2012 Annual Report
How will we provide lasting value to our stakeholders? OUR VISION
To be an institution in the construction industry committed to the economic and social development of the country.
To be the leading integrated Philippine construction company.
To be a well-managed professional company with strong technical and commercial performance adhering to the highest ethical standards.
To provide opportunity for employees to develop talents, skills and personality, rewarding merit and hard work with fair compensation for them to live in dignity.
To be the most innovative and cost-efficient provider of comprehensive construction services. Our Company’s unique business perspective is driven by our core competency in engineering and construction. And with this, we are able to shift to more strategic business opportunities that allow us to expand our portfolio. This dynamic shift will provide lasting value for the stakeholders." -- David M. Consunji, Chairman
2012 Annual Report 1 Financial Highlights 3 Table of At a Glance 4 Letter to Our Shareholders 6 Contents Business Review: Construction 10 Real Estate 14 Mining and Power 18 Water 24
Corporate Social Responsibility 28
Corporate Governance 36
Board of Directors 42
Business Structure 44
Executive Officers 45
Subsidiaries 46
Effective Percentages of Ownership 48
Corporate Information IBC
2 DMCI Holdings, Inc. Financial Highlights Years Ended December 31 (Amounts in Thousands Php except Earnings Per Share)
2012 2011
TOTAL ASSETS 95,254,887 84,163,195
TOTAL LIABILITIES 47,263.929 42,386,307
TOTAL EQUITY 47,990,958 40,470,003
REVENUE 51,739,879 47,802,585
COSTS OF SALES AND SERVICES 34,580,635 31,428,980
GROSS PROFIT 17,159,244 16,373,605
OPERATING EXPENSES 5,890,694 5,205,907
INCOME BEFORE INCOME TAX 14,023,500 13,622,061
PROVISION FOR INCOME TAX 1,475,774 1,345,155
INCOME BEFORE CONTINUING OPERATIONS 12,547,726 12,276,906
AFTER TAX INCOME FROM DISCONTINUED - - OPERATIONS
NET INCOME BEFORE MINORITY 12,547,726 12,276,906
NET INCOME AFTER MINORITY 9,791,615 9,595,451
EARNINGS PER SHARE 3.69 3.61
2012 Annual Report 3 CONSTRUCTION REAL ESTATE COAL MINING
• Founded in 1954, DMCI is • The housing brand name, DMCI • The largest coal mining producer engaged in general construction Homes, is a Triple-A Builder/ in the country services being the Company’s Developer of premium quality • Accounts for 90% of the country’s core business residential communities total coal production • 100% owned by the Company • Listed in the Philippine Stock 2012 Key Performances Exchange 2012 Key Performances • Php2.2 billion net contribution • 56% owned by the Company • Php14.7 billion revenues • Php9.2 billion revenues • Php 1.2 billion net income • 17% increase in sales and 2012 Key Performances • More than 15 projects in progress reservations • Php3.1 billion net income with contract price of Php34 • 5,392 units sold • Php14.4 billion revenues billion • 1,921 units turned over during the • 10% increase in sales volume • Construction orderbook worth year; 18,669 turned over to date • Export coal sales increase by 31%. Php15.7 billion • Over 36,000 units sold to date • Booked revenues valued at Php15.3 billion
12% 22% 18%
4 DMCI Holdings, Inc. At A Glance
NICKEL MINING POWER WATER
• Engaged in ore and nickel mining • Undertakes the power • A 45-55 water business and exploration generation business through the consortium with Metro Pacific • 100% owned by the Company Operations and Maintenance Investments, Corp. Agreement with Sem-Calaca • DMCI-MPIC took over the 2012 Key Performances Power Corp. (SCPC), a wholly- management of Maynilad in 2007 • Php1.9 billion revenue owned subsidiary of Semirara • Holds the 25-year exclusive • Php341 million net income Mining Corporation concession to provide water in • 30% growth in sales volume the west zone, granted a 15-year • New mine assets acquisition – 2012 Key Performances extension by the MWSS 60% and 37.7% interest in ENK • Php11.0 billion revenues • Covers 8.2 of the 9.3 million and Toledo Mining respectively. • Php3.3 billion net income giving population in the west zone P1.9 net contribution • SCPC rehabilitation of Units 1 2012 Key Performances and 2 completed • NRW: 43% from 69% in 2007 • SCPC total energy generation up • 24-hour coverage: 96% by 32% to 2,463 Gwh • Over 7psi coverage: 99.8% • Resolved 68,603 leaks • Php6.4 billion net income • Php15.8 billion revenue
4% 19% 23%
2012 Annual Report 5 Letter to Our Shareholders
6 DMCI Holdings, Inc. Dear Shareholders, Your Company has In 2012, the Philippine economy grew at an impressive rate of 6.6%, second only to that of China earned a reputation - and, all this, amidst a weak global economy that grew only 3.1%. for building strong This contrast in economic performance can clearly be seen in the 2012 accomplishments of our businesses. Our subsidiaries. engineering expertise For those industries linked to the Philippine economy - namely, construction, real estate and power - it complemented by was a banner year. However, weak commodity prices adversely affected our nickel and coal mining strategic acquisitions, segments. Thus, in tandem with that stellar growth, those subsidiaries dependent on the world economy have helped us to build experienced a collateral year. a portfolio of businesses Your Company’s coal mining business, Semirara Mining Corporation, reported a 7% decline in net with leadership income in 2012 to Php3.1 billion. Meanwhile, our nickel and metal-mining company continued to positions in each of the mine and sell nickel from our existing stockpile in the Benguet and Acoje mines in Zambales. We markets that we serve. took advantage of the depressed international commodities market and acquired further assets Consolidated by increasing our interest in European Nickel and Revenue Breakdown Toledo Mining. (in billion Php) 51.7 Fortunately, our construction, real estate and 47.8 power subsidiaries all posted significantly higher 43.5 net incomes in 2012. For instance, due to higher recognized revenues from project completion along with a burgeoning project portfolio, our construction segment’s net income grew 9% in 2012 to Php1.2 billion.
At the same time, capitalizing on 2012’s buoyant housing market, our real estate subsidiary posted a 27% growth in net income. Such positive results were due to a high volume of sales and the completion of four projects during the course of the year. POWER 2010 2011 2012
PARENT
In direct contrast with the drop in global coal prices, CONSTRUCTION our power generation business (itself a wholly- REAL ESTATE owned subsidiary of Semirara Mining Corporation) NICKEL MINING reported a remarkable 21% increase in net income due to higher energy-generation capacity resulting COAL MINING
2012 Annual Report 7 from the partial rehabilitation of Units 1 & 2 of the Consolidated Net Income Calaca Power Plant. (in billion Php) 9.8 Further, our water segment’s returns grew steadily 9.6 due to better operating efficiencies and continued 7.9 expansion into the southern areas of Metro Manila. Maynilad’s 2012 net income is Php6.4 billion - up 8.9% from the previous year. Maynilad’s net contribution to the Company amounted to Php2.3 billion due to the adjustments at the consortium level.
All in all, your Company's 2012 net income grew 2% to Php9.8 billion while consolidated revenues rose 8% to Php51.7 billion on the back of the solid performances delivered by its construction, real estate and power generation businesses. 2010 2011 2012 The modest increase in net income can be attributed to the significant drop in the global prices of POWER commodities as well as the increase in costs
WATER associated with construction materials and labour.
PARENT On May 15, 2012, your Board of Directors declared CONSTRUCTION a cash dividend of Php1.20 per share totaling Php3.1 REAL ESTATE billion, which was remunerated to all shareholders on COAL MINING July 5, 2012.
In summary, the performances of those subsidiaries, Cash Dividends which are linked to the Philippine economy, have clearly compensated for the adverse effects of (in million Php) the global economy on our coal and nickel mining subsidiaries.
1.20 1.20 In closing, our goal - considering the further expected growth of the Philippine economy in contrast with the 1.00 further expected downturn of the global economy - is 9,595 9,792 to continue to grow our subsidiaries towards greater 7,867 0.50 financial strength.
4,703 0.20 DAVID M. CONSUNJI 3,186 3,186 Chairman 1,688 2,655 1,328 532
2008 2009 2010 2011 2012 CESAR A. BUENAVENTURA Vice Chairman NET INCOME
CASH DIVIDENDS CASH DIVIDENDS PER SHARE ISIDRO A. CONSUNJI
President and Chief Executive Officer 8 DMCI Holdings, Inc. We consistently strive to bring your Company to a higher growth regimen. We believed this was the best way to create new value for our shareholders and opportunities for our people.
2012 Annual Report 9 How will we provide engineering solutions to diversified infrastructure
10 DMCI Holdings, Inc. programs? From purely roads and buildings, DMCI has evolved into a more complex engineering company, providing construction expertise and innovation with exceptional quality in taking challenging The Raffles Suites and Residences and Fairmont Hotel in Makati City. infrastructure projects and in servicing the Group's other businesses. The Group’s construction business posted better results as segment net income after non-controlling interests reached Php1.2 billion compared to Php1.1 billion in 2011. Revenues significantly grew by 44% year-on-year to Php14.8 billion due to billable works done for the building projects.
The business’ significant accomplishments in 2012 were the Solaire Resorts and Casino and The Raffles Suites and Residences, which provided most of the boost in revenues. This however yielded relatively less margins as building contracts generally have lower margins due to stiffer competition and higher materials and subcontracting costs compared with the specialized and complicated infrastructure projects. With the activity for the year coming mainly from the building contracts, construction gross and net profits showed only modest increases.
Photo courtesy of Solaire Resorts and Casino
44% REVENUES
9% NET INCOME
62% BOOKED REVENUES
2012 Annual Report 11 14.7 Revenues (in billion Php)
10.3
With the completion of the big building projects in 2012, DMCI’s orderbook (balance of work) as of end-2012 amounted to Php15.7 billion coming from a Php22.2 billion end-2011 balance. The 44% bulk of the balance of work is coming from the power plant construction contracts in Batangas, which comprise Php5.5 billion from Semirara’s 2x150MW Calaca expansion and Php3.2 billion from South Luzon Thermal Energy Corp’s 1x135MW. The orderbook however, did not include yet the MRT-7 railway project, which was already awarded to DMCI but still pending 2011 2012 financial closing. Power plant-civil works projects in Calaca and Balayan, Batangas are expected to contribute in the continuing growth of not just construction revenues.
Net Income 1.2 Although delayed, we believe the infrastructure development programs of the Aquino government via the Public Private (in billion Php) Partnership (PPP) projects will inevitably materialize. Your 1.1 Company is setting its sights on the construction and engineering of these initiatives.
We believe we are well positioned to be both a driver and a beneficiary of the country’s infrastructure progress. 9%
2011 2012
Construction of additional 2x150 MW power plant located Booked Revenues in Calaca, Batangas. (in billion Php) 15.3 9.6 62%
WATER
POWER 2011 2012
INFRASTRUCTURE BUILDINGS
12 DMCI Holdings, Inc. 10%
Construction Backlog 29% Php 15.7 billion 58%
3%
WATER
POWER
INFRASTRUCTURE BUILDINGS
The new TV 5 Media Center located at Ortigas Center, Pasig City.
2012 Annual Report 13 How do we further strengthen our brand in the hearts and minds of young and upwardly mobile urban families?
14 DMCI Holdings, Inc. By leveraging on our unique engineering heritage, DMCI Homes will continue to engage in efforts and activities that will further strengthen the brand in the long-run. DMCI Homes will consistently promote a well- rounded combination of innovative design, exceptional value, proven quality, and vibrant community living in all its developments, thus ensuring customer delight in years to come.
The Group’s real estate business is focused on residential development through wholly owned subsidiary DMCI Project Developer’s Inc.
The business posted a 22% growth in net income on the back of a 12% increase in recognized revenues year-on-year, reaching Php9.2 billion in 2012 compared to Php8.3 billion the previous year. It is worth to note that the company recognizes real estate revenues using the full accrual method, where sales are booked when the unit is fully complete and the downpayment of 15% has already been paid.
The completed units in the Accolade Place, Maricielo Villas, Royal Palm-Rawai, Sienna Park, and Tivoli Gardens-Iris projects significantly accounted for the growth in realized revenues.
Accolade is a uniquely styled development connects outdoor features to indoors. Its design is inspired by the serenity and style of Asian Boutique resorts, with amenities surrounded by lush greenery and natural lighting, and accented by courtyard and water features.
15% REVENUES 27% NET INCOME
2012 Annual Report 15 2.2 9.5 Revenue 1.8 Revenue growth outpaced the increase in expenses, Net(in billion Income Php) resulting in net margin improvements brought about by continued cost containment effects.
8.2 Amidst the presence of aggressive competition within its market, sales and reservations take up for the year REVENUE was sustained at Php17.1 billion, equivalent to an average
NET INCOME monthly take up of Php1.4 billion, same in 2011. This is a testament to the strong niche the company has developed within its class as it continued to post brisk sales despite being purely concentrated on a specific market. 2011 2012 Sales & With the current increase of VAT-free housing price 17.2 17.1 threshold to around Php3.2 million, the Company Reservations has leveraged on the tax advantage to become more price competitive in the market. Notably, most of the Company’s housing units have a selling price of around UNITS SOLD Php3 million per unit. AMOUNT IN PHP BN
In October 2012, the Company signed a facility 7,729 7,680 agreement with a group of primary institutional lenders for DMCI PDI’s issuance of Php10.0 billion in 7-year Fixed Rate Corporate Notes. The proceeds from the Notes issue shall be used to finance project development and construction costs, acquire real estate properties, and fund other general corporate purposes. 2011 2012
QUEZON CITY PROJECTS MANILA CITY PROJECTS • The Redwoods • Hampstead Gardens Condominiums • Magnolia Place • Illumina Residences Manila • Stellar Place • Sorrel Residences • The Manors at Celebrity Place • Torre De Manila • Accolade Place • The Amaryllis PASAY CITY PROJECT • One Castilla Place • La Verti Residences • Zinnia Towers • Vierra Residences QUEZON CITY MANDALUYONG CITY PROJECTS • Tivoli Garden Residences PASIG CITY PROJECTS • Paloverde Tower & Sycamore Tower • Mayfield Park Residences at Dansalan Gardens Condominiums • East Ortigas Mansions • Flair Towers • Riverfront Residences • Sheridan Towers • East Raya Gardens • Levina Residences MANILA SAN JUAN MAKATI CITY PROJECTS • Lumiere Residences • Brio Towers MANDALUYONG TAGUIG CITY PROJECTS PASIG PARAÑAQUE CITY PROJECTS • Bonifacio Heights Condominiums • Cypress Towers • Raya Garden Condominiums MAKATI • Siena Park Residences • Rosewood Pointe • Royal Palm Residences • Palm Grove TAGUIG • Arista Place • Mahogany Place I PASAY • Mahogany Place II LAS PIÑAS CITY PROJECTS • Cedar Crest • Verawood Residences • Ohana Place GROWING COMMUNITIES PARAÑAQUE • Maricielo Villas ON-GOING DEVELOPMENTS • Mahogany Place III • Serissa Residences NEW DEVELOPMENTS • Spring Lane Homes • Morning Sun Townhomes CENTRAL BUSINESS • Rainbow Ridge Condominiums CARMONA CAVITE PROJECTS LAS PIÑAS DISTRICT (5 km radius) • Villa Alegre Homes • Vista De Lago • Lakeview Manors • Woodland Hills URBAN CENTER (5 km radius) MUNTINLUPA CITY PROJECT MALAY, AKLAN • Rhapsody Residences • Alta Vista de Boracay CAVITE MUNTINLUPA CABUYAO LAGUNA PROJECT BAGUIO • Willow Park Homes • Outlook Ridge Residences LAGUNA
16 DMCI Holdings, Inc. Torre de Manila, a 40-storey development with resort-style amenities located on Taft Avenue in Ermita, Manila. Its building will feature Lumiventt design technology and an Art Deco-inspired architectural theme.
Major projects launched in 2012
Zinnia Towers, a two-tower condominium with 35 storeys each that is set to rise in North Edsa, Quezon City. This Contemporary Tropical-themed development will feature Lumiventt design technology in its buildings and resort-inspired amenities.
The Amaryllis, a 22-storey residential condominium tower located at the corner of E. Rodriguez and 12th Street in New Manila, Quezon City. It features a modern tropical design and resort-inspired amenities.
Sorrel Residences, a 25-storey residential building set to rise in the vicinity of University Belt, in Sociego St., Manila. It will feature a Modern-Tropical theme and resort-inspired amenities. 2012 Annual Report 17 How will we provide reliable resources towards energy sufficiency?
18 DMCI Holdings, Inc. Decoding the value of its coal resource, Semirara took another leap of integrating the power business, creating a unique synergy to promote coal as the major and reliable energy resource in the country.
Semirara Mining Corporation started its coal business in At the end of 2012, Semirara posted a remarkable 1997 and over the years successfully turnaround it into a performance with net profit amounting Php6.36 billion, robust business with a vision to be the country's primary up five percent from the previous year’s Php6.03 billion. source of energy. Despite the drop in global coal prices, the coal segment In 2009, a progress took place when the Company managed to sustain its earnings by increasing sales ventured into the power business through the volume and coal production, and tightening control on acquisition of a coal-fired power plant in Calaca, costs. These efforts mitigated the decline in net income Batangas – now named a Sem-Calaca Power Corp. to only seven percent to Php3.10 billion from Php3.33 Semirara’s transformation to an integrated coal and billion at the end of 2011. power businesses has made it a more competitive and energy-sufficient company, creating a unique value of being the sole coal-fired generator in the country with its own source of fuel.
10% SALES VOLUME
8% TOTAL PRODUCT COAL 2012 Annual Report 19 3,078 7.6
7.2 7.1 10% 2,453
6.5
SALES VOLUME
TOTAL PRODUCT COAL 8% COMPOSITE PRICE (PHP) 2011 2012
Meanhwhile, the Semirara’s power business COAL contributed substantially to its overall profitability Total coal sold by Semirara in 2012 rose 10 percent to registering 21 percent in net income to Php3.28 billion 7.18 million metric tons (MTs), an increase of 10% from from Php2.71 billion the previous year. Increase in total the 6.52 million MTs sold in 2011. generation compensated for the decline in composite average per kilowatt hour (Kwh) which was caused by Sale to power plants declined 14 percent in 2012 at 2.53 the drop in coal fuel prices. million MTs from 2.96 million MTs the previous year. Although the off-take of the power segment in the first The healthy financial condition of your Company is and second quarters were lower as compared to last clearly exhibited by the continuous strengthening of year as rehabilitation of Unit 1 was completed only in our balance sheet. Consolidated total assets grew from the third quarter, coal off-take began to increase in the Php35.7 billion last year to Php36.2 billion this year, second half. As a result, the power segment’s total coal while consolidated total liabilities reduced from Php20.9 purchases increased six percent to 1.49 million MTs. billion in 2011 to Php19.3 billion and consolidated Meanwhile, deliveries to other power plants dropped stockholders equity increased from Php14.8 billion to in the second half, resulting to a 33% decrease year on Php16.9 billion as at the end of this year. year (YoY) to 1.04 million MTs. However, with three new customers in 2012, sales to cement plants increased by 59% to 1.05 million MTs. This helped offset the decrease in deliveries to power plants and other 16.2 industrial customers, thus softening the drop in total Revenue local sales at two percent to 4.01 million MTs from 4.09 million MTs in 2011. Net(in billion Income Php) 4.1 3.1 On the other hand, export sales rebounded in the last quarter, bringing total exports to 3.17 million MTs this REVENUE year or a 31% growth from last year’s 2.43 million MTs. NET INCOME 14.4 All supply contracts with the Company are already priced at market. As a result, the drop in global coal prices brought down composite average FOB price per MTs this year to Php2,453, a 20% decrease from last year’s Php3,078. 2011 2012
20 DMCI Holdings, Inc. Sales Mix 10%
EXPORTS 37% 2011 POWER PLANTS
CEMENT 6.5 M Mts OTHER INDUSTRIES 45%
7%
6%
44% 2012 7.2 M Mts 35%
15%
POWER
Unit 1 When the Calaca Power Plant assets were acquired in December 2009, Unit 1 can only generate 160 megawatt (MW) or 53% of its rated capacity using pure Semirara coal. The rehabilitation of the unit was focused on improving the load capacity to at least 220 MW or 73% of its rated capacity.
The rehabilitation of the plant started in August 2011 and ended in July 2012 covering all major repair works. The original equipment manufacturers (OEMs), Foster Wheeler for the boiler and Toshiba for the Turbine/Generator, supervised from repair to commissioning of the Unit. The unit can now load 235 MW or 77% of its rated capacity, an improvement of 24% or 75 MW on pure Semirara coal for its fuel.
1% REVENUES 21% NET INCOME 16%ENERGY SALES
2012 Annual Report 21 Revenue Net Income (in billion Php) 9.6 9.7 Load capacity is limited to 260 MW due to some leaks on two of its high pressure heaters 7 & 8. The average load capacity in 2012 is at 249 MW or 20% more than last year. 1% MARKET The power segment’s 2012 recorded sales for bilateral 3.3 2.7 14.4 contracts increased to 2,007 gigawatt hour (GWh) from 1,553GWh in 2011 or 29% improvement. This mainly came from MERALCO since the contract with it took 21% effect last December 26, 2011.
REVENUE MERALCO is still the single biggest customer of the 2011 2012 NET INCOME power segment in 2012, accounting for 80% share of the total energy sales to bilateral contracts. BATELEC I and Trans-Asia accounted for 12% and 6% market 2,463 share, respectively. Total Energy Generation 1,859 Meanwhile, spot market sales dropped by 26% from (in Gwh) 472 GWh in 2011 to 348 GWh in 2012. The decrease in spot sales was due to the increase in contracted power which effectively reduced the excess capacity for sale in 1,132 1,932 the spot market. 32% 14.4 727 531 Energy Sales Mix UNIT 1
UNIT 2 2011 2012 11% 3% Generation capacity is low at 20% in the five months of running against 27% last year but the average load is significantly higher at 197 MW against 155 MW. In 2011 15% general, the unit is now better in terms of generation 2,025 Gwh capacity and efficiency. 47% MERALCO Unit availability was only 2,697 hours or 31% BATELEC 1 23% compared to 54% last year since Unit 1 was down TRANS ASIA for about 7 months due to the rehabilitation works. Total energy generated was 531 GWh or 27% lower OTHERS compared to last year. SPOT 15% UNIT 2 2% Unit 2 is on its second year of operation after its 5% rehabilitation in the last quarter of 2010. The unit 2012 performed better this year in all aspects of operation 10% 2,355 Gwh compared to last year. Gross generation rose by 71% or 1,932 Gwh. Unit availability improved from 60% to 88% and forced outage was limited to only 12% from 36% 68% last year. Running hours in 2012 is remarkably higher than 2011 at 7,761 hours or 48% increase.
22 DMCI Holdings, Inc. Total energy sold in 2012 posted at 2,355 GWh 2012, 85% directly to the customers through bilateral contracts, and 15% to the spot market. Total energy sales increased by 16% from 2,025 GWh recorded in 2011. Meanwhile, due to the decrease in global coal fuel price, composite average price per KWh decreased by 13% at Php4.12 from Php4.75 last year.
Semirara has started mine development activities at the Bobog area. This is expected to be commercially available in 2014. It also took the initial step of harnessing the value of clay, another abundant resource in the island, with the establishment of Semirara Claystone, Inc. In the next few years, Semirara hopes to develop this business through the commercial The project perspective of Phase 1 power plant expansion production of brick stones, an alternative material for located in Calaca, Batangas. the construction industry.
Semirara's strategic expansion activities are focused on utilizing its core strengths to optimize the value of its resources. The synergies the Company is creating are designed to benefit the different businesses of the group. Semirara's transformation from its flagship business coal mining to an integrated power generation leads to better position for growth in terms of capacity and efficiency.
In 2012, Semirara commenced the construction of the additional 2x150 coal-fired power capacity using Circulating Fluidized Bed (CFB).
2012 Annual Report 23 How will we provide sustainable water solutions for the communities
DMCI Holdings, Inc. we serve? 24 DMCI Holdings, Inc. Maynilad considers its customers as its growth partners by providing them with affordable, high-quality water solutions through innovation and operations efficiencies.
Water is equally an important investment of the Company, via its 44.59% equity ownership in DMCI- MPIC Water Company, Inc. (DMWC), the consortium firm it co-owns with Metro Pacific Investments Corp. 15% REVENUE (MPIC). The consortium owns 91.90% of Maynilad Water Services, Inc. (Maynilad) that handles the water distribution and sewer services for the western portion of Metro Manila and some areas of Cavite. For 2012, water investment contributions reached 9% NET INCOME Php2.3 billion up 3.1% over the previous year mainly due to the network efficiencies registered by Maynilad, which included the repair of pipe leaks and replacement of pipes, construction of two reservoirs, and commissioning of pumping/booster stations. Revenue Net Income 15.8 It grew its billed volume by 5.8% to 428.4 million cubic (in billion Php) meters (MCM) versus the 404.7 MCM billed in the prior 13.8 year. With billed volume continuing to grow despite an effective 2.3% reduction in supply, average non revenue 405 water (NRW) for the year improved to 43.5% from 47.8% in 2011. 5.9 6.4 The continued expansion into the southern areas of Muntinlupa, Las Piñas and Cavite meanwhile brought connections up to a total of 1,073,508 billed services, a 6.8% growth from the end of the same period last year, but lower than the 11.3% growth registered in 2011 due to 2011 2012 right-of-way and permitting issues in Cavite. Renewed REVENUE efforts by the company to clean up non-performing accounts also contributed. NET INCOME
2012 Annual Report 25 NRW
BILLED 5.8% VOLUME 9.1%
776 758 48 BILLED VOLUME (mcm)
SUPPLY (mcm) NRW % 428 405
As part of its business expansion strategy, Maynilad acquired private bulk water supplier Philippine Hydro 43 Inc. (PhilHydro), whose clients include the Norzagaray Water District, Sta. Maria Water District, municipal waterworks of Bambang in Nueva Vizcaya, Legazpi City Water District and the municipality of Rizal in 2011 2012 Nueva Ecija. Maynilad formally took over the Legaspi City operations of PhilHydro in October 2011, and has As a result, combined revenues from water and sewer since steadily introduced changes in the bulk water services for the year grew 15.6% to Php15.4 billion supplier’s operations. from Php13.3 billion last year. This was bolstered by the combined effects of the 5.8% increase in billed On the wastewater management side, Maynilad volume and the 9.2% increase in average effective tariff. completed the construction of eight sewage treatment However, the effective rate increase for the year was plants; laid 21km of sewer pipes; and connected over dampened, not only by the deferred implementation 1,500 new sewer service connections. of the higher rate until August, but also by the higher proportion of billed volume growth coming from The water company ended 2012 with a net income of domestic consumption whose rates are subsidized. Php6.4 billion up over 8% from last year's Php5.9 billion. 26 DMCI Holdings, Inc. Daang-Hari Avenue pipelaying
Leak detection activity
West Service Road pipe laying works (near Villamor Pumping Station)
2012 Annual Report 27
Corporate Social Responsibility
How do we align our business directions with our social responsibilities towards community development and sustainability?
28 DMCI Holdings, Inc. Your Company is committed to provide sustainable benefits to our stakeholders where our businesses operate through effective development programs that reach out to communities and help maintain and improve the society's overall welfare.
We, at DMCI Holdings, is committed to implementing supply the island and neighboring islands of about 432 corporate social responsibility efforts anchored on the metric tons of fish a year. various initiatives of our operating units. The Company continues to support deep-sea fishing A. SEMIRARA'S FIVE E’S operations of associations it helped organized, Semirara Fishing Association (SEMFA) and Community Relations What was previously called philanthropy, Semirara (ComRel) fishing groups. Since the organization has since took CSR to the highest level back to the of SEMFA in 1999, these fishing groups have been communities it serves. The Company has established supplying the island and neighboring island markets various social and environmental programs to about 432 metric tons of fish annually. SEMFA is the residents of Semirara Island. The Five Es – currently operating five boats while ComRel has four. Employment, Education, Environment, Electrification, and Economic – were created to fully serve the host Recognizing the food security issues of Semirara communities, support their livelihood, food and Island, the local governments of Caluya Municipality nutrition, health and sanitation, basic literacy and and Barangays Semirara and Alegria, the company’s electrification among others. workers’ cooperatives, namely, Semirara Multipurpose Cooperative (SEMCO) and Integrated Workers Employment Multipurpose Cooperative (IWMPC) and Semirara Semirara Island has an area of 5,500 hectares in Mining Corporation itself, joined forces in 2010 to form which farming and fishing are the main livelihood SAKA SAKA Pioneer Livelihood Association. It aims of 12,000 residents. Out of this number, 2,760 are to create and/or intensify community economic and employees of Semirara, making it the single biggest agricultural activities on the island. employer in the island.
Minesite employees enjoy free housing and support for water and power utilities, free education for their dependents at the Divine Word School of Semirara Island, Inc. (DWSSII) and transportation to and from place of work. Semirara also built a 60-stall commercial center where employees' dependents gained the opportunity to make a livelihood by selling fish, meat and vegetables.
Semirara organized deep-sea fishing associations, the Semirara Fishing Association (SEMFA) and the Community Relations (ComRel) fishing group, which
2012 Annual Report 29 Among its notable projects in 2012 were hog- part last year. It aims to promote self-sustainability growing and fattening project with 120 heads in among residents, better work-life balance for workers, Barangays Semirara and Alegria done November and creative and physical outlet for the youth. It is an 2011 to February 2012, and another 20 heads in avenue to discover and develop skills in the arts, music Bunlao of Barangay Alegria implemented from May and sports. to September 2012. Though the trial runs did not bring much profit, the actual operations proved that Environment cooperation among island’s primary organizations is The Company developed the Tabunan marine sanctuary possible and can contribute to address livelihood and that aims to protect and preserve the marine life and food security concerns. the endangered species such as the Tridacna gigas, a giant clam that survives only in safe and unpolluted Education marine environment. The giant clams project reached a Semirara has supported its workers’ dependents milestone in 2010 when the Tabunan Marine Hatchery through free education and school facilities at the and Laboratory successfully started spawning T. gigas, Divine Word School of Semirara Island (DWSSI). In in-situ, within the 150-hectare marine sanctuary coastal addition, 68 school children of Villaresis Elementary area from Ilugao, south to Tabunan, Sibutong and up to School enjoyed free breakfast, weekend tutorials, free Mamboquil cove. books, complete school uniforms and allowances for school projects. From the giant clams that came from UP-Bolinao, the hatchery and laboratory have produced and reseeded Top students from DWSSI and Semirara National High a total of 2,360 T. gigas in the Tabunan reefs. Local School were also given college scholarships. Since species of the giant clams were also being spawned 2008, the Company has been supporting 44 scholars, successfully in 2011 and 2012, raising hopes to delist the providing them tuition fees and monthly allowances. giant clams as endangered species in Semirara.
Meanwhile, grade school teachers were trained on Semirara's determination to a greener island, the Synergeia techniques in English and Mathematics, Company surpassed the target of 1 million trees in 2012, a joint project of Municipality of Caluya, Barangay having planted 1.2 million trees that began in 2000. The Semirara, Synergeia Foundation and the Company. development of mangroves has also progressed for the same period covering 172.71 hectares around the island. Not only the academe excellence has been strengthened by these projects but culture and the arts The multi-sectoral monitoring group conducted its are also being nurtured among the school children. regular visits to Semirara facilities to monitor the air The Maligayang Semirara, created from the success of quality in the premises of company facilities and in the Summer Camp 2012 in the island, is an annual summer community housing areas. Commission and testing of camp and music workshop which 500 children took equipment that measure the emission of sulfur dioxide and nitrogen dioxide were within standards.
Electrification Semirara worked with the Antique Electric Cooperative (ANTECO) in 1999 to install power lines and provide electricity to the communities of Semirara Island, giving each employee’s household free power allocation of 300 kwh per month while excess usage is paid through salary deduction. The island residents also enjoy Php200 free electric utility, a benefit the local government of Barangay Semirara has been providing for five years.
30 DMCI Holdings, Inc. As the power requirements of mine and support Despite the improvement, however, management is operations in the island continue to increase, the considering developing a separate distribution line for company has then identified an area on which to set water for general household cleaning and watering up a new 15MW coal-fired power plant that will utilize plants to further conserve potable or filtered water. the modern Circulating Fluidized Bed (CFB) technology, Semirara also provided solar-powered water pumps also known as a “clean-coal” technology, which to Barangays Bacong, Dionela, Harigue and Sibato significantly reduces sulfur and nitrous oxides and in nearby islands of Caluya to improve supply and particulate emissions compared to traditional power distribution of water to the communities. plants. The CFB technology can also allow the use utilize low-grade coal as fuel and thereby maximize the island’s coal resources. B. DMCI HOMES’ KAAKBAY
Economic Empowerment “Kaakbay” is DMCI Homes’ umbrella corporate social Semirara households now enjoy potable water from responsibility program. It is from the Filipino word ‘akbay’, the Sanglay water catchment with holding capacity of the act of putting one’s arm over another’s shoulders; 4 million cubic meters, fed into a filtration and refilling it is also a gesture of care, concern and camaraderie. It system. Average water consumption last year was promotes fostering good relations with the communities at 98 cubic meters per hour, an improvement from where DMCI Homes operates and brings forth social 135 cubic meters in 2011 due to water conservation activities beneficial to the Filipino society. campaign implemented by the Company. Kaakbay sa Kalusugan initiatives are relevant to health and wellbeing.
DMCI Homes steered a medical mission in Barangay Sto. Niño, Parañaque City where Arista Place, a resort- style mid-rise community, is located. Two hundred families received free medical consultation, dental service and medicines. The medical mission sparked the cooperation between the local government unit of Parañaque City, pharmaceutical firms Unilab and Generika, Lamoiyan Corp., and DMCI Homes.
Kaakbay ng Kalikasan projects are relevant to environmental protection and ecological aspects of DMCI Homes offered free advice at HARAYA ARKI Clinic. sustainable development.
Adopt-A-Estero Program - Memorandum of Agreement signing for Pasong Tamo River project, a joint initiative among DMCI Homes, DENR, local government of Quezon City, Laguna Lake Development Authority, Metropolitan Manila Development Authority, Rotary Club of Diliman Silangan, and barangay leaders.
2012 Annual Report 31 Kaakbay sa Edukasyon upholds learning and education. DMCI Homes renewed ties with the academic community by extending support to the University of Leaders of the Rotary International, local leaders and members the Philippines-College of Architecture (UPCA) on the of District 3830, together with the Paranaque City government, presented DMCI Homes a plaque of appreciation for donating institution’s annual exhibition of students’ works during Php 12 million to fund the building of 92 row houses for the Haraya 2012. DMCI Homes sent in-house professionals Rotary Homes project who joined some members of the UPCA faculty in conducting one-on-one professional advice sessions DMCI Homes actively participated in Department of with members of the UP community who want to Environment and Natural Resources’ Adopt-an-Estero purchase, build, renovate, or decorate a home. Program by adopting a 1.63-km stretch of the Pasong Tamo River. The estero is bounded by the bridges along Tandang Sora in Barangay Culiat, and Carmel C. DMCI MINING'S SDMP Avenue in Barangay Bahay Toro in Quezon City where Stellar Place, a resort-style mixed-use development DMCI Mining Corporation's (DMCI Mining) Social is located. The adoption formalized the team work Development Management Program (SDMP) was between DMCI Homes, DENR through Environmental developed in response to the issues and concerns of Management Bureau, the local government of Quezon the Company’s host and neighbouring communities City, Laguna Lake Development Authority (LLDA), and measured the idea on how to meet the company’s Metropolitan Manila Development Authority (MMDA), goals and objectives. This covers the communities of Rotary Club of Diliman-Silangan, and barangay leaders Sta. Cruz, Zambales, where the primary host community in decongesting the identified stretch of Pasong Tamo is Barangay Guisguis. Other neighbouring Barangays River. This joint initiative between a builder-developer beneficiaries are Barangays Guinabon, Canaynayan, and Rotary Club is the first of its kind for DENR’s Adopt- Bangcol, Bulawon, Lomboy, Tubo-tubo North, Bolitoc, An-Estero Program. Poblacion North and South, Lipay and Barangay Biay. SDMP aims to empower the host and neighbouring Kaakbay ng Pamayanan aims to enhance social welfare communities towards self – governance; improve and community development. their quality of life; and promote greater awareness on responsible mining. An agreement was forged this year among the city government of Parañaque, District 3830 Rotary Medical Mission Homes Foundation, Inc., CFC ANCOP Tekton As part of DMCI Mining’s commitment on Health Foundation, Inc., and DMCI Homes. The company Program, Medical and Dental Missions and provision bankrolled Php12 million for the construction materials of free medicines and vitamins to residents of host and to be used in Parañaque Rotary ANCOP Community, neighbouring barangays were conducted. Almost 1,200 a 4.2-hectare site along C5 Extension Road near the residents from five barangays in Sta. Cruz, Zambales NAIA 1 runway which will eventually house 1,500 were give free medical services in 2012. On top of this, informal settler families. there were 380 senior citizens benefitted from free medicines and vitamins from this program.
32 DMCI Holdings, Inc. Left: Distribution of school supplies at Brgy. Lipay, Sta. Cruz, Zambales.
Below: Tree planting at Bolitoc Port
To better facilitate the medical services, DMCI Mining Infrastructure Program turned over new medical equipment such as height Several infrastructure activities were implemented in board, doppler, nebulizer machines, digital blood the host and neighbouring communities, such as road pressure apparatus, weighing scale to health centers and dam repairs, renovation of health centers, and of Barangays Guisgis, Poblacion South, Bolitoc, Biay construction of sports facilities. and Lomboy. Environment Preventive health services were also provided by DMCI Mining is also committed to the conservation and the Company. The threat of dengue fever breakout protection natural resources. Programs and activities in some barangays made the local government and were stipulated under the approved Environmental DMCI Mining joined forces to conduct defogging in Protection and Enhancement Program (EPEP) to these barangays. mitigate negative environmental impacts, like the Dust Suppression Procedure, a program to mitigate air Education pollution. It spent a total of Php 11.6 million for the EPEP DMCI Mining values education as a vital tool for programs in 2012. development. Thus, the Company initiated to support the schoolchildren of Sta. Cruz, Zambales by providing Other environmental activities include road watering, supplies to 653 day-care and elementary pupils from 16 settling ponds and perimeter canals and berms to schools of thirteen barangays. Aside from the supplies, contain storm water carrying silt and sediments, and the Company is giving free meals to these pupils age benching to prevent soil erosion, waste management, two to five years to sustain healthy body and perform mine rehabilitation and tree planting activities. well in school. D. MAYNILAD'S CSR PROJECTS Livelihood Program Livelihood programs were also developed to help Daloy Dunong residents of Barangay Guisguis become self-sufficient. Daloy Dunong is a Maynilad education program that Trainings and seminars were conducted such as seeks to engage the youth on the importance of water Pinoy Teknology on soap fabric conditioner and liquid to health and of caring for the environment. It involves detergent making, pig dispersal, tocino and longanisa visiting schools in the West Zone so students can making and fruit preservation. participate in fun audio-visual lectures, puppet shows
2012 Annual Report 33 Maynilad participated in Global Hand Washing Day by giving away 200 hand washing kits to the students of Corazon Aquino Elementary School in Batasan Hill, Quezon City.
and water-themed games that tackle responsible use of Initially implemented in year 2009 at Barangay 123 in water, health benefits of water, and the environmental Tondo, Manila, STM has since seen implementation in ills that effect water supply. other areas of the West concession. As of 2012, there are now 12 STMs servicing 2,683 low-income families. The Daloy Dunong program also encourages students to become “Water Warriors” for their respective Lingkod Eskuwela communitie or advocates who promote the importance The problems of poor and inadequate water supply in of clean and safe water to health and the environment. public schools were directly addressed by Maynilad’s Since its soft launch in October 15, 2012 to coincide with Lingkod Eskuwela program, which provided drink- the 5th Global Handwashing Day, Maynilad’s Daloy and-wash stations for 126 beneficiary schools in the Dunong program has benefited over 10,000 students West Zone since its inception in 2008. Under the from 40 public schools in 2012. program, Maynilad also provides septic tank cleaning services and technical assistance in the maintenance of Maynilad sa Komunidad campuses’ internal plumbing system. The Maynilad sa Komunidad Helpdesk is a customer outreach program that aims to make the company In 2012 alone, drink-wash stations in 40 public schools more accessible and responsive to the needs of the were built, each with an upgraded design featuring poor. It involves the establishment of helpdesks in child-friendly facts on water and the environment. nearby barangay halls to provide Maynilad customers in low-income areas with “branch office” services in a E. D.M. CONSUNJI TECHNICAL TRAINING CENTER convenient, effective and cost-efficient manner. (DMCTTC)
With the Maynilad sa Komunidad helpdesks, customers Year 2012 was a year of transformation for the D.M can just go to their barangay halls to transact in-person Consunji Technical Training Center. The appreciation with a Maynilad Zone Specialist. They no longer have given by the DMCI Group of Companies recognized and to travel to the company’s Business Area offices for validated the change from being a training center into their water service inquiries, complaints and other an Organization Development Center. To exemplify concerns. As a result, low-income customers save on this, DMCTTC has geared towards its new vision to transportation costs, time and effort, thus, lessening become the Center for Excellence of the DMCI Group of their financial and physical burdens. Companies. To achieve this new vision, the Center shall continue and intensify its contribution in the growth of Samahang Tubig Maynilad (STM) the DMCI Group of Companies by building capacities STM was developed to address the problems of water of the Human Capital through identified Organization inaccessibility and irresponsible water use in Maynilad’s Development interventions, program development, concession area. Under STM, residents of urban poor training and certification in order to complement communities are organized and given competency initiatives to develop organizational excellence. trainings to enable them to manage the water supply This thrust became the driving force of the various delivery system in their area. interventions and programs that DMCTTC has rendered for the past year and beyond.
34 DMCI Holdings, Inc. Organization Development Leadership, Supervisory Development, Problem DMCTTC continued its involvement in the Corporate Solving and Decision Making and Foremanship Social Responsibility programs of SCPC thru Carpentry Training, among others. Adding to the Safety portfolio and Masonry Skills Training. It has also participated are 1-day Construction Workers Safety Orientation, in the development of CSR programs for Suhay a program required by DOLE for all construction- Foundation and looking forward to DMCI’s Samar based employees, Scaffolding Safety for Workers Project, among others. and by next year, Basic Occupational Safety and Health Course for Mining. As part of the Culture- The Center also facilitated the Strategic Planning building series, the Center has also developed the Sessions and Operations Planning of DMCI Mining, Teambuilding Program and Developing a Values- Semirara Mining and SCPC using the Balanced Oriented Workplace for Professionals. Development Scorecard Model. and updating of flagship programs like the Engineers Development Program and Foremanship Early this year, DMCI Mining contracted DMCTTC into Development Program are ongoing and well on its a full Organization Development Engagement starting way to be launched in 2013. off with the conduct of an Organization Assessment to identify the Priority Change Agenda in making DMCI Partnerships and Accreditations Mining a more effective organization. The Center has maintained its accreditations from accrediting bodies such as DOLE, Technical Education Another milestone project is putting together the and Skills Development Authority (TESDA), Institution Succession Plan for key positions at Semirara Mining. of Integrated Electrical Engineers (IIEE) and the United Simultaneously, Training Needs Analysis of Semirara Architects of the Philippines (UAP). By 2013, DMCTTC Mining, CERI-Dacon and SCPC were also assessed by will also be an accredited Assessment Center by DMCTTC. Implementation of the training interventions TESDA for Carpentry, Masonry and Tile Setting which as recommended in the TNA has also been conducted will allow the Certification of skilled and qualified by the Center such as Leadership and Supervisory workers paving the way for additional value-adding Development Programs. services being offered by the Center.
The Center also assisted in the Goal Setting and Existing partnerships with its local and international Cadetship program for Engineers of SCPC. connections bear continuous endeavors from the Philippine Constructors Association, Association of Significant programs for the different companies proved Carriers and Equipment Lessors, Inc (ACEL), Wire Rope to be an indication that indeed DMCTTC has made its Corporation of the Philippines, Medwest Foundation, impact not only on developing individuals but in the Meralco Foundation and TUV Rheinland, among others. development of the entire organization as well. Late this year, DMCTTC kicked off with its plan to be Trainings an ISO-accredited Institution for both ISO 9001:2008 In 2012, DMCTTC focused on improving its services by Quality Management Systems and ISO 10015:1999 providing quality training exclusive to the DMCI Group Training Management Systems to ensure the quality of Companies, covering a total of 102 batches with and effectiveness of its programs and services. 1,333 graduates, 89 of which are from the DMCI Group; and 13 batches of Construction Occupational Safety and Health (COSH) Course, the 40-hour mandatory training which is one of the Department of Labor and Employment (DOLE)-Accredited Safety Training Organizations.
It is also worthy to note the nationwide reach of DMCTTC continuously conducting programs in Luzon, Visayas and Mindanao.
Moreover, DMCTTC also launched new program offerings to address the needs of its clientele namely Participants in the Concreting Awareness Program conducted by DMCTTC.
2012 Annual Report 35 Corporate Governance
Your Company does its business in accordance with the highest professional standards, business conduct and ethics and all applicable laws, rules, and regulations in the Philippines. The Company, its directors, officers, and employees are dedicated to promote and adhere to the principles of good corporate governance by observing and maintaining its core business principles of accountability, integrity, fairness, and transparency.
The Board The Board of Directors (the “Board”) is responsible in fostering the long-term success of the Corporation and securing its sustained competitiveness in a manner consistent with its fiduciary responsibility, which it shall exercise in the best interest of the Corporation, its shareholders and other stakeholders. The Board ensures that the company is appropriately and effectively managed and controlled. It shall conduct itself with utmost honesty and integrity in the discharge of its duties, functions and responsibilities. The Board’s main thrust is to institutionalize corporate governance principles and best practices with transparency,
36 DMCI Holdings, Inc. The Company, its directors, officers, accountability, professionalism, diligence, and fairness. and employees are The Board is also expected to preserve and enhance shareholder value. dedicated to promote
The Corporation’s Board consists of nine (9) Directors, and adhere to the including two (2) Independent Directors. The roles of the Chairman and Chief Executive Officers are principles of good made separately to ensure independence and accountability. The Chairman’s task is to turn a corporate governance group of capable individuals into an effective board team. The Corporation has two (2) The Independent by observing and Directors, representing twenty percent (20%) of the Board composition. maintaining its core Board Performance In 2012, the Board had one (1) regular meeting, one (1) business principles stockholders’ meeting, one (1) organizational meeting and sixteen (16) special meetings. As per records of of accountability, the minutes of the meetings of the Board, no Director has absented himself for more than fifty percent integrity, fairness, (50%) from all meetings of the Board, both regular and special, during his incumbency or the twelve (12) and transparency. month period.
Board Attendance for the year 2012 NO. OF MEETINGS NO. OF MEETINGS BOARD NAME HELD DURING % ATTENDED THE YEAR
Chairman David M. Consunji 19 18 95%
Member Cesar A. Buenaventura 19 18 95%
Member Isidro A. Consunji 19 19 100%
Member Herbert M. Consunji 19 19 100%
Member Ma. Edwina C. Laperal 19 19 100%
Member Victor A. Consunj 19 18 95%
Member Jorge A. Consunji 19 19 100%
Independent Honorio O. Reyes-Lao 19 19 100%
Independent Antonio Jose U. Periquet 19 19 100%
2012 Annual Report 37 Board Committees The Board established three (3) Committees to 2012 CORPORATE GOVERNANCE further enhance the implementation of corporate COMMITTEES governance. The Committees are tasked to adopt a system of internal checks and balances. Each Committee has the responsibility to oversee Nomination and Election Committee the Board performance and proper discharge of independent views over meetings. ANTONIO JOSE U. PERIQUET (Independent), Chairman DAVID M. CONSUNJI, ISIDRO A. CONSUNJI Nomination and Election Committee and MA. EDWINA C. LAPERAL, Members The Nomination and Election Committee (NEC) is composed of four members, one of whom is an Independent Director. The NEC’s main function is Compensation and Remuneration Committee to pre-screen and shortlist all candidates nominated to become a member of the Board of Directors in HONORIO O. REYES-LAO, Chairman accordance with the qualifications and disqualifications JORGE A. CONSUNJI and set in the Corporation’s Manual on Corporate CESAR A. BUENAVENTURA, Members Governance and in the Amended By-Laws. The NEC Chairman consistently attended the Annual Stockholders’ Meeting in the past three (3) years Audit Committee to give shareholders an opportunity to address the Committee. The NEC has plans of formulating HONORIO O. REYES-LAO, Chairman an Executive Succession Plan Policy and a Board ANTONIO JOSE U. PERIQUET (Independent) evaluation performance. ISIDRO A. CONSUNJI and HERBERT M. CONSUNJI, Members Compensation and Remuneration Committee The Compensation and Remuneration Committee HERBERT M. CONSUNJI, Compliance Officer (CRC) is composed of three (3) members, one of whom is an Independent Director. The CRC’s main thrust JORGE A. CONSUNJI, Head of Special Committee is to establish a formal and transparent procedure on Violation of the Manual on directors’ and executive officers’ remuneration and provide oversight over remuneration of senior management and other key personnel ensuring that compensation is consistent with the Corporation’s culture, strategy and control environment. The Chairman of the CRC consistently attended the Annual Stockholders’ Meeting in the past three (3) years. The CRC has plans of developing remuneration policy for its directors and executive officers.
Audit Committee The Audit Committee (AC) is composed of four (4) members, two (2) of whom are Independent Directors, and one (1) of whom is the Chairman. The AC works closely with the external and internal auditors to check all financial reports against compliance with both internal and external management handbook and accounting standards. The Audit Committee meetings
38 DMCI Holdings, Inc. are scheduled at appropriate time to address matters on financial disclosures, audit reports and accounting and auditing processes. The Chairman of the AC has attended the Annual Stockholders’ Meeting for the past three (3) years.
Enterprise Risk Management The Company has commissioned Sycip, Gorres, Velayo & Co. (SGV&Co.) to assist in handling Enterprise Risk Management (ERM) among DMCI Group. The Company has conducted an Enterprise Risk Awareness Session initially to the Board of Directors followed by Risk Awareness workshops among executive managers of the subsidiaries. The Company has established an ERM with the Corporation’s Manual on Corporate Project Team headed by the SGV Co. ERM activities of Governance. This Code of Business Conduct and the Company are in line and in accordance with latest Ethics (the “Code”) sets forth the Company’s business IAS adopted as PAS and other compliance requirements principles and values which shall guide and govern all from SEC and PSE. business relationships of the Company, its directors, officers and employees in carrying out their duties and The ERM Project Team headed by the SGV Co. has responsibilities effectively. initiated the ERM activities. Going forward, the appointment of Risk Management Officer may become Transparency and Disclosures necessary, depending on the final ERM handbook or The Corporation consistently informs the investing policy that the company may develop. public of its material information through structured Code of Business Conduct and Ethics and unstructured timely disclosures to the Philippine Stock Exchange and the Securities and Exchange The Corporation has established and adopted its Code Commission. The Corporation, through its investor of Business Conduct and Ethics (the “Code”) to ensure relations group, is constantly in communication with full compliance of Directors, Officers, and employees shareholders and investors in an appropriate time. The Group engages in conference calls, or meets with institutional and prospective investors and analysts.
Corporate Website For the benefit of easy access to information by the investing public, shareholders and investors, the Corporation has developed a website to showcase its corporate information, updates on businesses operations, events, disclosures, and stock prices. The relevant information is accessible through its official website http://www.dmciholdings.com.
2012 Annual Report 39 Achievements
DMCI Homes Awards and Recognitions
FIRST-EVER READER'S DIGEST ASIA TRUSTED BRAND AWARD (GOLD) DMCI Homes was awarded with a Gold Reader’s Digest Asia Trusted Brand Awards, considered ‘The Ultimate Receiving the Trusted Brand Award recognition from Reader’s Digest Seal of Consumer Approval’. It is based on consumer Asia Commercial Director, Ms. Yvonne Tey (left), are DMCI Homes President Mr. Alfredo R. Austria (middle) and DMCI Homes Treasurer responses from different countries in Asia to determine Ms. Ma. Edwina C. Laperal. the brands that they feel are the most trustworthy. A Gold Award means that the brand’s rating score clearly PHILIPPINE GREEN BUILDING COUNCIL MEMBERSHIP excels above other brands in the category. DMCI Homes became a corporate member of Philippines Green Building Council (PhilGBC), a national BCI ASIA TOP 10 DEVELOPERS AWARD non-stock, non-profit organization that promotes the DMCI Homes was awarded for the 2nd year in a row sharing of knowledge on green building practices to as one of the top developers of the Philippines. The ensure a sustainable environment. BCI Asia Top 10 Awards acknowledges the most commercially significant developers, those with the PHILIPPINE QUILL AWARDS 2012 highest value of portfolio of projects to start construction DMCI Homes’ “Ikaw Na, Maybe” Customer Service in 2012, in Hong Kong SAR, Indonesia, Malaysia, the Campaign won an Excellence Award in the 11th Philippines, Singapore, Thailand and Vietnam. Philippine Quill Awards for Communication Management Division – Employee/Member Communication Category. The Philippine Quill is the country’s most prestigious and relevant award for business communicators. It is given annually by the International Association of Business Communicators (IABC) Philippines.
QUEZON CITY EXEMPLARY TAXPAYER DMCI Homes was honored as one of the exemplary corporate taxpayers during Quezon City’s 73rd Foundation Month Celebration. The Quezon City government highlighted the contribution of companies that are not only top taxpayers, but are also actively engaged in the social responsibility programs of the city.
10B CORPORATE NOTES ISSUANCE This year, DMCI Homes was able to raise PhP 10 Billion through a notes facility agreement with top financial institutions and lenders. The initial offer of Mr. Alfredo R. Austria, President of DMCI Homes (left) PhP 5 Billion was oversubscribed by 100%, showing received the award for DMCI Homes as one of the top a clear indication of lender trust and confidence in developers in the Philippines in the prestigious annual BCI Asia Awards 2012. the company. With the infusion of these funds, DMCI Homes will be able to offer a wider array of resort-style communities for young Filipino families.
40 DMCI Holdings, Inc. Maynilad's Achievements “Redefining Maynilad: An Integrated Communication Program” DUBAI INTERNATIONAL AWARDS Merit Award, Public Relations Programs on a Sustained FOR BEST PRACTICES Basis Category More through Less: The Maynilad Non-Revenue Water Management Program 8TH GAWAD KALIGTASAN AT KALUSUGAN (GKK) AWARDS OF THE DEPARTMENT OF LABOR AND declared as a Best Practice – Finalist EMPLOYMENT (DOLE)
AGORA AWARDS La Mesa Treatment Plant 1 Samahang Tubig Maynilad – Finalist Secretary’s Award of Distinction, Institutional Category
PHILIPPINE QUILL AWARDS 2012 Tondo Sewage Pumping Plant “Ripples” the Maynilad official newsletter Secretary’s Award of Distinction, Institutional Category Merit Award, Public Relations Tools Category Engr. Conrado Soriano, Maynilad Safety head Maynilad sa Komunidad Helpdesk Program Secretary’s Award of Distinction, Institutional Category Finalist, Communication Management/ Customer INTERNATIONAL WATER ASSOCIATION (IWA) Relations PROJECT INNOVATION AWARDS ANVIL AWARDS 2012 “Maynilad Transformation Program” Maynilad sa Komunidad Helpdesk Program Global Honour Awardee, Operations/Mgmt. Category Excellence Award, Public Relations Programs Directed DRINKING WATER SAFETY AWARDS OF IWA AND at Specific Stakeholders Category WORLD HEALTH ORGANIZATION “Maynilad Water Safety Plan” “Ripples” the Maynilad official newsletter Merit Award, Public Relations Tools Category Overall Winner
“Beyond Basic” Jingle Merit Award, Public Relations Tools Category
Receiving the GKK Awards are Maynilad’s Quality President and CEO of Nagaoka International Corporation Environment Safety and Health Team led by Engr. and member of the Global Project Innovation Awards Francisco Arellano (4th from left) and Wastewater judging panel Hitoshi Mimura (2nd from left) hands the Management Team led by Engr. Antonio Garcia (2nd award to Maynilad President and CEO Victorico P. Vargas from right), shown here with Ma. Teresita Cucueco, (3rd from left). Also in the photo are (L-R) Maynilad SVP Executive Director of the DOLE’s Occupational Safety for Quality Environment Safety and Health Management and Health Center (5th from left). Engr. Francisco Arellano and SVP for Commercial and Marketing John Patrick Gregorio. 2012 Annual Report 41 Board of Directors
DAVID M. CONSUNJI is the Founder and Chairman of the Board of Directors of D.M. Consunji, Inc. Mr. Consunji is also Chairman of Dacon Corporation, and Semirara Mining Corporation, Sem-Calaca Power Corp., Southwest Luzon Power Generation Corp., and Semirara Claystone Inc. Mr. Consunji served as the Secretary of the Department of Public Works, Transportation and Communications from August 1971 to 1975. Awards and recognition received by Mr. Consunji include (i) named Meralco Awardee in Engineering and Applied Sciences, 1994; (ii) recipient of the Civil Engineer Diamond Jubilee Award presented by the University of the Philippines Alumni Engineers in 1985; (iii) One of the Ten Outstanding Civil Engineers in 1982 by the Philippine Institute of Civil Engineers; (iv) recipient of Doctor of Laws, honoris causa, University of the Philippines in 1993; (v) named Outstanding Citizen of the City of Manila for Engineering in 1979; and (vi) named Management Association of the Philippines Awardee in 1996, Outstanding Alumni Engineer of the University of Phils. Alumni Engineers in 2010, and Icon of the Philippine Construction Industry 2010 by the Phil. Constructors Association. Mr. David Consunji has served the Corporation as Chairman of the Board for eighteen (18) years since March 1995. DAVID M. CONSUNJI
CESAR A. BUENAVENTURA ISIDRO A. CONSUNJI HERBERT M. CONSUNJI
CESAR A. BUENAVENTURA is Chairman of ISIDRO A. CONSUNJI is a regular Director of HERBERT M. CONSUNJI is a Director, Vice- Buenaventura Echauz and Partners, Inc. He the following: DMCI Project Developers, Inc., President, Chief Finance Officer and Compliance is currently a Director of the following: DMCI Semirara Mining Corporation, Dacon Corporation, Officer of the Corporation. He is also the Holdings, Inc., Semirara Mining Corporation, DMCI-MPIC Water Company, Inc., Sem-Calaca Chairman of Subic Water and Sewerage Company, iPeople Inc., D.M. Consunji, Inc., Petroenergy Power Corp., Southwest Luzon Power Corp., Inc. and Philippine Hydro, Inc., Vice-President Resources Corp., AG&P Company of Manila, Sem-Cal Industrial Park Developers Inc., Semirara and Treasurer of DMCI Mining Corporation, Inc., Montecito Properties, Inc. (Vice Chairman), Claystone Inc., Sem-Cal Res Corp., DMCI Power Treasurer of Sem-Calaca Res Corporation and Pilipinas Shell Petroleum Corp., Philippine Corp., DMCI Mining Corp., Crown Equities, Inc. Chief Operating Officer of Maynilad Water American Life Insurance Company and Manila and Beta Electric Corporation. His other positions Services, Inc. He is a regular Director of Semirara International Airport Authority. He was chosen include: Chairman of the Board of Directors Mining Corp., DMCI Mining Corp., DMCI Power Management Man of the Year in 1985 by MAP of DMCI Homes, Beta Electric Corporation; Corp., Sem-Calaca Power Corp., Sem-Calaca Res and in January 1991, he was personally granted President of Dacon Corporation, and Sem-Calaca Corp., Southwest Luzon Power Corp., Sem-Cal the award of Honorary Officer of the Order of the Power Corp. Mr. Isidro Consunji has served the Industrial Park Developers, Inc., Philippine Hydro British Empire by her Majesty Queen Elizabeth II. Corporation as a regular director for eighteen (18) Inc. and Subic Water & Sewerage Co. Mr. Herbert Mr. Buenaventura has served the Company as Vice years since March 1995. Consunji has served the Corporation as a regular Chairman for eighteen (18) years since March 1995. director for eighteen (18) years since March 1995.
42 DMCI Holdings, Inc. JORGE A. CONSUNJI VICTOR A. CONSUNJI MA. EDWINA C. LAPERAL
JORGE A. CONSUNJI is the President and Chief VICTOR A. CONSUNJI is a Director of the following: MA. EDWINA C. LAPERAL is the Treasurer of Operating Officer of D.M. Consunji, Inc. His other DMCI Holdings, Inc., Dacon Corporation (Vice- DMCI Holdings, Inc., Dacon Corporation, DMCI positions include: Director of Semirara Mining President), Semirara Mining Corporation (President), Project Developers, Inc., and DMCI Urban Property Corporation, Beta Electric Corp., Chairman of Wire Wire Rope Corporation of the Philippines, One Developers, Inc.; Regular Director of DMCI Rope Corporation of the Philippines, and Treasurer Network Bank (Chairman), M&S Company, Inc., Holdings, Inc., DMCI Project Developers, Inc., of Dacon Corporation. Mr. Jorge Consunji has Sodaco Agricultural Corporation, Sirawai Plywood Semirara Mining Corporation and D.M. Consunji, served the Corporation as a regular director for & Lumber Corp. (Chairman), DMC Urban Property Inc. Ms. Laperal has served the Corporation as eighteen (18) years since March 1995. Developers, Inc., DM Consunji, Inc., and Ecoland Treasurer for eighteen (18) years since March 1995. Properties Development Corporation. Mr. Victor Consunji has served as a regular director of the Corporation for eighteen (18) years since March 1995.
HONORIO O. REYES-LAO ANTONIO JOSE U. PERIQUET ATTY. NOEL A. LAMAN
HONORIO O. REYES-LAO is the Director of ANTONIO JOSE U. PERIQUET is currently the ATTY. NOEL A. LAMAN is a founder and Senior Philippine Business Bank from 2010 up to present. Chairman of Pacific Main Holdings, Campden Hill Partner of Castillo Laman Tan Pantaleon & San He was the President and Director of Gold Venture Group and Deutsche Regis Partners, Inc; Trustee Jose Law Firm. His other positions include: Lease and Management Services, Inc, 2008-2009; of the Lyceum of the Philippines University, Treasurer of the DCL Group of Companies Senior Business Consultant of the Antel Group Director of The Straits Wine Company, Inc.; (Manpower Resources of Asia/Sealanes Marine of Companies, 2007-2009; Senior Management Independent Director of Ayala Corporation, Services/Center for Multicultural Studies/CRAFT Consultant of East West Banking Corporation, BPI Capital Corporation, Bank of the Philippine Technologies, Inc.); Director and Corporate 2005-2006. Prior to 2005, Mr. Reyes-Lao was Islands, BPI Family Bank, ABS-CBN Corporation, Secretary of Boehringer Ingelheim (Phils.), Inc. the Senior Vice-President of China Banking ABS-CBN Holdings, Corporation and Philippine and Merck, Inc. He is an active member of the Corporation in charge of the lending operation Seven Corporation. He was previously executive Intellectual Property Association of the Philippines, under the Account Management Group. He was a director of various financial institutions in London the Philippine Bar Association, and have been a Director of the First Sovereign Asset Management and Hong Kong. Mr. Periquet holds an MBA from speaker in local and foreign legal seminars and Corporation, 2004-‘06; Director and Treasurer of the University of Virginia, a MSc in Economics from a resource person of various foreign chambers CBC Insurance Brokers, Inc, 1998- 2003 : Director Oxford University and a Bachelor of Arts degree in of commerce in the Philippines. Atty. Laman’s of CBC Forex Corporation, 1997-2002; and CBC Economics from the Ateneo de Manila University. practice of law includes corporate law, intellectual Properties and Computer Center, Inc, 1993-2006. He is a member of the Dean's Global Advisory property and mergers and acquisition. He is the His civic affiliations are the Makati Chamber Council, Darden School of Business, University of firm’s representative to the State Capital Group, of Commerce and Industries - past President; Virginia. Mr. Periquet has served the company as a US based group of international law firms. Atty. Rotary Club of Makati West – Treasurer; and a an Independent Director for three (3) years since Laman has served the Corporation as Corporate Fellow in the Institute of Corporate Directors, a July 2010. Secretary for eighteen (18) years since March 1995. professional organization which espouses good corporate governance in both private and public organizations. Mr. Reyes-Lao has served the Company as Independent Director for four (4) years (since July 2009). 2012 Annual Report 43 Business Structure
Construction Real Estate Water Mining Power Road
DMCI-MPIC Water Co., Inc. CORPORATION
100% 100% 92% 45% 56% 100% 100% 24%
100% 42% 100%
40% 100%
40%
56%
44 DMCI Holdings, Inc. Executive Officers
ISIDRO A. CONSUNJI President and Chief Executive Officer
HERBERT M. CONSUNJI MA. EDWINA C. LAPERAL CRISTINA C. GOTIANUN VICTOR S. LIMLINGAN Vice President Treasurer Assistant Treasurer Managing Director Chief Finance Officer
ALDRIC G. BORLAZA BRIAN T. LIM MA. LUISA C. AUSTRIA Senior Finance Officer Finance Officer Accounting and Administration Officer
2012 Annual Report2012 Annual45 Report 45 Subsidiaries
D. M. CONSUNJI, INC. DMCI HOMES, INC.
DAVID M. CONSUNJI ISIDRO A. CONSUNJI Chairman Chairman
CESAR A. BUENAVENTURA ALFREDO R. AUSTRIA Vice Chairman President
JORGE A. CONSUNJI MA. EDWINA C. LAPERAL President and Chief Operating Officer Senior Vice President / Treasurer
EDILBERTO C. PALISOC ELMER G. CIVIL Executive Vice President Senior Vice President for Construction
DOUGLAS R. CUNANAN JOSEPH RAMIL B. LOMBOS Senior Vice President for Business Development and Senior Vice President for Finance And Operations Infrastructure, Special Business Unit FLORANTE C. OFRECIO LUIS C. PASTOR Senior Vice President for Sales Senior Vice President for Buildings, Special Business Unit REYNALDO C. SALAZAR DAVID R. VILLAVIRAY Senior Vice President for Business Development Senior Vice President for Water Works,Special Business Unit General Services & Asset Disposal
CHRISTOPHER R. RODRIGUEZ Senior Vice President for Power, Special Business Unit General Manager for Formworks & Wall Works SEMIRARA MINING CORPORATION
RONALDO R. ELEPAÑO, JR. DAVID M CONSUNJI First Vice President for Int’l. Business Development Chairman
JESUS V. PRINDIANA ISIDRO A. CONSUNJI First Vice President for Infrastructure, Special Business Unit Chief Executive Officer
FRANCES GRACE B. MERCADO VICTOR A. CONSUNJI Vice President for Finance President and Chief Operating Officer
REBECCA E. CIVIL GEORGE G. SAN PEDRO Vice President for Contracts Vice President for Operations and Resident Manager
GERONIMO L. PUNZAL CRISTINA C. GOTIANUN Vice President for Buildings, Special Business Unit Vice President for Administration
TEDDY A. IRENEA JAIME B. GARCIA Vice President for Power, Special Business Unit Vice President for Procurement and Logistics
REYNALDO L. SAN JUAN GEORGE B. BAQUIRAN Assistant Vice President for Procurement Vice President for Special Projects
LEONILA C. ALABASTRO DENARDO M. CUAYO Assistant Vice President for Treasury Vice President for Business Development
MADELINE ELBA G. GACUTAN JUNALINA S. TABOR Assistant Vice President for Human Resources Chief Finance Officer
MILA D. PEREZ ATTY. JOHN R. SADULLO Assistant Vice President for Finance Corporate Secretary and Corporate Counsel
EDILBERTO D. IBASCO, JR. Assistant Vice President for Management Information System
46 DMCI Holdings, Inc. DMCI POWER CORPORATION DMCI MINING CORPORATION
ISIDRO A. CONSUNJI ISIDRO A. CONSUNJI Chairman & Chief Executive Officer Chairman and Chief Executive Officer
NESTOR D. DADIVAS CESAR F. SIMBULAN, JR. President President and Chief Operating Officer
GEORGE B. BAQUIRAN HERBERT M. CONSUNJI Vice President Vice-President / Treasurer
HENRY V. ALCALDE ALDRIC G. BORLAZA Vice President for Operations & Maintenance Chief Finance Officer/ Vice President for Human Resources & Administration MA. CRISTINA GOTIANUN Treasurer VICTORIANO M. FRIAS Resident Manager ATTY. FRANCIS ALLAN A. RUBIO Corporate Secretary NORBERTO S. ESTRELLA Assistant Resident Manager ANTONINO E. GATDULA, JR. Comptroller JAIME B. BRIONES Consultant for Business Development & Marketing LOIDES C. CASTRO Manager, Project Development GILBERT J. BRIONES Consultant for Procurement JOJO L. TANDOC Manager, Human Resources & Administration ATTY. FRANCIS ALLAN A. RUBIO Corporate Secretary EMMANUEL C. CASTRO Manager, Procurement and Logistics ATTY. MIRACLE JOY P. SEVILLA Assistant Corporate Secretary / Legal Counsel RICARDO B. TOMINES Manager, Technical HILZEBER A. ESCANER Head, Accounting and Finance MARICHU O. DEE Head, Finance And Treasury IRMA P. LIBRANDA Head, Audit Department NICOLASITO B. DIAMANTE Head, Maintenance ELOISA C. MOCORRO Head, Human Resources Department
BAYANI M. NUQUE Head, Equipment And Maintenance
HENDRIC F. MARTIN Head, Mine Planning
EVELYN L. AMADOR Chief Assayer
2012 Annual Report 47 Effective Percentages of Ownership
2012 2011
Direct Indirect Effective Direct Indirect Effective Interest Interest
GENERAL CONSTRUCTION:
D.M. Consunji, Inc. (DMCI) 1 100.00% –% 100.00% 100.00% –% 100.00%
DMCI International, Inc. (DMCII) 2 – 100.00 100.00 – 100.00 100.00
OHKI-DMCI Corporation (OHKI) 2 – 100.00 100.00 – 100.00 100.00
DMCI-Laing Construction, Inc. (DMCI-Laing) 2 – 60.00 60.00 – 60.00 60.00
Beta Electric Corporation (Beta Electric) 2 – 51.77 51.77 – 51.77 51.77
Raco Haven Automation Philippines, Inc. (Raco) 2 – 50.14 50.14 – 50.14 50.14
MINING:
Semirara Mining Corporation (Semirara) 56.32 – 56.32 56.32 – 56.32
DMCI Mining Corporation (DMC) 100.00 – 100.00 100.00 – 100.00
REAL ESTATE DEVELOPMENT:
DMCI Project Developers, Inc. (PDI) 84.47 15.53 100.00 84.47 15.53 100.00
Hampstead Gardens Corporation (Hampstead) 3 – 100.00 100.00 – 100.00 100.00
Riviera Land Corporation (Riviera) 3 – 100.00 100.00 – 100.00 100.00
DMCI-PDI Hotels, Inc. (PDI Hotels) 3 – 100.00 100.00 – 100.00 100.00
DMCI Homes Property Management Corporation – 100.00 100.00 – 100.00 100.00 (DHPMC) 3
MANUFACTURING:
Semirara Cement Corporation (SemCem) * 100.00 – 100.00 100.00 – 100.00
Oriken Dynamix Company, Inc. (Oriken) 2 – 89.00 89.00 – 89.00 89.00
Wire Rope Corporation of the Philippines (Wire Rope) 45.68 16.02 61.70 45.68 16.02 61.70
Semirara Claystone, Inc. (SCI) 4*** – 56.32 56.32 – – –
MARKETING ARM:
DMCI Homes, Inc. (DMCI Homes) 3 – 100.00 100.00 – 100.00 100.00
POWER:
DMCI Power Corporation (DPC) (formerly DMCI 100.00 – 100.00 100.00 – 100.00 Energy Resources Unlimited Inc.) *
DMCI Masbate Power Corporation (DMCI Masbate) 5 – 100.00 100.00 – 100.00 100.00
DMCI Calaca Power Corporation 100.00 – 100.00 100.00 – 100.00
Sem-Calaca Power Corporation (SCPC) 4 – 56.32 56.32 – 56.32 56.32
Southwest Luzon Power Generation Corporation – 56.32 56.32 – 56.32 56.32 (SLPGC) 4**
SEM-Cal Industrial Park Developers, Inc. (SIPDI) 4** – 56.32 56.32 – 56.32 56.32
DMCI Palawan Power Corporation (DMCI Palawan) 5 – 100.00 100.00 – – –
* Organized on January 29, 1998 and October 16, 2006 and has not yet started commercial operations. ** Organized on August 31, 2011 and April 24, 2011 and has not yet started commercial operations. *** Organized on November 29, 2012 and has not yet started commercial operations. 1 Also engaged in real estate development 2 DMCI’s subsidiaries 3 PDI’s subsidiaries 4 Semirara’s subsidiaries 5 DPC’s subsidiaries
48 DMCI Holdings, Inc. Corporate Information
DMCI HOLDINGS, INC. SHAREHOLDER AND INVESTOR INQUIRIES 3rd Floor, Dacon Building 2281 Don Chino Roces Avenue Investor Relations Makati City, Metro Manila 3rd Floor, Dacon Building 1231 Philippines 2281 Don Chino Roces Avenue Tel (632) 888 3000 Makati City, Metro Manila Fax (632) 816 7362 1231 Philippines Website: http://www.dmciholdings.com Tel (632) 888 3000 local 1023 Fax (632) 816 7362 Legal Counsel Email: [email protected] Castillo Laman Tan Pantaleon & San Jose Law Offices 4th Floor The Valero Tower Stock Transfer Agent 122 Valero Street, Salcedo Village Securities Transfer Services, Inc. Makati City, Metro Manila, Philippines Ground Floor Benpres Building Tel (632) 810 4371 / 817 2724 Meralco Avenue corner Exchange Road Fax (632) 819 2724/25 & 817 5938 Ortigas Center, Pasig City Metro Manila, Philippines Tel (632) 490 0060 Fax (632) 631 7148
A Project of Corporate Communications Office
Design Agency: K2 Interactive (Asia), Inc. Portrait and Operational Photography: Cesar Caina Additional Operational Photography: Mimmon Vicente, Ellery Mendoza, Photo archives (DMCI Homes, DMCI Mining, Semirara, and Maynilad), Solaire photos courtesy of Solaire Resorts and Casino
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