Notice of 18th Annual General Meeting

April 27, 2024

KASAGANA-KA MUTUAL BENEFIT ASSOCIATION

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

NOTICE OF THE 18th ANNUAL GENERAL MEETING

 

Dear KMBA Members,

Please be informed that our 18th KMBA ANNUAL GENERAL MEETING is scheduled on MAY 31, 2024, Friday, 9:00 am to 12:30 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, Marlin C. Perez will be the presiding officer and shall call the meeting to order.  The 2024 Annual 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.   Welcome Remarks 

Mrs. Wenifreda F. Rodriguez, Board Emeritus of KMBA, shall deliver her Opening Remarks to welcome the members of the Association and guests of the Annual General Meeting.

IV.   Message of Support from stakeholders

a.   Hon. Atty. Reynaldo A. Regalado, Insurance Commissioner will deliver his keynote speech on the policy developments of the insurance industry today and its contribution to nation building. Insurance Commission is leading the campaign for financial literacy in the country.

b.   Dr. Jaime Aristotle B. Alip is the founder of CARD Mutually Reinforcing Institutions (MRI) and Chairman Emeritus of the Microinsurance MBA Association of the Philippines (MIMAP). He is a known poverty eradication advocate in the Philippines. He will deliver his message of support to the general membership.

V.   Determining the Quorum

The Board secretary, Ms. Whilmelita B. Pableo, will make a roll call and determine quorum. At least two-thirds of the regular voting delegates/members constitutes a quorum.

 VI.   Review and approval of the proposed agenda

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

 VII.   Reading and approval of the Minutes of the 17th Annual General Meeting held on May 31, 2023.

The members review the minutes of the last Annual General Meeting held on May 31, 2023, for comments and/or approval.  A copy of the minutes of the meeting was posted in the KMBA official website www.kmba.org.ph on June 1, 2023.  An advance copy of the minutes of the meeting shall be provided to the board and members of the 18th Annual General Meeting on April 29, 2024.

 VIII.   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.

 IX.   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 plans and budget for 2024, for acceptance of the general membership.

 X.   Presentation of the 2023 Audited Financial Statement

The Board Treasurer, Ms. Emelda A. Castro, shall request the external auditor, Moore Roxas Tabamo & Co., to provide the Association with the key financial statements’ figures as of December 31, 2023, which was reviewed and accepted by the Board of Trustees through the General Manager, Silvida Reyes-Antiquera.  This needs acceptance by the general membership.

 XI.   Committee Reports

The respective Committee Chairpersons will render their report of accomplishments for the year 2023

             a.   Audit Committee

                  Philip Arnold P. Tuano, PhD, Independent Trustee 

                  Chairperson

             b.   Nomination and Election Committee

                   Philip Arnold P. Tuano, Independent Trustee 

                   Chairperson

             c.   Board Risk Oversight and Governance Committee: 

                   Ma. Cleofe Gettie C. Sandoval, Independent Trustee

                   Chairperson

            d.   Related Party Transaction Committee

                  Philip Arnold P. Tuano, PhD., Independent Trustee

                  Chairperson

           e.   Remuneration Committee

                 Atty. Ma. Cleofe Gettie C. Sandoval, Independent Trustee

                 Chairperson

           f.   Risk Management Committee

                Ms. Marlin C. Perez, President, Board of Trustees

                Chairperson

           g.   Treasury Committee

                 Marlin C. Perez, President, Board of Trustees

                 Chairperson

           h.   Product Development and Innovation Committee

                 Ms. Myrna N. Verdadero, Board Member

                 Chairperson

            i.   Ethics Committee

                 Ms. Wenifreda F. Rodriguez, Board Member

                 Chairperson

XII.   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 2023, 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 2024 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 Tabamo & Co. (formerly BDO Roxas Cruz Tagle & Co) for the 2024 Financial Statement. Moore ranked 11th largest accountancy network in the world, according to the Accountancy Age publication in 2022.

The total amount of the contract is equivalent to THREE HUNDRED THIRTY-FOUR THOUSAND SEVEN HUNDRED EIGHTY FIVE (Php 334,785.00) Pesos, breakdown as follows:

Base Fee: Php 259,925.00

           OPE       :           38,990.00

           VAT       :            35,870.00

The appointment of the external auditor needs confirmation from the general membership. 

c.   Confirmation on the Appointment of an Independent Board member

Atty. Ma. Cleofe Gettie C. Sandoval will be recommended by the Board of Trustees to be retained as the Independent Board member for another 3-year term from June 2024-May 2027. The appointment of the Independent Board member needs confirmation/approval from the general membership.

 XIII.   Election of New members of the Board of Trustees and Committees

a.   Election of 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. 

The Election Committee Chair will present the following as mandated in the By-Laws and Corporate Governance Manual:

    1. Duties and Responsibilities of the Board 

    2. Election guidelines and voting system

    3. Election of the 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. The winning candidates will be announced.

The election result will be validated by an External Auditor, Moore Roxas Tabamo & Co with contract amounting to Seven Thousand (Php7,000) Pesos only.

Two new members will be elected to fill up the vacant position. The following are the nominees for the Board of Trustees:

1. Ms. Judea T. Gutierrez, 57 years old from Padilla Satellite Office. A member of Kasagana-ka since 2007 and has been serving as Area Coordinator for almost 2 years now.  She finished Bachelor of Science in Office Administration at the Polytechnic University of the Philippines in 1988. She is also the current Center Chief and a Sitio Secretary in her community. She is into Buy and Sell business.

2. Ms. Josefina Y. Torres, 61 years old and Center Chief of Burma center in Marikina Satellite Office since 2007.She is an active Area Coordinator for 2 years now. She has graduated in High School at Buhi Lyceum, Camarines Sur. Since then, she manages a Sari-sari store as her main livelihood.

3. Ms. Helen B. Cabalin, 58 years old from the Satellite office of Taytay. She has been a member of Kasagana-ka for 15 years and a center chief of Kapuso center since then. She herself is a sewer and sells via shopee online platform. She graduated in vocational course on Dressmaking Pattern Maker at San Francisco P. Felix, Cainta, Rizal in 1985. 

4. Ma. Luisa S. Tuazon, 57 years old, a graduate of Midwifery at Dr. Yanga’s School in Bocaue, Bulacan. She has been an active member of Kasagana-ka since 2012. She is currently the Area Coordinator for more than a year now in Bocaue Satellite Office. She holds the position of Center Chief since the 2016. She manages a small cafeteria in her home.

5. Amelia O. Dejaro, 48 years old from Meycauyan Satellite Office. A member of Kasagana-ka since 2017 and became an Area Coordinator for more than a year now. She also holds a position of a Center Chief at present. Has been a Barangay Health Worker, a Barangay Mother Leader and a Parent Leader of Pantawid Pamilya Pilipino Program of DSWD. She is a Psychology undergraduate at the New Era University. Her means of livelihood is selling cooked food and frozen products.

b.   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 committee members shall be elected by the general membership. The committees such as Audit, Nomination & Election, Board Risk Oversight and Governance, Related Party Transaction and Remuneration Committees shall be headed by an Independent Trustee. The term of office shall be for a period of One (1) year.

 XIV.   Awarding of Certificates 

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.

XV.   Other Matters

Any other matters that may be suggested during the assembly.

XVI.   Adjournment

 

Whilmelita B. Pableo 

Board Secretary