating Lease Commitment Group as a Lessor

The Group is a lessor under several operating leases covering its condominium units.
The lease agreements have terms ranging from one month to one year and renewable
upon the terms and conditions as may be agreed by the parties. The future minimum
rentals receivable within one year under these operating leases as of December 31, 2015
and 2014 amounted to P1.1 million and P0.4 million, respectively. Total rental income
in from these operating leases shown as part of Rental Income account under Revenues
section in the consolidated statements of income amounted to P1.2 million in 2015, and
P1.3 million both in 2014 and 2013.
Also, the Group is a lessor under various service transport lease agreements covering its
transportation equipment. The lease agreements are short-term in nature but can be
renewed upon mutual agreements by the parties and; accordingly, no future minimum
rental receivables are disclosed. Total rental from these lease agreements amounted to
P8.3 million, P7.4 million and P8.1 million in 2015, 2014 and 2013, respectively, and is
presented as part of Rental Income account under Revenues section in the consolidated
statements of income.
17.3 Others
The Group has other commitments and contingencies that may arise in the normal
course of the Groups operations which have not been reflected in the consolidated
financial statements. Management is of the opinion that losses, if any, from these other
commitments will not have material effects on the Groups consolidated financial
statements.
18.
RISK MANAGEMENT OBJECTIVES AND POLICIES

The Group is exposed to a variety of financial risks in relation to financial instruments.
The Groups risk management is coordinated with the BOD and focuses on actively
securing the Groups short- to medium-term cash flows by minimizing the exposure to
financial markets.
- 39 -
The Group does not actively engage in the trading of financial assets for speculative
purposes nor does it write options. The relevant financial risks to which the Group is
exposed to are described below and in the succeeding pages.
18.1 Interest Rate Risk

As at December 31, 2015 and 2014, the Group is exposed to changes in market interest
rates through its cash and cash equivalents which are subject to variable interest rates
(see Note 5).
The following describes the sensitivity of the profit before tax in 2015 and 2014 to a
reasonably possible change in interest rates of +/- 0.29% and +/- 0.46%, respectively,
with effect from the beginning of the year. This percentage has been determined based
on the average market volatility in interest rate in the previous 12 months, estimated at
95% level of confidence.
The sensitivity analysis is based on the Groups financial instruments held at
December 31, 2015 and 2014 with effect estimated from the beginning of the year. All
other variables held constant, if interest rate increased by 0.29% and 0.46% in 2015 and
2014, the profit before tax in 2015 and 2014 would have increased by P0.9 million and
P1.1 million, respectively. Conversely, if the interest rate decreased by same percentage,
profit before tax in 2015 and 2014 would have been lowered by the same amount.
18.2 Credit Risk

Credit risk is the risk that a counterparty may fail to discharge an obligation to the
Group. The maximum credit risk exposure of financial assets is the carrying amount of
the financial assets as shown on the consolidated statements of financial position or in
the detailed analysis provided in the notes to consolidated financial statements. As of
December 31, 2015 and 2014, the Group has the following financial assets:

Trade and other receivables net
Due from related parties net
Notes
2015
2014
5
6
14.2
P 299,896,867
104,145,778
53,859,925
P 230,662,973
86,497,038
46,268,824
P 457,902,570
P 363,428,835
None of the Groups financial assets are secured by collateral or other credit
enhancements except for cash and cash equivalents as described below.
(a)
Cash and Cash Equivalents

The credit risk for cash and cash equivalents is considered negligible, since the
counterparties are reputable banks with high quality external credit ratings. Cash
in bank, which are insured by the Philippine Deposit Insurance Corporation up to
a maximum coverage of P500,000 per depositor per banking unit as provided for
under Republic Act 9302, Charter of Philippine Deposit Insurance Corporation, are still
subject to credit risk.
- 40 -
(b)
Trade and Other Receivables

In respect of trade and other receivables, the Group is not exposed to any
significant credit risk exposure to any single counterparty or any group of
counterparties having similar characteristics. Based on historical default rates, the
balance of receivables, which are not impaired relates to reputable companies that
have a good track record with the Group.
Some of the unimpaired trade receivables are past due as at the end of the
reporting period. No other financial assets are past due at the end of the
reporting period. Trade receivables that are past due but not impaired as of
December 31, 2015 and 2014 are shown below.
2015
Not more than 3 months
More than 3 months but
not more than 6 months
More than 6 months but
not more than one year
More than one year
P
(c)
37,559,532
2014
P
21,415,936
16,534,946
8,423,954
16,058,737
17,950,472
14,207,968
34,181,875
88,103,687
78,229,733
Due from Related Parties

In respect of due from related parties, the Group is not exposed to any significant
credit risk exposure because management considers the credit quality of
receivables from related parties to be good.
18.3 Liquidity Risk

The Group manages its liquidity needs by carefully monitoring scheduled debt servicing
payments for long-term financial liabilities as well as cash outflows due in a day-to-day
business. Liquidity needs are monitored in various time bands, on a day-to-day and
week-to-week basis, as well as on the basis of a rolling 30-day projection. Long-term
liquidity needs for a six months and one year period are identified monthly.
The Group maintains cash to meet its liquidity requirements for up to 60-day periods.
Excess cash are invested in time deposits. Funding for long-term liquidity needs is
additionally secured by an adequate amount of committed credit facilities.
As at December 31, 2015, the Groups consolidated financial liabilities have contractual
maturities which are presented below.
Within
6 months
Within
6 - 12 months
84,368,274
91,076,837
32,898,197
-
P 175,445,111
32,898,197
- 41 -
As at December 31, 2014, the Group consolidated financial liabilities have contractual
maturities which are presented below.
Within
6 months
Within
6 - 12 months
47,697,796
90,702,023
30,646,606
-
P 138,399,819
30,646,606
The Group does not have noncurrent financial liabilities as of December 31, 2015 and
2014.
The above contractual maturities reflect the gross cash flows, which may differ from the
carrying values of the liabilities at the end of each reporting periods.
19.
CATEGORIES AND OFFSETTING OF FINANCIAL ASSETS AND

FINANCIAL LIABILITIES
19.1 Carrying Amounts and Fair Values by Category

The carrying amounts and fair values of the categories of financial assets and financial
liabilities presented in the consolidated statements of financial position are shown
below.
2015
Notes
Carrying Values
2014
Fair Values
Carrying Values
Fair Values
Financial Assets
Loan and receivables:
Trade and other receivables - net
104,145,778
104,145,778
86,497,038
86,497,038
14.2
53,859,925
53,859,925
46,268,824
46,268,824
Due from related parties
P 299,896,867 P 299,896,867
P 230,662,973 P 230,662,973
P 457,902,570 P 457,902,570
P 363,428,835 P 363,428,835
Financial liabilities
Financial liabilities at amortized cost:
10
14.3
117,266,471 P 117,266,471
91,076,837
91,076,837
P 208,343,308 P 208,343,308
78,344,402 P
78,344,402
90,702,023
90,702,023
P 169,046,425 P 169,046,425
See Notes 2.4 and 2.9 for a description of the accounting policies for each category of
financial instruments. A description of the Groups risk management objectives and
policies for financial instruments is provided in Note 18.
- 42 -
19.2 Offsetting of Financial Assets and Financial Liabilities

The Group does not have relevant offsetting arrangements, except as disclosed in
Notes 14.2 and 14.3. Currently, all other financial assets and financial liabilities are
settled on a gross basis; however, each party to the financial instrument (particularly
related parties) will have the option to settle all such amounts on a net basis in the event
of default of the other party through approval by both parties BOD and shareholders.
As such, the Groups outstanding receivables from and payables to the same related
parties can be potentially offset to the extent of their corresponding outstanding
balances.
20.
FAIR VALUE MEASUREMENT AND DISCLOSURES
20.1 Fair Value Hierarchy

In accordance with PFRS 13, the fair value of financial assets and liabilities and
non-financial assets which are measured at fair value on a recurring or non-recurring
basis and those assets and liabilities not measured at fair value but for which fair value is
disclosed in accordance with other relevant PFRS, are categorized into three levels
based on the significance of inputs used to measure the fair value. The fair value
hierarchy has the following levels:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities
that an entity can access at the measurement date;
Level 2: inputs other than quoted prices included within Level 1 that are observable
for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from
prices); and,
Level 3: inputs for the asset or liability that are not based on observable market data
(unobservable inputs).
The level within which the asset or liability is classified is determined based on the
lowest level of significant input to the fair value measurement.
For purposes of determining the market value at Level 1, a market is regarded as active
if quoted prices are readily and regularly available from an exchange, dealer, broker,
industry group, pricing service, or regulatory agency, and those prices represent actual
and regularly occurring market transactions on an arms length basis.
20.2 Financial Instruments Measured at Amortized Cost for which Fair Value is
Disclosed
The Groups financial assets which are not measured at fair value in the consolidated
statements of financial position but for which fair value is disclosed include
cash and cash equivalents, which are categorized as Level 1, and trade and other
receivables and due from related parties, which are categorized as Level 3. Financial
liabilities which are not measured at fair value but for which fair value is disclosed
pertain to trade and other payables and due to related parties which are categorized
under Level 3.
- 43 -
For financial assets with fair values included in Level 1, management considers that the
carrying amounts of these financial instruments approximate their fair values due to
their short-term duration.
The fair values of the financial assets and financial liabilities included in Level 3, which
are not traded in an active market, are determined based on the expected cash flows of
the underlying net asset or liability based on the instrument where the significant inputs
required to determine the fair value of such instruments are not based on observable
market data.
20.3 Fair Value Measurement for Investment Property

Investment property comprising condominium units has fair value amounted to
P29.2 million and P32.8 million as of December 31, 2015 and 2014, respectively. The
fair value of investment property is determined by calculating the present value of the
cash inflows anticipated until the end of the life of the investment property using a
discount rate of 10% both in 2015 and 2014.
21.
CAPITAL MANAGEMENT OBJECTIVES, POLICIES AND PROCEDURES

The Groups capital management objectives are to:
Ensure the Groups ability to continue as a going concern; and,
Provide an adequate return to shareholders in the future.
The Group also monitors capital on the basis of the carrying amount of equity as
presented on the consolidated statements of financial position. It sets the amount of
capital in proportion to its overall financing structure, i.e., equity and financial liabilities.
The Group manages the capital structure and makes adjustments to it in the light of
changes in economic conditions and the risk characteristics of the underlying assets.

INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTARY SCHEDULES
December 31, 2015
Report of Independent Auditors on Supplementary Schedules Filed Separately from

the Basic Financial Statements
Schedule
Contents
Page No.
Schedules Required under Annex 68-E of the Securities Regulation Code Rule 68
A
Financial Assets
Financial Assets at Fair Value Through Profit or Loss
Held-to-maturity Investments
Available-for-sale Financial Assets
Amounts Receivables/Accounts Payables from/to Directors, Officers, Employees,
Related Parties, and Principal Stockholders (Other than Related Parties)
Amounts Receivable from Related Parties which are Eliminated during Consolidation
of Financial Statements
Intangible Assets - Other Assets
Long-term Debt
Indebtedness to Related Parties
Guarantees of Securities of Other Issuers
Capital Stock
N/A
N/A
N/A
N/A
2
N/A
3
N/A
4
Other Required Information

I
Reconciliation of Retained Earnings Available for Dividend Declaration
Schedule of Philippine Financial Reporting Standards and Interpretations

Adopted by the Securities and Exchange Commission and the Financial
Reporting Standards Council as of December 31, 2015
Map Showing the Relationship Between the Company and its Related Entities
Summary of Application of Initial Public Offering Proceeds
Schedule of Financial Soundness Indicator
N/A
8

SCHEDULE B - Amounts Receivables/Accounts Payable from/to Directors, Officers, Employees,
Related Parties, and Principal Stockholders (Other than Related Parties)
DECEMBER 31, 2015
Deductions
Name and designation of
Balance at
debtor
beginning of period
Officers and Employees
10,246,659
Amounts
Collected
Additions
( P
2,223,513 )
-1-
Ending Balance
Amounts
written off
Current
3,788,963
Not Current
4,234,183
Balance at the
end of period
P
8,023,146

Schedule D - Intangible Assets - Other Assets
December 31, 2015
Deduction
Description
Computer software - net
Additions at Charged to cost

Charged to
Beginning balance
cost
and expenses other accounts
2,045,775
( P
-2-
1,079,047 ) ( P
458,334 )
Other
charges
Ending balance
additions
(deductions)
P
508,394

Schedule F - Indebtedness to Related Parties
December 31, 2015
Balance at the
beginning of year
Name of related party
Balance at the end of

year
Empire East Landholdings, Inc.

Golden Hands Multipurpose Corporation
Megaworld Corporation
Eastwood Cyber One Corporation
Megaworld Land, Inc.
Others
34,449,016
12,252,064
6,364,603
3,904,593
4,000,000
29,731,747
34,449,016
12,627,064
6,364,603
3,904,593
4,000,000
29,731,561
Total
90,702,023
91,076,837
-3-

Schedule H - Capital Stock
December 31, 2015
Number of shares held by

Title of Issue
Common
Number of
shares
authorized
3,000,000,000
Number of shares issued

and outstanding as
shown under related
balance sheet caption
Number of shares
reserved for options,
warrants, conversion
and other rights
2,250,000,000
-4-
Related parties
1,148,281,992
Directors,
officers and
employees
7
Others
1,101,718,001

6th Floor, The World Centre Building
330 Sen. Gil Puyat Avenue, Makati City
Schedule I - Reconciliation of Retained Earnings Available for Dividend Declaration
For the Year Ended December 31, 2015
Deficit, at beginning of year
( P
Net Income Realized during the Year

Net income per audited financial statements
Deficit, at end of year
( P
-5-
1,940,079,285 )
6,841,224 )
1,946,920,509 )
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SCHEDULE M - FINANCIAL SOUNDNESS INDICATORS
DECEMBER 31, 2015 AND 2014
Current ratio
Quick ratio
Debt-to-equity ratio
Asset-to-equity ratio
Return on assets
Return on equity/investment
DECEMBER 31, 2015

2.09 : 1.00
1.34 : 1.00
1.54 :1.00
2.54 : 1.00
6.94%
19.85%
DECEMBER 31, 2014

2.03 : 1.00
1.23 : 1.00
2.35 :1.00
3.35 : 1.00
6.46%
21.03%
LIQUIDITY RATIOS measure the business' ability to pay short-term debt.

Current ratio - computed as current assets divided by current liabilities
Quick ratio - computed as cash and cash equivalents divided by current liabilities
SOLVENCY RATIOS measure the business' ability to pay all debts, particularly long-term debt.
Debt to equity ratio- computed as total liabilities divided by stockholders' equity.
ASSET-TO-EQUITY RATIOS measure financial leverage and long-term solvency. It shows how much of the
assets are owned by the Company. It is computed as total assets divided by stockholders' equity.
PROFITABILITY RATIOS
Return on assets - net profit divided by average total assets
Return on investment - net profit divided by average stockholders' equity
-8-
ANNUAL CORPORATE GOVERNANCE REPORT

(SEC FORM-ACGR)
FOR YEAR 2015
6th Floor, The World Centre, 330 Sen. Gil Puyat Avenue, Makati City 1200, Philippines
Tels: (632) 867-8826 to 40
www.suntrusthomedev.com
1
SUN-SEC FORM-ACGR 2015
SECURITIES AND EXCHANGE COMMISSION

SEC FORM ACGR
ANNUAL CORPORATE GOVERNANCE REPORT
1. Report is Filed for the Year 2015
Date of Report
2. SEC Identification Number: 10683
3. BIR Tax Identification Number: 000-141-166-000
4. SUNTRUST HOME DEVELOPERS, INC.

Exact name of registrant as specified in its charter
5. Metro Manila, Philippines
Province, country or other jurisdiction of incorporation
6.
(SEC Use Only)

Industry Classification Code:
7. 6/F The World Centre Bldg., #330 Sen. Gil J. Puyat Avenue, Makati City
Address of Principal Office
8. (632) 867-8826 to 40
Registrants Telephone Number, including area code
2
TABLE OF CONTENTS
A. BOARD MATTERS
....
1) BOARD OF DIRECTORS
(a) Composition of the Board
(b) Directorship in Other Companies..
(c) Shareholding in the Company..
2) CHAIRMAN AND CEO.
3) OTHER EXECUTIVE, NON-EXECUTIVE AND INDEPENDENT DIRECTORS..
4) CHANGES IN THE BOARD OF DIRECTORS.
5) ORIENTATION AND EDUCATION PROGRAM.
B. CODE OF BUSINESS CONDUCT & ETHICS

1) POLICIES
2) DISSEMINATION OF CODE
3) COMPLIANCE WITH CODE
4) RELATED PARTY TRANSACTIONS.
(a) Policies and Procedures.
(b) Conflict of Interest.
5) FAMILY, COMMERCIAL AND CONTRACTUAL RELATIONS..
6) ALTERNATIVE DISPUTE RESOLUTION..
12
12
14
14
14
14
15
16
16
C. BOARD MEETINGS & ATTENDANCE

1) SCHEDULE OF MEETINGS.
2) DETAILS OF ATTENDANCE OF DIRECTORS
3) SEPARATE MEETING OF NON-EXECUTIVE DIRECTORS
4) MINIMUM QUORUM REQUIREMENT .
5) ACCESS TO INFORMATION.
6) EXTERNAL ADVICE.
7) CHANGES IN EXISTING POLICIES.
17
17
17
17
17
17
19
19
5
6
7
7
8
9
12
D. REMUNERATION MATTERS . 19
1) REMUNERATION PROCESS.. 19
2) REMUNERATION POLICY AND STRUCTURE FOR DIRECTORS 20
3) AGGREGATE REMUNERATION . 20
4) STOCK RIGHTS, OPTIONS AND WARRANTS.. 21
5) REMUNERATION OF MANAGEMENT. 21
E. BOARD COMMITTEES 22
1) NUMBER OF MEMBERS, FUNCTIONS AND RESPONSIBILITIES. 22
2) COMMITTEE MEMBERS. 23
3) CHANGES IN COMMITTEE MEMBERS.. 25
4) WORK DONE AND ISSUES ADDRESSED 26
5) COMMITTEE PROGRAM. 26
F. RISK MANAGEMENT SYSTEM26
1) STATEMENT ON EFFECTIVENESS OF RISK MANAGEMENT SYSTEM 26
2) RISK POLICY 27
3) CONTROL SYSTEM. 28
3
G. INTERNAL AUDIT AND CONTROL 30

1) STATEMENT ON EFFECTIVENESS OF INTERNAL CONTROL SYSTEM 30
2) INTERNAL AUDIT..30
(a) Role, Scope and Internal Audit Function 30
(b) Appointment/Removal of Internal Auditor 30
(c) Reporting Relationship with the Audit Committee..31
(d) Resignation, Re-assignment and Reasons.. 31
(e) Progress against Plans, Issues, Findings and
Examination Trends... 31
(f) Audit Control Policies and Procedures. 32
(g) Mechanisms and Safeguards 32
(h) Attesting Officers on Companys Full Compliance with the SEC Code of
Corporate Governance.32
H. ROLE OF STAKEHOLDERS 32
1) COMPANYS POLICY AND ACTIVITIES 32
2) CORPORATE RESPONSIBILITY REPORT ... 33
3) PERFORMANCE-ENHANCING MECHANISMS . 33
4) COMPANY PROCEDURE ON COMPLAINTS... 33
I.
DISCLOSURE AND TRANSPARENCY .

1) OWNERSHIP STRUCTURE
2) ANNUAL REPORT .
3) EXTERNAL AUDITORS FEE .
4) MEDIUM OF COMMUNICATION
..
5) DATE OF RELEASE OF AUDITED FINANCIAL REPORT
6) COMPANY WEBSITE
7) DISCLOSURE OF RPT ..
34
34
34
35
35
35
35
35
J.
K.
L.
M.
N.
RIGHTS OF STOCKHOLDERS
.
INVESTORS RELATIONS PROGRAM .
CORPORATE SOCIAL RESPONSIBILITY INITIATIVES..
BOARD, DIRECTOR, COMMITTEE AND CEO APPRAISAL
INTERNAL BREACHES AND SANCTIONS
36
41
41
42
42
4
A. BOARD MATTERS
1) Board of Directors
Number of Directors per Articles of Incorporation
Seven (7)
Actual number of Directors for the year
Seven (7)
(a) Composition of the Board

Complete the table with information on the Board of Directors (updated as of 31 December 2015):
Directors Name
Type
[Executive
(ED), NonExecutive
(NED) or
Independent
Director (ID)]
If
nominee,
identify
the
principal
Nominator
in the last
election (if
ID, state the
relationship
with the
nominator)
Megaworld
Corporation
Ferdinand B.
Masi, no
relationship
Megaworld
Corporation
Megaworld
Corporation
Megaworld
Corporation
Giancarlo C.
Ng, no
relationship
Megaworld
Corporation
Ferdinand B. Masi
ED
N/A
Eugenio B.
Reducindo
ID
N/A
Evelyn G. Cacho
ED
N/A
Giancarlo C. Ng
NED
N/A
Felizardo T. Sapno
NED
N/A
Alejo L. Villanueva,
Jr.
ID
N/A
Elmer P. Pineda
NED
N/A
Date last
elected (if
ID, state the
number of
years
served as
ID)
Elected
when
(Annual
/Special
Meeting)
09 Feb
2001
27 Oct
2015
27 Oct 2015
Annual
15
27 Oct 2015
Annual
29 Aug
2005
23 Oct
2007
03 July
2006
22 Aug
2012
27 Oct 2015
Annual
11
27 Oct 2015
Annual
27 Oct 2015
27 Oct
2015
Annual
10
03 Feb
2012
27 Oct 2015
Annual
Date
first
elected
27 Oct
20151
No. of
years
served
as
director
(i) Provide a brief summary of the corporate governance policy that the board of directors has adopted. Please
emphasize the policy/ies relative to the treatment of all shareholders, respect for the rights of minority
shareholders and of other stakeholders, disclosure duties, and board responsibilities.
The Board believes that corporate governance is a necessary component of sound strategic business
management and is committed to create awareness of the principles of good corporate governance within
the company. Thus, the Board of Directors has adopted a Manual of Corporate Governance in order to
institutionalize the rules and principles of good corporate governance in accordance with the Code of
Corporate Governance promulgated by the Securities and Exchange Commission.
The Board respects the rights of stockholders as provided in the Corporation Code, such as right to vote on
1
4 years since 2012
5
all matters that require their consent or approval, right to inspect, right to information and appraisal right.
The Board takes appropriate steps to remove excess or unnecessary costs and other administrative
impediments to allow all stockholders meaningful participation in meetings. It likewise ensures that
accurate and timely information is made available to stockholders to enable them to make a sound
judgment on all matters for their consideration and approval.
(ii) How often does the Board review and approve the vision and mission?
Annually
(b) Directorship in Other Companies
(i) Directorship in the Companys Group2
Identify, as and if applicable, the members of the companys Board of Directors who hold the office of
director in other companies within its Group:
Directors Name
Corporate Name of the

Group Company
Type of Directorship
(Executive, Non-Executive,
Independent). Indicate if
director is also the Chairman.
None
(ii) Directorship in Other Listed Companies
Identify, as and if applicable, the members of the companys Board of Directors who are also directors
of publicly-listed companies outside of its Group:
Directors Name
Evelyn G. Cacho
Name of Listed Company

Alliance Global Group, Inc.
Empire East Land Holdings, Inc.
Emperador Inc.
Empire East Land Holdings, Inc
Type of Directorship
(Executive, Non-Executive,
Independent). Indicate if
director is also the Chairman.
Independent
Independent
Independent
Executive
(iii) Relationship within the Company and its Group.

None
Provide details, as and if applicable of any relation among the members of the Board of Directors, which
links them to significant shareholders in the company and/or in its group:
Directors Name
Name of the
Significant Shareholder
Description of the
relationship
N/A
(iv) Has the company set a limit on the number of board seats in other companies (publicly listed, ordinary
and companies with secondary license) that an individual director or CEO may hold simultaneously? In
particular, is the limit of five board seats in other publicly listed companies imposed and observed? If
yes, briefly describe other guidelines:
The Group is composed of the parent, subsidiaries, associates and joint ventures of the company.
6
Maximum Number of
Directorships in other
companies
Guidelines
Executive Director
Non-Executive Director
CEO
N/A
N/A
N/A
The Company has not set a limit on the number of board seats that its Executive Directors, Non-Executive
Directors and CEO may hold in other companies. The Company allows its directors to serve in its subsidiaries
and affiliates with oversight functions. For Independent Directors, the Company observes the limitation set
forth in SEC Circular Memorandum No. 9 Series of 2011 and has not elected any Independent Director with
more than five directorships within the Group. Further, directorship outside of the Group is discouraged.
(c) Shareholding in the Company
Complete the following table on the members of the companys Board of Directors who directly and
indirectly own shares in the company:
Name of Director
Number of Direct
shares
Ferdinand B. Masi
Evelyn G. Cacho
Giancarlo C. Ng
Felizardo T. Sapno
Elmer P. Pineda
1
1
1
1
1
1
1
Number of
Indirect shares / Through
(name of record owner)
0
0
0
0
0
0
0
% of Capital Stock
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
2) Chairman and CEO

(a) Do different persons assume the role of Chairman of the Board of Directors and CEO? If no, describe the
checks and balances laid down to ensure that the Board gets the benefit of independent views.
Yes
(v)
No
Identify the Chair and CEO:

Chairman of the Board
CEO/President
Ferdinand B. Masi
Ferdinand B. Masi
Although the positions of Chairman of the Board and CEO are held by one individual, the duties and
responsibilities of each are clearly defined and delineated under the By-Laws and Manual of Corporate
Governance. The President also participates in the decision-making process and can express his views to the
Chairman/CEO and the Board.
(b) Roles, Accountabilities and Deliverables
Define and clarify the roles, accountabilities and deliverables of the Chairman and CEO.
7
Chairman
Ensure that the meetings of the Board
are held in accordance with the by-laws
or as the Chair may deem necessary.
Role
Supervise the preparation of the agenda

of the meeting in coordination with the
Corporate Secretary, taking into
consideration the suggestions of the
CEO, Management and the directors.
Chief Executive Officer
General supervision of the business

affairs and property of the Company
Perform such duties as may be
assigned to him by the Board
Maintain qualitative and timely lines of

the communication and information
between the Board and Management.
Accountabilities
To the Board and Management
To the stockholders and the Board
Agenda of the meetings

Minutes of Stockholders Meetings
Deliverables
Various regulatory submissions that may
require the signature of the Chairman of
the Board of Directors.
Report of the yearly operations of

the Company and the state of its
affairs to the Board and the
stockholders
Explain how the board of directors plans for the succession of the CEO/Managing Director/President and the
top key management positions?
The Board plans to put in place a succession planning program for key management positions.
3) Other Executive, Non-Executive and Independent Directors
Does the company have a policy of ensuring diversity of experience and background of directors in the
board? Please explain.
The membership of the Board is a combination of executive and non-executive directors (which includes
independent directors) in order that no director or small group of directors can dominate the decisionmaking process. The non-executive directors should possess such qualifications and stature that would
enable them to effectively participate in the deliberations of the Board. Currently, the Board has a mix of
directors with expertise in the fields of real estate development, finance and administration, marketing and
sales, manufacturing, property management, and financing.
Does it ensure that at least one non-executive director has an experience in the sector or industry the
company belongs to? Please explain.
The non-executive directors possess such qualifications and stature that would enable them to effectively
participate in the deliberations of the Board. Additional qualifications include a practical understanding of
the business of the Company and membership in a relevant industry, business or professional organization.
Define and clarify the roles, accountabilities and deliverables of the Executive, Non-Executive and
Independent Directors:
8
Executive
Non-Executive
Involved in operational and day-to-day

affairs of the Company
Oversees the
performance of
Executive directors
To the Board and management to ensure

that lines of communication are open
To the stockholders
Reports to the Board on operational matters

of the Company
Review and evaluate

executive directors
recommendations
Role
Accountabilities
Deliverables
Independent
Director
Acts as check and
balance within the
Board. Acts as
chairman of the
various committees
To the stockholders
As members of the
Audit Committee,
performs oversight
functions over the
financial reporting
process, risk
management and
internal control and
internal audit.
Provide the companys definition of "independence" and describe the companys compliance to the definition.
Independence, as a qualification of an independent director, means the freedom to exercise judgment in
the carrying out of responsibilities as a director from any interference by any other persons or other
considerations other than the duties enjoined on directors by law and the By-laws, as well as possession of
the qualifications and none of the disqualifications provided by law.
The Companys Manual of Corporate Governance provides that the Board should be composed of at least
two (2) independent directors and the Company has complied with this.
Does the company have a term limit of five consecutive years for independent directors? If after two years, the
company wishes to bring back an independent director who had served for five years, does it limit the term for no
more than four additional years? Please explain.
The Company complies with the provisions of SEC Memorandum Circular No. 9, Series of 2011 on term
limits for independent directors. No independent director has violated the required term limit under this
circular.
4) Changes in the Board of Directors (Executive, Non-Executive and Independent Directors)
(a) Resignation/Death/Removal
Indicate any changes in the composition of the Board of Directors that happened during the period:
Name
Position
Date of Cessation
Reason
None
(b) Selection/Appointment, Re-election, Disqualification, Removal, Reinstatement and Suspension
Describe the procedures for the selection/appointment, re-election, disqualification, removal,
reinstatement and suspension of the members of the Board of Directors. Provide details of the processes
adopted (including the frequency of election) and the criteria employed in each procedure:
9
Procedure
Process Adopted
Criteria
(i) Executive Directors
Nomination is conducted by
the Nomination Committee
prior to a stockholders
meeting pursuant to the
provisions of SRC Rule 38.
Qualifications are provided for in

the Companys By-laws and
Manual of Corporate Governance.
(ii) Non-Executive
Directors
Same as above
Same as above
(iii) Independent Directors
Same as above
Same as above and SRC Rule 38.
Re-appointment is allowed.
The procedure is the same
as the
selection/appointment
process above.
Re-appointment is allowed.
The procedure is the same
as the
process above.
Re-appointment is allowed
as long as the term limit for
Independent Directors in SEC
Memorandum Circular No. 9,
Series of 2011 has not been
breached. The procedure is
the
same
as
the
process above.
The same criteria are imposed for

appointment and re-appointment.
Qualifications are provided for in
the Companys By-Laws and
The Company follows the

procedure provided for in
the Corporation Code.
The Grounds are provided for in

the Companys Manual of
Corporate Governance
(ii) Non-Executive
Directors
Same as above
Same as above
Same as above. The

Company also follows the
procedure provided in SRC
Rule 38.
A temporarily disqualified
director shall, within sixty
(60) business days from such
disqualification, take the
appropriate
action
to
remedy or correct the
disqualification. If he fails or
refuses to do so for
unjustified reasons, the
disqualification shall become
permanent.

Corporate Governance.
a. Selection/Appointment
b. Re-appointment
(ii) Non-Executive
Directors
Same as above
c. Permanent Disqualification
d. Temporary Disqualification
10
(ii) Non-Executive
Directors
Same as above.
Same as above
Same as above.
Same as above

the Corporation Code.
Removal may be due to death,

voluntary resignation and/or
permanent disqualification from
office consistent with the grounds
provided for in the Companys
(ii) Non-Executive
Directors
Same as above
Same as above
Same as above. The

Company also follows the
procedure provided in SRC
Rule 38.
A temporarily disqualified
director shall, within sixty
(60) business days from such
disqualification, take the
appropriate
action
to
remedy or correct the
disqualification. If he fails or
refuses to do so for
unjustified reasons, the
disqualification shall become
permanent.
Satisfactory corrective action

performed by the director within
the 60 day period, addressing the
specific cause of action.
(ii) Non-Executive
Directors
Same as above.
Same as above
Same as above.
Same as above

the Corporation Code

Corporate Governance.
(ii) Non-Executive
Directors
Same as above
Same as above
Same as above
Same as above
e. Removal
f. Re-instatement
g. Suspension
(c) Voting Result of the last Annual General Meeting

Name of Director
Ferdinand B. Masi
Evelyn G. Cacho
Giancarlo C. Ng
FeLlizardo T. Sapno
Elmer P. Pineda
Votes Received
1,383,503,108 shares
1,383,503,108 shares
1,383,503,108 shares
1,383,503,108 shares
1,383,503,108 shares
1,383,503,108 shares
1,383,503,108 shares
11
5) Orientation and Education Program

(a) Disclose details of the companys orientation program for new directors, if any.
The Company has no specific training program for new directors. New directors are given an orientation
on the business of the Company. They are also given access to the Company's directors and officers to
address any questions or clarifications that new directors may raise.
(b) State any in-house training and external courses attended by Directors and Senior Management 3 for the
past three (3) years.
In compliance with the SEC Memorandum Circular No. 20, Series of 2013, the Companys Directors and
Senior Management attended an in-house seminar(s) on Corporate Governance on November 25,
December 8, and 11 2015
(c) Continuing education programs for directors: programs and seminars and roundtables attended during
the year.
Name of
Director/Officer
Ferdinand B. Masi
Amelia A. Austria
Evelyn G. Cacho
Giancarlo C. Ng
Felizardo T. Sapno
Date of Training
11
11
11
11
11
11
December 2015
December 2015
December 2015
December 2015
December 2015
December 2015
Elmer P. Pineda
11 December 2015
Rolando D. Siatela
25 November 2015
8 December 2015
Program
Corporate Governance
Name of Training Institution
Risks, Opportunities,
Assessment and Management
(ROAM), Inc.
B. CODE OF BUSINESS CONDUCT & ETHICS

1) Discuss briefly the companys policies on the following business conduct or ethics affecting directors, senior
management and employees (for management and employees applicable to subsidiary in the group):
Business Conduct &
Ethics
(a) Conflict of
Interest
Directors
Senior Management
Employees
A director should not use

his position to profit or
gain some benefit or
advantage for himself
and/or
his
related
interest. If an actual or
potential conflict of
interest may arise on the
part of a director, he
should
fully
and
immediately disclose it
and
should
not
participate
in
the
An
employee
should
disclose any relationship or
association
to
the
proposed
supplier
or
contractor or its authorized
representative to avoid
possible
conflict
of
interest.
An
employee
should
disclose any relationship or
association to the proposed
supplier or contractor or its
authorized representative
to avoid possible conflict of
interest.
Senior Management refers to the CEO and other persons having authority and responsibility for planning, directing and controlling the activities
of the company.
12
(b) Conduct of
Business and
Fair Dealings
(c) Receipt of gifts

from third
parties
(d) Compliance
with Laws &
Regulations
(e) Respect for

Trade
Secrets/Use of
Non-public
Information
(f) Use of
Company
Funds, Assets
and
Information
decision-making
process.
A director should not use
his position to profit or
gain some benefit or
advantage for himself
and/or
his
related
interest. If an actual or
potential conflict of
interest may arise on the
part of a director, he
should
fully
and
immediately disclose it
and
should
not
participate
in
the
decision-making
process.
Must not solicit or
accept
any
gift,
regardless of value, from
any supplier, contractor
or business partner,
except gifts of minimal
value. If it is not practical
to return, such gift must
be shared with other
employees.
Ensure through their
functions,
the
Companys
faithful
compliance with all
applicable
laws,
regulations and best
business practices.
Keep
secure
and
confidential
trade
secrets and all nonpublic
information
acquired or learned by
reason of position.
Should
not
reveal
confidential information
to unauthorized persons
without authority of the
Board.
Observe discretion in
use of funds and assets.
Be mindful of eliminating
unnecessary
consumption
and
wasteful
practices.
Confidential information
must not be disclosed to
unauthorized persons.
They are prohibited from

using their authority or
position to favor a supplier
or
contractor
in
anticipation of a personal
gain or benefit.
They are prohibited from

using their authority or
position to favor a supplier
or
contractor
in
anticipation of a personal
gain or benefit.
Must not solicit or accept

any gift, regardless of
value, from any supplier,
contractor or business
partner, except gifts of
minimal value. If it is not
practical to return, such
gift must be shared with
other employees.
Must not solicit or accept

any gift, regardless of
value, from any supplier,
contractor or business
partner, except gifts of
minimal value. If it is not
practical to return, such gift
must be shared with other
employees.
Ensure the Companys

faithful compliance with all
applicable
laws,
regulations
and
best
business practices.
Ensure the Companys

faithful compliance with all
applicable laws, regulations
and
best
business
practices.
Keep
secure
and
confidential trade secrets
and
all
non-public
information acquired or
learned by reason of
position. Should not reveal
confidential information to
unauthorized
persons
Board.
Keep
secure
and
confidential trade secrets
and
all
non-public
information acquired or
learned by reason of
position. Should not reveal
confidential information to
unauthorized
persons
Board.
Observe discretion in use

of funds and assets. Be
mindful of eliminating
unnecessary consumption
and wasteful practices.
must not be disclosed
without
the
proper
authority.
Observe discretion in use of

funds and assets.
Be
mindful of eliminating
unnecessary consumption
and wasteful practices.
must not be disclosed
without
the
proper
authority.
13
(g) Employment
&Labor Laws &
Policies
(h) Disciplinary
action
(i) Whistle Blower
(j) Conflict
Resolution
Ensure the Companys

faithful compliance with
employment and labor
law & policies.
The Company seeks to

reasonably assist its and its
subsidiaries and affiliates
employee and his family in
providing
for
their
economic security.
The Company seeks to

reasonably assist its and its
subsidiaries and affiliates
employee and his family in
providing
for
their
economic security.
The Company strictly

observes the provisions
on disqualification and
temporary
disqualification
of
directors as provided in
the Companys Manual
of
Corporate
Governance.
Rules and regulations shall

be enforced fairly and
consistently
by
the
respective subsidiaries and
affiliates. Violations shall
result
in
disciplinary
actions depending on
frequency, seriousness and
circumstances
of
the
offense. The employee
shall
be
given
the
opportunity to present his
side.
For each subsidiary or
affiliate,
reports
of
wrongdoing may be made
directly to the Chairman or
President
for
proper
disposition to ensure
confidentiality
of
information and protection
of the identity of the
whistle blower.
Amicable
settlement
through
alternative
dispute resolution
Rules and regulations shall

be enforced fairly and
consistently
by
the
respective subsidiaries and
affiliates. Violations shall
result in disciplinary actions
depending on frequency,
seriousness
and
circumstances
of
the
offense.
The employee
shall
be
given
the
opportunity to present his
side.
For each subsidiary or
affiliate,
reports
of
wrongdoing may be made
directly to the Chairman or
President
for
proper
disposition
to
ensure
confidentiality
of
information and protection
of the identity of the
whistle blower.
Amicable
settlement
through alternative dispute
resolution
Reports of wrongdoing
may be made directly to
the Chairman for proper
disposition to ensure
confidentiality
of
information
and
protection
of
the
identity of the whistle
blower.
Amicable
settlement
through
alternative
dispute resolution
2) Has the code of ethics or conduct been disseminated to all directors, senior management and employees?
YES.
3) Discuss how the company implements and monitors compliance with the code of ethics or conduct.
The Company has a compliance officer who monitors compliance of ethics or conduct.
Directors submit annually a list of business and professional affiliating through which provide conflicts-ofinterest may be determined. Relative to senior management and employees, the Human Resources Department
of each subsidiary and affiliate implements and monitors compliance with the code of ethics or conduct.
4) Related Party Transactions
(a) Policies and Procedures
Describe the companys policies and procedures for the review, approval or ratification, monitoring and
recording of related party transactions between and among the company and its parent, joint ventures,
subsidiaries, associates, affiliates, substantial stockholders, officers and directors, including their spouses,
children and dependent siblings and parents and of interlocking director relationships of members of the
Board.
14
Parties are considered to be related if one party has the ability to control the other party or exercise
significant influence over the other party in making financial and operating decisions. These parties include:
(a) individuals owning, directly or indirectly through one or more intermediaries, control or are controlled
by, or under common control with the Group; (b) associates; and (c) individuals owning directly or indirectly,
an interest in the voting power of the Group that gives them significant influence over the Group and close
members of the family of any such individual (2.20, Financial Statements and Independent Auditors
Reports).
Except for the material related party transactions described in the notes to the financial statements of the
Company for the years 2014, 2013 and 2012, there has been no material transaction during the last two
years, nor is there any material transaction currently proposed, to which the Company was or is to be a
party, in which any director or executive officer, any nominee for election as director, stockholder of more
than ten percent.
Related Party Transactions
(1) Parent Company
(2) Joint Ventures
(3) Subsidiaries
(4) Entities Under Common Control
(5) Substantial Stockholders
(6) Officers including
spouse/children/siblings/parents
(7) Directors including
spouse/children/siblings/parents
(8) Interlocking director relationship
of Board of Directors
Policies and Procedures
Ensure that the transactions are entered on terms comparable

to those available from unrelated third parties.
Ensure that the transactions are entered on terms comparable

to those available from unrelated third parties. Disclosure of
relationship or association is required to be made before
entering into transaction. No participation in the approval of
the transaction.
(b) Conflict of Interest

(i) Directors/Officers and 5% or more Shareholders.
None.
Identify any actual or probable conflict of interest to which directors/officers/5% or more shareholders
may be involved.
Name of Director/s
Name of Officer/s
Name of Significant Shareholders
Details of Conflict
of Interest (Actual or Probable)
N/A
N/A
N/A
(ii) Mechanism
Describe the mechanism laid down to detect, determine and resolve any possible conflict of interest
between the company and/or its group and their directors, officers and significant shareholders.
Company
Group
Directors/Officers/Significant Shareholders
Independent Directors are required to submit a list of
positions/other directorships to determine any conflict.
15
Directors, officers and employees must voluntarily disclose

any conflict prior to occurrence of the same.
5) Family, Commercial and Contractual Relations

(a) Indicate, if applicable, any relation of a family, 4 commercial, contractual or business nature that exists
between the holders of significant equity (5% or more), to the extent that they are known to the company:
Names of Related
Significant Shareholders
NONE
Type of Relationship
Brief Description of the

Relationship
There has been no material transaction, nor is there any material transaction currently proposed, to which
the Company was or is to be a party, in which any member of the immediate family (including spouse,
parents, children, sibling and in-laws) of any such director or officer or stockholder of more than ten (10)
percent of the Companys voting shares had or is to have a direct and indirect material interest.
(b) Indicate, if applicable, any relation of a commercial, contractual or business nature that exists between the
holders of significant equity (5% or more) and the company:
Names of Related
Significant Shareholders
NONE
Type of Relationship
Brief Description
The Company has no knowledge of persons holding more than five (5) percent of its voting securities under
a voting trust or similar agreement.
(c) Indicate any shareholder agreements that may impact on the control, ownership and strategic direction of
the company:
Name of Shareholders
% of Capital Stock affected

(Parties)
Brief Description of the

Transaction
NONE
The Company has no knowledge of any arrangements among stockholders that may result in a change in
control of the Company.
6) Alternative Dispute Resolution
Describe the alternative dispute resolution system adopted by the company for the last three (3) years in
amicably settling conflicts or differences between the corporation and its stockholders, and the corporation and
third parties, including regulatory authorities.
Corporation & Stockholders

Corporation & Third Parties
Corporation & Regulatory Authorities
Alternative Dispute Resolution System

Pursue settlement outside court and
compromise
compromise
compromise
Family relationship up to the fourth civil degree either by consanguinity or affinity.
16
C.
BOARD MEETINGS & ATTENDANCE
1) Are Board of Directors meetings scheduled before or at the beginning of the year?
Meetings of the Board are held at such time and place as the Board may prescribe, but the Board endeavors to
meet monthly, or if not possible, quarterly.
2) Attendance of Directors (updated as of 31 December 2015)
Board
Name
Chairman
Member
Member
Member
Member
Independent
Independent
Ferdinand B. Masi
Evelyn G. Cacho
Giancarlo C. Ng
Felizardo T. Sapno
Elmer P. Pineda
Date of
Election
27 Oct 2015
27 Oct 2015
27 Oct 2015
27 Oct 2015
27 Oct 2015
27 Oct 2015
27 Oct 2015
No. of
Meetings
Held during
the year
4
4
4
4
4
4
4
No. of
Meetings
Attended
4
3
3
4
4
N/A
4
100%
75%
75%
100%
100%
N/A
100%
3) Do non-executive directors have a separate meeting during the year without the presence of any executive? If
yes, how many times?
NO.
4) Is the minimum quorum requirement for Board decisions set at two-thirds of board members? Please explain.
The Company follows the quorum requirement in the Corporation Code. Thus, when majority of the directors
are present, the Board proceeds with transaction of business.
5) Access to Information
(a) How many days in advance are board papers5 for board of directors meetings provided to the board?
These are distributed together with the notices in accordance with the Companys By-laws.
(b) Do board members have independent access to Management and the Corporate Secretary?
YES.
(c) State the policy of the role of the company secretary. Does such role include assisting the Chairman in
preparing the board agenda, facilitating training of directors, keeping directors updated regarding any
relevant statutory and regulatory changes, etc?
Art. III, Sec. 5 of the By-Laws states that the Corporate Secretary shall maintain and be the
custodian of the corporate books and records. He shall be the recorder of the formal actions
and transactions of the Corporation. He shall have the following specific powers and duties:
a)
To record or see to the proper recording of the minutes and transactions of all meetings
of the Board of Directors, the Executive Committee, the stockholders, and the special and
standing committees of the Board, and to maintain minute books of such meetings in the
Board papers consist of complete and adequate information about the matters to be taken in the board meeting. Information includes the
background or explanation on matters brought before the Board, disclosures, budgets, forecasts and internal financial documents.
17
form and manner required by law.

b) To keep or cause to be kept records showing the details required by law with respect to
the stock certificates of the Corporation, including ledgers and transfer books showing all
shares of the Corporation issued and transferred, and the date of such issuance and
transfer.
c)
To keep the corporate seal and affix it to all papers and documents requiring a seal, and
to attest by his signature to all corporate documents requiring the same.
d) To give, or cause to be given, all notices required by law or by these By-Laws, as well as
notices required of meetings of the Directors and of the stockholders.
e)
To certify to such corporate acts, countersign corporate documents o certificates, and

make reports or statements as may be required of him by law or regulation.
f)
To determine during meetings the number of shares of stock outstanding and entitled to
vote, the shares of stock represented at the meeting, the existence of a quorum, the
validity and effect of proxies, and to receive votes, ballots or consents, hear and
determine all contests, challenges and questions arising in connection with the right to
vote, count and tabulate all votes, ballots or consents, determine the results and to do
such acts as are proper to conduct the election or vote. The Secretary may assign the
exercise or performance of any or all of the foregoing duties, powers, and functions to
any other person or persons, subject always to his supervision and control. The decision
of the Secretary on the validity and effect of the proxies shall be final and binding until
set aside by a court of competent jurisdiction.
g)
To perform such other duties as are incident to his office or as may be assigned to him by
the Board of Directors.
(d) Is the company secretary trained in legal, accountancy or company secretarial practices? Please explain
should the answer be in the negative.
YES.
(e) Committee Procedures
Disclose whether there is a procedure that Directors can avail of to enable them to get information
necessary to be able to prepare in advance for the meetings of different committees:
Yes
Committee
Executive
Audit
Nomination
Remuneration
Others (specify)
No
Details of the procedures
N/A
Upon request made thru the Corporate Secretary, Directors shall
be provided with complete, adequate and timely information
about the matters to be taken up in their meetings. The Committee
is afforded full access to management, personnel and records in
the performance of its duties and responsibilities.
None
6) External Advice
18
Indicate whether or not a procedure exists whereby directors can receive external advice and, if so, provide
details:
Procedures
Details
Obtain external legal counsel or independent

professional advisors as may be needed in the
performance of its functions
The committee members may obtain external

legal counsel or independent professional
advisors as may be needed in the performance of
its functions
7) Change/s in existing policies

Indicate, if applicable, any change/s introduced by the Board of Directors (during its most recent term) on
existing policies that may have an effect on the business of the company and the reason/s for the change:
Existing Policies
Changes
Reason
N/A
D. REMUNERATION MATTERS
1) Remuneration Process
Disclose the process used for determining the remuneration of the CEO and the four (4) most highly
compensated management officers:
No compensation was received by the principal executive officers from the Company. There are no
arrangements in force pursuant to which the officers or directors of the Company are compensated, or are to
be compensated, directly or indirectly, for any services provided by such officer or director. There are no
standard arrangements pursuant to which directors or officers of the Company are compensated, or are to be
compensated, directly or indirectly, for any services provided as a director or officer, including services for
committee participation or special assignments.
CEO
Top 4 Highest Paid Management

Officers
(1) Fixed remuneration
N/A
N/A
(2) Variable remuneration
N/A
N/A
(3) Per diem allowance
N/A
N/A
(4) Bonus
N/A
N/A
(5) Stock Options and

other financial
instruments
N/A
N/A
(6) Others (specify)
N/A
N/A
Process
2) Remuneration Policy and Structure for Executive and Non-Executive Directors

Disclose the companys policy on remuneration and the structure of its compensation package. Explain how the
compensation of Executive and Non-Executive Directors is calculated.
There are no arrangements in force pursuant to which the directors of the Company are compensated, or are
to be compensated, directly or indirectly, for any services provided by such director. There are no standard
arrangements pursuant to which directors of the Company are compensated, or are to be compensated, directly
or indirectly, for any services provided as a director, including services for committee participation or special
19
assignments. There are no per diems granted to directors for attendance at meetings.
Remuneration
Policy
Structure of
Compensation
Packages
How Compensation is
Calculated
N/A
N/A
N/A
N/A
N/A
N/A
Do stockholders have the opportunity to approve the decision on total remuneration (fees, allowances, benefitsin-kind and other emoluments) of board of directors? Provide details for the last three (3) years.
Remuneration Scheme
Date of
Stockholders Approval
N/A
N/A
N/A
N/A
3) Aggregate Remuneration
Complete the following table on the aggregate remuneration accrued during the most recent year:
Executive
Directors
Non-Executive Directors
(other than independent
directors)
(a) Fixed Remuneration
N/A
N/A
N/A
(b) Variable Remuneration
N/A
N/A
N/A
(c) Per diem Allowance
N/A
N/A
N/A
(d) Bonuses
N/A
N/A
N/A
(e) Stock Options and/or

other financial
instruments
N/A
N/A
N/A
(f) Others (Specify)
N/A
N/A
N/A
Total
N/A
N/A
N/A
Other Benefits
Executive
Directors
Non-Executive Director
(other than independent
directors)
1) Advances
N/A
N/A
N/A
2) Credit granted
N/A
N/A
N/A
3) Pension Plan/s
Contributions
N/A
N/A
N/A
(d) Pension Plans,

Obligations incurred
N/A
N/A
N/A
(e) Life Insurance Premium
N/A
N/A
N/A
Remuneration Item
Independent
Directors
Independent
Directors
20
(f) Hospitalization Plan
N/A
N/A
N/A
(g) Car Plan
N/A
N/A
N/A
(h) Others (Specify)
N/A
N/A
N/A
N/A
N/A
N/A
Total
4) Stock Rights, Options and Warrants
N/A
(a) Board of Directors
Complete the following table, on the members of the companys Board of Directors who own or are entitled
to stock rights, options or warrants over the companys shares:
Directors Name
Number of Direct
Option/Rights/
Warrants
Number of
Indirect
Option/Rights/
Warrants
Number of
Equivalent
Shares
Total % from
Capital Stock
N/A
(b) Amendments of Incentive Programs
Indicate any amendments and discontinuation of any incentive programs introduced, including the criteria
used in the creation of the program. Disclose whether these are subject to approval during the Annual
Stockholders Meeting:
Incentive Program
Amendments
Date of
Stockholders Approval
N/A
5) Remuneration of Management
Identify the five (5) members of management who are not at the same time executive directors and indicate
the total remuneration received during the financial year:
There are no arrangements in force pursuant to which the officers of the Company are compensated, or are to
be compensated, directly or indirectly, for any services provided by such officer. There are no standard
arrangements pursuant to which officers of the Company are compensated, or are to be compensated, directly
or indirectly, for any services provided as an officer, including services for committee participation or special
assignments.
Name of Officer/Position
Total Remuneration
N/A
N/A
E.
BOARD COMMITTEES
1) Number of Members, Functions and Responsibilities

21
Provide details on the number of members of each committee, its functions, key responsibilities and the
power/authority delegated to it by the Board:
No. of Members
Committee
Executive
Nonexecutive
Director
(NED)
Executive
Director
(ED)
Independent
Director
(ID)
Committee
Charter
Nomination
Remuneration
Key
Responsibilities
Power
N/A
Audit
Committee
Charter
Audit
Functions
Ensure that all

financial report
comply with
internal financial
and management
standards,
performing
oversight financial
management
functions, preapproving all
audit plans, scope
and frequency
and performing
direct interface
functions with
internal and
external auditors
Prescreens and
shortlists all
candidates
nominated to
become a
member of the
Board.
Responsible for
establishing a
formal and
transparent
procedure for
developing a
policy on
Performs
oversight
responsibilities
for the
following:
(a) Financial
Reporting;
(b) Risk
Management;
(c) Internal
Control;
(d) Internal
Audit;
(e) External
Audit.
Reviews and
evaluates the
qualifications of
all persons
nominated to
the Board and
other
appointments
that require
Board approval
, and assesses
the
effectiveness of
the Boards
processes and
procedures in
the election
and
replacement of
directors
Establishes a
formal and
transparent
procedure for
developing a
policy on
remuneration
The
Committee
shall have
the
authority
to conduct
or order
the investigation into
any matter
within the
scope of its
responsibili
ties.
Prescreens
nominees
and
prepares
final list of
candidate
Establishes
a formal
and transparent
procedure
for
developing
22
executive
remuneration and
for fixing the
remuneration
packages of
corporate officers
and directors, as
well as providing
oversight over
remuneration of
senior
management and
other key
personnel
ensuring that
compensation is
consistent with
the Companys
culture, strategy
and control
environment.
Others
(specify)
of directors and
officers to
ensure that
their
compensation
is consistent
with the
Companys
culture,
strategy and
business
environment.
a policy on
remuneration of
directors
and
officers to
ensure that
their
compensati
on is
consistent
with the
Companys
culture,
strategy
and
business
environment.
N/A
2) Committee Members
(a)
Executive Committee N/A.
Office
Name
Date of
Appointment
No. of
Meetings
Held
No. of
Meetings
Attended
Length of
Service in
the
Committee
Chairman
Member (ED)
Member (NED)
Member (ID)
Member
(b) Audit Committee
Office
Chairman (ID)
Member (ID)
Member (ED)
Name

Evelyn G. Cacho
Date of
Appointment
No. of
Meetings
Held
No. of
Meetings
Attended
29 Oct 2012
27 Oct 2015
25 Oct 2011
1
1
1
1
1
1
100%
100%
100%
Length of
Service in
the
Committee
3 years
1 year
4years
Disclose the profile or qualifications of the Audit Committee members.

Each member of the Committee shall have the qualifications and none of the disqualifications of a director
provided under the Manual. The members of the Committee shall preferably have accounting and finance
23
backgrounds. At least one member shall be an independent director and another shall have audit
experience. The members of the Committee must have a good understanding of the Corporations business
and the industry in which it operates.
Mr. Villanueva, 74 years old, Filipino was elected as Independent Director on 29 October 2012. He currently
serves as Independent Director of Alliance Global Group, Inc., Emperador Inc. and Empire East Land
Holdings, Inc. and a Director of First Capital Condominium Corporation, a non-stock non-profit corporation.
He is also Chairman of Ruru Courier Systems, Inc. and Vice Chairman of Public Relations Counselors
Foundations of the Philippines, Inc. He is a professional consultant who has more than twenty years of
experience in the fields of training and development, public relations, community relations, institutional
communication, and policy advocacy, among others. He has done consulting work with the Office of the
Vice President, the Office of the Senate President, the Commission on Appointments, the Securities and
Exchange Commission, the Home Development Mutual Fund, the Home Insurance Guaranty Corporation,
Department of Agriculture, Philippine National Railways, International Rice Research Institute, Rustans
Supermarkets, Louis Berger International (USAID-funded projects on Mindanao growth), World Bank (Subic
Conversion Program), Ernst & Young (an agricultural productivity project), Chemonics (an agribusiness
project of USAID), Price Waterhouse (BOT program, a USAID project), Andersen Consulting (Mindanao 2000,
a USAID project), Renardet S.A. (a project on the Privatization of MWSS, with World Bank funding support),
Western Mining Corporation, Phelps Dodge Exploration, and Marubeni Corporation. Mr. Villanueva
obtained his bachelors degree in Philosophy from San Beda College, summa cum laude. He has a masters
degree in Philosophy from the University of Hawaii under an East-West Center Fellowship. He also took up
special studies in the Humanities at Harvard University. He studied Organizational Behavior at INSEAD in
Fontainebleau, France. He taught at the Ateneo Graduate School of Business, the UST Graduate School, and
the Asian Institute of Journalism.
Eugenio B. Reducindo.
Mr. Reducindo, 46 years old, is currently the Managing Director of Choice Gourmet Banquet, Inc., which
owns and operates McDonalds stores and used to operate other restaurants like Shanghai Bistro and SoHo
Tea House. He has held the position of Managing Director since 2007. As Managing Director, Mr. Reducindo
is responsible for the overall operations and management of 11 McDonalds outlets located within Metro
Manila and other provinces such as Cebu and Iloilo. Prior to being Managing Director, Mr. Reducindo was
a branch manager at Choice Gourmet handling the first McDonalds branch of the company located at
Forbestown Center. Mr. Reducindo has considerable experience in the management and operations of
quick service and fine dining restaurants, having been involved in the daily operations of a specific branch
as well as the overall management and operations of several branches/outlets. He has worked for Golden
Arches Development Corporation as branch manager and for McDonalds Egypt as Operations Consultant
and for Makati Shangri-La as Assistant Manager for the coffee shop. Mr. Reducindo graduated in 1989 from
the Far Eastern University with a degree in AB Communications.
Evelyn G. Cacho.
Ms. Cacho, 54 years old, Filipino, is currently the Treasurer and a member of the Board of Directors of the
Company since 29 August 2005. Ms. Cacho is concurrently a director of Empire East Land Holdings, Inc.
(EELHI), a position she has occupied since February 2009. She joined EELHI in February 1995 and has
served as its Vice President for Finance since February 2001. She also currently serves as director of Empire
East Communities, Inc., Laguna Bel Air School, Inc., Sonoma Premier Land, Inc., Valle Verde Properties, Inc.
and Sherman Oak Holdings, Inc. She holds the position of Treasurer of Megaworld Central Properties, Inc.,
and Megaworld Newport Property Holdings, Inc. and Assistant Corporate Secretary of Gilmore Property
Marketing Associates, Inc. Prior to joining EELHI, she had extensive experience in the fields of
financial/operations audit, treasury, and general accounting from banks, manufacturing and trading
companies. Ms. Cacho has a bachelors degree in Business Administration major in Accounting.
24
The Committee has the responsibility to review with the management and external auditors the results of
the audit, including any difficulties encountered and other issues warranting the attention of the
Committee, and resolve any disagreements between management and external auditors regarding financial
reporting. The Audit Committee shall ensure that, in the performance of the work, the external auditor shall
be free from interference by outside parties.
(c)
Nomination Committee
Office
Chairman
Member (ID)
Member
Name
Giancarlo C. Ng
Elmer S. Pineda
Date of
Appointment
No. of
Meetings
Held
No. of
Meetings
Attended
25 Oct 2011
29 Oct 2012
03 Feb 2012
1
1
1
1
1
1
100%
100%
100%
Length of
Service in
the
Committee
5 year
4 year
4 years
(d) Remuneration Committee

Length of
Service in
the
Committe
e
Name
Date of
Appointme
nt
No. of
Meetings Held
No. of
Meetings
Attended
Chairman
Member (ID)
Ferdinand B. Masi
25 Oct 2011
29 Oct 2012
0
0
0
0
5 years
4 year
Member (ID)
27 Oct 2015
1 year
Office
(e) Others (Specify)

Provide the same information on all other committees constituted by the Board of Directors:
Office
Name
Date of
Appointment
Chairman
Member (ED)
Member (NED)
Member (ID)
Member
No. of
Meetings
Held
No. of
Meetings
Attended
Length of
Service in
the
Committee
N/A
3) Changes in Committee Members

Indicate any changes in committee membership that occurred during the year and the reason for the changes:
Name of Committee
Name
Executive
Audit
Nomination
N/A
None
Remuneration
None
Reason
None
25
Others (specify)
N/A
4) Work Done and Issues Addressed

Describe the work done by each committee and the significant issues addressed during the year.
Name of Committee
Executive
Audit
Nomination
Remuneration
Others (specify)
Work Done
N/A
Approved audited financials
Approval of nominees for election
None
N/A
Issues Addressed
None
None
None
5) Committee Program
Provide a list of programs that each committee plans to undertake to address relevant issues in the
improvement or enforcement of effective governance for the coming year.
Name of Committee
Executive
Audit
Nomination
Remuneration
Others (specify)
F.
Planned Programs
N/A
May adopt a self-rating system to
review its performance
N/A
Issues to be Addressed
Monitor performance of committee
RISK MANAGEMENT SYSTEM
1) Disclose the following:

(a) Overall risk management philosophy of the company;
(b) A statement that the directors have reviewed the effectiveness of the risk management system and
commenting on the adequacy thereof;
(c) Period covered by the review;
(d) How often the risk management system is reviewed and the directors criteria for assessing its
effectiveness; and
(e) Where no review was conducted during the year, an explanation why not.
The Board, thru the Audit Committee, reviews the effectiveness of the Companys, including its subsidiaries and
affiliates, risk management system with emphasis on monitoring of existing and emerging risks as well as risk
mitigation measures and on identifying risks before these cause significant trouble for the business. Based on
the set guidelines, directors are assigned specific subsidiaries, affiliates or business where they monitor
compliance of the risk management system. A review of the risk management system is ongoing as the Company
awaits reports from each subsidiary, affiliate and business segment. Criteria used for review are compliance
with established guidelines and controls and the appropriateness of risk management and risk mitigation
measures taken.
2) Risk Policy
(a) Company
26
Give a general description of the companys risk management policy, setting out and assessing the risk/s
covered by the system (ranked according to priority), along with the objective behind the policy for each
kind of risk:
Risk Exposure
1. Hazards and natural
or other
catastrophes
2.
Risk Management Policy

Have an emergency response
plan/action
Regulatory
developments
3. Philippine
economic/political
conditions
Review of new laws and

regulations
Review
of
business/political
situation
4.
Minimize exposure to financial

markets
Liquidity
Objective
Allow the different business segments
to continue operations or minimize
downtime during natural disaster or
calamity
Ensure the Company is compliant with
all laws and regulations
Ensure the Company can immediately
adapt to changes in economic/political
conditions and can devise strategies to
meet these changes
Actively secure short-to medium-term
cash flow
(b) Group
Give a general description of the Groups risk management policy, setting out and assessing the risk/s
covered by the system (ranked according to priority), along with the objective behind the policy for each
kind of risk:
The Board, thru the Audit Committee, reviews the effectiveness of the Companys, including its subsidiaries
and affiliates, risk management system with emphasis on monitoring of existing and emerging risks as well
as risk mitigation measures and on identifying risks before these cause significant trouble for the business.
Based on the set guidelines, directors are assigned specific subsidiaries, affiliates or business where they
monitor compliance of the risk management system. Criteria used for review are compliance with
established guidelines and controls and the appropriateness of risk management and risk mitigation
measures taken.
Risk Exposure
1. Hazards and natural
or other catastrophes
Risk Management Policy

plan/action
2. Regulatory
developments
Review of
regulations
3. Money laundering
and cheating at
gaming areas
4. Supply
of
raw
materials
and
packaging materials
5. Consumer taste,
trends and
preferences
6. Competition
Constant security check and

monitoring, check and balance
system
Maintain diverse group of
suppliers, get at least 3
quotations from suppliers
Market study and analysis
Market study and analysis;

Maintain a diversified earnings
base;
Constant product innovation
Be aware of trends and preferences to

develop new products or adapt
existing strategy
Be aware of trends and preferences to
develop new products or adapt
existing strategy;
Revenue and property diversification
7. Interests of joint
Not applicable
Not applicable
new
laws
and
Objective
to continue operations even during
natural disaster or calamity
Ensure the different business
segments are compliant with all laws
and regulations
Minimize situations when these
activities can happen
Prevent overdependence on a single
supplier, ensure the best price possible
27
development
partners
8. Land for future
developments
9. Philippine
economic/political
conditions
Not applicable
Review of
situation
Not applicable
business/political

segments can immediately adapt to
changes
in
economic/political
meet these changes
(c) Minority Shareholders

Indicate the principal risk of the exercise of controlling shareholders voting power.
Risk to Minority Shareholders
The majority shareholders voting power in the Company may affect the ability of minority
shareholders to influence and determine corporate strategy.
3) Control System Set Up
(a) Company
Briefly describe the control systems set up to assess, manage and control the main issue/s faced by the
company:
Risk Exposure
1. Hazards and
natural or other
catastrophes
Risk Assessment
(Monitoring and Measurement
Process)
plan/action
2. Regulatory
developments
3. Philippine
economic/political
conditions
Review of new laws and regulations
4. Liquidity
Minimize exposure to financial

markets
Review
situation
of
business/political
Risk Management and Control

(Structures, Procedures, Actions
Taken)
to continue operations or minimize
downtime during natural disaster or
calamity
Ensure the Company is compliant with
all laws and regulations
Ensure the Company can immediately
adapt to changes in economic/political
meet these changes
Actively secure short-to medium-term
cash flow
(b) Group
Briefly describe the control systems set up to assess, manage and control the main issue/s faced by the
company:
Risk Exposure
Risk Assessment
(Monitoring and Measurement
Process)
Risk Management and Control

(Structures, Procedures, Actions
Taken)
28
1. Hazards and
natural or other
catastrophes
Have an emergency
plan/action
response

to continue operations even during
natural disaster or calamity
2. Regulatory
developments
Review of new laws and regulations
3. Money
laundering
and
cheating
at
gaming areas
4. Supply of raw
materials
and
packaging
materials
5. Consumer taste,
trends and
preferences
6. Competition
Constant security check and

monitoring, check and balance
system

segments are compliant with all laws
and regulations
Minimize situations when these
activities can happen
Maintain
diverse
group
of
suppliers, get at least 3 quotations
from suppliers
Prevent overdependence on a single

supplier, ensure the best price
possible
Market study and analysis
Be aware of trends and preferences

to develop new products or adapt
existing strategy
Be aware of trends and preferences
to develop new products or adapt
existing strategy;
Market study and analysis;

Maintain a diversified earnings
base;
Revenue and property diversification

7. Interests of joint
development
partners
8. Land for future
developments
9. Philippine
economic/political
conditions
Constant product innovation.

Not applicable
Not applicable
Not applicable
Not applicable
Review
situation
of
business/political

segments can immediately adapt to
changes
in
economic/political
conditions and can devise strategies
to meet these changes
(c) Committee
Identify the committee or any other body of corporate governance in charge of laying down and supervising
these control mechanisms, and give details of its functions:
Committee/Unit
Board Audit Committee
Control Mechanism
Details of its Functions
Provides oversight over the

Companys and its subsidiaries,
affiliates
and
business
segments risk management
process, financial reporting
process and internal audit.
Provides oversight over the

Companys and its subsidiaries,
affiliates
and
business
segments risk management
process, financial reporting
process and internal audit.
G. INTERNAL AUDIT AND CONTROL

1) Internal Control System
29
Disclose the following information pertaining to the internal control system of the company:
(a) Explain how the internal control system is defined for the company;
(b) A statement that the directors have reviewed the effectiveness of the internal control system and whether
they consider them effective and adequate;
(c) Period covered by the review;
(d) How often internal controls are reviewed and the directors criteria for assessing the effectiveness of the
internal control system; and
(e) Where no review was conducted during the year, an explanation why not.
Internal audit is a systematic and independent examination which determines whether activities and related
results comply with planned arrangements and whether these arrangements are implemented effectively and
are suitable to achieve objectives. The directors of the Company have reviewed the effectiveness of the
Companys and its subsidiaries, affiliates and business segments internal control system and consider them
effective and adequate. For each subsidiary, affiliate and business segment, internal controls are reviewed
annually and are handled at that level. Any major findings that cannot be resolved at that level are elevated to
the Company through the Audit Committee of the Board. For the past year, there has been no matter elevated
to the Company level by any subsidiary, affiliate or business segment.
2) Internal Audit
(a) Role, Scope and Internal Audit Function
Give a general description of the role, scope of internal audit work and other details of the internal audit
function.
The directors of the Company have reviewed the effectiveness of the Companys and its subsidiaries,
affiliates and business segments internal control system and consider them effective and adequate. For
each subsidiary, affiliate and business segment, internal controls are reviewed annually and are handled at
that level. Any major findings that cannot be resolved at that level are elevated to the Company through
the Audit Committee of the Board. For the past year, there has been no matter elevated to the Company
level by any subsidiary, affiliate or business segment.
Role
Scope
Indicate whether
In-house or
Outsource
Internal Audit
Function
Name of Chief
Internal
Auditor/Auditing
Firm
Reporting
process
See above
(b) Do the appointment and/or removal of the Internal Auditor or the accounting /auditing firm or corporation
to which the internal audit function is outsourced require the approval of the audit committee?
For the Company, the internal audit function is handled directly by the audit committee. For the
subsidiaries, affiliates and business segments, these are handled directly at their levels and only major
findings that cannot be resolved at that level are elevated to the Company through the Audit Committee of
the Board.
(c) Discuss the internal auditors reporting relationship with the audit committee. Does the internal auditor
have direct and unfettered access to the board of directors and the audit committee and to all records,
properties and personnel?
For the Company, the internal audit function is handled directly by the audit committee. For the
subsidiaries, affiliates and business segments, these are handled directly at their levels and only major
30
findings that cannot be resolved at that level are elevated to the Company through the Audit Committee of
the Board.
(d) Resignation, Re-assignment and Reasons
Disclose any resignation/s or re-assignment of the internal audit staff (including those employed by the
third-party auditing firm) and the reason/s for them.
NONE
Name of Audit Staff
Reason
N/A
(e) Progress against Plans, Issues, Findings and Examination Trends
State the internal audits progress against plans, significant issues, significant findings and examination
trends.
Progress Against Plans
Issues6
Findings7
Examination Trends
see above
see above
see above
see above
[The relationship among progress, plans, issues and findings should be viewed as an internal control review
cycle which involves the following step-by-step activities:
1)
2)
3)
4)
5)
6)
Preparation of an audit plan inclusive of a timeline and milestones;

Conduct of examination based on the plan;
Evaluation of the progress in the implementation of the plan;
Documentation of issues and findings as a result of the examination;
Determination of the pervasive issues and findings (examination trends)
based on single year result and/or year-to-year results;
Conduct of the foregoing procedures on a regular basis.]
(f) Audit Control Policies and Procedures

Disclose all internal audit controls, policies and procedures that have been established by the company and
the result of an assessment as to whether the established controls, policies and procedures have been
implemented under the column Implementation.
6Issues
are compliance matters that arise from adopting different interpretations.

Findings are those with concrete basis under the companys policies and rules.
31
Policies & Procedures
Implementation
See above
(g) Mechanism and Safeguards State the mechanism established by the company to safeguard the independence of the auditors, financial
analysts, investment banks and rating agencies (example, restrictions on trading in the companys shares
and imposition of internal approval procedures for these transactions, limitation on the non-audit services
that an external auditor may provide to the company):
The Audit Committee reports directly to the Board and is independent from the Management.
Auditors
(Internal and External)
See above
Financial Analysts
None
Investment Banks
None
Rating Agencies
None
(h) State the officers (preferably the Chairman and the CEO) who will have to attest to the companys full
compliance with the SEC Code of Corporate Governance. Such confirmation must state that all directors,
officers and employees of the company have been given proper instruction on their respective duties as
mandated by the Code and that internal mechanisms are in place to ensure that compliance.
Chairman and CEO and the Compliance Officer.
H. ROLE OF STAKEHOLDERS
1) Disclose the companys policy and activities relative to the following:
Customers' welfare
Supplier/contractor selection
practice
Environmentally friendly value-chain
Community interaction
Policy
Activities
The Companys and its subsidiary are

committed
to
ensure
utmost
satisfaction
of
their
respective
customers through high quality
products conceived in the spirit of
innovation and born out of continuous
research and development and provide
excellent service to its customers.
Selection of suppliers and contractors
on the basis of quality products
Upgrading of skills and expertise so

that people can provide customers
with service of the highest quality
The Company and its subsidiary

endeavor to use environment-friendly
design, procedures and materials in
their respective businesses.
The Company and its subsidiary aims to

provide scholarship grants to financially
handicapped
but
academically
deserving students and to provide
Institutionalization of the Customer

Feedback System
Customer Delight Activities
Canvassing activities which ensure
selection on the basis of quality
products that
Selection
of
suppliers
and
contractors whose manufacturing
procedures assure clients that each
item is made in an environmentfriendly manner and which produce
environmental friendly products
Foundations scholarship program
and institution partnerships through
sponsorship and donations.
32
Anti-corruption programmes and

procedures?
Safeguarding creditors' rights
financial assistance to foundations and

socio-civic organizations.
The Company endeavors to cultivate a
culture of integrity that does not
tolerate conflict-of-interest and unfair
business dealings.
The Company is committed to honoring

its obligations financial obligations and
loan covenants.
The Company has set up a reporting

channel through which violation of
the Company or any of its
subsidiaries or affiliates culture of
integrity
may
be
reported,
investigated and acted upon.
Timely settlement of financial
obligations and faithful compliance
with loan covenants.
2) Does the company have a separate corporate responsibility (CR) report/section or sustainability report/section?
The Companys Annual Report has a corporate responsibility report/section; however, these activities are
undertaken directly at the subsidiary level. Some of the Companys directors and officers may render some form
of community service or social responsibility activity in connection with the activities of the respective
subsidiaries and affiliates that they handle.
3) Performance-enhancing mechanisms for employee participation.
(a) What are the companys policy for its employees safety, health, and welfare?
The Company and its subsidiary are committed to maintain a safety and security program for their
respective employees, which are periodically updated and revised.
(b) Show data relating to health, safety and welfare of its employees.
The Companys subsidiary provides free health care coverage to their respective employees.
(c) State the companys training and development programs for its employees. Show the data.
The Companys subsidiary provides training and development programs to their respective
employees.
(d) State the companys reward/compensation policy that accounts for the performance of the company
beyond short-term financial measures
None
4) What are the companys procedures for handling complaints by employees concerning illegal (including
corruption) and unethical behaviour? Explain how employees are protected from retaliation.
Persons may report directly to the Chairman about illegal or unethical behavior and this ensures that the identity
of the reporting person is protected.
I.
DISCLOSURE AND TRANSPARENCY
1) Ownership Structure
(a) Holding 5% shareholding or more (as of December 31, 2015)

Shareholder
Number of Shares
Percent
Beneficial Owner
33
Megaworld
Corporation
PCD
Nominee
Corporation
Emerging
Market
Assets Limited
Stanley Ho Hung-Sun
995,834,992
42.48%
694,029,92
30.84%
235,000,000
10.44%
116,100,000
5.16%
Name of Senior Management
Number of Direct
shares
Ferdinand B. Masi
Evelyn G. Cacho
Elmer P. Pineda
Giancarlo C. Ng
Felizardo T. Sapno
Rolando D. Siatela
TOTAL
1
1
1
1
1
1
1
0
0
7
Megaworld
Corporation
PCIB
Securities,
Corporation
Emerging
Market
Assets Limited
Stanley Ho Hung-Sun
Number of
Indirect shares / Through
(name of record owner)
0
0
0
0
0
0
0
0
0
0
% of Capital
Stock
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
2) Does the Annual Report disclose the following:

Key risks
YES
Corporate objectives
YES
Financial performance indicators
YES
Non-financial performance indicators
YES
Dividend policy
YES
Details of whistle-blowing policy

Biographical details (at least age, qualifications, date of first appointment, relevant
experience, and any other directorships of listed companies) of
directors/commissioners
Training and/or continuing education programme attended by each
director/commissioner
YES
YES
Number of board of directors/commissioners meetings held during the year
YES
Attendance details of each director/commissioner in respect of meetings held
YES
Details of remuneration of the CEO and each member of the board of

directors/commissioners
YES
Should the Annual Report not disclose any of the above, please indicate the reason for the non-disclosure.
3) External Auditors fee (updated as of 31 December 2015)

Name of auditor
Audit Fee
Non-audit Fee
34
Punongbayan and Araullo
Php760,000.00
Php0.00
4) Medium of Communication
List down the mode/s of communication that the company is using for disseminating information.
Company Website, Investor Relations, Press Release, Annual Report, Information Statement
5) Date of release of audited financial report:
Not yet determined8
6) Company Website
Does the company have a website disclosing up-to-date information about the following?
Business operations
YES
Financial statements/reports (current and prior years)
YES
Materials provided in briefings to analysts and media
YES
Shareholding structure
YES
Group corporate structure
YES
Downloadable annual report
YES
Notice of AGM and/or EGM
YES
Company's constitution (company's by-laws, memorandum and

articles of association)
YES
Should any of the foregoing information be not disclosed, please indicate the reason thereto.
7) Disclosure of RPT
These involve RPT where the Company is a party and excludes RPTs between and among subsidiaries, affiliates,
etc. (as of December 31, 2015)
RPT
Relationship
Nature
Value
N/A
When RPTs are involved, what processes are in place to address them in the manner that will safeguard the
interest of the company and in particular of its minority shareholders and other stakeholders?
The Company ensures that the transactions are entered on terms comparable to those available from unrelated
third parties
J.
RIGHTS OF STOCKHOLDERS
1) Right to participate effectively in and vote in Annual/Special Stockholders Meetings

(a) Quorum
8
As of 31 December 2015
35
Give details on the quorum required to convene the Annual/Special Stockholders Meeting as set forth in
its By-laws.
Majority of outstanding capital
stock
Quorum Required
(b) System Used to Approve Corporate Acts
Explain the system used to approve corporate acts.

System Used
For matters not requiring stockholder approval, board approval is used
Description
Majority of the directors present in the meeting, provided there is a quorum
(c) Stockholders Rights

List any Stockholders Rights concerning Annual/Special Stockholders Meeting that differ from those laid
down in the Corporation Code.
None
Stockholders Rights under
Stockholders Rights not in
The Corporation Code
The Corporation Code
The rights of the stockholders under the Corporation Code are duly recognized by the Company. No
deviations or modifications were implemented by the Company.
Dividends
Declaration Date
Record Date
Payment Date
N/A
(d) Stockholders Participation
1.
State, if any, the measures adopted to promote stockholder participation in the Annual/Special
Stockholders Meeting, including the procedure on how stockholders and other parties interested may
communicate directly with the Chairman of the Board, individual directors or board committees.
Include in the discussion the steps the Board has taken to solicit and understand the views of the
stockholders as well as procedures for putting forward proposals at stockholders meetings.
Measures Adopted
Allows active participation of stockholders in
meetings
2.
Communication Procedure
Open Forum, Feedback Mechanism in Company
Website, Investor Relations Department which
handle stockholders concerns
State the company policy of asking shareholders to actively participate in corporate decisions
regarding:
a. Amendments to the company's constitution
b. Authorization of additional shares
c. Transfer of all or substantially all assets, which in effect results in the sale of the company
The Company complies with the requirements of the Corporation Code.
3.
Does the company observe a minimum of 21 business days for giving out of notices to the AGM where
36
items to be resolved by shareholders are taken up? Yes
4.
a.
Date of sending out notices: 6 October 2015
b.
Date of the Annual/Special Stockholders Meeting: Annual Meeting of Stockholders

was held on 27 October 2015.
State, if any, questions and answers during the Annual/Special Stockholders Meeting.
Below is a summary of the questions asked and answers given during the open forum.
Alfred Reiterrer: Good morning Mr. Chairman, may I have the floor? My name is Alfred Reiterrer, I am
the Treasurer of the Greenbelt Chancellor Condominium Association. We are one of the properties
which are managed by FOPM and we have some complaints. We became shareholder of Suntrust to
raise our complaints because in previous meetings it was never heard. Im speaking these two halves
because I am also representing Foreign Investors Advisory Group in Hongkong which invest money in
the stock market. As a shareholder we believe a company should grow revenue but the company should
also provide the best job quality to satisfied customers. Mr. Pineda knows me, we had meeting already.
FOPM cost damages of approximately Three Million Pesos to our Association which we have claimed
and until now we did not receive any answer to our complaints and I want to bring it to the attention
of the Board that we would appreciate if the problems could be solved because we believe good business
is only if the client and the company is happy. If the client is not happy it will not be good long term
business. So I would really hope that we can address these concerns in the next few months before the
end of the year so that we do not have to claim any more money from FOPM and the problems are
settled.
Mr. Masi : Thank you very much. I believe the intention of your question is to help us manage the
business better, so we appreciate it. Perhaps Mr. Pineda who handles FOPM could give some light into
your question.
Mr. Pineda: Good morning ladies and gentlemen. Good morning Mr. Reiterrer. The case you are saying,
we are trying to address your problem and so many meetings occurred and now that you brought it
with us, to the Board, maybe we can push First Oceanic to concentrate on the problem about
Chancellors issue. Thank you very much.
Mr. Masi: Thank you very much. I guess there are no other questions so.
Steven Solliven: Mr. Chairman my name is Steven Solliven. First of all I would like to congratulate the
company for having a good working capital ratio to 2:1 but I would like to know since we are also a
condominium unit lessee, I would like to know the occupancy rate. Thank you.
Mr. Masi: Would you be willing to answer it Mr. Pineda?
Mr. Pineda: We dont have the actual occupancy report as of this moment, however, in general, the
average occupancy of all Megaworld properties, Suntrust (Properties) and Empire East is not less than
85%, average. So if you will ask what particular property are you asking, we will answer it once we have
the data and just give us your cellphone or contact information.
Steven Solliven: I am not asking for a particular property.
Mr. Pineda: Okay Sir. It is relatively high. The investment you invested in has a good occupancy
percentage. The individual occupancy per property can be asked to our building administrator.
Mr. Masi: Okay. Anyway, just to clarify a bit also, First Oceanic actually is engaged in property
management not so much as lessor. We are giving the service for a fee, so we are not actually the lessor
37
of these properties. That is why categorically, we cannot answer your question now about the
percentage of the occupancy.
5.
Result of Annual/Special Stockholders Meetings Resolutions:
Resolution
Approval of the Minutes of the
Previous Annual Stockholders
Meeting
Appointment of Independent
Auditors
Ratification of Acts of the
Board of Directors, Board
Committees and Management
Election of Directors
Approving
Dissenting
Abstaining
N/A
N/A
1,383,503,108
N/A
N/A
1,383,503,108
N/A
N/A
Ferdinand B. Masi
1,383,503,108
N/A
N/A
Evelyn G. Cacho
1,383,503,108
N/A
N/A
Giancarlo C. Ng
1,383,503,108
N/A
N/A
Elmer P. Pineda
1,383,503,108
N/A
N/A
Felizardo T. Sapno
Independent Director
Independent Director
1,383,503,108
N/A
N/A
1,383,503,108
N/A
N/A
1,383,503,108
N/A
N/A
6.
1,383,503,108
Date of publishing of the result of the votes taken during the most recent AGM for all resolutions:
October 27, 2015
(e) Modifications
State, if any, the modifications made in the Annual/Special Stockholders Meeting regulations during the
most recent year and the reason for such modification: None
Modifications
Reason for Modification
N/A
(f) Stockholders Attendance
(i) Details of Attendance in the Annual/Special Stockholders Meeting Held:
Type of
Meeting
Annual
Names of Board
members / Officers
present
1. Ferdinand B. Masi
2. Alejo L. Villanueva,
Jr.
Date of
Meeting
27 Oct
2015
Voting
Procedure
(by poll,
show of
hands, etc.)
Show of
hands
% of SH
Attending
in Person
% of SH
in Proxy
Total %
of SH
attendance
0.01%
38
3. Evelyn G. Cacho
4. Elmer P. Pineda
5. Amelia A. Austria
6. Giancarlo C. Ng
7. Felizardo T. Sapno
8. Rolando D. Siatela
61.48%
61.49%
N/A
(ii) Does the company appoint an independent party (inspectors) to count and/or validate the votes at the
ASM/SSMs?
Yes, the Companys stock and transfer agent.
(iii) Do the companys common shares carry one vote for one share? If not, disclose and give reasons for
any divergence to this standard. Where the company has more than one class of shares, describe the
voting rights attached to each class of shares.
YES
(g) Proxy Voting Policies
The Company does not solicit proxies and does not require a proxy.
State the policies followed by the company regarding proxy voting in the Annual/Special Stockholders
Meeting.
Companys Policies
Execution and acceptance of proxies
Must be signed by authorized signatory of the stockholder

with accompanying resolutions designating the
proxy/representative
Notary
Not required
Submission of Proxy
Must be submitted at least 10 days before the scheduled

meeting
Several Proxies
Allowed
Validity of Proxy
Appointments shall not exceed 5 years from date of grant

and may be revoked by the stockholder at any time before
the right granted is exercised.
Proxies executed abroad
Allowed
Invalidated Proxy
Share/s shall not be counted for quorum
Validation of Proxy
At least 10 days before scheduled meeting
Violation of Proxy
Vote/s shall not be counted
(h) Sending of Notices

State the companys policies and procedure on the sending of notices of Annual/Special Stockholders
Meeting.
The Company complies with the procedure provided in the Corporation Code and the Securities Regulation
Code.
39
Policies
Procedure
See above
(i) Definitive Information Statements and Management Report
Number of Stockholders entitled to receive
Definitive Information Statements and
Management Report and Other Materials
Date of Actual Distribution of Definitive
Information Statement and Management
Report and Other Materials held by market
participants/certain beneficial owners
Date of Actual Distribution of Definitive
Information Statement and Management Report
and Other Materials held by stockholders
State whether CD format or hard copies were
distributed
If yes, indicate whether requesting stockholders
were provided hard copies
1,608 Stockholders
06 October 2015
06 October 2015
CD format.
Hard copies were made available to requesting
stockholders, if any..
(j) Does the Notice of Annual/Special Stockholders Meeting include the following:
Each resolution to be taken up deals with only one item.
YES
Profiles of directors (at least age, qualification, date of first appointment,

experience, and directorships in other listed companies) nominated for
election/re-election.
YES
The auditors to be appointed or re-appointed.
YES
An explanation of the dividend policy, if any dividend is to be declared.
YES
The amount payable for final dividends.
YES
Documents required for proxy vote.
YES
Should any of the foregoing information be not disclosed, please indicate the reason thereto.
2) Treatment of Minority Stockholders
(a) State the companys policies with respect to the treatment of minority stockholders.
Policies
Transparency
Accessibility of the Company
Implementation
Publication of Notice, Agenda and information
statement for meeting
Investor Relations group and feedback portion in
Company website
(b) Do minority stockholders have a right to nominate candidates for board of directors?
40
Yes. All shareholders have the right to nominate candidates for the board of directors. However, they must
conform to the eligibility requirements under the Corporation Code and Manual of Corporate Governance,
as well as the guidelines set by the Nomination Committee.
K. INVESTORS RELATIONS PROGRAM
1) Discuss the companys external and internal communications policies and how frequently they are reviewed.
Disclose who reviews and approves major company announcements. Identify the committee with this
responsibility, if it has been assigned to a committee.
Internal communications policies are handled by the subsidiary. External communications policies and major
company announcements are reviewed by the Corporate Information Officer and if feasible, with the President
and CEO.
2) Describe the companys investor relations program including its communications strategy to promote effective
communication with its stockholders, other stakeholders and the public in general. Disclose the contact details
(e.g. telephone, fax and email) of the officer responsible for investor relations.
Details
(1) Objectives
(2) Principles
(3) Modes of Communications
(4) Investors Relations Officer
To keep stockholders informed of important developments in

the Company
Transparency and accessibility to investors
Press Releases; Company Website; Investor Presentations
Johann Quiazon, Tel No. 867-8048, fax no. 867-8803,
jquiazon@megaworldcorp.com
3) What are the companys rules and procedures governing the acquisition of corporate control in the capital
markets, and extraordinary transactions such as mergers, and sales of substantial portions of corporate assets?
The Company takes guidance from the applicable law, the rules and regulations of the Securities and Exchange
Commission and the Philippine Stock Exchange with respect to the approval, pricing and disclosure of
acquisitions of corporate control in the capital markets and extraordinary transactions. Acquisitions and other
extraordinary transactions are approved by the Board using its sound discretion taking into consideration the
best interest of the Company.
Name of the independent party the board of directors of the company appointed to evaluate the fairness of the
transaction price.
None. The Company may engage an independent appraiser as the need arises.
L.
CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

Discuss any initiative undertaken or proposed to be undertaken by the company.
These activities are undertaken directly at the subsidiary and associate level. Some of the Companys directors
and officers may render some form of community service or social responsibility activity in connection with the
activities of the respective subsidiaries and affiliates that they handle.
Initiative
Beneficiary
See above
M. BOARD, DIRECTOR, COMMITTEE AND CEO APPRAISAL

41
Disclose the process followed and criteria used in assessing the annual performance of the board and its
committees, individual director, and the CEO/President.
Process
Board of Directors
Board Committees
None
None
Individual Directors
Attendance at meetings
CEO/President
None
Criteria
Minimum attendance required

under Manual of Corporate
Governance
None
N. INTERNAL BREACHES AND SANCTIONS

Discuss the internal policies on sanctions imposed for any violation or breach of the corporate governance
manual involving directors, officers, management and employees.
The Company substantially complied with its Manual of Corporate Governance and did not materially deviate
from its provisions.
No sanctions have been imposed on any director, officer or employee on account of non-compliance.
Violations
Sanctions
N/A
42
Pursuant to the requt~'flent of the Securities and Exchange Commission, this Annual Corporate Governance Report
is signed ~'"\:-.;/\~~ ,bf the registrant by the undersigned, thereunto duly authorized, in the City of
>ii\\V"'
on
2016.
,j
'
,,
L.\J
i ~
SIGNATURES
FERDINAND B. MASI
Chairman ofthe Board and Chief Executive Officer v'
Independent Director//'
~~~ d~latn
MARIA CRISTINA D. GOiiALEs
Compliance OfficerI"'
SUBSCRIBED AND SWORN to before me this _ _ _ day of _ _ 2016, affiant(s) exhibiting to me their SSS/TIN
Nos., as follows:
TIN/SSS NOS.
Ferdinand B. Masi
SSS No. 03-7638352-9
SSS No. 03-0714112-5
TIN 127-563-918
TIN 119-349-625
NOTARY PUBUC
t-1' ;
Doc No.
Page No.~
BookNo. ~1
;
;
Series of 2016.
43
SUN-SEC FORM-ACGR2015

SUN 17A For The Year Ending 2015

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1 0 6

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

SECURITIES AND EXCHANGE COMMISSION

For the fiscal year ended 31 December 2015

SEC Identification Number: 10683

BIR Tax Identification No.: 000-141-166-000

SUNTRUST HOME DEVELOPERS, INC.

(SEC Use Only)

6th Floor, The World Center Bldg.

Number of Shares of Common

Are any or all of these securities listed on a Stock Exchange?

Check whether the issuer:

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

PART I - BUSINESS AND GENERAL INFORMATION

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

FOPMI maintains a non-contributory post-employment benefit plan that is being administered by a

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

The Company may be unable to acquire land for future development.

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

Item 3. Legal Proceedings

Item 4. Submission of Matters to a Vote of Security Holders

PART II OPERATIONAL AND FINANCIAL INFORMATION

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

PCD NOMINEE CORP. (FILIPINO)

FIRST CENTRO. INC.

THE ANDRESONS GROUP, INC.

EBC PCI TA NO. 203-53106-5

JAIME DY &/OR JULIET DY

FRANCIS L. DY &/OR INGRED S.

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

Service Income 30.62%

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

Item 7. Financial Statements

Item 8. Information on Independent Accountant and other Related Matters

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

PART III CONTROL AND COMPENSATION INFORMATION

Age of Directors and Officers as of 31 March 2016

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

Any conviction by final judgment in a criminal proceeding, domestic or foreign, or being

Being subject to any order, judgment, or decree, not subsequently reversed,

Item 10. Executive Compensation

Chairman & President (CEO)

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

Stanley Ho Hung-Sun Stanley Ho Hungc/o Atty. Danilo V.

Security Ownership of Management

Amount and Nature of

Voting Trust Holders of 5% or More

2015 ANNUAL REPORT/SUNTRUST HOME DEVELOPERS, INC.

PART IV CORPORATE GOVERNANCE

Results of the Annual Stockholders Meeting

2015 ANNUAL REPORT/SUN-.

.3T HOME DEVELOPERS, INC.