Home Corporate Governance Company Disclosures Investor Relations Corporate Info News 2021 ASM Contact Us Board Committees COMPENSATION and REMUNERATION COMMITTEE Name Position Wilfrido V. Vergara Chairman George L. Go Member Romuald U. Dy Tang Member Emilio S. De Quiros, Jr. Member CROWN EQUITIES, INC. COMPENSATION AND REMUNERATION COMMITTEE CHARTER This Charter establishes the purpose, composition, authority, responsibilities and operations of the Compensation and Remuneration Committee of Crown Equities, Inc. (the “Committee”). 1. PURPOSE The Committee’s primary role is to decide, determine and approve, by majority vote of all of its members, matters relating to the compensation, remuneration and benefits of the Corporation’s officers and directors; and to provide communications with the Board of Directors and, as appropriate, communications with shareholders and regulators. 2. COMPOSITION The Committee shall consist of at least three (3) members of the Board. Members of the Committee shall be appointed by the Board, who shall also appoint a Committee Chairman. In accordance with this, members of the Committee may be removed or replaced, and any vacancies in the Committee shall be filled by the Board. 3. MEETINGS The Committee shall meet at least once a year or as often as it considers necessary. Any member may call a meeting of the Committee. The presence of a majority of its members shall constitute a quorum for any meeting. A duly convened meeting of the Committee at which a quorum is present is competent to exercise all or any of the authorities, powers or discretions vested in the Committee. The Committee may invite members of Management or others to attend meetings and provide pertinent information, as necessary. The Corporate Secretary shall be the Committee Secretary, unless otherwise determined by the Committee. The Committee Secretary, under the direction of the Committee Chairman, shall prepare the agenda and provide the Committee Members advance notice of meetings, the agenda, along with appropriate briefing materials. 4. AUTHORITY An act of the Committee which is within the scope of its power shall not require ratification or approval for its validity and effectivity. 5. RESPONSIBILITIES The Committee shall have the following duties and responsibilities. 5.1. Establish a formal and transparent procedure for developing a policy on executive remuneration, for fixing the remuneration packages of corporate officers and directors, and provide oversight on remuneration of senior management and other key personnel, ensuring that compensation is consistent with the company’s culture, strategy and control environment; 5.2 Designate the amount of remuneration, which shall be sufficient to attract and retain directors and officers who are needed to run the company successfully; 5.3 Develop a form on Full Business Interest Disclosure as part of the pre-employment requirements for all incoming officers, which, among others, compel all officers to declare under the penalty of perjury all their existing business interests or shareholdings that may directly or indirectly conflict with their performance of duties once hired; 5.4 Disallow any director to decide his/her own remuneration; 5.5 Provide in the Corporation’s annual reports, information and proxy statements, a clear, concise and understandable disclosure of compensation of its executive officers for the two (2) previous fiscal years and the estimate for the ensuing year; 5.6 Review (if any) of the existing Personnel Handbook, to strengthen provisions on conflict of interest, salaries and benefits policies, promotion and career advancement directives and compliance of personnel concerned will all statutory requirements that must be periodically met in their respective posts. REPORTING RESPONSIBILITIES The Committee Chairman must report to the Board of Directors regarding the Committee actions and activities. The Committee shall make recommendations to the Board of Directors as and when it considers appropriate in relation to its duties and responsibilities. ANNUAL REVIEW OF CHARTER The Committee shall conduct an annual review of this Charter and propose any enhancements as may be deemed necessary for Board approval. © Copyright CEI 2021 - Crown Equities Inc.,. ALL RIGHTS RESERVED