Notice of 17th Annual General Meeting

April 27, 2023

KASAGANA-KA MUTUAL BENEFIT ASSOCIATION

5 Matimpiin St., Barangay Pinyahan, Quezon City 1100 Metro Manila

 

NOTICE OF THE 17th ANNUAL GENERAL MEETING

 

Dear KMBA Members

Please be informed that our 17th KMBA ANNUAL GENERAL MEETING is scheduled on MAY 31, 2023, Wednesday, 1:00 – 5:00 in the afternoon at the Kasagana-ka MBA Members’ Center, 5 Matimpiin St., Barangay Pinyahan, Quezon City, 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 2023 General Meeting shall adhere to the meeting protocols in the conduct of the in-person meeting.

II.           Invocation

Prayer will be led by one of the assigned members of the General Membership.

III. Message from the Board Emeritus

Mrs. Wenifreda F. Rodriguez, Board Emeritus of KMBA, shall deliver her message to the members of the Association and attendees of the Annual General Meeting.

IV.          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. 

V.          Review and approval of the proposed agenda

The members may comment and/or approve the provisional agenda as proposed.

VI.         Reading and approval of the Minutes of the 16th Annual General Meeting held on May 31, 2022.

The members review the minutes of the last Annual General Meeting held on May 31, 2022, for comments and/or approval.  A copy of the minutes of the meeting and the result of voting conducted were posted in the KMBA official website www.kmba.org.ph on June 6, 2022.  An advance copy of the minutes of the meeting shall be provided to the board and members of the 17th annual general meeting on May 2, 2023.

VI.          Business arising from the last Annual General Meeting

A report of unfinished business/es, directives and updates on these matters will be reported by the General Manager, Ms. Silvida Reyes-Antiquera.

VII.        Presentation of the President’s Report

The incumbent President, Ms. Marlin C. Perez will deliver her report to the Association, which needs acceptance by the General Membership.

The General Manager will then present the details of the targets and achievements for 2022, plans and budget for 2023, for acceptance of the General Membership.

VIII.       Presentation of the 2022 Audited Financial Statement

The Board Treasurer, Ms. Emelda A. Castro, shall request the external auditor, BDO Roxas Cruz Tagle and Co. (formerly Alba Romeo and Co., CPA’s) to provide the Association with the key financial statements’ figures as of December 31, 2022, which was 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 2022

           a.    Audit Committee:  Philip Arnold P. Tuano, Independent Board member

           b.    Treasury Committee: Enriqueta V. Navarro, President, Board of Trustees

                                                                             June 1, 2022 – May 31, 2022

                                                           Marlin C. Perez, President, Board of Trustees

                                                                             June 1, 2022 - Present

           c.    Nomination and Election Committee: Philip Arnold P. Tuano, Independent Board Member

           d.    Risk Management Committee: Marlin C. Perez, President, Board of Trustees

           e.    Board Risk Oversight and Governance Committee: Ma. Cleofe Gettie C. Sandoval, Independent Board Member

           f.    Related Party Transaction Committee: Philip Arnold P. Tuano, Independent Board Member

           g.   Remuneration Committee: Ma. Cleofe Gettie C. Sandoval, Independent Board  Member

           h.    Ethics Committee: Wenifreda F. Rodriguez, Board Emeritus

           i.    Product Development and Innovation Committee: Ms. Myrna Verdadero, Trustee

X.      Matters for Approval and Ratification

a.    Approval and Ratification of the Board and Management Actions

A list of policies and activities acted upon by the Board of Trustees and management in the year 2022, significantly forming part of the President’s and operation’s reports that need approval from the general membership.

 b.    Appointment of an External Auditor for 2023 Financial Statement

The Board has initiated a selection process for the external auditor based on the current policies and has provided its recommendation to secure the services of Moore Roxas Cruz Tagle and Co. for the 2023 Financial Statement. The amount of the contract is equivalent to Two Hundred Fifty Thousand (Php 250,000) Pesos plus Twelve Thousand Five Hundred (12,500) Pesos Out-of-Pocket Expenses, exclusive of tax. The appointment of the external auditor needs confirmation from the General Membership. 

c. Confirmation on the appointment of an Independent Board member

Philip Arnold P. Tuano is recommended by the Board of Trustees to be retained as the Independent Board member for another 3-year term from June 2023-May 2026. The appointment of the Independent Board member needs confirmation from the General Membership.

d.   Confirmation of the elected representative from KPF as a member of the Board of Trustee

The Kasagana-ka Employee-Employer’s Provident Fund Association, Inc (KEEPF) has elected a new President of the Association, Whilmelita Pableo, who shall represent in the KMBA Board of Trustees. The Board of Trustees shall endorse the new member to the General assembly for acceptance.

e.    Election of Committees

The Independent board member/s shall facilitate the election of the different committees.

The different committees and the respective responsibilities shall be presented as provided for in the by-laws & Corporate Governance Manual. A Chairperson and three (3) committee members shall be elected by the general membership. The Audit, Nomination & Election, Board Risk Oversight and Related Party Transaction Committees shall be headed by an Independent Trustee. The term of office shall be for a period of One (1) year.

XVI.       Awarding of Certificates for Staff and Board Members

The Board will grant loyalty award to personnel who rendered 15 years in service in the Association and a certificate of appreciation for outgoing Board members.

IX. Other Matters

Any other matters that may be suggested during the assembly.

XVII.     Adjournment

 

Joseph Lopez

Secretary