NINETEENTH CONGRESS OF THE ) 
REPUBLIC OF THE PHILIPPINES ) 
Third Regular Session 
)
SENATE
s. No. 2?o5
24 JUL 29 P3 39
Rl:CEiv’;'-L)
Introduced by SENATOR MARK A. VILLAR
AN ACT PROVIDING FOR A
NEW CHARTER OF THE DEVELOPMENT BANK OF THE PHILIPPINES, 
REPEALING FOR THE PURPOSE EXECUTIVE ORDER NO. 81, AS AMENDED
EXPLANATORY NOTE
In 1946, Republic Act No. 85 created the Rehabilitation Finance Corporation (RFC) to 
provide credit facilities to rehabilitate war-destroyed enterprises and expand the country's 
industrial potential. It was then reorganized into what is now the Development Bank of the 
Philippines (DBP) and shifted from rehabilitation to more diverse activities.
From then and after going several charter revisions, DBP has been at the forefront of 
strengthening the country's economic growth through broader financial inclusion and 
sustainable infrastructure development. As of March 2024, DBP now has more or less one 
hundred forty (140) financial center and branches, thirty-two (32) lending centers, eight 
hundred ninety-nine (899) automated teller machines and three thousand one hundred fifteen 
(3,115) employees.
As of December 2023, record shows that fifty-five per cent (55%) of DBP's 
Development Loan Portfolio goes to infrastructure & logistics sectors while twenty-one (21%) 
is allocated for social infrastructure owing to its goal of focusing on sectors with the biggest 
and most immediate impact on every Filipino's well-being.
Given the evolving dynamics of the banking sector and DBP's vital role as a government 
financial institution, there is a need to revise its current charter. Amending the DBP Charter 
will lead to an increase in funds to assist the government in pursuing economic growth and 
development, promoting economic empowerment and inclusivity, thereby effectively serving 
a wider spectrum of clients and supporting job creation and enhanced productivity across 
various industries in the economy.


Specifically, this bill aims to increase the authorized capital stock of DBP enabling it to 
pursue growth initiatives which in turn will help expand local capital markets and create more 
opportunities for the public and private sectors to access development financing.
Further, by allowing the potential Initial Public Offering (IPO), DBP can leverage IPO 
proceeds to reinforce its commitment to rural development and support for Micro, Small, md 
Medium Enterprises (MSMEs) and serve as crucial resources for financing large-scale 
infrastructure projects.
This strategic approach ensures DBP's ability to fulfill its developmental mandate 
efficiently, maintaining robust profitability and a stable financial position.
In view of the foregoing, the approval of this bill is earnestly sought.
MARK A. VILLAR


NINETEENTH CONGRESS OF THE 
REPUBLIC OF THE PHILIPPINES 
Third Regular Session
)
SENATE
S. No. 2755
of I’pf ib ■■■ t-tci
24 JUL 29 P 3 39
ll[;CEi'.':.D2' O’
Introduced by Senator MARK A. VILLAR
AN ACT
PROVIDING FOR A NEW CHARTER OF THE DEVELOPMENT BANK OF THE 
PHILIPPINES, REPEALING FOR THE PURPOSE EXECUTIVE ORDER NO. 81, 
AS AMENDED
Be it enacted by the Senate and House of Representatives of the Phiiippines in 
Congress assembied:
1 
Section 1. Short Tide. This Act shall be known as "The New Deveiopment
2 
Bank of the Phiiippines (DBP) Act".
3 
Sec 2. Deciaration of Policy. It is declared the policy of the State to
4 
strengthen the powers and functions of its premier government financial institutions
5 
that provides developmental financing and financial services necessary for the
6 
achievement of sustained economic growth. The State recognizes their important
7 
role in catalyzing economic development through its financing and assistance to
8 
strategic sectors of the economy.
9 
It is also the declared policy of the State to support the pursuit of social
10 
progress through initiatives that enhance the welfare of the Filipino people,
11 
especially the underprivileged.
12 
Sec. 3. Name and Corporate Existence. The Development Bank of the
13 
Philippines, hereinafter referred to as the Bank, shall henceforth operate under the
14 
provisions of this Act. The Bank shall continue to exist as a body corporate and shall
15 
have perpetual existence from the date of effectivity of this Act.


1 
Sec. 4. Primary Objective of the Bank. As a government financial institution,
2 
and a partner in national development, the Bank shall support the programs of the
3 
government that propel economic growth and increase productivity such as the
4 
development of infrastructure, expansion of businesses especially micro, small and
5 
medium enterprises (MSMEs), and high-impact programs in education, health care,
6 
housing, other social services and those that support the protection of the
7 
environment. Provided, That this objective shail be pursued with utmost
8 
consideration of the need and responsibility to preserve and protect the financial
9 
viability of the Bank while ensuring that it remains globally competitive. It shall at all
10 
times safeguard its financial position in order that it can effectively participate in the
11 
accomplishment of the national goal of attaining meaningful and inclusive economic
12 
growth.
13 
The Bank shall serve as a national development policy bank to support and
14 
implement government policies on the direction of financial flows to priority areas,
15 
enhance competition in financial markets and promote financial sector development
16 
leading to capital allocation improvements thereby contributing to macroeconomic
17 
stability.
18 
Sec. 5. Principai Office, Branches, and other Offices. The Bank's principal
19 
office and place of business shall be In Metro Manila. It may open and maintain
20 
branches and agencies in accordance with applicable regulations of the Bangko
21 
Sentral ng Pilipinas (BSP).
22 
Sec. 6. Corporate Powers. In addition to the general powers of a corporation
23 
under Republic Act No. 11232, otherwise known as the "Revised Corporation Code of
24 
the Philippines", the Bank shall have the power to:
25 
(a) 
Accept deposits allowed under existing law and BSP regulations,
26 
including but not limited to demand, savings, and time deposits;
27 
(b) 
Grant loans and other credit accommodations for the establishment,
28 
development or expansion of infrastructure, tourism, energy development and
29 
environmental projects, social services, MSMEs, and agencies of the government,
30 
including local government units (LGU) and government-owned and controlled
31 
corporations (GOCC), among other sectors, and exercise all such powers and
32 
services as may be necessary to carry out the business of a bank under Republic Act


1 
No. 8791, otherwise known as "The General Banking Law of 2000," subject to the
2 
existing rules and regulations of the Monetary Board, in order to perform its
3 
mandate under this Act;
4 
(c) Act as official government depository with authority to maintain
5 
deposits and deposit substitutes of the National Government, its agencies, bureaus
6 
and instrumentalities, and GOCCs, LGUs, and autonomous regions, as well as other
7 
territorial and political subdivisions, subject to such rules and regulations as the
8 
Monetary Board may prescribe;
9 
(d) 
Accept and manage trust funds and properties and carry on the
10 
business of a trust corporation;
11 
(e) Adopt, amend, or change its By-laws; to adopt, alter and use a seal;
12 
to lease or own real and personal property and to sell or otherwise dispose of the
13 
same; to enter into contracts; to sue and be sued; and to exercise the general
14 
powers of a corporation mentioned in the R.A. No. 11232, including the power to
15 
acquire or establish subsidiaries registered with the Securities and Exchange
16 
Commission (SEC) with the right to receive dividends from such subsidiaries in
17 
accordance with Section 33 hereof;
18 
(f) 
Obtain from the Government Service Insurance System (GSIS) or
19 
other reputable insurance companies duly accredited by the appropriate regulatory
20 
body, directors, officers and liability insurance coverage, without prejudice to the
21 
right of the Bank, as may be determined by its Board of Directors (the Board), to put
22 
up its own legal insurance fund;
23 
(g) 
Act as administrator and/or lending conduit on behalf of the National
24 
Government, its agencies, including LGUs and GOCCs, multilateral or bilateral
25 
funders;
26 
(h) 
Engage in financial leasing of movable and immovable properties in
27 
connection with government projects;
28 
(i) 
Hold, purchase, acquire and own real and personal property, introduce
29 
necessary improvements thereon to enhance and develop their social and economic
30 
value, and 
to sell, mortgage or otherwise dispose of the same;
31 
(j) 
Dispose of its acquired assets which shall not be subject to any
32 
injunction or restraining order issued by any court, commission, tribunal or office


1 
which shall bar, impede or delay the sale and disposition thereof except on questions
2 
of ownership and national or public interest; and
3 
(k) Offer and issue common and preferred shares of stocks in such manner
4 
and in such quantities as approved by the Secretary of Finance upon the
5 
recommendation of the Board and in accordance with applicable laws, rules and
6 
regulations.
7 
The holders of preferred shares shall be non-voting. Other features of
8 
preferred shares shall be determined by the Board in accordance with applicable
9 
laws and regulations.
10 
Unless otherwise provided for in this Act, the exercise of the above-mentioned
11 
powers shall be subject to applicable laws, rules and regulations as well as
12 
regulations promulgated by the BSP.
13 
Sec. 7. Authorized Capital Stock - Par Value. The capital stock of the Bank
14 
shall be Three Hundred Billion Pesos (Php300,000,000,000.00) to be divided into
15 
Three Billion (3,000,000,000) shares, with par value of One Hundred Pesos
16 
(PhplOO.OO) per share. The Board shall determine the classification of shares, their
17 
corresponding rights, privileges, or restrictions, if any: Provided, That, the National
18 
Government shall own, at all times, seventy percent (70%) of the total outstanding
19 
capital stock of the Bank.
20 
Thirty-Two Billion Pesos (Php32,000,000,000.00) or ten and 67/100 percent
21 
(10.67%) of the authorized capital stock of the Bank, shall be subscribed and fully
22 
paid by the National Government.
23 
When dividends are declared for stockholders, the dividend due to the
24 
National Government shall at all times be in proportion to its ownership of the Bank.
25 
The Secretary of Finance, upon the recommendation of the Board, may
26 
increase the capitalization of the Bank up to such amount as may be necessary to
27 
attain the objectives of this Charter, and may allocate part or all of the Bank's
28 
unrestricted retained earnings towards paying for the increase in capital.
29 
Sec. 8. Investment by Government-Owned or Controlled Corporations and the
30 
Genera! Public. The provisions of their respective charters to the contrary
31 
notwithstanding, all GOCCs, including government financial institutions, are
32 
authorized to invest in shares of stock of the Bank.


1 
Sec. 9. Voting of Shares. The voting power of all the common shares of stock
2 
of the Bank owned and controlled by the government shall be vested in the
3 
President of the Philippines or in any ex-officio member of the Board.
4 
Sec. 10. Issuance of Bonds, Eiigibie Capitai Instruments, and other Securities.
5 
The Bank may issue all kinds of bonds, notes, debentures, other evidences of
6 
indebtedness, derivatives, commodities, negotiable instruments, eligible capital
7 
instruments and other securities, and the renewal or refunding thereof within and/or
8 
outside the Philippines, at such terms, rates, and conditions as the Board may
9 
determine, subject to compliance with the provisions of applicable laws, and rules
10 
and regulations promulgated by the Monetary Board.
11 
The Bank shall acquire, assign, or otherwise dispose of marketable securities
12 
and other debt instruments which are essential to the effective conduct of its general
13 
banking activities.
14 
The Bank shall provide for appropriate reserves, as necessary, for the
15 
redemption or retirement of the foregoing. These bonds and other obiigations shall
16 
be redeemable at the option of the Bank at or before maturity and in such manner
17 
as may be stipulated therein and shall bear such rate of interest as may be fixed by
18 
the Bank.
19 
Such obligations shall be secured by the assets of the Bank, including the
20 
stocks, bonds, debentures, and other securities purchased or held by it under the
21 
provisions of this Act, as necessary to ensure the successful issuance of such
22 
obligations. These bonds and other obligations may be long-term, medium, or short-
23 
term, with fixed interest rate or floating interest rate.
24 
Sec. 11. Board of Directors, Composition, Tenure, and Per Diems. The powers
25 
and functions of the Bank shall be vested in and exercised by a Board of Directors
26 
which shall be composed of nine (9) members as follows;
27 
(a) The Secretary of Finance who shall be the ex-officio Chairperson of the
28 
Board, without compensation;
29 
(b) The Secretary of the National Economic and Development Authority, as
30 
an ex-officio member;
31 
(c) Four (4) regular directors and three (3) independent directors to be
32 
appointed by the President of the Philippines in accordance with the appointment


1 
process under R.A. No. 10149, otherwise known as the "GOCC Governance Act of
2 
2011".
3 
The ex-officio directors may each designate an alternate, who shall be an
4 
official with a rank not lower than Undersecretary.
5 
The Chairperson shall preside over the meetings of the Board.
6 
The President of the Bank shall be the Vice-Chairperson of the Board. In case
7 
the Chairperson is absent or incapacitated, the President shall act as Chairperson
8 
and preside over the meetings of the Board. In case of incapacity or absence of both
9 
the Chairperson and the Vice-Chairperson, the Board shall designate a temporary
10 
chairperson from among its members.
11 
No person shall be elected or appointed director of the Bank unless such
12 
person is a Filipino citizen, of good moral character, and has attained proficiency,
13 
expertise and recognized competence in one or more of the following: banking,
14 
finance, economics, law, business management, governance, sustainability, digital
15 
transformation, rural economy, banking, co-operation, small-scale industry,
16 
information technology, and information security.
17 
Except for the President, no incumbent officer or employee of the Bank may
18 
be appointed as a member of the Board; nor shall any incumbent officer of any
19 
other bank be eligible as a member of the Board.
20 
The President and Chief Executive Officer (CEO) shall be elected annually by
21 
the members of the Board in accordance with Section 13 hereof.
22 
The term of office of the President and the other members of the Board of
23 
Directors shall be for a period of one year or until such time that their successors are
24 
appointed and have qualified.
25 
The compensation, per diems, allowances, incentives, and other benefits, for
26 
the members of the Board shall be subject to the provisions of R.A. No. 10149.
27 
Sec. 12. Powers and Duties of the Board of Directors. The Board shall have
28 
the authority to:
29 
(a) Formulate policies necessary to carry out effectively the provisions of
30 
this Act and to prescribe, amend, and repeal by-laws, rules and regulations for the
31 
effective operation of the Bank, and the manner in which the general business of the
32 
Bank may be conducted, and the powers granted by law to the Bank are exercised;


1 
(b) Approve loans, other credit accommodations and guarantees issued or
2 
obtained by the Bank, and prescribe terms and conditions to govern the granting of
3 
the foregoing, and engage in such other financial activities under such terms and
4 
conditions as it as may be deemed necessary, consistent with the provisions of this
5 
Act and the existing banking laws and regulations promulgated by the Monetary
6 
Board: Provided, That, the Board may delegate the authority to approve loans,
7 
other credit accommodations and guarantees to such officers as may be deemed
8 
necessary;
9 
(c) Adopt an annual budget upon the recommendation of the President for
10 
the effective operation and administration of the Bank;
11 
(d) Compromise or release, in whole or in part, any claim or settled liability
12 
to the Bank regardless of the amount involved, under such terms and conditions it
13 
may impose to protect the interests of the Bank. This authority to compromise shall
14 
extend to claims against the Bank: Provided, That, the Board may delegate the
15 
authority to compromise or release any claim or settled liability to the President or
16 
such other officers of the Bank as may be deemed necessary;
17 
(e) 
Establish such branches, agencies and other offices which the Board
18 
shall determine to be necessary and convenient in accordance with applicable rules
19 
and regulations of the BSP;
20 
(f) 
Appoint, promote or remove employees and officers of the Bank with
21 
the rank of Vice President, except the Chairperson and the President, Provided, That
22 
promotions, transfers, assignments or reassignments of officers and personnel of the
23 
Bank are personnel actions deemed made in the interest of the service, any
24 
provision of the Civil Service Law to contrary notwithstanding;
25 
(g) 
Notwithstanding any law to the contrary, adopt an organizational
26 
structure, staffing pattern and personnel qualification standards of the Bank and to
27 
reorganize, rationalize and restructure the same, or realign the various functions in
28 
the Bank to ensure effective accomplishment of its mandates and strategic goals,
29 
the alignment of its organizational structure and staffing pattern with industry
30 
standards, and its responsiveness to regulatory requirements, subject to the
31 
provisions of R.A. No. 10149;


1
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(h) 
Design, adopt and revise, as it may deem necessary, an early 
separation plan for employees of the Bank to ensure the availability of a human 
resource pool qualified and capable of implementing the Bank's authorities under 
this Charter in a manner responsive and attuned to market developments, and to 
provide incentives for those who shall be separated from the service, subject to the 
provisions of R.A. No. 10149;
(i) 
Maintain, manage, and operate the existing "Provident Fund" of the 
Bank, which shall consist of contributions, made both by the Bank and its officers or 
employees, to a common fund for the payment of benefits to such officers and 
employees, or their heirs, under such terms and conditions consistent with R.A. No. 
10149 and Executive Order No. 150, s. 2021 otherwise known as the Compensation 
and Position Classification System (CPCS) and Index of Occupational Services, 
Position Titles, and Job Grades for GOCCs (lOS-G) Framework; and
(j) 
Perform other functions, duties and responsibilities necessary, related 
and incidental to the above-mentioned powers and functions.
The Board shall exercise its powers in a manner consistent with the principles 
of transparency, fairness and accountability: Provided, That, the Board may delegate 
its powers to the President as may be deemed necessary.
Sec. 13. President and Chief Executive Officer. The President of the Bank shall 
be the Chief Executive Officer who shall be elected by the Board from among 
themselves with the written advice and consent of the President of the Philippines. 
No person shall be appointed President of the Bank unless of good moral character 
and reputation, with at least ten (10) years of previous experience in banking, and 
has a reputed proficiency, expertise and recognized competence in banking or 
financial management.
The President shall, among other powers and duties, execute, carry out, and 
administer the policies, measures, orders and resolutions approved by the Board; 
direct and supervise the operation and administration of the Bank; and exercise such 
other powers and perform such other function or duty as may be directed or 
assigned by law, regulations, executive issuances or by the Board from time to time.
The President shall be assisted by Vice Presidents and other officials whose 
appointment and removal for cause shall be approved by the Board upon the


1 
recommendation of the President of the Bank. The salary of the President, Vice
2 
President, and other officials shall be subject to the provisions of R.A. No. 10149.
3 
During the absence or temporary incapacity of the President, or in case of vacancy
4 
or permanent Incapacity and pending appointment of a new President of the Bank,
5 
the Board shall designate the officer-in-charge of the Bank.
6 
The President shall have the powers and duties to:
7 
(a) Sign and execute all contracts concluded by the Bank and enter into all
8 
necessary obligations required or permitted by this Act; and sign all notes, securities
9 
certificates, and other major documents of the Bank;
10 
(b) 
Exercise, as Chief Executive Officer of the Bank, the powers of control
11 
and supervision over decisions and actions of subordinate officers, and all other
12 
powers that may be granted by the Board;
13 
(c) 
Report to the Board the main facts concerning the operations of the
14 
Bank and to recommend changes in policies;
15 
(d) 
Appoint, promote or remove employees and officers of the Bank below
16 
the rank of Vice President, Provided, That promotions, transfers, assignments or
17 
reassignments of officers and personnel of the Bank are personnel actions deemed
18 
made in the interest of the service, any provision of the Civil Service Law to contrary
19 
notwithstanding;
20 
(e) 
Submit an annual report to the President of the Philippines on the
21 
result of the operations of the Bank; and
22 
(f) 
As required by circumstances, delegate any of the powers, duties or
23 
functions to any officer or director of the Bank.
24 
Sec. 14. Qualifications of Executive Officers. No person shall be appointed to
25 
any executive position in the Bank mentioned in the preceding section unless that
26 
person is of good moral character and of unquestionable integrity and responsibility,
27 
and who is of recognized competence in the field of economics, agriculture, industry,
28 
law, banking or finance, information technology, information security, risk
29 
management, building administration, general services and possessed of
30 
demonstrated administrative skill and ability, in accordance with the Civil Service
31 
Law, rules and regulations.


1 
Sec. 15. Legal Matters and Cases. Any provision of existing iaw or executive
2 
order to the contrary notwithstanding, the Bank shall have its own Legal Department
3 
which shall have the power to represent the Bank in cases filed before courts,
4 
tribunals, and quasi-judicial bodies, render opinions, prepare and review
5 
contracts/agreements. The Head of the Legal Department shall be appointed by the
6 
Board.
7 
In appropriate cases, the Bank may also avail of the legal services of external
8 
counsel, subject to the approval of the Board and the Office of the Government
9 
Corporate Counsel (OGCC): Provided, however. That the present Legal Services
10 
Group in the Bank shall serve as its in-house legal counsel.
11 
The Bank may, upon the recommendation of its chief legal counsel, deputize
12 
any member of its legal staff to act as special sheriff in foreclosure cases, in the sale
13 
or attachment of the debtor's properties and in the enforcement of court writs and
14 
processes in cases involving the Bank. The special sheriff of the Bank shall make a
15 
report to the proper court after any action taken by him, which shall treat such
16 
action as if it were an act of its own sheriffs in all respects.
17 
The sale of mortgaged properties under the provisions of existing laws or of
18 
this Act shall be conducted under the direction of the sheriff of the province or any
19 
special sheriff of the Bank, or of a municipal judge or notary public of the city or
20 
municipality where the sale is to be made, who shall be entitled to collect the fees
21 
provided for in the Rules of Court with respect to sale of properties under execution.
22 
Sec. 16. Disposal of Rea! Estate and Other Properties in the Collection of
23 
Debt Real estate and other properties acquired by the Bank in the collection of
24 
debts or investment by way of foreclosure or other means shall be sold or disposed
25 
of in accordance with law, within five (5) years after their respective dates of
26 
acquisition.
27 
For this purpose, the Board shail be the appropriate regulatory authority to
28 
promulgate the necessary implementing rules and regulations.
29 
Sec. 17. Exemption from Attachment The provisions of any law to the
30 
contrary notwithstanding, coiiaterals, securities on ioans or other credit
31 
accommodations and guarantees granted by the Bank or its predecessors-in-interest
32 
shaii not be subject to attachment, execution, stay order or any other court process,
10


1 
nor shall they be included in the property of insolvent persons or institutions, unless
2 
all debts and obligations of the debtor to the Bank and its predecessors-in-interest
3 
have been previously paid, including accrued interest, penalties, collection expenses,
4 
and other charges.
5 
No attachment or execution shall be issued against the Bank or its property
6 
before final judgment in any suit, action or proceeding in any court.
7 
Moreover, there shall also be no restraining order, temporary or permanent
8 
injunction, and/or stay order issued by any court, except the Court of Appeals and
9 
the Supreme Court, against the Bank in any action taken to foreclose the collateral
10 
or security for the loan, whether such order is sought by the borrower(s) or any
11 
third party or parties, except after notice and hearing in which it is established by
12 
the borrower and admitted by the Bank that at least twenty percent (20%) of the
13 
total loan obligations have been paid after the filing of foreclosure proceedings.
14 
Sec. 18. Right of Redemption. Any individual or juridical mortgagor of the
15 
Bank whose real property has been judicially sold at public auction, or any individual
16 
mortgagor of the Bank whose real property has been extra-judicially sold at public
17 
auction shall, within one (1) year counted from the date of registration of the
18 
certificate of foreclosure sale with the applicable Register of Deeds, have the right to
19 
redeem the real property by paying to the Bank all of the latter's claims as
20 
determined by the Bank.
21 
Notwithstanding the provisions of Act No. 3135, otherwise known as "An Act
22 
to Regulate the Sale of Property Under Special Powers Inserting In or Annexed to
23 
Real Estate Mortgage," as amended, juridical mortgagors whose real property has
24 
been extrajudicially sold at public auction shall have the right to redeem the property
25 
until, but not after, the registration of the certificate of foreclosure sale with the
26 
applicable Register of Deeds, which registration shall in no case be more than three
27 
(3) months from the date of foreclosure, whichever is earlier.
28 
The Bank may take possession of the foreclosed property during the
29 
redemption period. When the Bank takes possession during such period, it shall be
30 
entitled to the fruits of the property with no obligation to account for them, the
31 
same being considered compensation for the interest that would otherwise accrue
11


1 
on the account. Neither shall the Bank be obliged to post a bond for the purpose of
2 
such possession.
3 
Sec. 19. Human Resource. The Board shall provide for an organization and
4 
staff of officers and employees of the Bank and upon the recommendation of the
5 
President.
6 
All positions in the Bank shall be governed by the provisions of R.A. No.
7 
10149.
8 
The Bank officers and employees, including all members of the Board, shall
9 
not engage directly or indirectly in partisan political activities or take part in any
10 
election except to vote.
11 
No officer or employee of the Bank subject to Civil Service Law shall be
12 
dismissed except as provided by law.
13 
Sec. 20. Environmental, Social, and Governance Principles. As an integral part
14 
of the National Government, the Bank is inherently mandated to be socially
15 
responsible, to act and operate as good corporate citizen. The Governing Board of
16 
the Bank shall recognize and perform obligations that the Bank has towards the
17 
National Government, its majority stockholder, as well as the minority stockholders
18 
when existing, together with the employees, suppliers, customers and other
19 
stakeholders, and the communities in which it operates.
20 
Sec. 21. Inhibition from Board Meeting of Member with Persona! Interest
21 
Whenever any member attending a meeting of the Board, or any of his or her
22 
relatives within the second civil degree of consanguinity or affinity has a personal or
23 
pecuniary interest, directly or indirectly, in any matter in the agenda of the Board
24 
meeting or in the discussion or resolution of any given matter, said member shall
25 
disclose said interest to the Board and shall not participate in the discussion or
26 
resolution of the matter and must retire from the meeting during the deliberation
27 
thereon. The members of the Board present in the meeting should still constitute a
28 
quorum despite the inhibition of the subject member in any matter, discussion or
29 
resolution in the same meeting.
30 
The minutes of the meeting, which shall note the subject matter, the fact that
31 
a member had a personal interest in it, and the withdrawal of the member
32 
concerned, may be made available to the public.
12


1 
For this purpose, the members of the Board shall, at the beginning of their
2 
respective terms, disclose to the Board any and all interests they may have in any
3 
corporation, partnership, or association and shali, thereafter, disclose to the Board,
4 
any change thereto.
5 
Sec. 22. Prohibition on Persons with Personai/Pecuniary Interest No member
6 
of the Board, officer, attorney, agent, or empioyee of the Bank shall in any manner,
7 
directly or indirectly participate in the deliberation upon or the determination of any
8 
question affecting his or her direct personai interest or that of relatives within the
9 
second civil degree of consanguinity or affinity, or of any corporation, partnership, or
10 
association in which the member, officer, attorney, agent, or employee has a direct
11 
interest. Any person violating the provision of this section shall be removed from
12 
office and shall upon conviction be penalized with a fine of not less than Fifty
13 
Thousand pesos (Php 50,000.00) but not more than Two Million pesos (Php
14 
2,000,000.00) or by imprisonment of not less than two (2) years but not more than
15 
ten (10) years, or both at the discretion of the court.
16 
Sec. 23. Borrowing by Directors, Officers and Empioyees; Restriction and
17 
Limitation. No director or officer or employee of the Bank; or any corporation,
18 
partnership, or company wherein any member of the Bank's Board, officer or
19 
employee, or their relatives within the first civil degree of consanguinity or affinity is
20 
a director, officer or controlling shareholder either directly or indirectly, for his or her
21 
self or as representative or agent of others, borrow any of the deposits of funds from
22 
the Bank, nor shall he or she become a guarantor, or in any manner be an obligor
23 
for money borrowed from the Bank or loaned by it: Provided, That this prohibition on
24 
loans to directors, officers and employees shall not include loans allowed in the form
25 
of fringe benefits granted in accordance with rules and regulations as may be
26 
prescribed by the Monetary Board: Provided, further, That this prohibition shall not
27 
apply to loans to corporations wherein the director, officer or employee of the Bank
28 
sits on the board of the borrower corporation to represent the interest of the Bank.
29 
Sec. 24. Ruies and Reguiations on Confiict of Interest The Board is hereby
30 
authorized to issue rules and regulations for the purposes of determining and
31 
resolving conflict of interest questions, which rules shall, in particular, include the
32 
requirement on all officers and employees of the Bank to disclose any shareholdings
13


1 
they, or their relatives within the second civil degree of consanguinity or affinity,
2 
may have in any corporation, partnership, or company in excess of two percent
3 
(2%) of the equity of said corporation, partnership, or company or in any related
4 
party transactions defined by the Monetary Board of the BSP and the Board of the
5 
Bank.
6 
Sec. 25. Prohibition on Officers and Empioyees of the Bank. Except as
7 
required by law, or upon order of a court of competent jurisdiction, or the express
8 
order of the President of the Philippines or written permission of the client, no officer
9 
or employee of the Bank shall reveal nor allow to be examined, inquired or looked
10 
into, by any third person, government official, bureau or office any information
11 
relative to details of individual accounts or specific banking transactions, condition or
12 
business of any of its clients, or funds or properties in the custody of the Bank
13 
belonging to private individuals: Provided, That in respect to deposits or whatever
14 
nature, the provisions of existing law shall apply.
15 
This prohibition shall not apply to the exchange of confidential credit
16 
information among government financial institutions or among banks, in accordance
17 
with established banking practices or as may be allowed by law.
18 
Sec. 26. Exaction of Fee, Commission, Gift or Charge. No unauthorized fee,
19 
commission, gift, or charge of any kind shall be exacted, demanded, or paid, for
20 
obtaining loans from the Bank, and any officer, employee, or agent of the Bank
21 
found guilty of exacting, demanding, or receiving any fee services in obtaining any
22 
service or transaction from the Bank, shall be penalized by a fine of not less than
23 
Fifty Thousand pesos (Php 50,000.00) but not more than Two Million pesos (Php
24 
2,000,000.00), imprisonment for not less than six (6) years and one (1) month but
25 
not more than fifteen (15) years, and perpetual disqualification from public office
26 
and confiscation or forfeiture in favor of the government of any prohibited interest
27 
and unexplained wealth.
28 
Sec. 27. Examination of the Bank. The Bank shall be subject to supervision
29 
and examination by the appropriate department of the BSP. Provided, That in
30 
conducting the said examination, the BSP shall duly consider the Bank's risk-taking
31 
activities in furtherance of its mandate and may warrant relaxation of the regulatory
32 
ratios.
14


1 
Sec. 28. General Pena! Provisions. Any director, officer or employee of the
2 
Bank who violates, or permits any of the officers, employees or agents of said Bank
3 
or any other person to violate, any of the provision of this Act not specifically
4 
punished in the preceding sections and any person violating any provision of this Act
5 
or aiding and abetting the violation thereof, shall be penalized with a fine not less
6 
than Fifty Thousand pesos (Php 50,000.00) but not more than Two Million pesos
7 
(Php 2,000,000.00) or by imprisonment for not less than two (2) years but not more
8 
than ten (10) years, or both, at the discretion of the court.
9 
Sec. 29. Other Liability of Guilty Officer or Employee. Any member of the
10 
Board or officer or employee of the Bank who willfully violates any of the provisions
11 
of this Act shall, in addition to the criminal and administrative liability resulting from
12 
such act, be held liable for any loss or injury suffered by the Bank as a result of such
13 
violation.
14 
Sec. 30. Liability of Directors, Officers or Partners of Offending Corporation or
15 
Partnership. If the violation of the provisions of this Act is committed by a
16 
corporation or partnership, the liability imposed on the juridical person shall be
17 
without prejudice to the criminal liability of the responsible officer who committed
18 
the prohibited acts or other offenses under this Act.
19 
Sec. 31. Applicability of Banking Laws. The provisions of Republic Act No.
20 
7653, otherwise known as the "New Central Bank Act," as amended by R.A. No.
21 
11211, R.A. No. 8791, and other applicable banking laws, insofar as they are not in
22 
conflict with any provision of this Act, shall apply to the Bank.
23 
The penal provisions of Section 66 R.A. No. 8791, in relation to Sections 34,
24 
35, 36 and 37 of R.A. No. 7653, as amended by R.A. No. 11211 shall be applicable
25 
to directors, officers, employees and borrowers of the Bank.
26 
Sec. 32. Transitory Provision. Nothing in this Act shall operate to abolish the
27 
Bank and affect the validity or legality of any right, duty, or obligation created by or
28 
in respect of the Bank prior to the effectivity this Act.
29 
Within one hundred eighty (180) days after the effectivity of this Act, the
30 
Bank is authorized to reorganize and/or rationalize the Bank's organizational
31 
structure to attract fresh and critical talents to join the Bank's workforce in response
32 
to dynamic industry trends, incentivize early separation of tenured employees and
15


1 
those with medical conditions who will be considered for retirement before the
2 
optional retirement age of sixty (60) years old, and improve headcount management
3 
and succession planning.
4 
All those who shall retire from the service or are separated therefrom on
5 
account of the reorganization of the Bank under the provisions of this Charter shall
6 
be entitled to all gratuities and benefits provided for under existing laws and/or
7 
supplementary retirement plans adopted by and effective in the Bank.
8 
Sec. 33. Control Over Subsidiaries and Dividends from Subsidiaries. - Pursuant
9 
to Section 6(e) of this Act and notwithstanding any law, rule, regulation or practice
10 
to the contrary, the Bank, thru its President and CEO, shall have control over its
11 
subsidiaries and shall appoint the members of its board of directors based on the
12 
number of shares of stock standing in the Bank's own name in the stock books of
13 
the subsidiaries: Provided, That the Bank may temporarily appoint directors in cases
14 
where urgent action is needed from the subsidiaries' board but the present number
15 
of directors does not constitute a quorum. Every subsidiary shall declare and remit
16 
at least fifty percent (50%) of its annual net earnings as cash, stock or property
17 
dividends, without impairing its viability and the purposes for which it has been
18 
established, to the Bank as the parent corporation: Provided, further. That the
19 
percentage of annual net earnings that shall be declared by such subsidiary may be
20 
adjusted by the President and CEO.
21 
Sec. 34. Transfer of Assets and Liabilities of the Development Bank of the
22 
Philippines. The Bank shall transfer to the National Government its assets and
23 
liabilities as may be necessary to commence its operations under this Act on a viable
24 
basis, as determined by the appropriate authorities. Such assets to include, but
25 
need not be limited to its acquired assets and non-performing accounts, and such
26 
liabilities, to include real as well as contingent liabilities. The National Government is
27 
hereby authorized to accept the same under terms and conditions as may be
28 
mutually acceptable to the Bank and the National Government, and shall be subject
29 
to applicable laws, rules and regulations.
30 
Sec. 35. Maintenance, Care and Preservation of Assets Transferred to the
31 
National Government The Bank is hereby authorized to enter into an agreement
32 
with the National Government as transferee of assets from the Bank as herein
16


1 
provided, either as an interim arrangement or otherwise and under such terms and
2 
conditions as may be necessary to preserve, maintain and/or to dispose of such
3 
assets transferred to the National Government.
4 
Sec. 36. Separability Clause. In the event that any provision of this Act or the
5 
applicability of such provisions to any person or circumstances is declared invalid,
6 
the remainder of the Act or the application of said provision to other persons or
7 
circumstances shall not be affected by such declaration.
8 
Sec. 37. Repealing Clause. Executive Order No. 81, as amended, and Republic
9 
Act No. 8523 are hereby repealed, and Any other laws, rules and regulations which
10 
may be inconsistent with any of the provisions of this Act, are hereby amended
11 
accordingly.
12 
Sec. 38. Effectivity. This Act shall take effect fifteen (15) days after its
13 
publication in the Official Gazette or in a newspaper of general circulation in the
14 
Philippines.
15 
Approved,
17