May 03, 2021
KASAGANA-KA MUTUAL BENEFIT ASSOCIATION
5 Matimpiin St., Barangay Pinyahan, Quezon City 1100 Metro Manila
NOTICE OF THE 15th ANNUAL GENERAL MEETING
Dear KMBA Members,
Please be informed that our 15th KMBA ANNUAL GENERAL MEETING is scheduled on MAY 31, 2021, Monday via teleconferencing, to consider and approve the matters set forth in the following agenda:
AGENDA
I. Call to Order
The Board President as the presiding officer shall call the meeting to order. The 2021 Annual General Meeting shall be conducted via zoom tele/videoconferencing. All participants will be asked to turn on their videos to get a picture documentation of all those present in the videoconference. The meeting will be audio-video recorded.
II. Invocation
Prayer will be led by one of the assigned members of the general membership.
III. Determining the quorum
The Board secretary will make a roll call and determine quorum. At least two-thirds of the regular membership constitutes a quorum. Pursuant to Amended By laws Article II Section 8 for the conduct of meetings via remote communication, the Secretary will do the roll call with the attendees stating the following:
a. Full Name, position and organization
b. Location
c. Confirmation that he/she clearly hear and/or see the other attendees
d. Confirmation that he/she received the Notice of the Meeting including the agenda and materials
e. Specify the device being used (i.e. smartphone, tablet, laptop, desktop)
IV. Review and approval of the proposed agenda
The members may comment and/or approve the agenda as proposed.
V. Reading and approval of the Minutes of the 14th Annual General Meeting held on July 29, 2020.
The members review the minutes of the last Annual General Meeting held on July 29, 2020 held via tele/videoconferencing for comments and/or approval. Copy of the minutes was posted in the KMBA official website www.kmba.org.ph on August 3, 2020. Advance copy of the minutes of the meeting was also provided to the board and members of the annual general meeting on April 30, 2021.
VI. Business arising from the last Annual General Meeting
A report of unfinished business/es, directives and updates on these matters
VII. Presentation of the President’s Report
Ms. Enriqueta V. Navarro, the incumbent President will deliver her report to the Association, which needs acceptance by the General Membership.
The General Manager will present the Key achievements in 2020, and Plan and Budget for 2021, for the member’s acceptance and approval.
VIII. Presentation of the 2020 Audited Financial Statements
Ms. Lilibeth C. Molina, the incumbent Treasurer will provide a summary report of the key financial statement’s figures as of December 31, 2018 as reported by BDO Roxas Cruz Tagle and Co. (formerly Alba Romeo and Co., CPA’s) external auditor, reviewed and accepted by the Board of Trustees through the General Manager, Silvida Reyes-Antiquera. This needs acceptance by the General Membership.
IX. Committee Reports
The respective Committee Chairpersons will render their report of accomplishments for the year 2020
a. Audit Committee: Philip Arnold P. Tuano, Independent Board member
b. Treasury Committee: Enriqueta V. Navarro, President, Board of Trustee
c. Nomination and Election Committee: Philip Arnold P. Tuano, Independent Board member
d. Risk Committee: Jenifer L. Abao, Board of Trustee member
e. Ethics Committee: Wenifreda F. Rodriguez, Board Emeritus
f. Product Development and Innovation Committee: Jonalyn T. Andres, Secretary of the Board.
X. Matters for Approval and Ratification
a. Approval and Ratification of the Board and Management Actions
A list of of major policies and activities acted upon by the Board of Trustees and management in the year 2020, significantly forming part of the President’s Report that needs approval from the general membership.
b. Amendments to the Articles of Incorporation & By-Laws
The Management will present the proposed Amendments of the Articles of Incorporation and By-Laws as outline in a separate sheet under the disclosure section of KMBA website. Two-thirds of the vote from the General Membership is required for approval.
c. Appointment of an External Auditor for 2021 Financial Statement
The Board has initiated a selection process for the external auditor based on the current policies and has provided its recommendation to retain the services of BDO Roxas Cruz Tagle and Co. (formerly Alba Romeo and Co., CPA’s for the 2021 Financial Statement. The appointment of the external auditor needs confirmation from the General Membership.
d. Confirmation on the appointment of an Independent Board member
Atty. Maria Cleofe Gettie C. Sandoval is recommended by the Board of Trustees to be retained as the Independent Board member for another 3-year term from June 2021-May 2024. The appointment of the Independent Board member needs confirmation from the General Membership.
XI. Election of New members of the Board of Trustees
The Board of Trustees of the Association will be elected through a proxy voting system. The elected Board members will serve for Three (3) years until their successors are duly elected and qualified.
a. Election guidelines and voting system
A presentation of the election guidelines as provided under the by-laws in the election of trustees, officers, independent trustees and terms of office.
b. Election of Board of Trustees
The members of the incumbent Board of Trustees will cast their votes on the day of the Annual General Meeting. Canvassing of votes will follow shortly after all the board members cast their votes. Winning candidates will be announced.
c. Election of Committees
The Independent board member/s will facilitate the election of the different committees.
The Secretariat will present the committees and respective responsibilities as provided for in the by-laws & Corporate Governance Manual. A Chairperson and three (3) committee members will be elected by the board of trustees/general membership. The Audit and Nomination & Election Committee should be headed by an Independent trustee. The term of office will be for a period of One (1) year.
XII. Induction of officers
The newly elected Board of Trustees will take an oath of office before assuming leadership starting on June 1, 2021.
XIII. Launching of the Mobile Application
KMBA received a grant from the MiMAP-Citi Foundation project on the development of mobile application to selected MBAs.
XIV. Launching of the short product orientation
KMBA is enhancing the IEC material for product orientation.
XV. Awarding of Certificates for Staff and Board Members
The Board will grant loyalty award to staff who rendered 10 years in service in the association and certificate of appreciation for members of the board.
XVI. Other Matters
Any other matters that may be suggested during the assembly to be taken up.
XVII. Adjournment
JONALYN T. ANDRES
Secretary