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APRIL 26, 2015

NR # 3813

SEC asked to require every PSE-listed company

to reserve one board seat for a woman
A lady legislator has called on the Securities and Exchange Commission (SEC) to
require every Philippine Stock Exchange (PSE)-listed corporation to reserve for a woman
at least one board seat meant for independent directors.
Rep. Mar-Len Abigail S. Binay (2nd District, Makati City), a Deputy Majority
Leader, said pursuant to its authority under the Securities Regulation Code, the SEC may
issue memorandum circulars to enhance the effectiveness of independent directors and
encourage the infusion of fresh ideas in the boards of directors of PSE-listed corporations.
The SEC is capable of issuing a new memorandum circular that will oblige every
PSE-listed corporation to set aside for a woman at least one board set intended for
independent directors, said Binay.
The lawmaker, through House Resolution 1977 now pending at the House
Committee on Banks and Financial Intermediaries chaired by Rep. Sonny P. Collantes (3 rd
District, Batangas), said PSE-listed entities are reputed to be the champions of highly
progressive corporate governance standards, policies and practices.
Binay cited Section 38 of the Securities Regulation Code, which states that On
Independent Directors, Any corporation with a class of equity securities listed for trading
on an Exchange or with assets in excess of P50 million and having 200 or more holders, at
least 200 of which are holding at least 100 shares of a class of its equity securities or
which has sold a class of equity securities to the public pursuant to an effective
registration statement in compliance with Section 12 hereof shall have at least two
independent directors or such independent directors shall constitute at least 20% of the
members of such board, whichever is the lesser. For this purpose, an independent
director shall mean a person other than an officer or employee of the corporation, its
parent or subsidiaries, or any other individual having a relationship with the corporation,
which would interfere with the exercise of independent judgment in carrying out the
responsibilities of a director.
Binay, a lawyer, said her call for PSE-listed corporations to set aside at least one
board seat for a woman has both constitutional and legal basis.
For one, Binay said it complements Section 7, Article II of the 1987 Constitution on
the Declaration of Principles and State Policies that declares The State recognizes the
role of women in nation-building, and shall ensure the fundamental equality before the
law of women and men.

Secondly, it gives flesh to Section 14, Article XIII of the Constitution on Social
Justice and Human Rights which further declares The State shall protect working women
by providing safe and healthful working conditions, taking into account their maternal
functions, and such facilities and opportunities that will enhance their welfare and enable
them to realize their full potential is service of the nation.
Thirdly, Binay said Republic Act 9710, otherwise known as The Magna Carta for
Women of 2009, promotes the affirmative action policy which has become an effective
and universally accepted tool for redressing the injustices caused by the nations historic
discrimination against women, and for leveling what has long been an uneven playing
field between man and woman in the corporate world and elsewhere. (30) rbb