TWENTIETH CONGRESS OF THE 
REPUBLIC OF THE PHILIPPINES 
First Regular Session
I'D in 4 AID "26
S. No.
SENATE
462
Introduced by Senator Jinggoy Ejercito Estrada
AN ACT
AMENDING REPUBLIC ACT NO. 10149, OTHERWISE KNOWN AS THE "GOCC 
GOVERNANCE ACT OF 2011"
EXPLANATORY NOTE
The Governance Commission for Government-Owned or -Controlled 
Corporations (GCG) was created under Republic Act No. 10149, otherwise known as 
the "GOCC Governance Act of 2011". Republic Act No. 10149 was enacted to address 
the reported abuses in the remuneration scheme and inefficiencies in the operations 
of the GOCCs. It operates under the principle that GOCCs have potential as significant 
tools for economic development. It was declared a State policy to promote the growth 
of GOCCs by ensuring that their operations are consistent with national development 
policies and programs.
Under Republic Act No. 10149, GCG is mandated as the central policy-making 
and regulatory body to safeguard the State's ownership rights and ensure that the 
operations of GOCCs are transparent and responsive to the needs of the public.
However, in order to efficientiy operate as a regulatory body for the GOCC 
sector, there is a necessity to amend certain provisions of RA No. 10149 to address 
issues and clarify and strengthen the powers and functions of the GCG. This bill 
proposes to have a standard definition of GOCCs. The amendment includes granting


GCG power to consolidate, rationalize, and integrate GOCCs into national government 
agencies (NGAs).
The measure likewise amends and fix the terms of the office of the GCG 
chairperson and commissioners. Also, the bill proposed the creation of an office for a 
GCG executive director for continuity and efficiency in the discharge of their functions.
To strengthen its oversight powers, this measure proposed to grant GCG 
subpoena and contempt powers as well as investigative and disciplinary powers to 
improve its monitoring authority.
Towards this end, this bill seeks to rationalize the powers and functions of GCG 
for the latter to ensure the faithful performance of the GOCCs of their mandate to be 
economically and financially viable.
In this light, the immediate passage of this bill is recommended.
1
Y EJERCITO ESTRADA


TWENTIETH CONGRESS OF THE 
REPUBLIC OF THE PHILIPPINES 
First Regular Session
)
SENATE
S. No. 462
1^1 :\;Q :26
Introduced by Senator Jinggoy Ejercito Estrada
AN ACT
AMENDING REPUBLIC ACT NO. 10149, OTHERWISE KNOWN AS THE "GOCC 
GOVERNANCE ACT OF 2011"
Be it enacted by the Senate and House of Representatives of the Philippines 
Congress assembled:
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Section 1. Section 3 of Republic Act No. 10149, otherwise known as the "GOCC 
Governance Act of 2011" is hereby amended as follows:
"Sec. 3. Definition of Terms. -
"x X X
"(H) CONSOLIDATION REFERS TO THE UNION OF 
TWO OR MORE EXISTING GOCCS TO FORM A 
CONSOLIDATED GOCC. IT IS A COMBINATION OF 
TWO OR MORE GOCCS BY WHICH THEIR RIGHTS, 
FRANCHISES, AND PROPERTY ARE COMBINED AND 
BECOME THOSE OF A SINGLE, NEW GOCC;
"x X X
"[(©)] (P) Government-Owned or -Controlled Corporation 
(GOCC) refers to any agency organized as a stock or nonstock 
corporation, vested with functions relating to public needs, 
whether governmental or proprietary in nature, and owned by 
the Government of the Republic of the Philippines directly or 
through its instrumentalities either wholly or, where


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applicable as in the case of stock corporations, to the extent 
of at least a majority of its outstanding capital 
stock: Provided, [however, That for purposes of this Act,] 
THAT the term "GOCC" shall include GICP/GCE and GFI as 
defined herein.
"X X X
"(Q) MERGER REFERS TO A UNION WHEREBY ONE 
GOCC ABSORBS ONE OR MORE EXISTING GOCCS, AND 
THE ABSORBING GOCC SURVIVES AND CONTINUES 
THE COMBINED FRANCHISE, MANDATE, AND 
BUSINESS.
"X X X
"(Y) REGULARIZATION REFERS TO THE CONVERSION 
OR INTEGRATION OF AN EXISTING GOCC TO A 
REGULAR AGENCY OF THE GOVERNMENT, BECAUSE 
ITS CORPORATE FORM IS NO LONGER RELEVANT FOR 
ITS CURRENT OPERATIONS. THIS COULD BE 
PURSUED IN THE CASE OF GOCCS WHICH ARE NOT 
UNDERTAKING PROPRIETARY OR BUSINESS-TYPE 
OPERATIONS BUT FUNCTIONS AS REGULATION, 
PROVISION OF TECHNICAL ASSISTANCE, AND 
CONDUCT OF RESEARCH WHERE MINIMAL OR NO 
INCOME IS DERIVED.
"x X X."
Sec. 2. Section 5 of Republic Act No. 10149 is hereby amended as follows: 
Sec. 5. Creation of the Governance Commission for 
Government-Owned or-Controiied Corporations. - x x x 
"(a) Evaluate the performance and determine the relevance 
of the GOCC, to ascertain whether such GOCC should be 
reorganized, merged, CONSOLIDATED, streamlined, 
REGULARIZED, abolished, or privatized, in consultation with


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the department or agency to which a GOCC is attached, "x x 
x:
"(1) xxx;
"X X x;
"(6) The functions, purpose or nature of operations of any 
group of GOCCs require consolidation under a holding 
company.
"Upon determination by the GCG that it is to the best interest 
of the State that a GOCC should be reorganized, merged, 
CONSOLIDATED, streamlined, REGULARIZED, abolished, 
or privatized, it shall:
"(i) Implement the reorganization [merger] or streamlining 
of the GOCC [T-unlcss otherwise directed by the President; 
or];
"(ii) Recommend to the President the abolition, MERGER, 
CONSOLIDATION, REGULARIZATION, or privatization of 
the GOCC, and upon the approval of the President, implement 
such abolition, MERGER, CONSOLIDATION, 
REGULARIZATION, or privatization, unless the President 
designates another agency to implement such abolition, 
MERGER, CONSOLIDATION, REGULARIZATION, or 
privatization[.]:
"PROVIDED, HOWEVER, THAT IN CASE OF ABOLITION 
OF GOCCS WHERE THERE IS A LACK OF QUORUM IN 
THE BOARD OF DIRECTORS/TRUSTEES IN ORDER TO 
IMPLEMENT IN ITS ENTIRETY THE LIQUIDATION OF 
THE GOCC, THE GCG SHALL IMPLEMENT SUCH 
ACTIONS AS MAY BE NECESSARY TO COMPLETE THE 
ABOLITION, SUCH AS, BUT NOT LIMITED TO, THE 
APPOINTMENT OF A TRUSTEE, OR ENLISTING THE 
ASSISTANCE OF ANOTHER GOVERNMENT AGENCY;


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"PROVIDED, FURTHER, THAT THE MERGER OR 
CONSOLIDATION MAY COVER GOCCS WHETHER 
CHARTERED OR NONCHARTERED, AND SHALL BE 
EITHER OF THE FOLLOWING RESTRUCTURING 
MODES TO BE DEFINED BY THE GCG:
"(A) DE JURE MERGER REFERS TO THE PROCESS 
WHEREBY ONE OR MORE EXISTING GOCC/S ARE 
ABSORBED BY ANOTHER GOCC WHICH SURVIVES 
AND CONTINUES THE COMBINED FRANCHISE, 
MANDATE, AND BUSINESSES OF THE ABSORBED 
GOCCS; AND
"(B) DE FACTO MERGER REFERS TO THE PROCESS 
WHEREBY ALL OR SUBSTANTIALLY ALL THE ASSETS 
AND BUSINESS ENTERPRISE OF AN EXISTING GOCC 
ARE TRANSFERRED TO ANOTHER GOCC, WHICH 
CONTINUES THE PURPOSE, FUNCTIONS, AND 
PROGRAMS OF THE TRANSFERRING GOCC.
"(Ill) DESIGN, PLAN, AND IMPLEMENT A 
SEPARATION INCENTIVE PAY ("SIP") AND/OR EARLY 
RETIREMENT INCENTIVE PAY ("ERIP"), IF 
NECESSARY, FOR AFFECTED EMPLOYEES AND 
OFFICERS OF A GOCC, WHICH IS EITHER 
REORGANIZED, STREAMLINED, MERGED, 
CONSOLIDATED, REGULARIZED, ABOLISHED, OR 
PRIVATIZED.
"x X X
"(b) Classify GOCCs [mte—(i)—Dcvciopmcntal/Social 
Corporations; (2) PFoprictory Commercial Corporations; (3)
Government Financial, Investment and Trust Institutions; (1)
Corporations with Regulatory Functions; and (5) Others as
may be classified by the GCG, without prejudice to further sub
dassificotions—in—eaeb—category—and/or—aoy—ether


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dasGificQtion] based on parameters as it may find relevant 
or material such as, but not limited to, industry type.
CLASSIFICATION HEREIN, SHALL INCLUDE THE 
DETERMINATION OF WHETHER OR NOT EXISTING 
GOCCS ARE EXCLUDED FROM THE COVERAGE OF R.A. 
NO. 10149, UPON EVALUATION OF THE ENTITY'S 
CHARTER, MANDATE, AND/OR PRIMARY PURPOSES, 
AS APPLICABLE. THIS SHALL INCLUDE THE 
DETERMINATION OF WHETHER OR NOT EXISTING 
ENTITIES ARE CONSIDERED GOCCS, WITHIN THE 
COVERAGE OF THIS ACT. UPON SUCH 
DETERMINATION, THE GCG SHALL PROCEED TO 
ASCERTAIN WHETHER SUCH ENTITY IS WITHIN THE 
REGULATORY JURISDICTION OF THE GCG. The 
classification shall guide the GCG in exercising its powers and 
functions as provided herein;"
"x X X
"(k) Prepare [a semi annual progress report to be submitted 
to the Prcsidont and the Congress.- In its report, the GCG will 
provide its performance assessment of the GOCCs and 
recommend clear and specific actions. Within one hundred
twenty (120) days from the close of the year, the GCG shall
prepare] an annual report on the performance of the GOCCs 
and RECOMMEND CLEAR AND SPECIFIC ACTIONS, 
AND submit it to the President and the Congress; [aed]
"x X X
"(M) ISSUE SUBPOENA DUCES TECUM AND ORDER 
THE EXAMINATION OF ALL DOCUMENTS, PAPERS, 
FILES AND RECORDS, TAX RETURNS, AND BOOKS OF 
ACCOUNTS OF ANY GOCC OR PERSON WHO MAY HAVE 
CUSTODY OF THE SAME, AS MAY BE NECESSARY FOR 
THE EVALUATION, INVESTIGATION, OR PROPER


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MONITORING OF THE OPERATIONS AND 
PERFORMANCE OF THE SUBJECT GOCC AS 
DETERMINED BY GCG.
"TO ISSUE SUBPOENA TO SUMMON AND COMPEL 
WITNESSES TO APPEAR AND TESTIFY UNDER OATH 
BEFORE THE COMMISSION.
"(N) CITE ANY PERSON FOR CONTEMPT OF THE 
COMMISSION, BOTH DIRECT AND INDIRECT, IN 
ACCORDANCE WITH THE PERTINENT PROVISIONS 
OF, AND PENALTIES PRESCRIBED, BY THE RULES OF 
COURT, FOR VIOLATION OF SECTION 5(M) OF THIS 
ACT OR NONCOMPLIANCE WITH ANY LAWFUL ORDER 
ISSUED BY THE COMMISSION.
"(O) INVESTIGATE ANY MALFEASANCE, 
MISFEASANCE, OR NONFEASANCE IN OFFICE 
ALLEGEDLY COMMITTED BY THE MEMBERS OF THE 
GOVERNING BOARD OF THE GOCC, AND REFER THE 
SAME TO THE PROPER GOVERNMENT OFFICE FOR 
APPROPRIATE ACTION;
"(P) AFTER PRELIMINARY INQUIRY, REFER ANY 
MALFEASANCE, MISFEASANCE, OR NONFEASANCE 
ALLEGEDLY COMMITTED BY THE SENIOR OFFICERS 
OF THE GOCC TO THE PROPER BODY FOR 
APPROPRIATE ACTION; AND
"(Q) DIRECT GOCCS AND ITS OFFICERS TO 
REGULARLY SUBMIT TO THE COMMISSION AN 
UPDATED INVENTORY OF ITS REAL PROPERTIES, AS 
WELL AS SHAREHOLDINGS IN PRIVATE OR OTHER 
GOVERNMENT CORPORATIONS. THE DISPOSITION OF 
A GOCC'S REAL PROPERTY SHALL REQUIRE THE PRIOR 
APPROVAL OF THE COMMISSION ACCORDING TO


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STANDARDS SET FORTH IN THE IMPLEMENTING 
RULES ISSUED BY THE COMMISSION."
Sec. 3. A new Section denominated as Section 5-A is hereby inserted to read 
as foilows:
"SEC. 5-A. ORGANIZATIONAL STRUCTURE OF THE 
GCG. - THE GCG SHALL BE COMPOSED OF NINE (9) 
BUREAUS, EACH OF WHICH SHALL BE HEADED BY A 
DIRECTOR AND ASSISTED BY AN ASSISTANT 
DIRECTOR. THESE BUREAUS ARE THE FOLLOWING:
"(A) THE CORPORATE STANDARDS BUREAU;
"(B) THE CORPORATE GOVERNANCE A;
"(C) THE CORPORATE GOVERNANCE B;
"(D) THE CORPORATE GOVERNANCE C;
"(E) THE LEGAL AFFAIRS BUREAU;
"(F) THE ADMINISTRATIVE AND FINANCE BUREAU;
"(G) THE DISPOSITION AND ASSET MANAGEMENT 
BUREAU;
"(H) THE STRATEGY AND MANAGEMENT BUREAU; AND 
"(I) THE INFORMATION AND COMMUNICATIONS 
TECHNOLOGY BUREAU."
Sec. 4. Section 6 of Republic Act No. 10149 is hereby amended to read as 
follows:
"Sec. 6. Composition of the GCG. — The [G€G] 
COMMISSION shall be composed of five (5) members. The 
[Chairman] CHAIRPERSON with the rank of Cabinet 
Secretary and two (2) members with the rank of 
Undersecretary shail be appointed by the President. The 
Secretaries of the Department of Budget and Management 
and the Department of Finance shail sit as ex 
officio members.
"THE CHAIRPERSON AND THE COMMISSIONERS 
SHALL BE CITIZENS AND RESIDENTS OF THE


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PHILIPPINES, OF GOOD MORAL CHARACTER, OF 
RECOGNIZED PROBITY AND INDEPENDENCE, AND 
MUST HAVE DISTINGUISHED THEMSELVES 
PROFESSIONALLY IN PUBLIC, CIVIC, OR ACADEMIC 
SERVICE IN ANY OF THE FOLLOWING FIELDS: LAW,
PUBLIC ADMINISTRATION, ACCOUNTING, FINANCE, 
MANAGEMENT, OR ECONOMICS. THEY MUST HAVE 
BEEN IN THE PRACTICE OF THEIR PROFESSIONS FOR 
AT LEAST TEN (10) YEARS.
"THE TERM OF OFFICE OF THE CHAIRPERSON AND 
THE COMMISSIONERS SHALL BE SEVEN (7) YEARS 
WITHOUT REAPPOINTMENT. OF THE FIRST SET OF 
APPOINTEES, THE CHAIRPERSON SHALL HOLD 
OFFICE FOR SEVEN (7) YEARS AND OF THE FIRST TWO 
(2) COMMISSIONERS, ONE (1) SHALL HOLD OFFICE 
FOR A TERM OF FIVE (5) YEARS AND THE OTHER FOR 
A TERM OF THREE (3) YEARS. IN CASE A VACANCY 
OCCURS BEFORE THE EXPIRATION OF THE TERM OF 
OFFICE, THE APPOINTMENT TO SUCH VACANCY 
SHALL ONLY BE FOR THE UNEXPIRED TERM OF THE 
PREDECESSOR.
"THE CHAIRPERSON AND THE COMMISSIONERS 
SHALL ENJOY SECURITY OF TENURE AND SHALL NOT 
BE SUSPENDED OR REMOVED FROM OFFICE EXCEPT 
FOR JUST CAUSE AS PROVIDED BY LAW."
Sec. 5. A new subsection to Section 6, denominated as Section 6.1, is hereby 
inserted to read as follows:
"SEC. 6.1 EXECUTIVE DIRECTOR OF THE 
COMMISSION. - AN EXECUTIVE DIRECTOR, WITH A 
RANK EQUIVALENT TO AN ASSISTANT SECRETARY,
SHALL BE APPOINTED BY THE PRESIDENT OF THE 
PHILIPPINES UPON RECOMMENDATION BY THE


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CHAIRPERSON: PROVIDED, THAT NO PERSON SHALL
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BE APPOINTED AS EXECUTIVE DIRECTOR UNLESS
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HE/SHE IS A HOLDER OF A DEGREE IN ANY OF THE
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FOLLOWING FIELDS: ECONOMICS, BUSINESS,
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PUBLIC ADMINISTRATION, LAW, MANAGEMENT OR
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THEIR EQUIVALENT AND HAS AT LEAST TEN (10)
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YEARS RELEVANT EXPERIENCE IN CORPORATE
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GOVERNANCE: PROVIDED, FURTHER, THAT PRIOR TO
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HIS/HER APPOINTMENT, HE/SHE HAS THE
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REQUISITE ELIGIBILITIES FOR THIRD LEVEL CAREER
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SERVICE POSITION PURSUANT TO THE CAREER
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EXECUTIVE RANK SYSTEM.
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"THE EXECUTIVE DIRECTOR SHALL ASSIST THE
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COMMISSION IN CARRYING OUT THE FUNCTIONS OF
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THE GCG AND SHALL HAVE THE FOLLOWING DUTIES
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AND FUNCTIONS:
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"(A) TO IMPLEMENT POLICIES, STANDARDS, RULES,
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AND REGULATIONS PROMULGATED BY THE
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COMMISSION;
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"(B) TO EXERCISE GENERAL SUPERVISION OVER THE
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DAY-TO-DAY OPERATIONS OF THE GCG, UNDER THE
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DIRECTION OF THE CHAIRPERSON;
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"(C) TO REPRESENT THE GCG IN OFFICIAL
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FUNCTIONS WHICH THE CHAIRPERSON AND THE
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OTHER COMMISSIONERS MAY NOT BE ABLE TO
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ATTEND; AND
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"(D) TO EXERCISE SUCH OTHER DUTIES AND
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FUNCTIONS AS MAY BE DELEGATED BY THE
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CHAIRPERSON AND THE COMMISSIONERS."
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Sec. 6. A new Section denominated as Section 6-A is hereby inserted to read
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as follows:


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"SEC. 6-A. IMMUNITY FROM SUIT. - THE 
CHAIRPERSON, THE COMMISSIONERS, OFFICERS,
AND EMPLOYEES OF THE COMMISSION SHALL NOT 
BE SUBJECT TO ANY ACTION, CLAIM, OR DEMAND IN 
CONNECTION WITH ANY ACT DONE OR OMITTED BY 
THEM IN THE PERFORMANCE OF THEIR DUTIES AND 
EXERCISE OF THEIR POWERS, EXCEPT FOR THOSE 
ACTIONS AND OMISSIONS DONE IN EVIDENT BAD 
FAITH OR GROSS NEGLIGENCE."
Sec. 7. A new Section denominated as Section 6-B is hereby inserted to read 
as follows:
"SEC. 6-B. INDEMNITY. - UNLESS THE ACTIONS OF 
THE COMMISSION OR ITS CHAIRPERSON, ANY OF ITS 
COMMISSIONERS, OFFICERS, OR EMPLOYEES ARE 
FOUND TO BE IN WILLFUL VIOLATION OF THIS ACT, 
PERFORMED WITH EVIDENT BAD FAITH OR GROSS 
NEGLIGENCE, THE COMMISSION, ITS CHAIRPERSON, 
APPOINTIVE COMMISSIONERS, OFFICERS, AND 
EMPLOYEES ARE HELD FREE AND HARMLESS TO THE 
FULLEST EXTENT PERMITTED BY LAW FROM ANY 
LIABILITY, AND THEY SHALL BE INDEMNIFIED FOR 
ANY AND ALL LIABILITIES, LOSSES, CLAIMS, 
DEMANDS, DAMAGES, DEFICIENCIES, COSTS, AND 
EXPENSES OF WHATSOEVER KIND AND NATURE THAT 
MAY ARISE IN CONNECTION WITH THE EXERCISE OF 
THEIR POWERS AND IN THE PERFORMANCE OF THEIR 
DUTIES AND FUNCTIONS.
"THE COMMISSION SHALL UNDERWRITE OR 
ADVANCE LITIGATION COSTS AND EXPENSES, 
INCLUDING LEGAL FEES AND OTHER EXPENSES OF 
EXTERNAL COUNSEL, OR PROVIDE LEGAL 
ASSISTANCE TO ITS CHAIRPERSON,
10


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COMMISSIONERS, OFFICERS, AND EMPLOYEES IN 
CONNECTION WITH ANY CIVIL, CRIMINAL, 
ADMINISTRATIVE OR ANY OTHER ACTION OR 
PROCEEDING, TO WHICH THEY ARE MADE A PARTY 
BY REASON OF, OR IN CONNECTION WITH, THE 
EXERCISE OF THEIR AUTHORITY OR THE 
PERFORMANCE OF THEIR DUTIES AND FUNCTIONS 
UNDER THIS ACT: PROVIDED, THAT SUCH LEGAL 
PROTECTION SHALL NOT APPLY TO ANY CIVIL, 
CRIMINAL, ADMINISTRATIVE, OR ANY ACTION OR 
PROCEEDING THAT MAY BE INITIATED BY THE 
COMMISSION, AGAINST SUCH CHAIRPERSON, 
COMMISSIONERS, OFFICERS, AND EMPLOYEES: 
PROVIDED, FURTHER, THAT THE CHAIRPERSON, 
COMMISSIONERS, OFFICERS, AND EMPLOYEES WHO 
SHALL RESIGN, RETIRE, TRANSFER TO ANOTHER 
AGENCY OR BE SEPARATED FROM THE SERVICE, 
SHALL CONTINUE TO BE PROVIDED WITH SUCH 
LEGAL PROTECTION IN CONNECTION WITH ANY ACT 
DONE OR OMITTED TO BE DONE BY THEM IN GOOD 
FAITH DURING THEIR TENURE OR EMPLOYMENT 
WITH THE COMMISSION: PROVIDED, FINALLY, THAT 
IN THE EVENT OF A SETTLEMENT OR COMPROMISE, 
INDEMNIFICATION SHALL BE PROVIDED ONLY IN 
CONNECTION WITH SUCH MATTERS COVERED BY THE 
SETTLEMENT AS TO WHICH THE COMMISSION IS 
ADVISED BY COUNSEL THAT THE PERSONS TO BE 
INDEMNIFIED DID NOT COMMIT ANY NEGLIGENCE 
OR MISCONDUCT.
"THE COSTS AND EXPENSES INCURRED IN 
DEFENDING THE AFOREMENTIONED ACTION, SUIT, 
OR PROCEEDING MAY BE PAID BY THE COMMISSION
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IN ADVANCE OF THE FINAL DISPOSITION OF SUCH
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ACTION, SUIT, OR PROCEEDING UPON RECEIPT OF
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AN UNDERTAKING BY OR ON BEHALF OF THE
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CHAIRPERSON, COMMISSIONER, 
OFFICER, AND
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EMPLOYEE TO REPAY THE AMOUNT ADVANCED
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SHOULD IT ULTIMATELY BE DETERMINED BY THE
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COMMISSION THAT ONE IS NOT ENTITLED TO BE
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INDEMNIFIED AS PROVIDED IN THIS SECTION."
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Sec. 8. Section 7 of Republic Act No. 10149 is hereby amended to read as
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follows:
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"Sec. 7. Powers and Functions of the [Chairman]
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CHAIRPERSON. — The [management of the GCG shall be
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vested in the Chairman who] CHAIRPERSON shall have the
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following powers and duties:
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"(a) Preside over the meetings of the GCG;
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"(b) Direct and manage the day-to-day affairs and business
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of the GCG;
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"(c) DETERMINE [With the approval of the GCG, dctermifte]
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the staffing pattern and the number of personnel of the GCG
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and define their duties and responsibilities;
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"(d) APPOINT, [With the approvol-of the GCG, to appoint,]
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remove, suspend, or otherwise discipline for cause, any
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DIRECTOR, OFFICER, OR employee of the GCG; and
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"(e) Perform such other duties as may be delegated or
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assigned to him/HER by the GCG from time to time.
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Sec. 9. Section 17 of Republic Act No. 10149 is hereby amended to read as
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follows:
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"Sec. 17. Term of Office. - Any provision in the charters of
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each GOCC to the contrary notwithstanding, the term of office
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of each Appointive Director shall be for [one-(4)] TWO (2)
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years, unless sooner removed for cause: Provided, however,
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That the Appointive Director shall continue to hold office until
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the successor is appointed. An Appointive Director may be 
nominated by the GCG for reappointment by the President 
only if one obtains a performance score of above average or 
its equivalent or higher in the immediately preceding year of 
tenure as Appointive Director based on the performance 
criteria for Appointive Directors for the GOCC. "x x x."
Sec. 10. Section 23 of Republic Act No. 10149 is hereby amended to read as
follows:
"Sec. 23. Limits to Compensation, per Diems, Allowances, and 
Incentives. - The charters of each of the GOCCs to the 
contrary notwithstanding, the compensation, per diems, 
allowances, and incentives of the members of the Board of 
Directors/Trustees of the GOCCs shall be determined by the 
GCG [using as a reference, among others, Executive-Order 
No. 2d dated February lOr^OTt]: Provided, however, That 
Directors/Trustees shall not be entitled to retirement benefits 
as such directors/trustees. SUCH COMPENSATION, PER 
DIEMS, ALLOWANCES, AND INCENTIVES MUST HAVE 
THE FOLLOWING CHARACTERISTICS:
"(1) JUST AND EQUITABLE IN ACCORDANCE WITH 
THE PRINCIPLE OF EQUAL PAY FOR WORK OF EQUAL 
VALUE;
"(2) GENERALLY COMPARABLE WITH THOSE IN THE 
PRIVATE SECTOR DOING COMPARABLE WORK IN 
ORDER TO ATTRACT, RETAIN, AND MOTIVATE A 
CORPS OF COMPETENT MEMBERS OF THE BOARD OF 
DIRECTORS/TRUSTEES;
"(3) PERFORMANCE-BASED WITH DUE 
CONSIDERATION TO INDIVIDUAL AND 
ORGANIZATIONAL, DEVELOPMENTAL, AND 
REGULATORY PERFORMANCE, WHERE APPLICABLE; 
AND
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"(4) FAIR, REASONABLE, AND IN CONSIDERATION OF 
FISCAL REALITIES, SUCH AS THE AVAILABILITY OF 
FUNDS AND THE FINANCIAL CAPABILITY OF THE 
ORGANIZATION."
Sec. 11. A new Section denominated as Section 32 is hereby inserted, and the 
subsequent sections consequently renumbered, to read as follows:
"SEC. 32. PENALTIES. — ANY PERSON WHO 
WILLFULLY OBSTRUCTS OR HINDERS THE PROPER 
EXERCISE OF THE FUNCTIONS OF THE COMMISSION 
OR WILLFULLY MISLEADS OR ATTEMPTS TO MISLEAD 
THE COMMISSION OR ANY OF ITS OFFICERS IN 
REPLYING TO THEIR INQUIRIES SHALL BE IMPOSED 
A FINE OF NOT EXCEEDING FIFTY THOUSAND PESOS 
(P50,000.00).
"LIKEWISE, ANY PERSON WHO, ACTUATED BY 
MALICE OR GROSS BAD FAITH, FILES A COMPLETELY 
UNWARRANTED OR FALSE COMPLAINT WITH THE 
COMMISSION SHALL BE IMPOSED A SIMILAR FINE 
NOT EXCEEDING FIFTY THOUSAND PESOS 
(P50,000.00)."
Sec. 12. A new Section denominated as Section 33 is hereby inserted, and the 
subsequent sections consequently renumbered, to read as follows:
"SEC. 33. REORGANIZATION. - TO ACHIEVE THE 
GOALS OF THIS ACT, CONSISTENT WITH THE CIVIL 
SERVICE LAWS, THE COMMISSION IS HEREBY 
AUTHORIZED TO PROVIDE FOR ITS 
REORGANIZATION, TO STREAMLINE ITS STRUCTURE 
AND OPERATIONS, UPGRADE ITS HUMAN RESOURCE 
COMPONENT, 
CREATE OR ABOLISH
ORGANIZATIONAL DIVISION, UNITS OR BRANCHES,
AND CREATE REGIONAL OFFICES."
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Sec. 13. Separability Clause. - If any provision of this Act is declared 
unconstitutional or invalid, the other provisions not otherwise affected shall remain in 
full force and effect.
Sec. 14. Repealing Clause. - All laws, decrees, executive orders, rules and 
regulations, and other issuances or parts thereof which are inconsistent with this Act 
are hereby repealed, amended, or modified accordingly.
Sec. 15. Effectivity. - This Act shall take effect fifteen (15) days after its 
publication in the Official Gazette or in at least two (2) newspapers of general 
circulation.
Approved,
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