Corporate Governance

RCBM Policies

Whistleblowing Policy

The Republic Cement Group is firmly committed to the highest standards of business conduct. An open 'speak up' culture, where employees are encouraged to report issues that concern them, is consistent with the Republic Cement Group's core values of integrity, honesty and respect for the law.

Details of a Compliance and Ethics hotline are posted across the Republic Cement Group 's sites, which includes procedures that can be followed to raise a concern and set out the contact details for those nominated to deal with such reports. Reports and procedures are operated in a confidential and trusting manner, and no action, reprisal, or retaliation taken against any person reporting a genuine suspicion is tolerated.

Conflict of Interest Policy

An employee shall avoid actual or potential conflicts of interest with the Company or the appearance thereof, in all transactions. Each employee and officer must prevent conflicts of interest situations by avoiding permanent financial interest with a competitor, client or supplier outside of its professional activities.  As conflicts of interest are not always clear cut, the employee or officer should consult with his manager or the Legal department in case of doubt in a given situation. 

Related Party-Transaction Policy

The Board is tasked to formulate and implement policies to ensure the integrity and transparency of related party transactions between and among the Company and its parent company, joint ventures, subsidiaries, associates, affiliates, major stockholders, officers and directors including their spouses, children and dependent siblings and parents and of interlocking director relationships by members of the Board. All material information about the Company (i.e., those which could adversely affect its viability or the interests of the stockholders, as required under the law and regulations, including related party transactions) shall be publicly disclosed. As a policy, all related party transactions must be entered into on an arms length basis. Under the Company's Revised Manual on Corporate Governance, a director should not use his position to profit or gain some benefit or advantage for himself and/or his related interests. If an actual or potential conflict of interest may arise, he should fully and immediately disclose it and not participate in the decision making process.

Investor Relations Program

Under RCBM's Revised Manual on Corporate Governance, the Company shall, as may be required under the law and regulations, publicly and timely disclose material information about the Company which could adversely affect its viability or the interests of the stockholders, through the appropriate stock exchange mechanisms and submissions to the Securities and Exchange Commission. Such information shall include, among others, earnings results, acquisition or disposition of assets, off balance sheet transactions, related party transactions, and direct and indirect remuneration of members of the Board and Management. All disclosed information shall be released via the approved stock exchange procedure for company announcements as well as through the annual or other applicable reports.

Accurate and timely information shall also be made available to the stockholders to enable them to make sound judgment on all matters brought to their attention for consideration and approval. Board members shall also be given independent access to Management and the Corporate Secretary to enable them to properly perform their duties and responsibilities.