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SEC 17-A Annual Report 2020 of Psbank

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This document was downloaded from www.psbank.com.ph. Duplication or reproduction is not allowed. Please do not modify its content. Document Classification: PUBLIC April 19, 2021 Philippine Stock Exchange 9/F PSE Tower, 28th St. cor. 5th Ave. Bonifacio Global City (BGC) Taguig City, Philippines Attention: MS. JANET A. ENCARNACION Head, Disclosure Department Securities and Exchange Commission G/F Secretariat Building PICC Complex, Roxas Boulevard Pasay City 1307 Attention: Director Vicente Graciano P. Felizmenio, Jr. Corporate Governance and Finance Department Subject: Submission of SEC 17-A Annual Report Dear Director Felizmenio, Relative to the submission of the SEC 17-A or Annual Report, we hereby submit the following documents: 1 Cover letter attached to the online submission of SEC 17-A 2 SEC 17-A Annual Report 3 Exhibits and Reports on SEC Form 17-C 1. Schedule of Bank/Branch Sites Owned by the Bank 2. Schedule of Bank/Branch Sites Under Lease Agreements 3. SEC Form 17-C 4. Statement of Management Responsibility 5. Audited Financial Statements as of December 31, 2020 and 2019 and for the Years Ended December 31, 2020, 2019 and 2018; and Independent Auditor’s Report 6. Independent Auditors’ Report on Supplementary Schedules 7. Independent Auditors’ Report on Components of Financial Soundness Indicators 8. Supplementary Schedules · Reconciliation of retained earnings available for dividend declaration · Map showing the relationships between and among the company and its ultimate parent company, middle parent, subsidiaries or co-subsidiaries, and associates, wherever located or registered · Supplementary schedules as required by Revised SRC Rule 68 - Annex 68- J · Schedule of financial soundness indicators 9. Sustainability Report 10. List of Stockholders as of March 5, 2021 (Record Date) We hope that you will find everything in order. Thank you very much. Very truly yyours,ou rs Noel C. AnAngg Principal Accounting Officer [email protected] / 02-88858227 This document was downloaded from www.psbank.com.ph. Duplication or reproduction is not allowed. Please do not modify its content. Document Classification: PUBLIC COVER SHEET 1 5 5 5 2 SEC Registration Number P H I L I P P I N E S A V I N G S B A N K &RPSDQ\¶V)XOO1DPH P S B a n k C e n t e r , 7 7 7 P a s e o d e R o x a s c o r n e r S e d e ñ o S t r e e t , M a k a t i C i t y (Business Address: No. Street City/Town/Province) Leah M. Zamora 845-8888 (Contact Person) (Company Telephone Number) Annual Report 1 2 3 1 1 7 - A 0 4 2 6 Month Day (Form Type) Month Day (Fiscal Year) (Annual Meeting ) (Secondary License Type, If Applicable) Markets and Securities Regulation Department Dept. Requiring this Doc. Amended Articles Number/Section Total Amount of Borrowings 1,450 Total No. of Stockholders Domestic Foreign As of March 31, 2021 To be accomplished by SEC Personnel concerned File Number LCU Document ID Cashier S T A M P S Remarks: Please use BLACK ink for scanning purposes. This document was downloaded from www.psbank.com.ph. Duplication or reproduction is not allowed. Please do not modify its content. Document Classification: PUBLIC SEC Number 15552 FILE Number PHILIPPINE SAVINGS BANK (&203$1<¶6 NAME ) PSBank Center 777 Paseo de Roxas cor. Sedeño St., Makati City &203$1<¶6$''5(66 8885-82-08 (TELEPHONE NUMBER) DECEMBER 31 (FISCAL YEAR ENDING MONTH & DAY) SEC FORM 17-A (FORM TYPE) December 31, 2020 (PERIOD ENDED DATE) Government Securities Eligible Dealer (SECONDARY LICENSE TYPE AND FILE NUMBER) This document was downloaded from www.psbank.com.ph. Duplication or reproduction is not allowed. Please do not modify its content. Document Classification: PUBLIC SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-A ANNUAL REPORT PURSUANT TO SECTION 17 OF THE SECURITIES REGULATIONS CODE AND SECTION 141 OF CORPORATION CODE OF THE PHILIPPINES 1. For the fiscal year ended : December 31, 2020 2. SEC Identification No. : 15552 3. BIR Tax Identification No. : 000-663-983-000 4. Exact name of registrant as specified in its charter : Philippine Savings Bank 5. Province, Country or other jurisdiction or organization : Metro Manila, Philippines 6. Industry Classification Code : (SEC Use only) 7. Address of principal office : 777 Paseo de Roxas corner Sedeño St., Makati City 1226 8. 5HJLVWUDQW¶VWHOHSKRQH1R : (632) 885-82-08 9. Former name, address, and former fiscal year, if changed : Not Applicable since last report 10. Securities registered pursuant to Section 8 & 12 of the SRC Title of each class : Common Shares Number of shares outstanding : As of December 31, 2020 ± 426,859,416 11. Are any or all of these securities listed with the : Yes Philippine Stock Exchange 12. Check whether the issuer: 1. has filed all report required to be filed under Section : Yes 17 of the SRC and SRC Rule 17 thereunder or Section 11 of the RSA and RSA Rule 11(a)-1 thereunder and Section 26 and 141 of The Corporation Code of the Philippines during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) 2. has been subject to such filing requirements for the : Yes past ninety (90) days - 1 - This document was downloaded from www.psbank.com.ph. Duplication or reproduction is not allowed. Please do not modify its content. Document Classification: PUBLIC 13. The aggregate market value of the voting stock held by : P=2,783,936,540 non-affiliates of the registrant. The aggregate market value shall be computed by reference to the price at which the stock was sold or the average bid and asked prices of such stock, as of a specified date (March 31, 2020) within sixty (60) days prior to the date of filing. If a determination as to whether a particular person or entity is an affiliate cannot be made without involving unreasonable effort and expense, the aggregate market value of the common stock held by non-affiliates may be calculated on the basis of assumptions reasonable under the circumstances, provided the assumptions are set forth in this Form. APPLICABLE ONLY TO ISSUERS INVOLVED IN INSOLVENCY/SUSPENSION OF PAYMENTS PROCEEDINGS DURING THE PRECEDING FIVE YEARS: 14. Check whether the issuer has filed all documents and : Not Applicable reports required to be filed by Section 17 of the Code subsequent to the distribution of securities under a plan confirmed by a court of the Commission. DOCUMENTS INCORPORATED BY REFERENCE 15. If any of the following documents are incorporated by reference, briefly describe them and identify the part of SEC Form 17-1 Into which the document is incorporated: (a) Any annual report to security holders; (b) Any proxy or information statement filed pursuant to SRC Rule 20 and 17.1(b); (c) Any prospectus filed pursuant to SRC Rule 8.1-1 - 2 - This document was downloaded from www.psbank.com.ph. Duplication or reproduction is not allowed. Please do not modify its content. Document Classification: PUBLIC TABLE OF CONTENTS Page No. PART I ± BUSINESS AND GENERAL INFORMATION Item 1. Business 4 Item 2. Properties 18 Item 3 Legal Proceedings 19 Item 4. Submission of Matters to a Vote of Security Holders 19 PART II ± OPERATIONAL AND FINANCIAL INFORMATION Item 5. 0DUNHWIRU,VVXHU¶V&RPPRQ(TXLW\DQG5HODWHG6WRFNKROGHU0DWWHUV 19 Item 6 0DQDJHPHQW¶V'LVFXVVLRQDQG$QDO\VLVRU3ODQRI2SHUDWLRQ 22 Item 7. Financial Statements 38 Item 8. Changes in and Disagreements with Accountants and Financial Disclosure 39 PART III ± CONTROL AND COMPENSATION INFORMATION Item 9 Directors and Executive Officers of the Issuer 39 Item 10. Executive Compensation 52 Item 11. Security Ownership of Certain Record and Beneficial Owners and 54 Management Item 12. Certain Relationships and Related Transactions 55 PART IV ± CORPORATE GOVERNANCE Item 13. Corporate Governance (This portion has been deleted pursuant to SEC 56 Memorandum Circular No. 2013-5. Please refer to I-ACGR to be submitted on or before May 30, 2018) PART V ± EXHIBITS AND SCHEDULES Item 14. Exhibits and Schedules 75 SIGNATURES 76 - 3 - This document was downloaded from www.psbank.com.ph. Duplication or reproduction is not allowed. Please do not modify its content. Document Classification: PUBLIC PART I. BUSINESS AND GENERAL INFORMATION Item 1. Business Description of Business 1. Business Development Philippine Savings Bank (the Bank) was incorporated in the Philippines primarily to engage in savings and mortgage banking. 7KH%DQN¶VVKDUHVDUHOLVWHGLQWKH3KLOLSSLQH6WRFN([FKDQJH 36( 7KH%DQNRIIHUV a wide range of products and services such as deposit products, loans, treasury and trust functions that mainly serve the retail and consumer markets. On September 6, 1991, the Bank was authorized to perform trust functions. As of December 31, 2020 and 2019, the Bank had 250 branches. In 2020, the Bank had 266 Automated Teller Machines (ATMs) in the branches (on-site) and 269 in other locations (off-site) bringing its total number of ATMs to 535 as of December 31, 2020 and 557 as of December 31, 2019 TKH%DQN¶VRULJLQDO &HUWLILFDWHRI,QFRUSRUDWLRQ ZDV LVVXHGE\WKH6HFXULWLHVDQG([FKDQJH&RPPLVVLRQ (SEC) on June 30, 1959. On March 28, 2006, the Board of Directors (BOD) of the Bank approved the amendment of Article IV of its Amended Articles of Incorporation to extend the corporate term of the Bank, which expired on June 30, 2009, for another 50 years or up to June 30, 2059. This was subsequently approved by stockholders representing at least two-thirds of the outstanding capital stock of the Bank on April 25, 2006. The Amended Articles of Incorporation was approved by the SEC on September 27, 2006. On April 27, 2010, by majority vote of the BOD and by stockholders representing two-thirds of the outstanding capital stock, the amendment of Article VI of its Amended Articles of Incorporation reducing the number of directors from a maximum of eleven (11) to a maximum of nine (9) has been approved.
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    This document was downloaded from www.psbank.com.ph. Duplication or reproduction is allowed. Please do not modify its content. Document Classification: PUBLIC COVER SHEET 15552 SEC Registration Number P H I L I P P I N E S AV I N G S B A N K (Company’s Full Name) P S B a n k C e n t e r , 7 7 7 P a s e o d e R o x a s c o r n e r S e d e ñ o S t r e e t , M a k a t i C i t y (Business Address: No. Street City/Town/Province) Leah M. Zamora 845-8888 (Contact Person) (Company Telephone Number) 1 2 3 1 1 7 - A Month Day (Form Type) Month Day (Fiscal Year) (Annual Meeting – To be Announced) (Secondary License Type, If Applicable) Markets and Securities Regulation Department Dept. Requiring this Doc. Amended Articles Number/Section Total Amount of Borrowings 1,455 Total No. of Stockholders Domestic Foreign As of March 31, 2020 To be accomplished by SEC Personnel concerned File Number LCU Document ID Cashier S T A M P S Remarks: Please use BLACK ink for scanning purposes. This document was downloaded from www.psbank.com.ph. Duplication or reproduction is allowed. Please do not modify its content. Document Classification: PUBLIC SEC Number 15552 FILE Number PHILIPPINE SAVINGS BANK (COMPANY’S NAME) PSBank Center 777 Paseo de Roxas cor. Sedeño St., Makati City (COMPANY’S ADDRESS) 8885-82-08 (TELEPHONE NUMBER) DECEMBER 31 (FISCAL YEAR ENDING MONTH & DAY) SEC FORM 17-A (FORM TYPE) December 31, 2019 (PERIOD ENDED DATE) Government Securities Eligible Dealer (SECONDARY LICENSE TYPE AND FILE NUMBER) This document was downloaded from www.psbank.com.ph.
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