Mpi 17a Dec2021 Final-Mrkedup

Mary Angelica S.
Cruz
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Subject: Re: Metro Pacific Investments Corporation_SEC Form 17-A_18April2022
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1
7th April
Makati
COVER SHEET
for
SEC FORM 17-A
SEC Registration Number
C S 2 0 0 6 0 4 4 9 4
COMPANY NAME
M E T R O P A C I F I C I N V E S T M E N T S C O R P
O R A T I O N A N D S U B S I D I A R I E S
PRINCIPAL OFFICE ( No. / Street / Barangay / City / Town / Province )
1 0 t h F l o o r , M G O B u i l d i n g , L e g a
s p i c o r n e r D e l a R o s a S t r e e t s ,
L e g a s p i V i l l a g e , M a k a t i C i t y
Secondary License Type, If

Form Type Department requiring the report Applicable
A C F S
COMPANY INFORMATION
Company’s Email Address Company’s Telephone Number Mobile Number
info@mpic.com.ph +632-8888-0888 –
No. of Stockholders Annual Meeting (Month / Day) Fiscal Year (Month / Day)
1,289 as of 12.31.2021 Last Friday of May December 31
CONTACT PERSON INFORMATION

The designated contact person MUST be an Officer of the Corporation
Name of Contact Person Email Address Telephone Number/s Mobile Number
Ms. June Cheryl A. jcrevilla@mpic.com. +632-8888- –

Cabal-Revilla ph 0888
CONTACT PERSON’s ADDRESS
10/F MGO Building, Legaspi corner Dela Rosa Streets

Legaspi Village, Makati 0721 Philippines
NOTE 1 : In case of death, resignation or cessation of office of the officer designated as contact person, such incident shall be
reported to the Commission within thirty (30) calendar days from the occurrence thereof with information and complete contact
details of the new contact person designated.
2 : All Boxes must be properly and completely filled-up. Failure to do so shall cause the delay in updating the corporation’s
records with the Commission and/or non-receipt of Notice of Deficiencies. Further, non-receipt of Notice of Deficiencies shall not
excuse the corporation from liability for its deficiencies.
SECURITIES AND EXCHANGE COMMISSION
SEC FORM 17-A
ANNUAL REPORT PURSUANT TO SECTION 17

OF THE SECURITIES REGULATION CODE AND SECTION 141
OF THE CORPORATION CODE OF THE PHILIPPINES
1. For the fiscal year ended December 31, 2021
2. SEC identification numberCS200604494
3. BIR Tax Identification No. 244-520-457-000
4. Exact name of issuer as specified in its charter

METRO PACIFIC INVESTMENTS CORPORATION
5. Province, country or other jurisdiction of incorporation or organization

Makati City, Philippines
6. Industry Classification Code: (SEC Use Only)
7. Address of issuer's principal office Postal Code

10/F MGO Bldg., Legaspi cor. Dela Rosa Sts., Legazpi Village, 0721 Makati City
8. Issuer's telephone number, including area code

(632) 8888 0888
9. Former name, former address and former fiscal year, if changed since last report
N/A
10. Securities registered pursuant to Sections 8 and 12 of the Code, or Sections 4 and 8 of the
RSA
Title of each ClassNumber of shares of common stock outstanding and amount

of debt outstanding
Common Shares 30,070,247,752*

*Reported by the stock transfer agent as at December 31, 2021 and excluded the shares
held by the Company
11. Are any or all of these securities listed on the Philippine Stock Exchange?
Yes [ x ] No [ ]
12. Check whether the registrant:
a) has filed all reports to be filed by Section 17 of the SRC and SRC Rule 17 thereunder
or Section 11 of the RSA and RSA Rule 11 (1)-1 thereunder and Sections 26 and 141
of the Corporation Code of the Philippines during the preceding 12 months (or for such
shorter period that the registrant was required to file such reports);
Yes [ x ] No [ ]
b) has been subject to such filing requirements for the past 90 days.
Yes [ x ] No [ ]
13. State the aggregate market value of the voting stock held by non-affiliates of the registrant.
The aggregate market value shall be computed by reference to the price at which the stock
was sold; or the average bid and asked price of such stock, as of a specified date within
sixty (60) days prior to the date of filing. If a determination as to whether a particular person
or entity is an affiliate cannot be made without involving unreasonable effort and expense,
the aggregate market value of the common stock held by non-affiliates may be calculated
on the basis of assumptions reasonable under the circumstances, provided the
assumptions are set forth in the Form.
The aggregate market value of voting stocks held by non-affiliates representing 55.11%
of outstanding common shares is P = 62,131 million, computed on the basis of the closing
price as at March 31, 2022 of P
= 3.80 per share.
METRO PACIFIC
INVESTMENTS CORPORATION
SEC FORM 17-A
December 31, 2021

TABLE OF CONTENTS
PART I – BUSINESS AND GENERAL INFORMATION ............................................. 2

Item 1. Description of Business .......................................................................... 2
Item 2. Description of Properties ...................................................................... 39
Item 3. Legal Proceedings................................................................................ 41
Item 4. Submission of Matters to a Vote of Security Holders ........................... 41
PART II – OPERATIONAL AND FINANCIAL INFORMATION ................................. 42
Item 5. Market for Registrant’s Common Equity and Related Stockholder
Matters ............................................................................................................. 42
Item 6. Management’s Discussion and Analysis of Financial Condition and
Results of Operations ...................................................................................... 45
Financial Highlights and Key Performance Indicators ........................... 45
Operational Review ............................................................................... 46
I - MPIC Consolidated ........................................................................... 46
II - Operating Segments of the Group.................................................... 49
III. MPIC Consolidated Statement of Financial Position ....................... 55
IV. Liquidity and Capital Resources ...................................................... 59
V. Comparison of Other Financial Years .............................................. 62
Item 7. Consolidated Financial Statements ...................................................... 88
Item 8. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosures ....................................................................................... 89
PART III – CONTROL AND COMPENSATION INFORMATION .............................. 90
Item 9. Directors and Executive Officers of the Issuer ..................................... 90
Item 10. Executive Compensation ................................................................. 112
Item 11. Security Ownership of Certain Record and Beneficial Owners and
Management .................................................................................................. 114
Item 12. Certain Relationships and Related Party Transactions .................... 116
PART IV – CORPORATE GOVERNANCE ............................................................ 116
Item 13. Corporate Governance portion of the Annual Report ....................... 116
Item 14. Sustainability Report ........................................................................ 118
PART V – EXHIBITS AND SCHEDULES............................................................... 119
Item 15. Exhibits and Reports on SEC Form 17-C (Current Reports) ............ 119
Item 16. Signatures ........................................................................................ 119
Item 17. Index to Financial Statements and Supplementary Schedules ........ 121
i. Exhibit I - 2021 Audited Financial Statements
ii. Exhibit II - Supplementary Schedules
PART I – BUSINESS AND GENERAL INFORMATION
Item 1. Description of Business
(A) Business Development
Metro Pacific Investments Corporation (the “Parent Company” or “MPIC”) was incorporated in the
Philippines and registered with the Philippine Securities and Exchange Commission (“SEC”) on
March 20, 2006 as an investment holding company. MPIC’s common shares of stock are listed in and
traded through the Philippine Stock Exchange (“PSE”).
The principal activities of the Parent Company’s subsidiaries and equity method investees are
described in Notes 1, 10 and 41 of the attached 2021 Audited Consolidated Financial Statements. The
Parent Company and its subsidiaries are collectively referred to as “the Company” or “the Group”.
Metro Pacific Holdings, Inc. (“MPHI”) owns 43.97% and 43.1% of the total issued and outstanding
common shares of MPIC as at December 31, 2021 and 2020, respectively. As sole holder of the voting
Class A Preferred Shares, MPHI’s combined voting interest as a result of all of its shareholdings is
estimated at 57.02% and 56.2% as at December 31, 2021 and 2020 (see Note 20, Equity to the
attached 2021 Audited Consolidated Financial Statements).
MPHI is a Philippine corporation whose stockholders are Enterprise Investment Holdings, Inc. (“EIH”;
60.0% interest), Intalink B.V. (26.7% interest) and First Pacific International Limited (“FPIL”; 13.3%
interest). First Pacific Company Limited (“FPC”), a company incorporated in Bermuda and listed in
Hong Kong, through its subsidiaries, Intalink B.V. and FPIL, holds 40.0% equity interest in EIH and
investment financing which under Hong Kong Generally Accepted Accounting Principles, require FPC
to account for the results and assets and liabilities of EIH and its subsidiaries as part of FPC group of
companies in Hong Kong.
MPIC is a leading infrastructure holding company in the Philippines. MPIC’s intention is to maintain and
continue to develop a diverse set of infrastructure assets through its investments in water, toll roads,
power generation and distribution, healthcare services, light rail and logistics. MPIC is therefore
committed to investing through acquisitions and strategic partnerships in prime infrastructure assets
with the potential to provide synergies with its existing operations.
The list of MPIC’s subsidiaries is disclosed in Note 41, Consolidated Subsidiaries to the attached 2021
Audited Consolidated Financial Statements.
(B) Business of the Issuer
For management purposes, the Company is organized into the following segments based on services
and products:
Power, which primarily relates to the operations of Manila Electric Company (“MERALCO”) in relation to
the distribution, supply and generation of electricity. The investment in MERALCO is held both directly
and indirectly through Beacon Electric Asset Holdings, Inc. (“Beacon Electric”).
The investment in Global Power Power Corporation (“GBPC”) which is held through Beacon Electric’s
wholly-owned entity, Beacon PowerGen Holdings Inc. (“BPHI”, now merged with Beacon Electric as the
surviving entity; see Note 33), has been sold to Meralco PowerGen Corporation (“MGen”), a wholly-
owned subsidiary of MERALCO on March 31, 2021. In view of the sale, the assets and liabilities of
GBPC were deconsolidated. The results of its operations and the corresponding gain from the sale are
presented under “Operations of an Entity under Philippine Financial Reporting Standards (“PFRS”) 5”
(see Note 33, Deconsolidation of GBPC in 2021 to the attached 2021 Audited Consolidated Financial
Statements).
2
Toll Operations, which primarily relate to operations and maintenance of toll facilities by Metro Pacific
Tollways Corporation (“MPTC”) and its subsidiaries NLEX Corporation (“NLEX Corp.”), Cavitex
Infrastructure Corporation (“CIC”) and foreign investees, CII Bridges and Roads Investment Joint Stock
Company (“CII B&R”), Don Muang Tollway Public Ltd (“DMT”) [sold in February 2021 (see Note 10,
Investments and Associates)] and PT Nusantara Infrastructure Tbk (“PT Nusantara”). Certain toll
projects are either under pre-construction or on-going construction as at December 31, 2021 (see Note
29, Significant Contracts, Agreements and Commitments).
Water, which relates to the provision of water and sewerage services by Maynilad Water Holding
Company, Inc. (“MWHC”) and its subsidiaries, Maynilad Water Services, Inc. (“Maynilad”) and
Philippine Hydro, Inc. (“PHI”), and other water-related services by MetroPac Water Investments
Corporation (“MPW”) and its foreign investees, B.O.O. Phu Ninh Water Treatment Plant Joint Stock
Company (“PNW”) (see Note 4, Business Combinations, Disposals, and Changes in Non-controlling
Interests) and Tuan Loc Water Resources Investment Joint Stock Company (“TLW”) (see Note 29,
Significant Contracts, Agreements and Commitments).
Rail, which primarily relates to Metro Pacific Light Rail Corporation (“MPLRC”) and its subsidiary, Light
Rail Manila Corporation (“LRMC”), the concessionaire for the operations and maintenance of the Light
Rail Transit – Line 1 (“LRT-1”) and construction of the LRT-1 south extension (see Note 29, Significant
Contracts, Agreements and Commitments).
Others, which represent holding companies and operations of subsidiaries and other investees involved
in logistics, healthcare, fuel storage, real estate, provision of services and waste-to-energy projects.
The businesses of the Company have been affected by the global outbreak of a novel strain of
coronavirus (“COVID-19”), which was first reported in city of Wuhan, Hubei Province, People’s Republic
of China. While the outbreak was initially concentrated in China, in January 2020, the World Health
Organization declared the COVID-19 outbreak as a “Public Health Emergency of International Concern”
and as a pandemic on March 11, 2020. COVID-19 has severely affected and continues to seriously
affect the global economy. Several nations and territories, including the Philippines, have imposed strict
quarantine measures, social distancing rules, closure of work sites, restaurants, bars and non-essential
services, and even complete lockdowns of certain populations or areas. These measures resulted in
drastically reduced economic activities, which brought down demand for the businesses of the Group.
The COVID-19 pandemic has created significant public health concerns as well as economic disruption,
uncertainty, and volatility, all of which have impacted and may continue to impact the Group’s
businesses. The mobility restrictions implemented by the Republic of the Philippines (“Government” or
“ROP”) has affected the average daily traffic plying the Company’s toll roads business, and
consequently toll revenues. Its light rail operation was temporarily suspended and was limited to a
maximum capacity of 30% from October 2020 until it was recently increased to 70% in November 2021
and 100% in March 2022. Demand for water is still behind pre-pandemic levels as consumption from
non-domestic customers remain low. Power demand from the commercial and industrial sectors
declined but it was partially offset by the higher consumption from residential customers during
lockdowns.
Government authorities in other countries where the Group and its associated companies operate, such
as Indonesia, Vietnam and Thailand, have also adopted measures, including lockdowns and closure of
non-essential businesses, in an attempt to control the spread of the virus and mitigate the impact of the
outbreak.
Refer to Note 5, Operating Segment Information of the 2021 Audited Consolidated Financial
Statements for the impact of COVID-19 on the businesses of MPIC and the reconciliation of the
segment information to the amounts reflected in the consolidated financial statements.
Except as stated in the preceding and succeeding paragraphs, and in the discussion for each of MPIC’s
significant subsidiaries, there has been no other business development such as bankruptcy,
3
receivership or similar proceeding not in the ordinary course of business that affected MPIC for the past
three years.
(B.1a) Power - MERALCO
Business Development
The investment in MERALCO is held directly by MPIC at 10.5% and held indirectly through Beacon
Electric at an effective interest of 35.0% as at December 31, 2021 and 2020, respectively.
MERALCO is the Philippines’ largest electric power distribution company, with franchise area covering
9,685 square km. It provides power to more than 7.4 million customers in 36 cities and 75
municipalities including the whole of Metro Manila, provinces of Rizal, Cavite, and Bulacan, and parts of
Pampanga, Batangas, Laguna and Quezon. Electricity distribution within the MERALCO franchise area
accounts for over 50% of the power requirements of the country.
Through Clark Electric Distribution Corporation (“Clark Electric”), a 65%-owned subsidiary, MERALCO
holds the power distribution franchise of Clark Special Economic Zone (“CSEZ”) in Clark, Pampanga.
Clark Electric’s franchise area covers 320 square kilometers and 2,568 customers as at December 31,
2021.
MERALCO is organized into two major operating segments, namely, power [distribution, generation and
retail electricity supply (“RES”)] and other services.
Electricity distribution
This is principally electricity distribution and supply of power on a pass-through basis covering all
captive customers in the MERALCO and the Clark Electric franchise areas in Luzon. Clark Electric’s
franchise area covers CSEZ and its sub-zones.
Shin Clark Power Holdings, Inc. (“Shin Clark”) is a consortium consisting of MERALCO holding a 60%
stake; and Axia Power Holdings Philippines Corporation (a wholly owned subsidiary of Marubeni
Corporation), KPIC Netherlands BV, a wholly owned subsidiary of the Kansai Electric Power, Inc., and
Chubu Electric Power Co., Inc., collectively holding 40% in Shin Clark. Shin Clark manages the
development, operation, and maintenance of the electric power distribution system in the 9,450-hectare
New Clark City located within the CSEZ in the towns of Capas and Bamban, Tarlac, through a joint
venture agreement with the Bases Conversion and Development Authority (“BCDA”). On September
15, 2021, BCDA secured the endorsement from the Governance Commission for Government Owned
and Controlled Corporations for the incorporation of the joint venture company.
Power generation
MGen, the power generation arm of MERALCO, owns 100% of GBPC, following the completion of the
sale by BPHI, a wholly owned subsidiary of Beacon Electric, and by JG Summit Holdings, Inc., of 56%
and 30%, respectively, of the shares in GBPC to MGen in March 2021. GBPC is the largest
independent power producer in the Visayas.
MGen
MGen owns an effective 58% equity stake in PacificLight Power Pte Ltd. (“PLP”) in Jurong Island,
Singapore. PacificLight Power owns and operates a 2 x 400 Megawatt (“MW”) combined cycle turbine
power plant mainly fueled by liquefied natural gas.
MGen, through San Buenaventura Power Limited, a 51% owned joint venture entity, constructed and
owns a 455 MW (net) supercritical coal-fired power plant in Mauban, Quezon. The Power Supply
Agreement (“PSA”) with MERALCO was approved by the Energy Regulatory Commission (“ERC”) on
May 19, 2015. The power plant began commercial operations on September 26, 2019.
4
MGen is developing a 2 x 600 MW (net) coal-fired power plant in Atimonan, Quezon through its wholly
owned subsidiary, Atimonan One Energy, Inc. (“A1E”), which plant is expected to be the first ultra-
supercritical coal-fired facility to be built in the Philippines. Advance site preparation and early
engineering are currently being conducted. A1E is classified as a “Committed Project of National
Significance” by the Department of Energy (“DOE”) and has the requisite Department of Environment
and Natural Resources (“DENR”) approvals and permits. It is also recognized by the Board of
Investments (“BOI”) as a registered “Pioneer Project”.
MGen Renewable Energy, Inc. (“MGreen”) is a wholly owned subsidiary of MGen engaged in the
development, financing, construction and operation of solar-powered generation facilities. It has a 60%
equity in Powersource First Bulacan Solar, Inc. (“First Bulacan”). First Bulacan has developed a 80
MWdc/50 MWac utility scale solar facility located in San Miguel, Bulacan which is currently the largest
single operating solar plant in the country. First Bulacan was synchronized to the grid on May 12, 2021
and has since delivered solar energy to MERALCO under an ERC-approved PSA. The PSA is for a
period of 20 years.
MGreen has a 70% equity in Nortesol III Inc. (“NorteSol”), a company engaged in the development,
construction and operation of power plant and related facilities using renewable energy and hybrid
energy systems. Nortesol is developing a 110 MWdc/90 MWac floating facility in Laguna de Bay while
awaiting the leasing policy from the Laguna Lake Development Authority (“LLDA”).
LagunaSol Corporation, a 100% owned subsidiary of MGreen, was incorporated on September 24,
2020 to engage in the development, construction and operation of a power plant and related facilities
using solar energy.
GBPC
GBPC owns 1,091 MW (gross) of operating coal and diesel-fired power plants in the Visayas and
Mindoro Island. GBPC also has a 50% interest in Alsons Thermal Energy Corporation (“ATEC”), which
holds a 75% interest in Sarangani Energy Corporation (“Sarangani Energy”). Sarangani Energy’s first
105 MW (net) circulating fluidized bed (“CFB”) plant in Maasim, Sarangani started commercial
operations in 2016 while its 105 MW (net) CFB plant completed commission and started commercial
operations in September 2019.
On June 30, 2021, GBPC broke ground for its first renewable project – a 115 MWdc solar plant in
Baras, Rizal. The plant is expected to start commercial operations in 2022.
Retail Electric Supply

RES covers the sourcing and supply of electricity to qualified contestable customers. MERALCO and
Clark Electric also operate as local retail electricity suppliers within their respective franchise area under
a separate business unit, MPower and Cogent Energy, respectively. Under Retail Competition and
Open Access (“RCOA”), qualified contestable customers who opt for contestability and elect to be
among contestable customers may source their electricity supply from any retail electricity suppliers,
including MPower and Cogent Energy.
The ERC granted the following subsidiaries distinct RES licenses to operate as retail electricity
suppliers within Luzon and Visayas: Vantage, a wholly owned subsidiary of MERALCO; Solvre, a wholly
owned subsidiary of MGen; MeridianX, a wholly owned subsidiary of Comstech, on January 10, 2017,
February 9, 2017 and February 9, 2017, respectively. On April 21, 2021, Phoenix Power, a wholly
owned subsidiary of MERALCO, was issued a RES license by the ERC while Vantage RES renewal is
on-going. Clarion, a wholly owned subsidiary of Clark Electric, submitted the requirements for its RES
licensing to ERC. Global Energy Supply Corporation (“GESC”), a wholly owned subsidiary of GBPC,
was issued a RES license by the ERC on September 12, 2011 to September 12, 2021. On September
10, 2021, GESC’s RES license was renewed for another five (5) years beginning September 13, 2021.
5
Other Services
The other services segment is involved principally in electricity-related services, such as: electro-
mechanical engineering, construction, consulting and related manpower services, e-transaction and
bills collection, telecommunications services, rail-related operations and maintenance services,
insurance and re-insurance, e-business development, power distribution management, energy systems
management, harnessing renewable energy, electric vehicle and charging infrastructure solutions.
These services are provided by MIESCOR, Miescor Builders, Inc. and Miescor Logistics, Inc.
(collectively known as “MIESCOR Group”), Corporate Information Solutions, Inc., CIS Bayad Center,
Inc., Customer Frontline Solutions, Inc. and Fieldtech Specialist, Inc. (collectively referred to as “CIS
Group”), eMeralco Ventures, Inc., Paragon Vertical Corporation and Radius Telecoms, Inc. (collectively
referred to as “e-MVI Group”), MRail, Inc., Comstech, eSakay, Inc. Lighthouse Overseas Insurance
Limited, Meralco Financial Services, Inc., Meralco Energy, Inc. and MSpectrum, Inc.
Franchise and Regulation of Rates
MERALCO holds a congressional franchise under Republic Act (“RA”) No. 9209 effective June 28,
2003. RA No. 9209 grants MERALCO a 25-year franchise valid through June 28, 2028 to construct,
operate, and maintain the electric distribution system in the cities and municipalities of Bulacan, Cavite,
Metro Manila, and Rizal and certain cities, municipalities, and barangays in the provinces of Batangas,
Laguna, Pampanga, and Quezon. On October 20, 2008, the ERC, granted MERALCO a consolidated
certificate of public convenience and necessity for the operation of electric service within its franchise
coverage, effective until the expiration of MERALCO’s congressional franchise.
MERALCO was among the first entrants to the Performance-Based Regulation (“PBR”) scheme. Rate-
setting under PBR is governed by the Rules for Setting Distribution Wheeling Rates. The PBR scheme
sets tariffs based on the Regulatory Asset Base (“RAB”) of the Distribution Utility (“DU”), and the
required operating and capital expenditures to meet operational performance and service level
requirements responsive to the need for adequate, reliable and quality power, efficient service, and
growth of all customer classes in the franchise area as approved by the ERC. PBR also employs a
mechanism that penalizes or rewards a DU depending on its network and service performance. Rate
filings and setting are done every regulatory period (“RP”) where one RP consists of four regulatory
years (“RY”). A regulatory year begins on July 1 and ends on June 30 of the following year. Refer to
Note 30, Contingencies to the attached 2021 Audited Consolidated Financial Statements containing
disclosures on Performance-Based Regulations.
The rates charged by MERALCO are subject to approval by the ERC, based on forecasted levels of
capital and operating expenditures. On July 10, 2015, the ERC provisionally approved the interim
average rate proposed by MERALCO of ₱1.3810 per kWh and the rate translation per customer class,
which was reflected in customer bills starting July 2015. The ERC’s determination also lays out the
metrics used to evaluate MERALCO’s performance for the period, the amount of investment it will have
to make in the franchise area as well as the tariff to be imposed for MERALCO to earn an appropriate
return on its RAB. The fourth RP for MERALCO commenced on July 1, 2015 and ended on June 30,
2019. However, MERALCO did not undergo rate setting for the fourth RP because the PBR final rules
are still pending. MERALCO is currently subject to an interim Maximum Average Price of ₱1.3810 per
kWh for its fourth RP.
MERALCO also files with the ERC applications for confirmation and approval of over-recoveries and/or
under- recoveries of pass-through costs. There is an over-recovery where collections from MERALCO
customers exceed the ERC approved interim average rates. Over-recoveries are required to be
refunded by MERALCO to its customers. On the other hand, under-recoveries refer to advances made
by MERALCO for pass-through costs. These advances consist mainly of unrecovered or differential
generation and transmission charges, which are recoverable from the customers, as allowed by law.
6
Tariff Categories
• Residential is the rate class applicable to residential customers for all domestic purposes such
as lighting and cooling, in a single dwelling unit.
• General Service A is the rate class applicable to non-industrial and industrial customers with a
connected load of less than five kilowatts.
• General Service B is the rate class applicable to non-residential customers with a connected
load of five to less than 40 kilowatts.
• General Power is the rate class applicable to non-industrial and industrial customers with a
minimum demand of 40 kilowatts for general power, heating and/or lighting. Non-industrial
customers are those whose main economic activity is agriculture, construction, trading,
transportation operation and administration, communication services, storage and warehousing,
waterworks and supply, financial services, real estate, restaurant and hotel services, and other
community, social and personal services. On the other hand, industrial customers are those
whose main economic activity is mining and quarrying, manufacturing and processing, electricity
generation and distribution, and gas and steam manufacturing.
• Government Hospitals, Metered Street-lighting Service and Charitable Institutions is the rate
class applicable to Government hospitals duly registered and certified by the Department of
Health, metered streetlights, traffic lights, certain public parks under the National Park
Development Committee and duly registered facilities of charitable institutions.
• Flat Street-lighting Service is the rate class applicable to customers who wish to avail of public
street-lighting at a fixed monthly rate. Streetlamps for this service are installed by MERALCO on
existing distribution poles in accordance with company specifications for equipment, installation,
maintenance and operation.
• Embedded Generators Wheeling Power to Non-MERALCO Customers and/or the Wholesale
Electricity Spot Market (“WESM”) is the rate class applicable to embedded generators
connected to the distribution utility system with a minimum capacity of 40 kilowatts for wheeling
of power to non-MERALCO customers and/or selling to the WESM.
Different tariffs are applicable to distinct customer groups categorized by the purpose of use and load
characteristics. The tariff will also vary according to voltage level of the electricity consumed.
Lifeline Rate
Lifeline Discount or Lifeline Subsidy is a socialized pricing mechanism under Section 73 of the Electric
Power Industry Reform Act (“EPIRA”) to benefit marginalized and low-income captive market
customers. In MERALCO’s case, as approved by the ERC, residential customers with a monthly
consumption of up to 100 kWh enjoy a “Lifeline Discount” to be applied to the total of the generation,
transmission, system loss, distribution, supply and metering charges. The discount varies according to
consumption and is funded by a “Lifeline Subsidy Charge” that is paid by subsidizing customers.
The Lifeline Discount or Lifeline Subsidy scheme would have expired on June 26, 2021. On May 27,
2021, the Government extended the validity of the program for another period of 50 years or until 2071.
The implementing rules and regulations for the extension are still being finalized by the ERC.
System Loss Charge
System loss in a distribution system is the difference between the electric energy input to the system
and electric energy output from the system. It refers to technical and non-technical losses occurring in a
distribution system during the conveyance of electricity to end-users. System loss charge is the tariff
component associated with the cost of technical and non-technical system losses.
For the 13th consecutive year, MERALCO managed to outperform the prescribed regulatory system
loss cap. As of December 31, 2021, MERALCO’s system loss rate was at 5.85%, well below the system
loss cap of 6.5% (previously 7.25% prior to January 1, 2021). This consistent performance is due to
7
MERALCO’s continued investments in its distribution system and technologies that reduce system loss,
alongside joint efforts with law enforcement and local government units to deter electricity pilferage.
Customers
MERALCO’s and Clark Electric’s markets are categorized into four sectors and the consolidated relative
contributions to sales of each are as follows:
Contribution in terms of Sales

Volume
2021 2020
Commercial 33.1% 33.9%
Residential 36.7% 37.9%
Industrial 29.9% 27.9%
Streetlights 0.3% 0.3%
Total 100.00% 100.00%
MERALCO’s customers are mass-based such that the loss of a few customers would not have a
material adverse effect on MPIC and its subsidiaries taken as a whole. There is also no single
customer that accounts for twenty percent (20%) or more of the segment’s sales.
Competition
Distribution of electricity at its usable voltage to end-consumers is performed by investor-owned electric

utilities, notably MERALCO and Clark Electric, a few local government-owned utilities and numerous
electric cooperatives which sell to households as well as commercial and industrial enterprises located
within their franchise areas at retail rates regulated by the ERC. Given that distributors are assigned
franchise areas, as well as the significant investment involved in the setting-up of a distribution network,
MERALCO and Clark Electric have no significant competition in their franchise areas.
Since the start of RCOA in June 2013, a total of 440 contestable customers have switched to MPower,
the Meralco RES unit. MPower, with a group of highly competent engineers and commercial executives
with broad experience in the power industry, including load profiling and forecasting, energy operations
and management, and its customer-centric product and price offerings, among others, has created
significant value for its customers through its service offerings and reliable supply portfolio.
Distribution
MERALCO and Clark Electric have distribution facilities comprising land, various buildings and
improvements, and property and equipment, such as substation equipment, towers, poles, underground
conduits and conductors and overhead conductors and devices.
As of December 31, 2021, MERALCO has 10 networks sector offices, 38 business centers and 17
customer centers or extension offices. Its network facilities consist of 131 substations [total capacity of
20,408 mega volt amperes (“MVA”)], 1,002 circuits (total of 41,529 circuit-km.) and 209,482 distribution
transformers in service (total capacity of 17,689 MVA).
Clark Electric’s facilities consist of subtransmission and distribution assets and buildings and
improvements located in CSEZ. As of December 31, 2021, Clark Electric’s distribution facilities in
service include four substations with a capacity of 100 MVA at 230 kilovolt (“kV”) – 69 kV level and
183 MVA at 69 kV – 13.8 kV level. Its present distribution network consists of 2,008 distribution
transformers, 37.8 circuit-km. linear length of sub-transmission lines, 159.12 circuit-km. linear length of
primary lines, and 27.82 circuit-km. linear length (111.29 conductor length) of secondary lines and
service drops.
8
Source and availability of raw materials
MERALCO and Clark Electric do not operate their own generation capacity. Both purchase all of the
power they distribute from the power generators under PSA and Power Purchase Agreements (“PPA”)
or through the WESM. WESM is a venue where suppliers and buyers trade electricity as a commodity.
(B.1b) Others – Energy-from-Waste
METPower
METPower Venture Partners Holdings, Inc. (“METPower”), a wholly owned subsidiary of MPIC, is a
trailblazing waste management platform which provides customers with long-term solutions for
managing their organic waste. METPower’s anaerobic digestion technology uses organic waste to
produce biogas, a clean and sustainable biofuel that serves as a viable and cost-effective replacement
for diesel and LPG.
In November 2018, METPower signed agreements with Dole Philippines Inc. (“Dole”) to design,
construct and operate two integrated waste-to-energy facilities for Dole. These projects use the derived
biogas from the anaerobic digestion of fruit waste to supply a portion of the fuel and power
requirements of Dole’s canneries located in South Cotabato in Mindanao. The biogas facilities, with
construction completion expected within the first half of 2022, will have a capacity of 5.7 MW of clean
energy, and is expected to reduce Dole’s CO2 emissions by 100,000 tons per year.
Others
The MPIC-led consortium with Covanta Energy, LLC and Macquarie Group, Ltd. is currently discussing
and negotiating the terms of its Quezon City solid waste management facility project with the Quezon
City local government. The waste treatment facility proposes to convert municipal waste into electricity.
(B.2) Toll Operations
The Company holds its toll road assets through MPTC.
As at December 31, 2021, MPTC’s subsidiaries hold the following concession rights:
a. Through its 75.1% effective interest in NLEX Corp:

o Construction, operation and maintenance of the North Luzon Expressway (“NLEX”)
o Management, operation and maintenance of the Subic-Clark-Tarlac Expressway
(“SCTEX”).
o Construction, operation and maintenance of the NLEX-South Luzon Expressway
Connector Road (“Connector Road”).
b. Through CIC, which holds the concession rights for the operation and maintenance of the
Manila-Cavite Toll Expressway (“CAVITEX”).
c. Through its wholly owned subsidiary, MPCALA Holdings, Inc. (“MPCALA”), which was granted
the concession to design, finance, construct, operate and maintain the 44.6-km Cavite Laguna
Expressway (“CALAX”).
d. Through its wholly owned subsidiary, Cebu Cordova Link Expressway Corporation ("CCLEC”),
which holds the concession rights for the construction, the operation and maintenance of the
Cebu-Cordova Link Expressway (“CCLEX”).
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MPTC also has the following foreign investments:
▪ 76.3% effective interest in PT Nusantara. PT Nusantara is a leading infrastructure company in

Indonesia. Nusantara’s areas of operations comprise of toll roads, ports, water and energy
which serve over 103 million customers, 550,000 households, 266 factories and 210 vessels.
PT Nusantara’s concession assets comprise of toll roads, water concession rights and power
supply. Toll road concession rights cover the following toll road sections: (a) Tallo-Hasanuddin
Airport; (b) Soekarno Hatta Harbor – Pettarani; and (c) Pondok Ranji and Pondok Aren. The
water concession rights pertain to the right to treat and distribute clean water in the Serang
District, Banten and Province of North Sumatera in Indonesia. The power supply services
pertain to the biomass powerplant located in Jalan Raya Wajok Hulu, West Kalimantan.
▪ 44.9% effective interest in CII B&R. CII B&R has various road and bridge projects in and around
Ho Chi Minh City and its current portfolio includes 140.0 kilometers of roads operating at
approximately 52,000 vehicles per day and roads under pre-construction or on-going
construction covering a total of 40.4 kilometers. MPTC acquired CII B&R in 2015 through an
equity investment and financing transaction with Ho Chi Minh City Infrastructure Investment
Joint Stock Co. (“CII”) of Vietnam that effectively provided MPTC a 44.9% minority equity
interest in CII B&R.
In February 2021, MPTC, through its indirect subsidiary, FPM Tollway (Thailand) Ltd., sold its stake in
AIF Toll Roads Holdings (Thailand) Co. Ltd., which owns about 29.45% of Thai toll road operator Don
Muang Tollway Public Co. Ltd. (“DMT”) for approximately ₱7.2 billion or U.S.$149 million at the time of
the sale. DMT operates a 21-km elevated toll road in Bangkok, Thailand.
NLEX
The NLEX is a modern toll expressway that was commissioned by the Government to replace the
ageing North Luzon Diversion Road and to facilitate the development of the Subic and CSEZ. The
NLEX has been open and operating since February 2005. In February 2019, NLEX Harbor Link
Segment 10, a segment of NLEX, opened to the public. C3-R10 Section of NLEX Harbor Link Segment
10 was completed in June 2020.
The NLEX has 31 exits and interchanges, four toll barriers and ten rest and service areas, and consists
of eight lanes through Metro Manila, which narrows to six and then four lanes as it enters the more
rural areas to the north. The NLEX also features modern safety and anti-congestion measures,
including roadside assistance, emergency telephone lines, closed-circuit televisions for monitoring
traffic flows, guardrails and fences, and runaway ramps and weigh scales for trucks and other
commercial vehicles.
The NLEX serves as a gateway to travelers going to Central and Northern Luzon from the National
Capital Region and vice versa. It starts from Balintawak, Quezon City, passes through the National
Capital Region, traverses the agricultural provinces north of Manila, and ends in Sta. Ines, Mabalacat,
Pampanga. For the year ended December 31, 2021, the majority of NLEX users were Class 1 vehicles
(e.g., cars) comprising 79% of traffic volume; the rest were made up of Class 2 vehicles (e.g., buses)
and Class 3 vehicles (e.g., trucks).
From its inception, NLEX Corp. has been engaged in the rehabilitation of, and the installation of a toll
road collection system on the NLEX which has been carried out in phases.
▪ Phase I
In March 2001, NLEX Corp., through a competitive bidding process, awarded the construction
contract for Segments 1, 2 and 3 of Phase I to Leighton Contractors (Asia) Limited (“LCAL”).
LCAL was the main contractor for the rehabilitation work and Egis, a minority stockholder of
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NLEX Corp., was the main subcontractor for the toll, telecommunications, and traffic
management systems. Construction of Phase I started in February 2003. On January 26, 2005,
the independent certification engineer responsible for the project issued a “Certificate of
Substantial Completion” in respect of Phase I. On January 27, 2005, the Toll Regulatory Board
(“TRB”) issued a Toll Operation Permit for the operation and maintenance of Phase I (consisting
of Segments 1, 2, 3 and 7) in favor of NLEX Corp., which became effective on February 8,
2005. The permit allowed NLEX Corp. to commence commercial operations on the NLEX on
February 10, 2005.
▪ Phase II
NLEX Corp. began construction of Segment 8.1, the first element of Phase II, in April 2009 and
started commercial operation in June 2010. Segment 8.1 is a four-lane roadway of
approximately 2.7 km, connecting Mindanao Avenue to the NLEX, south of the existing
Valenzuela interchange. The project involved the establishment of a toll plaza on Mindanao
Avenue and is expected to reduce traffic congestion at the main Balintawak entry point to the
NLEX, and thereby facilitate access to the NLEX, particularly during peak hours of traffic. Phase
II also comprises Segments 8.2, 9 and 10 (described below).
As in Phase I, Segment 8.1 is equipped with toll collection, traffic management and
telecommunication systems and other safety features. NLEX Corp. obtained the approval of the
TRB for an integrated concession period for Phase I and Segment 8.1, and the extension of the
toll road concession period by seven years from December 31, 2030 to December 31, 2037.
The extension of the concession was due to negotiations with the TRB in light of the delayed
implementation of Segment 8.1 and may not apply to subsequent expansion projects, including
Segments 8.2, 9 and 10.
Segment 8.2 is an 11.3-km project that extends NLEX’s Harbor Link reach from the ports of
Manila in the west towards Quezon City in the east up to C5, corner CP Garcia & Katipunan
Avenue. This serves as the East-West 24/7 Truck Route decongesting North EDSA, Quirino,
Mindanao, Congressional, Luzon and Commonwealth avenues. The Segment 8.2 Project,
otherwise known as the “C5 North Link” will be implemented by sections in tandem with
Department of Public Works and Highways (“DPWH”)’s acquisition of rights-of-way and National
Housing Authority’s resettlement of Informal Settler Families occupying its alignment along
Republic and Luzon avenues. The first two km section of this project from Mindanao Avenue to
Quirino Highway in Novaliches, Quezon City, is targeted to be completed in 2023.
NLEX Corp. completed and opened the 2.6-km C3 to R10 portion of the Segment 10 on June
15, 2020 despite the pandemic. Earlier, the 2.4-km Segment 9 and the 5.6 km Segment 10
were completed and opened to the public on March 19, 2015 and February 28, 2019,
respectively. Collectively, they are known as the “Harbor Link” which connects the NLEX
concession towards the Port Area of Manila. The Harbor Link promotes commerce by allowing
24/7 access for commercial and cargo vehicles of the Port Area to and from NLEX, while
reducing travel time for motorists accessing NLEX from Western Metro Manila.
▪ Phase III
NLEX Corporation is currently finalizing its plans for Phase III of the NLEX, which is planned to
be a 40-km extension of the NLEX from San Fernando, Pampanga to Dinalupihan, Bataan.
Repair and maintenance of the NLEX are divided into three main categories:
▪ Routine maintenance of the road and equipment, which consists of the mechanical sweeping of
the road surface, the cleaning of drains, gullies and manholes, the removal of debris and grease
from the road surface, cleaning up after accidents, the replacement of consumable equipment,
minor repairs to pavements and structures, preventive maintenance to various equipment, and
the maintenance and replacement of equipment. These are covered by the operator’s fees.
11
▪ Repairs and replacement, including pavement repair/resurfacing or overlay, repair of drainage
network, repair of fences, structural foundations, replacement of fixed operating equipment
parts, exterior painting of buildings and structures, upgrading of software and hardware, etc.
The cost of repairs and replacements are borne by NLEX Corp.
▪ Improvements and expansions, which include the upgrading of toll plazas and interchanges,
including establishing new toll lanes as required. Costs associated with these improvements
and expansions are to be borne by NLEX Corp.
Toll collections are the most important aspect of NLEX’s operation. The NLEX has two sections: an
“open toll” section and a “closed toll” section. The 27.8-km open toll section (located within Metro
Manila) charges a flat toll per entry based on the class of vehicle. Toll rates for the 76.9-km closed toll
section are variable and are calculated according to the distance travelled on the closed toll section
and the class of vehicle.
Vehicles using the NLEX are categorized into one of three classes for purposes of assessing
appropriate toll rates:
▪ Class 1 includes “Light Vehicles”, such as cars, “jeepneys” (elongated jeeps with covered roofs
and room to seat 16 to 40 passengers) and vans;
▪ Class 2 includes “Buses”, and including tourist, school and public utility buses, as well as two-
axle trucks and Class 1 vehicles higher than seven feet or with more than two axles; and,
▪ Class 3 includes “Heavy Vehicles”, including trucks with three or more axles.
NLEX Corporation operates a total of 209 toll lanes on the NLEX. Toll fees are collected either in cash,
through a manual toll fee payment or by electronic toll collection system. NLEX Corp. has implemented
various types of electronic toll collection systems including Easy Trip RFID, contactless credit cards
and beep cards.
All toll collection processes and operations are computerized, and a global validation and security
system is being implemented for the NLEX to control leakage and fraud. NLEX Corp. has implemented
various systems and procedures to control toll leakage and fraud in the NLEX operations, including:
▪ in the closed system, the automatic encoding of transit tickets with entry information, including
the location, time and date of ticket delivery;
▪ surveillance systems for the oversight and verification of the decisions of toll collectors;
▪ systems that track and confirm toll collections, including manual and automatic checks at
multiple levels: (i) at the toll booth; (ii) the plaza computer system at each toll plaza; and (iii) a
central toll computer system;
▪ the production of end-of-shift reports by toll collectors, including checks on the total toll receipts
at the end of each shift, which are cross-checked against data collected by automatic vehicle
counters, and regular audits of such end-of-shift reports;
▪ the promotion of cashless electronic toll collection systems, for example through a digital
tollways program launched in August 2017;
▪ the protection of cash receipts in safes located inside buildings on small toll plazas or in strong
rooms on larger toll plazas, with daily cash bank deposits delivered by armored vehicles; and,
▪ surveillance and controls over cash counting, collection and deposit processes.
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SCTEX
The SCTEX is a 94-km, four-lane expressway north of Manila, connecting the Subic Bay Freeport Zone
in Zambales with the NLEX near the CSEZ in Angeles City and extending to the Central Techno Park
in Tarlac City and is the longest toll expressway in the Philippines. Together with the NLEX, the SCTEX
significantly reduces travel times between Manila, Subic, Clark and Tarlac.
On February 9, 2015, NLEX Corporation received the Notice of Award from the BCDA for the
management, operation and maintenance of the 94-kilometer SCTEX. On February 26, 2015, NLEX
Corp and BCDA entered into a Business Agreement involving the assignment of BCDA’s rights and
obligations relating to the management, operation and maintenance of SCTEX as provided in the
SCTEX concession and on May 22, 2015, the Supplementary Toll Operation Agreement was executed
by and among the Government, the BCDA and NLEX Corporation. The assignment includes the
exclusive right to use the SCTEX toll road facilities and the right to collect toll until October 30, 2043.
The management, operation and maintenance of the SCTEX was officially turned over to NLEX Corp.
on October 27, 2015. NLEX Corp. shall pay the BCDA monthly concession fees amounting to 50% of
the audited gross toll revenues of the SCTEX for the relevant month from effective date of
October 27, 2015 to October 30, 2043.
Connector Road
On November 23, 2016, NLEX Corp. and the Government acting through the DPWH signed a
concession agreement for the design, financing, construction, operation and maintenance of the
Connector Road. The Connector Road will be a four-lane toll expressway structure with a length of
eight km all passing through and above the right of way of the Philippine National Railways starting at
NLEX Segment 10 in C3 Road Caloocan City and connecting to the South Luzon Expressway (“SLEX”)
through the Metro Manila Skyway Stage 3 Project. The concession period will commence on the
commencement date of its construction, and shall end on its thirty-seventh anniversary, unless
otherwise extended or terminated in accordance with the concession agreement. The construction of
the Connector Road commenced in February 2019 and is expected to be completed by 2023.
Under the concession agreement, NLEX Corporation will pay the DPWH periodic payments as
consideration for the grant of right of way for the project.
CAVITEX
CIC holds the concession for the CAVITEX under the CAVITEX Toll Road Concession Agreement. The
first phase of the CAVITEX is a 14 km long toll road built in two segments running from Airport Road to
Cavite. The concession period extends to 2033 for the originally built road and to 2046 for a
subsequent extension. The second phase of the CAVITEX (C5 South Link Expressway), which will
connect the C5 road in Taguig to one of the segments in the CAVITEX, commenced construction in
June 2017 and is expected to be fully completed by 2022. Segment 3A-1, a segment of the C5 South
Link, commenced operations in July 2019. The remaining portions of the CAVITEX Phase II are
expected to be completed in 2023. The concession term will be 27 years.
CALAX
MPCALA was granted the concession to design, finance, construct, operate and maintain the CALAX.
On July 10, 2015, MPCALA signed the concession agreement for the CALAX with the DPWH. Under
the concession agreement, MPCALA is granted the concession to design, finance, construct, operate
and maintain the 44.6 km CALAX, including the right to collect toll fees, over a 35-year concession
period. The CALAX is a closed-system tolled expressway connecting the CAVITEX and the SLEX.
Construction is ongoing with expected full completion by 2023. Sub-sections 6 to 8, a segment of
CALAX, commenced operations in October 2019 and CALAX Laguna segment interchanges which are
part of the sub-section 6 to 8 opened last August 18, 2020. These interchanges are the Laguna
Boulevard Interchange and the Laguna Technopark Interchange. On August 24, 2021, CALAX
13
Subsection 5 which connects Silang East to Sta. Rosa-Tagaytay Road Interchange was inaugurated.
This extends the expressway’s operating sections from 10 to 14.24 km.
CCLEX
CCLEC entered into a concession agreement with the Cebu City and Municipality of Cordova (as the
grantors) on October 3, 2016 under which it was granted concession rights to design, finance,
construct, operate and maintain the 8.9 km CCLEX, including the right to collect toll fees over a 35-year
concession period (including the construction period). CCLEX consists of the main alignment starting
from the Cebu South Coastal Road and ending at the Mactan Circumferential Road, inclusive of
interchange ramps aligning the Guadalupe River, the main span bridge, approaches, viaducts,
causeways, low-height bridges, at-grade road, toll plazas and toll operations center. No upfront
payments or concession fees are to be paid but the Cebu City and Municipality of Cordova, the
grantors, shall share 2% of the project’s revenue. Construction of the project is ongoing and on
October 5, 2021, the CCLEX main bridge has been completed. CCLEX is estimated to be operational
by the second quarter of 2022.
Status of Toll Roads
The following table summarizes the estimated length, construction cost and target completion of the
MPIC Group’s toll roads:
Construction
Length
Toll Road Projects Cost** Target Completion
(In km)
(In ₱ billions)
Expansions to existing roads
CAVITEX Segment 4 Extension 1.2 2.2 2023
CAVITEX – C5 South Link 7.7 14.5 2023
NLEX-C5 North Link (Segment 8.2) 2.0 1.6 2023
Section 1A
Stand-alone road projects

NLEX-SLEX Connector Road 8.0 15.7 2023
Cebu Cordova Link Expressway 8.9 32.8 2022
CALAX 44.6 21.3** 2023
TOTAL 72.4 ₱88.1
*Construction Cost (inclusive of FOE, Security and Other Costs and exclusive of Concession Fee)
**Excluding concession fee
Toll Roads and Other Infrastructure Projects in Indonesia and Vietnam
Indonesia
PT Nusantara, through its subsidiaries, holds investments in the following:

1. Toll road operators – PT Bintaro Serpong Damai (“BSD”), PT Jalan Tol Seksi Empat (“JTSE”),
and PT Makassar Metro Network (“MMN”)
2. Water and waste management service providers – PT Sarana Catur Tirta Kelola (“SCTK”) and
PT Dain Celicani Cemerlang (“DCC”)
3. Power supply providers – PT Rezeki Perkasa Sejahtera Lestari (“RPSL”).
BSD entered into a Toll Road Operational Authority Agreement with PT Jasa Marga (Persero) Tbk
(“Jasa Marga”) for the development and operations of Pondok Aren - Serpong toll road lane for a
period of 28 years, including the construction period. The toll road has been in operation since 1999.
Pondok Aren - Serpong toll road lane is a 7-km toll road that connects Serpong and Pondok Aren,
South Tangerang, Indonesia.
14
JTSE entered into a Toll Road Concessionaire Agreement with the Department of Public Works of the
Republic of Indonesia (“DPU”) for the right to develop, operate and maintain Makassar Section IV Toll
Road for a period of thirty-five (35) years, including the construction period. The toll road has been in
operation since 2008. Makassar Section IV toll road is a 12-km toll road that connects Tallo Bridge to
the Mandai Makassar intersection, providing access to Sultan Hasanuddin International Airport as well
as the national road to Maros, Indonesia.
MMN entered into a joint operation agreement with Jasa Marga, a third-party toll road operator in
Indonesia, for the operations of Ujung Pandang toll road. MMN will operate the said toll road for thirty
(30) years and after which, the toll roads, including all the facilities in the area, will be handed over to
Jasa Marga. The toll road has been in operation since 1998. In October 2017, MMN was granted by
the Ministry of Public Works Republic Indonesia the extension of the concession period for the Ujung
Pandang toll road to 2043. Ujung Pandang toll road is a 6-km toll road which connects Soekarno-Hatta
port in Makassar and A.P. Pettarani road (Urip Sumoharjo flyover). Pettarani toll road, which is an
extension of the Ujung Pandang toll road, is a 4-km toll road that will connect Soekarno-Hatta Port
(Makassar) and Sultan Hasanuddin Airport to Makassar’s business district and city center.
Construction of the Pettarani toll road was completed in March 2021 with toll collection commencing in
May 2021.
SCTK is a water treatment plant and water distribution company which operates in Desa Cijeruk, East
Serang Regency, Banten, Indonesia and accommodates industrial, commercial and household needs
of clean water at total capacity of 375 liters per second. Its water treatment plant sources its raw water
from Ciujung River, East Serang, Banten, which is serving over 140 factories in various industrial
estates.
DCC is a holder of a 20-year water treatment concession in Medan Industrial Estate or Kawasan
Industri Medan (“KIM”), North Sumatera. The plant is servicing potential demand of up to 250 liters per
second of clean water supply and sources its raw water from the Deli River to supply clean water to
153 factories in the KIM Industrial Estate.
RPSL is an independent power producer for Siantan Biomass Powerplant in Mempawah, West
Kalimantan with a capacity of 15 MW. It is contracted to supply 8 MW to the State Electricity Company
and is the first biomass power plant in West Kalimantan.
Effect of Existing or Probable Governmental Regulations on the Business
The Toll Roads business of the MPIC Group is mainly affected by the ability of MPTC’s subsidiaries
and associates to secure the tariff adjustments they are owed under the regulatory frameworks that
govern their concessions. For example, NLEX Corporation and CIC derive substantially all of their
revenues from toll collections from the users of the toll roads. See “Legal Proceedings” and the notes
to the MPIC Group’s financial statements included in this Offering Circular.
Revenues contributed by foreign entities
Revenue contribution from PT Nusantara amounted to ₱1.2 billion (U.S.$23.2 million) in 2020 and
₱1.5 billion (U.S.$30.4 million) in 2021.
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Distribution
Toll road revenues are from manual toll fee payment, electronic toll collection and badges/cards for
buses, trucks and jeepneys.
Competition
While the toll road companies were granted sole right to operate and maintain toll roads under their
respective concession agreements, alternative routes and roads are the toll roads’ competitors:
▪ NLEX. A viable alternative road to North Luzon is the MacArthur Highway, a road extending
from Manila to Pangasinan that passes through small towns. The NLEX has historically served
as the main artery between Metro Manila and Central and Northern Luzon and as such, it has a
long and stable track record of traffic volume. Further, the NLEX has a stable service area,
which is characterized by the lack of comparable competing traffic routes and the resilience of
the user profile.
▪ CAVITEX. The free alternative routes to the R1 Expressway and R1 Extension are Quirino
Avenue, Aguinaldo Highway, Tirona Highway and Evangelista Road. While these roads are
complementary to the R1 Expressway and R1 Extension, they do not offer the same direct and
contiguous route from northern Cavite to Metro Manila and vice-versa. The alternative roads
have limited capacity and narrow lanes and are controlled by traffic lights and stop signs which
are heavily congested at peak times.
▪ PT Nusantara’s competitors are mostly within Indonesia’s toll road networks or free alternative
roads. BSD belongs to a wide toll road network in the Jakarta metropolitan area, hence, there
are various alternative toll roads but serving different routes. However, competition with these
other toll roads within the network is present for customers coming from West of the
metropolitan area to Central Jakarta and vice versa. For Nusantara’s toll roads located in
Makassar, there are free alternative roads to BMN and JTSE but have limited capacity and are
heavily congested during peak times. There are no other toll roads in Makassar.
Traffic volumes on the toll roads are likewise affected by competition from alternative modes of
transportation and there can be no assurance that existing modes of transport will not significantly
improve their services.
MPTC continues to promote traffic growth on these toll roads by providing more entry and exit points
along the expressway. Likewise, MPTC continues to boost the value proposition of its toll roads by
implementing measures to enhance customer satisfaction, safety, and convenience. While MPIC
believes there is no significant threat posed by competing toll roads in the Philippines covered by NLEX
Corp. and CIC’s concessions, there is competition elsewhere from Ayala Corporation, which was
awarded the contract to build the Daang Hari-SLEX Link, and San Miguel Corporation, which is the
controlling shareholders of the company(ies) operating the Metro Manila Skyway, South Luzon
Expressway, Tarlac-Pangasinan-La Union Expressway and NAIA Expressway.
On October 1, 2016, CIC and Metro Pacific Tollways Data Services Inc. (“MPTDSI”), a wholly owned
subsidiary of MPTC entered into a Toll Collection Services Agreement to facilitate the toll collection
function of CIC. PEA Tollway Corporation and MPTDSI provide CIC with the following operations and
maintenance services:
▪ collection of toll fees from motorists at toll plazas, both in cash and electronic form;
▪ routine maintenance and repairs of the road and equipment, and,
▪ management of CAVITEX in order to, among other things, improve traffic flows, maintain road
safety, and enhance the facilities and services along CAVITEX.
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Costs and effects of compliance with environmental laws
Prior to the commencement of construction activities, the grantee must obtain an environmental
compliance certificate (“ECC”) from the DENR. An ECC typically requires the grantee to submit its
proposed policies for, among others, (1) relocation and compensation of individuals and families who
are affected by the toll road project, (2) mitigation of the effects of the toll road project on the natural
environment, (3) environmental monitoring, and (4) public information and education regarding the toll
road project. In addition, the ECC typically requires the grantee to submit a quarterly report of its
environmental monitoring activities.
NLEX Corp. and CIC have dedicated teams that regularly monitor compliance with its ECCs and
ensure measurement of significant environmental metrics for purposes of compliance with the reporting
requirements under its loan agreements. Quarterly air quality sampling is conducted to measure the
level of pollutants and harmful particulates along the toll roads. A solid and hazardous waste
management system is also in place to ensure proper waste disposal and compliance with the
Ecological Solid Waste Management Act of 2001 and Toxic Substances and Hazardous Wastes
Control Act of 1990. All required areas for reclamation and re-vegetation are regularly monitored and
maintained to prevent soil erosion and scouring along river banks and slope areas.
PT Nusantara ensures that all projects are reviewed and evaluated against the following social and
environment requirements of relevant and applicable Indonesian laws on environment, health, safety
and social issues. They committed to follow a Social and Environmental Management System that
details the policy, operating procedures, institutional arrangements and workflow to identify social and
environmental risks that may arise from the projects it is involved in, and therefore ensure the
avoidance, minimization or mitigation of those risks during the entire cycle from project inception,
through appraisal, tendering, award, construction, maintenance and decommissioning.
Status of any publicly announced product or services
Toll Collection Interoperability Agreement.
Refer to Note 29, Significant Contracts, Agreements and Agreements attached to the 2021 Audited
Consolidated Financial Statements
(B.3a) Water - Maynilad
Manila Water Holdings Company, Inc. (“MWHCI”), a joint venture between MPIC, DMCI Holdings, Inc.
(“DMCI”) and Marubeni Corporation, holds controlling shares in Maynilad, which, in turn holds the
exclusive concession granted by the Metropolitan Waterworks and Sewerage Systems (“MWSS”), on
behalf of the Government, to provide water and sewerage services in the West Zone of the Greater
Metro Manila. MPIC’s effective ownership in Maynilad was at 52.9% as of December 31, 2021.
Maynilad’s subsidiaries are Philippine Hydro, Inc. (“PHI”) and Amayi Water Solutions, Inc. (“Amayi”).
PHI owns and operates three plants that supply treated bulk water to the Legaspi City Water District in
Albay, Norzagaray Water District, Santa Maria Water District, Bocaue Water District in Bulacan and in
Bambang, Nueva Vizcaya. Amayi was organized to engage in the distribution of water outside the
West Zone of the Greater Metro Manila.
Concession Agreements
In February 1997, Maynilad entered into a concession agreement with MWSS, with respect to the West
Zone of Greater Metro Manila. Under the concession agreement, MWSS grants Maynilad the sole
right to manage, operate, repair, decommission and refurbish all fixed and movable assets required to
provide water and sewerage services in the West Zone of Greater Metro Manila for 25 years ending in
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May 2022. In September 2009, MWSS approved an extension of its concession agreement with
Maynilad for another 15 years to May 2037.
On May 18, 2021, Maynilad and MWSS signed a Revised Concession Agreement (“RCA”) that will
govern the provision by Maynilad of water and wastewater services in the West Zone of the MWSS
Service Area upon its effectivity. Among the highlights of the RCA are the following:
▪ confirmation of the continuation of the concession period until July 31, 2037;
▪ imposition of a tariff freeze until December 31, 2022;
▪ removal of Corporate Income Tax (“CIT”) from among Maynilad’s recoverable expenditures as
well as the foreign currency differential adjustment;
▪ capping the annual inflation factor to 2/3 of the consumer price index;
▪ imposition of rate caps for water and sewerage services to 1.3x and 1.5x, respectively, of the
previous standard rate;
▪ removal from the ROP Letter of Undertaking of the non-interference of the Government in the
rate-setting process, change in the nature of the ROP’s liability from being a primary obligor to
being a guarantor, and the limitation of the ROP’s financial guarantees to cover only those
loans that are existing as of the signing of the RCA;
▪ replacement of the market-driven appropriate discount rate with a 12% fixed nominal discount
rate;
▪ retention of the Rate Rebasing mechanism where, subject to the rate caps, the rates for the
provision of water and wastewater services will be set at a level that will allow Maynilad to
recover, over the term of the concession, expenditures efficiently and prudently incurred
(except CIT) and to earn a reasonable rate of return (i.e., 12% fixed nominal discount rate),
and (i) waiver of certain arbitral awards against MWSS and the ROP (see Note 30,
Contingencies to the 2021 Audited Consolidated Financial Statements for more information).
The parties are in the process of fulfilling the conditions to the effectivity of the RCA.
See disclosures in Note 29, Significant Contracts, Agreements and Commitments to the 2021 Audited
Consolidated Financial Statements.
Maynilad’s subsidiary, PHI, supplies potable water to parts of Bulacan under bulk water supply
agreements with the water districts of Norzagaray, Santa Maria and Bocaue for 10-25 years until 2034.
On February 19, 2019, Amayi entered into a concession agreement with the Municipality of Boac,
Marinduque. The concession agreement shall be effective for a period of 25 years beginning on the
commencement date. To date, the implementation of the concession agreement has not yet
commenced pending the compliance by the local government unit of Boac with the conditions
precedent in the concession agreement.
Non-Revenue Water (“NRW”)
NRW refers to the volume of water lost in Maynilad’s distribution system due to leakage, theft from
illegal connections or metering errors.
Maynilad has established a dedicated team whose sole purpose is to reduce NRW by improving the
billing system, replacing meters for commercial and high-usage customers, undertaking comprehensive
leak repairs, reducing illegal connections, servicing pipe replacement and rehabilitating distribution
lines. The District Metered Area (“DMA”) program, which ensures that piped water is properly metered
and billed, is a central part of Maynilad’s water service improvement plan. Originally, water service
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areas were based on political and/or geographic boundaries and could contain two or more entry and
outflow points. DMAs now have a single water entry and outflow point which enables Maynilad to
effectively monitor, control and distribute water. DMAs also facilitate efficient account administration,
especially in densely populated areas. Maynilad’s NRW has improved significantly from 66% at the time
it took over the water services for the West Zone in 1997. In 2019, Maynilad’s average NRW measured
at the DMA improved further to 26.4% from 29.8% in 2018. However, as of December 31, 2021,
Maynilad’s NRW level was at 31.8%. Due to the current pandemic conditions requiring the availability of
potable water at all times, Maynilad had to prioritize activities and infrastructure projects that will ensure
compliance with its service obligations. The regular NRW control measures that were usually
implemented under normal conditions were postponed to ensure 24/7 water supply in the West Zone, to
the fullest extent possible, especially in the elevated areas and those situated at the fringes of
Maynilad’s pipe network. In addition, quarantine restrictions further caused delays in planned repairs
and maintenance activities.
Water Quality
Maynilad believes that its water quality surpasses the Philippine National Standard for Drinking Water
set by the Department of Health which is based on World Health Organization water quality guidelines.
During tests conducted by Maynilad in 2019, Maynilad water samples obtained an average
bacteriological compliance score which surpassed the threshold of 95% set in the Original Concession
Agreement. Maynilad collects regular samples on a monthly basis for bacteriological examination of
treated surface water and ground water sources.
Water at the Maynilad treatment plants undergoes daily bacteriological and physio-chemical analysis.
Sampling on deep wells within the coverage area is conducted jointly with the MWSS Regulatory Office
(“MWSS RO”) and undergoes monthly bacteriological analysis.
Sewerage Operations
Maynilad is responsible for the provision of sewerage and sanitation services through the operation of
new and existing sewerage systems and treatment facilities as well as a program for the regular
emptying of septic tanks in the West Zone.
Maynilad operates sewerage systems that collect wastewater generated from households and
establishments and convey it to Maynilad’s sewage treatment facilities for treatment prior to disposal.
Maynilad currently operates 20 wastewater treatment facilities for the treatment and disposal of sewage
and septage generated in the West Zone. As at December 2021, Maynilad expanded its sewerage
coverage to reach 21.6% of the water served population in its concession area. Maynilad is also
building a total of five new sewage treatment facilities in Valenzuela, Cupang, Tunasan, Ayala
Southvale and Las Piñas to serve approximately 810,000 customers and upgrading the Dagat-Dagatan
Sewage and Septage Treatment Plant for approximately another 760,000 customers.
Maynilad also operates 105 desludging tankers, which are used to empty individual septic tanks and
transport the septage collected to the nearest septage treatment plant.
Tariff Structure and Rate Regulation
The MWSS RO determines Maynilad’s water tariffs in accordance with the terms of the Original
Concession Agreement. Different water tariff schedules apply to the four main categories of retail
customers: residential, semi-business, commercial, and industrial. Each category has its own cost
structure, divided into nine consumption bands for residential and semi-business and 33 bands for
commercial and industrial customers. Industrial and commercial customers, on average, pay three to
five times more than residential and semi-business customers for the same volume of water consumed.
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Maynilad billings to customers consist of the following:
a. Water charges:
o Basic charges represent the basic tariff charged to consumers for the provision of water
services.
o FCDA is the tariff mechanism that allows Maynilad to recover foreign exchange losses or
to compensate foreign exchange gains on a current basis beginning January 1, 2002
until the Expiration Date.
o Maintenance service charge represents a fixed monthly charge per connection.
The charge varies depending on the meter size.
b. Environmental charge represents 20% of the water charges, except for maintenance charge.
c. Sewerage charge represents 20% of the water charges, excluding maintenance service
charge, for all consumers connected to Maynilad’s sewer lines. Effective January 1, 2012,
pursuant to RO Resolution No. 11-007-CA, sewerage charge applies only to commercial and
industrial customers connected to sewer lines.
In accordance with the law, a 12% value added tax is applied to the total charges of the customer.
Water tariff rates are adjusted according to the provisions of the Original Concession Agreement.
However, once the RCA takes effect, Maynilad’s water tariffs will be regulated and adjusted in
accordance with its provisions. See Note 29, Significant Contracts, Agreements and Commitments to
the attached 2021 Audited Consolidated Financial Statements.
MWSS Compliance with the 12% Limit on Return on Rate Base
The MWSS’s charter imposes a 12% limit on the return on rate base for the MWSS. The National Water
Resources Board (“NWRB”), which is mandated to determine the compliance of the MWSS
Concessionaires with the 12% return on rate base limit, has confirmed that this rate applies to the entire
waterworks system, including the income and assets held by the MWSS, Manila Water Company, Inc.
(“Manila Water”, which holds the East Zone concession of Metro Manila) and Maynilad. Pursuant to the
Original Concession Agreement, if the tariff rates determined to be appropriate for Maynilad would
cause a breach of the MWSS 12% return on rate base limit, the charter limitation would be observed,
but the MWSS RO will treat the excess amount (and interest accrued thereon) at the Appropriate
Discount Rate as Expiration Payment. However, Maynilad may also agree, in place of the Expiration
Payment in exchange for some other benefit, such as an adjustment to one or more of its coverage
targets.
Concession Fees
In accordance with the Original Concession Agreement, Maynilad paid concession fees of ₱989.8
million for the year ended December 31, 2021 (as compared to ₱1.66 billion and ₱1.97 billion for the
years ended December 31, 2020 and 2019, respectively.
Capital Expenditure Plans
Capital expenditure has been used to rehabilitate facilities inherited from the MWSS, as well as the
design and build plan of various new projects to improve water and sewerage services in order to meet
the service obligations under the Original Concession Agreement. Maynilad plans to continue to
rehabilitate and expand its water utilities network, reduce its NRW levels, improve water pressure and
water supply management, expand sanitation services and integrate new technology and information
technology into the system.
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Customers
Maynilad has no direct competition given that it has right to provide water and sewerage services to the
West Zone of the Greater Metro Manila under its concession agreement with the Government.
Distribution
Water is distributed through Maynilad’s network of pipelines, pumping stations and mini-boosters. As of
December 31, 2021, Maynilad’s network consisted of around 7,748 km of total pipeline, 38 pumping
stations, and 37 reservoirs. Under the Original Concession Agreement, if Maynilad fails to meet any
service obligation which continues for more than 60 days or 15 days in cases where the failure could
adversely affect public health or welfare, it is subject to penalties in the amount equal to 25% of the
costs needed to meet such requirements. If such failure continues for more than 180 days, Maynilad is
subject to penalties in the amount equal to 50% of the costs needed to meet such requirements. 16 psi
is the minimum pressure at which water will reach the third floor of a building without a need for a pump.
A number of factors affect the pressure of water supplied by Maynilad. In general, replacing faulty pipes
and adding pumping facilities increase water pressure, while expansion of the system decreases
system-wide water pressure.
Competition
Maynilad has no direct competition given that it has right to provide water and sewerage services to the
West Service Area under its concession agreement with the Philippine Government.
Under Maynilad’s Concession Agreement, MWSS grants Maynilad (as contractor to perform certain
functions and as agent for the exercise of certain rights and powers under the Charter), the sole right to
manage, operate, repair, decommission and refurbish all fixed and movable assets required (except
certain retained assets of MWSS) to provide water and sewerage services in the West Service Area up
to 2037.
Under Maynilad’s Concession Agreement, MWSS supplies raw water to Maynilad’s distribution system
and is required to supply a minimum quantity of raw water. Maynilad currently receives substantially all
of its water from MWSS.
Maynilad has some supply side risk in that: (i) it secures most of its supply from a single source – the
Angat dam; and (ii) this water source is shared by another water concessionaire, a hydroelectric plant,
and the needs of farmers for irrigation. A water usage protocol is in place to ensure all users receive
water as expected within the constraints of available supply. Following significant water supply
disruption in late 2009 arising indirectly from typhoons, the business entered 2010 with less water
supply available than allowed for in its concession. Maynilad has worked to moderate its reliance on
Angat by developing the Putatan Water Treatment Plant while continuing to reduce leakage and theft
rates.
Transactions with related parties
Maynilad entered into certain construction contracts with D.M. Consunji, Inc., a subsidiary company of
DMCI, in relation to the provision of engineering, procurement and construction services to Maynilad.
Refer to Note 19, Related Party Transactions attached to the 2021 Audited Consolidated Financial
Statements for further details.
Maynilad’s wastewater facilities are required to be maintained in compliance with environmental

standards set primarily by the DENR regarding effluent quality. All projects are assessed for their
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environmental impacts, and, where applicable, must obtain an ECC from the DENR prior to construction
or expansion. Subsequent to construction, effluents from facilities, such as sewage and septage
treatment plants, are routinely sampled and tested against DENR standards using international quality
sampling and testing procedures.
Maynilad has made efforts to meet and exceed all statutory and regulatory standards. Maynilad’s
regular maintenance procedures involve regular disinfection of service reservoirs and mains and
replacement of corroded pipes. Maynilad believes all wastewater treatment processes and effluents
meet the current standards of the DENR.
Maynilad’s Dagat-Dagatan Sewage and Septage Treatment Plant in Caloocan is the first facility of its
kind in the Asia-Pacific Region to attain triple international standard accreditations on Quality
Management (ISO 9001:2008) and Environmental Management (ISO 14001:2004) in January 2007,
and Occupational Safety and Health Management (OHSAS 18001:2007).
(B.3b) Water - MPW
MPIC’s wholly-owned subsidiary, MPW is pursuing water infrastructure projects and other water-related
investments across the Philippines.
As at December 31, 2021, MPW’s subsidiaries hold the following concession rights (see Note 29,
Significant Contracts, Agreements and Commitments to the 2021 Audited Consolidated Financial
Statements):
▪ Through 95% in Cagayan De Oro Bulk Water Inc. (“COBI”) through its wholly owned
subsidiary, MetroPac Cagayan De Oro Holdings, Inc. (“MCOH”). COBI, a joint venture
between MCOH and Cagayan de Oro Water District (“COWD”), holds a 30-year bulk water
supply agreement to supply up to 100 million liters per day (“MLD”) of treated water to COWD
(“CDO Project”). Operations commenced effective December 31, 2017.
▪ Through 80% in Metro Iloilo Bulk Water Supply Corporation (“MIBWSC”). MIBWSC, a joint
venture between MPW and Metro Iloilo Water District (“MIWD”), holds a 25-year bulk water
supply project to supply MIWD up to 170 MLD (“Metro Iloilo Bulk Project”). On July 5, 2016,
MIBWSC officially took over water production operations from MIWD.
▪ Through 80% in Metro Pacific Iloilo Water Inc. (“MPIWI”). MPIWI, a joint venture between
MPW and MIWD, holds a 25-year concession to rehabilitate, operate, maintain and expand
MIWD’s existing water distribution system and provide sanitation services to MIWD’s service
area (“Metro Iloilo Distribution Project”). MPIWI commenced operations in July 1, 2019.
▪ Through 80% in Metro Pacific Dumaguete Water Services Inc. (“MDW”). MDW, a joint venture
between MPW and Dumaguete City Water District’s (“DCWD”) holds a 25-year concession to
rehabilitate, operate, maintain and expand DCWD’s existing water distribution system and
develop wastewater facilities to serve DCWD’s service area (“Metro Dumaguete Distribution
Project”). MPDW commenced operations on February 1, 2021.
▪ Through 55.41% in B.O.O Phu Ninh Water Treatment Plant Joint Stock Company (“PNW”).
Pursuant to a 50-year BOO contract with the Chu Lai Open Economic Zone Authority, PNW is
licensed to develop a water supply system that will meet clean water demand in the Chu Lai
Open Economic Zone, and urban areas, industrial zones and adjacent rural areas in Quang
Nam province. PNW has substantially completed the construction and commissioning of a
water treatment plant with capacity of 25 MLD.
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MPW also has an interest in the following entities:
1. Effective interest of 27% in Laguna Water District Aquatech Resources Corp. (“LARC”)
through its direct ownership of 30% in EquiPacific HoldCo Inc. (“EquiPacific”). LARC, a joint
venture between EquiPacific and Laguna Water District (“LWD”), implements the joint venture
project for the financing, rehabilitation, improvement, expansion, operation and maintenance
of the water supply and distribution system within LWD’s franchise area covering the
municipalities of Los Baños, Bay, Calauan and Victoria of the Province of Laguna. LARC
commenced operations on January 1, 2016.
2. Effective economic interest of 19.9% in Cebu Manila Water Development, Inc. (“CMWD”)
through its direct ownership of 39% in Manila Water Consortium Inc. (“MWCI”). CMWD holds
a 20-year water purchase agreement for the supply of 18 MLD for the first year and 35 MLD of
water for the 2nd to 20th year to Metropolitan Cebu Water District.
3. Effective interest of 49% in Tuan Loc Water Resources Investment Joint Stock Company
(“TLW”) through its wholly owned subsidiary, Metro Pacific TL Water International Limited.
TLW is one of the largest water companies in Vietnam, with 310 MLD of installed capacity.
TLW’s main project assets are the: (1) Song Lam Raw Water Plant, (2) Ho Cau Moi Water
Treatment Plant, and (3) Nhon Trach 6A Sewage Treatment Plant.
MPW also has a 65% ownership in EcoSystem Technologies International, Inc. (“ESTII”). ESTII is
engaged in the business of designing, supplying, constructing, installing, and operating and
maintaining wastewater and sewage treatment plant facilities. The transaction allows MPIC, through
MPW, to diversify its water sector investment holdings and invest in the high growth wastewater
Engineering, Procurement and Construction (“EPC”) and Operation & Maintenance (“O&M”) markets.
ESTII owns certain patents and utility models relating to water/wastewater treatment, the use of which
are governed by an exclusive and perpetual license.
Dependence on Licenses and Government Approval
Various Government agencies and regulatory bodies require the possession of certain licenses and
permits with respect to water extraction, treatment and distribution. Maynilad, MPW and their
subsidiaries maintain compliance with the requirements and conditions for obtaining and maintaining
such licenses and permits.
The guidelines implemented by the NWRB and/or the Local Water Utilities Administration regulate the
water tariffs that may be charged by water distribution companies to customers. MPW maintains
adequate operational and financial documentations, conducts robust studies and implementation plans,
and maintains regular dialogue with local government and regulatory authorities to ensure compliance
with the requirements and conditions needed for the approval of proposed water tariff adjustments.
Customers
MPW’s investees were granted sole right to supply and/or distribute water to districts/areas as per their
respective joint venture agreements with the local water districts. For the year ended
December 31, 2021, revenues from these customers do not represent a significant percentage of
MPIC’s consolidated water revenues.
Revenues contributed by foreign entities
Revenue contribution from the water concession operated by PNW amounted to P

= 23.86 million for the
year ended December 31, 2021.
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Foreign contribution from investments in PNW (prior to date of business combination) and TLW under
share in equity in net earnings is disclosed in Note 10, Investments and Advances attached to the 2021
Distribution
MPW, through its subsidiaries and associates, delivers treated water to customers through a system of
transmission and distribution pipelines, reservoirs and pumping stations.
Competition
The water supply agreements that are in place, and the significant cost of putting up competing water
production and distribution facilities in the same service area generally restrict other private water
operators’ from supplying to customers currently being served by MPW through its subsidiaries and
associates.

Sources of water requirements as follows:
Company Water Source

Domestic:
MIBWSC Maasin Dam
LARC 90% from groundwater, and 10% from a bulk
water supplier
MPDW 100% groundwater
Vietnam:
Song Lam Raw Water Plant Lam River
Ho Cau Moi Water Treatment Cau Moi Lake
Plant
PNW Water Treatment Plant Phu Ninh Lake
MIBWSC currently sources a significant portion of its raw water requirement from the Maasin Dam and
treats close to around eighty percent (80%) of its water requirement through the Sta. Barbara water
treatment plant. Other sources of water by MIBWSC are groundwater and bulk water suppliers.
MIBWSC is undertaking preparatory activities for the development of additional water sources and the
construction of new water treatment facilities for the expansion phases.
MPIWI sources all its potable water requirements from the Metro Iloilo Water District.
ESTII, a subsidiary of MPW, entered into contracts with Maynilad for the construction of wastewater
treatment plants. MPIWI entered into contracts with Maynilad for the establishment of geographic
information system and non-revenue water assessment services. MIBWSC and COBI entered into a
management services agreements with MPW for the provision of accounting, treasury, branding,
corporate governance, information technology and other management services. Transactions with
Maynilad are eliminated in the process of consolidation.
All projects are assessed for their environmental impacts, and, where applicable, must obtain an
Environmental Compliance Certificate from the DENR prior to construction or expansion.
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(B.4) Rail
MPIC operates its rail business through its subsidiary, Metro Pacific Light Rail Corporation (“MPLRC”).
MPLRC’s main activity is the holding of shares both at Light Rail Manila Holdings Inc. (“LRMH”) as well
as LRMC. LRMC holds the exclusive concession granted by the Department of Transporation (“DOTr”)
and Light Rail Transportation Authority (“LRTA”), on behalf of the Government to operate and maintain
the existing LRT-1, as well as to extend the south line from Baclaran to Niog, Cavite. LRMH holds
shares in LRMC. On May 28, 2020, MPIC entered into an agreement with Sumitomo Corporation
(“Sumitomo”) for the acquisition by Sumitomo of a 34.9% interest in MPLRC (see Note 4, Business
Combinations, Disposals and Changes in Non-controlling Interests attached to the 2021 Audited
Consolidated Financial Statements). MPLRC has an aggregate 55% interest in LRMC. MPIC’s effective
stake in LRMC (through MPLRC) as of December 31, 2021 was 35.8%.
With the implementation of Enhanced Community Quarantine (“ECQ”) or Modified Enhanced

Community Quarantine (“MECQ”), two of the strictest forms of lockdown to combat COVID-19 in NCR,
LRT-1 operations were suspended. In June 2020, LRT-1 resumed operations but at a limited capacity
of 13%. In October 2020, following the DOTr’s directive to gradually increase maximum passenger
capacities, LRMC adjusted passenger loading capacity to 30%. In November 2021, the passenger
capacity for rail lines and selected public utility vehicles operating in Metro Manila and its adjacent
provinces was increased to 70%. Starting March 1, 2022, all public transportation was finally allowed to
operate at full capacity.
The majority of LRMC’s capital expenditure of ₱4.5 billion in 2021 was used for the rehabilitation of the
train system, structural repairs and improvements, and the construction of the LRT-1 Cavite extension.
Most of its station improvement project for 20 stations has been completed ahead of schedule. The
expansion work on the LRT-1 Cavite extension covering five stations is ongoing. However, long-
overdue tariff increases remain a financial obstacle to the development of the LRT-1 Cavite extension.
Since the start of civil works in September 2019, the project completion rate has now reached 69.1% for
Phase 1 of the LRT-1 Cavite extension. For the year ended December 31, 2021, LRT-1 had total
ridership of more than 44 million.
Patents, Trademarks, Licenses, Franchises, Concessions or Labor Contract
On October 2, 2014, LRMC entered into a concession agreement with DOTr and LRTA. Under the
concession agreement, DOTr and LRTA granted LRMC the exclusive right to operate and maintain the
existing LRT-1 and construct an 11.7-kilometer extension from the present end-point at Baclaran to the
Niog area in Bacoor, Cavite. LRMC was formally awarded the project by the DOTr and LRTA following
the submission of a lone bid with a premium of ₱9.35 billion. The concession period is for 32 years from
takeover date and ends in 2047.
DOTr granted an operating franchise to LRMC on September 11, 2015. LRMC took over the operations
and maintenance of LRT-1 on September 12, 2015. (See Note 29, Significant Contracts, Agreements
and Commitments attached to the Audited Consolidated Financial Statements).
Dependence on Licenses and Government Approval
Necessary Government approvals in relation to the operation of the rail business and the related non-
rail revenues have been secured and documented in the relevant concession agreement.
On July 30, 2014, the SC issued a temporary restraining order on the commencement of the
construction of common station at the vicinity of the existing MRT-3 North Avenue Station along EDSA.
Although the common station is a deliverable of the Government, LRMC’s business is materially
impacted by any potential delays because ridership is expected to increase materially with the
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completion of the common station. Under the concession agreement, the Government is obligated to
hand over the common station to LRMC by April 1, 2019 or 54 months after the signing date. The
“notice to proceed” for the construction of the common station was issued by the Government in 2019
and the expected completion date is now 2022. This is three years behind the original deadline stated in
the concession agreement.
LRMC also depends on the Government approvals for the acceptance and the funding of any potential
liquidated damages resulting from unfulfilled obligations.
Effect of Existing or Probable Governmental Regulations on the Business
The main variable affecting the earnings growth of the Light Rail segment is the ability of LRMC to
secure the fare adjustments and ability to collect the liquidated damages under the concession
agreement that governs LRMC’s concession.
The concession agreement establishes an initial fare rate and an adjustment formula for setting the
appropriate fares. The fare adjustment is scheduled every two calendar years beginning on
August 1, 2016, with a starting initial fare supposedly implemented on August 1, 2014. If the fares
approved by the Government are lower than the fares stipulated in the concession agreement, the
Philippine Government is obligated to pay the difference and keep LRMC whole.
LRMC continues to await approval by the Government of the full initial fares as stipulated in the
concession agreement.
Republic Act No. 11314, otherwise known as the “Student Fare Discount Act”, which was signed on
April 17, 2019, grants students who ride LRT-1 an entitlement of 20% fare discount. As a noticeable
percentage of LRT-1 riders are students, the law would have some negative effect on revenues. This
would be slightly offset by tax benefits under the law. Subject to the provisions under section 29.3 of the
Concession Agreement, this may be characterized as a “Material Adverse Government Action (Change
in Law)” for which LRMC would be entitled to compensation.
In 2020, as part of the Government’s measure to address and mitigate the spread of COVID-19, the
DOTr issued the Guideline for the Management of Emerging Infectious Disease. This guideline
provides that the rail sector should observe one-meter physical distancing measures inside the trains.
This resulted in as low as a 13% maximum operating capacity for LRT Line 1 upon lifting of ECQ in
Metro Manila and 30% up until November 2021, which are significantly below LRT-1’s actual capacity
pre-COVID-19. Although all public transportation systems are now allowed to operate at 100%, these
capacity restrictions resulted in a significant decline in LRMC’s ridership and farebox revenue for year
2020 and to date.
Customers
The rail business of LRMC enjoys a sole concession of the LRT-1. This transport system is widely used
by the public such that the loss of a few customers would not have a material adverse effect on MPIC.
There is also no single customer that accounts for twenty percent (20%) or more of the segment’s
sales.
Distribution
Rail farebox revenues are from manual fare payment through single journey tickets and usage of pre-
paid credits on stored value cards. Non-farebox revenues are primarily from direct payments by tenants
and advertising partner.
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Competition
While LRMC was granted the sole right to operate and maintain LRT-1, customers have non-rail
alternatives such as buses and jeepneys.
LRMC purchases spare parts from various suppliers, including foreign suppliers from Germany and
Japan, for the rehabilitation of the existing light rail vehicles (“LRVs”).
Under the LRT-1 Concession Agreement, included in the Grantors’ responsibilities is the procurement
of 120 LRVs. The additional LRVs are intended to increase the fleet of LRT-1 in preparation for the
Cavite extension as well as to retire the Generation 1 trains. In January 2021, the first of the thirty (30)
Generation-4 (“Gen-4”) train sets committed by the Government arrived in the Philippines. The state-of-
the-art passenger train sets, each with 4 LRVs has a maximum design speed of up to 70 kph and can
accommodate around 1,400 passengers per trip. These new trains will undergo rigorous testing and
commissioning before it is used for commercial operations.
In 2014, AF Payments Inc. (“AFPI”), in which MPIC has a stake of 20%, was granted the rights and
obligations to design, finance, construct, operate, and maintain the Automated Fare Collection System
Project (“AFCS Project”) for LRT-1, Light Rail Transit Line 2 (“LRT-2”), and Metro Railway Transport 3
(“MRT-3”). The AFCS Project, which was founded under the Build-Operate-Transfer Law,
accommodates a contactless smartcard technology for stored value and single journey ridership. When
AFPI bid for the AFCS Project, AFPI won the bid because it will not be charging public transport offices
fees for the use of its system. As such, LRMC is not paying AFPI for the use of its system (see Note
19, Related Party Transactions attached to the 2021 Audited Consolidated Financial Statements).
In 2017, LRTA and MERALCO entered into a memorandum of agreement for the relocation of electrical
sub-transmission and distribution facilities which will be affected by the construction works of the Cavite
Extension. LRTA shall pay MERALCO all costs and expenses to be incurred for the relocation of its
facilities (relocation charge). The agreement requires LRTA to enter into an Escrow Agreement to
facilitate its payment of relocation charges. MERALCO may suspend the implementation of the
relocation activities should LRTA fail to settle such charges. Since LRTA will only pay upon completion
of the activities and MERALCO wants to receive advance payment for the costs to be incurred, LRMC
has entered into a memorandum of agreement with MERALCO to pay in advance such charges to
enable execution of the relocation activities. MERALCO shall reimburse LRMC of the relocation
charges upon receipt from the Escrow Agent or LRTA (see Note 19, Related Party Transactions
attached to the 2021 Audited Consolidated Financial Statements).
Other transactions with related parties [Meralco, Maynilad, Philippine Long Distance Telephone
Company, Inc. (“PLDT”), Smart and others] were made in the ordinary course of business and are for
daily operation and general administration.
LRMC’s facilities are required to be maintained in compliance with the environmental standards set
primarily by the DENR. ECC have been issued previously to LRTA, namely ECC 0801004-7110 issued
2008, and ECC-O-8507-078-208 issued 1987 for the existing LRT-1 rail system.
For the commencement of the construction of the LRT-1 Cavite extension, LRTA has already obtained
an ECC from the DENR under reference no. ECC-CO-1305-0018 issued in 2013. The ECC requires the
proponent to abide by the following conditions: (i) implementation of a Solid Waste Management
Program, (ii) implementation of a dust control system at the construction site, (iii) construction and
installation of drainage structures, (iv) implementation of a social development program including
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priority employment for local residents within the direct impact areas, (v) conduct and submit a Traffic
Impact Assessment and a Traffic Management Program, (vi) submit evidence of compliance to all
pertinent environmental regulations, (vii) set up an Environmental Guarantee Fund, a Multipartite
Monitoring Team (“MMT”) and an Environmental Monitoring Fund, (viii) establish an Environmental unit,
and (ix) submit a joint undertaking between grantor and concessionaire. Regulations require the
grantee to submit a quarterly report of its environmental monitoring activities and a semi-annual report
of its compliance to the above stated ECC.
LRMC has a dedicated environmental team that regularly monitors compliance not only with its ECCs
but also with the International Finance Corporation Performance Standards as stipulated in its
Concession Agreement. LRMC has established its Environmental and Social Management System that
ensures measurement of significant environmental and social metrics for purposes of compliance with
the reporting requirements. In addition, the presence of the MMT, established in January 2016,
validates all the environmental activities and measurements of LRMC. LRMC has monthly Lenders
Technical Advisers audits conducted by ARUP and commissioned TUV Rheinland to conduct
independent environmental monitoring and compliance audits for the LRT-1 Cavite extension project.
LRMC achieved ISO 14001 certification in July 2017 and was recertified in November 2020. Since
LRMC assumed LRT-1 operations in 2015, no Notice of Violation was received, and no environmental
incident has occurred.
Status of any publicly announced products and services
Additional units of e-tap loading kiosks for Beep Cards were deployed, resulting in a total of 65 active
kiosks in the entire line as of December 31, 2021. LRMC also entered into lease agreements with
various merchants to expand its commercial business.
In December 2020, LRMC, in partnership with Bayad Center, launched its first Bayad Center lane in
Balintawak station to provide a more convenient payment option to LRT-1 commuters.
On February 13, 2019, the DOTr signed the contract for the development of the Unified Common
Station (“UCS”) which will provide a connection between LRT-1, MRT-3, Manila Mass Rapid Transit
Line 7 and the Metro Manila Subway. (See Note 29, Significant Contracts, Agreements and
Commitments to the attached 2021 Audited Consolidated Financial Statements).
(B.5) Others
Fuel Storage
Philippine Coastal Storage and Pipeline Corporation (“PCSPC”) operates the petroleum storage and
pipeline facilities of the former US military bases, namely Subic Bay Naval Base and Clark Air Force
Base. MPIC indirectly owns 50% of PCSPC through a partnership with Keppel Infrastructure Fund
Management Pte. Ltd. (in its capacity as trustee-manager of Keppel Infrastructure Trust) (“KIT”).
Strategically located in the Subic Bay Freeport Zone, PCSPC is the largest independent petroleum
product import terminal in the Philippines with a storage capacity of approximately 6.0 million barrels.
The 150-hectare facility comprises of 87 storage tanks, two piers and a pipeline infrastructure
connecting the entire facility. For 2021, the average storage capacity of PCSPC was at 5.8 million
barrels, with an average utilization rate of 71%.
On August 6, 2004, PCSPC was registered with Subic Bay Metropolitan Authority (“SBMA”) as a Subic
Bay Freeport Zone Enterprise under the Republic Act No. 7227, otherwise known as the “Bases
Conversion and Development Act of 1992”, as amended. As a registrant, it is entitled to a special tax
rate of 5% on gross income and shall enjoy all rights, privileges and benefits established under the Act.
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PCSPC has an operating lease agreement with SBMA covering its terminal facilities amounting to
U.S.$3.9 million per year. The lease, as amended, is for a fifth-year term, to expire on March 31, 2043,
with an option to extend until March 2058. The lease rate is the same throughout the term of the lease
until March 31, 2043. However, when the option to extend the lease is exercised, the rate will be
increased to U.S.$0.45/square meter per month.
PCSPC has storage agreements with various customers wherein it shall make available its facilities and
provide services for the storage and handling of commodities as described therein. The term of the
contract varies from six months to twenty years, which can be renewed subject to mutual agreement
between the parties. Customers range from minor to major oil players and logistics.
Hospitals
MPIC has created the Philippines’ first nationwide chain of leading private hospitals to deliver
comprehensive in-patient and out-patient hospital services, including medical and surgical services,
diagnostic, therapeutic intensive care, research and training facilities in strategic locations in the
Philippines. Following a 40% economic interest sell-down in December 2019 to a consortium consisting
of KKR & Co. (“KKR”) (through its Asian Fund III) and GIC through its subsidiary Arran Investments Pte.
Ltd., MPIC has a 20% economic interest in MPHHI, which in turn has various ownership interests in the
respective companies owning and/or operating the hospitals (together, the “MPIC Hospital group”). The
MPIC Hospital group has investments in 19 full-service hospitals across the Philippines – nine hospitals
in Metro Manila and ten around the country (Bulacan, Tarlac, Calamba and Los Baños, Laguna,
Bacolod, Bohol, Butuan, Davao, Zamboanga and General Santos). The MPIC Hospital group portfolio
also includes two healthcare colleges, Davao Doctors College and Riverside College in Bacolod,
primary care clinics, central clinical laboratory, and six operating cancer centers.
The MPIC Hospital group has the largest network of premier private hospitals in the Philippines with
approximately 3,800 beds, about 9,500 accredited doctors and more than 13,000 staff as of December
2021. The MPIC Hospital group reported revenue and a total patient census of ₱20,293 million and
3.2 million, respectively, in 2021, an increase of 37% and 23%, respectively, from the preceding year.
As MPHHI is the single largest shareholder in the majority of the hospital management companies in
which it has an interest, it is well positioned to provide modern professional management skills and
expertise to the hospitals, whose other shareholders are mostly the founding doctors or families of the
hospitals.
The healthcare sector is at the epicenter of the COVID- 19 pandemic and MPHHI continues to face
challenges as new variants of the virus emerge. The MPIC Hospital group has also been successful in
implementing the vaccination program for the employees and families within the MPIC Group.
Real Estate
The MPIC Group also has real estate investments through Landco Pacific Corporation (“Landco”),
which develops leisure communities, resort-inspired condominiums and luxury home communities, and
Metro Vantage Properties, Inc. (“MVPI”), which develops, designs and markets real estate properties. In
2021, Landco’s sales were at an all-time high since 2016, with 85% of sales from beachtown projects
(Playa Laiya, Club Laiya, Playa Calatagan, Calatagan South Beach, Playa Azalea and Costa Azalea).
Landco continues to explore opportunities in undeveloped properties.
On March 31, 2022, MPIC entered into deeds of absolute sale of shares for the acquisition of an
aggregate of 61.9% of the issued and outstanding capital stock of Landco, for a total consideration of
₱429 million with the following sellers: (a) ABHC owning 6,252,011 shares; and (b) individual
shareholders owning a total of 102,623 shares. As a result of the transaction, Landco shall become a
wholly-owned subsidiary of MPIC. The total consideration amounting to ₱429 million shall be offset
against the existing receivables of MPIC. The parties’ existing obligations were settled upon closing.
Prior to this transaction, MPIC holds 38.1% ownership interest in Landco.
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Logistics
MPIC’s logistics business is comprised of its wholly owned subsidiary MetroPac Logistics Company,
Inc. (“MPLCI”), which owns 99.1% of MetroPac Movers, Inc. (“MMI”).
Considering the changing landscape in the logistics space driven by the pace of digitalization in e-
commerce and rapidly evolving end-to-end consumer behavior, MMI has reassessed its priorities to
direct its focus on areas where it can best serve the needs and demands of the market. As such, it has
decided to discontinue investments in capital intensive, large-scale warehousing including the
previously announced Sta. Rosa logistics hub. This decision is also in line with the ongoing recalibration
of capital allocation plans of MPIC. MMI have ceased warehousing operations as at
December 31, 2021. See Note 29, Significant Contracts, Agreements and Commitments to the attached
2021 Audited Consolidated Financial Statements.
(C) Registrant’s present employees
As at December 31, 2021, the Parent Company has a total headcount of 54 employees (Administrative:
41, Rank and File: 13), who are neither unionized nor covered by special incentive arrangements. The
Parent Company does not expect to increase its headcount in the next twelve months.
(D) Registrant’s Major risks
Risks relating to the COVID-19 pandemic are described in a dedicated section of this report and not
repeated throughout each of the other sections.
As an investment and management company, MPIC undertakes risk management at three distinct
levels: entering new investments; financial stability of the holding company and within each operating
company.
1. On entering new investments
Prior to making a new investment, any business to be acquired is subject to an extensive due
diligence including financial, operational, regulatory, environmental, social, and governance risk
assessments. Risks to investment returns are then calibrated and specific measures to manage
these risks are determined. The Company is highly selective in the investment opportunities it
examines. Due diligence is conducted on a phased basis to minimize costs of evaluating
opportunities that may ultimately not be pursued.
MPIC’s investments involve to varying degrees, a partnership approach with MPIC co-investing
with partners that provide operational and technological inputs, thereby mitigating risks
associated with new and unfamiliar business areas.
Financing for new investments is through a combination of debt and/or equity by reference to
the underlying strength of the cash flow of the target business and the overall financing position
of MPIC itself.
MPIC’s geographic focus is predominantly the Philippines but with some additional assets in
Indonesia and Vietnam. MPIC is mitigating its foreign investment risk through partnerships with
reputable and influential local firms in these countries and engaging strong and reputable
advisers.
30
2. On ongoing Management of the Financial Stability of the Holding Company
MPIC does not guarantee the borrowings of its investee companies but there are standard
cross-default and cross-acceleration provisions in its loan agreements. Financial stability of the
holding company, including its dividend commitment to shareholders, is managed by reference
to the ability of the investee companies to remit dividends to MPIC to cover operating costs and
service borrowings. MPIC avoids currency and investment cycle mismatches by borrowing
instruments mostly in Philippine Pesos or in currency that matches operating cash flows, and
primarily long-term tenors, most of which carry fixed rates.
MPIC sets the level of debt on the Parent Company’s balance sheet to withstand variability of
dividend receipts from its operating companies associated with regulatory and other risks
described below.
3. Risk Management within the Operating Companies
Each of the operating companies has a management team which is responsible for having their
own plan to manage risk. These are reviewed semi-annually by their respective Risk
Management Committees and periodically by MPIC.
a) Political and Regulatory risks. A significant majority of MPIC’s invested capital is deployed
into businesses which are heavily regulated by the Government: electricity distribution; water
supply and distribution along with sewage treatment; toll roads; and light rail. Each of these
businesses has concession or franchise agreements which involve a degree of operating
performance obligation in order to retain rights and earn expected returns, and which contain
terms that would allow the Government to take over in times of public emergency or when
the public interest so requires. In some cases, these agreements provide for retrospective
assessment of the extent of overall operational and financial performance sometimes over a
period of years.
Risks arising from these types of businesses include the potential for differences with
regulators involving interpretation of the relevant agreements – either during the period in
question or in retrospect. To manage these risks, the operating companies have dedicated
regulatory management groups with experienced personnel. Their duty is to manage the
relationship with regulators, keep management up to date on the status of the relationship
and ensure companies are well prepared for any forthcoming regulatory changes or
challenges.
The Group has a sizeable amount of pending past due revenue claims accumulated for its
water, toll and rail businesses (see Notes 30, Contingencies attached to the
December 31, 2021 Audited Consolidated Financial Statements). The risk of being unable to
collect these claims is mitigated by continuing to deliver service obligations as effectively as
possible and maintaining open communication lines with the various responsible government
agencies.
Water
Maynilad continues to adopt and implement efforts to improve efficiency in the performance
of its service obligations under the Concession Agreement to mitigate regulatory and political
issues.
Apart from the RCA and the grant of the franchise as discussed in Note 25, Contracts,
Agreements and Commitments attached to the 2021 Audited Consolidated Financial
31
Statements, the following changes in political and regulatory environment will affect
Maynilad.
The House of Representatives passed, on its third reading, a bill that seeks to create the
Department of Water Resources (“DWR”) and the Water Regulatory Commission (“WRC”)
with the objective of centralizing the regulation of all water service providers. Once this bill is
passed into law, MWSS will be an attached agency of the DWR, and will continue to facilitate
the exercise by the Concessionaires of its agency powers. On the other hand, the economic
and regulatory units and functions of the MWSS will be transferred to the WRC, which has
quasi-judicial powers. Accordingly, all disputes arising from the Concession Agreement will
now have to be resolved by the courts and no longer through arbitration.
There are other laws which have been enacted in 2021 and early 2022, which include,
among others, Republic Act No. 11595 or the amendment to the Retail Trade Liberalization
Law (“RTLL”), Republic Act No. 11659 or the amendments to the Public Service Act (“PSA”),
and Republic Act No. 11647 or the Foreign Investments Act (“FIA”).
The amendments to the RTLL mainly reduces the minimum paid up capital of a foreign
retailer equivalent in Philippine pesos from US$2.5 million to P
= 25 million, and the categories
of enterprises in which foreign retailers can engage or invest in have been removed.
On the other hand, under the amendments to the PSA, the transfer of the Public Service
Commission’s powers to the various administrative agencies was made clear and specific.
More importantly, Congress limited the definition of a “public utility” to: (i) distribution of
electricity, (ii) transmission of electricity, (iii) petroleum and petroleum products pipeline
transmission, (iv) water and wastewater pipeline systems, (v) seaports, and (vi) public utility
vehicles.
Finally, under the amendments the FIA, the policy direction shifted to foreign investments
that will contribute to economic growth, productivity, global competitiveness, employment
creation, technological advancement, and countrywide development, but emphasizing
protection of national security. The bill also creates an Investment Promotions Council which
will integrate all promotion and facilitation efforts to encourage foreign investments. Small
and medium-sized domestic market enterprises with paid-in equity capital less than the
equivalent of US$200,000 remains to be reserved to Philippine nationals. Public officers and
employees involved in foreign investment promotion are also held to the highest standards of
accountability, and will be subject to maximum penalties for their violations.
Maynilad participates in all the hearings of the House Committee on Government

Reorganization to ensure that the inputs of the water concessionaires will be considered in
the final version of the bill creating the WRC. Maynilad is also monitoring the developments
in the bills certified as urgent.
Toll Roads
Following the implementation of the cashless transaction by the Toll Regulatory Board as a
way to help mitigate the spread of COVID-19 virus, there have been numerous complaints
on the inconsistent performance of the MPTC’s RFID system resulting in the imposition of
penalties and a ten-day suspension of the collection of toll fees by a local government unit.
In response thereto, MPTC has presented plans and enhancements to the relevant LGU to
address the system issues including Account Management System Upgrades (real time
update of load balances) and barrier-less system through the adoption of Automatic License
Plate Recognition System, among others.
32
Power
MERALCO is similarly faced with material regulatory uncertainty in respect of the timing and
detail of its next rate rebasing. Details of MERALCO’s specific regulatory risks are discussed
in MERALCO’s 2021 Audited Financial Statements as also uploaded on the edge website of
the PSE.
Storage
PCSPC is under a long-term lease agreement with the SBMA. As one of its largest income
contributors, SBMA is incentivized to maintain a good relationship with PCSPC and assist in
the growth of its business. PCSPC’s political risk exposure, if not properly managed, may
come in the form of imposing revisions to the terms of its lease with the SBMA.
b) Competition and Market. There is strong competition in bidding for Public-Private Partnership
(“PPP”) projects offered by the Government, and this may reduce forecast equity returns for
winning bids. MPIC’s preferred approach is to provide unsolicited proposals to government in
order to receive Original Proponent Status on its ideas. In this way it seeks to increase the
prospect of winning projects and avoid plain vanilla ‘lowest return on capital’ bidding.
Toll roads. At the moment, the existing toll roads in the Philippines operate in different
geographical areas and mostly with different alignments. Thus, there is hardly any
competition among the toll road concession owners and operators. Competition may
however exist between them in bidding for government-initiated toll road projects.
Power. Power generation through GBPC and MGEN is becoming increasingly competitive
due to RES, migration of contestable customers from the captive market, increasing
numbers of competitors, and the amended CSP rules. This is being addressed by using
efficient processes and technology and low-cost fuel to remain competitive.
Storage. The prolonged effect of COVID-19 and delayed vaccine rollout has affected the
demand for fuel products which in effect slowed down fuel storage requirements. Fuel
demand is expected to recover to 2019 levels by 2023-2024. Closure of refineries, however,
has increased demand for finished fuel products in the medium term. To offset demand
fallout, PCSPC continues to study and promote operating efficiencies and save costs.
c) Supply risk. Prospective vendors, suppliers, contractors and service providers undergo a
stringent accreditation process. One of the accreditation requirements is the submission of a
contingency plan or a Business Continuity Plan (if available) to ensure availability of supply
of goods and services by these vendors/suppliers/contractors/service providers in times of
crisis.
Water
Maynilad has fundamental supply side risk in that: (i) it sources 91% of its supply from the
Angat dam; and (ii) this water source is shared by another water concessionaire, a hydro-
electric plant, and the needs of farmers for irrigation.
Maynilad has moderated reliance on Angat by operationalizing a 300MLD Water Treatment

Plant at Putatan in Laguna Lake. Among the projects in the pipeline include a 300MLD plant
at Teresa, Rizal in connection with the planned Kaliwa Dam project. However, this may be
delayed due to COVID-19 pandemic. The 188 MLD Sumag Diversion Project being
undertaken by Maynilad and Manila Water has not yet remobilized pending the renewal of
the gratuitous permits by the Provincial Government of Quezon. Maynilad also has other
plans in place including the reduction of its non-revenue water and the construction of
modularized water treatment plants (“MoTP”) that will draw raw water from certain identified
33
dams of the National Irrigation Authority in Cavite. The MoTP in two of the four locations are
expected to be energized in 2022. Part of the additional supply augmentation is the
installation of additional MoTPs in Parañaque (10 MLD) and Valenzuela (1 MLD).
Toll Roads
The accreditation process in the MPTC group is a continuous process. This is to ensure that
MPTC builds and expands its vendor pool and that there will always be available suppliers,
contractors and service providers who can service its requirements. Admittedly, the
pandemic has slowed down the arrival of some imported goods (e.g. computers, etc.). The
delay, however, has not substantially impacted operations and did not result into business
interruptions.
Power
The power generation companies in the MPIC portfolio depend on varying grades of coal for
fuel. Primary supply sources are backed up by alternative supply sources. Appropriate level
of inventories are also maintained.
The electricity distributed by MERALCO and Clark Electric are contracted through PSAs and
long-term PPAs with generators. Any unsourced volume through the PSAs and PPAs is
purchased from the WESM.
The demand for electricity changes over time and the supply of electricity should match such
demand. Based on forecasted demand, Meralco and Clark Electric conduct Competitive
Selection Process for all prospective PSAs to have adequate supply of electricity.
d) Safety and Security risk.
Rail
LRMC manages significant operational, safety and security risks in running the LRT-1.
LRMC is mitigating these risks by establishing a Safety Management System driven from the
top, appointing a strong senior management team with extensive light rail operating
experience and using appropriate engineering and administrative controls. Furthermore, the
team has adopted state-of-the art security systems like CCTVs and the digitization of
reporting process via the RIA (Report, Inform, Action) platform. The risk of terrorism in the
trains and stations, which is assessed as a key risk of LRMC, is also mitigated through strict
inspection of incoming passengers using metal detectors, installation of x-ray screening
devices in high density stations, baggage search/inspection using K-9 security and
continuous conduct of safety and security drills and exercises. Regular safety and security
drills and exercises are being conducted as part of the emergency response and business
continuity management to account for the safety hazards and security threats.
Water
For Maynilad, possible common safety-related incidents include slips, trips and falls into a
confined space such as in wastewater treatment plants. These incidents become more
acute with the presence of dangerous gases such as methane and hydrogen sulfide as well
as possible oxygen reduction. Chlorine, a hazardous chemical, is used by Maynilad in the
decontamination of the waste and effluent water. Maynilad is mitigating these risks through
closely monitoring employees who are at higher risk for hazard exposure and providing
preventive measures including extensive safety training.
Any incident of poor water quality distributed by Maynilad could hurt the health and safety of
its customers. Maynilad mitigates this risk by performing both quality assurance and quality
34
control checks to ensure that the water distributed to the customers is compliant with the
2017 Philippine National Standard for Drinking Water. The process control laboratories of
its La Mesa and Putatan plants conduct quality assurance at every stage of the treatment
process. For water distribution, Maynilad’s WaterLab performs quality control activities
through daily testing of water samples collected from customers’ taps at a ratio of 1 sample
per 10,000 population.
Power
For MERALCO, safety risks relate to those operating an above ground power distribution
system, serving approximately 7.4 million residential, commercial and industrial customer
accounts. The primary risks are death, injury from fall, burn or electrocution. Extensive
training is conducted on using safety equipment and operating protocols to minimize unsafe
incidents.
Toll roads
MPTC’s operational safety risks concern accidents due to possible driver error, poor vehicle
maintenance, combination of the nature of road design and vehicle mishandling, or violations
of the Limited Access Facility Law, which prohibits, among others, the movement of
pedestrians on expressways. These risks are mitigated by road user safety campaigns,
careful traffic management, optimized design and construction, and coordination with Local
Government Units and other government agencies.
MPTC is also exposed to all safety risks inherent in construction activities as well as natural
disasters.
The Group has institutionalized monitoring and reporting of work-related fatalities and
serious injuries including significant environmental non-compliances and major governance
and corruption issues, if any, for review by the MPIC Risk Management Committee.
e) Climate change risk and related issues. Extreme or unusual weather patterns associated
with climate change are key risks for the Group. MPIC’s principal operating companies’
mitigation measures include: weather hardening for above ground power distribution;
increasing water processing capacity for highly turbid water; and improved drainage and
flood protection for toll roads. The principal operating companies have also formalized and
are continuously improving their Business Continuity Plans including coordination with
government and private organizations such as the Philippine Institute of Volcanology and
Seismology, National Disaster Risk Reduction and Management Council and Philippine
Disaster Resilience Foundation (“PDRF”) together with the operating companies’ respective
regulators.
Climate change is resulting in variable rainfall patterns leading to a combination of reduced

water supply (see supply risk) and increased turbidity of water sources including an increase
in algae bloom making it harder for Maynilad to sustain service levels. This risk is mitigated
through increased investment in water treatment capabilities and working with the
Government to explore new water sources.
For LRMC, intensified water reuse and recycling are being implemented. LRMC has zero
effluent discharge.
The Group is also trying to mitigate this risk through carbon offsetting initiatives such as tree
planting and other greening initiatives, use of solar power, use of clean and efficient
technology in our coal operations and exploring renewable energy sources (e.g. biogas and
energy from waste) to complement our existing coal investments. Waste reductions are also
encouraged for Scope 3 GhG and installation of bike lanes in Libertad Street Pasay and bike
35
racks in all LRT-1 stations were completed in 2021. Waste reductions are also encouraged
for Scope 3 GhG and installation of bike lanes in Libertad Street Pasay and bike racks in all
LRT-1 stations were completed in 2021.
f) Environmental risk. As a storage facility mainly for petroleum products, there is exposure to
potential leaks from pipelines and the storage tanks. If not addressed properly, this could
affect the soil and water quality within the freeport zone and lead to significant environmental
and political risks. There are currently no major environmental issues in PCSPC and
occurrences of leaks have been properly managed by the team. Regulatory reporting
requirements of DENR have also been met by PCSPC management. Further, the business
plan has already taken into account capital and operating expenditure items to ensure
proactive environmental management of the facility. See Note 30, Contingencies attached to
the 2021 Audited Consolidated Financial Statements for the Clean Water Act Case and
Order Relating to Effluent Quality.
g) Cybersecurity risk including increasing data privacy protection requirements. Any disruption
due to cyberattacks may result in service interruption, especially damaging for our utilities,
lost revenue, increased costs for protection, remediation costs, reputational damage and
regulatory fines. The Group is continuously enhancing its cybersecurity skills and processes,
including risk now associated with expanded working from home which increases exposures
to possibly unsecured residential networks used by employees. Maynilad and LRMC focus
on continual implementation of awareness campaign to strengthen the people aspect of
security controls with the employees as first line of defense. The Group is also reviewing and
purchasing appropriate insurance coverage. In addition, there is an ongoing procurement of
additional tools and applications like IT Patch Management, IT Asset Management and
expansion of SIEM capacity to cater to more analysis and correlation of relevant logs to
identify, detect, and block security threats.
Other risks associated with the Group’s operations, specifically on its Environmental, Social
and Governance aspects are discussed in the Company’s Annual Sustainability Reports
which can be downloaded from the MPIC website.
4. Financial Risk Management
The financial risks of MPIC’s operating companies are primarily: interest rate risk, foreign currency
risk, liquidity risk, credit risk and equity price risk (see Note 34, Financial Risk Management
Objectives and Policies attached to the 2021 Audited Consolidated Financial Statements for more
details on these risks).
Liquidity risk. MPIC has ample liquidity to support its essential investment projects, meet debt
obligations and to maintain the current level of dividend payments to shareholders. It is reasonable
for MPIC to anticipate reduced dividend income from its operations. MPIC is also alert to the rapid
decline in financial liquidity around the world and will modify its investment program accordingly.
Maynilad has been unable to access additional credit during the Government’s review of the
Maynilad CA. Now that the RCA has been signed, creditors are only waiting for the delivery of the
RCA annexes (including in particular, the signed Letter of Undertaking from Government) before
fully restoring credit to Maynilad and pursuing new financing arrangements.
Maynilad has implemented tight control processes over expenditures and deferral of projects in
order to preserve cash. There is currently no need for short-term debt funding or shareholder
support.
To date MPIC’s other major investees have maintained ample liquidity during the COVID-19
pandemic.
36
Equity Price Risk. MPIC’s operating companies are generally not faced with equity price risk
beyond that normal for any listed company, where relevant.
The regulatory returns for MERALCO are benchmarked in part to the changing cost of equity (and
debt) in the Philippines with a positive correlation between rising equity risk premiums and nominal
returns. For more details on MERALCO’s risk factors, see MERALCO’s Information Statement
which should be uploaded on the Edge website of the PSE.
Refer to the Risk Management section of MPIC’s Annual Report for the Company’s risk
governance structure and overview of risk management process.
5. COVID-19 Pandemic-Related Risks
The Group has set its priorities during this crisis as: health and safety of its employees;
uninterrupted delivery of services; and preservation of cash to support these priorities.
a) Health and safety of the Group’s employees
Across the operations of MPIC group, various skeletal, rotating weekly shifts, and remote
working protocols have been introduced to limit the potential for COVID-19 infections
amongst personnel, the majority of whom are retained on full pay. All have been briefed on
hygiene, social distancing and procedure to follow in the event of infection concerns,
including self-isolation. Details of the measures implemented by the Group are disclosed in a
separate report using SEC Form 17-C (COVID-19 Impact and risk mitigation strategies)
which the Company submitted to and uploaded on the PSE/SEC website on March 16, 2020.
The Group has institutionalized monitoring of COVID-19 infection cases among its
employees, consultants, contractors and other service providers. The Human Resources
personnel of the Group are also regularly conducting general health checks among
employees including those who are working remotely. New protocols for employees working
in the field or in their offices include testing for the virus, as well as door to door shuttling as
deemed necessary. The Group is encouraging work from home where possible.
The Group has also started to roll out its vaccination program among its employees and their
dependents as a way to protect them from severe effects of the virus and ensure service
continuity. Inoculations have started in July 2021 and boosters have been made readily
available.
b) Uninterrupted delivery of services
Most of our businesses are engaged in the provision of essential services and, with the
exception of LRT-1, have operated throughout the pandemic.
Water
To help maintain service levels and support hygiene in the population during the community
quarantine, the NWRB ensured that the water allocation from Angat Dam is steady
throughout 2021.
Maynilad also recognizes the possible presence of the SARS-CoV-2 virus, the type of
coronavirus responsible for the COVID-19 disease, shed in the feces of infected individuals.
However, based on WHO Interim Guidance released on July 29, 2020, infectious SARS-
CoV-2 has not been detected in treated and untreated wastewater. Instead, ribonucleic acid,
which are fragments only of SARS-CoV-2, are found in untreated wastewater. It was also
mentioned that the inactivation of the virus may be achieved through disinfection in
wastewater treatment facilities.
37
However, the risk of infection among frontline personnel, customers, and service providers is
still present. Necessary health protocols and work arrangements are in place to protect both
its workers and customers.
With this, Maynilad ensures the continuous operation of its wastewater management
programs to provide sewerage and sanitation services even during the pandemic.
Power
With the rising new cases and implementation of a stricter quarantine, MERALO assured that
there will be no disconnection activities in its franchise area for the entire duration of ECQ
and MECQ.
The COVID-19 pandemic has resulted in health-related risks of the employees and business
partners that may affect the business operations of MERALCO.
The implementation of community quarantines or lockdowns may hamper its regular

business process or activities such as implementation of electrification projects, processing
of service applications, meter reading, delivery of bills and disconnection notices, and
acceptance of payments. The COVID-19 pandemic may also lead to corporate image or
reputation risks if MERALCO will not be able to provide electric services and even financial
impact if the affected customers will not be pay their bills.
MERALCO is currently implementing controls to prevent and minimize the spread of the virus
among its workforce and partners such as safety and health protocols and flexible work
arrangements. It is also implementing various initiatives to ensure the continuity of services
such as coordination with government agencies to allow MERALCO personnel and partners
to work within the lockdown areas, promote the use of digital channels such as online
inquiries, online payments to avoid physical contacts between its workforce and the
customers.
Toll Roads
NLEX, SCTEX, CAVITEX and CALAX have remained open to facilitate unhampered
movement of essential goods and transit of medical workers during the ECQ. Average daily
vehicle entries, although still below pre-COVID-19 levels, have improved as the country
relaxes quarantine measures and more people are getting vaccinated against COVID-19.
The movement restrictions associated with the various quarantine measures to contain the
infection of COVID-19 resulted in a sharp fall in traffic volume from which there has also
been a swift partial recovery. Customer facing personnel, mainly toll booth attendants and
patrol crew personnel, were all issued with appropriate PPE. The business has substantially
implemented the cashless toll settlement effective December 1, 2020, as mandated by the
TRB, to limit infection risks. Based on average electronic toll collection for the month of
December 2020, radio frequency identification (“RFID”) usage peaked at 98-100% in
CAVITEX and CALAX, and 76-79% in NLEX and SCTEX. However, with the recent order of
TRB extending the availability of cash collection lanes in the toll plazas, average RFID usage
based on average electronic toll collection for 2021 in CAVITEX and CALAX was at 86% and
79%, respectively, and 72% and 66% in NLEX and SCTEX, respectively.
Rail
When Metro Manila was placed under ECQ and MECQ, the rail sector was not allowed to
operate. Subsequently, 13% of LRMC’s passenger loading capacity was allowed by DOTr to
ensure observance of physical distancing. In October 2020, DOTr allowed LRMC to
38
gradually increase capacity to maximum of 30%. This was increased in November 2021 and
March 2022 to 70% and 100%, respectively. LRMC continues to implement COVID-19
related safety measures, while coordinating with local authorities and technical working
groups for the transportation sector and strictly implementing the Government guidelines to
further increase capacity.
c) Cash preservation
There have been significant revenue reductions in some of our investee companies as a
result of the prevailing COVID 19 pandemic, quarantine restrictions and work from home
arrangement. While Maynilad’s billed volume is down compared with same period last year,
these circumstances have, in combination, shifted billed volume from higher-tariff paying
non-domestic customers to lower-tariff domestic customers.
Both Maynilad and MERALCO have experienced a substantial increase in accounts

receivable and days sales outstanding over the course of the COVID pandemic. This is due
in large part to regulatorily mandated bill payment extensions and deferred meter
disconnections for non-payment of bills. Both businesses, however, have restored cash
collections to normal levels.
The Toll Roads’ revenues have also been significantly affected with buses and other public
transportation still being curtailed. As the economy slowly opens up, buses and other public
transportation are now allowed to operate and travel to any destination at full capacity.
However, there are still a significant number of passengers who are hesitant to travel on
public transportation. Work from home arrangements across business sectors also contribute
to the reduction in travel.
The Group has implemented cash preservation measures across the portfolio and has
enough liquidity to support current operations and select capital expenditures.
Refer to the Enterprise Risk Management section of MPIC’s Integrated Report for the
Company’s risk governance structure and overview of risk management process.
Item 2. Description of Properties
Power Segment. The properties of MERALCO and Clark Electric are located within their respective
franchise areas to efficiently serve their customers. These properties are in good condition, except for
ordinary wear and tear, and are adequately insured.
MERALCO’s assets include utility plant assets, which are part of its RAB. RAB consists of electrical capital
assets and non-electric capital assets. In addition, MERALCO also holds assets held for future substation
or branch sites or retired office or sector sites, which are recognized as “Investment Properties” in its
financial statements.
MERALCO’s facilities in Pasig City host the networks system, which is the heart of the electric distribution
operations, the telecommunications and trunk radio system, logistics process, customer retails services and
other support services organizations.
Radius Telecoms, Inc., MERALCO’s telecommunications subsidiary, owns 7,635 km of fiber optic cables
and telecommunications infrastructure in certain parts of Metro Manila.
MGen, through its subsidiaries, Atimonan Land Ventures Development Corporation (“ALVDC”) and
Calamba Aero Power Corporation (“CAPC”), owns several parcels of land for the development and
construction of power plant projects. The land of ALVDC, located in Atimonan, Quezon, is intended to be
39
used by A1E for its 2 x 600 MW (net), ultra super-critical coal-fired plant project, while the land of CAPC is
intended to be used in the future for a power plant project in Calamba, Laguna.
GBPC’s power generation subsidiaries owned power generation facilities, buildings, land and other land
improvements and property and equipment for the operation of its business.
The properties of MERALCO and its subsidiaries are free from any mortgage, charge, pledge, lien or
encumbrance, except for the power plant projects of GBPC’s power generation subsidiaries which have
been mortgaged or pledged as security for their long-term debt.
MERALCO also has various lease contracts as lessee for periods ranging from one year to 30 years
covering certain office spaces, payment offices and substation sites and towers.
MERALCO has a board-approved annual capital expenditure budget which mainly represents planned
expenditures for the electric capital projects of the power distribution business. The capital expenditure
budget shall address requirements in areas with large concentration of core customers, correct normal
deficiencies in the system, stretch loading limits of MERALCO facilities and initiate practical and cost-
effective projects to correct system deficiencies. These capital expenditures are financed through funds
from operating and financing activities of MERALCO.
Toll Operations Segment. NLEX Corp. and CIC own their head office buildings in Balintawak, Caloocan
City and Parañaque City, respectively. Other equipment, which is relatively insignificant, consists of
transportation equipment and office equipment primarily located in their respective head offices. NLEX
Corp. and CIC do not own the parcels of land over which the toll roads have been built, which parcels of
land are owned by the ROP. In 2017 and 2016, NLEX Ventures Corporation, a wholly owned subsidiary of
NLEX Corp., acquired parcels of land located in Valenzuela City. A parcel of land acquired in 2016 is
presently the site of a service facility under a lease agreement, while the others are being developed as a
property for lease with business proponents.
Metro Pacific Tollways South Corporation, a wholly owned subsidiary of MPTC, acquired a parcel of land in
Cavite which was developed into headquarters for concessions held in the southern part of Luzon. Metro
Pacific Tollways Vizmin Corporation, a wholly owned subsidiary of MPTC, also acquired a parcel of land in
Cordova, Cebu which is to be developed into headquarters for CCLEC.
PT Nusantara’s properties consist of land, building and building improvements. PT Nusantara and its
subsidiaries, PT Margautama Nusantara and BSD, own building units which serve as their office space in
South Jakarta and Banten, Indonesia. PT Inpola Meka Energi, another indirectly owned subsidiary, owns a
parcel of land which serves as the site of construction of its hydro-power plant located in the Province of
North Sumatera, Indonesia. Other equipment consists of transportation equipment, machinery and office
equipment primarily located in their office and operation sites.
Water Segment. Maynilad is tasked to manage, operate, repair, decommission and refurbish certain
specified MWSS facilities in the West Zone of Greater Metro Manila. The legal title to these assets remains
with MWSS. The legal title to all property, plant and equipment contributed to the existing MWSS system by
Maynilad during the concession period remains with Maynilad until the expiration date (or on early
termination date) at which time, all rights, titles and interest in such assets will automatically vest to MWSS.
Maynilad leases the office space and branches where service outlets are located, equipment and service
vehicles, renewable under certain terms and conditions to be agreed upon by the parties.
MPW, through its subsidiaries and associates, took over the operations of water distribution from certain
water districts upon the commencement of such water projects. Legal title to such assets remains with
these water districts. The legal title to assets acquired and constructed during the term of such projects
accrue to the joint venture companies until the expiration date (or the early termination date), after which all
rights, titles and interest in such assets automatically vest to these water districts.
40
MPW, through the share purchase transactions, has gained proportionate ownership over the assets in
TLW and PNW. Legal title to all existing assets remained in TLW and PNW after the purchase transaction.
Rail Segment. Under the LRT-1 concession agreement, the ownership of the existing LRT-1 system taken
over by LRMC remains with the grantors (i.e., the LRTA and DOTr). This includes the existing depot,
railway system, rolling stock, stations and track. Moreover, the ownership of all items procured by the
grantors after LRMC’s takeover, including any new LRVs, will remain with the grantors. The ownership of
the planned railway infrastructure extension (south of the Baclaran station) and new signaling system will
vest to the Grantors upon the final commissioning and acceptance. LRMC does not own the parcels of land
over which the railway system lies as these are owned by the grantors.
Logistics. On separate dates in 2018, MMI purchased lands in San Rafael, Bulacan and General Trias,
Cavite with a total combined area of approximately 480,000 square meters, which were initially intended for
the construction of mega distribution centers. Refer to Note 13, Property, Plant and Equipment and Note
29, Significant Contracts, Agreements and Commitments attached to the 2021 Audited Consolidated
Financial Statements.
Item 3. Legal Proceedings
The Group is a party to various legal matters and claims arising in the ordinary course of business. These
various legal proceedings are properly disclosed in Note 30, Contingencies to the 2021 Audited
Consolidated Financial Statements attached hereto.
Item 4. Submission of Matters to a Vote of Security Holders
There were no matters submitted to a vote of security holders during the fourth quarter of the fiscal year
covered by this report.
41
PART II – OPERATIONAL AND FINANCIAL INFORMATION
Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters
Market Price of and Dividends on Registrant’s Common Equity and Related Stockholder Matters
▪ Market information
The Registrant’s common shares are listed on the PSE. The high and low sales prices of such
shares for the last quarter of the years 2019, 2020, 2021 and the first quarter of 2022 are set out
below. The share price as at the close of business on April 7, 2022 was P = 3.74.
Quarter Low High

2019
1st 4.55 5.18
2nd 4.11 4.89
3rd 4.37 5.28
4th 2.69 5.20
2020
st
1 2.28 3.82
2nd 2.43 3.93
3rd 2.91 3.80
4th 3.49 4.58
2021
1st 3.68 4.49
2nd 3.56 4.18
3rd 3.49 4.01
4th 3.63 4.18
2022
st
1 3.52 4.02
▪ Holders
The total number of stockholders as at March 31, 2022 is 1,285
42
Top 20 Stockholders as at March 31, 2022
Rank SHAREHOLDER NAME Number of Common Percentage of Class

Shares
1 METRO PACIFIC HOLDINGS, INC. 13,222,948,173 44.57%
2 PCD NOMINEE CORPORATION 7,378,238,800 24.87%

(FILIPINO)
3 GT CAPITAL HOLDINGS, INC. 4,900,000,000 16.52%
4 PCD NOMINEE CORPORATION 4,680,418,229 15.78%

(FOREIGN)
5 SERGIO ONG OR SHIRLEY 55,000,000 00.19%

OLANO
6 LA FILIPINA UY GONGCO 41,450,000 00.14%
CORPORATION
7 EVELYN ONG OR SHIRLEY 30,000,000 00.10%
OLANO
8 ALBERT F. DEL ROSARIO &/OR 12,774,224 00.04%
MARGARET GRETCHEN V. DEL
ROSARIO
9 MANUEL VELEZ PANGILINAN 9,500,001 00.03%
10 RAY C. ESPINOSA 7,600,001 00.03%
11 LUCIO W. YAN &/OR CLARA Y. 2,850,000 00.01%

YAN
12 LUCIO W. YAN &/OR CLARA Y. 1,000,000 nil
YAN
13 BABY LEA M. WONG 1,000,000 nil
14 RAUL L. IGNACIO 1,000,000 nil
15 NICOLAS G. MANALO 1,000,000 nil
16 TESSA G. ACOSTA 1,000,000 nil
17 FIRST LIFE FINANCIAL CO., INC. 830,000 nil
18 BERCK Y. CHENG OR ALVIN Y. 650,000 nil

CHENG OR DIANA Y. CHENG OR
CHERYL Y. CHENG
19 J. LUIGI L. BAUTISTA 650,000 nil
20 RODRIGO E. FRANCO 600,000 nil
43
▪ Dividends
Apart from cash restrictions and a retained deficit position of the Parent Company, it may not
declare or pay cash dividends to its stockholders or retain, retire, purchase or otherwise acquire any
claims of its capital stock or make any other capital or asset distribution to its stockholders if, at the
time of such declaration: (i) its Debt-to-Equity Ratio exceeds 70:30; (ii) its Debt Service Coverage
Ratio is below 1.3x; (iii) its Interest Coverage Ratio is below 1.3x; and, (iv) the funds in deposit in the
Debt Service Account do not meet the required Debt Service Account balance.
Following are the cash dividends declared by MPIC’s board of directors (“BOD”) in favor of MPIC
common and preferred shares for the past three years ended December 2019, 2020 and 2021:
Rate per
Preferred Payable
Year Common Record Date
Dividends Date
Share
P
= 0.076 P
= 4.6 million 3/20/2019 4/3/2019
2019
P
= 0.035 P
= 4.6 million 8/19/2019 8/30/2019
P
= 0.076 P
= 4.6 million 3/12/2020 3/20/2020
2020
P
= 0.035 P
= 4.6 million 8/20/2020 9/3/2020
P
= 0.076 P
= 4.6 million 3/18/2021 3/31/2021
2021
P
= 0.035 P
= 4.6 million 8/18/2021 9/2/2021
On March 9, 2022, the BOD approved the declaration of the cash dividends of P= 0.076 per common
share in favor of the Parent Company’s shareholders of record as at March 25, 2022 with payment
date of April 7, 2022. On the same date, the BOD approved the declaration of cash dividends
amounting to P = 4.6 million in favor of the preferred shareholders.
▪ Recent Sale of Unregistered or Exempt Securities
MPIC issued the following shares via private placements for which exemptions from registration
were claimed and notices of exempt transactions were accordingly filed with the Philippine SEC:
1. On May 27, 2016, MPIC entered into a Shares Subscription Agreement with GT Capital
Holdings, Inc. (GTCHI) for the subscription by GTCHI of 3,600,000,000 common shares in MPIC
at a subscription price of P
= 6.10 per share. The subscription Shares was issued out of the
increased Authorized Capital Stock approved last August 5, 2016.
2. On May 27, 2016, MPIC also entered into a Share Subscription Agreement with MPHI for the
subscription by MPHI of 4,100,000,000 newly issued Class A Voting Preferred Shares at par
value for a total consideration of P
= 41.3 Million.
3. MPIC, together with its principal shareholder, MPHI, entered into a placement agreement with
UBS AG, Hong Kong Branch on February 9, 2015, in respect of the offer and sale (the “Offer”)
by MPHI of 1,812,000,000 common shares of MPIC at the Offer Price of P = 4.90 per share.
Closing of the Offer is conditioned, among others, on MPHI subscribing (or agreeing to
subscribe) to the same number of shares at the offer price or a total of approximately
P
= 8.9 billion.
The abovementioned notices of exempt transactions were made on the basis of:
i. Section 10.1(e) of the Securities Regulation Code (SRC) – The sale of capital stock of a
corporation to its own stockholders exclusively, where no commission or other remuneration is
paid or given directly or indirectly in connection with the sale of such capital stock.
44
The abovementioned issuances were issued by MPIC to MPHI, its majority stockholder, and
GTCHI, exclusively and no commission or other remuneration was paid or given directly or
indirectly in connection with such issuances.
ii. Section 10.1 (k) of the SRC – The sale of securities by an issuer to fewer than twenty (20)
persons in the Philippines during any twelve-month period.
MPIC issued securities to fewer than twenty (20) persons in the Philippines during any twelve-
month period.
The above described request for exemption from registration was made on the basis of Section
10.1 of the SRC. MPIC averred that by reason of the relative small amount and limited
character of the aforesaid issuance, registration is not necessary for the public interest and for
the protection of prospective investors who are employees of MPIC and/or its subsidiaries and
affiliates and are in the position to know the present affairs of MPIC and the risks of investing
therein.
Item 6. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Financial Highlights and Key Performance Indicators
The following discussion and analysis of the Group’s financial condition and results of operations should be
read in conjunction with the accompanying 2021 Audited Consolidated Financial Statements and the
related notes included in this Report. Key performance indicators of the Group are as follows:
2021 2020 2019

Audited
(in Php Millions)
Operating Revenues 48,573 61,924 88,157
Core EBITDA 25,520 30,642 42,260
Core EBITDA margin 59% 49% 48%
Core income 12,325 10,238 15,602
Non-recurring income (expense) (2,206) (5,490) 8,254
Net income attributable to owners of
10,119 4,748 23,856
the Parent Company
Overview
The Group’s consolidated core income and net income attributable to owners of the Parent Company grew
significantly in 2021 as compared with the previous year as a result of the following: less strict quarantine
protocols and continuous roll-out of COVID-19 vaccination across the country, promoting increased
economic activities, lower interest expense from successful rate reduction initiatives within the group, and
lower income tax rates with the signing of the Corporate Recovery and Tax Incentives for Enterprises Act
(“CREATE”) Law. The Group also crystallized value from divesting its investments in GBPC and DMT,
resulting in increased net income attributable to owners of the Parent Company.
Adoption of New Standards and Interpretations
The Company’s accounting policies are consistent with those followed in the preparation of the Company’s
previous annual consolidated financial statements, considering the changes in accounting policies and the
adoption of the new and amended PFRS, which became effective on January 1, 2021. Adoption of new
standards did not have a material impact on the Company’s financial results. Refer to Note 39, Significant
Accounting Policies attached to the 2021 Audited Consolidated Financial Statements.
45
Description of Operating Segments of the Group
As discussed under Item 1 – B. Business of Issuer, the Group is organized into the following segments
based on services and products: power, toll operations, water, rail, and others.
Operational Review
I - MPIC Consolidated
The Company’s chief operating decision maker is the BOD. The BOD monitors the operating results of
each business unit separately for the purpose of making decisions about resource allocation and
performance assessment. Segment performance is evaluated based on: consolidated net income for the
year; earnings before interest, taxes and depreciation and amortization, or Core EBITDA; Core EBITDA
margin; and Core Income. Net income for the year is measured consistent with consolidated net income in
the consolidated financial statements.
Core EBITDA is measured as net income excluding depreciation and amortization of property, plant and
equipment and intangible assets, asset impairment on noncurrent assets, financing costs, interest income,
equity in net earnings (losses) of associates and joint ventures, net foreign exchange gains (losses), net
gains (losses) on derivative financial instruments, provision for (benefit from) income tax and other non-
recurring income (expenses). Core EBITDA margin pertains to Core EBITDA divided by service revenues.
Performance of the operating segments are also assessed based on a measure of recurring profit or core
income. Core income is measured as net income attributable to owners of the Parent Company excluding
the effects of foreign exchange and derivative gains or losses and non-recurring items (“NRI”), net of tax
effect. NRI represent gains or losses that, based on occurrence or size, are not considered usual operating
items.
The following section includes discussion of the Company’s results of its operations as presented in its
consolidated financial statements as well as management’s assessments of the performance of the Group
which is translated to core (or recurring) profit and non-core (or non-recurring) profit.
46
2021 versus 2020
MPIC Consolidated Statements of Income
Increase
2021 2020 (Decrease)
Audited Amount %
(in Php Millions)
Operating Revenues 48,573 61,924 (13,351) (22)
Continuing operations 43,561 40,855 2,706 7
Operations under PFRS 5 5,012 21,069 (16,057) (76)
Cost of Sales and Services 21,986 30,843 (8,857) (29)
General and administrative expenses 11,097 13,052 (1,955) (15)
Continuing operations 10,417 9,589 828 9
Operations under PFRS 5 680 3,463 (2,783) (80)
Interest expense 9,686 11,760 (2,074) (18)
Continuing operations 9,230 10,010 (780) (8)
Share in net earnings of associates and joint
10,454 8,267 2,187 26
ventures
Operations under PFRS 5 152 930 (778) (84)
Interest income 750 1,369 (619) (45)
Continuing operations 745 1,229 (484) (39)
Construction revenue 27,014 33,988 (6,974) (21)
Construction costs (27,014) (33,988) 6,974 21
Other income (expense) - net (4,288) (942) (3,376) (370)
Continuing operations: Provision for decline in
(9,089) (1,685) (7,404) (439)
value of assets
Operations under PFRS 5 4,893 1,066 3,827 359
Others (92) (323) 231 72
Provision for income tax 1,051 4,716 (3,665) (78)
Continuing operations 1,259 3,728 (2,469) (66)
Operations under PFRS 5 (208) 988 (1,196) (121)
Net income attributable to owners of the
10,119 4,748 5,371 113
Parent Company
Other comprehensive income (loss) 4,839 (4,414) 9,253 (210)
Total comprehensive income attributable to
14,530 1,170 13,360 1,142
owners of the Parent Company
Core income 12,325 10,238 2,087 20
Non-recurring income (expense) (2,206) (5,490) 3,284 (60)
47
Revenues
The Company’s revenues from continuing operations increased by 7% to P = 43,561 million as quarantine
measures are reduced, allowing more businesses to open up with increased operating capacity and as
both the government and private sectors continue to roll out COVID-19 vaccination.
▪ Net toll revenue increased by 29% to P

= 17,485 million as average daily entries in 2021 moved as
follows:
o NLEX up by 25% with increased mobility inside NCR
o CALAX more than doubled with opening of more segments
o SCTEX and CAVITEX both improved by 26% and 16%, respectively
▪ Water revenue declined due to lower residential and commercial demand at Maynilad offset by
Metro Dumaguete Water which started operations in February 2021
▪ Rail revenue decreased by 10% as operating capacity remains reduced to observe physical
distancing and because of overall lower demand
See the relevant segment information under section II - OPERATING SEGMENTS OF THE GROUP.
Cost of Sales and Services

Cost of sales and services from continuing operations increased by 8% to P = 18,594 million driven mainly by
the increase in amortization of service concession assets due to increased capital expenditures (“CAPEX”),
higher utilities and supplies utilization in Maynilad’s water treatment plants (see Note 21, Costs of Sales
and Services attached 2021 Audited Consolidated Financial Statements).
General and administrative expenses

General and administrative expenses from continuing operations increased by 9% to P = 10,417 million
mainly due to increased economic activities and business operations as a result of less restrictive
quarantine measures (see Note 22, General and Administrative Expenses attached to the 2021 Audited
Consolidated Financial Statements).
Interest expense
Interest expense from continuing operations decreased by 8% to P
= 9,230 million as a result of the various
rate reduction initiatives across the Group.
Share in net earnings of equity method investees

Share in net earnings of equity method investees from continuing operations increased by 40% to
P
= 10,302 million mainly due to higher share in net earnings of MERALCO from higher volume sold and with
the full impairment of its investment in PLP, a gas-fired power plant in Singapore recorded in 2020 (see
discussion under section II - OPERATING SEGMENTS OF THE GROUP).
Interest income
Interest income declined during the year with lower interest rates on cash deposits and placements
compared to last year.
48
Continuing operations: Provision for decline in value of assets.
Provision for impairment of various assets pertain to LRMC’s service concession assets amounting to
P
= 5,985 million, assets related to the winding down of the warehousing business, P = 1,062 million, PNW’s and
ESTII’s intangible assets, P= 1,720 million (see Notes 8, 9, 11-14 attached to the 2021 Audited Consolidated
Financial Statements).
Operations under PFRS 5

The increase from P
= 1,066 million to P
= 4,893 million is attributable to the gain recognized from the sale of
GBPC (see Note 33, Deconsolidation of GBPC in 2021 attached to the 2021 Audited Consolidated
Provision for income tax

Income taxes declined during the year in light of the implementation of CREATE, where corporate income
tax was reduced from 30% to 25% (see Note 26, Income Tax attached to the 2021 Audited Consolidated
Consolidated net income attributable to equity holders of the Parent Company

Consolidated net income attributable to equity holders of the Parent Company grew significantly to
P
= 10,119 million from P= 4,748 million mainly driven by the gain on sale of investments in DMT and GBPC
during the first quarter of 2021 and outstanding operational results of key segments for the year.
Other comprehensive income (loss)

The turnaround from a loss of P
= 4,414 million to other comprehensive income of P
= 4,839 million is mainly
due to MPIC’s share in remeasurement adjustments on retirement and other post-employment liabilities of
MERALCO and cumulative translation adjustments related to the Company’s foreign investments.
Core Income attributable to equity holders of the Parent Company

Isolating the non-recurring items, MPIC’s consolidated core income of P = 12,325 million for the year 2021
increased by 20% as compared with the prior year as a result of less restrictive quarantine protocols and
continuous roll-out of COVID-19 vaccination across the country, promoting increased economic activity.
This has driven up electricity consumption and toll road traffic, resulting in 6% and 58% higher contribution
from power and toll roads, respectively. Water consumption, in contrast, remained low, with a 10% drop
from the previous year. Rail operation remained at reduced capacity following the sustained physical
distancing protocol inside the trains.
Power accounted for P = 11.2 billion or 65% of contribution from operations; Toll roads contributed P
= 3.9 billion
or 23%; Water contributed P = 2.8 billion or 16%; and, MPIC’s other businesses, mainly Hospitals, Rail, and
Logistics, incurred an overall loss of P= 734 million.
The figures above represent MPIC’s share in the stand-alone core income of the operating companies, net
of consolidation adjustments. See the relevant segment information under section II - OPERATING
SEGMENTS OF THE GROUP.
Non-recurring loss - net

Non-recurring expense amounting to P = 2,206 million for the year ended December 31, 2021 is mainly
composed of various provisions for decline in value of assets and project costs offset by the gain on sale of
investments in GBPC and DMT. Non-recurring expense for the year ended December 31, 2020 was
primarily driven by the full provisioning for the carrying value of MERALCO’s investment in PLP.
II - Operating Segments of the Group
Power
MPIC’s power business contributed P = 11.2 billion to Core Net Income for 2021 which is 6% higher than last
year, driven by higher volume sold and increased contribution from its different business units and
subsidiaries.
49
Increase
Manila Electric Company Audited Amount %
(in Php Millions)
Revenues 318,547 275,304 43,243 16
Expenses 289,203 254,313 34,890 14
Core income 24,608 21,711 2,897 13
Reported net income attributable to equity holders
of MERALCO 23,498 16,316 7,182 44
Capital Expenditure 27,501 20,833 6,668 32
Increase
Key Performance Indicators (Decrease)
2021 2020 Amount %
Volume Sold (in mln kwh) 46,073 43,572 2,501 6
System Loss (12-month moving average) 5.85% 6.08% (0.23%) (4)
Average Distribution Revenue per kWh YTD 1.38 1.39 (0.01) -
MERALCO’s core net income for 2021 increased by 13% to P

= 24.6 billion, driven mainly by a 6% increase in
volume sold.
Residential volumes grew 3% despite cooler temperatures with continued work-from-home and remote
learning arrangements amid lockdowns. This accounted for 37% of total energy sales.
Commercial energy sales volume showed 3% growth resulting from the ramp-up of vaccination activities and
ease in restrictions, as well as higher foot traffic and relaxed rules for minors that drove demand in the retail,
restaurants, public transport, and hospitality sectors.
Industrial sales volumes returned to near pre-pandemic level with its 13% growth owing to the strong
performance of the semiconductor industry with high demand for microchips, electronic parts, and devices,
as well as higher operational output in the construction-related (cement and steel), food and beverage, and
plastics industries.
Total revenues increased 16% to ₱318.5 billion, ₱63.4 billion of which pertains to consolidated distribution
revenues which grew 5%.
Reported net income grew 44% in comparison with 2020 when earnings were affected by the ₱2.7 billion
reduction in the carrying value of Meralco’s investment in PLP.
Capital expenditure amounted to ₱27.5 billion, 32% higher than in 2020. Networks CAPEX consisted of new
connections, asset renewals, load growth projects, support for the government’s Build, Build, Build program,
and the Meralco Electrification Program.
Meralco fully supports the DOE’s Renewable Portfolio Standards and has committed to securing 1,500 MW
of its power requirements from renewable energy sources in the next five years. More importantly, Meralco
is also accelerating its renewable energy plan of up to 1,500 MW of clean energy capacity in the next five to
seven years.
▪ Meralco’s maiden solar project, BulacanSol (50 MWac) – the country’s largest single operating solar
plant, began operations in May 2021 and delivered 67 GWh of solar energy during the year
50
▪ Another solar power plant with 78 MWac capacity is under construction in Rizal and will go online in
the third quarter of 2022
▪ Other pipeline projects under development:

i. 45 MWac solar plant in Cordon, Isabel
ii. 68 MWac solar plant in Ilocos Norte
iii. In 2022 and beyond, Meralco is looking at exploring solar/storage opportunities that can
compete in the mid-merit space
In March 2022, MPIC completed the transfer of its 56% ownership stake in GBP to Meralco Powergen
Corp. and recognized a net gain of ₱4.6 billion from this transaction while still retaining an indirect
economic interest in GBP through its investment in Meralco.
Toll Operations
Increase
Metro Pacific Tollways Corporation Audited Amount %
(in Php Millions)
Consolidated Statements of Income
Net toll revenues 17,485 13,564 3,921 29
Costs and expenses 9,508 7,942 1,566 20
Core EBITDA 11,949 8,771 3,178 36
Core Income 3,903 2,697 1,206 45
Reported net income attributable to equity
holders of MPTC 2,651 2,296 355 15
Capital Expenditure 19,245 23,254 (4,009) (17)
Increase
2021 2020 Amount %
Average Daily Vehicle Entries:
NLEX 262,220 209,719 52,501 25
SCTEX 56,381 44,784 11,597 26
CAVITEX 145,556 125,797 19,759 16
CALAX 19,010 8,520 10,490 123
CII B&R 42,708 42,266 442 1
PT Nusantara 221,702 200,061 21,641 11
MPTC recorded core income of P = 3,903 million for the year ended 2021, up by 45% from P = 2,697 million a
year earlier driven by higher average daily vehicle entries with the relaxation of quarantine restrictions and
roll-out of COVID-19 vaccination program. Furthermore, MPTC benefited from lower tax rates with the
signing of “CREATE” Law in 2021.
Overall, MPTC’s system-wide vehicle entries, including both domestic and regional road networks,
averaged 747,580 a day for the period compared with 631,147 in 2020.
Toll roads in the Philippines:

Average daily vehicle entries grew 24% to 483,167 from 388,820 a year earlier signifying continued
improvement in economic activities despite recurring lockdowns.
51
MPTC launched MPT Mobility to provide cutting-edge mobility solutions tethered to digital technology. It is
poised to be among the pacesetters of digital adoption with a conglomeration of seven new business units
offering digitally driven solutions.
Set to go online soon are the following subsidiaries of MPT Mobility: Dibztech, Easytrip Services
Corporation, and Southbend Express Services Inc. and three (3) other business segments: Drive and Dine,
Spot On, and One Hub. All of these are geared towards addressing a variety of customer needs and
providing operation and life conveniences via a digital interface.
Significant progress in expansion projects was achieved as follows:
▪ Start of commercial operations of the 8.2 km Subic Freeport Expressway Expansion – This
₱2.2 billion project connects Bataan, Zambales, Pampanga and the rest of Central Luzon through
the Subic-Clark-Tarlac Expressway and will serve approximately 10,000 motorists daily
▪ Blessing and ceremonial lighting of crosses on the CCLEX main bridge pylons to commemorate the
500th anniversary of Christianity in the Philippines – The central span of the CCLEX was joined on
October 5, 2021, finally linking Cebu City and the Municipality of Cordova. Spanning 8.9 kilometers,
this ₱30.5-billion project will be the longest and tallest bridge in the Philippines. It is expected to be
completed in 2022.
Aside from blazing the trail in modernizing Cebu’s infrastructure and transportation, MPTC, through
its RFID system, is keeping road user safety and convenience at the forefront as it adopts an all-
electronic toll collection system for the CCLEX.
▪ The Cavite-Laguna Expressway Subsection 5, which connects Silang East to Sta. Rosa-Tagaytay
Road Interchange, was inaugurated on August 24, 2021. This extends the expressway’s operating
sections from 7.4 to 14.6 kilometers.
Construction activities continue on major toll projects. Refer to Item 1, Description of Business, Section B.2
for the status of these roads.
MPTC expects to spend an additional P= 25 billion if it secures the Cavite-Tagaytay-Batangas Expressway

(“CTBEx”) project following a Swiss Challenge expected in 2022.
Toll roads outside the Philippines:
Average daily vehicle entries for MPIC’s toll investments outside the Philippines increased 9% to 264,410 in
2021 compared with 242,327 a year earlier with new road openings during the period.
New road openings follow:
▪ Indonesia. Inauguration of the A.P. Pettarani Elevated Road –This 4.3 km fly-over toll road, located
in Makassar City, is the first elevated toll road in Eastern Indonesia and on Sulawesi Island
▪ Vietnam. Start of toll operations of 11 km Hanoi Highway (Phase 1)
In February 2021, MPTC sold its entire 29.45% indirect stake in Don Muang Tollway Public Company Ltd.
= 7.2 billion. Proceeds from this sale was used to fund MPTC’s expansion projects. (See
In Thailand for P
Note 10, Investments and Advances attached to the 2021 Audited Consolidated Financial Statements
52
Water
Increase
Maynilad Water Services, Inc. Audited Amount %
(in Php Millions)
Revenues 21,950 22,937 (987) (4)
Costs and Expenses 11,274 11,335 (61) (1)
Core EBITDA 14,802 15,524 (722) (5)
Core Income 6,531 6,530 1 0
Reported Net Income 6,143 6,425 (282) (4)
Capital Expenditure 8,551 7,794 757 10
Increase
2021 2020 Amount %
Volume of water supplied (MCM) 762.3 725.8 36.5 5
Volume of water billed (MCM) - Maynilad 519.6 536.4 (16.8) (3)
Volume of water billed (MCM) - Consolidated 537.2 555.5 (18.3) (3)
Non revenue water % DMA (average) 31.8% 26.1% 5.8% 22
Non revenue water % DMA (period end) 33.1% 30.9% 2.2% 7
Billed customers (period end) 1,501,371 1,484,128 17,243 1
Customer mix (% based on billed volume)
Domestic (residential and semi-business) 83.9% 83.8% 0.1% 0
Non-domestic (commercial and industrial) 16.1% 16.2% -0.1% (1)
MPIC’s water business comprises investments in Maynilad, the biggest water utility in the Philippines, and
MPW, which is focused on building new water businesses outside Metro Manila. The water segment’s
contribution to core net income amounted to P
= 2,760 million for the year, 10% lower than last year, with
reduced contribution from both Maynilad and MPW.
Maynilad
Revenues declined by 4% mainly driven by 3% drop in volume sold as volume consumption throughout the
year remained low except for the industrial sector which showed slight growth as more businesses
reopened.
Maynilad’s core net income for the period is at par with last year’s despite lower revenues due to the
favourable impact of the CREATE Law on income tax.
As discussed in Note 29, Significant Contracts, Agreements and Contingencies attached to the 2021
Audited Consolidated Financial Statements, on May 18, 2021, Maynilad and MWSS signed the RCA that
will govern the provision by Maynilad of water and wastewater services in the West Zone of the MWSS
Service Area upon its effectivity. In 2021, the presentation of the consolidated financial statements,
including the amortization of Maynilad’s service concession asset, is still based on the existing Concession
Agreement.
Capital expenditures amounting to ₱8.6 billion and was largely used to fund new water treatment plants.
53
In January 2021, Maynilad’s Putatan Water Treatment Plant 2 (“PWTP 2”) was conferred an award of
distinction under the “Water Project of the Year” category of the Global Water Awards 2020. The Global
Water Awards recognize the most important achievements in the international water industry. PWTP 2,
Maynilad’s second facility to tap Laguna Lake as raw water source, gained recognition for its crucial role in
addressing water security in Metro Manila. The facility was built to help moderate over-dependence on
Angat Dam and expand water service to Maynilad customers in the southern part of its West Concession
area. This recognition is a testament to Maynilad’s projects stand side-by-side with the best water initiatives
in the world.
Maynilad also received “Utility of the Future” citation from the World Bank in recognition of its commitment
to become “a future-focused utility which provides reliable, safe, inclusive, transparent, and responsive
water supply and sanitation services through best-fit practices that allow it to operate in an efficient,
resilient, and sustainable manner”.
Maynilad completed the installation of its ₱78 million Julian Modular Treatment Plant (“MTP”) and will
produce 4 million liters of water per day once it becomes operational by the second quarter of 2022,
improving water availability and pressure for about 19,000 customers.
Further investments on an additional 125 MLD of supply augmentation projects are underway, of which
43 MLD will also be available by mid-2022 in anticipation of further water supply constraints.
On January 7, 2022, Maynilad was granted a 25-year franchise affirming its authority to establish, operate
and maintain a waterworks system and sewerage and sanitation services in the West Zone Service Area of
Metro Manila and Province of Cavite. The franchise became effective on January 22, 2022 (15 days after
its publication in the Official Gazette on January 7, 2022).
Rail
Increase
Rail Audited Amount %
(in Php Millions)
Farebox revenues 1,133 1,263 (130) (10)
Expenses 1,995 2,018 (23) (1)
Core EBITDA (699) (700) 1 -
Core Loss (571) (689) 118 (17)
Reported Net Loss (564) (713) 149 (21)
Increase
2021 2020 Amount %
Average daily ridership 124,239 186,021 (61,782) (33)
LRMC currently operates LRT-1, a 20-station light rail line traversing from Pasay City to Quezon City in
Metro Manila.
LRMC reported a core loss of P= 571 million in 2021 as operating capacity remained restricted due to the
implementation of physical distancing protocols and lower overall demand.
Average daily ridership decreased 33% to 124,329 compared with 186,021 a year earlier owing to the 30%
cap on overall ridership capacity versus pre-pandemic volumes. With the shift to COVID-19 Alert Level 1 in
Metro Manila starting March 1, 2022, LRT-1 capacity has been increased to 100%.
54
LRMC has received a total of twelve (12) Gen-4 train sets to date, each with a total capacity of around
1,400 passengers. The new trains will need to undergo complete safety checks, inspections, and required
test runs with minimum kilometers and acceptance tests before deployment for use in mid-2022.
Construction activities for the LRT-1 Cavite Extension project are currently in various stages of
development and continue to progress even amidst quarantine measures. Since the start of civil works in
September 2019, the project completion rate has now reached 69.1% for Phase 1 of the extension.
III. MPIC Consolidated Statement of Financial Position
Assets
The following table summarizes the individual increase (decrease) of consolidated asset accounts.
Increase
Audited Audited (Decrease)
2021 % 2020 % Amount %
(in Php Millions)
ASSETS
Current assets
Cash and cash equivalents and
short-term deposits 49,570 68 48,822 34 748 2
Restricted cash 1,975 3 1,852 1 123 7
Receivables 8,272 11 8,228 6 44 1
Other current assets 12,595 18 8,007 6 4,588 57
72,412 100 66,909 47 5,503 8
Assets under PFRS 5 - - 75,969 53 (75,969) (100)
72,412 100 142,878 100 (70,466) (49)
Noncurrent Assets
Investments and advances 169,681 33 159,474 34 10,207 6
Service concession assets 300,063 59 275,864 59 24,199 9
Property, plant and equipment 6,763 1 6,878 1 (115) (2)
Goodwill 15,241 3 15,337 3 (96) (1)
Intangible assets 337 0 705 0 (368) (52)
Deferred tax assets 602 0 201 0 401 200
Other noncurrent assets 19,235 4 16,459 3 2,776 17
511,922 100 474,918 100 37,004 8
On December 23, 2020, BPHI entered into a share purchase agreement with MGen for the sale by BPHI of
56% of the issued and outstanding shares of GBPC. Accordingly, GBPC qualified as a group held for
deemed disposal as of December 31, 2020 with GBPC’s assets and liabilities previously consolidated in the
Company’s statement of financial position reclassified to “Assets under PFRS 5” and “Liabilities under
PFRS 5”, respectively, as at December 31, 2020. Upon completion of the transaction on March 31, 2022,
MPIC deconsolidated GBPC. Hence, significant decreases in the total asset and total liabilities are mainly
attributable to the deconsolidation of GBPC’s assets and liabilities.
55
Other movements in the accounts are explained as follows:
• Cash and cash equivalents and short-term deposits – (Increase) Sale of DMT and GBPC in the first
quarter of 2021, better operating results and lower income taxes paid in light of CREATE increased the
Group’s cash position (see section Liquidity and Capital Resources for the summary of the Group’s
statement of cash flows for 2021).
• Receivables – current and noncurrent portions – (Increase) Advances to DPWH increased as the
Company continues to advance settlement of ROW to complete the remaining CALAX segments (see
Note 8 attached to the 2021 Audited Consolidated Financial Statements).
• Other current assets – (Increase) The increase is mainly attributable to the receivable from MGen for
the sale of GBPC (see Notes 9 and 33 attached to the 2021 Audited Consolidated Financial
Statements).
• Assets under PFRS 5 – (Decrease) The reduction to nil is attributable to the closing of the sale of
GBPC to MGen in 2021.
• Investments and advances – (Increase) The movement in this account is attributable to the following: (i)
acquisition of PCSPC; and, (ii) recognition of the share in the investees’ total comprehensive income
(see Note 10 attached to the 2021 Audited Consolidated Financial Statements).
• Service concession assets – (Increase) Mainly due to the additional capital expenditures (see Note 12
attached to the 2021 Audited Consolidated Financial Statements for the nature of the additions to the
service concession assets).
Aside from the capitalized borrowing costs, significant additions to the service concession asset
account include the following:
o Toll Operations. (i) Ongoing construction: CALAX, NLEX Connector Road Project, C5 South Link
and Segment 4 extension & Segment 5 and CCLEC’s Cebu Cordova Link Expressway (ii)
completed construction during 2021: Subic Freeport Expressway expansion, CIC’s CAVITEX R1
and R1 Enhancement and PT Nusantara’s Pettarani, Makassar.
o Water. For Maynilad: (i) the cost of rehabilitation works and additional construction; (ii) concession
fee drawdown for Angat Water Transmission Improvement Project and various local component
costs. For MPW: (i) additions from the implementation of the water concession project of MPIWI
with MIWD and (ii) various development cost for MPDW.
o Rail. Additions substantially pertain to the on-going rehabilitation of the LRT-1 existing line and the
construction of the Cavite Extension.
• Property, plant and equipment – (Decrease) In light of the discontinuation of the warehousing business,
various right-of-use assets were written of in 2021 (see Note 13 attached to the 2021 Audited
• Intangible assets – (Decrease) Intangible assets decreased due to impairment provision made against
ESTII’s customer contracts (see Note 11 attached to the 2021 Audited Consolidated Financial
Statements).
• Deferred tax assets – (Increase) Deferred tax asset was recognized for net operating losses carry-over
which LRMC expects to utilize against its future taxable income.
• Other noncurrent assets – (Increase) This is mainly attributable to the increase in the Advances to
Contractors and Consultants account (see Note 9 attached to the 2021 Audited Consolidated Financial
Statements).
56
Liabilities and Equity
The following table summarizes the individual increase (decrease) of consolidated liability and equity
accounts.
Increase
2021 % 2020 % Amount %
(in Php millions)
Current Liabilities
Accounts payable and other current
liabilities 36,704 63 35,172 30 1,532 4
Income tax payable 949 2 927 1 22 2
Due to related parties 101 - 2,481 2 (2,380) (96)
Short-term and current portion of
long-term debt 11,649 20 23,961 21 (12,312) (51)
Liabilities under PFRS 5 - - 40,519 35 (40,519) (100)
Current portion of:
Provisions 7,951 14 6,708 6 1,243 19
Service concession fees
payable 1,098 1 5,826 5 (4,728) (81)
58,452 100 115,594 100 (57,142) (49)
Noncurrent Liabilities
Noncurrent portion of:
Provisions 3,538 1 3,416 1 122 4
payable 30,198 10 23,608 9 6,590 28
Long-term debt 234,693 81 207,405 81 27,288 13
Deferred tax liabilities 9,882 3 11,161 4 (1,279) (11)
Other long-term liabilities 10,706 5 12,265 5 (1,559) (13)
289,017 100 257,855 100 31,162 12
Equity
Capital stock 31,661 16 31,661 17 - -
Additional paid-in capital 68,638 36 68,638 37 - -
Treasury shares (5,705) (3) (3,420) (2) (2,285) 67
Equity reserves (1,352) (1) (943) (1) (409) 43
Retained earnings 98,475 51 91,898 51 6,577 7
reserve 1,587 1 (2,974) (2) 4,561 (153)
Total equity attributable to owners of
the Parent Company 193,304 100 184,860 100 8,444 (36)
Non-controlling interest 43,561 59,487 (15,926) (27)
57
• Due to related parties – (Decrease) The decrease is mainly driven by the final payment to PCEV in
relation to the acquisition of shares in Beacon (see Notes 19 and 37 attached to the 2021 Audited
• Provisions – current and noncurrent portions – (Increase) The movement pertains to estimated tax
warranties and indemnities in relation to the deconsolidation of GBPC and MPHHI, and other claims
from third parties (see Notes 16 and 33 attached to the 2021 Audited Consolidated Financial
Statements).
• Short-term and long-term debt – current and noncurrent portions – (Increase) Additional loans were
obtained by MPIC, MPTC and LRMC to finance new projects (see Note 18 attached to the 2021
Audited Consolidated Financial Statements).
• Liabilities under PFRS 5 – (Decrease) The reduction to nil is attributable to the closing of the sale of
GBPC to MGen in March 2021.
• Service concession fees payable – current and noncurrent portions – (Increase) Increase pertains to
Maynilad’s additional concession fees drawdown for Angat Water Transmission Improvement Project
and applicable interest accretion for the period. For the movement in the service concession fees
payable, see Note 17 attached to the 2021 Audited Consolidated Financial Statements.
• Deferred tax liabilities – (Decrease) The decline from 2020 represents the remeasurement from 30% to
25% in light of CREATE and the change in the manner of expense deduction for calculating future
taxes.
• Other long-term liabilities – (Decrease) The decrease pertains mainly to the termination of leases in
MMI consistent with the winding down of its warehousing business (see Note 13 of the attached 2021
Audited Consolidated Financial Statements) and the reclass of MPTC’s LTIP payable to current
liabilities as it falls due in 2022.
• Treasury Shares – (Increase) Implementation of the Share Buyback Program in 2021 (see Note 20
attached to the 2021 Audited Consolidated Financial Statements).
• Other comprehensive income (loss) reserve – (Turnaround) See discussion in MPIC Consolidated
Statements of Income, Other Comprehensive Income (Loss).
• Non-controlling interest – (Decrease) Decrease is mainly due to the deconsolidation of GBPC (see Note
33 attached to the 2021 Audited Consolidated Financial Statements and the Consolidated Statements
of Changes in Equity for the other movements in the Non-controlling Interest account).
58
IV. Liquidity and Capital Resources
The following table shows a summary of the Group’s audited statements of cash flows for the years ended
2021 and 2020 as well as the consolidated capitalization as at December 31, 2021 and 2020:
Increase
Audited (Decrease)
2021 2020 Amount %
(in Php Millions)
Cash Flows
Net cash provided by operating activities 19,533 21,727 (2,194) (10)
Net cash used in investing activities (18,246) (31,793) (13,547) (43)
Net cash provided by (used in) financing
activities (4,623) (14,951) 10,328 69
Net increase in cash and cash equivalents (3,336) (25,017) 21,681 (87)
Capital expenditures 37,148 36,920 228 1
Capitalization
Long-term debt net of current portion 234,693 207,405 27,288 13
Short-term and current portion of long-term
debt 11,649 23,961 (12,312) (51)
Total 246,342 231,366 14,976 6
Total equity attributable to owners of the
Parent Company 193,304 184,860 8,444 5
Cash and cash equivalents 44,858 41,539 2,152 5

Short-term deposits 4,712 7,283 (1,404) (19)
As at December 31, 2021, MPIC’s consolidated cash and cash equivalents and short-term deposits totaled
P
= 49,570 million, an increase of P
= 748 million from P
= 48,822 million as at December 31, 2020. Higher cash
level is due to the sale of GBPC and DMT, coupled by better operating results and savings in taxes in light
of CREATE. Refer to the Company’s Consolidated Statements of Cash Flows in the 2021 Audited
Consolidated Financial Statements.
Operating Activities
MPIC’s consolidated net operating cash flow in 2021 posted a 10% decline from P = 21,727 million largely
attributable to the deconsolidation of GBPC and lower interest income received in light of lower placement
rates.
Investing activities
Net cash used in investing activities amounted to P

= 18,246 million in 2021, lower by 43% as compared with
last year. During the period, the Company sold DMT and GBPC and acquired Philippine Coastal Storage
and Pipeline Corporation (see Note 33 attached to the 2021 Audited Consolidated Financial Statements).
59
Financing Activities
The Company’s consolidated net cash used in financing activities during the period was significantly lower
at P
= 4,623 million mainly driven by the higher loan repayments and concession fees paid in the previous
year and lower interest payments as a result of various rate reduction initiatives across the Group.
Other matters:
i. Events that will trigger direct or contingent financial obligation that is material to the company,
including any default or acceleration of an obligation.
There are various outstanding contingent liabilities which are not reflected in the accompanying
consolidated financial statements. Refer to Note 30, Contingencies and Note 29, Significant
Contracts, Agreements and Commitments to the 2021 Audited Consolidated Financial
Statements for the updates on the Company’s financial obligations.
ii. All material off-balance sheet transactions, arrangements, obligations (including contingent
obligations), and other relationships of the company with unconsolidated entities or other
persons created during the reporting periods.
There are various outstanding contingent assets and liabilities which are not reflected in the
accompanying consolidated financial statements. Refer to Note 30, Contingencies and Note 29,
Significant Contracts, Agreements and Commitments to the 2021 Audited Consolidated
Financial Statements for the updates on the Company’s financial obligations.
iii. Description of any material commitments for capital expenditures, general purpose of such
commitments, expected sources of funds for such expenditures.
Refer to Note 29, Significant Contracts, Agreements and Commitments and Note 34, Financial
Risk Management Objectives and Policies to the 2021 Audited Consolidated Financial
Statements.
iv. Any known trends, events or uncertainties that have had or that are reasonably expected to
have a material favorable or unfavorable impact on net sales or revenues or income from
continuing operations 96.
Refer to Note 30, Contingencies to the 2021 Audited Consolidated Financial Statements. See
also Item 1. Description Of Business for the relevant discussions on Dependence on Licenses
and Government Approval and Effect of Existing or Probable Government Regulations on the
Business.
v. Any seasonal aspects that had a material effect on the financial condition or results of
operations
Power. For MERALCO, electricity sales exhibit a degree of quarterly seasonality with the first
quarter having lower than the average electricity sales as this period is characterized by cooler
temperature and softer consumer demand following heightened consumer spending in the last
quarter of the year. The second quarter is marked by higher-than-average electricity sales. The
fourth quarter performance is about the average of the year.
Toll Operations. Based on historical traffic on the NLEX, SCTEX and CAVITEX, the month of
January is slightly below the normal average due to the end of the Christmas holidays. From
February to May, traffic is above the normal average due to the summer holiday, which is
traditionally a peak season for travel. The months of June to August remain to have the lowest
seasonal factors due to the rainy season. Traffic is expected to improve from September until
November, while the month of December has the highest seasonal factor due to the Christmas
holidays.
60
Water. The Company’s water utilities business is also seasonal, with comparatively lower
revenues during the rainy season in the Philippines.
Rail. The Company’s rail business is seasonal, with lower ridership during the second quarter of
the year due to summer holiday in schools. In addition to this, LRT-1 is also closed from Holy
Thursday to Easter Sunday, and this typically occurs in April or March.
61
V. Comparison of Other Financial Years
V(i) 2020 versus 2019: MPIC Consolidated Statements of Income
Increase
Audited Amount %
(in Php Millions)
Operating Revenues 61,924 88,157 (26,233) (30)
Cost of Sales and Services 30,843 43,720 (12,877) (29)
General and administrative expenses 13,052 16,272 (3,220) (20)
Interest expense 11,760 11,994 (234) (2)
Operations under PFRS 5 1,750 2,215 (465) (21)
8,267 11,402 (3,135) (27)
ventures
Operations under PFRS 5 930 648 282 44
Interest income 1,369 2,304 (935) (41)
Construction revenue 33,988 42,795 (8,807) (21)
Construction costs (33,988) (42,795) 8,807 (21)
Other income (expense) - net (912) 9,552 (10,494) (110)
(1,685) (22,020) 20,335 92
value of assets
Others (323) (1,302) 979 75
Provision for income tax 4,716 11,611 (6,895) (59)
4,748 23,856 (19,108) (80)
Parent Company
Other comprehensive loss (4,414) (1,476) (2,938) 199
1,170 22,549 (21,379) (95)
Core income 10,238 15,602 (5,364) (34)
Non-recurring income (expense) (5,490) 8,254 (13,744) (167)
62
Revenues
The Company’s revenues from continuing operations decreased by 17% to P= 40,855 million reflecting the
impact of COVID-19 related quarantine measures on the following segments:
▪ Toll revenues declined by 27% to P = 13.6 billion. Average daily entries for 2020 were down by 26%
on the NLEX and 37% on the SCTEX. CAVITEX average daily entries for 2020 was also down by
31% despite the opening of the C5 Southlink 3A-1.
▪ Water utilities posted a 3% decrease in revenues due to Maynilad’s decline in commercial and
industrial demand slightly offset by the increase in residential demand which were all due to the
effect of the community quarantine. The decline in Maynilad’s revenue was partially offset by
revenue contribution from MPW’s businesses.
▪ Rail revenues declined by 62% due to suspension of operations from community quarantine in
March 17 to May 31 and August 4 to 18. During resumption of operations, the train capacity was
limited to 13% as per DOTr directive.
▪ Logistics revenues during 2020 declined by 29% to P = 1.1 billion due to winding down of trucking
business.
See the relevant segment information under section II - OPERATING SEGMENTS OF THE GROUP.

Cost of sales and services from continuing operations decreased by 10% to P = 17,269 million driven mainly
by the decreases in the following accounts:
▪ Grantors’ toll revenue share (PNCC and BCDA fees) and the amortization of service concession
assets [using units of production (“UOP”) method] both declined with the decrease in road traffic
during the community quarantine;
▪ Repairs and maintenance with reduced activities as movements were restricted during the
quarantine;
▪ Depreciation and amortization and personnel costs as the logistics segment scaled down the
trucking operations; and
▪ Utilities costs with the implementation of work from home arrangements.
See Note 21 - Costs of Sales and Services to the 2021 Audited Consolidated Financial Statements.

General and administrative expenses from continuing operations decreased by 6% to P = 9,589 million driven
mainly by cost rationalization efforts in response to the global pandemic:
▪ Personnel cost reduction as the group pushed for manpower optimization;
▪ Travel-related costs as movements were restricted during the quarantine, and
▪ Advertising and marketing costs were reduced in line with the reduction in the advertising revenues
for the toll and rail segment.
See details in Note 22 – General and Administrative Expenses to the 2021 Audited Consolidated Financial
Statements.
Interest expense
The Company’s consolidated interest expense from continuing operations increased by 2% to
P
= 10,010 million with financing on completed concession projects/segments no longer eligible for
capitalization (see Note 12 to the 2021 Audited Consolidated Financial Statements).
Completed projects included the following roads:

▪ Segment 10, a portion of Phase II, which is a 5.76-km four-lane, elevated expressway that starts
from the terminal of Segment 9 in Valenzuela City going to Circumferential Road 3 (C-3 Road) in
Caloocan City above the alignment of Philippine National Railway (PNR) tracks, was completed in
February 2019.
▪ NLEX Corp’s Harbor Link C3-R10 Section completion in June 2020.
63
Share in net earnings of associates and joint ventures
Share in net earnings of equity method investees from continuing operations decreased by 32% to
= 7,337 million mainly due to MERALCO’s full impairment of its investment in PLP, a gas-fired power plant
P
in Singapore (see discussion under section II - OPERATING SEGMENTS OF THE GROUP).
Other income (expense) - net

Consolidated other income (expense) for 2020 mainly pertains to additional provisions for decline in value
of advances in Landco while 2019 included gain on the deconsolidation of MPHHI, partially offset by
provisions for decline in value of assets in water and logistics businesses and penalties for loan
prepayment (see Notes 24 and 32 to the 2021 Audited Consolidated Financial Statements).

Impact of the implementation of quarantine on the Company’s operations and the full provisioning of
MERALCO’s investment in PLP resulted in a significant decline of 58% to P
= 5,009 million in the Company’s
consolidated net income attributable to equity holders of MPIC.
Other comprehensive loss - net

The Company recognized a net other comprehensive loss of P = 4,414 million in 2020 as compared with the
net comprehensive loss of P
= 1,476 million in 2019. Year 2020 includes higher share in actuarial valuation
adjustment from MERALCO and cumulative translation adjustments from DMT, CII B&R, PT Nusantara and
PNW.

MPIC’s consolidated core income of P = 10,238 million in 2020 declined by 34% as compared with 2019
owing largely to the economic contraction stemming from the Philippine Government’s quarantines to
contain the spread of COVID-19. The quarantine reduced toll road traffic, mandated the suspension of rail
services, and decreased commercial and industrial demand for water and power resulting in a decrease in
contribution from operations of 26%.
Power accounted for P = 10.5 billion or 69% of net operating income, its highest-ever proportion. Water
contributed P
= 3.1 billion or 20%, and Tollroads contributed P = 2.4 billion or 16%. MPIC’s other businesses,
mainly Hospitals, Rail, and Logistics, incurred an overall loss of P= 709 million.
The figures referred to above represent MPIC’s share in the stand-alone core income of the operating
companies, net of consolidation adjustments. See the relevant segment information under section II -
OPERATING SEGMENTS OF THE GROUP.
Non-recurring income (expense)

Non-recurring expense amounting to P = 5,490 million for 2020 is mainly attributable to the provisioning in full
for the remaining carrying value of MERALCO’s investment in PLP and various provisions for impairment.
2019 non-recurring income amounting to P = 8,254 million in 2020 is primarily due to deconsolidating the
Group's investment in the Hospitals portfolio partly offset by restructuring costs of logistics business and
reduction in the carrying values of some of the Group’s water investments.
64
II - Operating Segments of the Group
Power
MPIC’s power business contributed P

= 10.5 billion to Core Income for 2020, 9% lower than last year, with
reduced contributions from both MERALCO and GBPC.
Increase
MERALCO Audited Amount %
(in Php Millions)
Revenues 275,304 318,315 (43,011) (14)
Expenses 254,313 287,076 (32,763) (11)
Core Income 21,711 23,832 (2,121) (9)
holders of MERALCO 16,316 23,285 (6,969) (30)
Capital Expenditures 20,833 20,233 600 3
Increase
2020 2019 Amount %
Volume Sold (in mln kwh) 43,572 46,871 (3,299) (7)
System Loss (12-month moving average) 6.08% 5.54% 0.54% 10
MERALCO’s Core Income in 2020 declined 9% to ₱21.7 billion, driven mainly by a 7% decrease in volume
sold and higher provision for doubtful accounts.
Gross revenues for the year ended December 31, 2020 was at ₱275.3 billion, 14% lower than 2019 while
volume dropped by 7% to 43,572 GWh. Total electricity revenues amounted to ₱267.9 billion, 14% lower
reflecting the reduction in purchased power costs. MERALCO’s distribution charge per kWh remains
unchanged with aggregate distribution revenues in 2020 lower by 8% at ₱60.6 billion compared with 2019
due to lower volumes sold.
With the easing of community quarantine restrictions beginning May 2020, certain commercial and
industrial establishments slowly resumed operations. By end of 2020, residential volumes accounted for
38%, commercial at 34% and industrial at 28% of the total, significantly different from the pre-pandemic
share of 30%, 40% and 30%, respectively.
MERALCO’s Reported Net Income in 2020 further declined to 30% to ₱16.3 billion owing to non-recurring
charges including a ₱2.7 billion reduction in the carrying value of its investment in PLP in Singapore.
MERALCO spent ₱20.8 billion on capital expenditures in 2020, just 3% higher than in 2019 with the limited
resumption of projects and operations across all sectors during quarantine. Capital expenditures
addressed critical loading of existing facilities and supported new demand and customer connections.
65
Increase
GBPC Audited Amount %
(in Php Millions)
Revenues 21,069 24,223 (3,154) (13)
Expenses 16,421 17,568 (1,147) (7)
EBITDA Core 8,669 9,871 (1,202) (12)
Core Income 2,361 2,725 (364) (13)
Reported Net Income attributable to
equity holders of GBPC 2,222 2,628 (406) (15)
Increase
2020 2019 Amount %
Electricity Sold (consolidated; GWh) 4,929 4,818 111 2
Bilateral – Generation 3,972 4,005 (33) (1)
Bilateral – WESM 496 236 260 110
WESM – Spot Sales 461 577 (116) (20)
GBPC recorded a 13% decline in Core Net Income to ₱2.4 billion in 2020 down from ₱2.7 billion a year
ago.
Volume sold increased 2% to 4,929 GWh on the strength of additional power supply and ancillary service
agreements that commenced in the latter part of 2019. Despite the increase in volume sold, revenues
declined 13% to ₱21.1 billion as a result of lower WESM prices and demand.
The 50%-owned ATEC increased its contribution to ₱639 million from ₱434 million a year earlier following
the entry into commercial operation of its 118.5 MW expansion plant through Sarangani Energy
Corporation. Volume sold from ATEC’s Mindanao power plants rose 44% to 952 GWh in 2020.
As discussed above, MPIC sold its entire 56% stake in GBPC to Meralco for ₱22.4 billion. Management
considers that the sale of GBPC to Meralco represents a unification of the group’s strategy on power
generation. The disposal will consolidate the Group’s power generation portfolio and assets, with all of the
power distribution and generation assets to be held by Meralco. Such consolidation of power distribution
and generation assets in Meralco is expected to yield scale and cost efficiencies to the Group while at the
same time streamline capital for MPIC’s other growth areas.
66
Toll Operations
Increase

(in Php Millions)
Net toll revenues 13,564 18,503 (4,939) (27)
Cost of Services 7,942 9,060 (1,118) (12)
Core EBITDA 8,771 13,267 (4,496) (34)
Core Income 2,697 5,265 (2,568) (49)
holders of MPTC 2,296 4,926 (2,630) (53)
Capital Expenditures 23,254 26,172 (2,918) (11)
Increase
2020 2019 Amount %

NLEX 209,720 283,296 (73,576) (26)
SCTEX 44,784 70,551 (25,767) (37)
CAVITEX 125,797 183,003 (57,206) (31)
CALAX 8,519 - 8,519 100
DMT 58,140 92,914 (34,774) (37)
CII B&R 42,266 40,982 1,284 3
PT Nusantara 200,061 270,738 (70,677) (26)
MPTC operates a network of toll roads predominantly in the Philippines and a few in Southeast
Asia. MPTC recorded Core Income of ₱2.7 billion in 2020, down 49% from ₱5.3 billion a year earlier as a
result of lower traffic on all roads due to movement restrictions during prolonged periods of quarantine.
Tollroads in the Philippines:

Average daily vehicle entries declined 28% to 388,820 in 2020 compared with 536,850 in 2019. Daily
vehicle entries averaged 574,100 for the first two months of 2020, an increase of 14% from 2019 but
declined to 86,000 when the strictest level of quarantine was implemented. Traffic gradually recovered as
restrictions were eased with traffic averaging at 480,643 in December 2020 (down 18% versus December
2019).
MPTC has implemented physical and system improvements to ensure smooth implementation of the “all-
RFID toll collection system” in line with the Department Order 2020-012 issued by the Department of
Transportation (DOTr). While the implementation of the cashless toll collection has not been without
challenges, we are grateful to the local government for working with us in finding workable solutions in
improving local traffic conditions by reducing toll plaza congestion, managing RFID sticker issues, and
responding to motorist reloading requests.
Significant progress in expansion projects was achieved with the full commercial operation for the first sub-
section of the Cavite Laguna Expressway and the opening of the NLEX Harbour Link C3-R10 road which
directly connects to ports and shortens travel from Manila port to NLEX to only 10 minutes from over one
hour.
67
Tollroads outside the Philippines:
Average daily vehicle entries for MPIC’s toll investments outside the Philippines declined 26% to 300,467 in
2020 compared with 404,634 a year earlier due to ongoing construction and road integration within their
concession areas. The implementation of various measures (from curfews to regional lockdowns) to limit
movement of people and vehicles in response to the threat of COVID-19 also reduced traffic.
In February 2021, MPTC sold its entire 29.45% indirect stake in Don Muang Public Company Ltd. In
= 7.2 billion. Proceeds from this sale will be used to fund MPTC’s expansion projects.
Thailand for P
Water
Increase
Maynilad Water Services, Inc. 2020 2019 (Decrease)
Audited Amount %
(in Php Millions)
Revenues 22,937 23,992 (1,055) (4)
Costs and Expenses 11,335 10,616 719 7
Core EBITDA 15,524 16,294 (770) (5)
Core Income 6,530 7,723 (1,193) (15)
Capital Expenditure 7,794 12,380 (4,586) (37)
Increase
2020 2019 Amount %
Volume of water supplied (MCM) 725.8 727.3 (1.4) (0)
Volume of water billed (MCM) 536.4 535.3 1.1 0
Volume of water billed (MCM) - Consolidated 555.5 553.6 1.9 0
Non revenue water % (average) 26.1% 26.4% -0.3% (1)
Non revenue water % (period end) 30.9% 25.3% 5.5% 22
Domestic (residential and semi-business) 83.8% 80.0% 3.8% 5
Non-domestic (commercial and industrial) 16.2% 19.7% -3.5% (18)
MPIC’s water business comprises investments in Maynilad, the biggest water utility in the Philippines, and
MetroPac Water Investments Corporation (“MPW”), focused on building new water businesses outside
Metro Manila. The water segment’s contribution to Core Income amounted to ₱3.1 billion in 2020, 14%
lower than last year, with reduced contribution from Maynilad.
68
Maynilad
Revenues slipped 4% to ₱22.9 billion with lower average tariffs. Higher residential demand at a lower
average tariff offset lower demand in commerce and industry with the implementation of community
quarantine.
Maynilad’s Core Net Income in 2020 fell 15% to ₱6.5 billion as a result of higher amortization and
depreciation expenses as a consequence of its substantial investments in water source (Putatan 2) and
waste water reclamation (Pasay and Paranaque) and continuing upgrades to facilities.
Water coverage has grown by nearly one-third under MPIC’s 13 years of management to 9.8 million
people, while 17 kilometers of new pipes have been laid. Average non-revenue water at the district metered
area level was at 26% as at December 2020 down from 68% fourteen years ago, saving 1 billion liters of
water every day.
Review of the water concession contracts is ongoing with the Asian Development Bank assisting the
Government on the economic and financial aspects of the agreement. As we wait for the final resolution of
this matter, Maynilad’s services continue.
Capital expenditures in 2020 amounted to P = 7.8 billion. In 2020, Maynilad completed the realignment,
replacement and relocation of around 6.7 kilometers of water pipelines to help fast-track the implementation
of several government infrastructure projects such as the construction of the Philippine National Railways
North, MRT-7, and LRT-1 Extension. The reconfiguration of these pipelines were done in portions of
Caloocan, Quezon City, Valenzuela, Parañaque and Las Piñas to give way for ongoing construction works
of these vital projects.
In January 2021, Maynilad’s Putatan Water Treatment Plant 2 (PWTP 2) was conferred an award of
distinction under the “Water Project of the Year” category of the Global Water Awards 2020. The Global
Water Awards recognize the most important achievements in the international water industry. PWTP 2,
Maynilad’s second facility to tap Laguna Lake as raw water source, gained recognition for its crucial role in
addressing water security in Metro Manila. The facility was built to help moderate over-dependence on
Angat Dam and expand water service to Maynilad customers in the southern part of its West Concession
area. This recognition is a testament to Maynilad’s projects stand side-by-side with the best water initiatives
in the world.
Rail
Increase
(in Php Millions)
Farebox revenues 1,263 3,287 (2,024) (62)
Expenses 2,018 2,810 (792) (28)
Core EBITDA (700) 744 (1,444) (194)
Core Income (loss) (689) 645 (1,334) (207)
Reported Net Income (loss) (713) 629 (1,342) (213)
Increase
2020 2019 Amount %
Operating days 274 361 (87) (24)
LRMC currently operates LRT-1, a 20-station light rail line traversing from Pasay to Quezon City in Metro
Manila.
69
LRMC reported a Core Loss of ₱689 million in 2020 following the suspension of operations from 17th
March to 31st May due to the strict community quarantine. Operations resumed on 1st June 2020, but with
ridership limited to 13% of capacity to comply with DOTr guidelines and were again suspended from 4th
August to 18th August 2020 with the reimplementation of Modified Enhanced Community Quarantine. In
October 2020, following the DOTr’s directive to gradually increase maximum passenger capacities, LRMC
adjusted passenger loading capacity to 30%. With the suspension of operations and reduced services
mandated by quarantine protocols, revenues declined 62% to ₱1.3 billion. Average daily ridership was
down to 186,021 during the 274 operating days of 2020 compared with 446,943 during the 361 operating
days in 2019.
Progress on the upgrading and expansion of the LRT1 continues with the arrival in January 2021 of the first
of the thirty (30) Generation-4 (Gen-4) train sets committed by the Government. The state-of-the-art
passenger train sets, each with 4 light rail vehicles has a maximum design speed of up to 70 kph and can
accommodate around 1,400 passengers per trip. These new trains will undergo rigorous testing and
commissioning before it is used for commercial operations.
Construction activities for the LRT-1 Cavite Extension project are currently in various stages of
development and continue to achieve progress even amid the community quarantine. Since the start of the
civil works in September 2019, the project completion rate has already reached 50%.
Hospitals
Metro Pacific Hospital Holdings Inc. operates the largest private hospital network in the Philippines
with 18 hospitals and 6 cancer centers nationwide.
• Revenues decreased 7% to P = 14.8 billion
• In-patient admissions dropped 46% to 106,546 while out-patient visits fell 36% to 2.5 million as patients
opted to defer elective procedures
• Consolidated Core Income declined 85% to P = 224 million
o There were significant increases in personnel costs and medical supplies such as personal
protective equipment which are heavily used to ensure health and safety for our healthcare
practitioners and patients
• The healthcare sector is at the epicenter of the COVID-19 crisis and our hospital group continues to rise
to the occasion to meet the needs of the communities we serve in terms of testing, treatment and
preparation for the vaccination drive
70
V(i) 2020 versus 2019: MPIC Consolidated Statement of Financial Position
Assets
Increase
2020 % 2019 % Amount %
(in Php Millions)
ASSETS
Current assets
Cash and cash equivalents and short-
term deposits 48,822 34 74,697 71 (25,875) (35)
Restricted cash 1,852 1 5,011 5 (3,159) (63)
Receivables 8,228 6 14,624 14 (6,396) (44)
Other current assets 8,007 6 10,905 10 (2,898) (27)
10
66,909 47 105,237 0 (38,328) (36)
Assets under PFRS 5 75,969 53 - - 75,969 100
10 10
142,878 0 105,237 0 37,641 36
Noncurrent Assets
Investments and advances 159,474 34 169,092 33 (9,618) (6)
Property, plant and equipment 6,878 1 58,591 12 (51,713) (88)
Goodwill 15,337 3 15,676 3 (339) (2)
Intangible assets 705 - 3,279 1 (2,574) (78)
Deferred tax assets 201 - 927 - (726) (78)
Other noncurrent assets 16,459 3 18,487 4 (2,028) (11)
10 10
474,918 0 506,541 0 (31,623) (6)
On December 23, 2020, BPHI entered into a share purchase agreement with Meralco PowerGen
Corporation (“MGen”), a wholly-owned subsidiary of MERALCO, for the sale by BPHI of 56% of the issued
and outstanding shares of GBPC. Upon completion of the transaction, MPIC shall deconsolidate GBPC.
Accordingly, GBPC qualified as a group held for deemed disposal as of December 31, 2020 with GBPC’s
assets and liabilities previously consolidated in the Company’s statement of financial position reclassified to
“Assets under PFRS 5” and “Liabilities under PFRS 5”, respectively, as at December 31, 2020. Hence,
significant decreases in the asset and liability accounts are partly attributable to the reclassification of
GBPC’s assets and liabilities.
Other movements in the accounts are explained as follows:
• Cash and cash equivalents and short-term deposits – (Decrease) The economic contraction stemming
from the Philippine Government’s response to COVID-19 had impacted cash flow from operations (see
section Liquidity and Capital Resources for the summary of the Group’s statement of cash flows for
2020).
71
• Receivables – current and noncurrent portions – (Decrease) Aside from the reclassification of GBPC’s
receivables to “Assets under PFRS 5”, the full collection of the receivable from Buhay resulted to the
decrease in this account (see Notes 8 and 32 to the 2020 Audited Consolidated Financial Statements).
• Other current assets – (Decrease) Decrease attributable to the reclassification of GBPC’s inventories to
“Assets under PFRS 5”. GBPC’s inventories include power plant spare parts, consumables, coal and
fuel (see Note 9 to the 2020 Audited Consolidated Financial Statements).
• Investments and advances – (Decrease) Decrease in this account is attributable to the following:
(i) reclassification of the investment in ATEC to “Assets under PFRS 5”; and (ii) recognition of the share
in the investees’ other comprehensive income” (see Note 10 to the 2020 Audited Consolidated
• Service concession assets – (Increase) Mainly due to the additional capital expenditures (see Note 12
to the 2020 Audited Consolidated Financial Statements for the nature of the additions to the service
concession assets).
Aside from the capitalized borrowing costs, significant additions to the service concession asset
account include the following:
o Toll Operations. Ongoing construction of the following: (i) CALAX; (ii) NLEX Corp’s Segment 10
R10 section project, Subic Freeport Expressway expansion, and the NLEX Connector Road Project;
(iii) CIC’s CAVITEX R1 and R1 Enhancement, C5 South Link and Segment 4 extension & Segment
5; (iv) CCLEC’s Cebu Cordova Link Expressway; and (v) PT Nusantara’s Pettarani, Makassar.
o Water. For Maynilad: (i) the cost of rehabilitation works and additional construction; (ii) concession
fee drawdown for Angat Water Transmission Improvement Project (AWTIP), advance payment for
Kaliwa Dam construction and various local component costs. For MPW: (i) additions from the
implementation of the water concession project of MPIWI with Metro Iloilo Water District (MIWD)
and (ii) various development cost for MPDW.
o Rail. Additions substantially pertain to the on-going rehabilitation of the LRT-1 existing line and the
construction of the Cavite Extension.
• Property, plant and equipment – (Decrease) Significant decrease attributable to the reclassification of
GBPC’s power plant assets and other fixed assets to “Assets under PFRS 5” (see Notes 13 and 33 to
the 2020 Audited Consolidated Financial Statements).
72
accounts.
Increase
2020 % 2019 % Amount %
(in Php millions)
Current Liabilities
liabilities 35,172 30 36,363 48 (1,191) (3)
Income tax payable 927 1 1,639 2 (712) (43)
Due to related parties 2,481 2 5,638 8 (3,157) (56)
Short-term and current portion of long-
term debt 23,961 21 18,459 25 5,502 30
Liabilities under PFRS 5 40,519 35 - - 40,519 100
Current portion of:
Provisions 6,708 6 6,742 9 (34) (1)
Service concession fees payable 5,826 5 6,277 8 (451) (7)
115,594 100 75,118 100 40,476 54
Provisions 3,416 1 4,997 2 (1,581) (32)
Service concession fees payable 23,608 9 26,621 9 (3,013) (11)
Long-term debt 207,405 81 231,450 79 (24,045) (10)
Due to related parties - - 2,240 1 (2,240) (100)
Deferred tax liabilities 11,161 4 14,170 5 (3,009) (21)
Other long-term liabilities 12,265 5 11,137 4 1,128 10
257,855 100 290,615 100 (32,760) (11)
Equity
Capital stock 31,661 17 31,661 17 - -
Additional paid-in capital 68,638 37 68,638 36 - -
Treasury shares (3,420) (2) (4) - (3,416) >100
Equity reserves (943) (1) (574) - (369) 64
reserve (3,103) (2) 591 - (3,694) >100
Reserves under PFRS 5 129 - - - 129 100
Parent Company 184,860 100 190,962 100 (6,102) >100
Non-controlling interest 59,487 55,083 4,404 8
73
• Service concession fees payable – current and noncurrent portions – (Decrease) Decrease pertains to
the scheduled payment of service concession fees payable of CALAX and Maynilad net of interest
accretion. For the movement in the service concession fees payable, see Notes 17 and 37 to the 2020
• Due to related parties – (Decrease) The decrease is mainly driven by the scheduled payment of
payable to PCEV in relation to the acquisition of shares in Beacon (see Notes 19 and 37 to the 2020
• Provisions – current and noncurrent portions – (Decrease) Significant decrease attributable to the
reclassification of GBPC’s provisions to “Liabilities under PFRS 5” (see Notes 16 and 33 to the 2020
• Short-term and long-term debt – current and noncurrent portions – (Decrease) Long term debt of GBPC
was reclassified to “Liabilities under PFRS 5” (see Notes 18 and 33 to the 2020 Audited Consolidated
• Treasury Shares – (Increase) Implementation of the Share Buyback Program in 2020 (see Note 20 to
the 2020 Audited Consolidated Financial Statements).
• Non-controlling interest – (Increase) Increase is mainly due to the partial disposal of interest in
subsidiaries (Note 4 to the 2020 Audited Consolidated Financial Statements and the Consolidated
Statements of Changes in Equity for the other movements in the NCI account).
IV. Liquidity and Capital Resources
Increase
Audited (Decrease)
2020 2019 Amount %
(in Php Millions)
Cash Flows
Net cash provided by operating activities 21,727 41,020 (19,293) (47)
Net cash used in investing activities (31,793) (23,460) 8,333 36
activities (14,951) 9,044 (23,995) 265
Net increase in cash and cash equivalents (25,017) 26,604 (51,621) (194)
Capital expenditures 37,044 52,057 (15,013) (29)
Capitalization
Long-term debt net of current portion 207,405 231,450 (24,045) (10)
Short-term and current portion of long-term
debt 23,961 18,459 5,502 30
Total 231,366 249,909 (18,543) (7)
Non-controlling interest 59,487 55,083 4,404 8
Parent Company 184,860 190,962 (6,102) (3)
Cash and cash equivalents 41,539 73,211 (31,672) (43)

Short-term deposits 7,283 1,486 5,797 390
74
P
= 48,822 million, a decrease of P= 25,875 million from P
= 74,697 million as at December 31, 2019. Lower cash
level is due to the decrease in cash provided by operations as the community quarantine impacted
earnings and collection of receivables in addition to the scheduled payments and prepayments of loans.
Refer to the Company’s Consolidated Statements of Cash Flows in the 2020 Audited Consolidated
MPIC’s consolidated net operating cash flow in 2020 posted a 47% decrease from P = 41,020 million to
P
= 21,727 largely attributable to the decline in operating results and the lower collection rate due to the ECQ.
Lockdown restrictions temporarily disrupted capacity to read water meters and limited ability to collect
payments from customers.
Net cash used in investing activities amounted to P = 31,793 million during 2020, a 36% increase from 2019
despite lower expenditure in service concession assets and property, plant and equipment in 2020 due to
delays brought by ECQ. 2019 benefitted from the proceeds of Exchangeable Bond issued to Buhay which
provided significant cash inflow of P
= 26,091 million (see Note 32 to the 2020 Audited Consolidated Financial
Statements).
The Company’s consolidated net cash used in financing activities amounted to P = 14,951 million in 2020.
Significant outflows during the current period included: (i) prepayment of MPIC’s P= 6.48 Billion, 10-Year
Notes Facility Agreement and AIF’s THB loan; (ii) debt servicing; (iii) scheduled payment of amount due
PCEV; (iv) scheduled payment of service concession fees payable; (v) dividends paid; and (vi) acquisition
of MPIC shares under the share buyback program.
75
V(ii) 2019 versus 2018
MPIC Consolidated Statements of Income
Increase
Audited Amount %
(in Php Millions)
Operating Revenues 88,157 83,029 5,128 6
Cost of Sales and Services 43,720 42,714 1,006 2
General and administrative expenses 16,272 14,972 1,300 9
Interest expense 11,994 10,388 1,606 15
Operations under PFRS 5 2,215 1,976 239 12
11,402 11,073 329 3
ventures
Interest income 2,304 1,496 808 54
Construction revenue 42,795 27,363 15,432 56
Construction costs (42,795) (27,362) (15,433) 56
Other income (expense) - net 9,552 1,660 7,892 >100
(22,020) (798) (21,222) >100
value of assets
Operations under PFRS 5 32,874 - 32,874 100
Others (1,302) 2,458 (3,760) (153)
Provision for income tax 11,611 7,008 4,603 66
Operations under PFRS 5 8,027 1,633 6,394 392
23,856 14,130 9,726 69
Parent Company
Other comprehensive income (loss) (1,476) 321 (1,797) (560)
22,549 14,307 8,242 58
Core income 15,602 15,060 542 4
Non-recurring income (expense) 8,254 (930) 9,184 (988)
Amounts presented in the table represent both continuing and discontinued operations.
76
Revenues
The Company’s revenues from continuing operations increased by 14% to P = 49,276 million in 2019,
reflecting improved performances from the following operating segments.
▪ Water utilities posted an 9% increase in revenues on the strength of Maynilad’s 2% billed volume
growth together with basic and inflation-linked tariff increases; and (ii) MPW’s Bulk water and
Sewage Treatment Plant services contribution.
▪ Toll revenues are higher by 19% with average daily entries for 2019 up by 7% on the NLEX, 13% on
the SCTEX and 24% on the CAVITEX compared with 2018 and toll rate increases in NLEX in March
2019, SCTEX in June 2019 and CAVITEX in October 2019. In addition, full year revenues from the
consolidation of PT Nusantara beginning July 2018.
The above improvements in revenues were partially offset by the decline in LRMC’s earnings. Rail
revenues decreased by 1% driven by decrease in ridership due to shortened operating hours and fewer
running LRVs.
See the relevant segment information under section V(i) 2019 versus 2018: Operating Segments of the
Group.

Cost of sales and services from continuing operations increased by 17% to P
= 19,086 million mainly due to
the consolidation of PT Nusantara and increase in concession amortization from continued growth of
concession assets through ongoing capital expenditures, as well as increased traffic and billed volume of
water (amortization on U-o-P basis) (see Note 21 to the 2021 Audited Consolidated Financial Statements).

General and administrative expenses from continuing operations increased by 19% to P = 10,183 million in
2019 mainly due to consolidation of PT Nusantara beginning July 2018 and inflationary growth in personnel
costs (see Note 22 to the 2021 Audited Consolidated Financial Statements).
Interest expense
The Company’s consolidated interest expense from continuing operations increased by 16% to
P
= 9,779 million with new bank loans (see Note 18 to the 2021 Audited Consolidated Financial Statements).
Share in net earnings of associates and joint ventures

Share in net earnings of equity method investees from continuing operations increased by 2% to
P
= 10,754 million. In 2018, the Company recognized its share in losses of PT Nusantara under the equity
method prior to its consolidation in July 2018.
Other income (expense) - net

Consolidated other income (expense) from continuing operations for 2019 provisions for decline in value of
assets relate to water and logistics businesses and penalties for loan prepayment (see Note 24 to the 2021
For operations under PFRS 5, gain on the deconsolidation of MPHHI was recognized in 2019 (see Note 32
to the 2021 Audited Consolidated Financial Statements).

The increase in this account from P
= 14,130 million in 2018 to P
= 23,856 million in 2019 is primarily attributable
to the gain on deconsolidation of MPHHI (see Note 32 to the 2021 Audited Consolidated Financial
Statements).
Other comprehensive income (loss) - net

The Company recognized a net other comprehensive loss of P = 1,476 million in 2019 as compared with the
net comprehensive income of P
= 321 million in 2018. Year 2019 includes higher share in actuarial valuation
adjustment from MERALCO and cumulative translation adjustments from foreign operations.
77
MPIC’s share in the consolidated core income increased by 4% from P = 15,060 million in 2018 to
P
= 15,602 million in 2019 primarily reflecting the following:
▪ Power (distribution and generation) accounted for P = 11.7 billion or 55% of the aggregate
contribution;
▪ Toll operations contributed P = 5.1 billion or 25% of the total;
▪ Water (distribution, production and sewerage treatment) contributed P = 3.6 billion or 17% of the total;
▪ Hospital group contributed P = 867 million or 4% of the total; and,
▪ the Rail, Logistics and others contributed combined net loss of P = 352 million.
The figures referred to above represent MPIC’s share in the stand-alone core income of the operating
companies, net of consolidation adjustments. See the relevant segment information under section V(i) 2019
versus 2018: Operating Segments of the Group.
Non-recurring income (expense)

Non-recurring income amounting to P = 8,254 million in 2019 is primarily due to the deconsolidation of the
Group’s investment in the Hospitals portfolio partly offset by restructuring costs of logistics business and
reduction in the carrying values of some of our water investments. 2018 non-recurring expenses of
P
= 930 million were primarily due to the net effect of weakening Philippine Peso, project write-downs, loan
refinancing and provisions for asset impairment.
V(ii) 2019 versus 2018 - Operating Segments of the Group
Power
MPIC’s power business contributed P

= 11.7 billion to Core Net Income in 2019, a 7% increase driven
largely by MERALCO.
Increase
MERALCO Audited Amount %
(in Php Millions)
Revenues 318,315 304,454 13,861 5
Expenses 287,076 276,012 11,064 4
Core Income 23,832 22,408 1,424 6
holders of MERALCO 23,285 23,017 268 1
Capital Expenditure 20,233 13,669 6,564 48
Increase
2019 2018 Amount %
Volume Sold (in mln kwh) 46,871 44,313 2,558 6
System Loss (12-month moving average) 5.54% 5.67% -0.13% (2)
MERALCO’s Core Net Income in 2019 rose 6% to P = 23.8 billion, driven by a 6% increase in energy sales,
lower borrowing costs on lower debt, and higher investment returns.
Energy sales rose across all of MERALCO’s customer classes. Residential sector growth accelerated due
to warmer weather and new customer connections. Commercial sector sales grew on continued expansion
of business-to-consumer services, while growth in the industrial sector was broadly based.
78
Lower fuel prices and a stronger Philippine Peso reduced pass-through generation charges with the result
that the 5% increase in total revenues to P
= 318.3 billion was outpaced by the 6% increase in energy sales.
MERALCO spent P = 20.2 billion on capital expenditures in 2019 to address critical loading of existing
facilities and to support growing demand and customer connections.
Increase
GBPC Audited Amount %
(in Php Millions)
Revenue 24,223 26,822 (2,599) (10)
Expenses 17,568 20,598 (3,030) (15)
EBITDA Core 9,871 9,159 712 8
Core Income 2,725 2,458 267 11
Reported Net Income attributable to
equity holders of GBPC 2,628 2,431 197 8
Increase
2019 2018 Amount %
Electricity Sold (consolidated; GWh) 4,818 4,822 (4) (0)
Bilateral – Generation 4,005 3,688 317 9
Bilateral – WESM 236 524 (288) (55)
WESM – Spot Sales 577 610 (33) (5)
GBPC recorded an 11% growth in Core Income of P

= 2.7 billion in 2019 from P
= 2.5 billion in 2018 despite flat
sales volumes.
Core Income remains positive with higher margins on increased WESM prices and ancillary service
agreements which largely offset the end of various short-term power supply agreements and rising
depreciation and interest expenses.
Contribution from 50%-owned ATEC rose to P = 418 million from last year’s P
= 249 million due to the earnings
from ATEC’s expansion plant which started commercial operations on October 10, 2019. ATEC’s second
105 MW (80 MW contracted) expansion plant currently supplies electricity to an additional 4 million people
in Mindanao.
GBPC plans to invest in renewable energy projects to complement its current fossil fuel capacity.
79
Toll Operations
Increase

(in Php Millions)
Net toll revenues 18,503 15,486 3,017 19
Cost of Services 9,060 7,645 1,415 19
Core EBITDA 13,267 10,474 2,793 27
Core Income 5,265 4,450 815 18
holders of MPTC 4,926 4,274 652 15
Capital Expenditures 26,172 11,795 14,377 122
Increase
2019 2018 Amount %

NLEX 283,296 265,530 17,765 7
SCTEX 70,551 62,684 7,867 13
CAVITEX 181,656 146,315 35,341 24
DMT 92,914 99,479 (6,565) (7)
CII B&R 40,982 33,007 7,975 24
PT Nusantara 278,309 306,086 (27,776) (9)
Metro Pacific Tollways Corporation recorded Core Net Income of P = 5.3 billion in 2019, an 18% increase
from P
= 4.5 billion a year earlier, as a result of higher traffic on domestic roads and tariff adjustments in
NLEX, SCTEX and CAVITEX, offset by lower traffic on our regional roads and higher borrowing costs.
Overall, MPTC’s system-wide vehicle entries, including both our domestic and regional road networks,
averaged 947,708 a day in 2019 versus 913,101 in 2018.
Tollroads in the Philippines:

Average daily vehicle entries on all three of our domestic tollways (NLEX, CAVITEX and SCTEX) rose 13%
to 535,503 in 2019 compared with 474,529 in 2018.
In 2019, MPTC opened three road developments – (i) the NLEX Harbor Link Segment 10 in February; (ii) in
July, the first section of CAVITEX C5 South Link, the 2.2 – kilometer flyover crossing South Luzon
Expressway (SLEX) traversing Taguig and Pasay City; and (iii) in October, the first 10.7 km of the Cavite-
Laguna Expressway (CALAX). The first sub-section of the CALAX, which received authority to start full
commercial operations on 11th February 2020, provides travelers with an alternative route between Sta.
Rosa-Tagaytay Road and Mamplasan Road, helping to decongest Aguinaldo hi-way and Sta. Rosa-
Tagaytay road.
C3-R10 Section of NLEX Harbor Link Segment 10, the elevated expressway that provides direct access
between R10 in Navotas City and NLEX, had a partial opening in February 2020. MPTC is on track to fully
operationalize the entire C3-R10 Section by March 2020. With full completion of this project, travel time
from the Port Area to NLEX will be reduced to 10 minutes, significantly benefitting the transport logistics
industry as cargo trucks are spared from the truck ban and congestion on local roads.
80
Meanwhile, construction continues on MPTC’s other road projects – the NLEX Radial Road 10, remaining
portions of the CAVITEX C5 South Link, CALAX, and the Cebu Cordova Link Expressway. Our tollways
management is focused on speeding up Right of Way acquisition to meet Target Completion dates.
MPTC expects to spend an additional P = 25 billion on building roads if it secures the Cavite-Tagaytay-
Batangas Expressway (CTBEx), for which it was awarded Original Proponent status. The final award of the
CTBEx Project will be subject to a Swiss Challenge expected before the second quarter of 2020.
In 2019, MPTC also made meaningful progress on regulatory matters on our toll roads with the approval
and implementation of the new toll rate matrices for NLEX, SCTEX, CAVITEX R-1 and C5 South Link
Express Way. The new toll rate matrix for the NLEX addresses toll increases due in 2012 and 2014, albeit
on a staggered basis, and also includes recovery of investment in the NLEX Harbor Link Segment 10. The
resolution of various regulatory matters encourages us to remain on track with investment programs geared
towards increasing the productivity of the economy.
Tollroads outside the Philippines:

Average daily vehicle entries for the toll investments outside the Philippines declined 6% to 412,205 in
2019 compared with 438,572 in 2018. Lower traffic volumes on DMT (Bangkok) and PT Nusantara
(Indonesia) were due to construction and road integration within their concession areas.
In September 2019, MPTC increased its effective ownership of PT Margautama Nusantara (MUN) from
56.2% to 81.9%. MUN is PT Nusantara’s holding company for toll roads investment.
Water
Increase
Maynilad Water Services, Inc. 2019 2018 (Decrease)
Audited Amount %
(in Php Millions)
Revenues 23,992 22,024 1,968 9
Costs and Expenses 10,616 9,606 1,010 11
Core EBITDA 16,294 15,454 840 5
Core Income 7,723 7,731 (8) (0)
Capital Expenditure 12,380 11,944 436 4
Increase
2019 2018 Amount %
Volume of water supplied (MCM) 727.3 750.8 (23.6) (3)
Volume of water billed (MCM) 535.3 527.2 8.2 2
Volume of water billed (MCM) - Consolidated 553.6 546.1 7.5 1
Non revenue water % (average) 26.4% 29.8% -3.4% (11)
Non revenue water % (period end) 25.3% 27.1% -1.7% (6)
Domestic (residential and semi-business) 80.0% 80.5% -0.5% (1)
Non-domestic (commercial and industrial) 19.7% 19.5% 0.2% 1
81
Maynilad
Maynilad’s Core Income for 2019 remained flat at P = 7.7 billion. While revenues rose 9% to P = 24.0 billion from
P
= 22.0 billion in 2018 as a result of the combined effect of increases in tariff (basic and inflation-linked) and
the number of water connections, Maynilad’s Core Income remained flat as a result of higher amortization
and depreciation expenses as a consequence of Maynilad’s heavy investments in Non-Revenue Water
Reduction Program and continuing facilities upgrades.
Healthcare
Increase
Healthcare Group Audited Amount %
(in Php Millions)
Gross Revenues 28,802 25,655 3,147 12
Expenses 23,002 20,331 2,671 13
Core EBITDA 6,506 5,559 947 17
Core Income 2,685 2,357 328 14
Reported Net Income 2,683 2,363 320 14
Increase
2019 2018 Amount %
Occupancy rate (%) - Standard Beds 71% 68% 4% 5
Total beds available 3,235 3,200 35 1
No. of Patients – In patient 201,131 193,824 7,307 4
No. of Patients – Out patient 3,686,721 3,323,104 363,617 11
No. of Accredited Doctors 8,561 8,373 188 2
No. of Enrollees (schools) - average YTD 8,288 7,506 782 10
MPHHI reported a 12% rise in aggregate revenues in 2019 on an 11% increase in outpatient visits to
3,686,721 and 4% growth in inpatient admissions to 201,131. Core income rose 14% to P
= 2.7 billion.
MPHHI continues to improve patient care across its network of hospitals and is establishing new service
centers.
On December 9, 2019, Buhay completed its investment in MPHHI through a series of transactions in
common shares in MPHHI and in mandatorily exchangeable bonds issued by MPIC. A significant
proportion of the proceeds will be directed towards investment for further growth and improvement in
patient care.
82
Rail
Increase
(in Php Millions)
Farebox revenues 3,287 3,310 (23) (1)
Expenses 2,810 2,567 243 9
Core EBITDA 744 988 (244) (25)
Core Income 645 716 (71) (10)
Reported Net Income 629 645 (16) (2)
Increase
2019 2018 Amount %
Available LRV (period end) 116 112 4 4
LRMC served an average daily ridership of 446,943 in 2019 peaking at 596,500 riders. While LRMC
= 319 million to MPIC’s Core Income in 2019, all earnings are fully reinvested in improving train
contributed P
operations and passenger experience.
As at December 31, 2019, LRMC had successfully restored 39 Light Rail Vehicles (LRVs), bringing the total
available to 116 from the 77 it inherited in 2015. The resulting surge in available capacity has reduced
passenger waiting time to less than three and a half minutes during peak hours from more than five
minutes four years ago. In 2019 alone, LRMC deployed P = 8.4 billion of capital expenditures for the
rehabilitation of the train system, structural repairs and improvements, and an extension of the line to
Cavite.
Most of LRMC’s Station Improvement Project has been completed ahead of a mid-2020 due date with the
completion of expansion work on the EDSA Station, the line’s second-busiest.
Construction work for the LRT-1 Cavite Extension covering the five stations from Pasay City to Paranaque
City has started, although long-overdue tariff increases will be necessary to secure financing for this
project.
83
MPIC Consolidated Statement of Financial Position
Assets
Increase
2019 % 2018 % Amount %
(in Php Millions)
ASSETS
Current assets
Cash and cash equivalents and
short-term deposits 74,697 71 47,521 59 27,176 57
Restricted cash 5,011 5 5,421 7 (410) (8)
Receivables 14,624 14 12,495 16 2,129 17
Other current assets 10,905 10 12,892 16 (1,987) (15)
105,237 100 78,329 98 26,908 34
Asset held for sale – – 1,250 2 (1,250) (100)
105,237 100 79,579 100 25,658 32
Noncurrent Assets
Investments and advances 169,092 33 152,993 32 16,099 11
Property, plant and equipment 58,591 12 71,926 15 (13,335) (19)
Goodwill 15,676 3 27,856 6 (12,180) (44)
Intangible assets 3,279 1 3,897 1 (618) (16)
Deferred tax assets 927 0 1,270 0 (343) (27)
Other noncurrent assets 18,487 4 14,433 3 4,054 28
506,541 100 478,367 100 28,174 6
• Cash and cash equivalents and short-term deposits – (Increase) The significant increase in cash and
cash equivalents is attributable to the proceeds from MPIC’s issuance of a Mandatorily Exchangeable
Bond to Buhay in relation to the latter’s investment in MPHHI. P= 26,091 million out of the total
subscription price of P
= 30.1 billion was settled in December 2019 (see Note 32 to the 2020 Audited
Consolidated Financial Statements). Other transactions that contributed to increase in cash included
loan drawdowns during the period (with proceeds at approximately P = 59 billion) net of scheduled
payment of loans and interest, payable to PCEV and additional capital expenditures (see section
V(i) 2019 versus 2018: Liquidity and Capital Resources for the summary of the Group’s statement of
cash flows for 2019).
• Receivables – current and noncurrent portions – (Increase) Mainly driven by the receivable portion of
the Exchangeable Bond issued by MPIC to Buhay. As at December 31, 2019, receivable portion of the
Exchangeable Bond’s subscription price amounted to P = 3,872.5 million.
• Other current assets – (Decrease) Mainly driven by the application of the advances to contractors and
suppliers to the relevant asset accounts and deconsolidation of the hospital group.
84
• Assets held for sale – (Decrease) In December 2019, CEDC concluded the transfer of the transmission
assets to the National Grid Corporation of the Philippines (NGCP). The remaining transmission assets
were reclassified back to property, plant and equipment.
• Investments and advances – (Increase) Increase significantly attributable to value of the retained
investment in MPHHI amounting to P= 16,695 million (see Notes 10 and 32 to the 2020 Audited
• Service concession assets – (Increase) Mainly due to the additional capital expenditures,
implementation of new water concession project and consolidation of PNW, net of amortization and
impairment (see Note 12 to the 2020 Audited Consolidated Financial Statements for the nature of the
additions to the service concession assets).
• Property, plant and equipment – (Decrease) Significant decrease attributable to the deconsolidation of
the hospital group. Deconsolidated Hospital fixed assets amounted to
P
= 15,083 million (see Notes 13 and 32).
• Goodwill – (Decrease) Mainly driven by the impairment charge recognized in 2019 amounting to
P
= 9,825 million and the deconsolidation of the goodwill attributable to the hospital segment (see Notes
11, 14 and 32).
• Other noncurrent assets – (Increase) Mainly driven by the increase in advances made to contractors for
the ongoing construction of service concession assets.
85
accounts.
Increase
2019 % 2018 % Amount %
(in Php millions)
Current Liabilities
liabilities 36,363 48 31,951 56 4,412 14
Income tax payable 1,639 2 1,533 3 106 7
Due to related parties 5,638 8 4,462 8 1,176 26
Current portion of:
Provisions 6,742 9 6,004 11 738 12
Service concession fees payable 6,277 8 693 1 5,584 806
Long-term debts 18,459 25 11,619 21 6,840 59
75,118 100 56,262 100 18,856 34
Provisions 4,997 2 2,528 1 2,469 98
Service concession fees payable 26,621 9 29,946 11 (3,325) (11)
Long-term debts 231,450 79 203,474 77 27,976 14
Due to related parties 2,240 1 7,392 3 (5,152) (70)
Deferred tax liabilities 14,170 5 9,930 4 4,240 43
Other long-term liabilities 11,137 4 9,411 4 1,726 18
290,615 100 262,681 100 27,934 11
Equity
Capital stock 31,661 17 31,633 18 28 –
Additional paid-in capital 68,638 36 68,494 40 144 –
Treasury Shares (4) – (178) – 174 (98)
Equity reserves (574) – 6,968 4 (7,542) (108)
Other comprehensive income reserve 591 – 1,861 1 (1,270) (68)
Total equity attributable to owners of
the Parent Company 190,962 100 173,311 100 17,651 10
• Accounts payable and other current liabilities – (Increase) Mainly due to the increase in accrued
construction costs and retention payable attributable to Toll Roads, Maynilad and Rail.
• Service concession fees payable – current and noncurrent portions – (Increase) Aside from the interest
accretion that increases the liability, additions to service concession fees payable was attributable to
increase in concession fees for Maynilad (see Note 29, MWSS JBIC Loan to the 2020 Audited
86
Consolidated Financial Statements) and the recognition of annual service fees under the service
contract agreement between MPIWI and MIWD (see Notes 17 and 37 to the 2020 Audited Consolidated
• Due to related parties – (Decrease) The decrease is mainly driven by the scheduled payment of
payable to PCEV in relation to the acquisition of shares in Beacon.
• Provisions – current and noncurrent portions – (Increase) Includes provision arising from the
exchangeable bonds issued to Buhay for estimated tax warranties and indemnities (See Note 32,
Deconsolidation of MPHHI in 2019 and Note 16, Provisions to the 2020 Audited Consolidated Financial
Statements).
• Long-term debt – current and noncurrent portions – (Increase) See Note 18 to the 2020 Audited
Consolidated Financial Statements for details of the Company’s new loan facilities and borrowings.
• Equity reserves – (Decrease) Dilution gain of P

= 5,726 million which was originally recognized in equity
reserve, was directly charged to retained earnings in relation to the deconsolidation of MPHHI (see
Note 32 to the 2020 Audited Consolidated Financial Statements).
• Non-controlling interest – (Decrease) Decrease is mainly due to the derecognition of NCI from the
deconsolidation of the hospital segment (see Note 32 and the Consolidated Statements of Changes in
Equity for the other movements in the NCI account).
Liquidity and Capital Resources
Increase
Audited (Decrease)
2019 2018 Amount %
(in Php Millions)
Cash Flows
Net cash provided by operating activities 41,020 31,996 9,024 28
Net cash used in investing activities (23,460) (25,441) (1,981) (8)
activities 9,044 (783) 9,827 >100
Net increase in cash and cash equivalents 26,604 5,772 20,832 >100
Capital expenditures 51,247 34,234 17,013 50
Capitalization
Long-term debt net of current portion 231,450 203,474 27,976 14
Current portion of long-term debt 18,459 11,619 6,840 59
Total 249,909 215,093 34,816 16
Parent Company 190,962 173,311 17,651 10
Cash and cash equivalents 73,211 46,607 26,604 57

Short-term deposits 1,486 914 572 63
87
P
= 74,697 million, an increase of P
= 27,176 million from P
= 47,521 million as at December 31, 2018. This
increase mainly resulted from the proceeds in relation to the issuance of Exchangeable Bonds to Buhay.
Refer to the Company’s Consolidated Statements of Cash Flows in the 2020 Audited Consolidated
MPIC’s consolidated net operating cash flow in 2019 posted a 28% increase from P = 31,996 million to
P
= 41,020 largely attributable to the improvement in the operating results. Total revenues (both from
continuing operations and operations under PFRS 15) for 2019 increased by P = 5,128 million to P
= 88,157
million which is mainly driven by the increased volume and improvement in operating performance of the
subsidiaries.
Net cash used in investing activities amounted to P

= 23,460 million during 2019. Proceeds from the
Exchangeable Bond issued to Buhay provided significant cash inflow of P = 26,091 million (see Note 32 to the
2020 Audited Consolidated Financial Statements). Cash outflows included CAPEX spending on service
concession assets with significant progress made towards completion of on-going toll concession projects.
The Company’s consolidated net cash provided by financing activities amounted to P = 9,044 million in 2019.
See Note 37 to the 2020 Audited Consolidated Financial Statements for details of the significant changes in
liabilities arising from financing activities.
Item 7. Consolidated Financial Statements
See Exhibit I - 2021 Audited Consolidated Financial Statements
88
Item 8. Changes in and Disagreements with Accountants on Accounting and Financial Disclosures
Information of Independent Accountant and Other Related Matters
1. External Audit Fees and Services
Below are the fees paid for by the Registrant to its External Auditor:
Type of Service Nature of Service 2021 2020 2019

Audit and Audit Audit of registrant’s P
= 30,300,000 P
= 26,500,000 P
= 26,500,000
related fees annual financial
statements and
review of quarterly
results
Non-Audit Fees Financial accounting - 3,642,000 860,795
and advisory
services for a bid
project
Financial and Tax - 20,756,400 -
Due Diligence
Agreed Upon - 201,600 3,250,000
Procedure
Tax Advisory - - 1,600,000
services
The individual audit committees of the registrant and subsidiaries review and approve the audit plan
and scope of work for the above services and ensure that the rates are competitive as compared to the
fees charged by other equally competent external auditors performing similar nature and volume of
activities.
2. Changes in and Disagreements with Independent Auditors on Accounting and Financial Disclosure
The auditing firm of SGV & Co. (“SGV”) is MPIC’s independent auditors since 2006.
Representatives of the said firm are expected to be present at the annual stockholders’ meeting and
will have the opportunity to make a statement if they desire to do so and are expected to be available
to respond to appropriate questions.
During the Parent Company’s three most recent years or any subsequent interim periods, there was no
instance when the Parent Company’s independent auditors have resigned or have indicated that they
decline to stand for re-election or have been dismissed or where the Parent Company had any
disagreement with its independent auditors or financial disclosure issue.
The 2021 audit of the Company is in compliance with paragraph (3)(b)(ix) of the Securities Regulation
Code Rule 68, as amended, which provides that the rotation of external auditors should be as
prescribed in the Code of Ethics for Professional Accountants in the Philippines (“Code of Ethics”) as
adopted by the Board of Accountancy and the Professional Regulation Commission and such other
standards as may be adopted by the SEC. Consistent with the Code of Ethics, the rotation is now
required after seven years.
SGV is willing to stand for re-election as external auditor of MPIC for the ensuing year.
89
PART III – CONTROL AND COMPENSATION INFORMATION
Item 9. Directors and Executive Officers of the Issuer
Directors
The following are the names, ages, citizenship and periods of service of the incumbent
directors/independent directors of the Parent Company, all have been nominated for re-election at the
Annual Meeting:
Period during which

Name Age Citizenship individual has served as
such
Manuel V. Pangilinan 75 Filipino March 2006 up to present
June Cheryl A. Cabal- Filipino December 2020 up to
48
Revilla present
Jose Ma. K. Lim 69 Filipino March 2006 up to present
Christopher H. Young 64 British March 2019 up to present
Augusto P. Palisoc Jr. 64 Filipino March 2006 up to present
Ramoncito S. Fernandez 65 Filipino June 2009 up to present
Ray C. Espinosa Filipino November 2009 up to
65
present
Artemio V. Panganiban 85 Filipino August 2007 up to present
Alfred V. Ty Filipino November 2015 up to
54
present
Albert F. Del Rosario 82 Filipino May 2016 up to present
Rodrigo E. Franco 63 Filipino May 2016 up to present
Francisco C. Sebastian 67 Filipino June 2016 up to present
Roberto C. Yap, S.J.* 62 Filipino May 2021 to present
Oscar J. Hilado* 84 Filipino May 2021 to present
Pedro E. Roxas* 66 Filipino May 2021 to present
* Independent Directors
Officers and Advisors
The following are the names, ages, positions, citizenship and periods of service of the incumbent officers
and advisors of the Parent Company:
Period during which

individual has served as
Name Age Position Citizenship
such
March 2006 to present as
Chairman and Chairman
Manuel V. Pangilinan 75 Filipino
President January 2021 to present as
President & CEO
Executive Vice
President, Chief
June Cheryl A. Cabal-
48 Financial Officer, Chief Filipino December 2020 to present
Revilla
Sustainability Officer
and Chief Risk Officer
Vice President - PR
Melody M. del Rosario 57 and Corporate Filipino March 2006 to present
Communications
90
Period during which
individual has served as
Name Age Position Citizenship
such
Vice President –
Strategic Finance for
Maida B. Bruce 48 Filipino November 2009 to present
Subsidiaries and
Affiliates
Vice-President - Human
Loudette Anne M. Zoilo 45 Filipino February 2018 to present
Resources
Corporate Secretary,
Vice President – Legal,
Compliance Officer,
Ricardo M. Pilares III 40 Filipino February 2018 to present
Corporate Governance
Officer and Corporate
Secretary
Vice President –
Nancy S. Roxas 41 Filipino June 2021 to present
Treasury
Vice President –
Maricris A. Ysmael 42 Filipino February 2019 to present
Investor Relations
Vice President –
Marisa V. Conde 51 Technical Finance, Filipino February 2021 to present
Data Privacy Officer
Assistant Vice
Kristine Pineda-Fragante 34 President – Reporting Filipino February 2018 to present
and Financial Planning
Cristina S. Palma Gil- Assistant Corporate
53 Filipino May 2013 to present
Fernandez Secretary
Ma. Joanna Carmela P.
34 Internal Audit Head Filipino October 2019 to present
Sanalila
Head of Government
Michael T. Toledo 61 Relations and Public Filipino December 2020 to present
Affairs
Assistant Vice
Francis Alvin V. Asilo 36 Filipino June 2021 to present
President - Legal
Vice President –
Ryan Jerome Chua 35 Filipino November 2021 to present
Assistant Vice
Ma. Clarice U. Marucut 41 President – Business Filipino January 2022 to present
Development
91
Business Experience and Other Directorships
The business experience of each of the directors of the Parent Company is as follows:
1. MANUEL V. PANGILINAN
Filipino, 75 years old
Chairman of the Board of Directors, President and CEO
Member, Compensation Committee
Member, Finance Committee
Non-Voting Member, Nominations Committee
Non-Voting Member, Risk Management Committee
Director of Metro Pacific Investments Corporation since March 2006
Education and Training:

• BA Economics Degree, Ateneo De Manila University
• MBA Degree, Wharton School of Finance and Commerce University of Pennsylvania
• Honorary Doctorate in Humanities, San Beda College/Xavier University/Holy Angel University/Far
Eastern University
Membership in Boards of Listed Companies other than MPIC:

• Philippine Long Distance Telephone Company, Inc.
• MERALCO
• Philex Mining Corporation
• Philex Petroleum Corporation
• Roxas Holdings, Inc.
Membership in Boards of Non-Listed Companies:

• Beacon Electric Asset Holdings, Inc.
• Smart Communications, Inc.
• PLDT Communications and Energy Ventures Inc. (formerly Piltel)
• Landco Pacific Corporation
• Medical Doctors, Inc.
• Colinas Verdes Hospital Managers Corporation
• Asian Hospital, Inc.
• Maynilad Water Services, Inc.
• Mediaquest, Inc.
• Associated Broadcasting, Corporation (“TV5”)
• Manila North Tollways Corporation
• Meralco Powergen Corporation
• Metro Pacific Hospital Holdings, Inc.
• MetroPac Movers, Inc.
• MetroPac Logistics Company Inc.
• MetroPac Water Investments Corporation
• Cardinal Medical Charities Foundation, Inc.
• Caritas Manila and Radio Veritas-Global Broadcasting Systems, Inc.
• Digital Telecommunications Phils.
• Digitel Mobile Philippines, Inc.
• East Manila Hospital Managers Corporation
• Ideaspace Foundation, Inc.
• Light Rail Manila Holdings, Inc.
• Light Rail Manila Corporation
• Metro Pacific Light Rail Corporation
• Metro Pacific Investments Foundation, Inc.
• Roxas Holdings, Incorporated
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• Metro Vantage Properties, Inc.
• MetroPac Property Holdings, Inc.
• Metro Pacific Tollways Corporation
• Beacon Powergen Holdings, Inc.
• Metro Pacific Holdings, Inc.
• Metro Pacific Tollways South Corporation
• Metro Pacific Tollways South Management Corporation
• Metro Pacific Tollways North Corporation
• Metro Pacific Tollways Vizmin Corporation
• Collared Wren Holdings, Inc.
• MPCALA Holdings, Inc.
• Larkwing Holdings, Inc.
• Maynilad Water Holding Company, Inc.
• Metro Strategic Infrastructure Holdings, Inc.
• Global Business Power Corporation
• Cebu Cordova Link Expressway Corporation
• NLEX Corporation
• Cavitex Infrastructure Corporation
Other Information:
Mr. Pangilinan founded First Pacific in 1981 and serves as its Managing Director and Chief Executive
Officer. Within the First Pacific Group, he holds the position of President Commissioner of P.T. Indofood
Sukses Makmur, the largest food company in Indonesia.
He is currently the Chairman of the Board of Trustees of the San Beda College. In August 2016, the
Samahang Basketbol ng Pilipinas – the National Sport Association for basketball requested
Mr. Pangilinan to be its Chairman Emeritus after serving as President since February 2007. Effective
January 2009, MVP assumed the Chairman of the Amateur Boxing Association of the Philippines, a
governing body of amateur boxers in the country. In October 2009, Mr. Pangilinan was appointed as
Chairman of the PDRF, a non-profit foundation established to formulate and implement a reconstruction
strategy to rehabilitate areas devastated by floods and other calamities. Mr. Pangilinan is Chairman of
Philippine Business for Social Progress, the largest private sector social action organization made up of
the country’s largest corporations. In June 2012, he was appointed as Co-Chairman of the US-
Philippines Business Society, a non-profit society which seeks to broaden the relationship between the
United States and the Philippines in the areas of trade, investment, education, foreign and security
policies and culture.
2. JUNE CHERYL A. CABAL-REVILLA

Executive Vice President, CFO, CSO, and CRO
Executive Director
Alternate Member, Finance Committee
Director of Metro Pacific Investments Corporation since December 2020

• Bachelor of Science Degree in Accountancy, De La Salle University
• Master’s Degree in Business Management Major in Finance, Asian Institute of Management
Membership in Boards of Listed Companies:

• NIL

• AF Payments, Inc.
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• Metro Pacific North Tollways Corporation
• KM Infrastructure Holdings, Inc.
• Razor Crest Storage Infrastructure Holdings Corporation
• Hyperion Storage Holdings Corporation
• Philippine Tank Storage International (Holdings), Inc.
• Philippine Coastal Storage & Pipeline Corporation
• Metro Pacific Health Tech Corporation
Other Information:
Ms. June Cheryl A. Cabal-Revilla was the former Senior Vice President and Group Controller, Chief
Sustainability Officer (“CSO”) of the PLDT Group and the Chief Financial Officer (“CFO”) of Smart,
PLDT-Smart Foundation, PDRF and in a number of subsidiaries and affiliates of PLDT, Smart & ePLDT.
She is also the Founding Chairman of Gabay Guro, President of The Outstanding Young Men
Foundation, and an Appointed Member of the Financial Reporting Standards Council of the Philippines.
Prior to joining PLDT in June 2000 as a Certified Public Accountant and an Executive Trainee in the
Finance Group, she was a Senior Associate in the Business Audit and Advisory Group of SGV & Co.
She received her Bachelor of Science Degree in Accountancy from De La Salle University and Master’s
Degree in Business Management Major in Finance from Asian Institute of Management (“AIM”) where
she is an outstanding alumni and a Triple A awardee by the Federation of AIM Alumni Associations, Inc.
She also finished her Executive Program in the Stanford Graduate School of Business. With her sterling
achievements and advocacies, she received global recognitions here and abroad and frequently invited
as speaker by several international organizations.
3. JOSE MA. K. LIM

Director

• BA Philosophy Degree, Ateneo De Manila University
• MBA Degree, Asian Institute of Management

• MERALCO

• Beacon Electric Asset Holdings, Inc.
• Maynilad Water Holding Company, Inc.
• MetroPac Movers, Inc.
• MetroPac Iloilo Holdings Corporation
• MetroPac Logistics Company, Inc.
• Metro loilo Bulk Water Supply Corporation
• MetroPac Cagayan de Oro, Inc.
• Cagayan de Oro Bulk Water, Inc.
• Metro Pacific Light Rail Corporation
• Metro Pacific Investments Foundation Inc.
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• Metro Strategic Infrastructure Holdings
• Meralco PowerGen Corporation
• PremierLogistics, Inc.
• Light Rail Manila Corporation
• AF Payments Inc.
• AHI Hospital Holdings Corporation
• Light Rail Manila Holdings, Inc.
• Asian Institute of Management
• Ateneo Graduate School of Business
• Global Business Power Corporation
• EasyTrip Services Corporation
• Collared Wren Holdings, Inc.
• Metro Pacific Tollways South Development Corporation
• Metro Pacific South Corporation
• Metro Pacific Tollways Vizmin Corporation
• Metro Strategic Infrastructure Holdings, Inc.
• Larkwing Holdings, Inc.
• Pacific Global One Aviation Company Inc.
• Philippine Disaster Risk Foundation, Inc.
• Philippine Telecommunications Investment Corp.
• Pollux Realty Development Corporation
• Metro Vantage Properties, Inc.
• MetroPac Property Holdings, Inc.
• Surallah Biogas Ventures Corp.
• MetPower Venture Partners Holdings, Inc.
• Metro Pacific Dumaguete Water Services, Inc.
• Metro Pacific Iloilo Water, Inc.
• Egis Investment Partners Philippines, Inc.
• KM Infrastructure Holdings, Inc.
• Razor Crest Infrastructure Holdings Corporation
• Hyperion Storage Holdings Corporation
• Metro Pacific Health Tech Corporation
• Metro Asia Link Holdings Corporation
• Landco Pacific Corporation
• Philippine Coastal Storage and Pipeline Corporation
• Philippine Tank Storage International (Holdings), Inc.
Other Information:
Mr. Lim worked as a senior officer for various local and foreign banking institutions from 1988 to 1995.
He was Director for Investment Banking of the First National Bank of Boston from 1994 to 1995, and
prior to that, Vice President of Equitable Banking Corporation.
In 1995, Mr. Lim joined Fort Bonifacio Development Corporation (“FBDC”) as Treasury Vice President
and eventually was appointed Chief Finance Officer in 2000.
95
In 2001, Mr. Lim assumed the position of Group Vice President and Chief Finance Officer of FBDC’s
parent company, Metro Pacific Corporation (“MPC”) on a concurrent basis. He was then elected
President and CEO of MPC in June 2003.
In 2006, MPC was reorganized into MPIC. Mr. Lim was the President and CEO of MPIC from 2006 to
December 31, 2021. He continues to sit as a member of the Board of Directors of MPIC.
Mr. Lim has received various awards relating to Corporate Governance and Investor Relations and most
recently, he was accorded the Triple A award from Asian Institute of Management for his excellent
performance in his field of profession.
He is a founding member of the Shareholders Association of the Philippines and an active member in
various business organizations.
4. CHRISTOPHER H. YOUNG
British, 64 years old
Non-Executive Director
Chairman, Nominations Committee

• Waid Academy, Scotland
• Master of Arts (Honors) degree in Economics, St. Andrews University

Other Information:
Mr. Young is an Executive Director and Chief Financial Officer of First Pacific Company Limited, and
serves as Commissioner of PT Indofood Sukses Makmur Tbk as well as a Trustee of IdeaSpace
Foundation, Inc.
Mr. Young worked for PricewaterhouseCoopers in London and Hong Kong from 1979 until 1987, at
which time he joined First Pacific in Hong Kong as Group Financial Controller. He joined Metro Pacific
Corporation in 1995 as Finance Director, a position he held until he joined PLDT as its Chief Financial
Advisor in November 1998. Mr. Young returned to First Pacific in 2015 as Chief Financial Officer and
joined the First Pacific Board in August 2017.
5. AUGUSTO P. PALISOC JR.


• BA Economics, De La Salle University 1977
• Master’s in Business Management, Asian Institute of Management 1980

• NIL
96
• Medical Doctors, Inc.
• Davao Doctors Hospital Inc.
• Davao Doctors College Inc.
• MetroPac Apollo Holding Inc.
• Metro Pacific Hospital Holdings, Inc.
• Riverside Medical Center, Inc.
• Riverside College, Inc.
• AHI Hospital Holdings, Inc.
• Central Luzon Doctors Hospital, Inc.
• Colinas Healthcare Inc.
• De Los Santos Medical Center, Inc.
• East Manila Hospital Managers Corporation
• Metro Radlinks Network, Inc.
• Metro Pacific Zamboanga Hospital Corporation
• Marikina Valley Medical Center, Inc.
• Delgado Clinic, Inc.
• Sacred Heart Hospital, Inc.
• Metro SEHI Cancer Center Corporation
• Metro RMCI Cancer Center Corporation
• Metro CLDH Cancer Center Corporation
• Medi Linx Laboratory, Inc.
• Manila Medical Services, Inc.
• St. Elizabeth Hospital, Inc.
• Western Mindanao Medical Center, Inc.
• West Metro Cancer Center Corporation
• Santos Clinic, Inc.
• Los Baños Doctors Hospital and Medical Center, Incorporated
• Luther Z. Ramiro Community Hospital
• Ramiro Community Hospital
• Calamba Medical Center Inc.
• Commonwealth Hospital and Medical Center Inc.
Other Information:
Mr. Palisoc has been with the First Pacific group of companies for over 38 years. He is currently a Non-
Executive Director of MPIC and is the President, Board Director and Vice-Chairman of Metro Pacific
Hospital Holdings Inc.
Prior to joining MPIC, he was the Executive Vice President of Berli Jucker Public Company Limited in
Thailand from 1998 to 2001. Mr. Palisoc served as President and CEO of Steniel Manufacturing
Corporation in the Philippines from 1997 to 1998. He has held various positions within the First Pacific
group as Group Vice President for Corporate Development of First Pacific Company Limited in Hong
Kong, and Group Managing Director of FP Marketing (Malaysia) Sdn. Bhd. in Malaysia. Before he joined
First Pacific in 1983, he was Vice President of Monte Real Investors, Inc. in the Philippines.
97
6. RAMONCITO S. FERNANDEZ
Director of Metro Pacific Investments Corporation since June 2009

• Master’s in Business Management, Asian Institute of Management
• Advanced Management Program of IESE (Spain), University of Asia and the Pacific
• BS Degree in Industrial Management Engineering, De La Salle University
• Professional Directors Program, Institute of Corporate Directors

• NIL

• Metro Iloilo Bulk Water Supply Corporation
• Metro Iloilo Holdings Corporation
• Metro Iloilo Water, Inc.
• Metro Pacific Dumaguete Water Services, Inc.
• MetroPac Cagayan de Oro, Inc.
• Cagayan De Oro Bulk Water, Inc.
• BOO Phu Ninh Water Treatment Plant Joint Stock Company
• Tuan Loc Water Resources Investment Joint Stock Company
• Philippine Hydro (PH), Inc.
• Amayi Water Solutions, Inc.
• Asia Water Council
• First Pacific Leadership Academy
• Shareholders Association of the Philippines (“SHAREPHIL”)
• De La Salle College of Engineering
Other Information:
Ramoncito S. Fernandez is the current President and Chief Executive Officer of Maynilad Water
Services, Inc. He is the past President of the Management Association of the Philippines, the premiere
management organization compose of chief executive officers or chief operating officers of the top 1000
corporation in the Philippines. He is the 2009 PISM GAWAD SINOP Awardee, the highest award
conferred by the Foundation of the Society of Fellows in Supply Management and the Philippine Institute
for Supply Management to outstanding achievers in the field of supply management. He is a recognized
ASEAN Engineer by the ASEAN Federation of Engineering Organisations. He is currently the Chairman
of the Board of Shareholders Association of the Philippines, a non-profit organization whose purpose is
to enable Filipinos to invest wisely, achieve financial security and contribute to the socio-economic
growth of our country.
He is a strong advocate of increased infrastructure spending for national development.
Mr. Fernandez was head of the Tollroad business of the MVP group from 2008 to 2015; growing its
portfolio inside and outside the Philippines. He is an advocate of customer satisfaction, operating
efficiency and innovation. Mr. Fernandez has been with the MVP Group since 1994, first under the
packaging business and later with the Telecoms Group (PLDT/Smart) before moving to MPIC.
98
7. RAY C. ESPINOSA
Director of Metro Pacific Investments Corporation since November 2009

• BS General Studies, University of Santo Tomas
• Bachelor of Laws, Ateneo de Manila University
• Master of Laws, University of Michigan Law School

• Lepanto Consolidated Mining Corporation
• Manila Electric Company
• PLDT
• Roxas Holdings Inc.

• Maybank Philippines, Inc.
• Mediaquest Holdings, Inc.
• Philstar Daily, Inc.
• Business World Publishing, Inc.
• Cignal TV, Inc.
Other Information:
Atty. Ray C. Espinosa is the President and CEO of Manila Electric Company. He is a director of PLDT, a
member of its Technology Strategy Committee. He is the Advisor for New Investments, Office of the
Chairman for the MVP Group of Companies. He is a director of Roxas Holdings Inc., an independent
director of Lepanto Consolidated Mining Company and chairman of its Audit Committee, and an
independent director of Maybank Philippines Inc. and chairman of its Risk Management Committee. He
is the chairman of the Philstar Group of Companies and BusinessWorld Publication Corporation. He is
an Associate Director of First Pacific Company Limited.
He has a Master of Laws degree from the University of Michigan School of Law and a Bachelor of Laws
degree from the Ateneo de Manila University School of Law, and is a member of the Integrated Bar of
the Philippines. He was a partner of SyCip Salazar Hernandez. & Gatmaitan from 1982 to 2000, a
foreign associate at Covington and Burling (Washington, D.C.) from 1987 to 1988, and a law lecturer at
the Ateneo de Manila School of Law from 1983 to 1985 and 1989. He placed first in the 1982 Philippine
Bar Examinations.
8. ARTEMIO V. PANGANIBAN
Lead Independent Director
Chairman, Risk Management Committee
Member, Governance and Sustainability Committee
Member, Audit Committee
Director of Metro Pacific Investments Corporation since August 2007

• Associate in Arts (With Highest Honors), Far Eastern University
• Bachelor of Laws (Cum Laude), Far Eastern University
• Doctor of Laws (Honoris Causa), University of Iloilo/Far Eastern University/ University of Cebu/
99
Angeles University/ Bulacan State University

• Asian Terminals, Inc.
• GMA Holdings, Inc.
• GMA Network Inc.
• JG Summit Holdings, Inc.
• Jollibee Foods Corporation
• Petron Corporation
• PLDT
• RL Commercial REIT, Inc.
Membership in Boards of Non-Listed Companies, Foundations and Associations:

• TeaM Energy Corporation
• Claudio Teehankee Foundation
• Foundation for Liberty and Prosperity
• Manila Metropolitan Cathedral-Basilica Foundation, Inc.
• Metrobank Foundation
• Philippine Judges Foundation
• Tan Yan Kee Foundation, Inc.
• Arpan Investment and Management, Inc.
• Pan Philippine Resources Corporation
• Philippine Dispute Resolution Center
• Asean Law Association
• Permanent Court of Arbitration, The Hague, The Netherlands
• Bank of Philippine Islands (Adviser)
• Double Dragon Properties Corp. (Adviser)
• MerryMart Consumer Corp. (Adviser)
• Metropolitan Bank and Trust Company (Adviser)
Other Information:
A consistent scholar, retired Chief Justice Panganiban obtained his Associate in Arts “With Highest
Honors” and later his Bachelor of Laws with “Cum Laude” and “Most Outstanding Student” honors. He
placed sixth among 4,200 candidates who took the 1960 bar examinations. He is also the recipient of
several honorary doctoral degrees. A well-known campus leader, he founded and headed the National
Union of Students of the Philippines.
In 1995, he was appointed Justice of the Supreme Court of the Philippines, and in 2005, Chief Justice.
Aside from being a prodigious decision writer, he also authored eleven books while serving on the
highest court of the land plus two others after his term in the Supreme Court. His judicial philosophy is
“Liberty and Prosperity under the Rule of Law.” He believes that the legal profession and the judiciary
must not only safeguard the liberty of our people but must also nurture their prosperity and economic
well-being. To him, justice and jobs, ethics and economics, democracy and development, nay, liberty
and prosperity must always go together; one is useless without the other. On his retirement on 7
December 2006, his colleagues in the Supreme Court acclaimed him unanimously as the “Renaissance
Jurist of the 21st Century.”
Prior to entering public service, Chief Justice Panganiban was a prominent practicing lawyer, law
professor, business entrepreneur, civic leader and Catholic lay worker. He was the only Filipino
appointed by the late Pope John Paul II to be a member of the Vatican-based Pontifical Council for the
Laity for the term 1996-2001. At present, he is a much sought-after independent director and adviser of
100
business firms, and writes a column in the Philippine Daily Inquirer.
9. ALFRED V. TY
Vice-Chairman of the Board of Directors
Member, Risk Management Committee
Director of Metro Pacific Investments Corporation since November 2015

• Bachelor of Science in Business Administration, University of Southern California

• Metropolitan Bank & Trust Company
• GT Capital Holdings, Inc.

• Toyota Motor Philippines Corporation and Group of Companies
• Federal Land, Inc. and Group of Companies
• Makati Commercial Estate Association, Inc.
Other Information:
Mr. Ty is a director of the Metropolitan Bank & Trust Company, Vice-Chairman of GT Capital Holdings
Incorporated, Chairman of Toyota Motor Philippines Group of Companies and Chairman of Federal Land
Group of Companies. He holds a Bachelor of Science degree in Business Administration from the
University of Southern California.
10. ALBERT F. DEL ROSARIO

Chairman, Compensation Committee
Member, Nomination Committee
Director of Metro Pacific Investments Corporation since May 2016

• Bachelor of Science Degree in Economics, New York University
• Secondary School, Xavier Military School, New York

• PLDT
• Rockwell Land Corporation

• Philippine Stratbase Consultancy, Inc.
• Stratbase ADR Institute, Inc.
• Asia Insurance (Phil.) Corporation
• Businessworld Publishing Corporation
• BTF Holdings, Inc.
• Enterprise Investments Holdings, Inc.
• Cignal TV, Inc.
• Hastings Holdings, Inc.
• Indra Philippines, Inc.
• MediaQuest Holdings, Inc.
• Med Vision Resources, Inc.
101
• Metro Pacific Asset Holdings, Inc.
• Metro Pacific Resources, Inc.
• Metro Pacific Tollways Corp.
• Metrobank Foundation, Inc.
• Nation Broadcasting Corporation
• Pilipino Star Ngayon, Inc.
• Pilipino Star Printing Co., Inc.
• Philippine Telecommunications Investment Corp.
• PLDT Beneficial Trust Fund
• Philstar Daily, Inc.
• PhilStar Global Corporation
• Satventures, Inc.
• Studio5, Inc.
• Telemedia Business Ventures, Inc.
• Two Rivers Pacific Holdings Corporation
• TV5 Network, Inc.
• Upbeam Investments, Inc.
• CSIS Southeast Asia Program
• Asia Society Global Council
• Carlos P. Romulo Foundation for Peace and Development
• Citizens for Promoting Human Rights, Inc.
• Philippine Cancer Society, Inc.
Other Information:
Amb. Del Rosario was the former Secretary of Foreign Affairs of the Philippines from February 2011 to
March 2016. He also served as Philippine Ambassador to the United States of America from October
2001 to August 2006.
Prior to entering public service, Amb. del Rosario was on the Board of Directors of various firms. His
business career for over four decades has spanned the insurance, banking, real estate, shipping,
telecommunications, advertising, consumer products, retail, pharmaceutical and food industries. He also
headed the development of Pacific Plaza Towers. He is Co- founder of Gotuaco del Rosario Insurance
Brokers Inc., Chairman of Philippine Stratbase Consultancy, Inc., Stratbase ADR Institute, Inc., Citizens
for Promoting Human Rights Inc. and a Director of PLDT, Metro Pacific Tollways Corporation, Indra
Philippines, Inc. and Rockwell Land Corporation.
Amb. del Rosario received numerous awards and recognition for his valuable contributions to the
Philippines and abroad. In September 2004, Amb. del Rosario was conferred the Order of Sikatuna,
Rank of Datu, by H.E. President Gloria Macapagal-Arroyo for his outstanding efforts in promoting foreign
relations for the Philippines and the Order of Lakandula with a Rank of Grand Cross (Bayani) for acting
as Co-Chair of the 2015 APEC in December 2015. He was a recipient of the EDSA II Presidential
Heroes Award in recognition of his work in fostering Philippine democracy in 2001 and the Philippine
Army Award from H.E. President Corazon Aquino for his accomplishments as Chairman of the Makati
Foundation for Education in 1991.
He was awarded as 2013 Professional Chair for Public Service and Governance by Ateneo School of
Government and the Metrobank Foundation, 2014 Management Man of the Year by Management
Association of the Philippines, 2016 Outstanding Government National Official by Volunteers Against
Crime and Corruption, 2016 Asia CEO Award as Life Contributor, and Manuel L. Quezon Gawad
Parangal as Quezon City’s Most Outstanding Citizens for 2016. He was elevated to the Xavier Hall of
Fame in New York City in 2006. Ambassador del Rosario received the AIM Washington Sycip
Distinguished Management Leadership Award in 2011, Doctor of Laws (Honoris Causa) for “principled
commitment to democracy, integrity and the rule of law both at home and around the globe” conferred by
102
the College of Mount Saint Vincent, New York City in September 2015, Rotary Club Makati West’s First
“Albert del Rosario Award” (Tungo sa Makatarungang Pamumuhay) in August 2016,
Outstanding Leadership in Diplomatic Service by Miriam College Department of International Studies
and Philippine Tatler’s Diamond Award both in November 2016. On September 25, 2018 Amb. del
Rosario was conferred with the Honorary Degree of Doctor for Humanities by the Ateneo de Manila
University for staunchly defending the sovereignty and territorial integrity of the country, raising the
standards of economic diplomacy and proactively ensuring the safety and security of overseas Filipinos
everywhere. He was given an award by the De La Salle University for upholding the country’s sovereign
rights in the West Philippine Sea and for fostering respect for the rule of law.
11. RODRIGO E. FRANCO


• Masters of Business Administration, Ateneo Graduate School of Business
• BS Management Engineering, Ateneo de Manila University
• Secondary School, Philippine Science High School

• NIL

• NLEX Ventures Corporation
• Metro Pacific Tollways South Management Corporation
• Metro Pacific Tollways Management Services, Inc.
Other Information:
Before joining NLEX Corp. in April 2003, Mr. Franco spent 20 years with JPMorgan Chase Bank. He
was Vice President for Investment Banking when he left the Manila branch of JPMorgan Chase by the
end of 2002. While in JPMorgan Chase, he assisted several Philippine companies raise funds from the
international loan and capital markets, and had been involved in originating and executing a number of
mergers and acquisitions, equity capital markets and loan and bond restructuring transactions.
12. FRANCISCO C. SEBASTIAN

Member, Audit Committee
Director of Metro Pacific Investments Corporation since June 2016

• AB Degree in Economics Honors, Ateneo de Manila University
103
• GT Capital Holdings, Inc.
• Metropolitan Bank & Trust Company

• First Metro Asset Mgmt. Inc.
• Federal Land, Inc.
• ST 6747 Resources Corporation
Other Information:
Mr. Sebastian is concurrently the Chairman of First Metro Investment Corporation, Vice Chairman of
Metropolitan Bank & Trust Company and Vice Chairman of GT Capital Holdings Inc.
He joined the Metrobank Group in 1997 when he was appointed as President of First Metro Investment
Corporation, a position which he held for 13 years until 2011 when he became Chairman.
Mr. Sebastian joined the Ayala Group in 1975, and was seconded in 1977 to Hong Kong by Ayala
Investment and Development Corporation. He worked as an investment banker in Ayala International
Finance Limited and then Filinvest Finance (HK) Ltd. until 1984. He then started his own corporate and
financial advisory firm based in Hong Kong, Integrated Financial Services Ltd., which he managed until
he returned after 20 years to the Philippines to join the Metrobank Group in 1997.
13. ROBERTO C. YAP, S.J.

Independent Director
Chairman, Governance and Sustainability Committee
Member, Nomination Committee

• AB in Economics (Honors Program), Ateneo de Manila University
• MA in Economics, New School for Social Research
• MA in Theology and Bachelor in Sacred Theology, Loyola School of Theology
• Master in Public Policy, Kennedy School of Government, Harvard University
• PhD in Environmental Economics, University College London

• NIL

• NIL
Other Information:
Roberto C. Yap is a Filipino Jesuit priest, economist, and educator, appointed as President of Ateneo de
Manila University by the Board of Trustees last August 3, 2019. He assumed office on August 1, 2020.
Fr. Bobby, as he is commonly known, was most recently President of Xavier University – Ateneo de
Cagayan (2011-20). Some of the notable events during his term as Xavier Ateneo president was the
school's involvement in the recovery and rehabilitation efforts of XU's home city Cagayan de Oro post-
Typhoon Sendong; engagement in the rehabilitation of Marawi City; accreditation of its college, junior
high, and grade school programs; and numerous infrastructure and campus developments.
104
Before leading Xavier Ateneo, Fr. Bobby was Province Treasurer of the Jesuit Philippine Province
(2007-14); Assistant Professor, Department of Economics at Ateneo de Manila University (2002-11);
Research Associate, John J Carroll Institute on Church and Social Issues (2002-11); Province Assistant
for Social Apostolate, Jesuit Philippine Province (2004-09); and Environmental Economist at klima-
Climate Change Center, Manila Observatory (2002-06).
He was also Acting Director of the Institute on Church and Social Issues (“ICSI”) (1993); Acting Parish
Priest of the Miraculous Medal Parish, Cagayan de Oro (1992); Project Director, ICSI (1988-1992); and
an instructor at Ateneo de Manila High School (1980-82).
Fr. Bobby has a PhD in Environmental Economics from University College London (2002); a Master in
Public Policy from the Kennedy School of Government, Harvard University (1995); MA in Theology and
Bachelor in Sacred Theology (“STB”), summa cum laude, from the Loyola School of Theology (1992);
MA in Economics from New School for Social Research (1988); and an AB in Economics (Honors
Program), cum laude, from Ateneo de Manila University (1980).
Fr. Bobby entered the Society of Jesus in 1982, and was ordained a priest in 1992.
14. OSCAR J. HILADO

Chairman, Finance Committee
Member, Governance and Sustainability Committee

• Bachelor of Science Degree in Commerce, De La Salle College in Bacolod
• Master’s Degree in Business Administration, Harvard Graduate School of Business.

• PHINMA Corporation
• Philex Mining Corporation
• Rockwell Land Corporation
• Roxas Holdings Inc.
• A. Soriano Corporation

• PHINMA, Inc.
• PHINMA Property Holdings Corporation
• Union Galvasteel Corporation
• Seven Seas Resort and Leisure, Inc.
• Digital Telecommunications Philippines, Inc.
• Manila Cordage Company
• Beacon Property Ventures, Inc.
• Pueblo de Oro Development Corporation
• Cebu Light Industries Phils. Inc.
• United Pulp and Paper Co., Inc.
• Phil. Cement Corporation
• PHINMA Solar Energy Corporation
• PHINMA Hospitality Inc.
• PHINMA Education Holdings, Inc.
• Araullo University, Inc.
105
• Cagayan de Oro College, Inc.
• University of Iloilo, Inc.
• University of Pangasinan, Inc.
• Southwestern University
• St. Jude College, Manila
• Republican College
• Rizal College of Laguna
• Union College of Laguna
• Pamalican Resort, Inc
Other Information:
Mr. Oscar J. Hilado is currently the Chairman of the Board of the PHINMA Corporation since 2003. He is
also Chairman of the Board of PHINMA, Inc., He is the Vice-Chairman of PHINMA Property Holdings
Corporation and Union Galvasteel Corporation. Mr. Hilado is also an Independent Director and
Chairman of the Audit Committee of A. Soriano Corporation, Philex Mining Corporation, Smart
Communications, Inc., Rockwell Land Corporation and Roxas Holdings Inc. He is also a Director of
Seven Seas Resort and Leisure, Inc. Digital Telecommunications Philippines, Inc., Manila Cordage
Company, Beacon Property Ventures, Inc., Pueblo de Oro Development Corporation, Cebu Light
Industries Phils., Inc; United Pulp and Paper Co., Inc. Phil. Cement Corporation, PHINMA Solar Energy
Corporation, PHINMA Hospitality Inc., PHINMA Education Holdings, Inc., Araullo University, Inc.,
Cagayan de Oro College, Inc., University of Iloilo, Inc., University of Pangasinan, Inc., Southwestern
University, St. Jude College, Manila; Republican College; Rizal College of Laguna; Union College of
Laguna; and Pamalican Resort, Inc. Mr. Hilado is a Certified Public Accountant with a Bachelor of
Science Degree in Commerce from the De La Salle College in Bacolod and a Master’s Degree in
Business Administration from the Harvard Graduate School of Business.
15. PEDRO E. ROXAS

Chairman, Audit Committee
Member, Risk Management Committee
Member, Compensation Committee

• Bachelor of Science Degree in Commerce, De La Salle College in Bacolod
• Business Administration Degree in University, Notre Dame in Indiana, USA.

• Roxas & Company, Inc.
• Cemex Holdings, Inc.

• MAPFRE Insular Insurance Corporation
• Brightnote Assets Corporation
• Roxaco Land Corporation
• Club Punta Fuego, Inc.
• Fundacion Santiago
• Philippine Millers Association
• Roxas Foundation, Inc.
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Other Information:
Mr. Roxas obtained his Business Administration degree in University, Notre Dame in Indiana, USA. Mr.
Roxas is also a member of the board of directors of Roxas Holdings, Inc., Roxas & Company, Inc.,
Manila Electric Company and Cemex Holdings, Inc., which are listed on the Philippine Stock Exchange.
He also sits on the board of MAPFRE Insular Insurance Corporation, Brightnote Assets Corporation,
Roxaco Land Corporation, Club Punta Fuego, Inc., Fundacion Santiago and Philippine Millers
Association. Mr. Roxas is also a trustee of Roxas Foundation, Inc.
Officers
The business experience of each of the officers and executives of the Parent Company is as follows. The
background information of Manuel V. Pangilinan and June Cheryl A. Cabal-Revilla are described above.
1. MELODY M. DEL ROSARIO

Vice President
Public Relations and Corporate Communications
Ms. Del Rosario has been with the Metro Pacific Group since 1993 and has over 21 years of
experience heading MPIC’s public and media relations, corporate communications, advertising and
corporate social responsibility (“CSR”). In these various capacities, Ms. del Rosario is in charge of
strengthening the credibility and corporate public image of MPIC by planning and overseeing the
implementation of strategic corporate communication programs, handling reputation and crisis
management, as well as working closely with the corporate communication teams and CSR heads of
the group. Ms. del Rosario is also the Corporate Information Officer of MPIC for the Philippine Stock
Exchange and has recently been promoted President of the MPIC Foundation where she actively
implements institutional programs on education, economic empowerment and environmental
awareness.
2. MAIDA B. BRUCE
Vice President
Strategic Finance for Subsidiaries and Affiliates
Ms. Bruce joined MPIC in November 2009 as the Vice President Group Controller and IT Head,
where she is responsible for strengthening and overseeing financial reporting, budgeting and
forecasting, and systems enhancement processes. In 2017. She is also a director and/or Chief
Finance Officer and Treasurer of several subsidiaries of MPIC including MPIC Foundation and
Ideaspace Foundation. Prior to joining MPIC, Ms. Bruce was the CFO of the Strategic Landbank
Management group and some subsidiaries of Ayala Land, one of the largest real estate developers
in the Philippines. She has more than thirteen years of extensive experience in the banking industry
under Citigroup Australia and Manila. She was Vice President for Special Purpose Vehicles under
the Financial Control Department of Citigroup Australia and has handled several roles and
responsibilities also in Citibank Manila. She was part of a pioneer team that implemented, supported
and continuously upgraded a proprietary global financial reporting system to multiple countries in the
Asia-Pacific region. She started her career as a junior auditor of Ernst and Young in the Philippines.
She received her Bachelor of Accountancy Degree from St. Paul College of Manila.
3. LOUDETTE ANNE M. ZOILO

Vice President
Human Resources
Ms. Zoilo joined MPIC in September 2009. She currently heads MPIC’s Human Resources
Department and has been instrumental in managing and improving the MPIC organization’s People-
Related Organizational Strategies. She brings with her 18 years of Human Resources experience,
gained from PricewaterhouseCoopers where she was a Manager of the Global Human Resources
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Solutions team, an HR Consulting team of the firm which services a vast array of industries including
but not limited to, Utilities, Consumer, Banking, Government, NGOs and others. Her project exposure
included HR Consulting, Risk Management and Process Improvement projects. She was also part of
the management team of Corporate Human Resources Group of Philamlife who oversaw the HR
function of almost 21 affiliates where she instituted improvements in policies and procedures of the
group. Prior to joining MPIC, she was the HR Head of Jollibee Worldwide Services, a shared-service
organization of the Jollibee Group of Companies.
4. RICARDO M. PILARES III

Vice President – Legal
Compliance Officer
Corporate Secretary
Corporate Governance Officer
Atty. Pilares graduated Valedictorian from the Ateneo Law School in 2006 and passed the Philippine
Bar examinations in 2007 with the second highest ranking. He also received the Best Thesis Award
from the Ateneo Law School for his thesis entitled “Benevolent Neutrality Theory: Retesting and
Redefining the Boundaries of the Free Exercise Clause.” Before joining MPIC in 2010, Mr. Pilares
was an associate in ACCRA Law Offices, and subsequently, in Puno Law Offices, where he handled
litigation cases and special corporate projects for various clients. He also acts as legal counsel and
corporate secretary of MPIC’s various subsidiaries, and has handled most of the Company’s major
acquisitions and divestments and PPP projects since joining the Company in 2010. He is also a
member of the faculty of Ateneo Law School, teaching Statutory Construction and Conflict of Laws.
In 2019, he published his first legal textbook entitled, “Statutory Construction: Concepts and Cases.”
5. MARICRIS C. ALDOVER – YSMAEL

Vice President
Investor Relations
Ms. Maricris Aldover-Ysmael joined MPIC’s Investor Relations team in 2010. Since then, she has
been an integral part of the Company’s IR function and was appointed as Head of the department in
January 2017. She is responsible for managing relationships with investors and investment analysts;
spearheading efforts to align their interests with that of senior management. She provides support to
the CEO and CFO and represents MPIC in international investor conferences and roadshows. She
also maintains the underlying detailed financial models that drive MPIC’s internal net asset valuation.
She has been instrumental in developing the Company’s key messaging points and facilitates events
that are designed to keep investors and analysts updated on Company developments, growth
opportunities, risks and challenges. Prior to MPIC, Ms. Aldover-Ysmael was an Associate Director in
SGV & Co. (Ernst & Young Philippines) specializing in Assurance and Business Advisory Services.
She has over 14 years of combined experience in Investor Relations, Finance and External Audit.
She holds a Bachelor of Science degree in Accountancy, a Bachelor of Arts degree in Philosophy
from De La Salle University - Manila and is a Certified Public Accountant.
6. MICHAEL T. TOLEDO
Head of Government Relations and Public Affairs
Atty. Michael “Mike” Toledo is currently the head of Government Relations and Public Affairs of the
Company. He is also the head of the MVP Group Media Bureau. The Group is involved in telecoms,
media, power, water, infrastructure, hospitals, agriculture, and natural resources development.
Atty. Toledo writes a regular column in The Philippine Star. He is the Host of One News Channel’s
“Titans” on Cignal TV.
He is the Chief Operating Officer of Silangan Mindanao Mining Company Inc., a 2-billion-dollar
copper and gold project in Surigao Del Norte and was also the Senior Vice President for Public and
Regulatory Affairs of Philex Mining Corp. Atty. Toledo was also the President and CEO of the Manila
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office of Weber Shandwick, one of the world’s largest and leading full-service public relations firm
with offices in every major business and government capital. He was also elected as chairman in the
Chamber of Mines of the Philippines last December 2021.
Atty. Toledo completed a Bachelor of Laws Degree at the University of the Philippines and obtained
a Master of Laws degree at the London School of Economics and Political Science as a Chevening
Scholar. He was recently given the 2019 Most Distinguished Alumni Award for College of Arts and
Sciences by the University of the Philippines Manila Alumni Association and was named
Distinguished Bedan for 2019 in Media and Communications by the San Beda University Alumni
Association. In 2018, The University of the Philippines Junior Marketing Association conferred on him
its Leadership Award. He was named 2014 CEO Excel Awardee by the International Association of
Business Communicators (CEO stands for Communication Excellence in Organizations). He was
appointed United Kingdom Education Ambassador to the Philippines. Mike was conferred the
Lifetime Achievement Award by the British Government and the British Alumni Association.
7. MARISA V. CONDE
Vice President
Technical Finance and Data Protection Officer
Ms. Marisa V. Conde is a licensed Certified Public Accountant in the Philippines, New Jersey and
Pennsylvania, U.S.A. She obtained her Bachelor of Science Degree in Business Administration,
Major in Accounting from the Pamantasan ng Lungsod ng Maynila and earned her Master in
Business Management Degree from Asian Institute of Management thru an SGV & Co. scholarship
grant.
She joined MPIC on February 1, 2021 as Vice President for Finance and was appointed as MPIC’s
Data Protection Officer on May 28, 2021. Prior to MPIC, she worked in PLDT Inc. starting 2015 as
Financial Planning Head and beginning January 1, 2018, Marisa was appointed as the Wireless
Controller and Financial Regulatory and Compliance Head of PLDT.
Before joining PLDT she held a finance leadership role in Cignal TV, Inc. and worked at the Big 4
audit firms in the United States and the Philippines, namely: Deloitte & Touche LLP in Parsippany,
New Jersey, Ernst & Young LLP in Atlanta, Georgia and at SGV & Co. (EY Philippines).
8. NANCY KATHLEEN S. ROXAS

Vice President
Treasury
Ms. Roxas joined MPIC’s senior management team in 2021 as Vice President for Treasury. She has
20 years of experience working for international banks under her belt. From there, she gained
expertise in helping corporate clients optimize their working capital, and designing and implementing
market-leading, innovative, and safe treasury solutions for companies in various industries.
Prior to joining MPIC, she was Senior Vice President at HSBC New York’s Global Liquidity and
Treasury Management Group. She has also held senior roles at the Bank of Singapore and ING
Bank, and advisory roles at non-profits and fintech startups.
Ms. Roxas graduated magna cum laude from the University of the Philippines with a Bachelor of
Science degree in Business. She earned her Master of Business Administration degree from The
Wharton School, University of Pennsylvania.
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9. RYAN JEROME T. CHUA
Vice President
Mr. Chua joined Metro Pacific's senior management team in 2021, and is responsible for new
business development initiatives and investment opportunities. He has over 15 years of experience
in sourcing and executing M&A transactions, joint venture opportunities and new projects across
Europe and Asia-Pacific
Prior to joining MPIC, he was Senior Vice-President for AG&P, leading business development
transactions, development work and fundraising initiatives for new liquified natural gas (“LNG”)
infrastructure. He has also held business development and M&A leadership roles with Navegar
Private Equity, Gategroup, and Procter & Gamble.
Mr. Chua graduated cum laude from the Ateneo de Manila University with a Bachelor of Science
degree in Management Engineering. He earned his Master of Business Administration degree from
INSEAD.
10. KRISTINE PINEDA-FRAGANTE

Assistant Vice President
Reporting and Financial Planning
Ms. Pineda-Fragante leads the Financial Reporting and Planning team of MPIC. In April 2021, she
took over the Company’s overall financial reporting compliance process. She built financial models to
assist management in achieving a deeper understanding of the various concession agreements and
other revenue-cost structures to further maximize value drivers and make timely, relevant and
informed decisions. She has been instrumental in structuring various Parent Company deals,
ensuring all aspects enhance company value. Ms. Pineda-Fragante graduated cum laude from De
La Salle University Manila in 2008 and placed first in the May 2008 Licensure Examination for
Certified Public Accountants. She joined the company as an Investor Relations Specialist in 2009.
11. FRANCIS ALVIN V. ASILO

Legal
Mr. Asilo joined the Company’s senior management team in 2021 as Assistant Vice President –
Legal. He brings to the table his expertise in finance and legal structure and compliance to provide
holistic recommendations for projects spanning the whole infrastructure space.
Prior to joining MPIC, he was Assistant Vice President for Structuring and Regulatory Compliance at
Aboitiz InfraCapital. He was their lead subject matter expert on financing, capital markets, and
infrastructure transactions and has previously worked on a water desalination plant, a bulk water
supply project, and a reclamation project.
Mr. Asilo earned his Bachelor of Science in Business Economics from the University of the
Philippines Diliman, then continued to study law at the state university. He obtained his law degree in
2011 and was admitted to the Philippine Bar in 2012.
12. MA. CLARICE U. MARUCUT

Ms. Marucut joined MPIC in January 2022, with the position of Assistant Vice President for Business
Development. Before joining the company, she worked with the Aboitiz Group of Companies for
seven years as the Head of Finance and Accounting – VP for Hedcor Inc., a subsidiary of Aboitiz
110
Power. She was responsible for the group’s financing requirements in order to acquire new
acquisitions and potential projects. Before working with Hedcor, she was the Vice President for
Investments in Aboitiz Equity Ventures Inc., wherein she managed investment transactions for the
company – acquisition of a wind powerplant entity in Vietnam, a large hydro powerplant operator in
Indonesia, and a real estate developer in the Philippines. Ms. Marucut is a graduate of De La Salle
University in Manila with a degree of Bachelor of Science in Accountancy.
13. MA. JOANNA CARMELA P. SANALILA

Internal Audit Head
Ms. Sanalila leads MPIC’s internal audit function starting October 2019. Her role involves directing a
comprehensive internal audit program, including performance, operational, financial and compliance
audit projects and in providing consulting services to MPIC and subsidiaries’ management and staff.
She is establishing the MPIC Group Internal Audit Council and serves as a resource to the
subsidiaries and affiliates’ audit committees to establish oversight within the Group. She also leads
the audit of the MPIC subsidiaries without established internal audit function, including its
establishment of internal controls.
Ms. Sanalila is a seasoned internal audit professional with more than 10 years of local and
international experience. Prior to joining MPIC, she was the Regional Internal Audit Manager for Asia
Pacific of WPP, the world’s largest advertising and marketing communications services company.
She led financial and operational audits, including other ad hoc assignments such as fraud
investigations and system reviews of the operating companies across the region. She was also a
Director in SGV & Co. specializing in advisory and risk services where she led various compliance
audit engagements, business process reviews, enterprise risk management, Sarbanes Oxley, UK
Anti-Bribery Act and US Foreign Corrupt Practices Act compliance projects, and business control
transformation projects of various companies across different industries.
14. CRISTINA S. PALMA GIL-FERNANDEZ

Assistant Corporate Secretary
Atty. Cristina S. Palma Gil-Fernandez was appointed to the position of Assistant Corporate Secretary
of MPIC in May 2013. Atty. Palma Gil-Fernandez graduated with a Bachelor of Arts degree, Major in
History (Honors) from the University of San Francisco in 1989, and with a Juris Doctor degree,
second honors, from the Ateneo de Manila University in 1995. She is a Partner at Picazo Buyco Tan
Fider & Santos Law Offices and has over 20 years of experience in corporate and commercial law,
with emphasis on the practice areas of banking, securities and capital markets (equity and debt),
corporate reorganizations and restructurings and real estate. She currently serves as a Corporate
Secretary of several large Philippine corporations, including three (3) other publicly-listed Philippine
corporations.
The Company has no other significant employee other than its Executive Officers. None of the
aforementioned Directors or Executive Officers or persons nominated or chosen by the Company to
become Directors or Executive Officers is related to the others by consanguinity or affinity within the fourth
civil degree.
No Director has resigned or declined to stand for re-election to the Board of Directors since the date of the
last annual stockholders’ meeting due to disagreement with the Company on any matter relating to the
Company’s operations, policies or practices.
None of the aforementioned Directors or Executive Officers is or has been involved in any criminal or
bankruptcy proceeding, or is or has been subject to any judgment of a competent court barring or otherwise
limiting his involvement in any type of business, or has been found to have violated any securities laws
during the past five (5) years and up to the latest date.
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Item 10. Executive Compensation
The aggregate compensation paid in 2020 and 2021 and estimated to be paid in 2022, to the officers of the
Parent Company is set out below:
Names Position Year Salary Bonus Others

Manuel V. Pangilinan Chairman, President &
CEO
Jose Ma. K. Lim* President & CEO
June Cheryl Cabal- Executive Vice

Revilla** President/Chief
Finance Officer/Chief
Sustainability
Officer/Chief Risk
Officer
Head of Government
Michael T. Toledo Relations and Public
Affairs
Maida B. Bruce VP - Strategic Finance

for Subs & Affiliates
Aggregate of the top 5 2020 P

= 83,985,500.00 P
= 59,552,600.01 P
= 34,068,908.69
highest 2021 124,918,302.29 57,324,800.00 37,660,531.26
2022 (est.) 121,593,756.00 75,579,633.00 17,083,270.29
All Other Directors and 2020 106,379,120.00 70,486,121.10 218,819,865.49

Officers as a group 2021 62,878,687.48 29,672,957.26 15,550,813.65
2022 (est.) 87,504,000.00 43,760,316.00 2,007,382.45
* Retired December 31, 2021
**Appointed December 1, 2020
The above executive officers are covered by standard employment contracts and employees’ retirement
plan and can be terminated upon appropriate notice.
Non–executive directors are entitled to a per diem allowance of P

= 100,000 for each attendance in the Parent
Company’s BOD meetings and P = 50,000 for each attendance in the Company’s Committee meetings.
112
Only the following received compensation in their capacity as former and current directors of the Company for the year
2021:
Director Total Amount

(net of taxes)
Albert F. Del Rosario Php 700,000.00
Alfred V. Ty Php 750,000.00
Francisco C. Sebastian Php 1,000,000.00
Edward S. Go* Php 750,000.00
Lydia B. Echauz* Php 750,000.00
Artemio V. Panganiban Php 1,450,000.00
Jose Jesus G. Laurel* Php 500,000.00
Roberto C. Yap, S.J.** Php 600,000.00
Oscar J. Hilado** Php 730,000.00
Pedro E. Roxas** Php 650,000.00
*ceased as directors of the company on May 28, 2021
**elected as independent directors of the company on May 28, 2021
The Parent Company’s By Laws provide that, additionally, an amount equivalent to 1 percent of net profit
after tax shall be allocated and distributed amongst the directors of the Parent Company who are not
officers of MPIC or its subsidiaries and affiliates, in such manner as the Board may deem proper. The
amount paid to the directors in 2019 and estimated amount to be paid in the ensuing year are included in
the above tabulation. There are no other special arrangements pursuant to which any director was
compensated.
Long-term Incentive Plan (“LTIP”)
Certain of the Company’s employees are eligible for long-term employee benefits under a long-term
incentive plan. The liability recognized on the LTIP comprises the present value of the defined benefit
obligation and was determined using the projected unit credit method. Each LTIP performance cycle
generally covers 3 years with payment intended to be made at the end of each cycle (without interim
payments) and is contingent upon the achievement of an approved target core income of the Company by
the end of the performance cycle. Each LTIP performance cycle is approved by the Compensation
Committee. See Note 23, Personnel Costs and Employee Benefits and Note 28, Share–based Payment
attached to the 2021 Audited Consolidated Financial Statements for further details.
Restricted Stock Unit Plan (“RSUP”)
LTIP Cycle 2019 to 2021

On January 31, 2020, the Compensation Committee approved MPIC’s LTIP covering cycle 2019 to 2021.
MPIC’s LTIP comprises of cash incentives and share award. The Company shall secure exemption ruling
from the SEC on the share award, which is necessary for the Company to reacquire MPIC common shares
in the market. See Note 23, Personnel Costs and Employee Benefits and Note 28, Share–based Payment
attached to the 2021 Audited Consolidated Financial Statements for further details.
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Item 11. Security Ownership of Certain Record and Beneficial Owners and Management
Security Ownership of Record and Beneficial Owners of at least 5% of the Parent Company’s
Securities as at March 31, 2022.
Type of Name and address of Citizenship Name of No. of Shares Percent

Class record owner and Beneficial Owner Held of class
relationship with Issuer & Relationship
with Record
Owner
Common Metro Pacific Holdings, Inc. Filipino MPHI is both record 13,222,948,173 44.57%
Shares (“MPHI”) and beneficial owner.
17/F Liberty Centre Bldg. 104 Mr. Manuel V.
H.V. dela Costa, Salcedo Pangilinan is usually
Village, Makati City designated as its
representative, with
authority to vote its
shares, at meetings
of shareholders.
Common PCD Nominee Corporation* Filipino Public ownership 7,378,238,800 24.87%
Common GT Capital Holdings, Inc. Filipino GT Capital Holdings, 4,900,000,000 16.52%

43/F GT Tower International, Inc. is the record
Ayala Avenue cor. H.V. Dela owner and the
Costa Street, Makati City** beneficial owner. Mr.
Alfred V. Ty is
usually designated
as its representative,
with authority to vote
its shares, at
meetings of
shareholders.
Common PCD Nominee Corporation* Foreign Public ownership 4,680,418,229 15.78%
Class “A” Metro Pacific Holdings, Inc. Filipino Metro Pacific 9,128,105,319 100%
Preferred 17/F Liberty Centre Bldg. 104 Holdings, Inc. is both
Shares H.V. dela Costa, Salcedo Vill., record and beneficial
Makati City owner. Mr. Manuel
V. Pangilinan is
usually designated
as its representative,
with authority to vote
its shares, at
meetings of
shareholders.
*PCD Nominee Corporation is the registered owner of shares beneficially owned by participants in the Philippine Central Depositary, Inc. (PCD), a private company
organized to implement an automated book entry system of handling securities transactions in the Philippines. Under the PCD procedures, when an issuer of a PCD-
eligible issue will hold a shareholders’ meeting, the PCD shall execute a pro-forma proxy in favor of its participants for the total number of shares in their respective principal
securities account as well as for the total number of shares in their client securities account. For the shares held in the principal securities account, the participant concerned
is appointed as proxy with full voting rights and powers as registered owner of such shares. For the shares held in the client securities account, the participant concerned
is appointed as proxy, with the obligation to constitute a sub-proxy in favor of its clients with full voting and other rights for the number of shares beneficially owned by such
clients. As of March 31, 2022, Standard Chartered Bank and The Hongkong and Shanghai Banking Corp. Ltd. – Clients Acct., participants of PCD, beneficially own
1,531,617,748 and 1,785,486,648 respectively, of the Company’s total common outstanding shares.
Other than the abovementioned, MPIC has no knowledge of any person who, as at March 31, 2021, was
directly or indirectly the beneficial owner of, or who has voting power or investment power (pursuant to a
voting trust or other similar agreement) with respect to, shares comprising more than five percent (5%) of
MPIC’s outstanding common shares of stock.
114
Security Ownership of Management as at March 31, 2021
Amount and nature of

Type of Percent
Name and Address of Owner Beneficial ownership Citizenship
Class of class
Direct Indirect
Manuel V. Pangilinan
7/F Ramon Cojuangco Bldg. 10,280,001* 0
Common Filipino 0.03%
Makati Avenue, Makati City
Jose Ma. K. Lim

10/F MGO Bldg., Legazpi corner dela 31,268,001* 0 0.11%
Common Filipino
Rosa Streets, Legazpi Village, Makati
June Cheryl A. Cabal-Revilla

Common 10/F MGO Bldg., Legazpi corner dela 1* Filipino 0.00%
0
Ray C. Espinosa
Common
5/F Locsin Building, Ayala Avenue 0 0.03%
8,600,001* Filipino
Cor Makati Avenue, Makati City
Common Ramoncito S. Fernandez

10/F MGO Bldg., Legazpi corner dela 6,893,001* 0
Filipino 0.02%
Christopher H. Young
Common Unit C, 10th Floor, Branksome Grande, 1* 0 0.00%
British
No. 3 Treguner Path, Hong Kong
Augusto P. Palisoc Jr.

10/F MGO Bldg., Legazpi corner dela 16,850,001* 0 0.06%
Common Filipino
Artemio V. Panganiban
1203 Acacia, Dasmarinas Village, 1,600,001* 0 0.01%
Common Filipino
Makati City
Rodrigo E. Franco
Unit 10D Symphony Tower, 6 Sgt.
Common 600,001* 0 Filipino 0.00%
Esguerra Street, South Triangle,
Quezon City
Francisco C. Sebastian
Common 454 Ma. Cristina St., Ayala Alabang 600,100* 0 Filipino 0.00%
Village, Muntinlupa City
Albert F. Del Rosario
Common 116 Valero cor. Rufino Street, Salcedo 14,824,224* 0 Filipino 0.05%
Village, Makati City, Metro Manila 1227
Alfred V. Ty
Common 20/F GT Tower Ayala Avenue, Makati 600,001* 0 Filipino 0.00%
City 1226
Oscar J. Hilado
Common 112 Mariposa Loop, Cubao, Quezon 1,350,000* 2,868,969 Filipino 0.00%
City
Pedro E. Roxas
Common 5,000* 0 Filipino 0.00%
6 Ipil Road, Forbes Park, Makati City
Roberto C. Yap, S.J.
Common Jesuit Residences, Ateneo de Manila, 1* 0 Filipino 0.00%
Loyola Heights, Quezon City
325,000
Ricardo M. Pilares III 0 0.00%
Common Filipino
115
Amount and nature of
Type of Percent
Name and Address of Owner Beneficial ownership Citizenship
Class of class
Direct Indirect
309 & 310 Sandstone at Portico, Capt.
Henry Javier Street, Brgy. Oranbo,
Pasig City
Cristina S. Palma Gil-Fernandez
Common 19/F Liberty Center 0
104 H.V. dela Costa Street Nil Filipino 0.00%
Salcedo Village, Makati City
Aggregate for above named officers
and directors 93,470,434 2,868,969
* Including at least one (1) qualifying share and shares under PCD, if any.
Changes in Control
MPIC is not aware of any voting trust agreements or any other similar agreements which may result in a
change in control of the Parent Company. No change in control of the Parent Company has occurred since
the beginning of last year.
Item 12. Certain Relationships and Related Party Transactions
Refer to Note 19, Related Party Transactions in the 2021 Audited Consolidated Financial Statements.
PART IV – CORPORATE GOVERNANCE
Item 13. Corporate Governance portion of the Annual Report
The Revised Manual on Corporate Governance (“Revised MOCG”) of the Parent Company details the
standards by which it conducts sound corporate governance that are coherent and consistent with relevant
laws and regulatory rules, and constantly strives to create value for its shareholders.
(A) Evaluation
In compliance with the Revised MOCG’s standard, evaluation is delegated to the Parent Company’s
Corporate Governance Officer and Compliance Officer who is a member of the Company’s senior
management. The Corporate Governance Officer and Compliance Officer is tasked with the
monitoring of the Parent Company’s compliance with its revised MOCG and related impositions of
regulatory agencies. Atty. Ricardo M. Pilares III, Vice President-Legal, holds the position of
Compliance Officer and Corporate Governance Officer
Ultimate responsibility for the Parent Company’s adherence to its Revised MOCG rests with its
Board of Directors, who also maintain six (6) committees, each charged with oversight into specific
areas of the Parent Company’s business activities:
• The Audit Committee (“AC”) is responsible for recommending the external auditor and
ensuring that non audit work does not compromise their independence. The AC also
approves the Internal Audit function and scope of work.
• The Risk Management Committee (“RMC”) assists the Board of Directors in fulfilling its
oversight responsibilities over the Company’s enterprise risk management policy and
execution of risk management strategies and practices including regulatory and ethical
compliance monitoring. The RMC investigates the risk exposures of the Company and
evaluates the steps the management is taking in managing and controlling such exposures.
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• The Nominations Committee (“NC”) is charged with ensuring that membership to the Parent
Company’s Board of Directors is filled by qualified members. The NC also ensures fair
representation of independent members on the Board of Directors by formulating screening
policies to effectively review the qualification of nominees for independent directors.
On April 19, 2016, the NC and Corporate Governance Committee jointly approved the
MPIC’s Guidelines on the Search, Screening and Selection of Directors. The same was
thereafter approved by the Board on May 4, 2016.
• The Compensation Committee (“CC”) is tasked to ensure fair compensation practices are
adhered to throughout the organization.
• The Governance and Sustainability Committee (“GSC”), formerly the Corporate Governance
Committee, is tasked to ensure that the Parent Company conducts its business following
sound corporate governance principles and in accordance with relevant laws and regulatory
rules. On March 3, 2021, the Board of Directors approved the amendment of its name and
added its functions on sustainability, including developing and monitoring the group’s
sustainability goals, strategies and initiatives.
• The Finance Committee (“FC”) is established to review the Company’s key financial and
investment strategies, including capital allocation decisions and monitoring investment
performances. It also identifies any related matters for referral to the Board for review and
further consideration. Its creation was approved by the Board on February 4, 2020.
The Parent Company’s Audit Committee has three (3) members, consisting of Mr. Pedro E. Roxas,
Mr. Artemio V. Panganiban and Mr. Francisco C. Sebastian. Mr. Roxas, the Chairman of the AC,
and Mr. Panganiban, are independent directors. Mr. Sebastian is a non-executive director.
The Parent Company’s Risk Committee has three (3) members consisting of Mr. Artemio V.
Panganiban (Chairperson), Mr. Pedro E. Roxas, and Mr. Alfred V. Ty. The Parent Company’s
President, Mr. Manuel V. Pangilinan sits as a non-voting member of the Committee.
The Parent Company’s Nomination Committee has three (3) voting members consisting of Mr.
Christopher H. Young (Chairperson), Mr. Albert F. del Rosario and Mr. Roberto C. Yap, S.J. The
Parent Company’s President, Mr. Manuel V. Pangilinan, sits as a non-voting member of the
Committee.
The Parent Company’s Compensation Committee has three (3) members consisting of Mr. Albert F.
Del Rosario (Chairperson), Mr. Pedro E. Roxas and Mr. Manuel V. Pangilinan.
The Parent Company’s Governance and Sustainability Committee has three (3) members consisting
of Mr. Roberto C. Yap, S.J. (Chairperson), Mr. Artemio V. Panganiban and Mr. Oscar J. Hilado. Ms.
June Cheryl A. Cabal-Revilla is the Parent Company’s Chief Sustainability Officer.
Finally, the Parent Company’s Finance Committee has (5) members consisting of Mr. Oscar J.
Hilado (Chairperson), Mr. Artemio V. Panganiban, Mr. Christopher H. Young, Mr. Francisco C.
Sebastian, and Mr. Manuel V. Pangilinan (with Ms. June Cheryl A. Cabal-Revilla as alternative).
Each of the six (6) committees adopted its own Charter to guide the Committee members in the
performance of their functions and to formalize the applicable procedural mechanisms and oversight
function of each committee. All of the Charters were presented to and approved by the Board.
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(B) Measures Taken to Comply with Adopted Leading Practices on Good Corporate Governance
Since its incorporation in 2006, the Board of Directors of the Parent Company held regular
meetings, each with a valid quorum. The Board committees regularly meet to ensure fair corporate
governance standards were being applied throughout the organization.
The Parent Company’s Code of Corporate Governance, which was adopted by its Board of
Directors on September 6, 2006, was revised and amended on March 3, 2011 taking into
consideration the Revised Manual on Corporate Governance under SEC Memorandum Circular No.
6, Series of 2009. The same was likewise amended on June 4, 2016 and on May 30, 2017 to
substantially adopt the provisions of SEC Memorandum Circular No. 19, Series of 2016 (the “Code
of Corporate Governance for Publicly Listed Companies”), and on March 3, 2021 to amend the
name of the Corporate Governance Committee to GSC and add the functions of the GSC on
sustainability.
(C) Any Deviation from the Parent Company’s Manual of Corporate Governance
The Parent Company is committed to fostering good corporate governance practices including a
clear understanding by directors of the Parent Company’s strategic objectives, structures to ensure
that the objectives are being met, systems to ensure the effective management of risks, and the
mechanisms to ensure that the Parent Company’s obligations are identified and discharged in all
aspects of its business.
(D) Any Plan to Improve the Parent Company’s Corporate Governance
The Parent Company continues to evaluate and review its Revised MOCG to ensure that the
leading practices on good corporate governance are being adopted.
Item 14. Integrated Report
This Integrated Report has been prepared in accordance with the guiding principles
and requirements of the International Integrated Reporting <IR> Framework. In
addition, it is guided by relevant standards of the Sustainability Accounting Standards
Board (“SASB”), United Nations Global Compact (“UNGC”),10 Principles, Task Force on Climate-Related
Financial Disclosures (“TCFD”), and Global Reporting Initiative (“GRI”). This is available for download from
MPIC’s corporate website (https://www.mpic.com.ph/wp-content/uploads/MPIC_IR21.pdf).
118
PART V – EXHIBITS AND SCHEDULES
Item 15. Exhibits and Reports on SEC Form 17-C (Current Reports)
MPIC reported the following items on SEC Form 17-C for the year 2021 apart from dividend declarations
and buyback transactions:
Items Reported Date Filed

1 Signing of 5-year term loan with Mizuho Bank January 15
2 Attendance of the MPI Board of Directors for 2021 January 22
3 Completion of the acquisition of shares in Philippine Tank
February 01
Storage International Holdings, Inc.
4 Sale of indirect interest in Don Muang Tollway Public
February 18
Company Limited
5 Results of the regular meeting of the Board of Directors held
March 04
on March 03
6 Approval of the change in the principal office address April 28
May 07
on May 05
8 Signing of the Revised Concession Agreement of Maynilad
May 21
Water Services, Inc.
9 Results of the Annual Shareholder Meeting held on May 28,
May 31
2021
10 Resumption of the Share Buyback Program July 28
August 09
on August 04
12 Rulings of the Permanent Court of Arbitration in arbitration
cases of NLEX Corporation and CAVITEX Infrastructure September 08
Corporation
November 15
on November 10, 2021
14 Retirement of Mr. Jose Ma. K. Lim as President December 06
Item 16. Signatures
119
April 7, 2022
INDEX TO FINANCIAL STATEMENTS
AND SUPPLEMENTARY SCHEDULES
Item 17. Index to Financial Statements and Supplementary Schedules

i. Exhibit I - 2020 Audited Financial Statements
ii. Exhibit II - Supplementary Schedules
121
INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTARY SCHEDULES
FORM 17-A, Item 16
CONTENTS
Exhibit I - Audited Financial Statements
Statement of Management Responsibility for Financial Statements

Report of Independent Auditors
Consolidated Statements of Financial Position as at
December 31, 2021 and 2020
Consolidated Statements of Comprehensive Income for the years ended
December 31, 2021, 2020, and 2019
Consolidated Statements of Changes in Equity for the years ended
December 31, 2021, 2020, and 2019
Consolidated Statements of Cash Flows for the years ended
December 31, 2021, 2020, and 2019
Notes to Consolidated Financial Statements
Audited Parent Financial Statements as at December 31, 2021 and 2020 and for the years ended
December 31, 2021 and 2020
Exhibit II - Supplementary Schedules
Report of Independent Auditors on Supplementary Schedules

Schedule I. Financial Soundness Indicators
Schedule II. Retained Earnings Available for Dividend Declaration
Schedule III. Supplementary Schedules Required by Paragraph 6D, Part II
Under SRC Rule 68, As Amended (2011)
A. Financial Assets
B. Amounts Receivable from Directors, Officers, Employees, Related Parties
and Principal stockholders (Other than Related Parties)
C. Amounts Receivable from Related Parties which are Eliminated during the Consolidation of
Financial Statements
D. Intangible Assets- Other Assets
E. Long-term Debt
F. Indebtedness to Related Parties (Long-term Loans
from Related Companies)
G. Guarantees of Securities of Other Issuers
H. Capital Stock
Schedule IV. MPIC Group Structure as of December 31, 2021
122
EXHIBIT I
2021 AUDITED FINANCIAL STATEMENTS
123
Mary Angelica S. Cruz
From: noreply-cifssost@sec.gov.ph
Sent: Monday, April 18, 2022 11:48 AM
Subject: SEC CiFSS-OST Initial Acceptance
Greetings!
SEC Registration No: CS200604494

Company Name: METRO PACIFIC INVESTMENTS CORPORATION
Document Code: AFS
This serves as temporary receipt of your submission.

Subject to verification of form and quality of files of the submitted report.
Another email will be sent as proof of review and acceptance.
Thank you.

Secretariat Building, PICC Complex,
Roxas Boulevard, Pasay City,
1307, Metro Manila, Philippines
THIS IS AN AUTOMATED MESSAGE ‐ PLEASE DO NOT REPLY DIRECTLY TO THIS EMAIL
1
COVER SHEET
for
AUDITED FINANCIAL STATEMENTS

C S 2 0 0 6 0 4 4 9 4
COMPANY NAME
O R A T I O N A N D S U B S I D I A R I E S
s p i c o r n e r D e l a R o s a S t r e e t s ,
Secondary License Type, If

Form Type Department requiring the report Applicable
A C F S
COMPANY INFORMATION
info@mpic.com.ph +632-8888-0888 –

Ms. June Cheryl A. Cabal- jcrevilla@mpic.com.ph +632-8888-0888 –
Revilla
10th Floor, MGO Building, Legaspi corner Dela Rosa Streets

NOTE 1 : In case of death, resignation or cessation of office of the officer designated as contact person, such incident shall be reported to the
Commission within thirty (30) calendar days from the occurrence thereof with information and complete contact details of the new contact person
designated.
2 : All Boxes must be properly and completely filled-up. Failure to do so shall cause the delay in updating the corporation’s records with
the Commission and/or non-receipt of Notice of Deficiencies. Further, non-receipt of Notice of Deficiencies shall not excuse the corporation from
liability for its deficiencies.
*SGVFS163550*
7th April
SyCip Gorres Velayo & Co. Tel: (632) 8891 0307
6760 Ayala Avenue Fax: (632) 8819 0872
1226 Makati City ey.com/ph
Philippines
INDEPENDENT AUDITOR’S REPORT
The Board of Directors and Stockholders

Metro Pacific Investments Corporation
10th Floor, MGO Building
Legaspi corner Dela Rosa Streets
Legaspi Village, Makati City
Opinion
We have audited the consolidated financial statements of Metro Pacific Investments Corporation and its
subsidiaries (the Company), which comprise the consolidated statements of financial position as at
December 31, 2021 and 2020, and the consolidated statements of comprehensive income, consolidated
statements of changes in equity and consolidated statements of cash flows for each of the three years in
the period ended December 31, 2021, and notes to the consolidated financial statements, including a
summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects,
the consolidated financial position of the Company as at December 31, 2021 and 2020, and its
consolidated financial performance and its consolidated cash flows for each of the three years in the
period ended December 31, 2021 in accordance with Philippine Financial Reporting Standards (PFRSs).
Basis for Opinion
We conducted our audits in accordance with Philippine Standards on Auditing (PSAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit
of the Consolidated Financial Statements section of our report. We are independent of the Company in
accordance with the Code of Ethics for Professional Accountants in the Philippines (Code of Ethics)
together with the ethical requirements that are relevant to our audit of the consolidated financial
statements in the Philippines, and we have fulfilled our other ethical responsibilities in accordance with
these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the consolidated financial statements of the current period. These matters were addressed in the
context of our audit of the consolidated financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters. For each matter below, our
description of how our audit addressed the matter is provided in that context.
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A member firm of Ernst & Young Global Limited
-2-
We have fulfilled the responsibilities described in the Auditor’s Responsibilities for the Audit of the
Consolidated Financial Statements section of our report, including in relation to these matters.
Accordingly, our audit included the performance of procedures designed to respond to our assessment of
the risks of material misstatement of the consolidated financial statements. The results of our audit
procedures, including the procedures performed to address the matters below, provide the basis for our
audit opinion on the accompanying consolidated financial statements.
Recoverability of goodwill, services concession assets (SCAs) not yet available for use, and SCA related
to West Zone Concession
The Company has goodwill and SCAs not yet available for use which are required to be tested for
impairment at least annually. Also, Maynilad Water Services, Inc. (Maynilad), a subsidiary, has assessed
that the SCA related to its West Zone Concession is required to be tested for impairment since a
substantive condition precedent under its revised concession agreement is yet to be completed which may
affect its recoverability. These impairment tests are important to our audit because these require
management to make significant estimates and assumptions in the determination of the recoverable
amounts of the cash-generating units (CGUs) to which the goodwill belongs or as it relates to the SCAs.
These estimates are subject to higher level of estimation uncertainty due to the current economic
conditions which have been impacted by the coronavirus pandemic, specifically the discount rate and
revenue growth, mainly relating to the expected volume of traffic for the toll roads, ridership for the rail
and billed water volume for the water concession, and the assigned probabilities to various scenarios.
Refer to Notes 3, 14 and 29 to the consolidated financial statements for the details on goodwill, SCAs not
yet available for use, and SCA related to Maynilad.
Audit response
We involved our internal specialist in evaluating the methodologies and the assumptions used in the
determination of the recoverable amounts of the CGUs. These assumptions include the expected volume
of traffic for the toll roads and ridership for the rail, billed water volume for the water concession, growth
rate, discount rates and the assigned probabilities to various scenarios. We compared the forecasted
revenue growth against the historical data of the CGUs, taking into consideration the impact associated
with the coronavirus pandemic, and inquired from management and operations personnel about the plans
to support the forecasted revenues. We also compared the Company’s key assumptions such as traffic
volume, rail ridership and water volume against historical data and against available studies by
independent parties that were commissioned by the respective subsidiaries. In cases where volume was
determined by management specialists, we obtained the reports of the management specialists and gained
an understanding of the methodology and the basis of computing the forecasted volume. We tested the
weighted average cost of capital (WACC) used in the impairment test by comparing it with WACC of
other comparable companies in the region. We obtained an understanding and evaluated the bases of
probabilities assigned to each scenario. For the West Zone Concession, we discussed with management
and its legal counsel the status of the conditions precedent of the revised concession agreement, any
correspondences with MWSS during the year, and the bases in assigning the probabilities to the different
scenarios.
Furthermore, we evaluated the Company’s disclosures about those assumptions to which the outcome of
the impairment test is most sensitive, specifically those that have the most significant effect on
determining the recoverable amounts of the goodwill, SCAs not yet available for use, and SCA related to
Maynilad.
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Amortization of SCAs using the ‘units of production (UOP)’ method
The SCAs related to the toll roads and water concession agreements of the Company are being amortized
using the UOP method. For the toll roads concession assets, amortization is generally based on the ratio
of the actual traffic volume to the total expected traffic volume of the underlying toll expressways over
the remaining period of the concession agreement. On the other hand, for the water-related concession
assets, amortization is based on the actual billed volume over the estimated billable water volume for
remaining period of the concession agreement. The UOP amortization method is a key audit matter as the
method involves significant management judgment and estimates, particularly in determining the total
expected traffic volume and the total estimated volume of billable water over the remaining periods of the
concession agreements. In addition, because of the coronavirus pandemic, there is heightened level of
uncertainty on the future economic outlook and market forecast. The Company reviews annually the total
expected traffic volume with reference to traffic projection reports and billable water volume with
reference to water volume forecasts. It considers different factors such as population growth, supply and
consumption, and service coverage including ongoing and future expansions.
Refer to Note 12 to the consolidated financial statements for the details of SCAs and Note 3 for the
discussion of management estimate relating to amortization of SCAs.
Audit response
We obtained the report of the management’s specialists and gained an understanding of the methodology
and the basis of computing the forecasted traffic volume and billable water, taking into consideration the
impact associated with the coronavirus pandemic. We evaluated the competence, capabilities, and
objectivity of management’s specialists who estimated the forecasted volumes by considering their
qualifications, experience and reporting responsibilities. Furthermore, we compared the billable water
volume and traffic volume during the year against the historical data generated from the billing system for
water and from the toll collection system for tollways. We recalculated the amortization expense for the
year and the SCAs as of year-end based on the established traffic volume and billable water volume.
Provisions and contingencies
The Company is involved in certain claims and/or proceedings and dispute arbitration for which it has
either recognized provisions for probable costs and/or expenses, which may be incurred, and/or has
disclosed relevant information about such contingencies. This matter is significant to our audit because
the assessment of potential outcome or liability involves significant management judgment and
estimation. The inherent uncertainty over the outcome of these matters is brought about by the
differences in the interpretation and implementation of the relevant laws and regulations.
Refer to Notes 16 and 30 to the consolidated financial statements for the relevant disclosures related to
this matter.
Audit response
We involved our internal specialist in evaluating management’s assessment on whether any provision for
contingencies should be recognized, and the estimation of such amount. We also discussed with
Company’s management the status of the claims and/ or regulatory proceedings and dispute arbitration.
In addition, we obtained correspondences with the relevant government agencies, including tax
authorities, replies from third party legal counsels, and any relevant historical and recent judgments
issued by the courts/tax authorities on similar matters.
*SGVFS163550*
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West Service Area water and sewerage service revenue recognition
About 55% of the Company’s consolidated revenues comprises water and sewerage service revenues
from the Metropolitan Waterworks and Sewerage System (MWSS) West Service Area. This matter is
significant to our audit because water and sewerage service revenue recognition is affected by the:
(a) completeness of data captured during meter readings, which involves processing large volume of data
from multiple locations and different billing cut-off dates for different customers; (b) propriety of the
application of the relevant rates to the billable consumption of different customers classified as
residential, semi-business, commercial or industrial; and (c) reliability of the systems involved in
processing bills and recording revenues.
Notes 3 and 39 to the consolidated financial statements provide the relevant disclosures related to this
matter.
Audit response
We obtained an understanding of the water and sewerage service revenue process, which includes
maintaining the customer database, capturing billable water consumption, uploading captured billable
water consumption to the billing system, calculating billable amounts based on MWSS approved rates,
and uploading data from the billing system to the financial reporting system. We also evaluated the
design of and tested the relevant controls over this process. In addition, on a sample basis, we performed
recalculation of the billed amounts, including the estimated billings during the community lockdown and
the subsequent actualization thereto, using the MWSS approved rates and formulae and compared them
with the amounts reflected in the billing statements. Moreover, we involved our internal specialist in
understanding the information technology (IT) processes and in testing the IT general controls over the IT
systems supporting the revenue process.
Investment in a significant associate
The Company has investment in Manila Electric Company (Meralco) that is accounted for under the
equity method. For the year ended December 31, 2021, the Company’s effective share in the net income
of Meralco amounted to =P10.0 billion and accounts for 86% of the Company’s consolidated net income.
The Company’s share in Meralco’s net income is significantly affected by Meralco’s revenue recognition,
provisions and contingencies, and expected credit losses (ECL) for receivables.
Meralco’s revenues from the sale of electricity arise from its service contracts with large number of
customers that are classified as either commercial, industrial or residential, located within Meralco’s
franchise area. This matter is significant to our audit because the revenue recognized depends on (a) the
complete capture of electric consumption based on the meter readings over the franchise area taken on
various dates including the reasonableness of the estimated billings during the community lockdown; (b)
the propriety of rates computed and applied across customer classes including the application of
adjustments promulgated by the Energy Regulatory Commission (ERC); and (c) the reliability of the
information technology (IT) systems involved in processing the billing transactions.
*SGVFS163550*
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In addition, Meralco is involved in certain proceedings and claims for which it recognized provisions for
probable costs and/or expenses, which may be incurred, and/or has disclosed relevant information about
such contingencies. This matter is important to our audit because the determination of whether any
provision should be recognized and the estimation of the potential liability resulting from these
assessments require significant judgment which will significantly affect Meralco’s net income. The
inherent uncertainty over the outcome of these matters is brought about by the differences in the
interpretation and implementation of the relevant laws and regulations. Lastly, in 2021, Meralco
reassessed its approach in calculating ECL. Meralco’s allowance for ECL and the provision for ECL as of
and for the year ended December 31, 2021 amounted to = P5.9 billion and =
P0.6 billion, respectively. The
use of ECL model is significant to our audit as it involves the exercise of significant management
judgment. Key areas of judgment include: segmenting Meralco’s credit risk exposures; defining default;
determining assumptions to be used in the ECL model; and incorporating forward-looking information
(called overlays), including the impact of coronavirus pandemic, in calculating ECL.
Note 30 to the consolidated financial statements provides the relevant disclosures related to this matter.
Audit response
We obtained the consolidated financial information of Meralco for the year ended December 31, 2021
and performed recomputation of the Company’s equity in net earnings of Meralco.
For Meralco’s revenue, we obtained an understanding and evaluated the design of, as well as tested the
controls over, the customer master file maintenance, accumulation and processing of meter data, and
interface of data from the billing system to the financial reporting system. In addition, on a sample basis,
we performed recalculation of the bill amounts using the ERC-approved rates, adjustments and formulae,
as well as actual pass-through costs incurred, and compared them with the amounts reflected in the billing
statements. We involved our internal specialist in understanding the IT processes and in understanding
and testing the controls over the IT systems supporting the revenue process.
For Meralco’s provisions, we examined the bases of management’s assessment of the possible outcomes
and the related estimates of the probable costs and/or expenses that are recognized and/or disclosed in its
financial statements and involved our internal specialist in specific areas. We discussed with
management the status of the claims and/or assessments and obtained correspondences with the relevant
authorities and opinions from the internal and external legal counsels. We evaluated the position of
Meralco by considering the relevant laws, rulings and jurisprudence.
For Meralco’s ECL, we obtained an understanding of the methodologies and models used for Meralco’s
different credit exposures and assessed whether these considered the requirements of
PFRS 9 to reflect an unbiased and probability-weighted outcome and the best available
forward-looking information.
We (a) assessed the Meralco’s segmentation of its credit risk exposures based on homogeneity of credit
risk characteristics; (b) tested the definition of default against historical analysis of accounts and credit
risk management policies and practices in place; (c) tested historical loss rates by inspecting historical
collections, recoveries and write-offs; (d) compared the classification of outstanding exposures to their
corresponding aging buckets; and (e) evaluated the forward-looking information used for overlay through
statistical test and corroboration using publicly available information and our understanding of Meralco’s
receivable portfolios and industry, including the impact of the coronavirus pandemic.
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Lastly, we evaluated the data used in the ECL models, such as the historical aging analysis and default
and recovery data, by reconciling data from the billing system to the loss allowance analysis/models and
financial reporting systems. To the extent that the loss allowance analysis is based on credit exposures
that have been disaggregated into subsets with similar risk characteristics, we traced the disaggregation
from source systems to the loss allowance analysis.
Other Information
Management is responsible for the other information. The other information comprises the information
included in the SEC Form 20-IS (Definitive Information Statement), SEC Form 17-A and Annual Report
for the year ended December 31, 2021, but does not include the consolidated financial statements and our
auditor’s report thereon. The SEC Form 20-IS (Definitive Information Statement), SEC Form 17-A and
Annual Report for the year ended December 31, 2021 are expected to be made available to us after the
date of this auditor’s report.
Our opinion on the consolidated financial statements does not cover the other information and we will not
express any form of assurance conclusion thereon.
In connection with our audits of the consolidated financial statements, our responsibility is to read the
other information identified above when it becomes available and, in doing so, consider whether the other
information is materially inconsistent with the consolidated financial statements or our knowledge
obtained in the audits, or otherwise appears to be materially misstated.
Responsibilities of Management and Those Charged with Governance for the Consolidated
Management is responsible for the preparation and fair presentation of the consolidated financial
statements in accordance with PFRSs, and for such internal control as management determines is
necessary to enable the preparation of consolidated financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the
Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless management either intends to liquidate
the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with PSAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these consolidated financial statements.
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As part of an audit in accordance with PSAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
 Identify and assess the risks of material misstatement of the consolidated financial statements,
whether due to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of
not detecting a material misstatement resulting from fraud is higher than for one resulting from error,
as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.
 Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Company’s internal control.
 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.
 Conclude on the appropriateness of management’s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the consolidated financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to
the date of our auditor’s report. However, future events or conditions may cause the Company to
cease to continue as a going concern.
 Evaluate the overall presentation, structure and content of the consolidated financial statements,
including the disclosures, and whether the consolidated financial statements represent the underlying
transactions and events in a manner that achieves fair presentation.
 Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Company to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the audit. We
remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
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From the matters communicated with those charged with governance, we determine those matters that
were of most significance in the audit of the consolidated financial statements of the current period and
are therefore the key audit matters. We describe these matters in our auditor’s report unless law or
regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse consequences of
doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partner on the audit resulting in this independent auditor’s report is Marydith C. Miguel.
SYCIP GORRES VELAYO & CO.
Marydith C. Miguel
Partner
CPA Certificate No. 65556
Tax Identification No. 102-092-270
BOA/PRC Reg. No. 0001, August 25, 2021, valid until April 15, 2024
SEC Partner Accreditation No. 65556-SEC (Group A)
Valid to cover audit of 2021 to 2025 financial statements of SEC covered institutions
SEC Firm Accreditation No. 0001-SEC (Group A)
BIR Accreditation No. 08-001998-055-2020, December 3, 2020, valid until December 2, 2023
PTR No. 8854337, January 3, 2022, Makati City
April 7, 2022
*SGVFS163550*
METRO PACIFIC INVESTMENTS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(Amounts in Millions)
December 31
2021 2020
ASSETS
Current Assets
Cash and cash equivalents and short-term deposits (Notes 7, 34 and 35) P
=49,570 =48,822
P
Restricted cash (Notes 7, 30, 34 and 35) 1,975 1,852
Receivables (Notes 8, 19, 34 and 35) 8,272 8,228
Other current assets (Notes 9, 10, 34 and 35) 12,595 8,007
Assets under PFRS 5* (Note 33) – 75,969
Total Current Assets 72,412 142,878
Noncurrent Assets
Investments and advances (Notes 10, 32, 33, and 34) 169,681 159,474
Service concession assets (Notes 1, 12 and 14) 300,063 275,864
Property, plant and equipment (Note 13) 6,763 6,878
Goodwill (Note 11) 15,241 15,337
Intangible assets (Note 11) 337 705
Deferred tax assets (Note 26) 602 201
Other noncurrent assets (Notes 8, 9, 10, 23, 32, 34 and 35) 19,235 16,459
Total Noncurrent Assets 511,922 474,918
P
=584,334 =617,796
P
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable and other current liabilities (Notes 15, 19, 34 and 35) P
=36,704 =35,172
P
Income tax payable 949 927
Due to related parties (Notes 19, 34 and 35) 101 2,481
Short-term and current portion of long-term debt
(Notes 18, 34 and 35) 11,649 23,961
Current portion of:
Provisions (Note 16) 7,951 6,708
Service concession fees payable (Notes 17, 34 and 35) 1,098 5,826
Liabilities under PFRS 5* (Note 33) – 40,519
Total Current Liabilities 58,452 115,594
(Forward)
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December 31
2021 2020
Provisions (Note 16) P
=3,538 P3,416
=
Service concession fees payable (Notes 17, 34 and 35) 30,198 23,608
Long-term debt (Notes 18, 34 and 35) 234,693 207,405
Deferred tax liabilities (Note 26) 9,882 11,161
Other long-term liabilities (Notes 15, 23, 29, 34, 35 and 36) 10,706 12,265
Total Noncurrent Liabilities 289,017 257,855
Total Liabilities 347,469 373,449
Equity (Note 20)

Owners of the Parent Company:
Capital stock 31,661 31,661
Additional paid-in capital 68,638 68,638
Treasury shares (5,705) (3,420)
Equity reserves (1,352) (943)
Retained earnings 98,475 91,898
Other comprehensive income (loss) reserve 1,587 (3,103)
Reserves under PFRS 5* (Note 33) – 129
Total equity attributable to owners of the Parent Company 193,304 184,860
Non-controlling interest 43,561 59,487
Total Equity 236,865 244,347
P
=584,334 =617,796
P
*As a result of a subsidiary qualifying as a group held for deemed disposal under PFRS 5 (see Note 33 for details).
See accompanying Notes to Consolidated Financial Statements.
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Amounts in Millions, Except Earnings Per Share Figures)
Years Ended December 31

2021 2020 2019
CONTINUING OPERATIONS
OPERATING REVENUES (Notes 1, 5 and 37) P43,561
= P40,855
= P49,276
=
COST OF SALES AND SERVICES (Note 21) (18,594) (17,269) (19,086)
GROSS PROFIT 24,967 23,586 30,190
General and administrative expenses (Note 22) (10,417) (9,589) (10,183)
Interest expense (Note 24) (9,230) (10,010) (9,779)
Share in net earnings of equity method investees (Note 10) 10,302 7,337 10,754
Interest income (Note 24) 745 1,229 1,793
Construction revenue (Note 3) 27,014 33,988 42,795
Construction costs (Note 3) (27,014) (33,988) (42,795)
Provision for decline in value of assets (Note 24) (9,089) (1,685) (22,020)
Others (Note 24) (92) (323) (1,302)
INCOME (LOSS) BEFORE INCOME TAX FROM
CONTINUING OPERATIONS 7,186 10,545 (547)
PROVISION FOR INCOME TAX (Note 26) 1,259 3,728 3,584
NET INCOME (LOSS) FROM CONTINUING
OPERATIONS 5,927 6,817 (4,131)
OPERATIONS OF ENTITIES UNDER PFRS 5 :
Result of operations (Notes 32 and 33) 1,167 3,430 6,041
Gain on deconsolidation (Note 32) 4,575 – 25,908
5,742 3,430 31,949
NET INCOME 11,669 10,247 27,818
OTHER COMPREHENSIVE INCOME (LOSS)
– NET (Note 25):
From Continuing Operations:
To be reclassified to profit or loss in subsequent periods 1,087 (2,486) 756
Not to be reclassified to profit or loss in subsequent periods 3,773 (1,890) (1,902)
4,860 (4,376) (1,146)
From Operations of Entities Under PFRS 5:
Not to be reclassified to profit or loss in subsequent periods
(Notes 32 and 33) (21) (38) (330)
4,839 (4,414) (1,476)
TOTAL COMPREHENSIVE INCOME =16,508
P =5,833
P =26,342
P
Net income attributable to:

Owners of the Parent Company =10,119
P P4,748
= =23,856
P
Non-controlling interest 1,550 5,499 3,962
=11,669
P =10,247
P =27,818
P
Total comprehensive income attributable to:

Owners of the Parent Company =14,530
P P1,170
= =22,549
P
Non-controlling interest 1,978 4,663 3,793
=16,508
P =5,833
P =26,342
P
*SGVFS163550*
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2021 2020 2019
Total comprehensive income (loss) attributable to
Parent Company:
From continuing operations P9,461
= (P
=369) (P
=5,894)
From operations of entities under PFRS 5 5,069 1,539 28,443
=14,530
P =1,170
P =22,549
P
BASIC EARNINGS (LOSS) PER COMMON

SHARE (Note 27)
From continuing operations P0.1649
= P0.1018
= (P
=0.1519)
From operations of entities under PFRS 5 0.1671 0.0498 0.9080
=0.3320
P =0.1516
P =0.7561
P
DILUTED EARNINGS (LOSS) PER COMMON

SHARE (Note 27)
From continuing operations P0.1649
= P0.1018
= (P
=0.1519)
From operations of entities under PFRS 5 0.1671 0.0498 0.9080
=0.3320
P =0.1516
P =0.7561
P
*SGVFS163550*
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2021, 2020 AND 2019
Year Ended December 31, 2021

Attributable to Owners of the Parent Company
Other
Comprehensive
Additional Income Non-
Paid-in Treasury Retained (“OCI”) Reserves Under controlling
Capital Stock Capital Shares Equity Earnings Reserve PFRS 5* Interest Total
(Note 20) (Note 20) (Note 20) Reserves (Note 20) (Note 20) (Note 33) Total (“NCI”) Equity
At January 1, 2021 P
= 31,661 P
= 68,638 (P
= 3,420) (P
= 943) P
= 91,898 (P
= 3,103) 129 P
= 184,860 P
= 59,487 P
= 244,347
Total comprehensive income for the year:
Net income – – – – 10,119 – – 10,119 1,550 11,669
OCI (Notes 25 and 33) – – – – – 4,432 (21) 4,411 428 4,839
Restricted Stock Unit Plan (“RSUP”) (Note 28) – – – 22 – – – 22 – 22
Treasury shares – – (2,285) – – – – (2,285) – (2,285)
Cash dividends declared (Note 20) – – – – (3,392) – – (3,392) – (3,392)
Recognition of financial liability on NCI put option
(Note 4) – – – (431) – – – (431) 113 (318)
Acquisition of and other movements in NCI
(Notes 4 and 41) – – – – (150) 258 (108) – (15,600) (15,600)
Dividends declared to non-controlling
stockholders (Note 6) – – – – – – – – (2,417) (2,417)
At December 31, 2021 P
= 31,661 P
= 68,638 (P
= 5,705) (P
= 1,352) P
= 98,475 P
= 1,587 P
=– P
= 193,304 P
= 43,561 P
= 236,865
*SGVFS163550*
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Additional
Paid-in Treasury Retained Reserves Under
Capital Stock Capital Shares Equity Earnings OCI Reserve PFRS 5* Total
(Note 20) (Note 20) (Note 20) Reserves (Note 20) (Note 20) (Note 33) Total NCI Equity
At January 1, 2020 =31,661
P =68,638
P (P
=4) (P
=574) =90,650
P =591
P =–
P =190,962
P =55,083
P =246,045
P
Net income – – – – 4,748 – – 4,748 5,499 10,247
OCI (Notes 25 and 33) – – – – – (3,578) – (3,578) (836) (4,414)
RSUP (Note 28) – – 4 64 – – – 68 – 68
Treasury shares – – (3,420) – – – – (3,420) – (3,420)
Cash dividends declared (Note 20) – – – – (3,487) – – (3,487) – (3,487))
Partial disposal of interest in subsidiaries (Note 4) – – – 458 – – – 458 4,193 4,651
Recognition of financial liability on NCI put option
(Note 4) – – – (916) – – – (916) (2,651) (3,567)
Acquisition of and other movements in NCI
(Notes 4 and 41) – – – 25 (13) 13 – 25 898 923
Dividends declared to non-controlling
stockholders (Note 6) – – – – – – – – (2,699) (2,699)
Reserves under PFRS 5* (Note 33) – – – – – (129) 129 – – –
At December 31, 2020 =31,661
P =68,638
P (P
=3,420) (P
=943) =91,898
P (P
=3,103) =129
P =184,860
P =59,487
P =244,347
P
*SGVFS163550*
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Additional
Paid-in Treasury Retained
Capital Stock Capital Shares Equity Earnings OCI Reserve Total
(Note 20) (Note 20) (Note 20) Reserves (Note 20) (Note 20) Total NCI Equity
At January 1, 2019 =31,633
P =68,494
P (P
=178) =6,968
P =64,533
P =1,861
P =173,311
P =65,692
P =239,003
P
Net income – – – – 23,856 – 23,856 3,962 27,818
OCI (Note 25) – – – – – (1,307) (1,307) (169) (1,476)
Executive Stock Option Plan (“ESOP”) (Note 28):
Exercise of ESOP 28 121 – (23) – – 126 – 126
Expiration of ESOP – 13 – (58) 45 – – – –
Cost of ESOP – – – – – – – – –
RSUP (Note 28) – 10 177 (196) 9 – – – –
Treasury shares – – (3) – – – (3) – (3)
Deconsolidation of subsidiary (5,723) 5,700 37 14 (9,121) (9,107)
Cash dividends declared (Note 20) – – – – (3,493) – (3,493) – (3,493)
Business combinations and other movements in NCI (Note 4) – – – – – – – 1,993 1,993
Acquisition of NCI (Notes 4 and 41) – – – (1,542) – – (1,542) (1,241) (2,783)
Dividends declared to non-controlling stockholders (Note 6) – – – – – – – (6,033) (6,033)
At December 31, 2019 =31,661
P =68,638
P (P
=4) (P
=574) =90,650
P =591
P =190,962
P =55,083
P =246,045
P
*SGVFS163550*
CONSOLIDATED STATEMENTS OF CASH FLOWS

2021 2020 2019
CASH FLOWS FROM OPERATING ACTIVITIES
Income (loss) before income tax from continuing operations =7,186
P =10,545
P (P
=547)
Income before income tax from
operations of entities under PFRS 5 (Notes 32 and 33) 5,534 4,418 39,976
Income before income tax 12,720 14,963 39,429
Adjustments for:
Provision for decline in value of assets
(Notes 3, 9, 10 11, and 12) 9,089 1,685 22,020
Interest expense (Note 24) 9,230 10,010 9,779
Amortization of service concession assets 5,930 5,261 5,520
(Notes 12 and 21)
Depreciation and amortization 1,341 5,185 6,386
(Notes 1, 11, 13, 21 and 22)
Long term incentive plan expense (Note 23) 314 539 837
Unrealized foreign exchange loss (gain) - net 1,005 (239) (215)
Share in net earnings of equity method investees
(Notes 10, 32 and 33) (10,302) (7,337) (11,402)
Dividend income (Note 10) (62) (55) (66)
Gain on sale of investments (Notes 24 and 33) (5,648) – (32,028)
Interest income (Note 24) (745) (1,229) (1,793)
Gain on remeasurement of previously held
interest (Notes 4 and 24) – – –
Others (4) (6) 21
Operating income before working capital changes 22,868 28,777 38,488
Decrease (increase) in:
Restricted cash (123) 1,108 410
Receivables (104) (2,345) (761)
Other current assets (688) (2,354) (476)
Increase in accounts payable, provisions and other current
liabilities 338 1,201 8,172
Net cash generated from operations 22,291 26,387 45,833
Income taxes paid (3,128) (5,906) (7,062)
Interest received 370 1,246 2,249
Net cash from operating activities 19,533 21,727 41,020
CASH FLOWS FROM INVESTING ACTIVITIES
Dividends received from:
Equity method investees (Note 10) 6,713 8,545 9,027
Financial assets (Notes 34 and 35) 74 55 66
Collection of or proceeds from sale/disposal of:
Financial assets (Notes 34 and 35) – 9,338 4,274
Investment in equity accounted entities (Note 10) 7,166 – –
Investment in a subsidiary (net of transaction costs,
Note 33) 10,456 4,006 21,881
Property, plant and equipment (Note 13) 175 600 346
Acquisition of subsidiaries, net of cash acquired (Note 4) – (64) (14)
(Forward)
*SGVFS163550*
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2021 2020 2019
Additions to/issuance of:
Service concession assets (Note 12) (P
=34,777) (P
=34,078) (P
=45,602)
Financial assets (Note 35) – (15,649) (3,549)
Property, plant and equipment (Note 13) (2,371) (2,842) (5,645)
Investments in equity method investees (Note 10) (8,076) (60) (796)
Short-term deposits 1,997 (35) (896)
Other noncurrent assets 397 (1,609) (2,552)
Net cash used in investing activities (18,246) (31,793) (23,460)
CASH FLOWS FROM FINANCING ACTIVITIES

Receipt of or proceeds from:
Short-term and long-term debt (Notes 18 and 35) 40,072 50,535 58,633
Sale to non-controlling interest (Note 4) – 4,651 –
Contribution from non-controlling stockholders
and other movements (Note 6) 1,770 831 2,027
Issuance of shares (Notes 20 and 28) – – 126
Payments of/for:
Short-term and long-term debt (Notes 18 and 37) (25,686) (39,725) (22,307)
Interest and other financing charges (8,472) (8,745) (9,502)
Service concession fees payable (Notes 17 and 37) (1,070) (5,801) (1,673)
Due to related parties (Note 37) (2,450) (5,646) (4,451)
Dividends paid to non-controlling stockholders (Note 6) (2,292) (3,175) (5,647)
Dividends paid to owners of the Parent Company
(Note 20) (3,392) (3,487) (3,493)
Treasury shares (Note 20) (2,285) (3,420) (3)
Lease liability (494) (496) (597)
Debt issuance cost (Note 18) (324) (392) (592)
Acquisition of non-controlling interests (Note 4) – (81) (3,477)
Net cash from (used in) financing activities (4,623) (14,951) 9,044
NET INCREASE (DECREASE) IN CASH AND

CASH EQUIVALENTS (3,336) (25,017) 26,604
CASH AND CASH EQUIVALENTS

AT BEGINNING OF YEAR (Note 7) 48,194 73,211 46,607

AT END OF YEAR (Note 7) =44,858
P =48,194
P =73,211
P
*SGVFS163550*
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Corporate Information
General
Metro Pacific Investments Corporation (the “Parent Company” or “MPIC”) was incorporated in the
Philippines and registered with the Philippines Securities and Exchange Commission (“SEC”) on
March 20, 2006 as an investment holding company. MPIC’s common shares of stock are listed in
and traded through the Philippine Stock Exchange (“PSE”).
The principal activities of the Parent Company’s subsidiaries and equity method investees are
described below (see Company’s Operating Segments) and in Notes 10 and 41. The Parent Company
and its subsidiaries are collectively referred to as the “Company” or the “Group”.
Metro Pacific Holdings, Inc. (“MPHI") owns 43.97% and 43.1% of the total issued and outstanding
common shares of MPIC as at December 31, 2021 and 2020, respectively. As sole holder of the
voting Class A Preferred Shares, MPHI’s combined voting interest as a result of all of its
shareholdings is estimated at 57.02% and 56.2% as at December 31, 2021 and 2020,
respectively (see Note 20).
MPHI is a Philippine corporation whose stockholders are Enterprise Investment Holdings, Inc.
(“EIH”; 60.0% interest), Intalink B.V. (26.7% interest) and First Pacific International Limited
(“FPIL”; 13.3% interest). First Pacific Company Limited (“FPC”), a company incorporated in
Bermuda and listed in Hong Kong, through its subsidiaries, Intalink B.V. and FPIL, holds 40.0%
equity interest in EIH and investment financing which under Hong Kong Generally Accepted
Accounting Principles, require FPC to account for the results and assets and liabilities of EIH and its
subsidiaries as part of FPC group of companies in Hong Kong.
Amendment of Articles of Incorporation

On April 26, 2021, the BOD of MPIC approved a resolution to amend the Third Article of the Parent
Company's Articles of Incorporation changing its principal office address to 9th Floor, Tower 1,
Rockwell Business Center, Ortigas Avenue Pasig City. The aforementioned amendment has been
approved by the shareholders on May 28, 2021. As at April 7, 2022, the Company is in the process of
securing approval from the SEC for its change in principal address.
The registered office address of the Company is 10th Floor, MGO Building, Legaspi corner Dela Rosa
Streets, Legaspi Village, Makati City.
The accompanying consolidated financial statements as at December 31, 2021 and 2020 and for each
of the three years in the period ended December 31, 2021 were approved and authorized for issuance
by the Board of Directors (“MPIC BOD”) on April 7, 2022.
Company’s Operating Segments

and products:
 Power, which primarily relates to the operations of Manila Electric Company (“MERALCO”) in
relation to the distribution, supply and generation of electricity. The investment in MERALCO is
held both directly and indirectly through Beacon Electric Asset Holdings, Inc. (“Beacon
Electric”).
*SGVFS163550*
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The investment in GBPC which is held through Beacon Electric’s wholly-owned entity, Beacon
PowerGen Holdings Inc. (“BPHI”, now merged with Beacon Electric as the surviving entity; see
Note 33), has been sold to Meralco PowerGen Corporation (“MGen”), a wholly-owned
subsidiary of MERALCO on March 31, 2021. In view of the sale, the assets and liabilities of
GBPC were deconsolidated. The results of its operations and the corresponding gain from the
sale are presented under “Operations of an Entity under PFRS 5” (see Note 33).
 Toll operations, which primarily relate to operations and maintenance of toll facilities by Metro
Pacific Tollways Corporation (“MPTC”) and its subsidiaries NLEX Corporation (“NLEX
Corp.”), Cavitex Infrastructure Corporation (“CIC”), and foreign investees, CII Bridges and
Roads Investment Joint Stock Company (“CII B&R”), Don Muang Tollway Public Ltd (“DMT”)
and PT Nusantara Infrastructure Tbk (“PT Nusantara”) (see Notes 4 and 10). Certain toll projects
are either under pre-construction or on-going construction as at December 31, 2021 (see Note 29
for the Concession Arrangements).
 Water, which relates to the provision of water and sewerage services by Maynilad Water Holding
Company, Inc. (“MWHC”) and its subsidiaries, Maynilad Water Services, Inc. (“Maynilad”) and
Philippine Hydro, Inc. (“PHI”), and other water-related services by MetroPac Water Investments
Corporation (“MPW”) and its foreign investees, B.O.O. Phu Ninh Water Treatment Plant Joint
Stock Company (“PNW”) (see Note 4) and Tuan Loc Water Resources Investment Joint Stock
Company (“TLW”) (see Note 29 for the Concession Arrangements).
 Rail, which primarily relates to Metro Pacific Light Rail Corporation (“MPLRC”) and its
subsidiary, Light Rail Manila Corporation (“LRMC”), the concessionaire for the operations and
maintenance of the Light Rail Transit – Line 1 (“LRT-1”) and construction of the LRT-1 south
extension (see Note 29 for the Concession Arrangements).
 Others, which represent holding companies and operations of subsidiaries and other investees
involved in logistics, healthcare, fuel storage, real estate, provision of services and waste-to-
energy projects.
After its deconsolidation starting December 2019, the Healthcare segment no longer qualified as
an operating segment starting January 2020 (see Note 32). After deconsolidation, Metro Pacific
Hospital Holdings, Inc. (“MPHHI”) has been accounted for as an investment in an associate
(see Note 10) and equity in net earnings in MPHHI is included in the ‘other businesses’ column.
See Note 41 for the complete list of the Company’s subsidiaries. The list of the Company’s
associates and joint ventures are disclosed in Note 10.
2. Basis of Preparation, Consolidation and Statement of Compliance
Basis of Preparation
The consolidated financial statements are prepared in compliance with Philippine Financial Reporting
Standards (“PFRS”). The Company’s significant accounting policies are disclosed in Note 39.
The consolidated financial statements are prepared on a historical cost basis, except for certain debt
and equity financial assets and financial liabilities that are measured at fair value (see Note 36). The
consolidated financial statements are presented in Philippine Peso, which is MPIC’s functional and
presentation currency, and all values are rounded to the nearest million peso (P =000,000), except when
otherwise indicated.
*SGVFS163550*
-3-
The consolidated financial statements provide comparative information in respect to the previous
periods.
Basis of Consolidation
The consolidated financial statements of the Company include the accounts of the Parent Company
and its subsidiaries.
Subsidiaries are all entities (including structured entities) over which the Company has control. The
Company controls an entity when the Company is exposed to, or has rights to, variable returns from
its involvement with the entity and has the ability to affect those returns through its power to direct
the activities of the entity. Subsidiaries are fully consolidated from the date on which control is
transferred to the Company. If the Company loses control over a subsidiary, it derecognises the
related assets (including goodwill), liabilities, non-controlling interest and other components of
equity, while any resultant gain or loss is recognised in profit or loss. Any investment retained is
recognised at fair value.
The acquisition method of accounting is used to account for business combinations by the Company.
Intercompany transactions, balances and unrealized gains on transactions between companies are
eliminated. Unrealized losses are also eliminated unless the transaction provides evidence of an
impairment of the transferred asset. Accounting policies of subsidiaries have been changed where
necessary to ensure consistency with the policies adopted by the Company.
Non-controlling interests in the results and equity of subsidiaries are shown separately in the
consolidated statement of comprehensive income, consolidated statement of changes in equity and
consolidated statement of financial position, respectively.
A complete list of the Company’s subsidiaries is provided for in Note 41.
3. Management’s Use of Judgments and Estimates
The preparation of the consolidated financial statements in compliance with PFRS requires
management to make judgments and estimates that affect the reported amounts of revenues, expenses,
assets and liabilities, the disclosure of contingent liabilities and other significant disclosures.
Uncertainty about these assumptions and estimates could result in outcomes that require a material
adjustment to the carrying amount of assets or liabilities affected in future periods.
Judgments
In the process of applying the Company’s accounting policies, management has made the following
judgments, apart from those involving estimations, which have the most significant effect on the amounts
recognized in the consolidated financial statements.
Service Concession Arrangements under the Intangible Asset Model. In applying Philippine
Interpretation IFRIC 12, Service Concession Arrangements, the Company has made a judgment that
certain service concession arrangements of the Company’s water, tollway and rail businesses (see
Note 29) qualify under the intangible asset model as these companies receive the right to charge users
of public service. Details of the Company’s accounting policy in respect of the service concession
arrangements are set out in Note 39 to the consolidated financial statements. Other significant
judgments and estimates made in relation to concession arrangements are as follows:
*SGVFS163550*
-4-
 Amortization of Service Concession Assets (“SCAs”). The methods of amortization that the
Company uses depends on which method best reflects the pattern of consumption of the
concession assets.
The straight-line method is currently being used to amortize the water concession assets in
relation to the provision of bulk water services [PHI, Metro Iloilo Bulk Water Supply Corporation
(“MIBWS”), Metro Pacific Iloilo Water, Inc. (“MPIWI”) and PNW] and PT Nusantara’s water
treatment plant. The estimated useful lives used by the Company to amortize the service
concession assets are based on the terms of the service concession contracts.
The Units of Production (“UOP”) method is being used for the toll (NLEX Corp, CIC and PT
Nusantara) and water concession assets (Maynilad). The Company annually reviews the
estimated billable water volume in the case of the water concession with reference to water
volume forecasts, and the total expected traffic volume/kilometers travelled in the case of the toll
concession with reference to traffic projection reports, based on factors that include market
conditions such as population growth, supply and consumption of water/usage of the toll facility,
and service coverage including ongoing and future expansions. The Company makes appropriate
adjustments to the assumptions of the water/traffic volume with reference to the latest studies, if
any. It is possible that future results of operations could be materially affected by changes in the
Company’s estimates brought about by changes in the aforementioned factors. Furthermore, the
Company also considered the change in the forecasted traffic reports and billed volume mix in the
immediate succeeding years due to the ongoing COVID-19 pandemic.
The Company has not started amortization of service concession assets under on-going
rehabilitation or construction. The amortization period for the service concession assets will
begin upon identification that the assets are ready for their intended use. For the LRT-1 Existing
System, amortization will be triggered upon receipt of Safety Assessor’s certification that the
speed can be raised to 60 kilometers per hour. In January 2022, the Company has received the
Safety Assessor’s certification. For the service concession asset related to the construction of the
LRT-1 Cavite Extension, certain toll roads [the Connector Road, Cavite Laguna Expressway
(“CALAX”), Cebu Cordova Link Expressway (“CCLEX”) and C5 South Link Project]; and
water concession of Metro Pacific Dumaguete Water Services Inc. (“MPWD”), the amortization
will start upon full completion of the construction regardless of partial opening of certain
segments as these were considered as a single intangible asset.
The total carrying values of service concession assets amounted to =

P300,063 million and
=275,864 million as at December 31, 2021 and 2020, respectively (see Note 12).
P
 Service Concession Asset as Qualifying Asset and Capitalization of Borrowing Costs. The
Company has made a judgment to apply Philippine Accounting Standards (“PAS”) 23,
Borrowing Costs, in classifying the service concession assets’ components undergoing
rehabilitation (in the case of the existing LRT-1) and pre/on-going construction (in the case of the
construction of the LRT-1 extension, the Connector Road, CALAX, CCLEX and C5 South Link
Project) as qualifying assets. The existing LRT-1 is severely deteriorated when it was turned
over to LRMC and the intention of management to bring it at par with the standard for rail system
played a key factor in the designation of the rehabilitation of the existing LRT-1 system as a
qualifying asset.
The Company capitalizes borrowing costs that are directly attributable to the acquisition or
construction of the qualifying asset as part of the cost of that asset using the specific borrowing
approach, as the Company uses specific borrowings to finance its qualifying assets. Capitalized
borrowing costs for the years ended December 31, 2021 and 2020 amounted to = P7,126 million
*SGVFS163550*
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and P=9,174 million, respectively (see Note 12). Capitalization of borrowing costs ceases when
substantially all the activities necessary to prepare the components of the service concession asset
for its intended use are complete.
 Construction Revenue and Costs. The Company recognizes construction revenues and costs in
accordance with PFRS 15, Revenue from Contracts with Customers; see Note 39). Given that the
rehabilitation and construction works have been subcontracted to outside contractors (excluding
the cost of some materials for some contractors), the recognized construction revenue
substantially approximates the related construction cost. Construction revenue recognized in the
consolidated statements of comprehensive income amounted to = P27,014 million, P
=33,988 million
and P=42,795 million for the years ended December 31, 2021, 2020 and 2019, respectively.
Construction costs recognized in the consolidated statements of comprehensive income amounted
to =
P27,014 million, P=33,988 million and =
P42,795 million for the years ended December 31, 2021,
2020 and 2019, respectively.
 Provision for Heavy Maintenance. The Company also recognizes its contractual obligations to
restore the toll roads to a specified level of serviceability. NLEX Corp, CIC and PT Nusantara
recognize provision following PAS 37, Provisions, Contingent Liabilities and Contingent Assets,
as the obligation arises which is a consequence of the use of the toll roads and therefore it is
proportional to the number of vehicles using the roads and increasing in measurable annual
increments. Provision for heavy maintenance amounted to = P655 million and =
P747 million as at
December 31, 2021 and 2020, respectively (see Note 16).
Claims from the Grantor/s. On various dates in 2015 through 2021, LRMC submitted letters to the
DOTr representing its claim for costs incurred and estimated in relation to Existing System
Requirement (“ESR”) and Light Rail Vehicle (“LRV”) shortfall on the premise of the Grantors’
obligation in relation to the condition of the Existing System as at September 12, 2015 (the “LRMC
Effective Date”), fare deficit, Structural Defect Restoration (“SDR”) costs, and contractor and other
additional costs incurred less Key Performance Indicator (“KPI”) charges (see Notes 29 and 30).
Except for portion of the fare deficit claim recognized under the balancing payment mechanism (see
Notes 17 and 29) as at December 31, 2021 and 2020, the consolidated financial statements do not include
any adjustments for the abovementioned claims pending outcome of the discussions with the Grantor/s.
Consolidation of CIC in which the Company Holds No Voting Rights. The Company considers that it
controls CIC even though it does not own any voting rights by virtue of a Management Letter
Agreement (“MLA”). Under the MLA, MPTC has the power to solely direct the entire operations,
including the capital expenditure and expansion plans of CIC. MPTC shall then receive all the
financial benefits from CIC’s operations and all losses incurred by CIC are to be borne by MPTC.
Obligation to Purchase Noncontrolling Interest (“NCI”). On May 28, 2020, MPIC entered into an
agreement with Sumitomo Corporation (“Sumitomo”) for the acquisition by the latter of a 34.9%
interest in MPLRC. The agreement also provides for Sumitomo’s right to issue a put notice for all
the MPLRC shares it owns in the event of a deadlock (following unsuccessful mediation procedures)
and in the event of MPIC’s default on its obligations under the shareholders’ agreement.
While management believes that the contingent events that will lead to the exercise of the put option
has nil to minimal probability of happening, under PFRS, the probability of the event(s) happening or
not happening does not influence the value of the financial liability in the consolidated financial
statements. Any contractual obligation to purchase NCI gives rise to a financial liability measured at
amounts not less than the amount payable on demand (see Note 4).
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Issuance of Exchangeable Bonds as Equity Transactions. Under PFRS, the treatment of convertible
bonds which compel the holder to convert the bond (rather than being at the holder’s option) depends
on whether the number of shares issued on conversion are variable or fixed:
 If the mandatorily convertible bond can only be settled by the issue of a variable amount of
ordinary shares calculated to equal a fixed amount in the issuer’s functional currency (that is,
there is a repayment of principal, albeit in shares), the instrument is a liability.
 If the mandatorily convertible bond can only be settled by the issue of a fixed number of ordinary
shares, that part of the instrument is an equity component.
In 2014 and 2019, MPIC issued Exchangeable Bonds with aggregate principal amount of
=36.6 billion. These Exchangeable Bonds are instruments that, at a certain time in the future,
P
mandatorily convert into a fixed number of MPHHI common shares (see Note 32). The
Exchangeable Bonds are forward contracts to deliver fixed number of shares for which consideration
has been received in advance, and hence, are effectively accounted for as equity transactions in the
Company’s consolidated financial statements.
Accounting for Arrangements as a Single Transaction. In determining whether to account for the
arrangements as a single transaction, an entity considers all the terms and conditions of the
arrangements and their economic effects. One or more of the following circumstances indicate that it
is appropriate to account for multiple arrangements as a single transaction:
 they are entered into at the same time or in contemplation of each other;
 they form a single transaction designed to achieve an overall commercial effect;
 the occurrence of one arrangement is dependent on the occurrence of at least one other
arrangement; or,
 one arrangement considered on its own is not economically justified, but it is economically
justified when considered together with other arrangements.
These indicators clarify that arrangements that are part of a package are accounted for as a single
transaction.
The series of transactions entered into by MPIC together with MPHHI for the investment and entry of
KKR and Co. (“KKR”), alongside Arran Investments Private Limited (“Arran”), in and to MPHHI,
were assessed to be linked agreements and thus, were accounted for as a single transaction that
resulted to the deconsolidation of MPHHI considering MPIC’s loss of control over MPHHI with the
remaining interest accounted for as investment in associate. Management’s judgements in concluding
the loss of control over MPHHI and the accounting for the remaining investment are discussed in
Note 32.
GBPC as a Group Held for Deemed Disposal. On December 23, 2020, BPHI entered into an share
purchase agreement with MGen, a wholly-owned subsidiary of MERALCO, for the sale by BPHI of
56% of the issued and outstanding shares of GBPC.
As a result of the execution of the share purchase agreement, GBPC qualified as a group held for
deemed disposal, and since the operations of GBPC represents significant portion of the Company’s
power generation business, it qualifies as a discontinued operation as at December 31, 2020.
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After completing all customary closing conditions, including regulatory and third-party approvals, the
transaction was closed effective March 31, 2021 (see Note 33).
Definition of Default and Credit-impaired Financial Assets upon Adoption of PFRS 9, Financial
Instruments. The Company considers a financial asset in default, which is fully aligned with the
definition of credit-impaired, when contractual payments are more than 60 to 180 days past due.
However, in certain cases, the Company may also consider a financial asset to be in default when
internal or external information indicates that the Company is unlikely to receive the outstanding
contractual amounts in full before taking into account any credit enhancements held by the Company.
Estimates
The key assumptions concerning the future and other key sources of estimation uncertainty at the
reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of
assets and liabilities within the next financial year, are described below. The Company based its
assumptions and estimates on parameters available when the consolidated financial statements were
prepared. Existing circumstances and assumptions about future developments, however, may change due
to market changes or circumstances arising beyond the control of the Company. Such changes are
reflected in the assumptions when they occur.
Determination of Fair Value of Financial Instruments. The Company initially records all financial
instruments at fair value and subsequently carries certain financial assets and financial liabilities at
fair value, which requires extensive use of accounting estimates and judgment. Valuation techniques
are used particularly for financial assets and financial liabilities that are not quoted in an active
market. Where valuation techniques are used to determine fair values (e.g., discounted cash flow and
option pricing models), they are periodically reviewed by qualified personnel who are independent of
the persons that initiated the transactions. All models are calibrated to ensure that outputs reflect
actual data and comparative market prices. To the extent practicable, models use only observable
data as valuation inputs. However, other inputs such as credit risk (whether that of the Company or
the counterparties), forward prices, volatilities and correlations, require management to develop
estimates or make adjustments to observable data of comparable instruments. The amount of changes
in fair values would differ if the Company uses different valuation assumptions or other acceptable
methodologies. Any change in fair value of these financial instruments would affect either the
consolidated statement of comprehensive income or consolidated statement of changes in equity.
Fair values of financial assets and financial liabilities are presented in Note 36.
Purchase Price Allocation in Business Combinations and Goodwill. The Company accounts for the
acquired businesses using the acquisition method which requires extensive use of accounting
judgments and estimates to allocate the purchase price to the fair market values of the acquiree’s
identifiable assets and liabilities and contingent liabilities, if any, at the acquisition date. Any
difference in the purchase price and the fair values of the net assets acquired is recorded as either
goodwill, a separate account in the consolidated statement of financial position, or gain on bargain
purchase in profit or loss. Thus, the numerous judgments made in estimating the fair value to be
assigned to the acquiree’s assets and liabilities can materially affect the Company’s financial position
and performance.
The Company’s acquisitions of certain subsidiaries have resulted in recognition of goodwill. The
carrying value of goodwill amounted to =
P15,241 million and =P15,337 million as at
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Provision for Expected Credit Losses (“ECL”) of Receivables. The Company uses a provision matrix to
calculate ECLs for receivables. The provision rates are based on days past due for groupings of various
customer/counterparty segments that have similar loss patterns (i.e., by location, service type, customer
type and rating).
The provision matrix is initially based on the Company’s historical observed default rates. The Company
will calibrate the matrix to adjust the historical credit loss experience with forward-looking information.
At every reporting date, the historical observed default rates are updated and changes in the
forward-looking estimates are analyzed.
The assessment of the correlation between historical observed default rates, forecast economic conditions
and ECLs is a significant estimate. The amount of ECLs is sensitive to changes in circumstances and of
forecast economic conditions. The Company’s historical credit loss experience and forecast of economic
conditions may also not be representative of customer’s actual default in the future. The information
about the ECLs on the Company’s receivables is disclosed in Note 34.
The economic impact of COVID-19 pandemic to the Company’s customers, specifically to the water
concession’s customers, together with the order from the MWSS Regulatory Office (“MWSS RO”)
directing Maynilad to extend payment terms (see Note 5), necessitated reassessment of Maynilad’s ECL
model in 2020.
There have been no significant changes in estimation techniques or significant assumptions in

Maynilad’s assessment in 2021.
As discussed in Note 5, the Maynilad extended assistance to its customers in the form of payment due
date extensions and a moratorium on disconnections during the Enhanced Community Quarantine
(“ECQ”). Disconnections resumed on December 17, 2020 but was suspended on various dates in 2021 as
the country is placed under ECQ. These factors were incorporated in the Company’s determination of
historical observed default rates.
Incorporation of Forward-looking Information. To capture the effect of changes to the economic

environment in the future, the computation of Probability of Default (“PD”), Loss Given Default
(“LGD”) and ECL, incorporates forward-looking information; assumptions on the path of economic
variables that are likely to have an effect on the repayment ability of the Company’s counterparties. The
starting point for the projections of economic variables is based on management’s view, which underlies
the plan to deliver the Company’s strategy and ensures it has sufficient capital over the medium term.
Management’s view covers a core set of economic variables required to set the strategic plan.
Recoverability of Goodwill, Service Concession Assets not yet Available for Use, and Service
Concession Assets related to West Zone Concession. Goodwill and service concession assets not yet
available for use are subject to annual impairment test. As discussed in Note 12, impairment of SCA
related to LRT-1 and PNW has been recognized by the Company in 2021. In addition, as discussed
in Note 30, the Company has assessed that the SCA related to its West Zone Concession is required
to be tested for impairment since a substantive condition precedent under its revised concession
agreement is yet to be completed which may affect its recoverability.
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These require estimation of the value in use (“VIU”) of the cash generating units (“CGUs”) to which
the goodwill is allocated or to which the service concession assets belong. Estimating the VIU
requires the Company to estimate the expected future cash flows from the CGU, considering the
impact of the ongoing COVID-19 pandemic on the operations of the Company, and to choose an
appropriate discount rate in order to calculate the present value of those cash flows. For both the
LRT-1 and the West Zone concession assets where the VIU is calculated using the expected cash
flow approach, management determined the assumptions including the discount rates, revenue growth
rates (expected volume of traffic for the toll roads, ridership for the rail and billed water volume for
the water concession) and the assigned probabilities to various scenarios considering the risks
surrounding the concession agreement.
Impairment of goodwill amounted to = P138 million, =

P167 million and =
P9,825 million in 2021, 2020
and 2019, respectively. Impairment of the SCAs related to LRT-1 amounted to = P5,985 million in
2021 whereas the impairment of West Zone concession asset amounted to = P11,417 million in 2019.
The carrying values of goodwill amounted to = P15,241 million and =
P15,337 million as at
December 31, 2021 and 2020, respectively (see Note 11). The aggregate carrying value of service
concession assets not yet available for use amounted to =
P122,992 million and =
Impairment of Nonfinancial Assets. Impairment review is performed when certain impairment indicators
are present. Determining the recoverable value of assets requires the estimation of cash flows expected
to be generated from the continued use and ultimate disposition of such assets.
While it is believed that the assumptions used in the estimation of recoverable values reflected in the
consolidated financial statements are appropriate and reasonable, significant changes in these
assumptions may materially affect the assessment of recoverable values and any resulting impairment
loss could have a material adverse impact on the results of operations.
The carrying values of non-financial assets subject to impairment review when impairment indicators are
present are as follows:
2021 2020
(In Millions)
Service concession assets (see Note 12) P
=300,063 =275,864
P
Investments and advances (see Note 10) 169,681 159,474
Property, plant and equipment (see Note 13) 6,763 6,878
Intangible assets (see Note 11) 337 705
Deferred project costs* 1,049 1,954
*Included under “Other noncurrent assets”.
In 2021, 2020 and 2019, impairment loss on nonfinancial assets (other than goodwill) amounted to
=8,951 million, =
P P1,518 million and P
=12,195 million, respectively (see Notes 10, 12 and 24).
Estimated Useful Lives of Property, Plant and Equipment and Intangible Assets. The useful lives of each
item of the Company’s property, plant and equipment and intangible assets are estimated based on the
period over which the asset is expected to be available for use. Such estimation is based on a collective
assessment of similar businesses, internal technical evaluation and experience with similar assets. The
estimated useful life of each asset is reviewed at each financial year-end and updated if expectations
differ from previous estimates due to physical wear and tear, technical or commercial obsolescence and
legal or other limits on the use of the asset. It is possible, however, that future results of operations could
be materially affected by changes in the amounts and timing of recorded expenses brought about by
changes in the factors mentioned above. A reduction in the estimated useful life of any these items
*SGVFS163550*
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would increase the recorded depreciation and amortization expense and decrease the carrying values of
these assets.
There were no changes in the estimated useful lives of these assets for all the periods presented.
Taxes. Uncertainties exist with respect to the interpretation of complex tax regulations, changes in tax
laws, and the amount and timing of future taxable income. Given the diversity of the Company’s
businesses and the long-term nature and complexity of existing contractual agreements or the nature of
the business itself, changes in differences arising between the actual results and the assumptions made, or
future changes to such assumptions, could necessitate future adjustments to tax income and expense
already recorded. The Company establishes provisions, based on reasonable estimates, for possible
consequences of audits by the tax authorities under which the Company operates. The amount of such
provisions is based on various factors, such as experience of previous tax audits and differing
interpretations of tax regulations by the taxable entity and the responsible tax authority. Such differences
in interpretation may arise for a wide variety of issues depending on the conditions prevailing in the
respective domicile or to the operations of the Company.
Deferred tax assets are recognized for unused tax losses to the extent that it is probable that taxable profit
will be available against which the losses can be utilized. Significant management judgement is required
to determine the amount of deferred tax assets that can be recognized, based upon the likely timing and
the level of future taxable profits together with future tax planning strategies. The carrying amount of
deferred tax assets is reviewed at each end of the reporting period and reduced to the extent that it is no
longer probable that sufficient taxable income will be available to allow all or part of the deferred tax
assets to be utilized. The Company performs an annual evaluation of the realizability of deferred income
tax assets in determining the portion of deferred tax assets which should be recognized. The Company’s
assessment on the recognition of deferred income tax assets on deductible temporary differences is based
on the forecasted taxable income of the following periods. This forecast is based on the Company’s past
results and future expectations on revenue and expenses.
Certain of the Company’s subsidiaries are entitled to income tax holiday (“ITH”) period. The Company
recognized deferred tax assets on deductible temporary differences expected to reverse after the ITH
period, while deferred taxes on deductible temporary differences expected to reverse during the ITH and
to items where doubt exists as to the tax benefits they will bring in the future, are not recognized.
Deferred tax assets amounted to P=602 million and =

P201 million as at December 31, 2021 and 2020,
respectively. The Company’s deductible temporary difference, including unused NOLCO and MCIT,
for which no deferred tax assets have been recognized amounted to =
P29,114 million and P
=17,895 million
as at December 31, 2021 and 2020, respectively (see Note 26).
Long-Term Incentives Plan (“LTIP”). The LTIP for key executives of MPIC and certain subsidiaries
undergo approval by the Compensation Committee and the MPIC BOD and is based on profit targets
for the covered performance cycle. The cost of LTIP is determined using the projected unit credit
method based on prevailing discount rates and profit targets. While management’s assumptions are
believed to be reasonable and appropriate, significant differences in actual results or changes in
assumptions may materially affect the Company’s other long-term incentive benefits.
LTIP expense from continuing operations for the years ended December 31, 2021, 2020 and 2019
amounted to =P314 million, P
=539 million and =
P837 million , respectively, and presented as “Personnel
costs and employee benefits” under “General and administrative expenses” in the consolidated
statements of comprehensive income (see Note 23).
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LTIP payable as at December 31, 2021 and 2020 amounted to = P1,877 million and to =
P1,555 million,
respectively, and is presented under “Accounts payable and other current liabilities” and “Other long-
term liabilities” account in the consolidated statements of financial position.
Provisions. The Company recognizes provisions based on estimates of whether it is probable that an
outflow of resources will be required to settle an obligation. Where the final outcome of these
matters is different from the amounts that were initially recognized, such differences will impact the
financial performance in the current period in which such determination is made.
Provisions mainly consist of estimated expenses related to the concluded and ongoing debt settlement
negotiations and certain warranties and guarantees, claims and potential claims against the Company,
provision for heavy maintenance and decommissioning liability.
 Heavy Maintenance. The provisions for the heavy maintenance require an estimation of the periodic
cost, generally estimated to be every five to seven years or the expected heavy maintenance dates, to
restore the assets to a level of serviceability during the concession term and in good condition before
turnover to the Grantor. This is based on the best estimate of management to be the amount expected
to be incurred to settle the obligation at every heavy maintenance dates discounted using a pre-tax
rate that reflects the current market assessment of the time value of money and the risk specific to the
liability.
 Decommissioning Liability. Certain of GBPC’s subsidiaries have legal obligations to decommission

or dismantle the power plant assets at the end of their estimated useful lives. The Company
recognizes the present value of the obligation to dismantle the power plant assets and capitalizes the
present value of this cost as part of the balance of the related power plant assets, which are being
depreciated and amortized on a straight-line basis over the useful lives of the related assets.
While the Company has made its best estimate in establishing the decommissioning provision
because of potential changes in the technology as well as safety and environmental requirements,
plus the actual time scale to complete decommissioning activities, the ultimate provision
requirements could either increase or decrease significantly from the Company’s estimates. The
amounts and timing of recorded expenses for any period would be affected by the changes in these
factors and circumstances.
Decommissioning liability as at December 31, 2020 amounting to = P924 million is included in

“Liabilities under PFRS 5” in the consolidated statements of financial position, repectively
(see Notes 16 and 33).
Additional provisions including those arising from disposals (see Note 4), for the years ended
December 31, 2021 and 2020 amounted to P =2,934 million and =
P1,296 million , respectively. Cumulative
provisions amounted to P=11,489 million and =P10,124 million as at December 31, 2021 and 2020,
respectively (see Note 16).
Contingencies. Certain subsidiaries of the Parent Company are parties to certain lawsuits or claims
arising from the ordinary course of business. However, the Company’s management and legal
counsel believe that the eventual liabilities under these lawsuits or claims, if any, will not have a
material effect on the consolidated financial statements (see Note 30).
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4. Business Combinations, Disposals, and Changes in Non-controlling Interests
The Company’s intention is to maintain and continue to develop a diverse set of infrastructure assets
through its investments in water, toll roads, power distribution and generation, health care services,
rail, logistics and other businesses that complement the current infrastructure business of the
Company. The Company is therefore committed to investing through acquisitions and strategic
partnerships in prime infrastructure assets with the potential to provide synergies with its existing
operations. Accordingly, the following transactions were entered into in 2021 and 2020.
Transactions in 2021
Transfer of Global Business Power Corporation to Meralco PowerGen Corporation. On

December 23, 2020, BPHI entered into a share purchase agreement with MGen, a wholly-owned
subsidiary of MERALCO, for the sale by BPHI of 56% of the issued and outstanding shares of
GBPC. Accordingly, in 2020, GBPC qualified as a group held for deemed disposal on the date of the
share purchase agreement with GBPC’s assets and liabilities previously consolidated in the
Company’s consolidated statements of financial position reclassified to “Assets under PFRS 5” and
“Liabilities under PFRS 5”, respectively.
After completing all customary closing conditions, including regulatory and third-party approvals, the
transaction was closed effective March 31, 2021.
MPIC continued to take up the full profit or loss of GBPC until March 31, 2021 because control was
only transferred after this date. GBPC’s results of operations and the corresponding gain from the
sale are presented under “Operations of an entity under PFRS 5” in the Company’s consolidated
statements of comprehensive income for the years ended December 31, 2021 and 2020. Pursuant to
the proposed amendments to PFRS 10 and PAS 28, MPIC recognized a full gain on sale of
=4.6 billion in 2021 (see Note 33).
P
Sale of Interest in AIF Toll Roads Holdings (Thailand) Co., Ltd. (“AIF”). On February 19, 2021,
MPTC completed the sale of AIF, which holds 29.45% interest in DMT (see Note 10).
Transactions in 2020
Acquisition of NCI in PT Inpola Meka Energi (“IME”). On February 24, 2020, MPTC, through PT
Energi Infranusantara (“EI”), acquired additional 64,000 shares in IME amounting to IDR 6.4 billion
(equivalent to approximately =P21.9 million). This transaction resulted to an increase in ownership
interest from 56.23% to 61.23%. This was accounted for as an equity transaction with a net premium
of IDR 4,373.0 million (equivalent to approximately P =4.3 million) recognized in equity under “Equity
reserves” account.
Disposition of 10.32% shares in PT Margautama Nusantara (“MUN”) by MPTC. On March 30,

2020, MPTC, through its wholly owned subsidiary, CIIF Infrastructure Holdings Sdn. Bhd. (“CIIF”),
entered into a Share Purchase Agreement with West Nippon Expressway (“NEXCO-West”), Japan
Expressway International Co., Ltd., (“JEXWAY”), and Japan Overseas Infrastructure Investment
Corporation for Transport & Urban Development (“JOIN”), for the partial acquisition by NEXCO-
West, JEXWAY and JOIN from CIIF of 10.32% MUN shares. The value of this transaction is
approximately US$33.4 million (equivalent to =
P1.7 billion).
On April 29, 2020, MUN issued 278 new shares to PT Nusantara Infrastructure Tbk (“PT
Nusantara”). This transaction resulted to a further dilution in MPTC’s effective ownership interest
from 82.20% to 81.85% and was accounted for as an equity transaction. This transaction was
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accounted for as an equity transaction with a net discount of IDR12,079.1 million (equivalent to
approximately =P36.3 million) recognized in equity under “Equity reserves”.
On May 8, 2020, MPTC, through its indirect subsidiary, CIIF, disposed 474 shares or 10.32% interest
in MUN. This transaction resulted to a further decrease in MPTC’s effective ownership interest from
81.85% to 71.53%.
The decrease in effective ownership in MUN was accounted for as an equity transaction in the
consolidated financial statements, with the difference between the carrying value of the interest
disposed and the total consideration received recognized in equity.
(In Millions)
Gross consideration received =1,775
P
Less: Transaction costs (93)
Less: Carrying value of net assets disposed (10.32%) (1,414)
Difference recognized in equity reserves =268
P
Disposition of 34.9% Interest in MPLRC by MPIC. On May 28, 2020, MPIC entered into an
agreement for the acquisition by Sumitomo of a 34.9% interest in MPLRC. MPLRC has an aggregate
55% interest in LRMC.
The decrease in effective ownership in MPLRC was accounted for as an equity transaction in the
consolidated financial statements with the difference between the carrying value of the interest
disposed and the total consideration received, recognized in equity.
(In Millions)
Gross consideration received =3,044
P
Less: Transaction costs (75)
Less: Carrying value of net assets disposed (2,779)
P
The agreement also provides for Sumitomo’s right to issue a put notice for all the MPLRC shares it
owns in the event of a deadlock (following unsuccessful mediation procedures) and in the event of
MPIC’s default on its obligations under the shareholders’ agreement. The exercise price for the put
option is determined as a percentage of the fair value of the MPLRC shares (ranging from 87% to
100%) with the fair value determination in accordance with the shareholders’ agreement.
The Company recognizes NCI, including an update to reflect allocations of profit or loss, allocations
of changes in OCI and dividends declared for the reporting period, as required by PFRS 10,
Consolidated Financial Statements. However, while the put option remains unexercised, the
Company’s accounting at the end of each reporting period is as follows:
a) Derecognition of the carrying value of the non-controlling interest as if NCI was acquired at
that date;
b) Recognition of a financial liability at the present value of the amount payable on exercise of
the NCI put in accordance with PFRS 9; and
c) The difference between (a) and (b) as an equity transaction.
As at December 31, 2021 and 2020, the option liability under “Accounts payable and other current
liabilities” account amounting to =P3,885 million and =
P3,567 million, respectively, were recognized in
relation to the NCI put option (see Note 15). The difference between the financial liability and the
non-controlling interest attributable to Sumitomo amounting to =P1,435 million and =P916 million,
were recognized in equity reserve as at December 31, 2021 and 2020, respectively.
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Acquisition of NCI in PNW. In 2020, MPW increased its ownership interest in PNW from 52.549% to
55.41% through subscription to additional 3.5 million shares for VND35.0 billion (P =74.9 million) . MPW
paid VND5.0 billion (P=10.8 million) as partial payment for the subscription to the new shares. The
remaining VND30.0 billion (P=64.1 million) was paid on July 16, 2020.
The increase in effective ownership in PNW was accounted for as an equity transaction in the
consolidated financial statements, with the difference between the carrying value of the additional
interest acquired and the total consideration paid, recognized in equity.
(In Millions)
Gross consideration paid P75
=
Less: Carrying value of net assets acquired (20)
P
Acquisition of NCI in NLEX Ventures Corp.(“NVC”). On December 29, 2020, MPTC acquired
2,000,000 shares of stock representing 100% ownership of NVC for a total consideration of
=544.0 million from NLEX Corp, which is 75.13% owned by MPTC. In addition, NLEX Corp.
P
assigned stock subscription rights for an additional 1,000,000 shares to MPTC for a total
consideration of =
P200.0 million.
This transaction was accounted for as an equity transaction with impact to “Non-controlling interest”
and “Equity reserves” accounts amounting to =P144.1 million and = P111.2 million (net of =
P32.9 million
transaction costs).
Acquisition of DibzTech, Inc. (“Dibztech”). On November 27, 2020, MPTC acquired 1,980,000
shares of stock representing 100% ownership of Dibztech for a total consideration of =
P63.6 million,
of which =P55.1 million was paid outright and the remaining balance of =
P8.5 million was paid in
January 2021. The transaction was accounted for using the acquisition method under PFRS 3,
Business Combinations.
Dibztech is a tech mobility service provider engaged in operation and maintenance of parking
facilities within Metro Manila.
The fair values of the identifiable assets and liabilities as at the date of acquisition:
Final
Values
(in Millions)
Assets
Cash and cash equivalents =1.0
P
Receivables 0.6
Other current assets 0.1
Property and equipment 3.6
5.3
Liabilities
Accounts payable and other current liabilities 15.6
Total identifiable net assets at fair value (10.3)
Goodwill arising on acquisition (see Note 11) 73.9
Consideration transferred 63.6
Total consideration on acquisition =63.6
P
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The goodwill arising from the acquisition is attributable to synergies and other benefits from
combining the assets and activities of Dibztech to MPTC. None of the goodwill recognized is
expected to be deductible for income tax purposes.
From the date of acquisition, Dibztech has contributed = P2.2 million to the consolidated revenue and
net loss of =
P1.8 million to the consolidated net income. If the combination had taken place at the
beginning of 2020, contributions to the consolidated revenue and consolidated net income would have
been P=14.4 million and =P12.2 million, respectively, for the year ended December 31, 2020. Total
transaction cost amounting to = P0.9 million, has been expensed and is included as part of “General and
administrative expenses” account in the consolidated statement of comprehensive income and is part
of operating cash flows for the year ended December 31, 2020.
5. Operating Segment Information

An operating segment is a component of the Company that engages in business activities from which
it may earn revenue and incur expenses, whose operating results are regularly reviewed by the
Company’s BOD who decides on how resources are to be allocated to the segment and assesses its
performance, and for which discrete financial information is available.
and products namely: power, toll operations, water, rail, and others (see Note 1).
Impact of Coronavirus (“COVID-19”) to MPIC’s Businesses and Operations. The businesses of the
Company have been affected by the global outbreak of a novel strain of COVID-19, which was first
reported in city of Wuhan, Hubei Province, People’s Republic of China. While the outbreak was
initially concentrated in China, in January 2020, the World Health Organization declared the
COVID-19 outbreak as a “Public Health Emergency of International Concern” and as a pandemic on
March 11, 2020. COVID-19 has severely affected and continues to seriously affect the global
economy. Several nations and territories, including the Philippines, have imposed strict quarantine
measures, social distancing rules, closure of work sites, restaurants, bars and non-essential services,
and even complete lockdowns of certain populations or areas. These measures resulted in drastically
reduced economic activities, which brought down demand for the businesses of the Group.
The COVID-19 pandemic has created significant public health concerns as well as economic
disruption, uncertainty, and volatility, all of which have impacted and may continue to impact the
MPIC Group’s businesses. The mobility restrictions implemented by the Republic of the Philippines
(“ROP” or the “Government”) has affected the average daily traffic for the Company’s toll roads
business, and consequently toll revenues. Its light rail business was temporarily suspended between
March 17, 2020 to May 31, 2020, and between August 4, 2020 to August 18, 2020, and was limited to
a maximum capacity of 30% from October 2020 until it was recently increased to 70% in
November 2021 and 100% in March 2022. Demand for water is still behind pre-pandemic levels as
consumption from non-domestic customers remain low. Metro Manila was again placed under
enhanced community quarantine (“ECQ”) for the period from March 29, 2021 until April 11, 2021
and from August 6, 2021 to August 20, 2021, during which period public transport was limited, and
only essential businesses were permitted to continue normal operations while other industries could
operate at 50% of capacity or not at all. This was eased to modified enhanced community quarantine
(“MECQ”) from August 21, 2021 until September 7, 2021. On August 26, 2021, the Department of
Interior and Local Government (“DILG”) of the Philippines announced that the Government will
phase out the large-scale community quarantine measures and replace the same with granular
lockdowns. While the Government had initially intended to implement pilot testing of granular
lockdowns in Metro Manila commencing on September 8, 2021 to September 30, 2021, the
*SGVFS163550*
- 16 -
Government announced on September 7, 2021 that Metro Manila will remain under MECQ until
September 15, 2021 or until the pilot general community quarantine (“GCQ”) with alert level system
is implemented, whichever comes first. The Government subsequently issued the guidelines on the
implementation of granular lockdowns and alert levels system. Under the new guidelines, the new
community quarantine classifications will have five (5) Alert Levels that would determine the
activities allowed in cities and/or municipalities:
 Alert Level 1 – refers to areas where: (a) case transmission is low and decreasing, and (b) where
total bed utilization rate, and intensive care unit utilization rate are low;
 Alert Level 2 – refers to areas where: (a) case transmission is low and decreasing, and (b) (i)
healthcare utilization is low, or case counts are low but increasing, or (ii) case counts are low and
decreasing but total bed utilization rate and intensive care unit utilization rate are increasing;
 Alert Level 3 – refers to areas where case counts are high and/or increasing, with total bed
utilization rate and intensive care unit utilization rate at increasing utilization;
 Alert Level 4 – refers to areas where case counts are high and/or increasing, with total bed
utilization rate and intensive care unit utilization rate are high; and
 Alert Level 5 – refers to areas where case counts are alarming, with total bed utilization rate and
intensive care unit utilization rate at critical level.
After a steady and continued decline in cases, in November 2021, the Philippines was placed at Alert
Level 2. However, with the reported local cases of the highly contagious COVID-19 Omicron variant,
Metro Manila reverted to Alert Level 3, while other regions are under varying Alert Levels, without
prejudice to the reimposition of stricter restrictions in the near future.
On March 1, 2022, Metro Manila, along with thirty-eight (38) other areas throughout the country, was
placed under Alert Level 1. This came as COVID-19 infections and hospitalization continued to
decline.
Government authorities in other countries where the Group and its associated companies operate,
such as Indonesia, Vietnam and Thailand, have also adopted measures, including lockdowns and
closure of non-essential businesses, in an attempt to control the spread of the virus and mitigate the
impact of the outbreak.
The impact of the community quarantine (and various regional lockdowns) on MPIC’s businesses is
as follows:
a. Power - MERALCO. In Luzon, reduction in the demand from the commercial and industrial
sectors partially offset by increased demand from residential customers as a direct consequence of
the NCR-wide ECQ.
In 2021, there was an extension of payment due dates for billings during the ECQ period
provided to customers in accordance with the advisories issued by the Department of Energy and
Energy Regulatory Commission (“ERC”).
b. Toll Operations. NLEX, SCTEX, CAVITEX and CALAX have remained open to facilitate
unhampered movement of essential goods and transit of medical workers amid the Luzon-wide
ECQ while the international roads remained open as well. In 2020 up to early 2021, average
daily vehicle entries in both Philippine and international roads declined as a result of the
*SGVFS163550*
- 17 -
implementation of various levels of quarantine and declaration of national emergency. Traffic

volume started to pick up towards the end of 2021.
c. Water - Maynilad. The pandemic resulted in higher residential demand but at a lower average
tariff rate because of the closure of non-essential businesses which affected the non-domestic
customer segment.
In the absence of meter readings for the domestic customers during the ECQ, Maynilad estimated
the billing affected by the ECQ period using average historical consumption pursuant to the
policy of the MWSS RO. For non-domestic customers, Maynilad used a combination of
electromagnetic flow meter readings, actual readings by the technical team, and customer
photographs of meter readings. Maynilad resumed the conduct of actual meter reading and onsite
billing activities beginning June 1, 2020 and corrections for over/under registration of
consumption from when water bills were averaged were reflected in the customer’s June 2020
Statement of Account (“SOA”).
Maynilad also extended assistance to its customers in the form of payment due date extensions
and a moratorium on disconnections during the ECQ. In its letter dated September 29, 2020, the
MWSS RO ordered a grace period of thirty (30) days for the payment of water bills falling due
within the period of ECQ or MECQ for all types of customers pursuant to the provisions of
Republic Act (“RA”) No. 11494. After the grace period, a three-month installment scheme shall
be provided to the following customers: domestic, micro, small, and medium enterprises
(“MSMEs”) and cooperatives until December 16, 2020. Because of the short lead time and the
operational issues involved, Maynilad opted to defer disconnection until December 17, 2020.
In 2021, Maynilad foregone its rate increase, specifically the approved rebasing adjustment for
2021, as well as the mandated consumer price index (“CPI”) inflation increase of the year.
d. Rail. With the ECQ implementation, operations were suspended starting March 17, 2020.
Operations resumed on June 1, 2020 but at a limited capacity of 13% per directive of the DOTr.
With the implementation of MECQ in NCR, LRT-1 operations were again suspended from
August 4, 2020 to August 18, 2020. On August 19, 2020, LRT-1 resumed operations after
placing NCR back to GCQ. In October 2020, following the DOTr’s directive to gradually
increase maximum passenger capacities, LRMC adjusted passenger loading capacity to 30%. On
November 4, 2021, the passenger capacity for rail lines and selected public utility vehicles
operating in Metro Manila and its adjacent provinces was increased to 70%. The current surge of
COVID-19 cases at the start of 2022 due to the Omicron variant has naturally kept actual
ridership capacity to less than 30%. On March 1, 2022, Metro Manila was placed under Alert
Level 1 and public transport was finally allowed to operate at 100% capacity.
LRMC provided rental assistance to its retail customers in the form of reduced lease payments
when ECQ was implemented.
In March 2022, LRMC partially collected its Business Interruption Claim for Infectious Disease
(COVID-19) from its insurers/reinsurers totaling =
P86 million.
Segment Performance and Monitoring. The Company’s chief operating decision maker is the MPIC
BOD. The MPIC BOD monitors the operating results of each business unit separately for the purpose
of making decisions about resource allocation and performance assessment. Segment performance is
evaluated based on: consolidated net income for the year; earnings before interest, taxes and
depreciation and amortization, or Core EBITDA; Core EBITDA margin; and core income (loss). Net
*SGVFS163550*
- 18 -
income for the year is measured consistent with consolidated net income in the consolidated financial
statements.
Core EBITDA is measured as consolidated net income excluding depreciation and amortization of
property, plant and equipment and intangible assets, asset impairment on noncurrent assets, financing
costs, interest income, equity in net earnings (losses) of associates and joint ventures, net foreign
exchange gains (losses), net gains (losses) on derivative financial instruments, provision for (benefit
from) income tax and other non-recurring gains (losses). Core EBITDA margin pertains to Core
EBITDA divided by operating revenues.
Performance of the operating segments is also assessed based on a measure of recurring profit or core
income. Core income is measured as net income attributable to owners of the Parent Company
excluding the effects of foreign exchange and derivative gains or losses and non-recurring items
(“NRI”), net of tax effect of the aforementioned. NRI represent gains or losses that, through
occurrence or size, are not considered usual operating items.
Segment expenses and segment results exclude transfers or charges between business segments.
These transfers are also eliminated for purposes of the consolidated financial statements.
There are no revenue transactions with a single customer that accounted for 10% or more of the
Company’s consolidated revenues and no material inter-segment revenue transactions for the years
ended December 31, 2021, 2020 and 2019. The Company’s revenue substantially comprises of
services for which revenue recognition is over time.
Segment capital expenditure is the total cost incurred during the period to acquire service concession
assets, property, plant and equipment, and intangible assets other than goodwill. For the consolidated
statements of financial position, difference between the combined segment assets and the
consolidated assets consist of adjustments and eliminations comprising of goodwill and deferred tax
assets. Difference between the combined segment liabilities and the consolidated liabilities largely
consist of deferred tax liabilities.
The following table shows the reconciliations of the Company’s consolidated Core EBITDA to
consolidated net income for the years ended December 31, 2021, 2020 and 2019.
2021 2020 2019

(In Millions)
Consolidated Core EBITDA =25,520
P P30,642
= P42,260
=
Depreciation and amortization (8,157) (10,446) (11,948)
Consolidated EBIT 17,363 20,196 30,312
Adjustments to reconcile with
consolidated net income:
Interest income 745 1,362 2,291
Share in net earnings of equity
method investees 11,229 10,732 11,656
Interest expense (9,591) (11,650) (11,949)
Non-recurring gains (losses) – net* (7,026) (5,625) 3,286
Provision for income tax (1,051) (4,768) (7,778)
Consolidated net income for the year =11,669
P =10,247
P =27,818
P
*Includes net foreign exchange gains (losses)
*SGVFS163550*
- 19 -
The following table shows the reconciliations of Company’s consolidated core income to the
Company’s consolidated net income for the years ended December 31, 2021, 2020 and 2019.
2021 2020 2019

(In Millions)
Consolidated core income
attributable to owners of the
Parent Company =12,325
P =10,238
P =15,602
P
Non-recurring income (expenses) –
net (2,206) (5,490) 8,254
Consolidated net income attributable
to owners of the Parent
Company 10,119 4,748 23,856
Consolidated net income attributable
to non-controlling interest 1,550 5,499 3,962
Consolidated net income for the year =11,669
P =10,247
P =27,818
P
The segment revenues, net income for the year, assets, liabilities, and other segment information of
the Company’s reportable operating segments as at and for the years ended December 31, 2021, 2020
and 2019 are detailed in the succeeding tables.
*SGVFS163550*
- 20 -
The following table presents consolidated information on core income and certain assets and liabilities regarding business segments for the years ended
December 31, 2021, 2020 and 2019:
Year Ended December 31, 2021 (In Millions)

Toll Other Adjustments/ Continuing
Power Operations Water Rail Businesses Eliminations Consolidated GBPC Operations
Total revenue from external sales = 5,012
P = 17,485
P = 23,785
P = 1,133
P = 1,158
P =–
P = 48,573
P = 5,012
P = 43,561
P
Cost of sales and services (3,392) (6,890) (9,358) (1,430) (819) – (21,889) (3,392) (18,497)
Gross Margin (Loss) 1,620 10,595 14,427 (297) 339 – 26,684 1,620 25,064
General and administrative expenses (665) (2,649) (4,073) (567) (1,698) – (9,652) (660) (8,992)
Other income (charges) – net 308 1,307 (783) (19) (482) – 331 308 23
Profit (Loss) before Financing Charges 1,263 9,253 9,571 (883) (1,841) – 17,363 1,268 16,095
Interest expense – net (374) (2,788) (2,288) (35) (3,361) – (8,846) (451) (8,395)
Profit (Loss) before NCI and Income Tax 889 6,465 7,283 (918) (5,202) – 8,517 817 7,700
Non-controlling interest (509) (1,671) (2,833) 367 10 – (4,636) (508) (4,128)
Provision for income tax (46) (969) (1,683) 251 (338) – (2,785) (41) (2,744)
Contribution from Subsidiaries 334 3,825 2,767 (300) (5,530) – 1,096 268 828
Share in net earnings (losses) of equity method investees 10,884 41 (7) – 311 – 11,229 152 11,077
Contribution from Operations – Core Income (Loss) 11,218 3,866 2,760 (300) (5,219) – 12,325 420 11,905
Non-recurring Income (charges) 3,959 (980) (1,353) (2,070) (1,762) – (2,206) 4,670 (6,876)
Segment Income (Loss) Attributable to owners of the Parent
Company = 15,177
P = 2,886
P = 1,407
P (P
= 2,370) (P
= 6,981) =–
P = 10,119
P = 5,090
P = 5,029
P
Core EBITDA = 2,149

P = 11,452
P = 14,371
P (P
= 795) (P
= 1,657) =–
P = 25,520
P = 1,268
P = 16,095
P
Core EBITDA Margin 43% 65% 60% –% –% –% 53% 25% 37%
Non-recurring Charges = 3,853

P (P
= 1,105) (P
= 2,003) (P
= 6,016) (P
= 1,755) P–
= (P
= 7,026) = 4,565
P (P
= 11,591)
Provision for (benefit from) income tax 249 (73) 9 1,550 (1) – 1,734 249 1,485
Non-controlling interest (143) 198 641 2,396 (6) – 3,086 (144) 3,230
Net Non-recurring Charges = 3,959
P (P
= 980) (P
= 1,353) (P
= 2,070) (P
= 1,762) =–
P (P
= 2,206) = 4,670
P (P
= 6,876)
Assets and Liabilities

Segment assets = 4,572
P = 187,536
P = 137,055
P = 36,310
P P33,337
= = 15,843
P P414,653
= P–
= P414,653
=
Investments and advances 133,756 8,231 1,672 – 26,022 – 169,681 – 169,681
Consolidated Total Assets = 138,328
P = 195,767
P = 138,727
P = 36,310
P = 59,359
P = 15,843
P = 584,334
P =–
P = 584,334
P
Segment Liabilities = 4,050

P = 138,450
P = 72,235
P = 29,875
P = 92,977
P = 9,882
P = 347,469
P =–
P = 347,469
P
Other Segment Information
Capital expenditures -
Service concession assets and property, plant and equipment P236
= = 13,773
P = 10,381
P = 6,300
P P145
= P–
= = 30,835
P =–
P = 30,835
P
Depreciation and amortization 886 2,199 4,800 88 184 – 8,157 886 7,271
*SGVFS163550*
- 21 -

Total revenue from external sales =21,400
P =13,564
P =24,561
P =1,263
P =1,136
P =–
P =61,924
P =21,069
P =40,855
P
Cost of sales and services (13,834) (5,583) (8,787) (1,361) (1,032) – (30,597) (13,574) (17,023)
General and administrative expenses (3,502) (1,882) (4,385) (658) (1,645) – (12,072) (3,420) (8,652)
Other income (charges) – net 1,086 493 (530) (115) 7 – 941 1,086 (145)
Interest expense – net (2,043) (2,604) (2,092) (26) (3,523) – (10,288) (1,610) (8,678)
Profit (Loss) before NCI and Income Tax 3,107 3,988 8,767 (897) (5,057) – 9,908 3,551 6,357
Non-controlling interest (1,892) (1,139) (3,006) 402 1 – (5,634) (1,896) (3,738)
Provision for income tax (1,014) (788) (2,584) 155 (537) – (4,768) (1,000) (3,768)
Contribution from Subsidiaries 201 2,061 3,177 (340) (5,593) – (494) 655 (1,149)
Contribution from Operations – Core Income (Loss) 10,594 2,354 3,129 (340) (5,499) – 10,238 1,585 8,653
Non-recurring charges (2,650) (393) (200) (13) (2,234) – (5,490) (28) (5,462)
Segment Income (Loss) Attributable to owners of the Parent Company =7,944
P =1,961
P =2,929
P (P
=353) (P
=7,733) =–
P =4,748
P =1,557
P =3,191
P
Core EBITDA =8,852

P =8,247
P =15,522
P (P
=752) (P
=1,227) =–
P =30,642
P =8,859
P =21,783
P
Non-recurring Charges (P
=2,685) (P
=432) (P
=294) (P
=38) (P
=2,228) =–
P (P
=5,677) (P
=64) (P
=5,613)
Provision for (benefit from) income tax 12 (4) 40 4 (1) – 51 12 39
Non-controlling interest 23 43 54 21 (5) – 136 24 112
Net Non-recurring Charges (P
=2,650) (P
=393) (P
=200) (P
=13) (P
=2,234) =–
P (P
=5,490) (P
=28) (P
=5,462)

Segment assets P74,627
= =158,503
P =138,136
P =35,599
P =30,875
P =15,538
P =453,278
P =70,925
P =382,353
P
Investments and advances 129,867 14,748 2,036 – 17,867 – 164,518 5,044 159,474
Consolidated Total Assets =204,494
P =173,251
P =140,172
P =35,599
P =48,742
P =15,538
P =617,796
P =75,969
P =541,827
P
Segment Liabilities =53,972

P =119,261
P =74,141
P =24,671
P =90,243
P =11,161
P =373,449
P =40,519
P =332,930
P
Service concession assets and property, plant and equipment =399
P =28,016
P =9,354
P =5,829
P =459
P =–
P =44,057
P =399
P =43,658
P
Depreciation and amortization 3,702 1,655 4,663 119 307 – 10,446 3,698 6,748
*SGVFS163550*
- 22 -

Toll Other Adjustments/ Operations Continuing
Power Operations Water Healthcare Rail Businesses Eliminations Consolidated under PFRS 5 Operations
P =18,503
P =25,469
P =14,658
P =3,287
P =1,592
P =–
P =88,157
P =38,881
P =49,276
P
Cost of sales and services (16,018) (6,524) (8,544) (8,895) (2,042) (1,698) – (43,721) (24,634) (19,087)
Gross Margin (Loss) 8,630 11,979 16,925 5,763 1,245 (106) – 44,436 14,247 30,189
General and administrative expenses (2,354) (2,046) (4,153) (3,663) (767) (1,796) – (14,779) (5,929) (8,850)
Other income (charges) – net 380 691 (932) 327 87 102 – 655 707 (52)
Profit (Loss) before Financing Charges 6,656 10,624 11,840 2,427 565 (1,800) – 30,312 9,025 21,287
Interest expense – net (2,204) (2,027) (1,639) (147) 112 (3,753) – (9,658) (1,704) (7,954)
Profit (Loss) before NCI and Income Tax 4,452 8,597 10,201 2,280 677 (5,553) – 20,654 7,321 13,333
Non-controlling interest (2,436) (1,857) (3,470) (906) (261) – – (8,930) (3,331) (5,599)
Provision for income tax (1,171) (2,256) (3,048) (745) (97) (461) – (7,778) (1,862) (5,916)
Contribution from Subsidiaries 845 4,484 3,683 629 319 (6,014) – 3,946 2,128 1,818
Share in net earnings (losses) of equity method investees 10,824 605 (64) 238 – 53 – 11,656 649 11,007
Contribution from Operations – Core Income (Loss) 11,669 5,089 3,619 867 319 (5,961) – 15,602 2,777 12,825
Non-recurring charges (304) (331) (12,752) 25,837 (18) (4,178) – 8,254 25,859 (17,605)
P =4,758
P (P
=9,133) =26,704
P =301
P (P
=10,139) =–
P =23,856
P =28,636
P (P
=4,780)
Core EBITDA =10,020

P =12,643
P =16,344
P =3,780
P P678
= (P
=1,205) =–
P =42,260
P =13,738
P =28,522
P
Core EBITDA Margin 41% 68% 64% 26% 21% –% –% 48% 35% 58%
=219) (P
=184) (P
=20,106) =31,915
P (P
=36) (P
=4,250) =–
P P7,120
= =32,007
P (P
=24,887)
Provision for (benefit from) income tax (58) (172) 2,504 (6,123) 3 12 – (3,834) (6,166) 2,332
Non-controlling interest (27) 25 4,850 45 15 60 – 4,968 19 4,949
=304) (P
=331) (P
=12,752) =25,837
P (P
=18) (P
=4,178) =–
P =8,254
P =25,860
P (P
=17,606)

= =136,080
P =130,466
P =–
P =30,870
P =50,530
P =16,603
P =442,686
P =–
P =442,686
P
Investments and advances 132,156 16,031 2,131 16,695 – 2,079 – 169,092 16,695 152,397
P =152,111
P =132,597
P =16,695
P =30,870
P =52,609
P =16,603
P =611,778
P =16,695
P =595,083
P

P =102,398
P =73,162
P =–
P =17,291
P =103,264
P =14,170
P =365,733
P =–
P =365,733
P
P =23,796
P =16,432
P =1,806
P =7,593
P =103
P =–
P =50,669
P =1,806
P =48,863
P
Depreciation and amortization 3,364 2,019 4,504 1,353 113 595 – 11,948 4,713 7,235
*SGVFS163550*
- 23 -
The following table shows the analysis and allocation of the consolidated results of operations of the Company to core and NRI and is provided to reconcile the preceding
consolidated segment information, amounts and balances with the consolidated statements of comprehensive income:
2021 2020 2019

Core NRI Reclassification Consolidated Core NRI Reclassification Consolidated Core NRI Reclassification Consolidated
(In Millions)
CONTINUING OPERATIONS
OPERATING REVENUES
Water and sewerage services revenue = 23,981
P =–
P (P
=362) = 23,619
P P24,561
= P–
= (P
=258) P24,303
= P25,469
= P−
= (P
=418) P25,051
=
Toll fees 17,485 – – 17,485 13,564 – – 13,564 18,503 − − 18,503
Rail revenue 1,133 – – 1,133 1,263 – – 1,263 3,287 − − 3,287
Logistics revenues 569 – – 569 1,136 – – 1,136 1,592 − − 1,592
Other revenues 393 – 362 755 331 – 258 589 425 − 418 843
43,561 – – 43,561 40,855 – – 40,855 49,276 − − 49,276
COST OF SALES AND SERVICES (18,496) (98) – (18,594) (17,023) (246) – (17,269) (19,087) 1 − (19,086)
GROSS PROFIT (LOSS) 25,065 (98) – 24,967 23,832 (246) – 23,586 30,189 1 − 30,190
General and administrative expenses (8,992) (1,425) – (10,417) (8,652) (937) – (9,589) (8,850) (1,333) − (10,183)
Interest expense (9,137) (93) – (9,230) (9,900) (110) – (10,010) (9,734) (45) − (9,779)
Share in net earnings (losses) of equity method investees 11,077 (775) – 10,302 9,802 (2,465) – 7,337 11,007 (253) − 10,754
Interest income 743 2 – 745 1,222 7 – 1,229 1,780 13 − 1,793
Construction revenue 27,014 – – 27,014 33,988 – – 33,988 42,795 − − 42,795
Construction costs (27,014) – – (27,014) (33,988) – – (33,988) (42,795) − − (42,795)
Others 17 (9,198) – (9,181) (146) (1,862) – (2,008) (52) (23,270) − (23,322)
INCOME (LOSS) FROM CONTINUING OPERATIONS

BEFORE INCOME TAX 18,773 (11,587) – 7,186 16,158 (5,613) – 10,545 24,340 (24,887) − (547)
PROVISION FOR (BENEFIT FROM) INCOME TAX (2,744) 1,485 – (1,259) (3,767) 39 – (3,728) (5,916) (2,332) − (3,584)

OPERATIONS 16,029 (10,102) – 5,927 12,391 (5,574) – 6,817 18,424 (22,555) − (4,131)
NET INCOME (LOSS) FROM OPERATIONS OF

ENTITIES UNDER PFRS 5 932 4,810 – 5,742 3,481 (51) – 3,430 6,108 25,841 − 31,949
NET INCOME (LOSS) = 16,961

P (P
=5,292) =–
P = 11,669
P =15,872
P (P
=5,625) =–
P =10,247
P =24,532
P =3,286
P − =27,818
P
Net Income Attributable to:

Owners of the Parent Company = 12,325
P (P
=2,206) =–
P = 10,119
P =10,238
P (P
=5,490) P–
= P4,748
= =15,602
P P8,254
= − =23,856
P
NCI 4,636 (3,086) – 1,550 5,634 (135) – 5,499 8,930 (4,968) − 3,962
= 16,961
P (P
=5,292) =–
P = 11,669
P =15,872
P (P
=5,625) =–
P =10,247
P =24,532
P =3,286
P − =27,818
P
*SGVFS163550*
- 24 -
By Geographical Market
While the Company’s geographic focus is still predominantly the Philippines, MPIC has started
increasing its presence in Southeast Asia with its investments in Indonesia (PT Nusantara, which was
consolidated beginning July 2018) and Vietnam (CII B&R, Tuan Loc Water Resources Investment
Joint Stock Company and BOO Phu Ninh Water Treatment Plant Joint Stock Company; see Notes 4
and 10).
2021 2020 2019

(In Millions)
Revenue
Philippines =39,477
P =39,186
P =47,118
P
Indonesia 4,060 1,658 2,153
Vietnam 24 11 5
43,561 40,855 49,276
From Operations of Entities under PFRS 5
Philippines (see Notes 32 and 33) 5,012 21,069 38,881
=48,573
P P61,924
= P88,157
=
Share in net earnings (losses) of equity

method investees (see Note 10)
Philippines =10,277
P =7,104
P =10,234
P
Indonesia 123 104 217
Thailand 6 265 445
Vietnam (104) (136) (142)
10,302 7,337 10,754
Philippines (see Notes 32 and 33) 152 930 648
=10,454
P =8,267
P =11,402
P
Non-current assets (a):

Philippines =472,175
P =432,536
P =466,177
P
Indonesia 28,357 26,943 25,728
Thailand – 7,061 8,079
Vietnam 5,389 6,050 3,482
=505,921
P =472,590
P =503,466
P
(a)
Excluding financial instruments and deferred tax assets.
6. Material Partly-owned Subsidiaries
In determining whether an NCI is material to the Company, management employs both quantitative
and qualitative factors to evaluate the nature of, and risks associated with, the Company’s interests in
these entities; and the effects of those interests on the Company’s financial position. Factors
considered include, but not limited to, carrying value of the subsidiary’s NCI relative to the NCI
recognized in the Company’s consolidated financial statements, the subsidiary’s contribution to the
Company’s consolidated revenues and net income, and other relevant qualitative risks associated with
the subsidiary’s nature, purpose and size of activities.
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Based on management’s assessment, the Company has concluded that the following are the
subsidiaries with NCI that are material to the Company: (i) MWHC, (ii) NLEX Corp, (iii) PT
Nusantara, (iv) GBPC (up to December 31, 2020; see Notes 1 and 33), (v) MPLRC (starting 2020;
see Note 4), and (vi) LRMC (up to December 31, 2019; included in MPLRC in 2020; see Note 4).
The ability of these subsidiaries to pay dividends or make other distributions or payments to their
shareholders (including the Company) is subject to applicable laws and other restrictions contained in
financing agreements, shareholder agreements and other agreements that prohibit or limit the
payment of dividends or other transfers of funds. Such applicable restrictions are as follows:
 Under the financing agreements as disclosed in Note 18, which include satisfying certain
financial ratios and other covenants to be able to declare or pay cash dividends;
 Under Philippine law, a corporation is permitted to declare dividends only to the extent that it
has unrestricted retained earnings that represent the undistributed earnings of the corporation
which have not been allocated for any managerial, contractual or legal purposes and which
are free for distribution to the shareholders as dividends; and,
 Under NLEX Corp’s shareholders’ agreement, unless otherwise agreed upon by the
shareholders, no amounts shall be distributed by way of dividends until PNCC’s share in the
project revenue collection has been repaid in full.
Maynilad appropriated retained earnings amounting to nil and =

P1.75 billion for the years ended
December 31, 2021 and 2020, respectively. Appropriation of the retained earnings as of
December 31, 2020 has been made for pipelaying projects expected to be implemented in the next
two years.
As at December 31, 2021 and 2020, NLEX Corp. has unpaid dividends to non-controlling
shareholders amounting to =P594 million and = P554 million, respectively. As at December 31, 2019,
GBPC had unpaid dividends to non-controlling shareholders amounting to = P2,095 million (see
Note 15). As discussed in Note 1, GBPC qualified as a group held for deemed disposal as of
December 31, 2020 with GBPC’s assets and liabilities previously consolidated in the Company’s
consolidated statement of financial position reclassified to “Assets under PFRS 5” and “Liabilities
under PFRS 5”, respectively, as at December 31, 2020 (see Note 33).
For years ended December 31, 2021 and 2020, equity infusion of NCI into MPLRC, LRMH and
LRMC with an aggregate amount of =P1,561 million and =P815 million, respectively, are included in
“Other movements in NCI” in the consolidated statements of changes in equity.
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The summarized financial information are presented before inter-company eliminations but after consolidation adjustments for goodwill, other fair value
adjustments on acquisition and adjustments required to apply uniform accounting policies at group level.
December 31, 2021 December 31, 2020 December 31, 2019

NLEX PT NLEX PT NLEX PT
MWHC Corp Nusantara MPLRC MWHC Corp Nusantara MPLRC GBPC MWHC Corp Nusantara LRMC
Equity share held by NCI 47.2% 24.9% 23.7% 34.9% 47.2% 24.9% 23.7% 34.9% 37.6% 47.2% 24.9% 23.7% 45.0%
Summarized statements of financial position
Current assets P
= 13,960 P
= 5,354 P
= 4,569 P
= 2,238 P18,795
= P
=4,256 P
=2,300 P
=1,592 P
=20,230 P
=16,174 P
=5,867 P
=3,080 P
=2,341
Non-current assets(a) 124,325 66,403 28,340 39,267 118,963 62,267 26,964 33,224 60,139 103,681 55,845 24,719 28,066
Current liabilities 22,318 7,916 2,088 2,660 22,585 12,817 1,694 2,069 11,441 20,672 8,199 1,750 2,115
Non-current liabilities 47,780 38,471 11,403 23,122 49,922 30,270 8,737 18,947 34,099 48,434 30,646 7,521 15,293
Total equity 68,187 25,370 19,418 15,723 65,251 23,436 18,833 13,800 34,829 50,749 22,867 18,528 12,999
Attributable to:
Equity holders of MPIC 35,841 21,213 11,762 5,634 34,288 19,856 11,294 7,597 17,397 26,631 19,366 14,426 7,148
NCI 32,345 4,157 7,650 10,089 30,963 3,580 7,539 6,203 17,432 24,118 3,501 4,102 5,851
Revenues 21,950 14,031 2,318 1,133 22,937 10,860 1,839 1,263 24,223 23,992 15,056 2,382 3,287
Net income (loss) 5,702 6,093 (162) (590) 6,424 3,564 352 (721) 4,283 (8,739) 6,605 513 611
Total comprehensive income (loss) 6,049 6,041 (175) (572) 6,343 3,537 316 (713) 4,283 (8,820) 6,531 515 595
Net income (loss) attributable to NCI 2,685 1,520 (40) (379) 3,366 889 186 (451) 2,431 (1,401) 1,639 156 278
Dividends declared to NCI 1,410 1,228 – – – 738 – – 2,095 2,352 1,399 – –
Dividends paid to NCI 1,410 1,187 – – – 1,170 – – 1,961 2,352 1,170 36 –
Summarized statements of cash flows
Operating 14,053 8,647 498 (2,858) 14,261 5,662 4,538 (2,909) 6,534 15,766 10,335 1,346 224
Investing (9,926) (5,819) (1,218) (3,383) (9,016) (7,119) (9,215) (3,893) (396) (14,227) (7,719) (2,728) (7,636)
Financing (8,114) (1,318) 3,006 6,795 (4,706) (601) 3,771 5,976 (6,892) (1,655) (665) 1,117 7,471
Net increase (decrease) in cash and cash equivalents (3,987) 1,510 2,286 554 539 (2,058) (906) (826) (754) (116) 1,951 (265) 59
Cash and cash equivalents – beginning 11,965 2,342 2,158 831 11,426 4,400 2,158 1,657 9,070 11,542 2,449 2,423 1,580
Cash and cash equivalents – end P
= 7,978 P
= 3,852 P
= 4,444 P
= 1,385 =11,965
P P
=2,342 P
=1,252 =831
P =8,316
P P
=11,426 =
P4,400 P
=2,158 P
=1,639
(a) Includes goodwill recognized as at acquisition date (see Note 11)
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7. Cash and Cash Equivalents, Short-term Deposits and Restricted Cash
Cash and Cash Equivalents and Short-term Deposits. This account consists of:
2021 2020
(In Millions)
Cash and cash equivalents P
=44,858 =41,539
P
Short-term deposits 4,712 7,283
P
=49,570 =48,822
P
Cash and cash equivalents include cash in banks and temporary placements that are made for varying
periods of up to three months depending on the immediate cash requirements of the Company. Cash
in banks and temporary placements earn interest at the prevailing bank and temporary placements
rates, respectively.
Short-term deposits are deposits with original maturities of more than three months to one year from
dates of acquisition and earn interest at the prevailing short-term deposits rates. Short-term deposits
account also included investments in Unit Investment Trust Fund (“UITF”). While the UITF was
classified as financial asset at fair value through profit or loss (“FVPL”), the entire investment is
presented under the short-term deposits account as the fund comprises of short-term money market
securities, time and special deposit accounts with average maturity of less than 30 days and is part of
the Company’s cash management policy (see Note 34).
For the purpose of the consolidated statements of cash flows, cash and cash equivalents comprise of
the following as at December 31:
2021 2020 2019

(In Millions)
Cash on hand and in banks P
=14,046 =9,317
P =9,441
P
Short-term deposits that qualify
as cash equivalents 30,812 32,222 63,770
44,858 41,539 73,211
Cash and cash equivalents – entity
under PFRS 5 (see Note 33) – 6,655 –
P
=44,858 =48,194
P =73,211
P
Restricted Cash. Restricted cash, classified under current assets, pertains to sinking fund or debt
service account (“DSA”) representing amounts set aside for semi-annual principal and interest
payments of certain long-term debt. This DSA is maintained and replenished in accordance with the
provision of the loan agreements.
Interest income from the restricted cash is for the account of the Company.
Interest income yield per annum on short-term deposits range from 0.20% to 1.65% in 2021 and from
0.50% to 3.50% in 2020. Interest earned from cash and cash equivalents, short-term deposits and
restricted cash from continuing operations amounted to =
P335 million, P
=1,083 million and
=1,570 million for the years ended December 31, 2021, 2020 and 2019, respectively (see Note 24).
P
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8. Receivables
This account consists of:
2021 2020
(In Millions)
Trade:
Water P
=4,620 =5,068
P
Tollroads 649 483
Logistics 327 832
Others 138 191
Contract assets/unbilled receivables 1,200 1,332
Concession financial receivable 2,526 2,435
Advances to Department of Public Works and
Highways (“DPWH”) 648 285
Nontrade 2,138 1,478
12,246 12,104
Less allowance for ECL (see Note 34) 1,466 1,506
10,780 10,598
Less current portion 8,272 8,228
Noncurrent portion* P
=2,508 =2,370
P
*Included in “Other noncurrent assets” account
Trade Receivables. Trade receivables which are non-interest bearing, included receivables arising
from the following:
 Water. Receivables from water service customers with generally a 60-day term. For bulk water
services, with generally 45 to 60-day term. As discussed in Note 5, Maynilad extended assistance
to its customers in the form of payment due date extensions and a moratorium on disconnections
during the community quarantines.
 Power. Outstanding billings for energy fees and pass-through fuel costs arising from the delivery
of electricity to customers and energy sales to the Wholesale Electricity Spot Market (“WESM”).
Normal credit term is 15 to 30 days from the date of receipt of billing. As discussed in Note 1,
GBPC qualified as a group held for deemed disposal as of December 31, 2020 with GBPC’s
assets and liabilities previously consolidated in the Company’s consolidated statement of
financial position reclassified to “Assets under PFRS 5” and “Liabilities under PFRS 5”,
respectively, as at December 31, 2020 (see Note 33).
 Others. Other trade receivables account included receivables arising from operations and
maintenance (“O&M”) and construction services of water and waste treatment facilities (with 30
to 60-day credit term)
Contract Assets/Unbilled Receivables. Unbilled receivables represent right to consideration in

exchange for water services that are yet to be billed to customers.
In 2021, the Department of Environmental and Natural Resources (“DENR”) issued DENR
Administrative Order (“DAO”) No. 2021-19 to update the Water Quality Guidelines and General
Effluent Standards which resulted to postponement of ESTII’s wastewater treatment plant upgrades
that were previously required under the old DAO 2016-08. COVID-19 has also influenced clients to
reduce spending which pushed prices lower and allowed new entrants to wage price wars. In light of
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these, various related assets of ESTII were impaired. A provision of =

P102 million was recognized
against ESTII’s contract assets.
Concession Financial Receivable. Concession financial receivable pertains to the guaranteed

minimum payment that will be received by the Company from grantors under the following service
concession arrangements:
 On April 24, 2012, PT Dain Celicani Cemerlang (“DCC”), a subsidiary of PT Nusantara entered
into a Cooperation Agreement for the supply of treated water to PT Kawasan Industri Medan
(Persero) (“KIM”) for a period of 20 years (excluding construction phase). The agreement states
that DCC shall build a water treatment plant on the land owned by KIM under build-operate-
transfer (“BOT”) scheme. Both parties agree the minimum supply of treated water volume at
transfer point is 250,000 cubic meter (m3) per month at IDR 5,800 per m3 [excluding value-
added tax (“VAT”)]. The price will be evaluated and adjusted at 10% in every three (3) years or
at the time of the increase in electricity, fuel and other tariff which affect production costs
directly. The concession financial receivable pertains to the guaranteed minimum payment that
will be received by DCC from KIM under the water supply agreement.
 In August 2018, PT Energi Infranusantara, a wholly-owned subsidiary of PT Nusantara, acquired

80% of the capital stock of PT Rezeki Perkasa Sejahtera Lestari (“RPSL”), a biomass power plant
operator. RPSL has an Electrical Power Purchase Agreement with PT Perusahaan Listrik Negara
(Persero) (“PLN”) for the construction and operation of a Biomass Power Plant for a period of
twenty (20) years from the start of operations. Under the agreement, RPSL will supply a portion
of the generated power from the power plant to PLN in accordance with the terms and conditions
of the agreement. The concession financial receivable pertains to the guaranteed minimum
payment that will be received by RPSL from PLN under the electrical power purchase agreement.
Finance income amounting to P=217 million, =

P145 million and =
P153 million for the years ended
December 31, 2021, 2020 and 2019, respectively, were recognized under “Interest income” in the
consolidated statement of comprehensive income (see Note 24).
Advances to DPWH. Advances to DPWH include (i) advances in order to fast track the acquisition of
right-of-way for the construction of Segments 9 and 10, portions of Phase II of NLEX pursuant to the
Reimbursement Agreement entered into by NLEX Corp. with DPWH in 2013; (ii) direct advances to
certain Segment 9 landowners as consideration for the grant of immediate right-of-way possession to
NLEX Corp. ahead of the expropriation proceedings. Under a Deed of Assignment (“DOA”) with
Special Power of Attorney (“SPA”) agreement, these landowners agreed to assign their receivables
from DPWH to NLEX Corp. in consideration for the direct advances received from NLEX Corp.; and
(iii) advances and reimbursement agreement between MPCALA Holdings, Inc. (“MPCALA”) and
DPWH where the parties have agreed that DPWH shall execute its power to acquire the necessary
right-of-way while MPCALA shall advance the amounts negotiated for such and shall be later
reimbursed by DPWH within 60 days from the receipt of the MPCALA’s request for reimbursement.
These advances to DPWH are noninterest-bearing and are collectible within a year.
Notes Receivable. Notes receivable aggregating =P150 million comprising of defaulted loans are fully
provided with allowance as at December 31, 2019. In 2020, a settlement of =
P30 million was agreed
and collected and the remaining balance of the note receivable amounting to =
P120 million was
written off.
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Nontrade Receivables. Nontrade receivables also included (i) advances to customers, affiliates and
officers and employees that are generally collectible within a year and (ii) advances to former
subsidiaries and related parties (see Note 19). Portion of advances to former subsidiaries and
affiliates of the Company are fully provided with allowance.
9. Other Current Assets

This account consists of the following:
2021 2020
(In Millions)
Current portion of:
Input VAT (a) P
=5,829 =4,395
P
Due from related parties (see Note 19) 4,402 279
Advances to contractors and consultants (b) 419 335
Inventories (c) 998 881
Prepaid expenses (d) 725 1,010
Creditable withholding tax (“CWT”) (e) 787 753
Deferred financing cost (f) 145 348
Financial assets at fair value through other
comprehensive income (“FVOCI”) 126 155
Others 49 337
13,480 8,493
Less allowance for decline in value (a,b,d) 885 486
P
=12,595 =8,007
P
a. Input VAT pertains to VAT imposed on purchases of goods and services. These are expected to
be offset against output VAT (see Note 15) arising from the Company’s revenue/income subject
to VAT in the future. Noncurrent portion as at December 31, 2021 and 2020 amounted to
=233 million and P
P =114 million, respectively, and is included under “Other noncurrent assets”.
The noncurrent portion pertains to input VAT that can be offset against output VAT beyond one
year and those that can be claimed as tax credits . In 2021, management provides allowance
amounting to =P245.0 million for input VAT recognized in prior years which the Company may
no longer be able to utilize.
b. Noncurrent portion of advances to contractors and consultants included under “Other noncurrent
assets” as at December 31, 2021 and 2020 amounted to =P8,465 million and =P6,900 million,
respectively.
c. Inventories as at December 31, 2021 and 2020, mainly pertains to LRMC’s rail engineering
supplies and others. The Company provides inventory obsolescence for the difference between
cost and NRV of inventories due to damage, physical deterioration, obsolescence, changes in
price levels or other causes.
d. Prepaid expenses mainly pertain to insurance, performance bond and various deposits.
e. This represents amount withheld by counterparty for services rendered by the Company which
can be claimed as tax credits. As at December 31, 2021 and 2020, management provided
allowance for decline in value amounting to =
P465 million and =P320 million, respectively,
representing CWT recognized in prior years which the Company may no longer be able to utilize.
f. These pertain to debt issue costs of undrawn amounts of the loan facilities.
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10. Investments and Advances

2021 2020
(In Millions)
Equity method investees:
Associates:
Material
MERALCO P
=133,755 =124,823
P
MPHHI (see Note 32) 16,989 16,740
JLB 5,259 4,953
CII B&R 2,989 2,707
DMT − 7,088
ATEC (see Notes 4 and 26) − −
Others 2,811 3,163
Joint venture:
KM Infra/ PCSPC 6,978 −
168,781 159,474
Advances to equity method investee 900 −
P
=169,681 =159,474
P
Equity Method Investees

Investments in equity method investees pertain to the Company’s investments in associates and joint
ventures.
Material Associates.
In determining whether an equity method investee is material to the Company, management employs
both quantitative and qualitative factors to evaluate the nature of, and risks associated with, the
Company’s interests in these entities; and the effects of those interest on the Company’s financial
position. Factors considered include, but not limited to, carrying value of the investee relative to the
total equity method investments recognized in the Company’s consolidated financial statements, the
equity investee’s contribution to the Company’s consolidated net income, and other relevant
qualitative risks associated with the equity investee’s nature, purpose and size of activities.
The Company’s investments in material associates substantially comprise of MPIC’s investments in:
Ownership Interest in %
Principal
Place of
Business Principal Activities 2021 2020
Associates:
MERALCO – Direct Philippines Power 10.5 10.5
MERALCO – Indirect* Philippines Power 35.0 35.0
Alsons Thermal Energy Corporation
(“ATEC”) (see Notes 4 and 26) Philippines Power − 50.0
DMT Thailand Tollways − 29.4
CII B&R Vietnam Tollways 44.9 44.9
PT Jakarta Lingkar Baratsatu (“JLB”) Indonesia Tollways 35.0 35.0
MPHHI Philippines Healthcare 20.0 20.0
Joint Venture:
KM Infrastructure (“KM
Infra”)/Philippine Coastal Storage &
Pipeline Corporation (“PCSPC”)
(previously a wholly-owned subsidiary, Investment holding/
see Note 41) Philippines Storage 50.0 −
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Movements in this account:
2021 2020
(In Millions)
Acquisition costs
Balance at beginning of year P
=159,236 =161,727
P
Additions during the year:
Equity infusion into existing investees 7,176 60
Assets under PFRS 5 - ATEC (see Note 33) − (2,551)
Disposal (5,835) −
Balance at end of year 160,577 159,236
Accumulated equity in net earnings
Balance at beginning of year 3,406 4,376
Share in net earnings (losses) for the year:
Continuing operations:
MERALCO 10,025 7,002
MPHHI 249 44
JLB 118 110
DMT 6 266
CII B&R (87) (72)
Others (9) (13)
Operations of entities under PFRS 5
(see Note 33) − 930
Dividends:
MERALCO (6,601) (7,734)
ATEC − (540)
CII B&R − (214)
DMT (10) (71)
JLB (48) (72)
Others (54) −
Assets under PFRS 5 -ATEC (see Note 33) − (606)
Reclassification (see Note 33) 2,332 −
Disposal (230) −
Accumulated share in the investees’ OCI
Balance at beginning of year (1,474) 1,700
Share in investees’ OCI during the year 2,811 (3,179)
Reserves under PFRS 5 (see Note 33) − 5
Balance at end of year 1,337 (1,474)
Less allowance for impairment loss
Balance at beginning of year 1,694 1,634
Provision (see Note 24) 536 60
P
=168,781 =159,474
P
MERALCO
MERALCO is a Philippine corporation with its shares listed in the PSE. It is the largest distributor of
electricity in the Philippines with its franchise valid until June 2028.
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The fair value of the Company’s effective investment in MERALCO at 45.5% amounted to
=152 billion and P
P =150 billion as at December 31, 2021 and 2020, respectively, based on the quoted
price of MERALCO as at those dates.
A pledge on Beacon Electric’s investments in MERALCO shares secured Beacon Electric’s loan
facilities with a syndicate of various financial institutions. In 2019, the pledge on the MERALCO
shares have been terminated upon full and final discharge of the obligation under the Note Facility
Agreements (see Note 18).
On March 1, 2021, the BOD of MERALCO approved the declaration of final cash dividends of
=
P7.824 per share to all shareholders of record as at March 30, 2021, payable on April 26, 2021. This
represents 65% payout from the Consolidated Core Net Income (“CCNI”) of P =21.7 billion for the
year ended December 31, 2020, in line with the Company’s dividend policy. Including the interim
dividend of =
P4.697 a share, total dividends per share is =
P12.521.
On July 26, 2021, the BOD of MERALCO approved the declaration of cash dividends amounting to
=
P5.057 per share to all shareholders of record as at August 23, 2021, payable on September 15, 2021.
This represents the interim regular cash dividend from the first half 2021 CCNI. This is 50% of
MERALCO’s core earnings for the period.
On February 28, 2022, MERALCO approved the declaration of cash dividends amounting to
=10.226 per share to all shareholders of record as at March 30, 2022, payable on April 26, 2022. This
P
brings total dividends declared out of 2021 earnings to =
P15.283 per share or an equivalent of 70% of
CCNI. The total dividends attributable to the Company (MPIC and Beacon Electric) is
=5,240 million.
P
KM Infra/PCSPC
On December 9, 2020, MPIC and Keppel Infrastructure Fund Management Pte. Ltd. [in its capacity
as trustee-manager of Keppel Infrastructure Trust (“KIT”)] entered into a sale and purchase
agreement with Macquarie Infrastructure Holdings (Philippines) Pte. Limited, Government Service
Insurance System and Langoer Investments Holding B.V. for the acquisition of 100% of the total
issued capital stock of Philippine Tank Storage International Holdings, Inc. (“PTSI”).
On January 29, 2021, MPIC and Keppel Infrastructure Fund Management Pte. Ltd. (in its capacity as
trustee-manager of KIT) completed the acquisition of 100% of the total issued capital stock of PTSI
(the “Transaction Completion”). The shares of PTSI were indirectly acquired by MPIC and KIT
through a Philippine holding company, KM Infra, which, at the time of the Transaction Completion,
was 80% owned by Bay Philippines Holdings Corporation (“Bay PH”) (a 100% indirect subsidiary of
KIT) and 20% owned by MPIC.
On the same day after the Transaction Completion, Bay PH and MPIC entered into a Deed of Sale
whereby KIT agreed to sell to MPIC approximately 30% of the outstanding shares of KM Infra,
(“KM Sale Transaction”). As a result of the KM Sale Transaction, MPIC’s total shareholding in KM
Infra increased to approximately 50% of its total outstanding capital stock.
In addition to the payment of the purchase price for the additional 30% stake, MPIC also agreed to
reimburse KIT for transaction costs and expenses relating to the 30% interest that it agreed to sell to
MPIC.
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MPIC and KIT also entered into a shareholders’ agreement to govern their relationship in managing
KM Infra and its subsidiaries, containing, among others, customary governance provisions, transfer
provisions and deadlock resolution mechanisms. The Company accounted for its investment in KM
Infra under the equity method of accounting as a jointly-controlled entity. Total acquisition cost for
the 50% effective ownership in PTSI amounted to = P7.1 billion (including transaction costs).
PTSI wholly owns PCSPC. Strategically located in the Subic Bay Freeport Zone, PCSPC is the
largest petroleum product import terminal in the Philippines with a storage capacity of approximately
6.0 million barrels. The 150-hectare facility comprises of 86 storage tanks, two piers and a pipeline
infrastructure connecting the entire facility. Due to its location, PCSPC provides clients with a well-
connected distribution hub to the largest economic catchment area – Metro Manila and North Luzon.
As at December 31, 2020, prior to the Transaction Completion, KM Infra, Razor Crest Storage
Infrastructure Holdings Corporation (“Razor”), and Hyperion Storage Holdings Corporation
(“Hyperion”) were all directly wholly owned entities by MPIC (see Note 41). These entities were all
incorporated for the purpose of investing into PTSI and PCSPC. After the restructuring and by the
date of KM Sale Transaction, MPIC’s stake in KM Infra was reduced to 50% and became a jointly-
controlled entity by MPIC and KIT. KM Infra owns 100% of Razor, while Razor owns 100% of
Hyperion. Hyperion in turn owns 100% of PTSI.
ATEC
On November 27, 2017, GBPC completed the acquisition of a 50% less one share stake in ATEC, the
holding company for Alsons Consolidated Resources, Inc’s (“ACR”) baseload coal-fired power plant
assets for a total consideration of =
P4.3 billion allocated as follows: (i) P
=2.4 billion for the common
shares and (ii) =
P1.9 billion for the assignment of certain advances of ACR to ATEC.
ATEC has ownership in the following companies: (i) 75% in Sarangani Energy Corporation which
owns a 2x118.5 Megawatts (“MW”) (gross capacity) baseload coal-fired (with the second 118.5 MW
unit declaring commercial operations on October 10, 2019) in Maasim, Sarangani Province; (ii)
100% in San Ramon Power, Inc. (“SRPI”) which is developing a 120 MW baseload coal-fired plant
in Zamboanga City; and (iii) 100% in ACES Technical Services Corporation.
In July and August 2020, ATEC declared dividends of which =

P540 million was attributable to GBPC.
As disclosed in Note 1, GBPC qualified as a group held for deemed disposal as of

December 31, 2020. Accordingly, the investment in ATEC (including the advances) was included in
the “Assets under PFRS 5” (see Note 33). Upon completion of the disposal, the investment in ATEC
(including the advances) was derecognized as part of deconsolidation.
DMT
DMT is a major toll road operator in Bangkok, Thailand. The concession for DMT runs until 2034
for the operation of a 21.9-kilometer six-lane elevated toll road from central Bangkok to Don Muang
International Airport and further to the National Monument, north of Bangkok.
On February 16, 2021, FPM Tollway (Thailand) Limited (“FPM”), a 100% indirect subsidiary of
MPTC, entered into SPAs with several third parties for the sale of its 100% ownership in AIF. The
total price for shares amounted to US$ 149.3 million (equivalent to approximately =P7.2 billion) which
was paid in cash by the buyers on February 19, 2021, the closing date of the transaction. The
transaction resulted to a disposal of 100% ownership, upon which, the consolidation of these entities
also ceases. AIF owns approximately 29.45% of the outstanding shares of DMT. Effective
February 19, 2021, DMT is no longer an associate of the Company.
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CII B&R
CII B&R and its subsidiaries are primarily engaged in the construction, development and operation in
urban infrastructure sector under the BOT contracts and built-transfer contracts. CII B&R is
incorporated in Vietnam and listed in Ho Chi Minh City Stock Exchange.
The fair value of CII B&R shares held by the Company (including the equivalent shares of the
potential voting rights) based on quoted market price amounted to VND4,169 billion (P =9.4 billion)
and VND5,980 billion (P =12.4 billion) as at December 31, 2021 and 2020, respectively.
JLB
JLB is a company that holds the concession to operate a 9.7 km length toll road until 2042 in
Jakarata, Indonesia. This toll road connects Kebon Jeruk (West Jakarta) with Penjaringan (Soekarno-
Hatta International Airport area, Cengkareng).
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Material Investees – Summarized Financial Information

The tables below provide summarized financial information for the Company’s material investees. The information disclosed reflects the amounts presented in the
financial statements of the relevant investees and not the Company’s share of those amounts.
December 31, 2021 December 31, 2020
MERALCO MPHHI KM Infra CII B&R JLB MERALCO MPHHI DMT CII B&R JLB
(In Millions)
Summarized statements of financial position
Current assets P137,019
= P8,292
= P1,154
= P1,235
= = 952
P =128,382
P P6,502
= P1,034
= P1,372
= P2,274
=
Non-current assets(a) 351,408 32,999 12,685 19,180 14,453 267,689 29,122 24,473 11,190 14,832
Current liabilities 161,570 7,426 777 3,862 431 142,601 6,686 5,873 3,328 186
Non-current liabilities 217,705 7,309 16,405 11,904 4,023 168,676 4,279 992 6,125 6,597
Net assets (liabilities) 109,152 26,556 (3,343) 4,649 10,951 84,794 24,659 18,642 3,109 10,323
Less: Equity attributable to NCI (10,239) (6,334) – – – (1,494) (5,999) – – –
Net assets (liabilities) attributable to common
shareholders
of investee 98,913 20,222 (3,343) 4,649 10,951 83,300 18,660 18,642 3,109 10,323
Ownership interest in investee 45.47% 20.00% 50% 44.94% 35.00% 45.47% 20.00% 29.45% 44.94% 35.00%
MPIC’s share in net assets (liabilities) of investee 44,976 4,044 (1,672) 2,089 3,833 37,877 3,732 5,490 1,397 3,613
Goodwill and other adjustments 88,780 12,889 8,650 900 1,426 86,946 13,008 1,598 1,310 1,340
Carrying amount of the Company’s investment = 133,756
P = 16,933
P = 6,979
P = 2,989
P = 5,259
P =124,823
P =16,740
P =7,088
P =2,707
P =4,953
P
Statements of comprehensive income

Revenues = 318,547
P = 20,293
P = 1,826
P = 1,879
P = 1,461
P =275,304
P =14,809
P =3,285
P =1,054
P =1,358
P
Income (loss) before income tax 32,995 2,529 222 (350) 554 22,415 608 1,218 (150) 452
Net income (loss) 24,083 1,802 223 (356) 388 16,149 339 904 (160) 317
Other comprehensive income (OCI) (loss) 6,987 – 75 849 674 (4,299) (28) (1,357) (825) (972)
Total comprehensive income (loss) 31,070 1,802 298 493 1,062 11,850 311 (453) (985) (655)
Total comprehensive income attributable to common
shareholders of investee 30,485 1,242 298 493 1,062 12,017 217 (453) (985) (655)
Dividends received 6,601 – – – 48 7,733 – 71 214 72
(a)
Includes “Investments in associates”
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Individually immaterial investees. The Company has interests in the following individually
immaterial investments in associates and joint ventures:
Place of Ownership Interest in %

Incorporation Principal Activities 2021 2020
Associates:
Water
EquiPacific HoldCo Inc. (“EHI”) (a) Philippines Investment holding/ Water 30.0 30.0
Tuan Loc Water Resources Investment Joint Stock Vietnam Investment holding/ Water
Company (“TLW”) (b) 49.0 49.0
Manila Water Consortium Inc. (“MWCI”) (c) Philippines Investment holding/ Water 39.0 39.0
Karayan Diliman Management, Inc. (“KDMI”) (c) Philippines Engineering consultancy 40.0 40.0
Watergy Business Solutions, Inc. (“WBSI”) (c) Philippines Investment holding/ Water – –
PT Tirta Kencana Cahaya Mandiri (“TKC”) (h) Indonesia Water treatment 28.0 28.0
Others
AF Payments Inc. (“AFPI”) (d) Philippines Operator of contactless payment
system 20.0 20.0
Indra Philippines, Inc. (“Indra Phils.”) (e) Philippines Management and IT consultancy 25.0 25.0
Costa De Madera (f) Philippines Real estate 62.0 62.0
PT Intisentosa Alam Bahtera (“IAB”) (i) Indonesia Port services 39.0 39.0
First Gen Northern Energy Corp. (“FGNEC”) Philippines Under liquidation (corporate
life ended December 31,
2016) 33.3 33.3
Metro Pacific Land Holdings, Inc. Philippines Under liquidation (corporate
life ended July 31, 2019) 49.0 49.0
PH Renewables, Inc. (see Note 33) Philippines Power Generation – 26.5
MCSC Services Vietnam Co., Ltd. (“MCSC”) Vietnam Toll collection and road
maintenance services 45.0 –
Joint Ventures:
Others
Landco Pacific Corporation (“Landco”) (g) Philippines Real estate 38.1 38.1
a. EHI and the Laguna Water District (“LWD”) entered into a Joint Venture Agreement
(“JV Agreement”) on November 3, 2015. Pursuant to the JV Agreement, EHI and LWD, at
ownership interest of 90% and 10%, respectively, established Laguna Water District Aquatech
Resources Corp. which shall be responsible for the financing, rehabilitation, improvement,
expansion, operation and maintenance of LWD’s water supply system. The JV Agreement is for
a term of twenty-five (25) years from January 1, 2016.
b. On June 11, 2018, MPW completed the acquisition of 49% of the outstanding capital stock of
TLW. The transaction was completed through the acquisition of 37,926,000 shares from an
existing shareholder of TLW for VND866 billion (equivalent to =P2 billion). TLW is one of the
largest water companies in Vietnam, with 330 Million Liters per Day (“MLD”) of installed
capacity and a billed volume of approximately 139 MLD for the year ended December 31, 2021.
c. MPW has investments in the following entities which were fully impaired as of
December 31, 2021 and 2020 (see Note 24):
 In 2018, MPW acquired 49% of Tuan Loc Water Resources Investment Joint Stock Company
which wholly owns Song Lam Water Supply Company Ltd. (“SLW”). SLW has been granted
a 25 year bulk raw water supply contract signed with Nghe An Water for providing raw water
for Nghe An Province. Contract year was established in 2015 and the installed capacity
stands at 200 MLW according to Investment Registration Certificate granted to SLW. SLW’s
major customer, Nghe An Water, has not been paying SLW for 26 months (and still
counting) as of December 2021. SLW continues to supply raw water despite not getting any
compensation to date to avoid possible public backlash and risk of license revocation. SLW
has resorted to legal means to resolve the matter and is still at early stages of the proceedings.
COVID-19 has caused delays on the movement of the legal proceedings. On the other hand,
Nghe An Water sent a letter to the Minister of Natural Resources and Environment and to the
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director of the Department of Water Resources Management on October 15, 2021 petitioning
the license cancellations of SLW. The People’s Committee of Nghe An Province holds
38.05% interest in Nghe An Water as of December 31, 2021 and has the political mileage to
lobby this petition. In light of this, MPW recognized an impairment provision amounting to
=476 million as of December 31, 2021.
P
 MWCI has 51.0% voting interest and 70.6% economic interest in Cebu Manila Water
Development, Inc. (“CMWD”). CMWD has a 20-year Water Purchase Agreement with the
Metropolitan Cebu Water District for the supply of 18 million liters of water per day for the
first year and 35 million liters of water per day for years two (2) up to twenty (20). CMWD
made its initial delivery of water in January 2015. As of December 31, 2019, MPW made a
full impairment provision amounting to = P172 million given the initiated contract termination
of MWCI’s Joint Investment Agreement by the Cebu Provincial Government.
 KDMI was incorporated in 2016 with MPW investing = P40 million. In 2019, with continuing
losses and accumulated deficit, MPW recognized full impairment on investment and
advances amounting to =
P15 million and P
=10 million, respectively.
 In December 2015, MPW completed the acquisition of common shares representing 49%
ownership stake in WBSI from seller, MacroAsia Properties Development Corporation
(“MAPDC”). WBSI is a party to the Contractual Joint Venture Agreement (“Contractual
JVA”) which purpose was to develop a bulk water supply project to be sourced from the
Maragondon River. In 2019, with no development since acquisition of the investment, MPW
recognized impairment of =
P30 million.
In August 2020, MPW sold back all of WBSI common shares to MAPDC for a total
consideration of =
P37.1 million. MAPDC and MPW also terminated the Cooperation
Agreement that governs the joint conduct of due diligence investigation of opportunities in
Dumaguete. As a result, MPW reimbursed MAPDC for expenses incurred in the engagement
of advisors and other business development activities amounting to P
=15.8 million.
d. AFPI was granted the rights and obligations to design, finance, construct, operate, and maintain
the Automated Fare Collection System (“AFCS”) Project for LRT-1, LRT-2, and Metro Railway
Transit Line 3 (“MRT-3”). The AFCS Project accommodates a contactless smartcard technology
for stored value ridership and contactless medium technology for single journey ridership. This
system shall be expandable to allow the inclusion of accepted participants and issuers into a
generic micropayment solution fulfilling other commercial functions. AFPI had its Full System
Acceptance (“FSA”) on December 16, 2015. Unless otherwise extended or terminated in
accordance with the Service Concession Agreement, the concession period shall commence on
FSA date and end 10 years from the FSA date. In 2021 and 2020, due to the lower than expected
penetration rate into the micropayments business, the Company recognized additional allowance
for decline in value of investment amounting to =
P60 million for each year. (see Note 24).
e. Indra Phils. is a subsidiary of Indra Sistemas, S.A., which has international knowledge,
experience and track record in the information technology business. Indra Phils. is one of the
leading providers of information technology solutions to various businesses and industries in the
Philippines, with engagements in utilities and telecommunications, financial services and public
administration.
f. Neo Oracle Holdings, Inc. (“NOHI”) has 62% interest in Costa de Madera but was accounted for
as an investment in associate as control and management rests with the other shareholders of
Costa de Madera.
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g. Landco is primarily engaged in all aspects of real estate business which includes real estate
consultancy encompassing project management and business planning services; dealing in and
disposing of all kinds of real estate projects involving commercial, industrial, urban, residential or
other kinds of real property; construction, management, operation and leasing tenements of the
corporation or other persons; and acting as real estate broker on a commission basis.
Additional allowance in decline in value with respect to various interests in Landco of

=1,403.2 million was recognized in 2020. The impairment loss comprises of write-down of the
P
following assets to zero: (i) advances to Landco amounting to = P1,043.4 million; and
(ii) receivables from AB Holdings Corporation (“ABHC”; a shareholder in Landco) amounting to
=359.8 million included under the “Other noncurrent assets” account. With the impact of
P
COVID-19 on the real estate, hospitality and tourism industries and with the decision to no longer
push through with the investment agreement with Dusit (which projects would have made use of
certain Landco assets), management performed an impairment testing for its advances in Landco
and receivable from ABHC. The recoverable amount of the advances to Landco together with the
receivable from ABHC was measured using the estimate of the VIU of the investment in joint
venture. The valuation analysis involved discounting estimates of free cash flows by the
appropriate discount rate that reflects the risk and return profile of Landco as of testing date. The
estimates of cash flows comprise revenue projections, related costs and expenses, net working
capital requirements and capital expenditures expected to be incurred from Landco’s projects.
These cash flows were discounted using pre-tax weighted average cost of capital of 14.8% as the
discount rate as of testing date.
Additional advances of =
P900 million were made to Landco in 2021. With its record-breaking
sales in 2021, management believes that the advances made to date are fully recoverable.
h. TKC owns a Water Treatment Plant at Cikokol, Tangerang, Banten, which operates at
1,275 liter per second capacity bulk water supplying clean water to PDAM Tirta Kerta Raharja
(“TKR”) Tangerang.
i. IAB is mainly engaged in the port services, warehousing, loading and unloading services, and
storage tank rental services with its operations located in Lampung.
j. MCSC is primarily engaged in providing toll collection and road maintenance services.
The following table analyzes, in aggregate, the Company’s share in the net income and OCI of these
individually immaterial investees for the years ended December 31:
2021 2020
Joint Venture Associate Joint Venture Associate
(In Millions)
Carrying amount of investment =900
P =2,810
P =–
P =3,162
P
Share in:
Net income (loss) – 64 – (14)
OCI – 101 – (109)
Total comprehensive loss – 165 – (123)
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The following table summarizes, in aggregate, the assets and liabilities of these individually
immaterial investees:
2021 2020
Joint Venture Associate Joint Venture Associate
(In Millions)
Current assets P
=4,317 P
=3,280 =3,246
P P2,752
=
Noncurrent assets 619 6,029 716 5,817
Current liabilities 1,668 2,337 1,418 2,052
Noncurrent liabilities 2,881 3,460 2,756 3,337
Dividend income – 54 – –
Other transactions with these individually immaterial investees are disclosed in Note 19.
11. Goodwill and Intangible Assets
2021
Intangible Assets
Customer
Goodwill Contracts Others Total
(In Millions)
Cost:
=25,696 P
=433 P
=864 P
=1,297
Additions − − 143 143
Exchange differences 42 − − −
Balance at end of year 25,738 433 1,007 1,440
Accumulated amortization:
Balance at beginning of year − 153 416 569
Additions (see Notes 21 and 22) − 20 97 117
Balance at end of year − 173 513 686
Impairment:
Balance at beginning of year 10,359 20 3 23
Additions (see Notes 14 and 24) 138 231 163 394
Balance at end of year 10,497 251 166 417
P
=15,241 P
=9 P
=328 P
=337
2020
Intangible Assets
Customer
Goodwill Contracts Others Total
(In Millions)
Cost:
Balance at beginning of year =25,868
P =3,850
P =859
P =4,709
P
Adjustment (see Note 4) (176) − − −
Additions 74 − 43 43
Assets under PFRS 5 (see Note 33) − (3,417) (38) (3,455)
Exchange differences (70) − − −
Balance at end of year 25,696 433 864 1,297
Balance at beginning of year − 1,046 364 1,410
Additions (see Notes 21 and 22) − 163 83 246
Assets under PFRS 5 (see Note 33) − (1,056) (31) (1,087)
Balance at end of year − 153 416 569
Impairment:
Balance at beginning of year 10,192 20 − 20
Additions (see Notes 14 and 24) 167 − 3 3
Balance at end of year 10,359 20 3 23
=15,337
P =260
P =445
P =705
P
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Goodwill. The carrying amount of goodwill allocated to each of the CGU (determined to be at the
subsidiary level) as of December 31:
2021 2020
(In Millions)
Toll operations:
MPTC/ Tollways Management
Corporation (TMC) 8,859 8,859
CIC 4,966 4,966
PT Nusantara 895 855
Easytrip Services Corporation (ESC) 388 388
Dibztech (see Note 14) − 74
SESI (see Note 14) − 42
Power:
RPSL P
=133 =153
P
P
=15,241 =15,337
P
The purchase price allocation for the acquisition of PNW was finalized in 2020 (see Note 4).
Goodwill acquired from certain acquisition in 2020, which included acquisition of Dibztech, has been
finalized in 2021.
An impairment charge of =
P138 million and =P167 million was recognized in 2021 and 2020,
respectively. Impairment analyses are provided in Note 14.
Customer Contracts. The customer contracts were acquired as part of a business combination. They
are recognized at their fair value at the date of acquisition and are subsequently amortized on a
straight-line over their estimated useful lives. As disclosed in Note 1, GBPC qualified as a group
held for deemed disposal as of December 31, 2020. Accordingly, the customer contracts attributable
to MPIC’s acquisition of GBPC was included in the “Assets under PFRS 5” (see Note 33).
A loss of =
P231 million was recognized in 2021 to write down ESTII’s customer contracts in light of
the DAO No. 2021-19 (see Note 8).
In 2019, the cash flow projections for MMI’s logistics business have been impacted by the
Company’s decision to rationalize and scale-down its trucking and freight forwarding businesses.
Impairment loss of P=20 million was recognized to write-down the logistics contracts that were
acquired as part of the business combination (see Note 24).
Property Use Rights. Certain subsidiaries entered into lease agreements for the operation and
management of hospitals. The lease agreements qualified as business combinations where the
identifiable assets consist of property use rights for the use of existing land and building over the term
of the lease. Property use rights attributable to the entities of the Healthcare segment were
derecognized in relation ot the dilution in MPIC’s investment in MPHHI in 2019 (see Note 32).
Other Intangible Assets. This comprises of license and technology, software and basketball franchise.
ESTII’s licenses and technology amounting to =P266 million was written off in 2021 in light of the
DAO No. 2021-19 (see Notes 8 and 24).
The basketball franchise amounting =
P100 million represents cost of MPTC’s Philippine Basketball
Association Franchise named “NLEX Road Warriors” and is not being amortized but is tested
annually for impairment (see Note 14).
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12. Service Concession Assets
2021 2020
(In Millions)
Water:
Maynilad P
=106,910 =102,194
P
MPIWI 1,903 1,703
MPDW 1,332 98
PNW (see Note 4) 1,123 1,720
MIBWSC 1,103 1,081
PHI 565 510
PT Nusantara 430 426
Toll operations:
NLEX Corp. (NLEX, SCTEX and Connector) 56,406 51,991
MPCALA (CALAX) 40,635 36,924
CCLEC (CCLEX) 25,170 19,359
PT Nusantara 18,319 17,392
CIC (CAVITEX) 13,396 11,748
Rail:
LRMC (LRT-1) 32,771 30,718
P
=300,063 =275,864
P
The movements in the service concession assets follow:
2021
Water Toll Rail Total
(In Millions)
Cost:
=152,520 P
=148,388 P
=30,718 P
=331,626
Additions 9,820 12,722 6,257 28,799
Capitalized borrowing cost 547 4,798 1,781 7,126
Exchange differences 149 977 – 1,126
Balance at end of year 163,036 166,885 38,756 368,677
Balance at beginning of year 33,365 10,974 – 44,339
Additions (see Note 21) 4,138 1,792 – 5,930
Exchange differences (3) 193 – 190
Balance at end of year 37,500 12,959 – 50,459
Impairment:
Balance at beginning of year 11,423 – – 11,423
Additions (see Notes 14 and 24) 747 – 5,985 6,732
Balance at end of year 12,170 – 5,985 18,155
P
=113,365 P
=153,927 P
=32,771 P
=300,063
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2020
Water Toll Rail Total
(In Millions)
Cost:
P =122,803
P =24,931
P =291,036
P
Additions 8,256 22,254 4,135 34,645
Additions: PPA finalization (see Note 4) 364 – – 364
Capitalized borrowing cost 671 4,320 1,652 6,643
Exchange differences (73) (989) – (1,062)
Balance at end of year 152,520 148,388 30,718 331,626
Balance at beginning of year 29,492 9,638 – 39,130
Additions (see Note 21) 3,881 1,380 – 5,261
Exchange differences (8) (44) – (52)
Balance at end of year 33,365 10,974 – 44,339
Impairment:
Balance at beginning of year 11,417 – – 11,417
Additions (see Notes 14 and 24) 6 – – 6
Balance at end of year 11,423 – – 11,423
=107,732
P =137,414
P =30,718
P =275,864
P
Service concession assets that are not yet available for use are subjected to impairment testing under
PAS 36, Impairment of Assets. In 2021, the Company recognized impairment provisions totalling to
=6,732 million pertaining to the LRT-1 and PNW SCAs (see Notes 14 and 24).
P
Service concession assets still under on-going construction and rehabilitation (see Note 29) amounting to
=115,795 million and P
P =91,926 million as at December 31, 2021 and 2020, respectively, are considered as
contract assets under PFRS 15. Details of the significant provisions of the service concession
arrangements are provided in Note 29.
13. Property, Plant and Equipment

Assets under Disposals/
January 1, PFRS 5 Reclassi- December 31,
2021 Additions(a) (Note 33) fications(b) 2021
(In Millions)
Cost
Land and land improvements P1,705
= P237
= – (P
= 108) P1,834
=
Building and building improvements 1,531 314 – 519 2,364
Instruments, tools and other equipment 2,736 180 – (619) 2,297
Office and other equipment, furniture –
and fixtures 2,990 312 265 3,567
Transportation equipment 1,677 473 – (398) 1,752
Leasehold improvements 307 36 – (186) 157
Right of use (“ROU”) asset 2,350 612 – (1,641) 1,321
13,296 2,164 – (2,168) 13,292
Accumulated Depreciation
Building and building improvements 186 56 – (1) 241
Office and other equipment, furniture –
and fixtures 2,152 422 258 2,832
Transportation equipment 964 300 – (299) 965
Leasehold and land improvements 189 25 – (136) 78
ROU asset 832 302 – (482) 652
6,069 1,224 – (1,209) 6,084
7,227 940 – (959) 7,208
Allowance for impairment loss (437) (702) – 274 (865)
Construction-in-progress 88 738 – (406) 420
= 6,878
P = 976
P – (P
= 1,091) = 6,763
P
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(In Millions)
(In Millions)
Cost
Land and land improvements P2,802
= =106
P (P
=1,327) =124
P =1,705
P
Generation assets 57,317 151 (57,583) 115 –
Building and building improvements 2,046 1,450 (248) (1,717) 1,531
Office and other equipment, furniture
and fixtures 2,935 305 (255) 5 2,990
Transportation equipment 2,160 168 (77) (574) 1,677
Leasehold improvements 320 6 (23) 4 307
ROU asset 1,505 1,049 (74) (130) 2,350
71,663 3,439 (59,587) (2,219) 13,296
Accumulated Depreciation
Generation assets 7,367 3,220 (10,587) – –
Building and building improvements 328 87 (223) (6) 186
Office and other equipment, furniture
and fixtures 1,795 739 (346) (36) 2,152
Transportation equipment 969 313 (47) (271) 964
Leasehold and land improvements 203 32 (7) (39) 189
ROU asset 529 400 (63) (34) 832
12,819 4,938 (11,273) (415) 6,069
58,844 (1,499) (48,314) (1,804) 7,227
Allowance for impairment loss (437) – – – (437)
Construction-in-progress 184 390 (223) (263) 88
=58,591
P (P
=1,109) (P
=48,537) (P
=2,067) =6,878
P
(a)
Includes acquisitions through business combination (see Note 4).
(b)
Includes completion of purchase price allocation and exchange differences.
The recognized ROU assets relate to the following types of assets:
December 31, December 31,

2021 2020
(in Millions)
Building and building improvements P
=516 =1,217
P
Transportation equipment 49 76
Land 104 225
Total ROU assets* P
=669 =1,518
P
*Gross of allowance for impairment loss.
In 2019, MMI’s logistics business have been impacted by the Company’s decision to rationalize and
scale-down its trucking and freightforwarding businesses. Impairment loss on warehouses leases and
trucks amounting =P437 million was recognized for the year ended December 31, 2019 (see Note 24).
In 2020, MMI’s trucking subsidiaries sold 434 trucks (which carrying value as at prior to disposal
amounted to =P306 million for net proceeds of =P342 million (net of transaction costs). In 2021,
additional 38 trucks with carrying values prior to disposal of =
P28 million were sold for net proceeds
of P
=38 million (net of transaction costs). The Company recorded a gain amounting to = P10 million
and P=36 million for the years ended December 31, 2021 and 2020, respectively, recognized under
“Others” account in the statements of comprehensive income.
In 2021, MMI has decided to discontinue investments in capital intensive, large-scale warehousing
including the previously announced Sta. Rosa logistics hub. This decision is also in line with the
ongoing recalibration of capital allocation plans at the Parent Company level. In consideration of this,
*SGVFS163550*
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capitalized construction costs for the planned Sta. Rosa logistics hub were written down amounting to
=172 million. In addition, as supported by current appraised values, MMI’s land situated in Cavite
P
and Bulacan, on which future warehouses were intended to be built, was written down by
=530 million in aggregate (see Note 24). Upon termination of all warehouse lease contracts,
P
impairment loss amounting to = P274 million was reversed. The amount is recognized under “Others-
others” account in the statement of comprehensive income.
As disclosed in Note 1, GBPC qualified as a group held for deemed disposal as of December 31,
2020. Accordingly, the property, plant and equipment attributable to MPIC’s acquisition of GBPC
were included in the “Assets under PFRS 5” (see Note 33).
14. Impairment of Goodwill and Intangible Assets
The Company performs its annual impairment test close to the end of the year, after finalizing the
annual financial budgets and forecasts. The key assumptions used to determine the recoverable
amount for the different CGUs are discussed below.
Except for the impairment charge on goodwill and service concession assets pertaining to the PNW
SCAs and LRT-1, respectively, in 2021 and PNW goodwill in 2020 (see Notes 11 and 12),
management did not identify any other impairment losses for goodwill and and service concession
assets nor impairment for service concession assets not yet in use. Management also believes that no
reasonable possible change in any of the key assumptions would cause the carrying values of the
CGUs and the service concession assets not yet in use to materially exceed their respective
recoverable amounts.
The Company performs annual impairment testing of the acquired goodwill (whether provisionally
determined or final). If the initial allocation of goodwill acquired in a business combination cannot
be reliably made before the end of the annual period in which the business combination is effected
and the Company assessed that there are no indicators of impairment, such goodwill may not be
tested for impairment test until that allocation shall be completed before the end of the first annual
period beginning after the acquisition date.
Goodwill
Pre-tax
Growth Average Discount
rate forecast period rate
December 31, 2021:
Toll 1.0% to 7.0% 7 to 27 years 12.1% to 16.7%
Toll (non-concession) 3.0% See below 11.6% to 24.3%
Power 1.0% 16 years 13.7%
December 31, 2020:

Toll 2.5% to 4.8% 8 to 28 years 13.7% to 14.7%
Toll (non-concession) 3.0% See below 11.9% to 13.8%
Water See below 45 years 11.29%
Power 2.5% 17 years 16.5%
In assessing the impairment for goodwill, the Company compares the carrying amounts of the
underlying assets against their recoverable amounts (the higher of the assets’ fair value less costs of
disposal and their VIU).
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The recoverable amounts for each business have been determined based on VIU calculations using
cash flow projections covering a five-year period (for CGUs with indefinite life) or the applicable
concession periods for the Company’s water and toll road businesses. The discount rates applied to
cash flow projections reflect the weighted average cost of capital of the relevant businesses. The
VIUs were calculated based on their cash flow projections as per the most recent financial budgets
and forecasts, which management believes are reasonable and are management’s best estimates of the
ranges of economic conditions that will exist over the forecast period. The cash flows beyond the
five-year period were extrapolated using a growth rate that is consistent with the average growth rate
of the industry.
The forecasted periods for the Company’s water and toll road businesses are more than five (5) years
as management can reliably estimate the cash flows for their entire concession periods. The cash
flows during the projection periods are derived using estimated average growth rates which do not
exceed the long-term average growth rate of the industry in the country where the businesses operate.
For the impairment testing of the goodwill in PNW in 2020, assumed water rates are based on
contracted bulk water stipulations and/or reasonable estimates for tariff increases with the growth in
billed volumes in line with technical expectations.
As a result of the analysis, the Company recognized impairment charges of =P138 million,
=167 million, and =
P P9,825 million (see Note 24) on goodwill in 2021, 2020 and 2019, respectively.
In 2021, an impairment provision of P

=747 million was also recognized for the PNW SCA as
COVID-19 suppressed water demand. It is currently unable to service its debts and obligations under
its engineering, procurement, and construction (“EPC”) contracts.
Impairment loss was also recognized for the West Zone water service concession asset and related
goodwill for the year 2019 amounting to = P11,417 million and =P6,803 million, respectively (see Notes
12 and 24). As at December 31, 2020, the Company tested the recoverability of the service
concession assets as there was an ongoing discussion with the MWSS on the provisions of the West
Zone concession agreement for negotiation and amendment. As at December 31, 2021, since a
substantive condition precedent under its revised concession agreement is yet to be completed which
may affect its recoverability, there is a requirement to assess the recoverability of the service
concession asset. For purposes of the impairment testing, the Company used the expected cash flow
approach which uses a probability weighted net present value approach. This approach uses all
expectations about possible cash flows instead of a single most likely cash flow and assigns
probabilities to each cash flow scenario to arrive at a probability weighted net present value. Pre-tax
weighted average cost of capital ranged from 11.6% to 12.1%. Based on the testing, no additional
impairment loss on the West Zone service concession asset was recognized in 2021 and 2020.
In the assessment of the recoverable amount of the toll non-concession (which basically pertains to
goodwill from acquisitions of RPSL, SESI and Dibztech), the Company recorded impairment losses
of P
=22 million, =
P42 million and =
P74 million, respectively. The recoverable amounts for Dibztech and
SESI are nil and =
P429 million respectively. The recoverable amount for the Company’s stake in
RPSL is IDR 160 billion (approximately = P552 million) and is based on its fair value less costs of
disposal. Continuing losses from these investments prompted the Company to recognize an
impairment provision.
As discussed in Note 13, with the discontinuance of trucking and freight forwarding businesses,
MMI yielded a net cash outflow and hence, prompted full impairment of the related goodwill in 2019
amounting to =
P1,366 million, other assets amounting to =P457 million and PremierLogistics, Inc.’s
(“PLI”) goodwill amounting to =P184 million. With the planned liquidation of PLI, additional
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impairment charge to fully write-off PLI’s remaining goodwill was made in 2020 amounting to
=56 million (see Notes 11 and 24).
P
Service Concession Assets not yet Available for Use
Pre-tax
Capitalized Net Carrying Growth Average Forecast Discount
Project Cost (a) value (b) Rate Period rate
December 31, 2021:

Toll =81,230
P P61,395
= 5.4% to 12.4% 26 to 35 years 11.0% to 12.3%
Rail 38,756 35,316 4.8% 26 years 11.4%
Water 3,006 1,911 7.6% to 9.2% 24 to 33 years 11.1% to 11.4%
=122,992
P =98,622
P
December 31, 2020:

Toll P65,249
= P46,492
= 1.0% to 15.7% 27 to 36 years 11.0% to 12.8%
Rail 30,718 27,225 6.0% 27 years 10.9%
Water 2,762 2,762 7.4% to 15.7% 34 to 45 years 9.0% to 11.3%
=98,729
P =76,479
P
(a)
Included in the carrying value of the ‘service concession assets’ account in the consolidated statement of financial position
(see Note 12)
(b)
Represents difference between the service concession assets and the corresponding net present value of the service concession
fee payment (see Note 17)
In assessing the impairment for service concession assets not yet available for use, the Company
compares the carrying amounts of the underlying assets against their recoverable amounts (the higher
of the assets’ fair value less costs of disposal and their VIU). Risks related to the expected variations
in the timing of cash flows have been incorporated in computing for the recoverable amounts of the
relevant assets. Average growth for the toll, rail and water businesses represents expected growth in
traffic, ridership for the rail business and billed volume for the water business, respectively. The
average forecast period is consistent with the period covered by the concession agreements
(see Note 29).
Impairment of the LRMC Service Concession Asset. LRMC classifies its SCA according to its
obligations under its concession agreement: (i) the Rehabilitation Costs of the Existing System and
(ii) the Construction Costs of the Cavite Extension. For the purpose of impairment testing, the CGUs
identified are consistent with the classification of the SCA adjusted for the allocated service
concession fees payable. In determining the recoverable amounts for each of the CGU, the Company
used the expected cash flow approach to take into account all expectations about ridership, tariff
implementation and settlement of Grantor claims. Based on the testing, an impairment loss of
=5,985 million was recognized in 2021.
P
Philippine Basketball Association Franchise. The recoverable amount of the franchise cost has been
determined using its FVLCD as of impairment testing date. The Company used market approach in
determining the fair value of the intangible asset (franchise cost) in reference to prices generated in
similar recent transactions from other market participants involving identical or comparable assets.
The Company adjusted the price to account for costs of disposal to determine FVLCD as one of the
measures of recoverable amount required by PAS 36. Based on the impairment testing, management
did not identify any impairment loss for this intangible asset (franchise cost) as FVLCD approximates
the carrying amount of the intangible asset (franchise cost). The FVLCD of the franchise cost is
classified under Level 2 of fair value hierarchy.
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15. Accounts Payable and Other Current Liabilities
2021 2020
(In Millions)
Accrued construction costs (a) P
=8,315 =10,033
P
Trade and accounts payable (b) 7,369 5,695
Option liabilities (see Notes 4 and 32) 3,929 3,573
Retention payable (c) 3,817 3,830
Accrued expenses (d) 3,362 2,776
Interest and other financing charges (see Note 18) 2,313 2,578
Accrued personnel costs 1,508 1,372
Accrued outside services and professional fees 983 792
Output taxes payable 934 873
LTIP payable (Note 23) 667 −
Dividends payable 634 509
Withholding taxes payable 484 528
Lease liabilities (e) 222 294
Accrued PNCC and BCDA fees (see Note 29) 218 458
Unearned revenues 180 98
Contract liabilities/unearned connection and
installation fees (f) 60 37
Others 1,709 1,726
P
=36,704 =35,172
P
a. Accrued construction costs represent unbilled construction costs from contractors and are
normally settled upon receipt of billings.
b. This account includes unpaid billings of creditors, suppliers and contractors. It also includes
liabilities relating to assets held in trust used in Maynilad’s operations amounting to =
P97 million
as at December 31, 2021 and 2020 (see Note 30). Trade and accounts payables are non-interest
bearing and are normally settled on 30 to 60 day terms.
c. Retention payable is the amount withheld by the Company until the completion of the
construction of a specific project.
d. This account includes accrued utilities, marketing, and repairs and maintenance charges.
e. The noncurrent portion of lease liabilities amounted to P

=463 million and =
December 31, 2021 and 2020, respectively and included under “Other long-term liabilities”
account.
f. Unearned connection and installation fees are initially recognized from the collection of the fees
and is then recognized as revenue over the remaining concession period as the Company provides
water and sewerage services to customers. The noncurrent portion amounted to = P714 million and
=570 million as at December 31, 2021 and 2020 and is reported under “Other long-term
P
liabilities”.
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16. Provisions
The table below presents the movements in this account:

Heavy Decommissioning Other
Maintenance (a) Liability(b) Provisions (c) Total
Balance at January 1, 2020 =511
P =614
P =10,614
P =11,739
P
Additions and accretion 334 310 885 1,529
Payments and reversals (98) – (1,191) (1,289)
Liabilities under PFRS 5 (see Note 33) – (924) (931) (1,855)
Balance at December 31, 2020 =747
P =–
P =9,377
P =10,124
P
Additions and accretion 256 – 2,879 3,135
Payments and reversals (348) – (1,422) (1,770)
Balance at December 31, 2021 = 655
P =–
P = 10,834
P = 11,489
P
Heavy Decommissioning Other

Maintenance (a) Liability(b) Provisions (c) Total
At December 31, 2020:
Current portion =–
P =–
P =6,708
P =6,708
P
Noncurrent portion 747 – 2,669 3,416
At December 31, 2021:
Current portion P332
= P–
= P7,619
= P7,951
=
Noncurrent portion 323 – 3,215 3,538
a. This pertains to the contractual obligations of segments to restore the toll service concession
assets to a specified level of serviceability during the service concession term and to maintain the
same assets in good condition prior to turnover of the assets to Grantor/s.
b. Decommissioning liability pertains to GBPC’s estimated liability to decommission or dismantle

the power plants at the end of their useful lives. As disclosed in Note 1, GBPC qualified as a
group held for deemed disposal as of December 31, 2020. Accordingly, the decommissioning
liability was included in the “Liabilities under PFRS 5” as at December 31, 2020 (see Note 33).
c. These consist of estimated liabilities for losses on claims by third parties. The information
usually required by PAS 37, Provisions, Contingent Liabilities and Contingent Assets, is not
disclosed as it may prejudice the Company’s negotiation with third parties.
Included in the additions and accretion to the other provisions for the year ended
December 31, 2021 and 2020 is the estimated tax warranties and indemnities in relation to the
deconsolidation of MPHHI and GBPC (see Notes 32 and 33).
17. Service Concession Fees Payable

2021
Toll Operations Water Rail Total
(In Millions)
P =7,184
P =3,493
P =29,434
P
Additions – 790 – 790
Interest accretion – capitalized (see
Note 12) 1,078 – 214 1,292
Interest accretion (see Note 24) – 634 ‒ 634
Foreign exchange differential – 217 – 217
Payment – (803) (268) (1,070)
19,835 8,022 3,439 31,296
Less current portion – 841 257 1,098
=19,835
P =7,181
P =3,182
P =30,198
P
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2020
Toll Operations Water Rail Total
(In Millions)
P =7,364
P =3,543
P =32,898
P
Additions – 730 – 730
Interest accretion – capitalized (see
Note 12) 1,134 – 214 1,348
Interest accretion (see Note 24) – 628 ‒ 628
Foreign exchange differential – (105) – (105)
Payment (4,368) (1,433) (264) (6,065)
18,757 7,184 3,493 29,434
Less current portion 4,368 1,201 257 5,826
=14,389
P =5,983
P =3,236
P =23,608
P
Toll Operations
 CALAX. In consideration for granting the concession, MPCALA shall pay DPWH a concession fee
totaling P
=27.3 billion, 20% or =P5.5 billion of which was settled upon signing of the concession
agreement (July 10, 2015). The balance of the concession fee (nominal amount of P =21.8 billion) is
payable in equal annual installments beginning on the 5th year (2020) over a period of 9 years from
the signing of the concession agreement. Service concession fee payable was initially recognized at
its present value as at signing date of the concession agreement. For failure to pay the concession fee
on or before the agreed upon dates, MPCALA shall pay interest at the rate of one year Bloomberg
Valuation Service rate plus 1.75%. The interest at such rate shall continue to accrue until the
remaining concession fee is paid, or until a notice of default and termination is received by
MPCALA. In the event of occurrence of a DPWH default, the obligation of MPCALA to pay the
concession fee shall be suspended until such default has been cured by the DPWH. MPCALA shall
no longer be obligated to pay any amount of unpaid concession fee to the DPWH in case this
concession agreement is terminated pursuant to a DPWH default or due to a voluntary termination by
the DPWH. On July 7, 2020, MPCALA paid the first installment of CALAX concession fee
amounting to P =4.4 billion to DPWH. The schedule of payment of CALAX concession fees was
adjusted and discussions with DPWH on the matter are on-going. The next payment of the CALAX
concession fee is in 2023.
 Connector Road Project. Under the concession agreement, NLEX Corp. shall pay periodic
payments to DPWH representing the consideration for granting the concession and basic right of
way in the Connector Road Project. Total payments to be made to DPWH amount to P =8.5 billion
payable at =P243.2 million per annum. The payment shall commence on the first anniversary of the
construction completion deadline, as extended, until the expiry of the concession period and shall be
subject to an agreed escalation every two years based on the prevailing CPI for the two-year period
immediately preceding the adjustment or escalation.
The service concession fees payable is based on the discounted value of future fixed cash flows using
the prevailing peso interest rates on November 23, 2016. The undiscounted estimated future periodic
payments, excluding the effect of the CPI, is P
=8,510.4 million.
Water
 Maynilad. Concession fees relating to Maynilad’s service concession agreement (“Maynilad CA” or
the “Original Concession Agreement”) are denominated in various currencies and are non-interest
bearing. These are payable monthly following an amortization table up to the end of the concession
period.
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 MPIWI. Under the service contract agreement between MPIWI and MIWD, MPIWI shall pay
annual service fee to MIWD representing the sum of the contract monitoring fees and fixed lease
fees. The annual fixed lease payments represent rentals for MIWD’s making the existing facilities
available for the exclusive use and possession of MPIWI throughout the operational period of
twenty five (25) years. The contract monitoring fees cover the day-to-day expenses of MIWD
(residual office) as it retains its function as regulator of MPIWI. It is fixed at =
P76 million for the first
year and P=54.8 million for the second year with the succeeding years adjusted for CPI. An initial
service fee of =
P350 million was settled within a month from the signing of the service contract
agreement.
Rail. Under LRT-1 CA for the LRT-1 Project, LRMC is required to pay the bid premium of
=9.35 billion (inclusive of VAT) as concession fee, 20% or =
P P1.87 billion of which was settled as at
the LRMC Effective Date in accordance with the LRT-1 CA. The balance of the concession fee
(nominal amount of = P7.5 billion, inclusive of VAT) is payable in equal quarterly installments over the
concession period with the first quarterly payment due beginning the fourth quarter of 2019.
Settlement of the concession fee is through the quarterly balancing payment mechanism reflecting
netting of payments due to Grantors against receivable from Grantors.
The schedule of undiscounted estimated future concession fee payments, based on the term of the
concession agreements are disclosed in Note 34, Financial Risk Management Objectives and Policies
– Liquidity Risk.
18. Short-term and Long-term Debt

2021 2020
(In Millions)
Short-term and current portions of long-term debt P
=11,649 P23,961
=
Noncurrent portions of long-term debt 234,693 207,405
P
=246,342 =231,366
P
Details of the debt per company/segment are as follows:
December 31, 2021

Long-term
Loans Bonds Total
(In Millions)
MPIC P84,115
= =–
P P84,115
=
Toll Operations 87,030 16,915 103,945
Water 39,587 – 39,587
Rail 20,800 – 20,800
231,532 16,915 248,447
Less unamortized debt issue cost 1,935 170 2,105
=229,597
P =16,745
P =246,342
P
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December 31, 2020

Long-term
Loans Bonds Total
(In Millions)
MPIC =79,674
P P–
= =79,674
P
Power (see Note 33) 8,640 – 8,640
Toll Operations 73,469 12,957 86,426
Water 41,396 – 41,396
Rail 16,478 – 16,478
Logistics 543 – 543
220,200 12,957 233,157
Less unamortized debt issue cost 1,723 68 1,791
=218,477
P =12,889
P =231,366
P
The table below presents the movements in unamortized debt issue costs:
2021 2020
(In Millions)
P =1,609
P
Debt issue costs incurred during the year 586 470
Amortization during the year charged to interest expense
(see Notes 24 and 37) (169) (147)
Amortization during the year capitalized to service
concession assets (see Note 12) (101) (28)
Derecognized (2) (97)
Liabilities under PFRS 5 (see Note 33) – (16)
Balance at end of year =2,105
P =1,791
P
The schedule of repayments of loans based on existing terms are provided in Note 34, Financial Risk
Management Objectives and Policies – Liquidity Risk.
Interest rates and maturity of the borrowings per company/segment as follows:

Interest rate per annum Maturity
2021 2020 2021 2020
Loans:
MPIC 2.4% to 8.4% 4.6% to 9.2% 2025 to 2033 2025 to 2033
Toll Operations 2.7% to 12.5% 2.5% to 12.5% 2022 to 2034 2020 to 2034
Water 2.2% to 6.8% 0.9% to 8.2% 2022 to 2037 2022 to 2037
Rail 6.5% to 7.0% 7.0% to 7.5% 2031 2031
Long-term bonds:
Toll Operations 5.5% to 6.9% 5.1% to 6.9% 2024 to 2028 2021 to 2028
An analysis of the carrying amounts of borrowings into fixed and variable interest rates per
company/segment as follows:
Fixed Variable Total
2021 2020 2021 2020 2021 2020
MPIC P
=76,993 =79,116
P P
=6,514 =–
P P
=83,507 P79,116
=
Toll Operations 74,091 68,500 28,945 17,261 103,036 85,761
Water 32,476 34,294 6,838 6,794 39,314 41,088
Rail 20,485 16,218 – – 20,485 16,218
Logistics – 543 – – – 543
Power – BPHI – 8,640 – – – 8,640
Power – GBPC
(see Note 33) – – – – – –
P
=204,045 =207,311
P P
=42,297 =24,055
P P
=246,342 =231,366
P
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The carrying amounts of the borrowings are denominated in the following currencies:
December 31, 2021

Philippine Indonesian U.S. Japanese Vietnamese
Peso Rupiah Dollars Yen Dong Total
MPIC P
=76,993 P
=– P
=6,514 P
=– P
=– P
=83,507
Toll Operations 92,816 10,220 – – – 103,036
Water 28,677 – 6,022 3,800 815 39,314
Rail 20,485 – – – – 20,485
P
=218,971 P
=10,220 P
=12,536 P
=3,800 P
=815 P
=246,342
December 31, 2020

Philippine Indonesian U.S. Japanese Vietnamese
Peso Rupiah Dollars Yen Dong Total
MPIC =79,116
P =–
P =–
P =–
P =–
P =79,116
P
Power (see Note 33) 8,640 – – – – 8,640
Toll Operations 78,906 6,855 – – – 85,761
Water 29,831 – 6,034 4,463 760 41,088
Rail 16,218 – – – – 16,218
Logistics 543 – – – – 543
=213,254
P =6,855
P =6,034
P =4,463
P =760
P =231,366
P
Other relevant information on the Company’s long-term borrowings are provided below:
 As disclosed in Note 1, GBPC qualified as a group held for deemed disposal as of

December 31, 2020. Accordingly, the loans were included in the “Liabilities under PFRS 5” as at
December 31, 2020 (see Note 33).
 Certain loan facilities were identified to have embedded derivatives such as prepayment options
and interest rate floors. These embedded derivatives, however, are not required to be bifurcated
from the host loan since: (1) the exercise price of the prepayment option approximates the
carrying amount of the loan at each exercise date; and (2) interest rate floor is out of the money,
hence, identified embedded derivatives are clearly and closely related to the host loan. Certain
loans bear a fixed rate for the first five years but is subject to an interest rate repricing after five
(5) years (see Note 34, Financial Risk Management Objectives and Policies – Interest Rate Risk).
 The credit agreements provide for certain restrictions with respect to, among others, obtaining
prior written consent from lenders prior to cash dividend payment, availing other loans or
advances to any of the Company’s affiliates, subsidiaries, stockholders, directors and officers
except in compliance with formally established and existing fringe benefit program of the
Company. These restrictions were complied with by the Company.
 The loan agreements contain among others, covenants regarding the maintenance of certain
financial ratios such as debt-to-equity ratio, interest coverage ratio, debt service coverage ratio
(“DSCR”) and maintenance of debt service reserve accou1nt (see Note 34, Financial Risk
Management Objectives and Policies – Capital Management).
On November 9, 2020, MPTC requested a waiver for its compliance with the required DSCR for the
fourth (4th) quarter of 2020. In December 2020, the local banks expressed their agreement to the
waiver.As at December 31, 2021, MPT South Management Corporation (“MPTSMC”), did not
comply with the minimum Debt-to-Equity Ratio and DSCR set out in its existing loan agreement.
Consequently, the loan amounting to = P673.8 million was classified as short-term liabilities as at
December 31, 2021. The entity secured approval on the waiver on January 18, 2022.
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Except as discussed above, MPIC and its subsidiaries are in compliance with the required financial
ratios and other loan covenants as at December 31, 2021 and 2020.
 MPIC does not gurantee the borrowings of its investee companies but there are standard cross-
default and cross-acceleration provisions in its loan agreements.
 Certain bank borrowings were secured by Company’s interests in GBPC (56%, held by BPHI as
at December 31, 2020), LRMC (35.8% held by MPLRC as of December 31, 2021 and 2020),
MPCALA (100%, held through MPTC) and CCLEC (100%, held by MPTC).
Certain long-term debt of MIB and MPIWI with the Development Bank of the Philippines are
secured by leasehold rights, project accounts, project assets with value of up to =
P1.35 billion, and
insurance policies.
AIF’s outstanding loans were secured by a pledge on AIF and DMT shares. In August 2020, the
pledge on AIF and DMT shares have been terminated upon full settlement of the Thai Baht loan
amounting to THB710 million (approximately = P1,108 million) with a maturity date of May 2022.
 The Company made various drawdowns from its existing facilities during the year to finance its
operations and projects.
NLEX Loan Drawdown. On March 14, 2022, NLEX Corp made its 5th drawdown from its existing
Facility amounting to =
P825 million and P =675 million for Tranche A and B Facilities, respectively.
The applicable interest rate for Tranche A Facility is 6.28% while for Tranche B Facility is 5.88%.
Maynilad’s Short-Term Loan Drawdown. On March 30, 2022, Maynilad availed a 360-day short-
term loan from different local banks totaling to P
=1.9 billion with interest rates ranging from 3.40% to
3.57%.
MPIC’s Term Loan Agreement. On April 5, 2022, the Company entered into a 10-year term loan
agreement with a local bank amounting to P =5.0 billion. This shall be used by the Company to
partially finance its investments in various projects and for general corporate purposes.
 Other relevant information PT Nusantara’s term loan facilities are provided below:
 The outstanding loan of PT Nusantara is secured by the office space purchased through
the proceeds of the loan.
 Toll road concession rights under MUN are pledged as collateral for MUN’s loans.
 Outstanding loan of MUN is secured by all shares of JLB, debt service payment and
reserve accounts, dividend settlement accounts and all operating cash accounts. The loan
is also subject to unlimited corporate guarantees from BMN, PT Jalan Tol Seksi Empat
(“JTSE”) and PT Bintaro Serpong Damai (“BSD”).
 The outstanding loans of BMN, JTSE, and BSD are secured by their respective
concession rights, all revenues derived therefrom, and any indemnity insurance
receivable from the Indonesian Government.
 The outstanding loan of DCC is secured by its concession right, receivables from the
Grantor, and all assets of the concession financed by BCA.
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 The outstanding loan of PT Inpola Meka Energi (“IME”) is secured by shares of PT

Energi Infranusantara in the debtor, fixed asset’s financed by BCA and other operating
accounts.
 The outstanding loan of RPSL is secured by its biomass power plant, consisting of land,
building, machineries and equipment. The loan facility obtained by RPSL with BCA in
2017 ended in March 2019.
 Total carrying value of above pledged assets for PT Nusantara Group as of

December 31, 2021 amounted to = P12,381 million (IDR 3,458 billion) in concession
assets, =
P6,811 million (IDR 1,902 billion) in shares of stocks, =
P5,173 million
(IDR 1,902 billion) in cash and cash equivalents, concession receivables and inventories,
and P
=173 million (IDR 48 billion) in property plant and equipment.
 In 2016, LRMC signed a 15-year Omnibus Loan and Security Agreement (“OLSA”) with various
financial institutions (collectively, as “Lenders”) amounting to =P24.0 billion, =P15.3 billion of
which is allocated for the Cavite Extension and = P8.7 billion for the rehabilitation of the existing
LRT-1 system. Cumulative drawn amount from this facility as at December 31, 2021 and 2020
amounted to = P20,605 million and = P16,086 million , respectively. The loan has a sponsors’
funding commitment wherein for each drawdown until end of the construction period, the
sponsors/shareholders shall infuse additional equity or extend debt to LRMC in an amount
necessary to meet the debt-to-equity ratio. Additional equity investment of the sponsors shall not
exceed P=15,346 million, of which = P8,440 million is effectively allocated to MPLRC.
On July 31, 2019, LRMC, together with its shareholders and lenders, signed an amendment
agreement to the OLSA. The amendments include, but are not limited to, update of terms and
definition, split of portions of the Cavite Extension facility to “other than the remaining Tranche
B facility” and “the remaining Tranche B facility”, change in applicable interest rate for the
remaining Tranche B facility and update in the drawdown schedule.
On March 11, 2022, the Company made drawdowns against its OLSA amounting to P
=381 million to
finance the Cavite Extension works.
 Loan Prepayment. In 2021, 2020 and 2019, certain loans were prepaid with combined
outstanding balance of =P15,120 million, =
P4,996 million and =
P9,684 million , respectively, prior to
repayment). Prepayment penalties and other related costs (including derecognition of
unamortized debt issue costs and PFRS 3 fair value increment) were recognized under “Others”
in the consolidated statement of comprehensive income (see Note 24).
In February 2020, as part of the Company’s plans to reduce its existing debts, MPIC effected and
implemented the debt reduction exercise. In November 2020, MPIC entered into, a
=
P 14.5 Billion, 10-Year Term Loan from Philippine National Bank. The proceeds from the loan
were used by MPIC to refinance existing term loans, and for other general corporate purposes.
In 2020, in connection with the planned sale of the GBPC shares (see Note 32), BPHI sought consent
from its creditor to prepay the outstanding portion of its debt (P
=8,640 million, at nominal amount).
Prepayment was completed in 2021 using the proceeds from the sale of GBPC shares. The pledge on
the GBPC shares were terminated upon full and final discharge of the obligation under the Loan
Facility Agreement. In connection with the prepayment and refinancing, the Company recognized
estimated prepayment penalties and interests of =P128 million and accelerated amortization of the of
the remaining balance of the debt issuance cost in the statements of comprehensive income for the
*SGVFS163550*
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year ended December 31, 2020. The Company also classified the long-term debt as current liability
as at December 31, 2020 in the Company’s statement of financial position.
The Company has access to the following undrawn borrowing facilities as at December 31, 2021:
Expiring Expiring
within 2022 Beyond 2022 Total
(In Millions)
Toll Operations P3,000
= =15,602
P =18,602
P
Water 4,527 743 5,270
Rail – 3,395 3,395
=7,527
P =19,740
P =27,267
P
19. Related Party Transactions
On October 18, 2019, MPIC’s Audit Committee acting through the authority granted by MPIC BOD
in its meeting held on August 1, 2019, approved and adopted the “Revised Related Party Transaction
Policy” in compliance with the Philippine SEC Memorandum Circular No. 10, Series of 2019, or the
Rules on Material Related Party Transactions (“MRPT”) for Publicly-Listed Companies.
This MRPT Policy applies to MPIC and covers related party transactions that meet the Materiality
Threshold of 10% of MPIC’s total consolidated assets. It defines the processes, controls and
safeguards for the proper handling, including review, approval and disclosure, of such related party
transactions in accordance with applicable laws and regulations.
MPIC’s Revised Related Party Transaction Policy also provides for the guidelines and the necessary
approvals for transactions involving an amount below the Materiality Threshold.
Transactions with related parties are disclosed below. See tabular presentation for the recorded
transactions with these related parties.
Transactions with PLDT, SMART and Digitel Mobile Philippines, Inc. (“Digitel”). The Company’s
primary telecommunications carriers are PLDT (an associate of FPC) for its wireline and SMART
(PLDT’s subsidiary) for its wireless services. The Company also has transactions with Digitel, a
subsidiary of PLDT. Such services are covered by standard service contracts between the
telecommunications carriers and each entity within the Company. Other than these service contracts,
the Company also has the following transactions with these telecommunication carriers:
 Utilities Facilities Contract between NLEX Corp. and PLDT for the Fiber Optic Overlay along
Phase I of the NLEX. PLDT pays an annual fee presented as “Others” in the consolidated
statements of comprehensive income. Pursuant to the agreement, PLDT shall pay NLEX Corp.
fixed annual fee which shall then be escalated annually by a percentage indicated in the
agreement. The contract shall be effective for a period of 20 years from April 15, 2010 (i.e., until
April 14, 2030) and may be renewed or extended upon mutual agreement by NLEX Corp. and
PLDT.
 Utilities Facilities Contract between NLEX Corp. and SMART whereby NLEX Corp. provides
SMART an access for the construction, operation and maintenance of a cellsite inside the NLEX
right of way for a fixed annual fee which shall then be escalated annually starting on the
fourth year of the contract and every year thereafter. The contract is effective for a period of
five (5) years from April 27, 2015 and may be renewed or extended upon mutual agreement by
*SGVFS163550*
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NLEX Corp. and SMART. On April 26, 2020, the contract was renewed for another five (5)
years effective April 27, 2020 until April 26, 2025.
 Advertising arrangements of NLEX Corp. with SMART related to various advertising mediums
which include rental, material production, installation and maintenance at several locations along
NLEX. Starting February 1, 2021, NLEX Corp appointed NVC as exclusive partner for
advertising within expressways in which NLEX Corp assigned all its rights and obligations under
the advertising contract to NVC.
Transactions with D.M. Consunji, Inc. (“Consunji”). Maynilad, entered into certain construction
contracts with Consunji, a subsidiary of DMCI Holdings, Inc. (“DMCI”) (a non-controlling
shareholder in MWHC), in relation to the provision of engineering, procurement and construction
services to Maynilad.
Advances to DMCI in relation to water projects are included under the account “Mobilization Fund”
presented under “Other noncurrent assets” account in the consolidated statements of financial position
as at December 31, 2021 and 2020.
Consunji also entered into construction contracts with MPCALA and NLEX Corp. for the
construction of the Laguna Segment of the CALAX and first section of the NLEX-SLEX Connector
Road. The contract price for the CALAX and NLEX-SLEX Connector Road amounted to
=7.2 billion and =
P P8.0 billion, respectively, subject to adjustments as provided for in the contract.
The contract prices were determined after negotiations between parties and were based on normal
commercial terms.
Advances to DMCI in relation to toll projects are included under the account “Advances to
Contractors” presented under “Other noncurrent assets” account in the consolidated statements of
financial position as at December 31, 2021 and 2020.
Transactions with MERALCO. MERALCO sells electricity to the Company for the Company’s
facilities within MERALCO’s franchise area. The rates charged by MERALCO are the same
mandated rates by the ERC applicable to customers within the franchise area. Aside from this
transaction, listed below are the Company’s transactions with MERALCO and its subsidiaries:
 As at December 31, 2021 and 2020, NLEX Corp. has advances to MERALCO amounting to
=21.8 million and =
P P21.5 million, respectively, which was included as part of “Advances to
contractors and consultants” presented under “Other current assets” in the consolidated
statements of financial position. The advances relate to electric line applications for Segment 9
of the NLEX, and the Balintawak and Valenzuela drainage system. These advances are either
refundable or consumable upon activation of the electric lines.
 Maynilad has outstanding payable to Meralco Industrial Engineering Services Corporation

(“MIESCOR”, a subsidiary of MERALCO) amounting to = P7.3 million and P=7 million as at
December 31, 2021 and 2020, respectively, relating to construction costs on pipelaying.
 In 2017, LRMC entered into a memorandum of agreement with MERALCO to pay in advance all
costs and expenses to be incurred for the relocation of its electrical sub-transmission and
distribution facilities affected by the construction works of the LRT-1 Cavite Extension. The
advance payment shall be returned to LRMC by MERALCO upon payment of the applicable
relocation charges by LRTA to MERALCO, as stated in the LRTA-MERALCO memorandum of
agreement. As at December 31, 2021 and 2020, receivable from MERALCO amounted to
=88 million and P
P =171 million, respectively.
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Transactions with PCEV. Due to PCEV represents the present value of the outstanding amount for
the purchase price of Beacon Electric shares acquired in May 2016 and June 2017:
 On May 30, 2016, MPIC acquired from PCEV 645,756,250 common shares and 458,370,086
preferred shares of Beacon Electric for the total consideration of =
P26.2 billion. Of the total
consideration of =P26.2 billion, =
P17.0 billion was settled immediately while the remaining payable
to PCEV shall be paid as follows: (a) P =2.0 billion in June 2017, (b) P
=2.0 billion in June 2018,
(c) =
P2.0 billion in June 2019, and (d) P
=3.2 billion in June 2020. The outstanding balance as at
December 31, 2019 amounting to = P3.2 billion (at nominal amount) was fully settled in June 2020.
 On June 13, 2017, MPIC entered into a Share Purchase Agreement with PCEV for the purchase
of PCEV’s 25% remaining interest in Beacon Electric for a total purchase price of =P21.8 billion,
=12.0 billion was settled immediately while the remaining payable to PCEV shall be settled
P
equally over the next four years beginning June 30, 2018. The outstanding balance as at
December 31, 2020 amounted to = P2.4 billion (at nominal amounts) and was fully settled in June
2021.
Transactions with Indra Phils. Indra Phils renders services to MPIC’s subsidiaries for the
implementation of information systems and the conduct of business process analysis and other
IT-related services. Services were provided to toll, water and logistics segments of the Company.
Transactions with AFPI. As discussed in Note 10, AFPI was granted the rights and obligations to
design, finance, construct, operate and maintain the AFCS Project for LRT-1, LRT 2, and MRT 3.
LRMC as the concessionaire for the LRT-1 Project uses the AFCS at no consideration. The balance
payable to AFPI represents amount payable by LRMC for the purchase of stored value cards and
settlement arising from the rail revenue operations.
Transaction with Landco. Refer to Note 10.
Transaction with San Carlos Bioenergy Inc. (“SCBI”). SCBI is a subsidiary of Roxas Holdings Inc.
(“RHI”) that operates a bioethanol production and cogeneration facility in San Carlos City Negros
Occidental. On December 17, 2021, MetPower Ventures Partners Holdings, Inc. (“MVPHI”) and
SCBI entered into a Convertible Note Agreement (“SCBI Note”) bearing the amount of = P800 million
with maturity date of December 31, 2028. It bears annual interest of 3%, with a step-up provision
based on 3-day average Bloomberg Valuation Service (“BVAL”) rate plus a 2.5% spread from
December 31, 2024. The SCBI Note is convertible to SCBI shares and upon conversion,
exchangeable to RHI shares. This note was accounted for as a financial asset at fair value through
profit and loss.
Transaction with TKC. Revenue from management fee represents fee for management services
provided by PT Tirta Bangun Nusantara to TKC.
Transaction with IAB. In 2012, PT Portco Infranusantara, a wholly-owned subsidiary of PT

Nusantara, made advances to IAB for the latter’s working capital. The nontrade receivables are
interest bearing with interest computed at USD LIBOR plus 3.5% per annum. The term of the
receivable is up to May 2022.
*SGVFS163550*
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Transactions with MPHHI and subsidiaries. Beginning December 2019, from a subsidiary, MPIC
started to account for its investment in MPHHI as an investment in an associate (see Note 10).
Disclosures below in relation to MPHHI and its subsidiaries in relation to PAS 24 apply to periods
after MPHHI’s deconsolidation:
 MPIC provides legal, human resources, treasury and accounting functions to MPHHI.
 MPIC as an employer, provides annual physical and medical examination to its employees as part
of the employee benefits. Employees may choose the service provider, not necessarily hospitals
operated by MPHHI. For employees who chose to use MPHHI operated hospitals, the rates
charged are the same rates provided to all other patients.
Other transactions with related parties. Metro Pacific Investments Foundation, Inc. (“MPIFI”),
Ideaspace Foundation, Inc. (“Ideaspace”; Philippines’ largest privately–funded idea incubator
supported by FPC), Lucena Land Corporation (“LLC”; a subsidiary of Landco), FPC and others
mainly relate to advances to finance various projects as well as intercompany charges for share in
certain operating and administrative expenses.
Revenue from water and sewer services. In the ordinary course of business, Maynilad provides water
services to its affiliates located within the West Zone of the Metropolitan Manila area at the same
approved rates applicable to customers within the concession area.
*SGVFS163550*
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The following table provides the total amount of transactions with related parties, other than advances, for the years ended December 31, 2021, 2020, and 2019
(amounts in millions):
Income Income Contracted Utilities Rentals

Hospital Management from from Construction services (see Notes 21 (see Notes 21
Name Revenues Revenues Fees* Utility Facilities* Advertising* Cost (see Note 21) and 22) and 22)
Associates and Joint Venture (see Note 10):
MERALCO (including MIESCOR) 2021 = 376
P P–
= P–
= P–
= P–
= P–
= P–
= (P
= 1,217) P–
=
2020 1,815 – – – – – – (1,050) –
2019 1,784 49 – – – – – (1,597) –
TKC 2021 – – 7 – – – – – –
2020 – – – – – – – – –
2019 – – 10 – – – – – –
Indra 2021 – – – – – – (347) – –

2020 – – – – – – (379) – –
2019 – – – – – – (422) – –
Other related parties:

SMART 2021 – – – – – – – (74) –
2020 – – – – – – – (92) –
2019 – – – – – – – (114) –
PLDT 2021 – – – 3 – – – (122) –

2020 – – – 2 – – – (56) (2)
2019 – – – 2 2 – – (78) (4)
Consunji 2021 – – – – – (7,808) – – –

2020 – – – – – (7,019) – – –
2019 – – – – – (5,081) – – –
Total 2021 = 376
P =–
P =7
P =3
P =–
P (P
= 7,808) (P
= 347) (P
= 1,412) =–
P
2020 1,815 – – 2 – (7,019) (379) (1,198) (2)
2019 1,784 49 10 2 2 (5,081) (422) (1,789) (4)
*Included as “Others” in the consolidated statements of comprehensive income.
*SGVFS163550*
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Outstanding balances of transactions with related parties are carried in the consolidated statements of
financial position under the following accounts provided below (amounts in millions). Trade
receivable, accounts payable and due to/from related parties are due and demandable, non-interest
bearing, unsecured and requires cash settlement. Except for receivables from Landco, all receivables
from related parties are not impaired.
Accounts Payable and Other
Trade Receivables Current Liabilities
(see Note 8) Due from Related Parties* (see Note 15) Due to Related Parties
Company 2021 2020 2021 2020 2021 2020 2021 2020
Associates and Joint Venture
MGEN =–
P =–
P = 4,221
P =–
P =–
P =–
P =–
P =–
P
MERALCO (including
MIESOR) 437 47 8 5 106 128 5 3
AFPI 3 5 – – – – – –
Indra Phils. – – – – 32 33 – –
MPHHI – – 2 1 – – – –
TKC – – 21 20 – – – –
IAB – – 113 104 – – – 1
Other related parties:
SCBI – – 800 – – – – –
PCEV – – – – – – – 2,388
Consunji 4 6 – – 753 495 – –
FPC – – 1 1 – – – –
PLDT – 4 – – 1 14 5 –
Smart – 1 – – 8 10 72 72
Landco – – 66 133 – – 15 15
Others – – 1 46 – – 4 2
444 63 5,233 310 900 680 101 2,481
Less allowance for impairment – – 31 31 – – – –
Total 444 63 5,202 279 900 680 101 2,481
Less current portion 444 63 4,402 279 900 680 101 2,481
Noncurrent portion =–
P =–
P = 800
P =–
P =–
P =–
P =–
P =–
P
*Current portion is included under “Other current assets” (see Note 9) while the noncurrent portion is under “Other noncurrent assets” in the consolidated
statements of financial position
Directors’ Remuneration
Annual remuneration of the directors amounted to =P7 million, =
P8 million and P
=8 million in 2021,
2020 and 2019, respectively. Directors were also allocated common shares under the Company’s
ESOP and RSUP (see Note 28).
Non-executive directors are entitled to a per diem allowance of =P100,000 for each attendance in the
MPIC BOD meetings and = P50,000 for each attendance in the Company’s Committee meetings. The
Parent Company’s By-Laws provide that an amount equivalent to 1.0% of net profit after tax of the
Parent Company shall be allocated and distributed among the directors of the Parent Company who
are not officers of the Parent Company or its subsidiaries and affiliates, in such manner as the MPIC
BOD may deem proper. No accruals were made with respect to this scheme for the years ended
December 31, 2021, 2020 and 2019 in the absence of resolution from the MPIC BOD. There are no
other special arrangements pursuant to which any director will be compensated.
Compensation of Key Management Personnel
Key management personnel are those persons having authority and responsibility for planning,
directing, and controlling the activities of the Company, directly or indirectly. Compensation of key
management personnel of the Company is as follows:
2021 2020 2019

(In Millions)
Short-term employee benefits =1,616
P =1,238
P =1,094
P
Share-based payment (see Note 28) 23 34 –
Post employment benefits - Retirement costs 125 45 47
Other long-term benefits - LTIP expense
(see Note 23) 314 539 837
=2,078
P =1,856
P =1,978
P
*SGVFS163550*
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20. Equity
Details of authorized and issued capital stock are in the following tables:
2021 2020
No. of Shares Amount No. of Shares Amount
(In Millions except for number of shares)
Authorized common shares - P =1.00 par value 38,500,000,000 P

= 38,500 38,500,000,000 =38,500
P
Authorized preferred shares:
Class A - P
=0.01 par value 20,000,000,000 200 20,000,000,000 200
Class B - P
=1.00 par value 1,350,000,000 1,350 1,350,000,000 1,350
Balance at December 31 59,850,000,000 P
= 40,050 59,850,000,000 =40,050
P
Issued and Outstanding - common shares:

Issued - common shares 31,569,338,752 31,570 31,569,338,752 31,570
Less: Treasury shares (1,499,091,000) (1,499) (900,540,000) (901)
Balance at end of year 30,070,247,752 P
= 30,071 30,668,798,752 =30,669
P
Treasury shares - common shares:

Balance at beginning of year 900,540,000 P
= 3,420* 600,000 =4
P
Share buy-back (see Note 28) 598,551,000 2,285* 900,540,000 3,420*
Share grant issuance (see Note 28) − − (600,000) (4)
Balance at end of year 1,499,091,000 P
= 5,705 900,540,000 =3,420
P
Issued - preferred shares - Class A:

Balance at beginning and end of year 9,128,105,319 P
= 91 9,128,105,319 =91
P
Total number of stockholders 1,289 − 1,291 −

*Including transaction costs
Class A Preferred Shares

Holders of Class A Preferred Shares are entitled to vote and shall receive preferential cash dividends
at the rate of 10.0% per annum based on share’s par value, upon declaration made at the sole option
of the BOD. Dividends on these preferred shares, which shall be paid out of the Parent Company’s
unrestricted retained earnings, are cumulative whether or not in any period the amount is covered by
available unrestricted retained earnings. No dividends or other distributions shall be paid or declared
and set apart for payment in respect of the common shares, unless the full accumulated dividends on
all Class A Preferred Shares shall have been paid or declared. Holders of Class A Preferred Shares
do not have right to participate in any additional dividends declared for common shareholders. MPHI
holds all of the Parent Company’s Class A Preferred Shares.
There are no undeclared dividends as at December 31, 2021, 2020 and 2019.
Class B Preferred Shares
The Parent Company may issue one or more series of Class B Preferred Shares, as the MPIC BOD
may determine. The MPIC BOD shall also determine (a) cash dividend rate of such preferred share,
which in no case to exceed 10.0% per annum; and (b) period and manner of conversion to common
shares or redemption. Dividends on these preferred shares, which shall be paid out of the Parent
Company’s unrestricted retained earnings, are cumulative whether or not in any period the amount is
covered by available unrestricted retained earnings. No dividends shall be paid or declared and set
apart for payment in respect of the common shares or Class A Preferred Shares, unless the full
accumulated dividends on all Class B Preferred Shares shall have been paid or declared. Holders of
Class B Preferred Shares do not have right to participate in any additional dividends declared for
common shareholders.
There were no Class B Preferred Shares issued in 2021, 2020 and 2019.
*SGVFS163550*
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Treasury Shares
On February 26, 2020, the MPIC BOD approved the implementation of a Share Buyback Program.
The program ran for a period of three (3) months from the date of the approval by the MPIC BOD or
until May 26, 2020, with the amount of up to =
P5 billion being allocated to effect share buybacks
under the program. The purpose for the Share Buyback Program was to improve shareholder value.
A total of 213,483,000 shares were acquired for purposes of the Share Buyback Program for an
accumulated cost of =
P706 million (including transaction cost).
On October 1, 2020, the MPIC BOD approved a second round of the Share Buyback Program of up
to =
P5 billion commencing on October 2, 2020 until the utilization of the aforementioned amount, or
as may otherwise be determined by the MPIC BOD. Consequently, the buyback transactions will be
triggered in the cases where: (i) MPIC's stock is deemed to be substantially undervalued, (ii) when
there is high volatility in share prices, or (iii) in any other instance where a buyback would serve to
enhance or improve shareholder value, in each as may be reasonably determined by a special
committee of the MPIC BOD established for this purpose. From October 2, 2020 to November 4,
2020, a total of 687,057,000 shares were acquired for purposes of the Share Buyback Program for an
accumulated cost of = P2,715 million, including transaction costs. For the year ended December 31,
2020, acquisition of treasury shares totaled 900.5 million shares for a total costs of P=3,420 million.
On various dates from July 28 to September 13, 2021, MPIC resumed its Share Buyback Program as
approved by the MPIC BOD on October 1, 2020. In 2021, the Parent Company acquired a total of
598.6 million shares at an average price of =
P3.82 per share and for an accumulated cost of
=2,285 million. As of September 13, 2021, the approved amount reserved for the second round of the
P
Share Buyback Program has been fully utilized.
On February 16, 2022, with the same purpose in mind and to further manifest confidence in the
Company’s value and prospects, the MPIC BOD approved a third round of Share Buyback Program
of up to =
P5 billion commencing on February 17, 2022 until the utilization of the aforementioned amount,
or as may otherwise be determined by the MPIC BOD. As at April 7, 2022, MPIC acquired a total of
413.4 million shares at an average price of =
P3.75 per share and for an accumulated cost of
=1,550.0 million.
P
Record of Registration of Securities with the SEC

In accordance with Revised SRC Rule 68, Annex 68–K, below is a summary of the Company’s track
record of registration of securities:
Number of holders of securities as at
Number of registered shares December 31,
Issue Offer price Date of SEC approval securities 2021 2020 2019
Tender offer to shareholders of Metro Four (4) MPC shares for one October 25, 2006 Common shares of 56,878,766* 1,289 1,291 1,307
Pacific Corporation (MPC) (1) MPIC share plus
covering common shares and three (3) warrants Subscription warrants of – – –
subscription warrants relating to 170,636,298
common shares of MPIC with
par value of P
=1.0 per share
*Covered the 2006 registered shares only
The shares relating to the transaction above were exchanged in the PSE on December 15, 2006,
effectively listing MPIC via listing by way of Introduction. Out of the total warrants available for
conversion, 143,976,756 warrants were converted as at December 31, 2007 and 2,549,211 warrants
expired on December 15, 2007.
*SGVFS163550*
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Retained Earnings and Cash Dividends

Of the Company’s retained earnings, = P19,110 million and =P13,649 million is available for dividend
declaration as at December 31, 2021 and 2020, respectively. These amounts represent the Parent
Company’s retained earnings available for dividend declaration calculated based on the regulatory
requirements of the Philippine SEC. The difference between the consolidated retained earnings and
the Parent Company’s retained earnings available for dividend declaration primarily consist of
undistributed earnings of subsidiaries and equity method investees. Stand-alone earnings of the
subsidiaries and share in net earnings of equity method investees are not available for dividend
declaration by the Parent Company until declared by the subsidiaries and equity investees as
dividends.
Dividends declared and paid are as follows:
2021 2020 2019

(In Millions)
Declared and paid:
Final dividend:
Common shareholders (P =0.076 for the calendar
years 2020, 2019 and 2018, respectively) =2,330.8
P =2,396.3
P =2,395.1
P
Class A preferred shareholders 4.6 4.6 4.6
Interim dividend:
Common shareholders (P =0.0345 per share in
2021, 2020 and 2019, respectively) 1,052.1 1,081.7 1,088.3
Class A preferred shareholders 4.6 4.6 4.6
=3,392.1
P =3,487.2
P =3,492.6
P
On March 9, 2022, the MPIC BOD approved the declaration of the cash dividends of = P0.076 per
common share in favor of the Company’s shareholders of record as of the record date at
March 25, 2022 with payment date of April 6, 2022. On the same date, the BOD also approved the
declaration of cash dividends amounting to a total of =
P4.6 million in favor of MPHI as the sole holder
of Class A Preferred shares.
OCI Reserve
OCI reserve consists of the following, net of applicable income taxes:
2021 2020 2019

(In Millions)
Share in the OCI (loss) of equity method investees =1,340
P (P
=1,471) =1,703
P
Fair value changes on financial assets at FVOCI 564 166 69
Actuarial losses (140) (632) (315)
Cumulative translation adjustment (177) (1,166) (866)
=1,587
P (P
=3,103) =591
P
Refer to Note 25 for the movements and analysis of the OCI.
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21. Cost of Sales and Services

2021 2020 2019
(In Millions)
Amortization of service concession assets
(see Note 12) =5,930
P =5,261
P =5,520
P
Personnel costs and employee benefits
(see Note 23) 3,262 3,509 3,752
PNCC and BCDA fees (see Note 29) 1,841 1,432 2,032
Utilities 1,477 1,280 1,488
Materials and supplies 1,398 1,327 1,116
Contracted services and professional fees 1,326 1,099 1,122
Repairs and maintenance 1,103 830 1,172
Provision for heavy maintenance (see Note 16) 256 334 340
Insurance 203 179 181
Depreciation and amortization (see Notes 11 and 13) 171 263 538
Rentals 153 101 78
Trucking and freight forwarding costs 126 204 339
Operator’s fees 101 109 105
Others* 1,247 1,341 1,303
=18,594
P =17,269
P =19,086
P
*Includes generation costs, taxes and licenses, transportation and travel costs, toll collection and medical services and
other various costs which are individually insignificant.
22. General and Administrative Expenses
2021 2020 2019

(In Millions)
Personnel costs and employee benefits
(see Note 23) P
=3,606 =3,129
P =3,331
P
Depreciation and amortization (see Notes 11
and 13) 1,170 1,224 1,176
Corporate initiatives and others 954 546 503
Outside services (see Note 19) 875 895 929
Taxes and licenses 815 614 774
Professional fees 744 788 822
Advertising and promotion 320 248 505
Repairs and maintenance 248 222 244
Utilities (see Note 19) 293 203 233
Insurance 180 197 144
Transportation and travel 138 118 224
Collection charges 136 106 147
Provision for ECL (see Note 8 and 34) 129 597 187
Entertainment, amusement and representation 120 124 178
Administrative supplies 90 109 88
Rentals (see Note 29) 55 53 45
Trainings and seminars 24 28 70
Others* 520 388 583
P
=10,417 =9,589
P =10,183
P
*Includes other various general and administrative expenses which are individually insignificant.
*SGVFS163550*
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23. Personnel Costs and Employee Benefits
2021 2020 2019

(In Millions)
Salaries and wages P
=5,287 =4,832
P =4,986
P
Retirement costs 404 304 311
LTIP expense 314 539 837
Provision for ESOP and RSUP (see Note 28) 23 34 –
Other employee benefits 840 929 949
P
=6,868 =6,638
P =7,083
P
2021 2020 2019

(In Millions)
Cost of sales and services (see Note 21) P
=3,262 =3,509
P =3,752
P
(see Note 22) 3,606 3,129 3,331
P
=6,868 =6,638
P =7,083
P
LTIP
Certain of the Company’s employees are eligible for long-term employee benefits under the
LTIP. The liability recognized on the LTIP comprises the present value of the defined benefit
obligation and was determined using the projected unit credit method. Each LTIP performance cycle
generally covers three (3) years with payment intended to be made at the end of each cycle (without
interim payments) and is contingent upon the achievement of an approved core income target of the
Company by the end of the performance cycle. Each LTIP performance cycle is approved by the
respective BODs of the entities within the Company.
As at December 31, 2021, 2020 and 2019, the LTIP payable is as follows:
2021 2020 2019

(In Millions)
=1,555 =1,259
P =1,715
P
Current service cost – continuing 322 539 837
Current service cost - entities under PFRS 5 – – 85
Deconsolidation of a subsidiary – – (85)
Reversal/Reclass – (243) (81)
Payment – – (1,212)
Balance at end of year P
=1,877 =1,555
P =1,259
P
2021 2020 2019

(In Millions)
Current (see Note 15) 667 =–
P =–
P
Noncurrent* 1,210 1,555 1,259
P
=1,877 =1,555
P =1,259
P
* Included in “Other long-term liabilities” account.
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LTIP of MPIC and Maynilad covers cycle 2016 to 2018 with pay-out in 2019 and cycles 2019 to
2021 with payout in 2023,respectively.
LTIP of MPTC covers cycle 2015 to 2017 with pay-out in 2018 and 2018 to 2020 with payout in
2021. MPTC was not able to achieve the necessary core income in 2020 to fulfil the cumulative core
income target for the LTIP cycle, hence, following the established pattern of past practice where the
LTIP is based on a 3-year performance cycle but there were informal discussions to replace 2020 with
2021 as performance year. Consequently, management recalibrated the LTIP accrual and reversed
the amount of = P239.7 million which is included in “Others” in the 2020 statement of comprehensive
income. As at December 31, 2021, the BOD has not yet approved the extension or any amendment of
the LTIP.
For Maynilad, the program, including coverage, criteria, incentives and the extension to 2022, was
approved by Maynilad’s BOD on February 24, 2022.
On January 31, 2020, the Compensation Committee approved MPIC’s LTIP covering cycle 2019 to
2021. MPIC’s LTIP comprises of cash incentives and share award. The Company shall secure
exemption ruling from the SEC on the share award, which is necessary for the Company to reacquire
MPIC common shares in the market.
On August 4, 2021, the MPIC BOD approved the extension of the performance cycle of MPIC from
2019-2021 to 2019-2022 and the treatment of 2020 as a non-performance year. Hence, payout which
was originally scheduled in 2022 is moved to 2023. Adjustments made to reflect the extension
amounted to = P22 million bringing down the total provision to =
P719 million as at December 31, 2021.
This is reported under “Other long-term liabilities”.
To fund the LTIP programs for each cycle, MPIC enters into Investment Management Agreement
(“IMA”) with a Trustee Bank. The LTIP fund will continue to accumulate until the LTIP target
payout. The investment portfolio of IMA is limited to the following: securities issued, directly or
indirectly, or guaranteed by the government; and time deposit and money market placements issued
by any of the top ten (10) banks in the Philippines.
Pension
Regulatory Environment. The Company operates both defined contribution and defined benefit
schemes. In addition, the Company has made provisions for estimated liabilities for employee
benefits for meeting the minimum benefits required to be paid to the qualified employees as required
under the RA No. 7641, The Philippine Retirement Law, for the entities operating in the Philippines;
and the Indonesian Labor Law for PT Nusantara and its subsidiaries.
Under RA 7641, companies are required to pay a minimum benefit of equivalent to one-half month’s
salary for every year of service, with six (6) months or more of service considered as one (1) year, to
employee with at least five (5) years of services. For the entities of the Company operating in the
Philippines, they provide for either a defined contribution retirement plan or a defined benefit plan
that consider the minimum benefit guarantee mandated under RA 7641.
Under the Indonesian Labor Law, companies are required to pay separation, appreciation and
compensation benefits to their employees if the conditions specified in the Indonesian Labor Law are
met. PT Nusantara and its subsidiaries has recognized an unfunded employee benefits liability in
accordance with the Indonesian Labor Law.
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Defined Contribution Retirement Plan. Certain entities of the Company operating in the Philippines
provide the retirement benefits of employees under a defined contribution scheme. Each of these
companies operates its own retirement plan. The retirement plan is a contributory plan wherein the
employer undertakes to contribute a predetermined amount to the individual account of each
employee and the employee gets whatever is standing to his credit, upon separation, from the
company. The retirement plans are being managed and administered by these companies’ respective
compensation committee. Each entity has an appointed trustee bank which holds and invests the
assets of the retirement fund in accordance with the provisions of the retirement plan.
Contributions to the retirement plan are made based on the employee’s monthly basic salary.
Additionally, an employee has an option to make a personal contribution to the fund, at an amount not
exceeding a certain percentage of his monthly salary in accordance with the entity’s policy. The
employer then provides an additional contribution to the fund which aims to match the employee’s
contribution but only up to a maximum of 5.0% of the employees’ monthly salary. Although the
retirement plans of these entities have a defined contribution format, these entities are covered under
RA 7641, which provides a defined benefit minimum guarantee for its qualified employees. The
defined minimum guarantee is equivalent to a certain percentage of the monthly salary payable to an
employee at normal retirement age with the required credited years of service based on the provisions
of RA 7641. Accordingly, these entities account for the retirement obligation under the higher of
defined benefit obligation relating to the minimum guarantee and the obligation arising from the
defined contribution plan. Disclosures required for a defined benefit retirement plan apply to these
companies’ retirement plans and are provided together with the defined benefit retirement plans of the
other subsidiaries of the Parent Company.
Each year, the compensation committee reviews compliance with RA 7641 to evaluate the level of
funding that would ensure that the expected future value of the defined benefit contribution plan asset
is sufficient to cover the future expected value of retirement benefits prescribed by RA 7641.
Defined Benefit Retirement Plan. These plans provide for a lump sum benefit payments upon
retirement.
Certain entities of the Company have funded noncontributory defined benefit retirement plan
covering all their eligible regular employees. For the entities with funded retirement benefit plans,
plan assets are maintained in trust accounts with local banks. While there are no minimum funding
standards in the Philippines, the companies annually engage the services of an actuary to conduct a
valuation study to determine the retirement obligations and the level of funding to ensure that the
assets currently in the fund would be sufficient to cover expected benefit payments.
The rest of the companies within the group each has an unfunded, noncontributory defined benefit
retirement plan covering substantially all of their respective employees. While there are no minimum
funding standards in the Philippines, these entities also annually engage the services of an actuary to
conduct a valuation study to determine the retirement obligations and ensure that should there be
maturing obligations in the immediately succeeding periods, these are appropriately considered in the
budgeting process.
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Retirement Costs. The following tables summarize the components of the retirement costs under the
defined benefit plans and the defined contribution plans included in “Personnel costs and employee
benefits” under “Cost of sales and services” and “General and administrative expenses” accounts in
the consolidated statements of comprehensive income.
2021 2020 2019

(In Millions)
Current service cost =347
P =271
P =275
P
Net interest cost 57 33 36
Retirement costs for the year =404
P =304
P =311
P
Actual return on plan assets =59
P =95
P =131
P
Pension Assets and Accrued Retirement Costs. Reconciliation of net liability recognized in the
consolidated statements of financial position as at December 31 follows:
2021 2020 2019

(In Millions)
Present value of defined benefit obligation
(“PVDBO”) P
=2,665 =3,080
P =3,864
P
Fair value of plan assets (“FVPA”) 1,745 1,778 2,009
Net liability P
=920 =1,302
P =1,855
P
*include amounts pertaining to GBPC in 2020 (see Note 33) and MPHHI in 2019 (see Note 32)
Pension asset(a) – (P
=2) (P
=10)
Accrued retirement liability (b) 920 1,304 1,865
Net liability P
=920 =1,302
P =1,855
P
(a)
Included under“Other noncurrent assets” account.
(b)
Included under“Other long-term liabilities” account.
Changes in PVDBO are as follows:
2021 2020* 2019*

(In Millions)
PVDBO at beginning of year P
=3,080 =3,864
P =3,472
P
Interest cost 116 175 230
Current service costs 347 412 406
Benefits paid from:
Plan asset (289) (217) (145)
Company funds (14) – (14)
Actuarial losses (gains) due to:
Changes in financial assumptions (554) 265 757
Changes in demographics 1 119 (68)
Experience adjustments (3) 5 (43)
Net released obligation due to transfer (19) – –
Deconsolidation of MPHHI (see Note 32) – – (731)
Liabilities under PFRS 5 (see Note 33) – (1,543) −
PVDBO at end of the year P
=2,665 =3,080
P =3,864
P
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Changes in FVPA are as follows:
2021 2020* 2019*

(In Millions)
FVPA at beginning of the year P
=1,778 =2,009
P =1,960
P
Interest income included in net interest cost 59 95 147
Benefits paid (289) (217) (145)
Contributions by employer 234 425 498
Remeasurement in OCI from return on plan asset
excluding amount included in net interest cost (12) 1 (17)
Net released obligation due to transfer (25) − −
Deconsolidation of MPHHI (see Note 32) − − (434)
Liabilities under PFRS 5 (see Note 33) − (535) −
FVPA at end of the year P
=1,745 =1,778
P =2,009
P
The entities within the group expect to contribute a total of P

=292 million to their respective retirement
funds in 2022.
The major categories of the plan assets are the following:
2021 2020
(In Millions)
Philippine bonds and treasury notes P
=814 =1,093
P
Philippine equity securities 754 529
Unit trust funds 93 99
Receivables and other assets 82 5
Cash in bank 2 52
P
=1,745 =1,778
P
The plan assets’ carrying amount approximates fair value since these are short–term in nature or
marked to market. Philippine bonds and treasury notes consist of government issued securities and
corporate bonds and subordinated notes. Government securities consist primarily of fixed–rate
treasury notes and retail treasury bonds. Philippine equity securities pertain to investment in shares of
various listed entities.
While the Company does not perform any Asset–Liability Matching Study, the risks arising from the
nature of the assets comprising the fund are mitigated as follows:
 Credit Risks. Exposure to credit risk arises from financial assets comprising of cash and cash
equivalents, investments and receivables. The credit risk results from the possible default of the
issuer of the financial instrument, with a maximum exposure equivalent to the carrying amount of
the instruments. The risk is minimized by ensuring that the exposure is limited only to the
instruments as recommended by the trust managers.
 Share Price Risk. Exposure arises from holdings of shares of stock being traded at the PSE. The
price risk emanates from the volatility of the stock market. The policy is to limit investments in
shares of stock to blue chip issues or issues with good fair values.
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 Liquidity Risk. This risk relates to the risk that the fund is unable to meet its payment obligations
associated with its retirement liability when they fall due. To mitigate this risk, the entities
contribute to their respective fund from time to time, based on the recommendations of their
actuaries with the objective of maintaining their respective fund in a sound condition.
Actuarial Assumptions. Principal assumptions used in determining retirement obligations are shown
below:
2021 2020
(In Percentage)
Annual discount rate 4.8% to 5.2% 3.4% to 5.5%
Future range of annual salary increases 2.5% to 8% 3% to 8%
The discount rate represents the range of single weighted average discount rate used by each of the
entities within the group in arriving at the present value of defined benefit obligation, service and
interest cost components of the retirement cost. Assumptions regarding future mortality rate are
based on the Philippine Intercompany Mortality Table, which provides separate rates for males and
females.
Sensitivity Analysis. The calculation of the defined benefit obligation is sensitive to the assumptions
set above. The following table summarizes how the present value of defined benefit obligation as at
December 31 would have increased (decreased) as a result of change in the respective assumptions
by:
% Change 2021 2020

(In Millions)
Annual discount rate + 1.0% (P
=186) (P
=426)
– 1.0% 222 513
Future range of annual salary increases + 1.0% 230 513
– 1.0% (196) (435)
The following table provides for the maturity analysis of the undiscounted benefit payments as at
December 31:
2021 2020
(In Millions)
Less than one year P
=327 =367
P
More than one year to five years 897 942
More than five to ten years 1,041 1,230
Beyond ten years 8,883 12,886
Total expected benefit payments P
=11,148 =15,425
P
The average duration of the defined benefit obligation is 17 and 18 years as at December 31, 2021
and 2020, respectively.
*SGVFS163550*
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24. Interest Income, Interest Expense and Others

The following are the sources of the Company’s interest income:
2021 2020 2019

(In Millions)
Cash and cash equivalents, short–term
deposits and restricted cash
(see Note 7) =335
P =1,083
P =1,570
P
Finance income from concession
financial receivable (see Note 8) 217 145 153
Debt instruments at FVOCI and others* 193 1 70
=745
P =1,229
P =1,793
P
*Includes investments in bonds and treasury notes
The following are the sources of the Company’s interest expense:
2019
2021 2020
(In Millions)
Long-term debt (see Note 18) =8,201
P =8,767
P =8,470
P
Accretion on financial liabilities
(see Notes 19 and 29) 226 434 570
Accretion on service concession fees
payable (see Note 17) 634 628 582
Amortization of debt issue costs
(see Note 18) 169 147 123
Others – 34 34
=9,230
P =10,010
P =9,779
P
Provisions for decline in value of assets recognized in the consolidated statements of comprehensive
income consists of the following:
2021 2020 2019

(In Millions)
Service concession assets (see Note 12) P6,732
= P6
= =11,417
P
Other assets (Notes 8, 9, 11 and 13) 1,452 49 –
Investments and advances*
(see Note 10) 536 1,463 321
Customer contracts (see Note 11) 231 – 20
Goodwill (see Notes 11 and 14) 138 167 9,825
Warehouses leases and trucks
(see Note 13) – – 437
=9,089
P =1,685
P =22,020
P
* Includes Provisions for decline in value of Receivables from ABHC in 2020 (see Note 10).
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“Others” recognized in the consolidated statements of comprehensive income consists of the

following:
2021 2020 2019
(In Millions)
Provisions (P
= 673) (P
=733) (P
=1,669)
Net loss on prepayment of loan
(see Note 18):
Penalties and other prepayment
charges (see Note 18) (189) (135) (525)
Derecognized unamortized debt
issue cost (2) (97) (38)
Gain on sale of investment (see Note 10) 1,073 – –
Foreign exchange loss - net (918) (47) (16)
Advertising, marketing and toll services 315 324 493
Dividend income 62 55 66
Rental income 132 59 86
Others* (see Note 13) 108 251 301
(P
= 92) (P
=323) (P
=1,302)
* Others include other incidental income and expenses.
25. Other Comprehensive Income
OCI recognized in the consolidated statements of comprehensive income consists of the following:
2021 2020 2019

(In Millions)
Items to be reclassified to profit or loss in
subsequent periods:
Share in the OCI of an equity method
investee coming from (see Note 10):
Change in fair value of financial
assets at FVOCI = 64
P =46
P =231
P
Exchange differences on translation
of foreign operations of investees (222) (1,568) 511
Change in fair value of financial assets at
FVOCI (see Note 38) – 20 134
Exchange differences on translation
of foreign operations of subsidiaries 1,245 (976) (106)
Income tax effect – (8) (14)
1,087 (2,486) 756
Items not to be reclassified to profit or loss
in subsequent periods:
Share in the OCI of an equity method
investee coming from (see Note 10):
Actuarial gains (losses) on defined
benefit plans 2,951 (1,650) (1,696)
Change in fair value of financial
assets at FVOCI 18 (1) 7
Re–measurement gains (losses) on defined
benefit plans (see Note 23) 544 (333) (195)
Change in fair value of financial assets at
FVOCI 437 35 (64)
Income tax effect (177) 59 46
3,773 (1,890) (1,902)
=4,860
P (P
=4,376) (P
=1,146)
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On consolidation, the assets and liabilities of foreign operations are translated into Philippine Peso at
the rate of exchange prevailing at the reporting date and their statements of comprehensive income
are translated at exchange rates prevailing at the dates of the transactions. The exchange differences
arising on translation for consolidation are recognized in OCI.
26. Income Tax
a. The Company’s deferred tax components as at December 31 are as follows:

2021 2020
(In Millions)
Provisions P791
= P723
=
Accrued retirement cost and other accrued expenses 267 379
Excess of fair values over book values resulting from
business combination (1,484) (2,597)
Timing difference in depreciation method (2,486) (2,738)
Equity transaction (see Note 32) (6,848) (6,848)
Debt issue cost (161) (160)
Unamortized past service cost (38) (27)
Unamortized foreign exchange losses capitalized
as service concession assets (9) (16)
Others 688 324
Net deferred tax liabilities (P
=9,280) (P
=10,960)
Reflected in the consolidated statements of financial position:

2021 2020 2019
(In Millions)
Deferred tax assets =602
P =201
P =927
P
Deferred tax liabilities (9,882) (11,161) (14,170)
(P
=9,280) (P
=10,960) (P
=13,243)
Net movement recognized in:

Profit or loss
From Continuing Operations =1,891
P =454
P =1,689
P
From Operations of entities
under PFRS 5 (see Note 33) – 402 (5,910)
Equity (OCI and Equity reserve) (211) 70 149
Deferred taxes acquired in business
combinations – – (453)
Deferred taxes derecognized
(see Note 32) – 1,357 (58)
=1,680
P P2,283
= (P
=4,583)
Corporate Recovery and Tax Incentives for Enterprises Act or CREATE Law. President Rodrigo
Duterte signed into law on March 26, 2021 Republic Act (RA) 11534 or the Corporate Recovery
and Tax Incentives for Enterprises (CREATE) Act, which introduced reforms to the corporate
income tax and incentives systems. It took effect 15 days after its complete publication in the
Official Gazette or in a newspaper of general circulation, or on April 11, 2021.
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The CREATE Act provides for the following reduction in corporate income tax (CIT) rates,
among others:
 lower corporate income tax from 30% to 25%, retroactive to July 1, 2020, for both domestic
and foreign corporations;
 lower corporate income tax of 20% for small and medium domestic corporations (with net
taxable income of P
=5 million and below, and with total assets of not more than P
=100 million
excluding land); and,
 lower Minimum CIT (MCIT) from 2% to 1% effective July 1, 2020 until June 30, 2023.
The CREATE Act was not considered substantially enacted as of December 31, 2020 and its
passage into law on March 26, 2021 is considered as a non-adjusting subsequent event for 2020.
Accordingly, current and deferred taxes as of and for the year ended December 31, 2020 were
computed and measured using the applicable tax rates as of December 31, 2020 (i.e. 30% Regular
CIT (RCIT) / 2% MCIT) for financial reporting purposes
Under the CREATE Act, the lower regular corporate income tax rate of 25% applies retroactively
to July 1, 2020.
 Based on the provisions of the Bureau of Internal Revenue (BIR) Revenue Regulations (RR)
No. 05-2021 dated April 8, 2021, the applicable statutory tax rate for the calendar year ended
December 31, 2020 is 27.5%. This resulted in a reduction of provision for current income tax
amounting to =
P424 million, which was reflected as an adjustment in the 2020 Annual Income
Tax Returns of the concerned entities.
 Deferred tax assets and liabilities were remeasured using the applicable statutory tax rate of
25% under the CREATE Act. This resulted in a net benefit of = P814 million in 2021.
The above adjustments in income tax provision were recognized in 2021. Meanwhile, the tax
rates provided for under the CREATE Act were used for the year ended December 31, 2021.
The Company has the following temporary differences for which no deferred tax assets have been
recognized since management believes that it is not probable that these will be realized in the near
future.
2021 2020
(In Millions)
NOLCO P
=22,190 =17,844
P
Provisions and other accruals 5,834 37
Unrealized foreign exchange gains − −
MCIT 43 14
P
=28,067 =17,895
P
b. As at December 31, 2021 and 2020, NOLCO of the Parent Company and various subsidiaries can
be carried forward and claimed as deduction from regular taxable income as follows:
Acquisition/
Year Incurred Amount (Deconsolidation) Addition Expired Application Balance Expiry Year
(In Millions)
2021 =–
P =–
P =5,905
P =–
P =–
P =5,905
P 2026
2020 8,424 (451) – – (451) 7,522 2025
2019 10,999 (491) – – (1,745) 8,763 2022
2018 6,137 (123) – (6,014) – – 2021
=25,560
P (P
=1,065) =5,905
P (P
=6,014) (P
=2,196) =22,190
P
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c. The following carryforward benefits of MCIT can be claimed as tax credits against future income
taxes payable:
Acquisition
(Deconsolidat
Year Incurred Amount ion) Addition Expired Application Balance Expiry Year
(In Millions)
2021 =–
P =–
P =35
P =–
P =–
P =35
P 2024
2020 5 – – – – 5 2023
2019 4 – – – (1) 3 2022
2018 5 – – (5) – – 2021
=14
P =–
P =35
P (P
=5) (P
=1) =43
P
d. The current provision for income tax from continuing operations for years ended December 31
consists of the following:
2021 2020 2019

(In Millions)
RCIT =3,050
P =4,026
P =5,039
P
MCIT 35 9 4
Final tax 65 147 230
=3,150
P =4,182
P =5,273
P
e. The reconciliation of provision for income tax computed at the statutory income tax rate to
provision for income tax as shown in the consolidated statements of comprehensive income is
summarized as follows:
2021 2020 2019

(In Millions)
Continuing operations P7,186
= =10,545
P (P
=547)
Operations of entities under PFRS 5 5,534 4,418 39,976
Income before income tax =12,720
P =14,963
P =39,429
P
Income tax at statutory tax rate of

25.0%/30% =3,180
P =4,489
P =11,829
P
Net income under ITH - (126) (241)
CREATE Impact (1,238) - -
Share in net earnings of equity
method investees (2,614) (2,480) (3,420)
Changes in unrecognized deferred
tax assets and others 1,164 978 2,309
Gain on sale of Associate (299) - -
Effect of optional standard deduction (830) (262) (1,090)
Various income subjected to lower
final tax rates – net (109) (290) (354)
Final tax on interest income 65 147 236
Nondeductible (nontaxable) expenses
(income) – net 972 2,251 2,336
Net dividend subject to tax 725 - -
MCIT 35 9 5
Others - - 1
=1,051
P =4,716
P =11,611
P
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2021 2020 2019

(In Millions)
From continuing operations =1,259
P =3,728
P =3,584
P
From operations of entities under
PFRS 5 (208) 988 8,027
=1,051
P =4,716
P =11,611
P
Current income tax P3,236

= =5,572
P P7,390
=
Deferred income tax (2,185) (856) 4,221
=1,051
P =4,716
P =11,611
P
Optional Standard Deduction (“OSD”)

On December 18, 2008, the BIR issued Revenue Regulation (“RR”) No. 16-2008, which
implemented the provisions of RA 9504 on OSD, which allowed both individual and corporate tax
payers to use OSD in computing their taxable income. For corporations, they may elect a standard
deduction in an amount equivalent to 40% of gross income, as provided by law, in lieu of the
itemized allowed deductions.
Only NLEX Corp. opted to avail of the OSD for the taxable years 2021 and 2020 while Maynilad and
NLEX Corp opted for OSD in 2019.
Income Tax Holiday

In 2016, LRMC was registered with the Board of Investments (“BOI”) for the modernization of the
Existing System and the construction of the Cavite Extension. Under the BOI registration agreement,
LRMC is entitled to ITH for a period of three (3) years from the indicated completion of the
rehabilitation of the existing system beginning January 2018 and start of commercial operations of the
Cavite Extension beginning November 2023. ITH incentive enjoyed by LRMC amounted to nil in
2021 and 2020.
In August 2017, the CALAX project was registered with the BOI as a new project on a nonpioneer
status under the Omnibus Investment Code of 1987. Under this registration, MPCALA will enjoy
certain tax and nontax incentives including a four-year ITH on the income arising from the CALAX
project starting from July 2020 or actual start of commercial operations, whichever is earlir. This is
also subject to certain conditions, which include among others, (i) submission of proof of upgraded
service quality as result of the implementation of the modernization project; (ii) the ITH’s entitlement
shall be based on the project’s ability to contribute to the economy’s development based on certain
parameter indicated in Certificate of Registration; and (iii) MPCALA’s commitment to undertake
meaningful and sustainable corporate social responsibility activities.
In January 2021, BOI granted a Certificate for ITH Entitlement to MPCALA for the year 2020. ITH
incentive enjoyed by MPCALA amounted P =0.3 million in 2021. In March 2022, MPCALA was able
to secure its Certificate for ITH Entitlement for taxable year 2021.
*SGVFS163550*
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27. Earnings Per Share
The calculation of earnings per share for the years ended December 31 follows:
2021 2020 2019

(In Millions, Except for Per Share Amounts)
Net income (loss) attributable to owners of the
Parent Company
Continuing operations P
=5,029 P3,191
= (P
=4,782)
Operations of entities under PFRS 5 5,090 1,557 28,638
(a) P
=10,119 =4,748
P =23,856
P
Effect of cumulative dividends on preferred
shareholders of the Parent Company (see Note 20) (b) (9) (9) (9)
Net income attributable to common owners
of the Parent Company (c) P
=10,110 =4,739
P =23,847
P
Outstanding common shares at the beginning

of the year P
=30,669 =31,569
P =31,515
P
Effect of issuance of common shares during the year – – 24
Effect of share buy-back (see Note 20) (215) (317) (1)
Weighted average number of common shares
for basic earnings per share (d) 30,454 31,252 31,538
Effects of potential dilution from ESOP and share
award (see Note 28): – – 2
Weighted average number of common shares adjusted
for the effects of potential dilution (e) 30,454 31,252 31,540
Basic earnings per share (c/d) P

=0.3320 =0.1516
P =0.7561
P
Diluted earnings per share (c/e) P

=0.3320 =0.1516
P =0.7561
P
Weighted average number of shares issued and outstanding is derived by multiplying the number of
shares outstanding at the beginning of the year, adjusted by the number of shares issued during the
year, with a time–weighting factor. The time–weighting factor is the number of days that the
common shares are outstanding as a proportion to the total number of days in the year.
To calculate the earnings per share for operations of entities under PFRS 5 (Note 32), the weighted
average number of ordinary shares for both the basic and diluted earnings per share is as per the table
above.
28. Share-based Payment
ESOP
On June 24, 2007, the shareholders of MPIC approved a share option scheme (the “Plan”) under
which MPIC’s directors may, at their discretion, invite executives of MPIC upon the regularization of
employment of eligible executives, to take up share option of MPIC to obtain an ownership interest in
MPIC and for the purpose of long-term employment motivation. The scheme became effective on
June 14, 2007 and is valid for ten years. An amended plan was approved by the stockholders on
February 20, 2009.
As amended, the overall limit on the number of shares that may be issued upon exercise of all options
to be granted and yet to be exercised under the Plan must not exceed 5.0% of the shares in issue from
time to time.
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The exercise price in relation to each option shall be determined by the Company’s Compensation
Committee, but shall not be lower than the highest of: (i) the closing price of the shares for one or
more board lots of such shares on the PSE on the option offer date; (ii) the average closing price of
the shares for one or more board lots of such shares on the PSE for the five business days on which
dealings in the shares are made immediately preceding the option offer date; and (iii) the par value of
the shares.
On October 14, 2013, MPIC made an ESOP grant (the “Fourth Grant”) consisting of 112.0 million
common shares, to its directors and senior management officers, as well as, members of the senior
management of certain MPIC subsidiaries. The grant was approved by the Philippine SEC on
March 4, 2014.
The fair value of the options granted is estimated at the date of grant using Black-Scholes-Merton
formula, taking into account the terms and conditions at the time the options were granted. The
following tables list the inputs to the model used for the ESOP:
Fourth Grant
Tranche B
50.0%
vested on
October 14,
2015
Spot Price =4.59
P
Exercise price =4.60
P
Risk-free rate 2.40%
Expected volatility* 33.07%
Term to vesting in days 730
Call price =0.89
P
* The expected volatility reflects the assumption that the historical volatility over a period similar to the life of the options is
indicative of future trends, which may also not necessarily be the actual outcome.
The following table illustrates the number of, exercise prices of, and movements in share options in
2019 for the Tranche B of the Fourth Grant:
Tranche B
Number Exercise
of shares Price
Outstanding at January 1, 2019 54,825,000 =4.60
P
Exercised during the year (see Note 11) 27,790,000 4.60
Expired during the year 27,035,000 4.60
Outstanding at December 31, 2019 − =−
P
On October 9, 2018, the deadline for the exercise of stock options from the Fourth Grant, originally
on October 14, 2018, was extended by the Company’s Compensation Committee to October 14,
2019.
For the year ended December 31, 2019, the weighted average share price of MPIC’s common share is
=4.66 per share. The carrying value of ESOP, recognized under “Equity reserves” in the equity
P
section of the statements of financial position, amounted to nil as at December 31, 2019 upon
expiration of the share grant (see Note 20).
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RSUP
LTIP Cycle 2016 to 2018. MPIC’s LTIP comprises of cash incentives and share award. On July 14,
2016, the Compensation Committee of MPIC approved the RSUP as part of MPIC’s LTIP. The
RSUP, which has a validity period of ten years, replaced the Company’s ESOP, which expired in
2019. The Company shall secure exemption ruling from the SEC on the share award, which is
necessary for the Company to reacquire MPIC common shares in the market.
The RSUP is designed, among others, to reward the Directors and certain key officers of MPIC who
contribute to its growth and stay with MPIC for the long term. Under the RSUP, which shall have a
cycle of three (3) years (starting 2016 for the LTIP cycle covering 2016 to 2018), MPIC, at its cost
will reacquire MPIC common shares to be held as treasury shares and reserved to be transferred to the
Directors and key officers determined by the Committee to be eligible to participate under the RSUP.
Vested shares will be transferred in the name of the eligible participants on full vesting date, at no
cost as provided under the RSUP.
The RSUP also limits the aggregate number of shares that may be subject to award to no more than
three percent (3%) of the outstanding common shares of MPIC. A cumulative total of 26.7 million
MPIC common shares had been acquired to cover the total shares expected to be granted to the
directors and key officers of the Company.
Fair value of the Share Award was determined using the market closing price of P=7.15 per share on
date of grant. One third (or 33.33%) of the share award vests every 31st of December beginning 2016
until fully vested by December 31, 2018.
The shares in relation to the 2016-2018 RSUP were issued to the grantees in June 2019 (see Note 20).
LTIP Cycle 2019 to 2021. On January 31, 2020, the Compensation Committee approved MPIC’s
LTIP covering cycle 2019 to 2021. Subsequently on August 4, 2021, as discussed in Note 23,
MPIC’s LTIP cycle was extended to 2022 with eventual payout in 2023.
A total of 31.8 million shares were originally granted in relation to the RSUP. Fair value of the Share
Award was determined using the market closing price of = P3.21 per share on date of grant. Coincident
to the extension of the cycle, the RSUP was modified to reflect cancellation of 15.1 million shares
resulting in the acceleration of vesting and immediate recognition of the related Share Award
expense. The remaining 16.7 million shares were remeasured using the market closing price of
=3.60 per share as of August 4, 2021. Net impact of the modification amounted to =
P P5.0 million
reduction in Total Share Award expense in 2021.
Total Share Award expense under this RSUP for the years ended December 31, 2021, 2020,and 2019
amounted to =P22.5 million, =
P34.1 million, and nil, respectively, and included in “Personnel costs and
employee benefits” under “General and administrative expenses” account in the consolidated
statements of comprehensive income.
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29. Significant Contracts, Agreements and Commitments
Toll Operations
Concession Arrangements
NLEX Corp. – Supplemental Toll Operation Agreement (“STOA”) for the North Luzon Expressway
(“NLEX”). In August 1995, First Philippine Infrastructure Development Corporation (currently MPT
North), the parent company of NLEX Corp, entered into a joint venture agreement with Philippine
National Construction Corporation (“PNCC”), in which PNCC assigned its rights, interests and
privileges under its franchise to construct, operate and maintain toll facilities in the NLEX and its
extensions, stretches, linkages and diversions in favor of NLEX Corp., including the design, funding,
construction, rehabilitation, refurbishing and modernization and selection and installation of an
appropriate toll collection system therein during the concession period subject to prior approval by
the President of the Philippines. In April 1998, the Philippine government, acting by and through the
Toll Regulatory Board (“TRB”) as the grantor, PNCC as the franchisee and NLEX Corp. as the
concessionaire, executed a STOA whereby the Philippine government recognized and accepted the
assignment by PNCC of its usufructuary rights, interests and privileges under its franchise in favor of
NLEX Corp. as approved by the President of the Philippines and granted NLEX Corp. concession
rights, obligations and privileges including the authority to finance, design, construct, operate and
maintain the NLEX project roads as toll roads commencing upon the date the STOA comes into
effect until December 31, 2030 or 30 years after the issuance of the Toll Operation Permit for the last
completed phase, whichever is earlier. In October 2008, the concession agreement was extended for
another seven years to 2037.
The concession agreement establishes a toll rate formula and adjustment procedure for setting the
appropriate toll rate. Pursuant to the STOA, NLEX Corp. is required to pay franchise fees to PNCC
(see Notes 21 and 30) and to pay for the Government’s project overhead expenses based on certain
percentages of construction costs and maintenance works on the project roads. Upon expiry of the
concession period, NLEX Corp. shall hand over the project roads to the Philippine Government
without cost, free from any and all liens and encumbrances and fully operational and in good working
condition, including any and all existing land required, works, toll road facilities and equipment
found therein directly related to and in connection with the operation of the toll road facilities.
The Manila-North Expressway Project (“MNEP”) consists of three (3) phases as follows:
Status/
Phase Description Date of Operation
Phase I Expansion and i. 84 kilometers (km) of the existing NLEX February 5, 2005
(Segments 1, 2, 3 and 7) rehabilitation ii. 8.8-km stretch of a Greenfield
expressway
Phase II Construction i. 17-km circumferential road C-5 which Segment 8.1 –
(Segments 8.1, 8.2, 9 and 10) connects the current C-5 expressway to June 5, 2010
the NLEX
ii. 5.85-km road from McArthur to Letre Segments 9 –
March 9, 2015
Segment 10 –
Officially opened on
February 28, 2019
Segment 8.2 – First
2-km targeted to
open in 2022
Phase III Construction i. 57-km Subic arm of the NLEX to Subic Construction not yet
(Segments 4, 5 and 6) Expressway started and total
length may vary
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In consideration of the assignment by PNCC of its usufructuary rights, interests and privileges under
its franchise, PNCC is entitled to receive payment equivalent to 6% and 2% of the toll revenues from
the NLEX and Segment 7, respectively. Any unpaid balance carried forward will accrue interest at
the rate of the latest Philippine 91-day Treasury bill rate plus 1% per annum. This entitlement, as
affirmed in the Amended and Restated Shareholders’ Agreement dated September 30, 2004, shall be
subordinated to operating expenses and the requirements of the financing agreements and shall be
paid out subject to availability of funds.
The PNCC franchise expired in May 2007. On April 12, 2011, the Supreme Court issued a resolution
directing NLEX Corp. to remit PNCC’s share in the net income from toll revenues to the National
Treasury, and the TRB, with the assistance of the Commission on Audit (“COA”), was directed to
prepare and finalize the implementing rules and guidelines relative to the determination of the net
income remittable by PNCC to the National Treasury.
In accordance with the TRB directive, 90% of the PNCC fee and dividends payable are to be remitted
to the TRB, while the balance of 10% to PNCC.
NLEX Corp. – Toll Operation Agreement ("TOA”) for the Subic-Clark-Tarlac Expressway
(“SCTEX”). On February 9, 2015, NLEX Corp. received the Notice of Award from the Bases
Conversion and Development Authority (“BCDA”) for the management, operation and maintenance
of the 94-kilometer SCTEX subject to compliance with specific conditions. On February 26, 2015,
NLEX Corp. and BCDA entered into a Business Agreement involving the assignment of BCDA’s
rights and obligations relating to the management, operation and maintenance of SCTEX as provided
in the SCTEX concession. The assignment includes the exclusive right to use the SCTEX toll road
facilities and the right to collect tolls until October 30, 2043. On May 22, 2015, the TOA was
executed by and among the Philippine Government and BCDA and NLEX Corp. At the end of the
contract term, the SCTEX, as well as the as-built plans, specification and operation/repair/
maintenance manuals relating to the same shall be turned over to the BCDA or its successor-in-
interest.
At a consideration of =
P3.5 billion upfront cash payment, the operation and management of the
SCTEX was officially turned over to NLEX Corp. on October 27, 2015. NLEX Corp. shall also pay
BCDA monthly concession fees amounting to 50% of the Audited Gross Toll Revenues of the
SCTEX for the relevant month from effective date to October 30, 2043 (see Note 21).
NLEX Corp. – Concession Agreement for the NLEX-SLEX Connector Road Project (“Connector
Road”). The Connector Road is a four (4)-lane toll expressway structure with a length of
eight (8) kilometers all passing through and above the right of way of the Philippine National
Railways (“PNR”) starting NLEX Segment 10 in C3 Road Caloocan City and seamlessly connecting
to South Luzon Expressway (“SLEX”) through Metro Manila Skyway Stage 3 Project. On
November 23, 2016, NLEX Corp. and the ROP acting through the DPWH, signed the Concession
Agreement for the design, financing, construction, operation and maintenance of the NLEX-SLEX
Connector Road. The concession period shall commence on the commencement date and shall end
on its thirty-seventh (37th) anniversary, unless otherwise extended or terminated in accordance with
the Concession Agreement. As at April 7, 2022, the construction of NLEX-SLEX Connector Road
Section 1 is on-going while the construction for Section 2 officially began on December 14, 2021.
Under the Concession Agreement, NLEX Corp. will pay the DPWH periodic payments as
consideration for the grant of the Right of Way for the project (see Note 17).
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During the concession period, NLEX Corp. shall pay for the project overhead expenses to be incurred
by the DPWH and the TRB in the process of their monitoring, inspecting, evaluating and checking
the progress and quality of the activities and works undertaken by NLEX Corp. NLEX Corp’s
liability for the payment of the project overhead expenses due to TRB shall not exceed
=50 million and the liability for the payment of the project overhead expenses due the DPWH shall
P
not exceed P =200 million; provided, that these limits may be increased in case of inflation, or in case
of additional work due to a concessionaire variation that will result in an extension of the construction
period or concession period, upon mutual agreement of the parties in the concession agreement.
CIC – TOA for the Manila - Cavite Expressway (“CAVITEX”). CIC is exclusively responsible for
the design, financing and construction of the CAVITEX, pursuant to a TOA dated July 26, 1996
entered into with the Philippine Reclamation Authority (“PRA”) and the Government, acting through
the TRB. Responsibility for the supervision of the operation and maintenance of the toll road,
initially undertaken by the PRA, was also transferred to CIC pursuant to an Operations and
Maintenance Agreement dated November 14, 2006 and a voting trust agreement dated November 16,
2006. The concession for CAVITEX extends to 2033 for the originally built road and to 2046 for a
subsequent extension. Upon expiry of the concession period, CIC shall hand over the project to the
Philippine Government.
The concession agreement establishes a toll rate formula and adjustment procedure for setting the
appropriate toll rate.
Pursuant to the TOA, PRA established PEA Tollways Corporation (“PEATC”), its wholly owned
subsidiary, to undertake the O&M obligations of the PRA under the TOA. PEATC shall collect the
toll fees from the toll paying traffic and deposit such collections to the O&M Account maintained
with a local bank. On November 14, 2006, CIC, PRA and TRB entered into an O&M Agreement to
clarify and amend certain rights and obligations under the Joint Venture Agreement (“JVA”) and
TOA covering the CAVITEX. Included in the salient provisions of the O&M Agreement is the
revenue sharing provision between PRA and CIC. PRA shall receive 8.5% of gross toll revenue,
while CIC shall receive 91.5% of the gross toll revenue and will absorb all O&M costs and expenses.
The share of PRA shall be increased by 0.5% every periodic toll rate adjustment under the TOA but
not to exceed 10.0% of gross toll revenue at any one time during the repayment period of the loan.
Upon repayment in full of the loans and interest costs, advances, capital investment and the return of
equity, CIC and PRA shall share at the ratio of 40.0% and 60.0%, respectively, as originally agreed
upon under the JVA. The current share of PRA based on gross revenue is 9.0% while CIC’s share is
91.0% which took effect on the last toll rate adjustment on January 1, 2009.
Under the amended Joint Venture Agreement with PRA, each of the following expressways shall be
constructed in segments:
Status/
Phase Description Date of Operation
Phase I Design and improvement i. 6.5 km R-1 Expressway which connects May 1998
the Airport Road to Zapote
ii. Extension of the 7 km R-1 Expressway May 2011
which connects the existing R-1
Expressway at Zapote to Noveleta
Phase II: Design and construction Extension of the C-5 Link Expressway which 3A-2 to be completed
Segments 2 & connects the R-1 Expressway to the South in March 2022
3A-2 Luzon Expressway (SLEX) Segment 2 expected in
2023
Phase III Design and construction Segment 3B for C5 Southlink Project Expected to be
Segment 3-B completed in 2023
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C5 South Link 3A-1, portion of the CAVITEX Phase II, which is a 2.2-km flyover crossing SLEX
traversing Taguig and Pasay City, commenced tollway operation in July 2019.
CIC – Operation and Maintenance Agreement (“OMA”). On November 14, 2006, PRA, UEM-MARA
Philippines Corporation, predecessor-in-interest of CIC, and the TRB entered into an OMA.
The OMA allows CIC to participate in the operations and maintenance of R-1 Expressway and R-1
Expressway Extension of the Manila-Cavite Toll Expressway Project (“MCTEP”), now known as
CAVITEX, and was borne out of a requirement under the Omnibus Loan Agreement dated August 25,
2006 (“2006 Omnibus Agreement”) which CIC entered into with a syndicate of lenders to finance the
construction of the MCTEP. Further, the OMA provides that CIC’s participation in the operations and
maintenance of the MCTEP shall terminate upon repayment in full of the loans subject of the 2006
Omnibus Agreement.
In 2010, PRA agreed to extend the effectivity of the OMA until August 25, 2021 or upon full settlement
of the funding to be obtained by CIC through an offshore notes offering.
In 2015, PRA agreed to substitute the 2013 Amended and Restated Loan Agreement (“2013 Loan
Agreement”), which CIC entered into with a group of lenders, for all references to the 2006 Omnibus
Agreement under the OMA. However, the resolution of the Board of Directors of PRA provided that the
proposed extension of the OMA up to December 18, 2023 (the maturity date of the loan covered by the
2013 Loan Agreement) will be subject to further negotiations between PRA and CIC prior to August 25,
2021.
On July 8, 2021, PRA informed CIC that the standing PRA Board decision is that the effectivity of the
OMA will expire on August 25, 2021 and requested that CIC and PRA commence negotiations for the
possible extension of the effectivity of the OMA up to December 18, 2023. PRA and CIC started
discussing the details of PRA’s position and conditions on the matter of the extension of the terms of the
OMA. Negotiations on the extension did not prosper and the OMA expired on August 25, 2021.
Thereafter, an Operation and Maintenance Transition Committee (“O&M Transition Committee”) was
constituted composed of representatives from PRA and CIC, with observers from the Toll Regulatory
Board and PEA Tollways Corporation (“PEATC”), to discuss the details of the assumption by PRA
(through PEATC) of the operations and maintenance of the operating segments of the MCTEP.
As at April 7, 2022, discussions on the transition from CIC to PRA are still on-going.
MPCALA – Concession Agreement for the CALAX. On July 10, 2015, MPCALA signed the
Concession Agreement for the CALAX Project with the DPWH. Under the Concession Agreement,
MPCALA is granted the concession to design, finance, construct, operate and maintain the CALAX,
including the right to collect toll fees, over a 35-year concession period. The CALAX is a closed-
system tolled expressway connecting the CAVITEX and the SLEX. The CALAX Project was
awarded to MPCALA following a competitive public bidding process where MPCALA was declared
as the highest complying bidder with its offer to pay the government concession fees amounting to
=27.3 billion payable over nine (9) years from signing of the Concession Agreement (see Note 17).
P
The project is expected to be completed by 2023.
On October 31, 2019, the Company opened the Subsections 6-8, portion of the CALAX Laguna
Segment, which is the first 10-km stretch of CALAX from Mamplasan Exit in Biñan City, Laguna to
the Santa Rosa-Tagaytay Interchange with no toll fees. The construction of Subsection 5 (Silang East
Interchange to Santa Rosa-Tagaytay Interchange) has also started.
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On February 10, 2020, TRB issued Notice to Start Collection for the initial toll rates for Subsections
6-8 of the CALAX effective February 11, 2020. MPCALA was granted a provisional initial toll for
the 10-km segment of CALAX effective on February 11, 2020.
Cebu Cordova Link Expressway Corporation’s (“CCLEC”) Cebu Cordova Link Expressway
(“CCLEX”). On October 3, 2016, CCLEC, Cebu City and Municipality of Cordova (as grantors)
signed the concession agreement for the CCLEX. CCLEX, consists of the main alignment starting
from the Cebu South Coastal Road and ending at the Mactan Circumferential Road, inclusive of
interchange ramps aligning the Guadalupe River, the main span bridge, approaches, viaducts,
causeways, low-height bridges, at-grade road, toll plazas and toll operations center.
Under the concession agreement, CCLEC is granted the concession to design, finance, construct,
operate and maintain the CCLEX, including the right to collect toll fees over a 35-year concession
period. CCLEX is estimated to cost = P32.8 billion. No upfront payments or concession fees are to be
paid but the grantors shall share 2% of the project’s revenue.
Construction is expected to be completed in April 2022.
Concession Agreements – PT Nusantara. PT Nusantara’s concession assets comprise of toll roads

and water concession rights. Toll road concession rights cover the following toll road sections: (a)
Tallo-Hasudin Airport; (b) Soekarno Hatta Port – Pettarani; (c) Pondok Ranji and Pondok Aren. The
water concession rights pertain to right to treat and distribute clean water in the Serang District,
Banten in Indonesia.
 Ujung Pandang toll road (PT Bosowa Marga Nusantara (“BMN”) concession). BMN, a
subsidiary of PT Metro Pacific Tollways Indonesia (“PT MPTI”) through PT Nusantara
Infrastructure Tbk (“PT Nusantara”), and PT Jasa Marga (Persero) Tbk (“Jasa Marga”), a third-
party toll road operator in Indonesia, entered into a joint operation agreement for the operations
of Ujung Pandang toll road. BMN will operate the said toll road for 30 years and after which,
the toll roads, including all the facilities in the area, will be handed over to Jasa Marga. The
toll road has been in operation since 1998. PT MPTI is a wholly owned subsidiary of MPTC.
On October 23, 2017, BMN was granted by the Ministry of Public Works of the Republic of
Indonesia the extension of the concession period for the Ujung Pandang toll road to 2043.
Ujung Pandang toll road is a 6.0-km toll road connects Soekarno-Hatta port in Makassar and
A.P. Pettarani road (Urip Sumoharjo flyover). Pettarani toll road, which is an extension of the
Ujung Pandang toll road, is a 4.4-km toll road that will connect Soekarno-Hatta Port (Makassar)
and Sultan Hasanuddin International Airport to Makassar’s business district and city center.
The construction of the elevated toll road was completed on March 18, 2021 and the toll
collection started in May 2021.
 Makassar Section IV toll road (JTSE concession). JTSE, a subsidiary of PT MPTI through PT
Nusantara, entered into a Toll Road Concessionaire Agreement with the Department of Public
Works of the Republic of Indonesia (“DPU”) for the right to develop, operate and maintain
Makassar Section IV Toll Road for a period of 35 years, including construction period. The
toll road has been in operation since 2008.
Makassar Section IV toll road is a 12-km toll road that connects Tallo Bridge to the Mandai
Makassar intersection, providing access to Sultan Hasanuddin International Airport as well as
the national road to Maros, Indonesia.
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 Pondok Aren-Serpong toll road lane (BSD concession). BSD, a subsidiary of PT MPTI through
PT Nusantara, entered into a Toll Road Operational Authority Agreement with Jasa Marga for
the development and operations of Pondok Aren-Serpong toll road lane for a period of 28 years,
including construction period. The toll road has been in operation since 1999.
Pondok Aren-Serpong toll road lane is a 7.3-km toll road that connects Serpong and Pondok
Aren, South Tangerang, Indonesia.
Construction Contract for NLEX Segment 10. On April 28, 2014, NLEX Corp. signed a target cost
construction contract with Leighton Contractors (Asia) Ltd. (“LCAL”) for the construction of NLEX
Segment 10. The contract structure is collaborative in nature and provides a risk and reward sharing
mechanism if the actual construction cost exceeds or falls below the agreed target. LCAL’s performance
obligations under the contract are backed up by: (i) a bank–issued irrevocable stand–by letter of credit,
(ii) cash retention, and (iii) a guarantee issued by Leighton Asia Limited.
On May 8, 2014, NLEX Corp. issued the notice to proceed to LCAL, signaling the start of
pre-construction activities. Pursuant to the contract, NLEX Corp. placed a reserve amount of
=889 million in an escrow account on July 28, 2014 to cover payment default leading to suspension of
P
works.
On January 12, 2017, pursuant to the escrow agreement, NLEX Corp. exercised its option to reduce
the escrow account balance to the new minimum balance of = P669.0 million. The balance was further
reduced to P=321.0 million on May 12, 2017. The new minimum balance is the amount equal to the
forecast of LCAL’s maximum committed costs over any given seven (7) weeks from the relevant
calculation date until the forecast completion date plus a reasonable contingency allowance as agreed
upon by both parties.
Construction of the 5.65-km fully-elevated segment was completed on February 28, 2019, and officially
opened to the public on March 1, 2019. Accordingly, the balance of the escrow account was already
released in 2019 and was used to pay the gain share of LCAL.
Toll Collection Interoperability Agreement. On September 15, 2017, toll concessionaires/operators,

Department of Transportation, DPWH, and Land Transportation Office, signed the Memorandum of
Agreement (“MOA”) for Toll Collection Interoperability with TRB; whereby the concessionaires or
facility operators agreed to timely, smoothly, and fairly implement the interoperability of the electronic
toll collection systems and cash payment systems of the covered expressways and of future toll
expressways, consistent with and subject to the concessionaires and operators’ respective concession
agreements, toll operations agreements, and supplemental toll operations agreement, as applicable.
The agreement will be implemented in two phases and to be operationalized within twelve (12) months
from signing of the MOA. The first phase covers electronic collection interoperability, while the second
phase covers cash collection interoperability.
MPTC’s Toll Collection Lanes (NLEX, SCTEX, CAVITEX and portion of the CALAX) are currently
accepting Autosweep tags enrolled to the Easytrip system. The enrolment of the Autosweep tags started
last December 20, 2017.
An interoperability validation test procedure has been developed and finalized by MPTC and San Miguel
Corporation (“SMC”), the parent company which holds the concessions for Tarlac-Pangasinan-La Union
Expressway (“TPLEX”), South Luzon Expressway (“SLEX”), Skyway and Star Tollways. The
interoperability test activities were conducted for 14 consecutive days from January 29 to February 11,
2021. Forty-four (44) vehicles were used, with twenty-two (22) vehicles coming from each party. The
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test routes are within NLEX, SCTEX and TPLEX. with evaluation of more than 10,000 passages
conducted during the testing.
In July 2021, TRB required NLEX Corp. to conduct its own testing of the Neology 3M stickers in NLEX
and SCTEX. NLEX conducted the testing from July to August in twenty-seven (27) vehicles plying
NLEX and SCTEX. For more than 13,000 transactions, 98.66% successful sticker reading was achieved.
The re-run of the Joint Interoperability Testing was conducted on October 25, 2021 up to November 13
2021 using Neology 3M RFID stickers installed on forty (40) vehicles provided by NLEX Corporation
and San Miguel Corporation. The RFID stickers were tested at TPLEX ETC Lanes. 98.39% successful
sticker reading was achieved.
To complete the activities of the second phase, MPTC will be submitting a program of activities to TRB,
upon concurrence of SMC, including the RFID replacement program to ensure that all Easytrip
subscribers who would want to register their stickers with SMC expressways will be provided with the
appropriate RFID sticker.
Grant of Original Proponent Status for Cavite Tagaytay Batangas Expressway (“CTBEx”) Project. On
July 26, 2018, Metro Pacific Tollways South Corp. (“MPT South”), an indirect subsidiary of MPIC, was
granted Original Proponent Status by the DPWH in relation to its unsolicited proposal for the CTBEx
Project.
The CTBEx Project, a 50.42 kilometer toll facility, is intended to connect seamlessly with the CALAX
and CAVITEX of MPTC and is expected to provide congestion relief to Aguinaldo Highway and
Tagaytay-Nasugbu road. It is currently configured to have eight (8) main interchanges and two (2) spur
roads, and is estimated to cost approximately P
=25 billion and if awarded, will be funded through a
combination of internally-generated funds and debt.
The final award of the CTBEx Project is subject to the completion of all regulatory approvals and Swiss
Challenge under existing laws. The Swiss Challenge is expected to happen within 2022.
On July 5, 2021, MPT South secured the Silang Local Government Unit (“LGU”) endorsement of the
CTBEX Project. The required endorsement from the Batangas Provincial District Council was secured
on January 21, 2021. The CTBEx Project was presented for approval and endorsement by the NEDA
Regional District Council. Project is still under review by the NEDA ICC Technical Board with ongoing
exchanges of responses on the proposed parameters, terms, and conditions.
Water
Concession Arrangements
Maynilad CA with MWSS. On February 21, 1997, Maynilad entered into a Concession Agreement with
the MWSS. Under the Maynilad CA, MWSS grants Maynilad, as contractor to perform certain functions
and as agent for the exercise of certain rights and powers under the MWSS’s Charter, the sole right to
manage, operate, repair, decommission and refurbish all fixed and movable assets required (except
certain retained assets of MWSS) to provide water and wastewater services in the West Service Area for
an extended period of 40 years commencing on August 1, 1997 (the Commencement Date) to May 6,
2037 (Expiration Date) or the early termination date as the case may be. The 15-year extension of the
expiry of the Concession Agreement was approved by the MWSS in 2009.
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Maynilad is also tasked to manage, operate, repair, decommission and refurbish certain specified MWSS
facilities in the West Service Area. The legal title to these assets remains with MWSS. The legal title to
all property, plant and equipment contributed to the existing MWSS system by Maynilad during the
concession period remains with Maynilad until the Expiration Date (or on early termination date) at
which time, all rights, titles and interest in such assets will automatically vest in MWSS.
Maynilad and MWSS signed on May 18, 2021 the Revised Concession Agreement (“RCA”) that will
govern the provision by Maynilad of water and wastewater services in the West Zone of the MWSS
Service Area upon its effectivity.
Among the highlights of the RCA are the following:
 Confirmation of the continuation of the concession period until July 31, 2037;
 Imposition of a tariff freeze until December 31, 2022;
 Removal of Corporate Income Tax (“CIT”) from among Maynilad’s recoverable expenditures
as well as the Foreign Currency Differential Adjustment;
 Capping of the annual inflation factor to 2/3 of the Consumer Price Index;
 Imposition of rate caps for water and sewerage services to 1.3x and 1.5x, respectively, of the
 Removal from the ROP Letter of Undertaking of the non-interference of the Government in
the rate-setting process, and the limitation of the ROP’s financial guarantees to cover only those
loans and contracts that are existing as of the signing of the RCA;
 Replacement of the market-driven Appropriate Discount Rate with a 12% fixed nominal
discount rate; and
 Retention of the rate rebasing mechanism where, subject to the rate caps in item 5 above, the
rates for the provision of water and wastewater services will be set at a level that will allow
Maynilad to recover, over the term of the concession, expenditures efficiently and prudently
incurred and to earn a reasonable rate of return.
The RCA is supposed to have taken effect six months after it was signed on May 18, 2021, or on
November 18, 2021, upon compliance with all the conditions precedent (“Effective Date” and “CPs”,
respectively). However, the ROP’s Letter of Undertaking (“Republic Undertaking”), which is among the
CPs, has not yet been issued as of December 18, 2021. Hence, upon the request of the Concessionaires,
the MWSS Board, through a resolution passed on November 16, 2021, moved the RCA’s Effective Date
to December 18, 2021.
On December 14, 2021, Maynilad requested again the MWSS Board to defer the RCA’s Effective Date
by another two months (until February 16, 2022) or until the Republic Undertaking is issued. Following
the Regular Board Meeting held on February 10, 2022, MWSS issued Resolution No. 2022-015-CO to
further extend the Effective Date of the RCA for thirty (30) days or until March 18, 2022. As at April 7,
2022, the RCA is still not effective. Maynilad already submitted its business plan to the MWSS RO in
March 2022. The RCA will take effect upon receipt of the Republic Undertaking.
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Maynilad is currently implementing an FCDA equivalent to negative 0.55% of the 2021 Average
Basic Charge of P=36.24/cu.m, or an average refund of P =0.20/cu.m. Consequently, the FCDA’s
removal for the fourth quarter of 2021 will result in the increase of Standard Rates for water and
sewerage services.
To comply with the RCA provision against any increase in the Standard Rates until December 31,
2022, the MWSS, by virtue of Board Resolution No. 2021-117-RO dated October 28 2021, as
recommended by the MWSS RO in RO Resolution No. 2021-13-CA dated October 19, 2021,
approved the removal of the FCDA from, and the inclusion of a “Transitory Adjustment” in the bills
of Maynilad customers beginning November 18, 2021 until December 31, 2022.
The schedule of undiscounted estimated future concession fee payments, based on the term of the
Maynilad CA, is as follows:
In Original Currency
Foreign Peso Loans/
Currency Loans Project Local Total Peso
Year (Translated to US$)* Support Equivalent*
(In Millions)
2022 $6.1 =645.0
P =953.6
P
2023 7.7 648.2 1,041.1
2024 7.5 622.2 1,006.4
2025 7.4 623.2 998.10
2026-2037 56.8 7,448.5 10,347.7
$85.5 =9,987.1
P =14,346.9
P
*Translated using the December 31, 2021 exchange rate of = P 50.999:US$1.
Additional concession fee liability relating to the extension of the Concession Agreement is only
determinable upon loan drawdown of MWSS and the actual construction of the related concession
projects.
Other material commitments under the Maynilad CA are disclosed below.
Commitments under the Maynilad CA. Significant commitments under the Maynilad CA follow:
a. Payment of concession fees (see Note 17)
b. Posting of performance bond
Under Section 6.9 of the Maynilad CA, Maynilad is required to post a performance bond to secure
the performance of its obligations under certain provisions of the Maynilad CA.
The aggregate amount drawable in one or more installments under such performance bond during
the Rate Rebasing Period to which it relates is set out below.
Aggregate Amount
Drawable Under
Rate Rebasing Period Performance Bond
(In Millions)
First (August 1, 1997 – December 31, 2002) US$120.0
Second (January 1, 2003 – December 31, 2007) 120.0
Third (January 1, 2008 – December 31, 2012) 90.0
Fourth (January 1, 2013 – December 31, 2017) 80.0
Fifth (January 1, 2018 – May 6, 2022) 60.0
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Within 30 days from the commencement of each renewal date, Maynilad shall cause the
performance bond to be reinstated to the full amount set forth above applicable for the year.
In connection with the extension of the term of the Maynilad CA, certain adjustments to the
obligation of Maynilad to post the performance bond under Section 6.9 of the concession
agreement have been approved and summarized as follows:
 The aggregate amount drawable in one or more installments under each performance
bond during the Rate Rebasing Period to which it relates has been adjusted to US$30.0
million until the Expiration Date;
 The amount of the Performance Bond for the period covering 2023 to 2037 shall be
mutually agreed upon in writing by the MWSS and Maynilad consistent with the
provisions of the concession agreement.
 On December 14, 2017, Maynilad posted the Surety Bond for the amount of US$60.0
million issued by Prudential Guarantee and Assurance, Inc. (the Surety) in favor of
MWSS, as security for Maynilad’s proper and timely performance of its obligations
under the concession agreement. The liability of the Surety under this bond will expire
on January 1, 2021.
 On November 26, 2020, Maynilad posted the renewal of the Surety Bond for the amount
of US$60.0 million issued by Prudential Guarantee and Assurance, Inc. in favor of
MWSS covering the Performance Bond for the period January 1, 2021 until May 6, 2022.
An extension of up to December 31, 2022 has already been requested.
c. Payment of half of MWSS and MWSS RO’s budgeted expenditures for the subsequent years,
provided the aggregate annual budgeted expenditures do not exceed = P200 million, subject to
CPI adjustments. Beginning 2010, the annual budgeted expenditures shall increase by 100.0%,
subject to CPI adjustments, as a result of the extension of the life of the Maynilad CA.
d. To meet certain specific commitments in respect to the provision of water and sewerage services
in the West Service Area, unless modified by the MWSS RO due to unforeseen circumstances.
e. To operate, maintain, renew and, as appropriate, decommission facilities in a manner consistent

with the National Building Standards and best industrial practices so that, at all times, the water
and sewerage system in the West Service Area is capable of meeting the service obligations (as
such obligations may be revised from time to time by the MWSS–RO following consultation
with Maynilad).
f. To repair and correct, on a priority basis, any defect in the facilities that could adversely affect
public health or welfare, or cause damage to persons or third–party property.
g. To ensure that at all times Maynilad has sufficient financial, material and personnel resources
available to meet its obligations under the Maynilad CA.
h. To prevent incurrence of debt or liability that would mature beyond the term of the Maynilad
CAt, without the prior notice of MWSS.
Failure of Maynilad to perform any of its obligations under the Maynilad CA of a kind or to a degree
which, in a reasonable opinion of the MWSS–RO, amounts to an effective abandonment of the Maynilad
CA and which failure continues for at least 30 days after written notice from the MWSS–RO, may cause
the Maynilad CA to be terminated.
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Republic Act No 11600 – Maynilad’s Legislative Franchise. Republic Act No. 11600 grants
Maynilad, a 25-year franchise to “establish, operate and maintain a waterworks system and sewerage
and sanitation services in the West Zone Service Area of Metro Manila and Province of Cavite.” RA
11600 affirms Maynilad’s authority to provide waterworks system and sewerage and sanitation
services in the West Zone Service Area of Metro Manila and the Province of Cavite.
RA 11600 took effect on January 22, 2022, 15 days after its publication in the Official Gazette on
January 7, 2022.
Aside from the grant of a 25-year franchise to Maynilad, the other highlights of RA 11600 include the
following:
a. The grant of authority to the MWSS, when public interest for affordable water security so
requires and upon application by Maynilad, to amend Maynilad’s RCA to extend its term (i.e.,
2037) to coincide with the term of the franchise. In addition, the RCA shall also act as the
Certificate of Public Convenience and Necessity of Maynilad for the operation of its
waterworks and sewerage system. It also provides that in the event the waterworks and
sewerage system assets of MWSS pertaining to the Franchise Area are privatized by law,
Maynilad shall have the right to match the highest compliant bid after a public bidding. The
RCA between MWSS and Maynilad shall remain valid unless otherwise terminated pursuant to
the terms of the RCA, or invalidated when national security, national emergency or public
interest so requires;
b. Establishment of tariffs and charges which Maynilad may charge, as the Regulatory Office may
allow with the approval of the MWSS Board of Trustees, after taking into account, among
others, reasonable and prudent capital and recurrent, efficient and prudent costs of providing the
service, including a reasonable rate of return on capital, efficiency of the service, incentives for
enhancement of efficiency, subject to limitations for public utilities, willingness to pay of
consumers, equity considerations, administrative simplicity, the methodology provided under
the RCA and requirements under applicable law and jurisprudence;
c. The prohibition on the passing on of corporate income tax to customers;
d. The requirement to publicly list at least 30% of Maynilad’s outstanding capital stock within
five years from the grant of the franchise;
e. The completion of Maynilad’s water and sewerage projects to attain 100% coverage by 2037,
which shall include periodic 5-year completion targets; and
f. The grant to Maynilad of the right of eminent domain insofar as it is may be reasonably
necessary for the efficient establishment, improvement, upgrading, rehabilitation, maintenance
and operation of the services, subject to the limitations and procedures under the law.
RA 11600 also provides for an equality clause, which grants Maynilad, upon review and approval of
Congress, any advantage, favor, privilege, exemption or immunity granted under existing franchises
or which may be granted subsequently to water distribution utilities.
PHI. In August 2012, Maynilad acquired a 100% interest in PHI, which engages in water distribution
business in certain areas in central and southern Luzon. PHI is granted the sole right to distribute water
in these areas under certain concession agreements granted by the Philippine government for 25 years to
2035.
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Cagayan de Oro 100 MLD Bulk Water Supply Project (“CDO BWS Project”). On August 14, 2017,
MPW signed a joint venture agreement with the Cagayan de Oro Water District (“COWD”) for the
formation of a joint venture company to undertake the supply of bulk treated water to address the
requirements Cagayan de Oro City. The CDO BWS Project covers the (i) the delivery of at least 40
MLD of bulk treated water within the eastern sector of Cagayan De Oro, and (ii) the supply at least 60
MLD of bulk treated water to service the requirements of the western sector in accordance with the bulk
water supply agreement. At COBI’s option, the CDO BWS Project may be implemented through (i) the
design and construction of water production and transmission facilities with a capacity of approximately
100 MLD, (ii) the acquisition of ownership or leasehold rights to such production and transmission
facilities and water rights, or (iii) the purchase of bulk treated water for supply to the western sector. The
project has a term of 30 years (renewable for another 20 years subject to certain conditions). Operations
commenced on December 31, 2017.
Metro Iloilo Bulk Water Supply Corporation (“MIBWSC”). On July 4, 2016, pursuant to a Joint Venture
Agreement between MetroPac Iloilo Holdings Corporation (“MILO”; a wholly owned subsidiary of
MPW), and Metro Iloilo Water District (“MIWD”), created and established MIBWSC, to implement the
170 MLD Bulk Water Supply Project (“BWS Project”). The BWS Project covers the (i) rehabilitation
and upgrading of MIWD’s existing 55 MLD water facilities, (ii) the expansion and construction of new
water facilities to increase production to up to 115 MLD; and (iii) delivery of contracted water demand to
MIWD in accordance with the bulk water supply agreement. The BWS Project covers a period from the
later of the Target Initial Delivery Date and the Initial Delivery Date and ending on the 25th anniversary
thereof and shall be extended for an additional 25 years counted from completion of the agreed upon
expansion obligation, but in no event shall exceed an aggregate of 50 years.
MIWD retains ownership of the existing facilities subject to the right of MIBWSC to access and use.
MIBWSC in turn retains ownership of the new facilities but is required to handback the BWS Project,
including transfer of the full ownership of the new facilities, at the end of the contract period.
On July 5, 2016, MIBWSC officially took over operations from the MIWD.
Metro Iloilo Water District Water (“MIWD”) Concession Joint Venture Project. On
November 13, 2018, MPW, entered into a Joint Venture Agreement (JVA) with MIWD for the
rehabilitation, operation, maintenance, and expansion of MIWD’s existing water distribution system
and construction of wastewater facilities (the “Project”). On January 17, 2019, Metro Pacific Iloilo
Water, Inc. (MPIWI), the joint venture corporation, 80%-owned by MPW and 20%-owned by
MIWD, was organized pursuant to the provisions of the JVA. MPIWI shall implement the Project
and will have the right to bill and collect tariff for the water supply and wastewater services provided
to the customers in the service area of MIWD. MPIWI commenced operations in July 2019.
The project cost for the duration of the 25-year concession is estimated at 12.35 billion, with an initial
equity investment of =P745 million, of which MPW’s share is at = P596 million.
MPW provided performance security to MIWD amounting to =

P60.0 million in the form of a standby
letter of credit.
MIWD’s service area includes Iloilo City and seven municipalities specifically Pavia, Oton, Maasin,
Cabatuan, Sta. Barbara, Leganes and San Miguel.
Dumaguete City Water District (“DCWD”) Water Concession Joint Venture Project. On
May 16, 2018, MPW officially received from DCWD the Notice of Award for the rehabilitation,
operation, maintenance, and expansion of DCWD’s existing water distribution system and
development of wastewater facilities.
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On September 3, 2019, MPW signed a joint venture agreement (JVA) with DCWD. Pursuant to the
provisions set in the JVA, Metro Pacific Dumaguete Water Service Inc. (MPDW) was incorporated
on October 22, 2019 which is 80%-owned by MPW and 20%-owned by DCWD. MPDW shall
implement the project and will have the right to bill and collect tariff for the water supply and
wastewater services provided to the customers in the service area of DCWD. The JVA shall be
effective for a term commencing on the commencement date (as defined in the JVA) and ending on
the 25th anniversary thereof and may be renewed for another 25 years at the option of MPDW for as
long as MPDW is not then in default under any of its material obligations under the JVA and
provided, further, that the initial and renewal terms of JVA shall in no event exceed an aggregate of
50 years from commencement date.
On October 30, 2019, MPDW signed a Service Contract Agreement with DCWD. This grants
MPDW the exclusive right and privilege to undertake the project.
MPDW commenced operations on February 1, 2021.
Under the service contract agreement between MPDW and Dumaguete City Water District
(“DCWD”), MPDW shall pay annual service fee to DCWD representing the sum of the contract
monitoring fees and fixed lease fees. The annual fixed lease payments represent rentals for DCWD’s
making the existing facilities available for the exclusive use and possession of MPDW throughout the
operational period of twenty five (25) years. The contract monitoring fees cover the day-to-day
expenses of DCWD (residual office) as it retains its function as regulator of MPDW. It is fixed at
=36 million for the first year with the succeeding years adjusted for CPI. An initial service fee of
P
=42 million was settled within a month from the signing of the service contract agreement.
P
Amayi Water Concession Agreement. On February 19, 2019, Amayi Water Solutions, Inc., a wholly
owned subsidiary of Maynilad, entered into a concession agreement with the Municipality of Boac,
Marinduque. The concession agreement shall be effective for a period of twenty-five (25) years
beginning on the commencement date with the option to renew for another maximum of 25 years at
the sole discretion of the concessionaire. On January 23, 2020, the Office of the Boac Waterworks
Operation of the Municipality of Boac, Marinduque notified Maynilad Boac of the order of their
Local Chief Executive calling for the review and further study of the concession agreement. As at
April 7, 2022, the Municipality of Boac, Marinduque has yet to fulfill their obligation under the
concession agreement that are part of the contract’s conditions precedent.
PNW’s BOO contract with the Chu Lai Economic Zone Authority (“CLEZA”). PNW is party to a
BOO contract signed with the CLEZA in January 2016. Under the agreement, PNW has been granted
a 50-year contract to build, own and operate a water treatment plant for the treatment and distribution
of water to locators in the Chu Lai Open Economic Zone, and consumers in Tam Ky City, Duy
Xuyen, Thang Binh, and Nui Thanh districts. Under the signed BOO contract, the average price of
clean water is allowed to increase at a rate of 12.36% every 2 years. PNW is authorized to negotiate
and sign separate offtake agreements with each locator/customer, and average price negotiated must
be within the range allowed by the Quang Nam Province People’s Committee (“PPC”).
PNW is currently completing the construction of the first stage of Phase 1A of the water treatment
plant, which has an initial capacity of 25 MLD. The Project has a potential to increase to 300 MLD
beyond 2030.
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Contracts with Manila Water Company, Inc. (“Manila Water”). In relation to the Maynilad CA (see
above), Maynilad entered into the following contracts with Manila Water (the “East
Concessionaire”):
a. Interconnection Agreement wherein the two Concessionaires shall form an unincorporated joint
venture that will manage, operate, and maintain interconnection facilities. The terms of the
agreement provide, among others, the cost and the volume of water to be transferred between
zones; and,
b. Common Purpose Facilities Agreement that provides for the operation, maintenance, renewal,
and, as appropriate, decommissioning of the Common Purpose Facilities, and performance of
other functions pursuant to and in accordance with the provisions of the concession agreement
and performance of such other functions relating to the concession (and the concession of the
East Concessionaire) as Maynilad and the East Concessionaire may choose to delegate to the
Joint Venture, subject to the approval of MWSS.
MWSS-Japan Bank for International Cooperation (“JBIC”) Loan (Concession Fee). The Loan
Agreement between the Government and JBIC (formerly OECF) was signed on February 9, 1990.
The proceeds of the Loan were used to fund the implementation of the Angat Water Supply
Optimization Project (“AWSOP”), with MWSS as the implementing agency. Prior to privatization,
actual drawdowns from the Loan were recorded by MWSS as equity from the Government while the
draws during privatization were assumed and paid by the Concessionaires. The sharing is 61.83% and
38.17% for Maynilad and Manila Water, respectively.
On June 6, 2019, Maynilad received a letter from the MWSS requesting to pay = P821 million
(“Invoiced Amount”). Accordingly, Maynilad learned that the drawdowns made on the JBIC Loan
prior to the privatization of MWSS’s operations are considered loans and not equity as formerly
advised. MWSS’s request for the Concessionaires to pay was triggered by an instruction from the
Department of Finance (“DOF”) to the Bureau of Treasury, to have the Concessionaires reimburse
the Government for the latter’s payments on the JBIC Loan.
Maynilad replied to MWSS on July 1, 2019 and clarified the Invoiced Amount. Maynilad’s position
is to pay only P
=677 million because (ii) Maynilad remitted to the MWSS =P113 million representing
Guarantee Fees based on MWSS’s invoice. However, the JBIC Loan makes no reference to and does
not include the payment of Guarantee Fees, the borrower being the Government itself. This being the
case, the Guarantee Fees that Maynilad remitted to MWSS must be set off or applied against the
Invoiced Amount; and (2) while Maynilad always pays the foreign exchange shortfall in the debt
servicing of MWSS-contracted loans, there is no need for Maynilad to pay the Forex Shortfall of
=31 million in the JBIC Loan catch-up payment. The difference in the foreign exchange rate (from
P
Japanese Yen to Philippine Peso) has already been captured and reflected in the total peso amount
billed by the Bureau of Treasury.
Further, Maynilad also requested to pay =

P677 million in eight monthly instalments of =
P84.6 million to
commence in July 2019 until February 2020, to coincide with the full payment/ maturity of the JBIC
Loan.
As communicated by MWSS-Finance on July 17, 2019, Maynilad can pay based on the requested
amount and schedule while waiting for the response of the Bureau of Treasury concerning the
guarantee fee and shortfall. Maynilad paid the first installment on July 30, 2019.
The last installment for JBIC Loan was paid in February 18, 2020. As at April 7, 2022, Bureau of
Treasury has yet to respond to the Company’s letter concerning the guarantee fee and shortfall.
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Rail
Concession Agreement – LRMC’s LRT-1 Project. On October 2, 2014, LRMC signed together with the
DOTC (now DOTr) and the Light Rail Transit Authority (“LRTA”) (together with DOTr as “Grantors”)
the concession agreement for the LRT-1 Cavite Extension and Operations & Maintenance Project
(“LRT-1 Project” or the “LRT-1 CA”). The DOTr and LRTA formally awarded the LRT-1 Project to
LRMC on September 15, 2014. Under the LRT1 CA, LRMC will operate and maintain the existing
LRT-1 and construct an 11.7-km extension from the present end-point at Baclaran to the Niog area in
Bacoor, Cavite. A total of eight (8) new stations will be built along the extension, which traverses the
cities of Parañaque and Las Piñas up to Bacoor, Cavite. The LRT-1 CA is for a period of thirty-two (32)
years commencing from the LRMC Effective Date.
LRMC has the right to apply for an adjustment of the fare based on the specific fare adjustment formula
under LRT-1 CA with the Philippine Government. This formula specifies an initial boarding and per-
kilometer fare with 10.25% increases over these initial fares every two (2) years beginning in August
2016, subject to inflation rebasing if inflation falls outside an acceptable band. If the approved fare is
different from the formula specified on the concession agreement, both the Philippine Government and
LRMC are obligated to substantially keep the other party whole, depending on whether the actual fares
represent a deficit or a surplus.
Rehabilitation of the existing system is substantially complete. Construction of the Cavite Extension
Basic Right of Way (“ROW”) Package 1 commenced in April 2019. The Basic ROW Packages 2 and 3
have not yet been provided by the Grantors. As at April 7, 2022, construction activities for the LRT-1
Cavite Extension project are in various stages of development. Viaduct has been completed and
electromechanical works and the construction of the stations are set to begin.
Claims with Grantors. Aside from the payment of concession fees (see Note 17), other significant
commitments under or that are related to the LRT-1 CA follow:
The Section 5 of the LRT-1 CA provides for conditions and mechanisms that will ensure and thereby
compel the parties to fulfill their obligations in relation to LRT-1 Concession. In the event of failure
to meet the conditions set forth therein, the parties to the agreement are accorded with rights,
including rights to compensation from the party/parties in breach. For the LRMC as the
Concessionaire, the LRT-1 CA provides for the following claims from the Grantors:
 Existing System Requirement (“ESR”) costs. LRMC is entitled to be compensated for the
unavoidable incremental cost that LRMC will incur to restore the Existing System to the level
necessary to meet all of the baseline Existing System Requirements, taking into consideration any
Emergency Upgrade Contract executed by the Grantors for the same purpose, if the Existing
System does not meet the ESR as certified by the Independent Consultant (“IC”).
 Structural Defect Restoration (“SDR”) costs. LRMC is entitled to compensation for the cost
incurred for restoration of the Structural Defect as certified by an IC which shall be the aggregate
of the approved Restoration Cost in the Structural Defects Notice and any incremental cost
approved by the IC.
 Light Rail Vehicle (“LRV”) shortfall. If the Grantors do not make available a minimum of one
hundred (100) light rail vehicles or the system is not able to operate to a cycle time of no more
than one hundred and six (106) minutes, or a combination of the two on the LRMC Effective
Date, then LRMC is entitled to receive a compensation from the Grantors based on the formula
and procedures provided for in the LRT-1 CA .
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 Fare Deficit/Surplus. The fare deficit/surplus pertains to the difference between the Approved
and Notional Fare, as follows:
a) If Approved Fare is less than the Notional Fare, there is a deficit payment or a receivable
from the Grantors;
b) If Approved Fare is more than the Notional Fare, there is a surplus payment or payable to
Grantors.
The Approved Fare is the maximum fare that the Concessionaire is authorized to charge pursuant
to Sections 20.3b and/or 30.4 of the LRT-1 CA. Whereas, the Notional Fare is the agreed base
fare provided in the LRT-1 CA that should have been in effect upon turnover of the LRT-1
operation.
 Grantors’ Compensation Payment. The Grantors shall be liable to provide compensation to

LRMC if LRMC is delayed in the completion of the Railway Infrastructure and Railway System
Works or is prevented from operating any part of the System or incurs additional cost or loss of
revenue by reason of:
a) Material Adverse Government Action
b) Grantors Delay Event
c) Subject to Sec. 5.3(b) Grantors Obligations, the failure of the Existing System to meet the
Existing System Requirement on the LRMC Effective Date
d) Any other cause in respect of which the LRT-1 CA provides for the provision of Grantors
compensation
Under Section 20.6 of the LRT-1 CA , all these claims are expressed to be paid through the quarterly
“Balancing Payments” (see Note 30).
IC for the Concession. In September 2015, DOTr and LRMC have engaged Egis Rail – Egis
International – Getinsa Ingenieria SL – Infra Consultants of the Philippines – Heldig Teknik Inc. Joint
Venture as IC to carry out the duties and obligations ascribed in the LRT-1 CA. This includes, but
not limited to, monitor, inspect and keep informed the state and progress of remedial works, issue
certification of compliance with the existing system requirements, and conduct annual audit of the
quality control documentation. The fees and expenses of the IC shall be paid 50% by the Grantors
and 50% by the LRMC.
LRMC Non-Rail Activities. In November 2015, LRMC granted PHAR Singapore Pte. Ltd the
exclusive right to generate ancillary revenue from all agreed commercial activities (i.e., advertising,
partnerships, and sponsorships) within the existing LRT-1 system. The effectivity of granted rights
commenced on February 1, 2016 and will be in effect for a period of ten (10) years. LRMC earns a
profit share from these revenues in exchange for the rights granted.
LRMC also has operating lease agreements as a lessor with various companies for retail space rental
and interconnection services. These agreements cover periods ranging from 1 to 26 years.
Rent income, interconnection and advertising fees earned relevant to these agreements amounted to
=87 million, =
P P154 million and =
P163 million in 2021, 2020 and 2019, respectively, and are included
under “Others” in the consolidated statements of comprehensive income (see Note 24).
Escrow Agreement. On October 20, 2014, pursuant to the requirements of the LRT-1 CA, DOTr,
LRTA, LRMC, the initial shareholders of LRMC (namely AC Infra, MPLRC and MIHPL) and
Security Bank as Escrow Agent entered into a Share Escrow Agreement.
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Under the Share Escrow Agreement, each of the initial shareholders delivers to the Share Escrow
Agent original stock certificates representing all of their respective equity interests in LRMC. Such
shares would be held in escrow until the third anniversary of the Extension Completion Date as
defined under the LRT-1 CA.Consultancy and Advisory Fees. In October 2014, LRMC entered into
offshore and onshore technical advisory service agreements with RATP Developpement SA and
RATP Dev Manila, Inc. in relation to the LRT-1 Project. Scope of work includes providing regular
reviews of the operation and maintenance of the LRT-1 with respect to the overall performance of the
system, operations and maintenance budget, ridership data and Baseline System Plan.
Rehabilitation of Existing System. On March 21, 2017, LRMC entered into a two-year agreement
with First Balfour, Inc. (“FBI”) for its Structural Restoration Project which includes the parapets,
faulty concrete and repair of river bridges of the LRT-1 Existing System. The notice to proceed was
signed and issued on March 17, 2017. In line with this project, LRMC also signed an Independent
Contractor Agreement with ESCA Incorporated for the expertise and services necessary in managing
the Structural Restoration Project with FBI. The structural restoration project was completed on June
28, 2019. In reference to the original contract, LRMC engaged FBI and ESCA for various additional
works for Tripa bridges pot bearing replacement, additional faulty concrete and damages caused by
April 22, 2019 earthquake, which started on September 16, 2019. Due to the COVID-19 pandemic,
Tripa bridge 2 works were deferred to 2021. All other works scoped in this contract were completed
in March 2020.
On January 12, 2018, LRMC entered into an agreement with Voith Digital Solutions Austria GmBH
and Co KG for the rehabilitation and upgrade of propulsion, train control and management systems of
the LRT-1 generation 2 (Adtranz) trains. The project is completed in May 2021.
On October 24, 2018, LRMC entered into an agreement with FBI and Mrail, Inc. for the rehabilitation
of eleven rectifier sub-stations (“RSS”) of LRT-1 line. On the same date, LRMC signed a contract
with Commsec Inc. for the design, supply, and installation of CCTV, access control, and security
network systems of the LRT-1 line. As at December 31, 2021, the RSS rehabilitation project is
99.67% complete. The works on security network systems projects were completed on
October 26, 2021.
As at April 7, 2022, the existing system works are substantially complete and LRMC has in fact
received the safety certificate to raise speed to sixty (60) kilometers per hour (see Note 3).
LRMC also has contracts with various suppliers for the purchase of spare parts used in restoration of
LRVs and with contractors for refurbishments, installations and improvements in the structure of the
stations.
Construction of the LRT-1 Cavite Extension. On February 11, 2016, LRMC signed an EPC Agreement
for the construction of LRT-1 Cavite Extension with Bouygues Travaux Publics Philippines Inc., Alstom
Transport S.A. and Alstom Transport Construction Philippines Inc. which commenced upon the
Grantors’ issuance of the Permit to Enter certificate. Construction of the Cavite Extension Basic Right of
Way (“ROW”) Package 1 commenced in April 2019. The Basic ROW Packages 2 and 3 have not yet
been provided by the Grantors. As at April 7, 2022, construction activities for the LRT-1 Cavite
Extension project pertaining to ROW Package 1 are in various stages of development with completion
rate of 69.4%. Viaduct has been completed and electromechanical works and the construction of the
stations are set to begin.
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Common Station. On February 13, 2019, the DoTR signed the contract for the development of the
Unified Common Station (“UCS”) which will provide a connection between LRT-1, MRT-3, MRT-7
and the Metro Manila Subway. As part of the Existing System signaling work, the EPC Contractor
must make provision for the UCS signaling requirements to allow the provision of a signaling system
associated with Roosevelt Station and the turnback track up to, and including, the Switch 17 in its
new location. Starting September 5, 2020, LRMC temporarily closed Roosevelt station to enable the
UCS contractor to facilitate Switch 17 relocation works. The provision of Switch 17 by the UCS
Contractor has been delayed and is expected to be delayed further until 2022. This prevents LRMC
from reverting to revenue operation in Roosevelt station, and proportionately delays completion of
the new signaling system and therefore the testing, commissioning, and operation of the Grantors-
procured LRVs. To avoid delays in the operation of the 120 Grantors-procured LRVs (which can only
operate using the new Alstom Signaling system), LRMC instructed the EPC Contractor to mitigate
the delays caused by the Grantors to Switch 17 by changing the Alstom Signaling system and provide
a two stage ‘cut-over’ for operation of the Existing System. Stage 1 will provide operation from
Baclaran Station to Balintawak Station using “Switch 16” and Stage 2 will extend the operation from
Balintawak Station to Roosevelt Station after completion of Switch 17 and associated common
station works in 2022 by the Grantors UCS Contractor.
Logistics
Discontinuation of Investments in Large-Scale Warehousing. Considering the changing landscape in the

Logistics space driven by the pace of digitalization in e-commerce and rapidly evolving end-to-end
consumer behavior, MMI has reassessed its priorities to direct its focus on areas where it can best serve
the needs and demands of the market. As such, it has decided to discontinue investments in capital
intensive, large-scale warehousing including the previously announced Sta. Rosa logistics hub. This
decision is also in line with the ongoing recalibration of capital allocation plans at the MPIC parent level.
MMI has ceased warehousing operations as of December 31, 2021.
Related to this decision, the MMI BOD approved the dissolution through amendments of the Articles of
Incorporation (i.e., shortening of corporate term up to December 31, 2022) and further winding down of
the following:
 the Trucking Companies, consisting of PremierTrucking, Inc., MetroPac Trucking Company, Inc.,
and TruckingPro, Inc.,
 LogisticsPro, Inc.;
 OneLogistics, Inc.; and,
 the Freight forwarding subsidiary, Premier Logistics, Inc.
MMI has established that continuing to operate at the current economic and business conditions is no
longer viable and the operations of these companies are not any more sustainable. Winding down
activities including, but not limited to, termination of contracts with clients, suppliers, lessors and
subcontractors, retirement of business permit and other special licenses, termination of employees, and
other corporate clean-ups are expected to be completed by April 2022.
On June 14, 2018, MMI signed an agreement with The Property Company of Friends, Inc.
(“ProFriends”) for MMI’s acquisition of parcels of land with an aggregate size of 202 thousand square
meters located at General Trias, Cavite (the “Cavite Properties”). The Cavite Properties, with a total cost
of P
=1.015 billion (exclusive of applicable input and withholding taxes) (the “Purchase Price”), shall be
used by MMI to develop and manage distribution centers in the South for its existing and potential clients
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in the fast-moving consumer goods, consumer durables, automotive and e-commerce spaces. As of
December 31, 2021, the parties have executed the corresponding deeds of absolute sale covering the
Properties, and MMI has already paid an aggregate amount of = P586.95 million (inclusive of VAT and net
of EWT). While the remaining balance of the Purchase Price amounting to P =499.74 million should have
been settled by MMI upon ProFriends’ submission of certificates of finality relating to the DAR
conversion/exemption orders covering the three (3) remaining lots last October 2021, MMI and
ProFriends agreed to defer such payment until April 2022 at the latest. The latest appraisal report of the
Cavite Properties as of November 29, 2021 amounted to =P606.3 million. In 2021, the Company
recognized an impairment provision of =P446.1 million to reflect the decline in value.
On December 19, 2018, MMI signed contracts to sell with various individual sellers for the
acquisition of parcels of land with an aggregate size of 219 thousand square meters (i.e., reduced area
net of right of way, eroded area and allowance for easement) located at San Rafael, Bulacan (the
“Bulacan Properties”). The Bulacan Properties, with a total cost of = P204 million (exclusive of
applicable input and withholding taxes), shall be used by MMI to develop and manage distribution
centers in the North for its existing and potential clients in the fast-moving consumer goods,
consumer durables, automotive and e-commerce spaces. Upon the execution of the contracts to sell,
MMI paid P =163.17 million (inclusive of VAT net of EWT), with the remaining outstanding portion to
be settled upon compliance with all of the conditions set, including but not limited to, the release of
the LGU reclassification order and DAR conversion/exemption orders, the execution of the
corresponding deeds of absolute sale and the transfer of the titles to MMI’s name. Three (3) years
from the execution of the contracts to sell, the Parties agreed for MMI to pay = P20.81 million
representing fifty percent (50%) of the remaining balance upon execution of the amendment
agreement to the contracts to sell dated December 20, 2021, and pending complete submission of the
pending deliverables. The latest appraisal report of the Bulacan Properties as at December 31, 2021
amounted to P =138.9 million. Similarly, the Company recognized an impairment provision of
=83.9 million to reflect the decline in value (see Note 24).
P
Land Lease. On February 5, 2020, MMI entered into a twenty-five (25) year lease covering
approximately 52,751 square meters located in Sta. Rosa, Laguna. MMI intends to build a dry goods
and refrigerated warehouse facility on the site which is targeted to be operational by 2021. The lease
has a commencement date of February 16, 2020 and expiring on February 15, 2045. The lease is
subject to escalation provisions and adjustment in accordance to market rent rate subject to rent
review on the tenth anniversary and ten years thereafter. MMI paid an upfront fee of = P34.8 million
and recognized ROU asset of = P489.0 million as at lease commencement date. MMI was granted a
rent-free period from February 2020 and rental payment will start in August 2022.
In view of MPIC’s decision to discontinue the warehousing business, all related leases have been
terminated as of December 31, 2021. The termination has resulted in a gain of P
=53.9 million and
brought the balances of ROU and lease liability to nil.
Others
Substrate Conversion Agreements (“SCA”). On November 19, 2018, MetPower Ventures Partners
Holdings, Inc. (“MVPHI”), through Surallah Biogas Ventures Corp., finalized and signed the SCA
with Dole Philippines, Inc. (“Dole”) to design, construct, and operate biogas facilities specifically for
Dole (the “Dole Project”). MPIC has earmarked about = P1.0 billion for this project. This project
involves establishing integrated waste-to-energy (“WTE”) facilities to primarily address the waste
disposal concerns of Dole and to use the derived biogas from the processing of the fruit waste to
supply a portion of the diesel and power requirements of the canneries of Dole in Surallah and
Polomok, both located in South Cotabato. The integrated WTE facility, consisting of a biogas plant
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and an embedded power generation facility shall be established, owned and operated by a special
purpose company within the facilities of the end-user.
As at April 7, 2022, the Dole Project is still under construction. Completion is expected in the first
half of 2022.
On October 4, 2019, ITOCHU Corporation (“ITOCHU”; the parent company of ITOCHU Singapore
Pte Ltd.) filed an application with the Japanese Ministry of Environment (“MOE”) under the Joint
Credit Mechanism (“JCM”) Program, using the Dole Project. ITOCHU Singapore Pte Ltd.
(“ITOCHU Singapore”) as at January 30, 2020 is a shareholder in SBVC at 10% equity ownership.
The JCM Program encourages projects to use low carbon technologies and infrastructure that
contribute to sustainable development in developing countries such as the Philippines. The Japanese
Government provides grants in the form of cash with no interest or repayment terms, to finance
facilities and equipment that will reduce carbon dioxide from the environment. As a condition of the
grant, the MOE takes portion of the JCM Carbon Reduction Credits and delivers this to the Japanese
Government to help Japan achieve its overall emissions reduction targets.
Because the application needs to be completed and submitted by a Japanese entity, ITOCHU is the
main Project Participant with MVPHI and SBVC as Partner Participants.
ITOCHU, ITOCHU Singapore and ITOCHU Corp. Manila Branch (collectively, the “ITOCHU
Parties”), MVPHI and SBVC entered into an “Agreement on JCM Model Project” which provisions
included among others: (i) internal procedure and mechanism to allocate certain responsibilities in
order to effectively apply for and implement the JCM Model Project; (ii) allocation of the subsidy
between MVPHI (60% of the subsidy) and ITOCHU Parties (40%); and (iii) in case the MOE
requires return of the subsidy, each party is responsible for the return of the subsidy in proportion to
their stipulated allocation ratio.
On October 29, 2019, the Grant Decision Notice was received by ITOCHU with an approved gross
and net subsidy amounting to JPY1,517,419,852 and JPY758,709,000, respectively. On
May 20, 2020 and May 10, 2021, MVPHI received its share of the first and second tranches of the
JCM Grant amounting to JPY254 million (approximately P =120 million) and JPY81 million
(approximately =
P35 million), respectively. Further cash distributions from the JCM are expected in
2022.
As the JCM Grant requires the fulfilment of certain obligations, the amount received by MVPHI is
recorded as deferred income under ‘Other long-term liabilities’ account and shall be recognized as
income over the life of the Dole Project as obligation to deliver carbon credits is fulfilled.
Integrated Solid Waste Management Facility Project (“ISWM Project”). In March 2017, the
consortium consisting of MPIC, Covanta Energy, LLC and Macquarie Group, Ltd. was granted
Original Proponent Status (“OPS”) by the Quezon City Government to design, construct, finance, and
operate an ISWM Project. The ISWM facility will be capable of processing and converting up to
3,000 metric tons per day of Quezon City’s municipal solid waste into 42Mwe of renewable energy,
enough to power between 60,000 to 90,000 homes. The ISWM Project will be undertaken through a
Joint Venture between QC LGU and the consortium in accordance with QC LGU Ordinance: No. SP-
2336, s. 2014 (“QC PPP Code”).
As the original proponent of the ISWM Project, the consortium will have the exclusive rights to enter
into detailed negotiations with the QC LGU. Upon successful completion of negotiations, the ISWM
Project will be subjected to a competitive challenge consistent with government regulations. If and
when the consortium is awarded the ISWM Project, development and construction would take
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approximately three (3) to four (4) years. It is expected that this project will be funded through a
combination of debt and equity.
As at April 7, 2022, the Company is waiting for the issuance of the Notice of Award from the Quezon
City Government.
Investment Agreement with Dusit International of Thailand (“Dusit”). On February 19, 2020, MPIC
announced the signing of a ₱1.6 billion investment agreement with Dusit to develop and manage
jointly hospitality and residential properties in the Philippines. The investment agreement was subject
to certain specific performance conditions precedent, including the approval of the Philippine
Competition Commission (“PCC”). Given the full impact of COVID-19, the application to PCC did
not progress. As at April 7, 2022, there are no plans to continue with this agreement.
30. Contingencies
Water
Rate Rebasing-Related Proceedings
 2013-2017 Rate Rebasing - Domestic Arbitration. MWSS released Board of Trustees Resolution
No. 2013-100-RO dated September 12, 2013 and MWSS RO Resolution No. 13-010-CA dated
September 10, 2013 on the rate rebasing adjustment for the rate rebasing period 2013 to 2017
(“Fourth Rate Rebasing Period”) reducing Maynilad’s 2012 average all-in basic water charge by
4.82% or ₱1.46 per cubic meter (“cu.m.”) or ₱0.29 per cu.m. over the next five years.
On October 4, 2013, Maynilad filed its Dispute Notice before the Appeals Panel. This Dispute
Notice is a referral to the Appeals Panel for Major Disputes of the dispute between Maynilad, on
the one hand, and MWSS and the MWSS RO, on the other. The Dispute relates to the
determination by the MWSS RO, in accordance with Section 9.4.2 of the Concession Agreement,
of the Rebasing Adjustment as embodied in Resolution No. 13-010-CA.
On December 17, 2013, the MWSS RO released Resolution No. 13-011-CA regarding the
implementation of a status quo for Maynilad’s Standard Rates and Foreign Currency Differential
Adjustments (“FCDA”) for any and all its scheduled adjustments until such time that the Appeals
Panel has issued its arbitral award.
On January 5, 2015, Maynilad officially received the Appeals Panel’s award dated December 29,
2014 upholding Maynilad’s alternative Rebasing Adjustment for the Fourth Rate Rebasing Period
of 13.41% or its equivalent of ₱4.06 per cu.m. (“First Award”). This increase has effectively
been reduced to ₱3.06 per cu.m, following the integration of the ₱1.00 Currency Exchange Rate
Adjustment (“CERA”) into the basic water charge. To mitigate the impact of the tariff increase
on its customers, Maynilad offered to stagger its implementation over a three-year period.
The First Award, being final and binding on the parties, Maynilad asked the MWSS to cause its
Board of Trustees to approve the 2015 Tariffs Table so that the same can be published and
implemented 15 days after its publication.
However, the MWSS and the MWSS RO have chosen, over Maynilad’s repeated objections, to
defer the implementation of the First Award despite it being final and binding on the parties. In
its letter dated February 9, 2015, the MWSS and MWSS RO, who received their copy of the First
Award on January 7, 2015, informed Maynilad that they have decided to await the final outcome
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of their arbitration with the other concessionaire, Manila Water, before making any official
pronouncements on the applicable resulting water rates for the two concessionaires.
 2013-2017 Rate Rebasing - International Arbitration. In a decision dated 24 July 24, 2017, the
Arbitral Tribunal (“Tribunal”) unanimously upheld the validity of Maynilad’s claim against the
Undertaking Letter to compensate Maynilad for the delayed implementation of its relevant tariffs
for the rebasing period 2013 to 2017 (“Second Award”).
The Tribunal ordered the ROP to reimburse Maynilad the amount of = P3.4 billion for losses from
March 11, 2015 to August 31, 2016, without prejudice to any rights that Maynilad may have to
seek recourse against MWSS for losses incurred from January 1, 2013 to March 10, 2015.
Further, the Tribunal ruled that Maynilad is entitled to recover from the ROP its losses from
September 1, 2016 onwards. In case a disagreement on the amount of such losses arises,
Maynilad may revert to the Tribunal for further determination.
Subsequently, Maynilad agreed with the corrected computation by the ROP of Maynilad’s
revenue losses from March 11, 2015 to August 31, 2016 in the amount of =
P3.18 billion (with cost
of money as of August 31, 2016).
On February 11, 2019, Maynilad wrote the DOF about the amount of its updated claim for
compensation by the ROP, which is = P6.7 billion (“Actual Losses”), with a request that the DOF
order the MWSS and the MWSS RO to meet with Maynilad to agree and discuss a proposed
settlement of the updated claim. The DOF never responded to this letter.
On December 10, 2019, during a joint hearing of the Congressional Committees on Public
Accounts and Good Government and Public Accountability, Maynilad made an oral offer to
waive its claims against ROP for the Actual Losses representing Maynilad’s foregone revenues
for the period March 11, 2015 to December 31, 2017.
On January 2, 2020, Maynilad executed the Release From and Waiver of Claim on Arbitral
Award (“Waiver”) in favor of the ROP. In the Waiver, Maynilad, particularly its shareholders
MPIC and DMCI Holdings, Inc. (“DMCI”), unconditionally waived its claim against the ROP for
the payment of the Actual Losses, and released and discharged the ROP, including the MWSS,
from any liability or obligation with respect thereto. Maynilad emphasized that the Waiver does
not constitute an admission of any unlawful act or liability of any kind on the part of Maynilad
and the ROP, and may not be used as evidence in any legal proceeding except to enforce or
challenge its terms. The waiver was unanimously ratified on March 2, 2020 by the Maynilad
Board of Directors after consultation with the three major shareholders of Maynilad namely,
MPIC, DMCI and Marubeni Corp.
 Rate Rebasing: 2018-2022. On March 31, 2017, Maynilad submitted a five-year business plan to
the MWSS RO for the new rate rebasing covering the years 2018 to 2022 with its proposed rate
adjustments. On September 13, 2018, the MWSS issued Resolution No. 2018-136-RO adopting
RO Resolution No. 2018-09-CA dated September 7, 2018 granting Maynilad a partial rate
adjustment of =
P5.73/cu.m. for the Fifth Rate Rebasing Period to be implemented on an uneven
staggered basis of (i) =
P0.90/cu.m. effective October 1, 2018; (ii) =P1.95/cu.m. effective
January 1, 2020, (iii) =
P1.95/cu.m. effective January 1, 2021, and (iv) P =0.93/cu.m. effective
January 1, 2022. The approved rate adjustment still did not include the CIT component to which
Maynilad is entitled by virtue of the First Award. In their Resolutions, the MWSS and MWSS
RO stated that the inclusion of the CIT in Maynilad’s tariff is subject to the Supreme Court’s
resolution of MWSS’s Petition for Review.
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To preserve its right to the CIT which has already been adjudged in its favor in the First Award,
and pursuant to Article 12 of its original concession agreement, Maynilad, on October 12, 2018,
filed a Dispute Notice, signaling the start of another arbitration. However, on November 9, 2018,
MWSS and Maynilad filed a joint application with the Appeals Panel to suspend proceedings to
give the parties time to try to settle their differences amicably.
In January 2020, President Duterte ordered the review of the concession agreements on the
ground that the same allegedly contained onerous provisions that were unfavorable to the ROP
and the consuming public. The President formed an Executive Committee, composed of the
Executive Secretary, the Secretary of Justice, the Solicitor General, a representative of the
Department of Finance and the BCDA, tasked to review the Maynilad CA. Because of the
review, the rate adjustments for 2020 and 2021 were both suspended. Maynilad was able to
implement only the first tranche on October 1, 2018, its first tariff adjustment since Maynilad
filed an arbitration case against MWSS in 2013.
Following the Executive Committee’s review of the Maynilad CA, Maynilad and the MWSS
signed the RCA on May 18, 2021. One of the conditions precedents to the effectivity of the RCA
was Maynilad’s execution of a Release, Waiver and Quitclaim, expressly forfeiting the First
Award in favor of the MWSS.
The RCA also stipulates that there shall be no rate adjustment until December 31, 2022.
Disputes with MWSS
In prior years, Maynilad has been contesting certain charges billed by MWSS relating to: (a) the basis
of the computation of interest; (b) MWSS cost of borrowings; and (c) additional penalties.
Consequently, Maynilad has not provided for these additional charges. These disputed charges were
effectively reflected and recognized by Maynilad as Tranche B Concession Fees amounting to
US$30.1 million by virtue of the Debt and Capital Restructuring Agreement (“DCRA”) entered into
in 2005. Maynilad also paid US$6.8 million in 2005 as an additional amount of Tranche B
Concession Fees determined by the Receiver.
Maynilad reconciled its liability to MWSS with the confirmation and billings of MWSS. The
difference between the amount confirmed by MWSS and the amount recognized by Maynilad
amounted to = P5.1 billion as at December 31, 2021 and 2020. The difference mainly pertains to
disputed claims of MWSS consisting of additional Tranche B Concession Fees, borrowing cost and
interest penalty under the Concession Agreement (prior to the DCRA). Maynilad’s position on these
charges is consistent with the Receiver’s recommendation which was upheld by the Rehabilitation
Court.
Following the issuance of the Rehabilitation Court’s Order on December 19, 2007 disallowing the
MWSS’ disputed claims and the termination of Maynilad’s rehabilitation proceedings, Maynilad and
MWSS sought to resolve the matter in accordance with the dispute resolution requirements of the
Transitional and Clarificatory Agreement (“TCA”).
Prior to the DCRA, Maynilad has accrued interest on its payable to MWSS based on the terms of the
Concession Agreement, which was disputed by MWSS before the Rehabilitation Court. These
already amounted to = P985 million as at December 31, 2011 and have been charged to interest expense
in prior years. Maynilad maintains that the accrued interest on its payable to MWSS has been
adequately replaced by the Tranche B Concession Fees discussed above. Maynilad’s position is
consistent with the Receiver’s recommendation which was upheld by the Rehabilitation Court. With
the prescription of the TCA and in light of Maynilad’s outstanding offer of US$14 million to fully
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settle the claim of MWSS, Maynilad reversed the amount of accrued interest in excess of the
US$14.0 million settlement offer amounting to =P378 milllion in 2012. The remaining balance of
=607 million as at December 31, 2021 and 2020 (see Note 17), which pertains to the disputed interest
P
penalty under the Concession Agreement prior to DCRA, has remained in the books pending
resolution of the remaining disputed claims of MWSS.
Real Property Taxes (“RPT”) Assessment on Common Purpose Facilities
On October 13, 2005, Maynilad and Manila Water (the “Water Concessionaires”) were jointly
assessed by the Municipality of Norzagaray, Bulacan for real property taxes on certain common
purpose facilities purportedly due from 1998 to 2005 amounting to =
P357 million. It is the position of
the Concessionaires that these properties are owned by the RoP and therefore, exempt from taxation.
The supposed joint liability of the Concessionaires for real property tax, including interests, as at
December 31, 2021 and 2020 amounted to = P1.2 billion.
After the Local Board of Assessment Appeals (“LBAA”) ruled in favor of the Municipality of
Norzagaray, Bulacan, the Concessionaires elevated the ruling of the LBAA to the Central Board of
Assessment Appeals (“CBAA”) by filing separate appeals.
During the presentation of evidence before the CBAA, the LBAA moved for the presentation of
additional witnesses, which was denied by the CBAA on February 12, 2016.
The LBAA filed a Motion for Reconsideration, which was again denied by the CBAA on
June 20, 2016.
As a result, the LBAA filed a Petition for Certiorari before the Court of Tax Appeals (“CTA”).
On September 21, 2016, pursuant to the order of the CTA, the CBAA transmitted the complete
records of the case to the CTA, and held in abeyance all proceedings of the case until the Petition for
Certiorari is resolved.
On May 23, 2018, the CTA Notice of Decision dated May 11, 2018 was received, denying
Petitioner’s Petition for Certiorari (for an interlocutory order) (“CTA Decision”). Thus, the CTA
ordered that the case be remanded to CBAA and for the proceedings to continue.
On September 3, 2018, Maynilad received the CTA’s Resolution dated June 4, 2018 noting the
compliance of Maynilad and MWSS informing the CTA of their respective dates of receipt of the
CTA Decision.
On February 7, 2019, Maynilad received an Entry of Judgment certifying that the CTA Decision
became final and executory on June 20, 2018.
The Concessionaires’ respective appeals remain pending before the CBAA.
Clean Water Act (“CWA”) Case
The DENR charged the MWSS and the Water Concessionaires with violation of the CWA for having
failed to comply with the mandatory connection of houses and establishments to the existing
sewerage line within five years from the effectivity of the CWA, as prescribed by Section 8 of the
CWA. In October 2009, the Pollution Adjudication Board (“PAB”) of the DENR and the Secretary of
the DENR issued an order finding MWSS and the Concessionaires in violation of Section 8 of the
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CWA and imposing a joint and solidary fine of =

P29 million, and a daily penalty of P
=200,000.00
(the fine imposed by the PAB is reckoned from May 6, 2009, or five years from the date of effectivity
of the CWA).
MWSS and the Concessionaires each filed a petition for review before the Court of Appeals (“CA”),
all of which were dismissed. Thus, the parties each filed a petition for review on certiorari before the
Supreme Court, which ordered that the petitions be consolidated.
On September 17, 2019, Maynilad, through its external counsel, received a copy of the Supreme
Court En Banc decision, dated August 6, 2019, in the case of Maynilad vs The Secretary of the
Department of Environment and Natural Resources, et al (the “CWA Decision”). The Supreme Court
affirmed, with modifications, the decisions of the CA finding the Concessionaires and MWSS guilty
of violating Section 8 of the CWA. For violating Section 8, the Supreme Court held each of the
Concessionaires jointly and severally liable with the MWSS for ₱921.5 million for the period May 7,
2009 (the day following the lapse of the five-year period provided in Section 8) to August 6, 2019,
the date of the decision’s promulgation. The fine is to be paid within 15 days from the time the CWA
Decision becomes final. In addition, MWSS and the Water Concessionaires will be liable for the
initial amount of ₱322,102.00 a day, subject to a further 10% increase every two years, pursuant to
Section 28 of the CWA, until full compliance with the mandate of Section 8. A 6% interest will be
imposed on the total amount of the fines should there be a delay in its payment.
On October 2, 2019, Maynilad filed a motion for reconsideration of the decision with the Supreme
Court. As of April 7, 2022, the Supreme Court has yet to decide on Maynilad’s motion for
reconsideration.
As stated in Note 29, Republic Act No. 11600 grants Maynilad a franchise for the delivery to
establish, operate, and maintain a waterworks system and sewerage and sanitation services in the
West Zone Service Area of Metro Manila and Province of Cavite. RA 11600 also sets 2037 as the
deadline to achieve 100% sewerage coverage.
With the foregoing development, Maynilad intends to file the appropriate pleading with the Supreme
Court to (i) inform it of the grant of a legislative franchise to Maynilad which provides, among others,
for the achievement of 100% sewerage coverage only in 2037; and (ii) pray for the reversal of the
CWA fines, or at the very least, of the fines accruing following the grant of the legislative franchise to
Maynilad.
Order Relating to Effluent Quality
In 2016, the DENR issued Administrative Order No. 2016-08 (“DAO No. 2016-08”) which set new
wastewater guidelines for each type of water body, and also specifies significant effluent quality
parameters for each industry, which are based on the most probable pollutant that a type of industry
will discharge into the environment. It also sets new significant parameters that have to be complied
with before treated wastewater is discharged to receiving bodies of water.
DAO No. 2016-08 provides a grace period for compliance of not more than five years, provided that
the establishment submits a Compliance Action Plan (“CAP”) and periodic status reports of
implementation to the DENR on the steps taken for the establishment’s compliance schedule within
the prescribed grace period.
Maynilad has 22 wastewater reclamation facilities (“WRF”) treating effluents compliant with the
previous standards under DAO 35-s.1990. With the effectivity of DAO No. 2016-08 that imposes
more stringent standards (biological nutrient removal and fecal coliform), Maynilad would have to
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incur higher capital and operational expenditures to make its existing WRFs compliant with the new
effluent standards. In March 2017, Maynilad submitted to the DENR its CAP to comply with DAO
No. 2016-08. Maynilad also requested, among others, that it be granted the five-year grace period (or
until 2021) provided in DAO No. 2016-08 to comply with the new effluent standards.
On April 23, 2021, Maynilad wrote a letter to the DENR requesting for an extension of the approved
CAP with a grace period until 2028. The purpose of the letter was to give Maynilad sufficient time to
implement and complete the upgrade of its facilities to comply with DAO No. 2016-08. On June 30,
2021, the DENR issued DAO No. 2021-19 which relaxed certain standards in DAO No. 2016-08.
On July 6, 2021, Maynilad received DENR’s letter dated July 1, 2021 advising Maynilad of EMB
Memorandum Circular No. 2021-01, which clarified that the grace period began when DAO No.
2016- 08 went into effect. In its letter, the DENR explained that the moratorium or grace period will
end on June 18, 2021. However, Maynilad may continue to use its approved CAP since the objective
is to ensure compliance with all environmental laws.
Maynilad was also able to obtain the approval of the Laguna Lake Development Authority (“LLDA”)
to extend the CAP for the WRFs until December 2028 and in batches, in light of the changes
introduced by DAO 2021-19.
Maynilad is working closely with the DENR-EMB and the LLDA to comply with the latest standards,
including ensuring that all permits are obtained and complied with.
Others
Maynilad is a party to various civil and labor cases relating to breach of contracts with damages,
illegal dismissal of employees, and nonpayment of backwages, benefits and performance bonus,
among others. Other disclosures required by PAS 37 were not provided as it may prejudice
Maynilad’s position in on–going claims, litigations and assessments.
Toll Operations
NLEX Toll Rate Adjustments
NLEX Corp., as petitioner-applicant, filed petitions for approval of periodic toll rate adjustment with
the TRB praying for the adjustment of the toll rates for the NLEX, effective January 1, 2013 (the
“2012 Petition”), January 1, 2015 (the “2014 Petition”), January 1, 2017 (the “2016 Petition”),
January 1, 2019 (the “2018 Petition”), and January 1, 2019 (the “2020 Petition”).
Petition Date Filed Effectivity

2012 Petition June 2012 January 1, 2013
2014 Petition September 2014 January 1, 2015
On October 27, 2015, NLEX Corp. was granted the right and obligation to manage, operate, and
maintain the SCTEX under the terms of the Business Agreement between NLEX Corp. and BCDA.
Under the agreements covering the SCTEX, toll rate adjustment petitions shall be filed with the TRB
yearly. Prior to October 27, 2015, the BCDA filed petitions for toll rate adjustment effective in 2012,
2013, 2014, and 2016. Thereafter, on September 29, 2016 and September 30, 2020, NLEX Corp. as
petitioner-applicant, filed a petition for toll rate adjustment effective January 1, 2017 and January 1,
2021, respectively.
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On January 22, 2019, NLEX Corp., as petitioner-applicant, filed a petition for implementation of
approved adjustment to authorized toll rates with application for provisional relief with the TRB
praying for the adjustment of the toll rate for the NLEX Open System effective February 15, 2019
upon completion of the NLEX Harbor Link Project (NLEX Segments 9 and 10) (the “Segment 10
Add-on Toll Rate Petition”).
On June 6, 2020, NLEX Corp., as petitioner-applicant, filed an amended petition for implementation
of approved adjustment to authorized toll rates with application for provisional relief with the TRB
praying for the adjustment of the toll rate for the substantially completed Segment 10: C3-R10
Section (the “C3-R10 Add-on Toll Rate Petition”).
On February 18, 2021, NLEX Corp., as petitioner-applicant, filed a petition for implementation of
adjustment to authorized toll rates with application for provisional relief with the TRB praying for the
adjustment of the toll rate for the substantially completed expansion of NLEX Segment 7 and San
Fernando Interchange (the “NLEX Lane Widening Phase 2 Add-on Toll Rate Petition”).
2012 Petition and 2014 Petition. On February 15, 2019, NLEX Corp. received a Consolidated
Resolution dated October 2018 issued by the TRB which approved and allowed NLEX Corp. to
implement the toll rate adjustment indicated therein on a staggered basis in 2018, 2020, 2021, and
2023. On March 20, 2019, the TRB issued a Notice to Start Collection effective March 21, 2019. On
September 30, 2020, NLEX Corp filed with the TRB a Manifestation of Compliance stating the
completion of publication of the toll fee matrix with the second tranche and praying for the issuance
of a Notice to Start Collection. On October 9, 2020, the TRB issued a Notice to Start Collection of the
second tranche effective immediately. On May 6, 2021, the TRB issued a Notice to Start Collection
of the third tranche.
2016 Petition. On January 6, 2022, NLEX Corporation received a Resolution dated July 2021 issued
by the TRB which approved and allowed NLEX Corp. to implement the toll rate adjustments
indicated therein on a date not earlier than January 1, 2022 in the interest of the general welfare. The
TRB directed NLEX Corporation to cause the publication of the adjusted authorized toll rates in a
newspaper of general circulation prior to the issuance of a Notice to Start Collection. On
March 22, 2022, the TRB issued a Notice to Start Collection effective immediately.
2018 and 2020 Petition. NLEX Corp. has yet to receive regulatory approval for these petitions.
Segment 10 Add-on Toll Rate Petition. On March 5, 2019, the TRB issued a letter to NLEX Corp.
stating that the TRB (a) conditionally approved the subject petition and granted NLEX Corp.
provisional authority to collect the add-on tolls for the open system of the NLEX and (b) allowing the
implementation of the new authorized toll price for the NLEX (the “Integrated Toll Fee Matrix”)
attached to the letter. The Integrated Toll Fee Matrix includes both: (a) the first tranche of the
approved adjusted toll rates in the 2012 Petition and 2014 Petition stated in the TRB’s Consolidated
Resolution dated October 2018; and (b) the provisionally approved add-on toll rates in the Segment
10 Add-on Toll Rate Petition. On March 20, 2019, the TRB issued a Notice to Start Collection
effective March 21, 2019.
C3-R10 Add-on Toll Rate Petition. On August 5, 2020, the TRB issued a resolution which
provisionally approved and allowed NLEX Corp. to implement the add-on toll for the open system
subject of the petition. On November 20, 2020, the TRB issued a notice to start collection effective
November 23, 2020.
NLEX Lane Widening Phase 2 Add-on Toll Rate Petition. On October 21, 2021, the TRB issued a
notice to start collection of the provisional add-on toll for the closed system effective immediately.
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SCTEX Petitions. On June 14, 2019, NLEX Corp. implemented the petition for periodic toll rate
adjustment effective 2012 in relation to the SCTEX. Apart from this petition, all the remaining
petitions for toll rate adjustments for the SCTEX remain pending with the TRB.
CAVITEX Toll Rate Adjustments
R1 Enhancement Phase 1. On July 15, 2019, TRB issued a Resolution (a copy of which was received
by CIC on October 14, 2019) allowing the implementation of the Add-On Toll Rate of P =1.00,
=2.00 and =
P P3.00 (VAT-inclusive) for vehicle classes 1, 2 and 3, respectively, subject to the
continuing review and validation by TRB to determine the reasonableness of its imposition and the
issuance by the Philippine Commission on Audit of its recommendation once it has completed its
audit, effective October 24, 2019.
C5 South Link Expressway Segment 3A-1. On July 4, 2019, CIC filed its Petition for Approval of
Initial Toll for C5 South Link Expressway and Provisional or Interim Initial Toll for Segment 3A-1
requesting TRB to approve and allow the implementation of the initial toll fees.
On July 10, 2019, TRB issued an Order requiring CIC to publish in full the contents of the Petition in
a newspaper of general circulation with a notice that all interested tollway users may file a petition for
review. On July 13, 18, and 22, 2019, CIC completed the publication requirements of TRB.
On August 15, 2019, TRB issued a Resolution (a copy of which was received by CIC on
October 10, 2019) approving and allowing the implementation of the provisional initial toll rate of
=22.00, =
P P44.00 and =P66.00 (VAT-inclusive) for vehicle classes 1, 2 and 3, respectively, subject to the
review by the Commission on Audit and to the continuing authority of the TRB to review its
reasonableness, effective October 24, 2019.
The authority to collect the above-mentioned provisional initial toll is valid only for a period of six
(6) months counted from the start of actual toll collection. Within that period, CIC must submit to
TRB an updated investment recovery scheme for the entire CAVITEX, including the C5 South Link
Expressway.
On April 21, 2020, CIC requested TRB for an additional period of 6 months to submit the Updated
Investment Recovery Scheme (“UIRS”) since the discussions and negotiations between CIC and PRA
were temporarily deferred due to COVID-19 and the implementation of Enhance Community
Quarantine. This was supplemented by CIC and PRA’s filing of their respective Motion for
Extension to Submit UIRS on April 23, 2020.
However, on April 24, 2020, the TRB Executive Director issued a letter to CIC stating that the
authority granted by TRB for the collection of the provisional initial toll for Segment 3A-1 lapsed on
April 24, 2020 and any further collection of toll shall be without any legal basis.
After an exchange of communication and upon compliance with additional TRB requirements, TRB
issued an Order allowing CIC to resume toll collection on July 6, 2020 until October 22, 2020. The
period was further extended until April 22, 2021.
While CIC secured new orders from TRB allowing CIC to collect the Segment 3A-1 provisional toll
until April 22, 2021, CIC found it necessary to question the imposition by TRB of a validity period on
the collection of the provisional toll through the filing of a Motion for Reconsideration with the
Office of the President (“OP”). The proceedings with the OP, docketed as OP Case No. 20-G-122,
remain pending.
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On April 16, 2021, CIC filed a Motion to Confirm the Continuing Implementation and Collection of
the Provisional Initial Toll for Segment 3A-1 requesting TRB’s confirmation on the continuing
implementation and collection of the provisional initial toll without prejudice to the pending action
and recourse before the Office of the President in OP Case No. 20-G-122.
On April 22, 2021, TRB issued a Resolution extending CIC and PRA’s provisional authority to
collect the initial toll fee from April 23, 2021 or until October 23, 2021 upon submission to the TRB
of a surety bond from a reputable company effective from April 23, 2021 to October 23, 2021
covering the amount of = P201 million, to guarantee the refund of the collected provisional initial toll
fees to the toll users in case it is finally ascertained that CIC and PRA are not entitled thereto.
On April 29, 2021 and May 5, 2021, CIC and PRA, respectively, filed a Manifestation of Compliance
submitting the Surety Bond dated April 27, 2021 issued by Prudential Guarantee and Assurance, Inc.
with coverage in favor of TRB amounting to =P201 million, with validity period from April 23, 2021
until October 23, 2021, in compliance with April 22, 2021 Order.
On May 6, 2021, TRB issued an Order noting the Manifestation of Compliance filed by both CIC and
PRA.
On October 1, 2021, TRB issued an Order (i) extending the provisional authority to collect initial toll
fees for Segment 3A-1 for another period of six (6) months from October 24, 2021 to April 24, 2022;
and (ii) requiring CIC and PRA to post a bond in the amount of P =255.3 million, which should be valid
from October 24, 2021 to April 24, 2022 to guarantee the refund of the collected provisional initial
toll fees to the toll users in case it is finally ascertained that CIC and PRA are not entitled thereto.
On October 15, 2021, CIC filed a Motion for Partial Reconsideration praying for the TRB to (i)
declare the finality of the authority to collect provisional initial toll for Segment 3A-1; (ii) declare the
provisional initial toll for Segment 3A-1 as final until the final initial toll rate for the C-5 Link
Expressway is determined; and (iii) remove the requirement of posting a surety bond or substantially
reduce the amount required to be posted.
On October 22, 2021, CIC filed its Manifestation of Compliance submitting proof of the renewal of
the Surety Bond in the amount of =
P255.3 million. On October 26, 2021, TRB issued an Order
acknowledging the said Manifestation of Compliance.
R-1 Expressway. On September 9, 2021, CIC and PRA received a copy of TRB’s Order directing CIC and
PRA to publish the approved adjusted toll rates matrix for the 2011 and 2014 Petitions for Periodic Toll
Rate Adjustment in a newspaper of general circulation at least once a week for three (3) consecutive weeks,
pursuant to a Consolidated Resolution dated August 19, 2021. On September 10, September 17, and
September 24, 2021, CIC and PRA caused the publication of the Notice of Toll Rate Adjustment
Implementation containing the approved adjusted toll rates matrix in a newspaper of general circulation.
CIC submitted proof of its Compliance with TRB’s September 9, 2021 Order on September 24, 2021.
On September 24, 2021, CIC filed a Manifestation of Compliance pursuant to TRB’s Order to Publish the
updated toll fare matrix dated September 9, 2021.
On March 24, 2022, TRB issued a (i) Consolidated Resolution dated January 26, 2022 providing the
approved adjusted toll rates, subject to the continuing review and validation by the Board and
issuance by COA of its recommendation upon completion of its audit; and a (ii) Notice to Start
Collection dated March 23, 2022 which shall be effective immediately.
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Arbitration. In August 2015, NLEX Corp. wrote the ROP, acting by and through the TRB, a Final
Demand for Compensation (“Final Demand”) based on the 2012 Petition and 2014 Petition for
overdue toll rate adjustments pursuant to the parties STOA dated April 30, 1998.
In the Final Demand, NLEX Corp. stated that the ROP’s/TRB’s refusal to act on, and grant, the 2012
Petition and 2014 Petition violates the express provisions of the STOA and the basic principles of
obligations and contracts, to the prejudice of NLEX Corp., which has continuously relied in good
faith on the ROP’s/TRB’s timely performance of their express obligations and undertakings under the
STOA and applicable laws.
In view of the failure of the ROP/TRB to heed the Final Demand, NLEX Corp. sent a Notice of
Dispute to the ROP/TRB dated September 11, 2015, invoking the dispute resolution clause of the
STOA. The TRB sent several letters to NLEX Corp. requesting the extension of the amicable
settlement period. However, NLEX Corp. did not received any feasible settlement offer from the
ROP/TRB.
On June 24 to 27, 2019 the arbitration hearings were held in Singapore. From December 2019 to
April 2020, the parties sought from the Arbitral Tribunal, a suspension of the proceedings until May
10, 2020 for the parties to explore the possibility of an amicable settlement, which the Arbitral
Tribunal granted. On May 11, 2020, the Arbitral Tribunal noted that the parties had not yet reached a
settlement and confirmed that it would henceforth resume its deliberations towards issuing an award.
On August 15, 2020, the Arbitral Tribunal informed the parties that it is in the process of finalizing its
deliberations, is currently exchanging notes on the draft award, and would do its utmost to issue the
award in the following months. On March 15, 2021, the Arbitral Tribunal informed the parties that
the Final Award in the present arbitration has been finalized and is ready to be issued once the
remaining issues in the other related case are dealt with.
CIC had also an ongoing arbitration case against the ROP acting through the TRB in respect of
TRB’s inaction on lawful toll rate adjustments which were due on January 1, 2012, 2014, 2015 and
2016. In 2021, the parties to the arbitration had filed several motions and manifestation in relation to
the withdrawal of claims.
On September 7, 2021, NLEX Corp. and CIC, received notice of the rulings of the Arbitral Tribunal.
In the NLEX case, while the Arbitral Tribunal ruled that it has jurisdiction over the claims presented
by NLEX Corp., the Arbitral Tribunal held that under the factual circumstances of the case, the TRB
is not liable for unreasonable delay on the 2012 Petition and 2014 Petition. The rejection of the claim
is without prejudice to further review by the TRB of the said petitions. The Arbitral Tribunal also
noted that the TRB already decided on the 2012 Petition and 2014 Petition when the TRB issued its
resolution in 2018 approving an upward adjustment in the toll rates in NLEX, which have been
implemented since March 2019. Based on the foregoing, the Arbitral Tribunal also denied NLEX
Corp.’s claim for damages. The Arbitral Tribunal also ruled that each party will bear the costs of
arbitration in equal shares and will bear their own costs of legal representation and assistance.
NLEX Corp. respects the decision of the Arbitral Tribunal and will continue to work with the TRB on
pending toll rate petitions.
In the case of CIC, the Arbitral Tribunal issued its final Termination Order, considering that the
claimants CIC and Philippine Reclamation Authority have earlier withdrawn both their claims for
compensation arising from non-approval of their Petitions for rate adjustment filed in 2011 and 2014.
The Order thus terminated the CAVITEX arbitration case. The TRB, however, already approved the
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said petitions subject to customary publishing of the adjusted toll rates matrix which CIC and PRA
already complied with.
VATAssessments
On various dates, NLEX Corp. received VAT assessments from the BIR covering taxable years 2006
to 2009 totaling =
P3,066 million including penalties. The assessments are at various stages. On June
11, 2010, NLEX Corp. filed its Position Paper with the BIR reiterating its claim that it is not subject
to VAT on toll fees.
On April 3, 2014, the BIR accepted and approved NLEX Corp.’s application for abatement and
issued a Certificate of Approval for the cancellation of the basic output tax, interest and compromise
penalty amounting to P =1,010.5 million and =
P584.6 million for taxable years 2006 and 2007,
respectively.
Notwithstanding the foregoing, management believes, in consultation with its legal counsel, that in
any event, the STOA amongst NLEX Corp., ROP, acting by and through the TRB, and PNCC,
provides NLEX Corp. with legal recourse in order to protect its lawful interests in case there is a
change in existing laws which makes the performance by NLEX Corp. of its obligations materially
more expensive.
As at April 7, 2022, the VAT assessments for taxable years 2008 and 2009 remain pending with the
BIR and there were no abatements made for these assessments.
RPT Assessments.
NLEX Corp. and MPT North are also parties to certain claims and assessments relating to real
property taxes as follows:
 In 2004, MPT North (formerly, FPIDC) received from the Office of the Provincial Assessor,
Province of Bataan, tax declarations categorizing the Bataan portion of the Subic-Tipo Road
(Segment 7) as taxable. The tax declarations assessed MPT North the total amount of
=87.0 million for the period from 1997 to 2004. This was appealed by the MPT North to the
P
Local Board of Assessment Appeals (“LBAA”) of Bataan, stating that the subject property is
owned by the ROP and, consequently, praying for the revocation of the tax declarations and for
the dropping of the land covered by the Subic-Tipo Road from the assessment roll in accordance
with the Local Government Code. The case remains pending before the LBAA of Bataan.
 In July 2008 and April 2013, NLEX Corp. filed Petitions for Review under Section 226 of the
Local Government Code with the Local Board of Assessment Appeals of the Province of Bulacan
seeking to declare as null and void tax declarations issued by the Provincial Assessor of the
Province of Bulacan. The said tax declarations were issued in the name of NLEX Corp. as
owner/administrator/beneficial user of the NLEX and categorized the NLEX as a commercial
property subject to real property tax. NLEX Corp. argues that NLEX is property of the public
dominion and exempt from RPT. The cases are still pending as at April 7, 2022.
In September 2013, NLEX Corp. received notices of realty tax delinquencies for the years 2006
to 2012 and 2013 issued by the Provincial Treasurer of Bulacan stating that if NLEX Corp. fails
to pay or remit the alleged delinquent taxes, the remedies provided for under the law for the
collection of delinquent taxes shall be applied to enforce collection. On September 27, 2013, the
Bureau of Local Government Finance of the Department of Finance wrote a letter to the Province
of Bulacan advising it to hold in abeyance any further course of action pertaining to the alleged
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real property tax delinquency. In October 2013, the Provincial Treasurer of Bulacan has
respected the directive from the DOF-BLGF to hold the enforcement of any collection remedies
in abeyance. In January 2017, the Provincial Treasurer of Bulacan issued a notice of realty tax
delinquencies of =P459 million for the years 2006 to 2017 stating that it could apply the remedies
provided under the law for the collection of delinquent taxes. The matter is pending as at
April 7, 2022.
Local Business Tax (“LBT”) Assessments
NLEX Corp. and Tollways Management Corporation (“TMC”), which were previously separate
entities but are now merged with NLEX Corp. as the surviving entity, are also parties to certain
claims and assessments relating to LBT as follows:
 In March 2019, TMC filed an application for cessation of its business operations in Caloocan
City pursuant to its merger with NLEX Corp. In April 2019, NLEX Corp. received an assessment
for alleged deficiency local business taxes for taxable year 2018 in the total amount of
=13.4 million. In June 2019, NLEX Corp. filed its protest on the assessment. Due to the inaction
P
of the Office of the City Treasurer, in September 2019, NLEX Corp. filed a complaint for
annulment of the assessment with the Regional Trial Court of Caloocan City with a claim for
refund in the amount of =P5.4 million, representing excess LBT paid for taxable year 2018. The
case is pending as at April 7, 2022.
 In September 2019, the Business Permit and Licensing Office (“BPLO”) of the City of
Valenzuela issued a demand to pay billing statement for alleged deficiency local business tax
amounting to =P47.8 million. Subsequently, the BPLO cancelled the initial billing and issued a
revised assessment for alleged deficiency local business taxes in the reduced amount of
=26.5 million. In November 2019, NLEX Corp. paid the reduced amount under protest. In
P
January 2020, NLEX Corp. filed its protest with a claim for refund of the revised assessment.
Due to the inaction of the Office of the City Treasurer, NLEX Corp. filed a complaint for
annulment of the assessment with the Regional Trial Court of the Caloocan City. The case is
pending as at April 7, 2022.
 In November 2019, the City Treasurer of Valenzuela issued to NLEX Corp. an assessment for
alleged deficiency LBT for the years 2013 to 2019 in the amount of = P9.9 million. The assessment
pertains to the imposition of LBT on the VAT component of NLEX Corp.’s gross receipts for the
said years. On November 21, 2019, NLEX Corp. timely filed its protest to the assessment. The
City Treasurer of Valenzuela failed to act on the protest filed by NLEX Corp. within the period
provided in the Local Government Code. Hence, in February 2020, NLEX Corp. filed a
complaint for the annulment of the assessment with the Regional Trial Court. The case is still
pending as at April 7, 2022.
PT Jalan Tol Seksi Empat (JTSE) outstanding case for underpayment of taxes in 2012-2015
JTSE won its tax appeal on the disputed input VAT for 2012-2015 tax years based on the Indonesian
Tax Court Decision No.000888.16/2018/ PP/M.IIB Year 2019 dated September 19, 2019. However,
on December 26, 2019, Director General of Taxation (“DGT”) submitted a judicial review
(Peninjauan Kembali) to the Supreme Court (Mahkamah Agung) for the Tax Court’s decision. To
counter the judicial review, JTSE submitted a contra memory letter to the Supreme Court
(Mahkamah Agung) on February 5, 2020. Management of JTSE believes that the tax case will be
won. As at November 10, 2021, JTSE has not yet received responsthe on its contra memory letter sent
to the Supreme Court for its 2012-2015 VAT. There is no deadline for the Supreme Court to
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respond to JTSE’s contra memory letter. The corresponding amount of the assessment amounted to
IDR12.0 billion or =
P34 million.
In December 2020, JTSE won its case in tax court on another case for VAT 2016 PUT-008447-
008458.16/2019/PP/M.IIB TAHUN 2020 with the assessment amount of IDR20.0 billion or
=68.5 million. Management believes that DGT will appeal to Supreme Court.
P
Others
The companies in the toll operations segment are also parties to other cases and claims arising from
the ordinary course of business filed by third parties, which are either pending decisions by the courts
or are subject to settlement agreements. The outcome of these claims cannot be presently determined.
In the opinion of management and its legal counsel, the eventual liability from these lawsuits or
claims, if any, will not have a material adverse effect on the Company’s consolidated financial
statements.
Power
Performance-Based Regulations (“PBR”).
MERALCO is among the Group A entrants to the PBR, together with two (2) other private
distribution utilities (“DU”).
Rate-setting under PBR is governed by the Rules for Setting Distribution Wheeling Rates (“RDWR”).
The PBR scheme sets tariffs once every Regulatory Period (“RP”) based on the regulated asset base
(“RAB”) of each DU, and the required operating expenditures and capital expenditures (“CAPEX”)
to meet operational performance and service level requirements responsive to the need for adequate,
reliable and quality power, efficient service, and growth of all customer classes in the franchise area
as approved by the ERC. PBR also employs a mechanism that penalizes or rewards a DU depending
on its network and service performance.
Rate filings and settings are done on a RP basis. One (1) RP consists of four (4) Regulatory Years
(“RYs”). A RY for MERALCO begins on July 1 and ends on June 30 of the following year.
Under ERC Resolution No. 25, Series of 2016 dated July 12, 2016, the ERC promulgated a
Resolution modifying the RDWR for privately-owned DUs entering the PBR. The ERC has directed
MERALCO and Private Electric Power Operators Association (“PEPOA”) to publish the Resolution.
However, MERALCO sought clarification from the ERC on certain issues in the Resolution.
In a Notice dated November 16, 2016, the ERC approved the draft “Regulatory Asset Base Roll
Forward Handbook for Privately Owned Electricity Distribution Utilities” (“RAB Handbook”) for
posting in its website. All interested parties were asked to submit their respective comments on the
draft RAB Handbook. On April 29, 2021, the ERC posted the proposed draft “Regulatory Asset Base
Roll Forward Handbook for Privately Owned Electricity Distribution Utilities” (“RAB Roll Forward
Handbook”) for comments of all interested parties. In December 2021, the ERC promulgated ERC
Resolution No. 11, Series of 2021, which adopted the final RAB Roll Forward Handbook.
On December 21, 2018, MERALCO filed a Petition for the Adoption of the Proposed Issues Paper
and Revised RDWR for the Fifth RP of the First Entry Group Under PBR. As at April 7, 2022, the
ERC has yet to act on MERALCO’s Petition.
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On June 13, 2019, the ERC posted the working drafts of the RDWR and “Regulatory Reset for the
Fourth (4th) and Fifth (5th) RP for the First Entry Group of Privately Owned Distribution Utilities
subject to Performance Based Regulations” Issues Paper. The Draft Rules and Issues Paper were
works in progress by the technical staff that will be presented to the ERC together with the
consolidated inputs from stakeholders. MERALCO and other stakeholders have submitted their
respective comments and public consultations were held. Thereafter, on March 15, 2021, the ERC
posted the RDWR and “Regulatory Reset for the Fifth Regulatory Period for the First Entry Group of
Privately Owned Distribution Utilities subject to Performance Based Regulations” Issues Paper for
comments of all parties. Under said rules, the timelines were modified such that the 4th RP or
“Lapsed Period” would now cover the period from July 2016 to June 2022; while the 5th RP would
cover the period from July 2022 to June 2026. MERALCO and other stakeholders submitted their
respective comments and their counter-comments and/or counter-proposals to those submitted by the
other stakeholders. Under ERC Resolution No. 10, Series of 2021, the ERC promulgated the RDWR.
MERALCO filed its application on March 16, 2022 and the initial hearing and pre-trial conference
are set on April 26 and 28, 2022.
Specific CSPs for PSAs
On September 13, 2019, MERALCO signed three (3) PSAs for baseload capacity with AC Energy for
200 MW, SMEC for 330 MW, and SPPC for 670 MW. On September 16, 2019, MERALCO signed
three (3) PSAs for mid-merit capacity with First Gen Hydro Power Corporation (“First Gen Hydro”)
for 100 MW, AC Energy for 110 MW, and SPPC for 290 MW. On October 22, 2019, the joint
applications for approval of these six (6) PSAs were filed before the ERC. In its letters to
MERALCO, all dated December 23, 2019, the ERC granted provisional authority to implement
MERALCO’s three (3) PSAs for baseload capacity with AC Energy, SPPC and SMEC. On January
30, 2020, MERALCO received the orders of the ERC granting provisional authority to implement
MERALCO’s two (2) PSAs for baseload and mid-merit capacity with AC Energy.
On March 16, 2020, MERALCO received the orders of the ERC granting provisional authority to
implement MERALCO’s other four (4) PSAs for baseload capacity with SPPC and SMEC, and mid-
merit capacity with FGHPC and SPPC. In its Orders dated November 26, 2020, the ERC granted
interim relief authorizing continued implementation of the PSAs with AC Energy, SPPC and SMEC
for baseload capacity and PSA with FGHPC for mid-merit capacity, until revoked or until the
issuance of a final decision by the ERC. As at April 7, 2022, the six (6) PSA applications are pending
final decision by the ERC.
On March 2, 2021, after a CSP for 1,800 MW baseload capacity from greenfield power plants was
conducted, MERALCO signed two (2) PSAs with Excellent Energy Resources, Inc. (“EERI”) with
commercial operations date in December 2024 for 1,200 MW, and with Masinloc Power Partners Co.
Ltd. (“MPPCL”) with commercial operations date in May 2025 for 600 MW. The joint applications
for approval of MERALCO’s PSAs with MPPCL and EERI were filed with the ERC on
March 18, 2021 and March 24, 2021, respectively. As at April 7, 2022, the two (2) PSA applications
are awaiting final resolution by the ERC.
On September 30, 2021, the TPBAC published the Invitation to Bid for the contract period ending on
January 25, 2037, to abide by the Supreme Court Decision in Alyansa Para sa Bagong Pilipinas, Inc.
vs. ERC, et al. (G.R. No. 227670, May 3, 2019) directing PSAs entered into on and after
June 30, 2015, which includes the MERALCO and Panay Energy Development Corporation
(“PEDC”) PSA, to comply with CSP prescribed in the 2018 DOE Circular. On November 22, 2021,
PEDC received from the TPBAC a Notice of Award in its favor after submitting the lowest bid and
passing the post-qualification evaluation. On November 29, 2021, MERALCO signed a new 15-year
PSA with PEDC for 70 MW of contract capacity. The application for approval of the new PSA with
PEDC was filed on January 20, 2022. Thru a “Notice of Resolution” dated February 23, 2022, the
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ERC granted provisional authority to implement the new PEDC PSA and on April 1, 2022, the new
PSA was implemented by MERALCO and PEDC. As at April 7, 2022, the hearings with the ERC of
the application for approval of MERALCO’s new PSA with PEDC are on-going.
On February 4, 2022, after being declared the winning power supplier in a CSP, MERALCO signed a
five (5)-month PSA with SPPC for 170 MW contract capacity. The application for approval of
MERALCO’s emergency PSA with SPPC was filed on March 22, 2022. As at April 7, 2022, the said
application is awaiting to be scheduled by the ERC for hearing.
Maximum Average Price (“MAP”) for MERALCO’s 3rd RP
After rate setting process for a RP, MERALCO goes through a rate verification process to set the
MAP for each RY within the RP. In each of RYs 2012, 2013, 2014 and 2015, MERALCO filed for
the respective MAP with the ERC. The ERC provisionally approved the MAPs for each of the RY.
As at April 7, 2022, MERALCO is still awaiting the final approval of the ERC.
MERALCO’s Interim Average Rate beginning RY 2016
On July 10, 2015, the ERC provisionally approved an interim average rate of = P1.3810 per kWh
(excluding efficiency adjustment) and the rate translation per customer class, which was reflected in
the customer bills starting July 2015. MERALCO has completed the presentation of its evidence and
is set to file its Formal Offer of Evidence after the ERC has resolved pending motions. As at
April 7, 2022, the ERC’s ruling on these motions remains pending.
In a letter dated July 4, 2019, the ERC authorized the continued implementation of the interim
average rate but directed MERALCO, as well as other distribution utilities, to refund any remaining
amount pertaining to regulatory reset costs for the previous RPs.
While MERALCO complied with the directive to refund the total amount of = P263.9 million
representing regulatory reset costs, equivalent to =P0.0731 per kWh in its July 2019 billing, it wrote a
letter seeking clarification or reconsideration on the basis for such refund, including the imposition of
and basis for the interest computed therein. The refund was included as a separate line item in
MERALCO’s July 2019 billing to its customers. As at April 7, 2022, the ERC has yet to reply to
MERALCO’s letter.
Distribution Rate True-Up Application
On December 23, 2020, MERALCO filed an Application for: (1) confirmation of the true-up
calculation of the Actual Weighted Average Tariff (“AWAT”) vis-à-vis ERC-approved Interim
Average Rate (“IAR”) for the lapsed regulatory years; and (2) approval of the final refund scheme to
account for the lapsed regulatory years. The lapsed regulatory years covered the period from July
2015 to November 2020 when MERALCO was implementing the IAR. MERALCO prayed that a
Decision be rendered: (a) approving MERALCO’s proposed mechanism to address the issue of the
rates governing the period from July 2015 to November 2020 (“lapsed period”) through the true-up
mechanism between MERALCO’s AWAT and IAR; (b) confirming MERALCO’s resulting
calculation of the total amount to be refunded to its customers of =
P13,886 million; (c) approving
MERALCO’s proposed refund scheme and refund period, within 24 months or until fully refunded, to
its customers; and (d) declaring all issues relating to MERALCO’s lapsed period (and until a new rate
has been determined by the ERC for the next regulatory period), as resolved, closed and terminated
with prejudice. In an Order dated January 27, 2021, the ERC granted MERALCO provisional
authority to implement the refund. The refund was reflected as a separate line item in the billings to
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customers starting March 2021 billing. As at April 7, 2022, the refund and the hearings on the case
are ongoing.
MERALCO’s CAPEX for 4th RP and RYs 2020 to 2022
Absent the release by the ERC of the final rules to govern the filing of the 4th RP and 5th RP,
MERALCO filed its applications for approval of authority to implement its CAPEX program pursuant
to Section 20(b) of Commonwealth Act No. 146, as amended, otherwise known as the Public Service
Act, for each of the RPs beginning July 1, 2015.
In a Decision dated June 15, 2016, the ERC approved MERALCO’s RY2016 CAPEX application. For
MERALCO’s RY2017 CAPEX application, the ERC granted a provisional authority to implement
certain projects amounting to =
P8,758 million. As at April 7, 2022, MERALCO’s CAPEX applications
for the rest of the 4RP and RYs 2020 to 2021 remain pending with the ERC.
On July 27, 2021, MERALCO filed its application for the approval of its RY2022 CAPEX program.
Hearings have been completed and MERALCO has filed its FOE. As at April 7, 2022, MERALCO
is awaiting the final resolution of the ERC.
Pending ERC’s approval, MERALCO manifested several projects as urgent or emergency in nature
and proceeded with the implementation of said CAPEX.
Applications for the Confirmation of Under- or Over-recoveries of Pass-through ChargesCompetitive

Selection Process (“CSP”)Requirement for Power Supply Agreements (“PSAs”)
On February 9, 2018, the Department of Energy (“DOE”) published the 2018 DOE Circular. Upon
effectivity of the Circular, all prospective PSAs in grid and off-grid areas shall be procured through
CSP. The CSP under the 2018 DOE Circular involves publication of invitation to bid, pre-bid
conference, bid evaluation, and pre-/post-qualification of winning bidder. Exemption from CSP may
be granted by the DOE in the following instances:
 Generation project owned by the DU funded by grant or donations
 Negotiated procurement of emergency supply
 Generation project embedded in the DU, utilizing indigenous energy resources in the franchise
area of the DU and subject to a maximum capacity of 10 MW per Luzon DU and 5 MW per
Visayas and Mindanao DU (introduced by the 2021 Revised CSP Circular, see discussion
below)
 Provision of supply in off-grid areas prior to the entry of new power providers Provision of
supply by Power Sector Assets and Liabilities Management Corporation (“PSALM”) through
bilateral contracts for power produced from undisposed generating assets and Independent
Power Producers (“IPP”) contracts sanctioned by Electric Power Industry Reform Act
(“EPIRA”).
PSAs for emergency supply that were granted exemption from CSP shall be implemented by the DU
immediately without prejudice to the evaluation and final decision of the ERC.
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The DU’s CSP may be managed by a Third Party Bids and Awards Committee (“TPBAC”) or a
Third Party Administrator (“TPA”). The DU’s TPBAC shall be composed of the following (a) one (1)
DU officer or employee knowledgeable in the technical operations of the DU; (b) One (1) DU officer
or employee with knowledge and/or experience with any local or international competitive bidding
procedures; (c) one (1) lawyer; (d) one (1) finance officer or accountant that has knowledge on
electricity pricing; and (e) one (1) technical person, or a person with knowledge and/or experience
with any local or international competitive bidding procedures. Any two of the last three (3)
members shall be captive customer representatives. The selection process of the representatives of
the captive customers to the DU’s TPBAC shall be submitted to the DOE for approval. The DOE has
already approved the selection process of MERALCO’s TPBAC captive customer representatives.
Direct negotiations may be made by the DUs after at least two (2) failed CSPs and there is no
outstanding dispute on the conducted CSP. A CSP is considered failed when during its conduct:
i. No proposal was received by the DU
ii. Only one (1) generator submitted an offer
iii. Competitive offers of prospective generators failed to meet the requirements prescribed in the
bid document
On October 14, 2021, the DOE published a DOE Circular entitled “Amending Certain Provisions of
and Supplementing (the “2018 DOE Circular”) on the Competitive Selection Process in the
Procurement by the Distribution Utilities of Power Supply Agreement for the Captive Market”
(“2021 Revised CSP Circular”). The 2021 Revised CSP Circular mainly improved the procedural
process and flow prescribed under the 2018 DOE Circular and, most importantly, introduced a new
alternative mode of CSP – a competitive challenge for unsolicited proposals (“USP”), if the USP
offers a New Technology and does not exceed twenty-five percent (25%) of the distribution utility’s
peak demand for the year of the USP’s required commercial operations minus any capacity
previously procured through USP for commercial operations in the same year.
New Technology is defined under the 2021 Revised CSP Circular as referring to “a technology that is
novel or a novel use or arrangement of existing technology that has not yet been commercially
operating or applied in the country upon effectivity of the Circular. Such technology, whether in
whole or in part, is compliant to international test standards in the power generation industry.”
Under the 2021 Revised CSP Circular, each CSP shall be completed within seven (7) months from
the time of the publication of the Invitation to Bid until filing of the PSA to the ERC.
Meanwhile, following the 2018 DOE Circular, MERALCO constituted its TPBAC to conduct CSP in
accordance with the 2018 DOE Circular and its submitted Power Supply Procurement Plan.
Overpayment of Income Tax related to Supreme Court Refund
With the decision of the Supreme Court for MERALCO to refund ₱0.167 per kWh to customers
during the billing period February 1994 to May 2003, MERALCO overpaid income tax in the amount
of ₱7,107 million for taxable years 1994 to 1998 and 2000 to 2001. Accordingly, on November 27,
2003, MERALCO filed a claim for the recovery of such excess income taxes paid. After examination
of the books of MERALCO for the covered periods, the BIR determined that MERALCO had in fact
overpaid income taxes in the amount of = P6,690 million. However, the BIR also maintained that
MERALCO is entitled to a refund amount of only = P894 million, which pertains to taxable year 2001,
claiming that the period for filing a claim had been prescribed with respect to the difference between
MERALCO’s overpayment and the refund amount MERALCO is entitled to.
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The BIR then approved the refund of = P894 million for issuance of tax credit certificates (“TCCs”),
proportionate to the actual refund of claims to utility customers. The BIR initially issued TCCs
amounting to ₱317 million corresponding to actual refund to customers as of August 31, 2005. In
May 2014, the BIR issued additional TCCs amounting to = P396 million corresponding to the actual
refund to customers as of December 31, 2012.
MERALCO filed a petition with the CTA assailing the denial by the BIR of its income tax refund
claim of =
P5,796 million for the taxable years 1994 to 1998 and 2000, arising from the Supreme Court
decision (net of P
=894 million as approved by the BIR for taxable year 2001). In a decision dated
December 6, 2010, the CTA’s Second Division granted MERALCO’s claim and ordered the BIR to
refund or to issue TCCs in favour of MERALCO in the amount of = P5,796 million in proportion to the
tax withheld on the total amount that has been actually given or credited to its customers.
On appeal by the BIR to the CTA En Banc, MERALCO’s petition was dismissed on the ground of
prescription in the decision of the CTA En Banc dated May 8, 2012. On a motion for reconsideration
(“MR”) by MERALCO of said dismissal, the CTA En Banc partly granted MERALCO’s motion and
issued an amended decision dated November 13, 2012 (the “Amended Decision”), ruling that
MERALCO’s claim was not yet barred by prescription and remanding the case back to the CTA
Second Division for further reception of evidence.
The BIR filed an MR of the above Amended Decision, while MERALCO filed its Motion for Partial
Reconsideration or Clarification of Amended Decision. Both parties filed their respective Comments
to the said motions, and these were submitted for resolution at the CTA En Banc.
In a Resolution promulgated on May 22, 2013, the CTA denied the said motions of the BIR and
MERALCO, and the CTA Second Division was ordered to receive evidence and rebuttal evidence
relating to MERALCO’s level of refund to customers, pertaining to the excess charges it made in
taxable years 1994-1998 and 2000, but corresponding to the amount of ₱5,796 million, as already
determined by the said court.
On July 12, 2013, the BIR appealed the CTA En Banc’s Amended Decision dated November 13,
2012 and Resolution dated May 22, 2013 via Petition for Review with the Supreme Court. As at
April 7, 2022, the case is pending resolution by the Supreme Court.
Local Franchise Tax Assessments of Municipalities
Certain municipalities have served assessment notices on MERALCO for local franchise tax. As
provided in the Local Government Code (“LGC”), only cities and provincial governments may
impose taxes on establishments doing business in their localities. On the basis of the foregoing,
MERALCO and its legal counsel believe that MERALCO is not subject to or liable for such
assessments.
RPT Assessments
Several LGUs assessed MERALCO for deficient real property tax on certain assets of MERALCO.
The assets include electric transformers, distribution wires, insulators, and poles, collectively referred
to as TWIP. Of these LGUs, one has secured a favourable decision from the CA. Such decision was
appealed by MERALCO to the Supreme Court for the benefit of MERALCO customers. On
October 22, 2015, MERALCO received a copy of the Supreme Court decision promulgated on
August 5, 2015 declaring, among others, that the transformers, electric posts, transmission lines,
insulators, and electric metres of MERALCO are not exempted from RPT under the LGC.
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MERALCO did not appeal the SC’s decision. The cases of the other LGUs are pending with their
respective administrative bodies or government offices.
In 2016, MERALCO began the process of settlement with the affected LGUs. MERALCO has filed
for the recovery of the resulting RPT payments to certain LGUs from customers in the relevant areas
with the ERC and will file for similar recovery for succeeding payments.
On January 30, 2017, the PEPOA filed a petition for rulemaking, proposing that RPT be allowed as a
pass-through cost in the light of the SC’s decision. Hearings have been completed and MERALCO
filed its intervention and submitted its comments. A similar petition was likewise filed by the
Philippine Rural Electric Cooperative Association on April 17, 2019.
In ERC Resolution No. 2, Series of 2021, or the Rules on Recovery of Pass-Through Taxes (Real
Property, Local Franchise, and Business Taxes) of DUs, the ERC approved a revised mechanism for
the recovery of real property taxes. For DUs under PBR, the rules shall apply to the recovery of real
property taxes of machineries only until the next regulatory reset process when the real property taxes
would be excluded from the financial building blocks in the annual revenue requirement. However,
the said rules did not cover the recovery of payments of real property taxes for the years before the
promulgation of the rules.
MERALCO has filed for recovery of such RPT paid in accordance with the rules promulgated by the
ERC. For recovery of real property taxes for the years before the promulgation of the rules,
MERALCO intends to recover the same in accordance with the rules as may be promulgated by the
ERC to address the regulatory reset process for the lapsed period.
On July 6, 2021, PEPOA filed a Petition for rule-making proposing to amend certain provisions of
ERC Resolution No. 02, Series of 2021 on the recovery of pass-through local taxes consisting of
RPT, LFT, and business tax. Among the main points raised by PEPOA is that: (i) the local taxes
(RPT, LFT and business tax) levied by LGUs on years prior to the Resolution’s issuance (ie. tax
arrearages) should be fully recoverable as pass-through costs, and (ii) the RPT assessed by LGUs on
assets located outside the DU’s franchise area but are used to provide public service within the
franchise area should also be fully recoverable as pass-through costs. MERALCO submitted its
comments on September 15, 2021 and the public consultations were conducted by the ERC on
September 28, 2021 and October 12, 2021. As at April 7, 2022, the Petition is pending with the ERC.
Mediation with the National Power Corporaton (“NPC”)
The NPC embarked on a Power Development Program, which consisted of contracting generating
capacities and the construction of its own and the private sector’s generating plants, following a
crippling power supply crisis. To address the concerns of the creditors of NPC, namely, Asian
Development Bank and the World Bank, the DOE required MERALCO to enter into a long-term
power supply contract with the NPC.
Accordingly, on November 21, 1994, MERALCO entered into a 10-year Contract for Sale of
Electricity (“CSE”) with NPC to commence on January 1, 1995. The CSE and the rates and amounts
charged to MERALCO therein, were approved by the board of directors of NPC and the then Energy
Regulatory Board, respectively.
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Separately, the DOE further asked MERALCO to provide a market for half of the output of the
Camago-Malampaya gas field to enable its development and production of natural gas, which was to
generate significant revenues for the Philippine Government and equally significant foreign exchange
savings for the country to the extent of the fuel imports, which the domestic volume of natural gas
will displace.
MERALCO’s actual purchases from NPC exceeded the contract level in the first seven years of the
CSE. However, the 1997 Asian crisis resulted in a significant curtailment of energy demand. While
the events were beyond the control of MERALCO, NPC did not honour MERALCO’s good faith
notification of its off-take volumes. A dispute ensued and both parties agreed to enter into mediation.
The mediation resulted in the signing of a Settlement Agreement (“SA”) between the parties on
July 15, 2003. The SA was approved by the respective boards of directors of NPC and MERALCO.
The net settlement amount of = P14,320 million was agreed upon by NPC and MERALCO and
manifested before the ERC through a Joint Compliance dated January 19, 2006. The implementation
of the SA is subject to the approval of ERC.
Subsequently, the OSG filed a “Motion for Leave to Intervene with Motion to Admit Attached
Opposition to the Joint Application and Settlement Agreement between NPC and MERALCO”. As a
result, MERALCO sought judicial clarification with the RTC-Pasig. Pre-trials were set, which
MERALCO complied with and attended. However, the OSG refused to participate in the pre-trial and
opted to seek a Temporary Restraining Order (“TRO”) from the CA.
In a Resolution dated December 1, 2010, the CA issued a TRO against the RTC-Pasig, MERALCO
and NPC restraining the respondents from further proceeding with the case. Subsequently, in a
Resolution dated February 3, 2011, the CA issued a writ of preliminary injunction enjoining the RTC-
Pasig from conducting further proceedings pending resolution of the Petition. In a Decision dated
October 14, 2011, the CA resolved to deny the Petition filed by the OSG and lifted the injunction
previously issued. The said Decision likewise held that the RTC-Pasig committed no error in finding
the OSG in default due to its failure to participate in the proceedings. The RTC-Pasig was thus
ordered to proceed to hear the case ex-parte, as against the OSG, and with dispatch. The OSG filed an
MR which was denied by the CA in its Resolution dated April 25, 2012. The OSG filed a Petition for
Review on Certiorari with the Supreme Court. MERALCO’s Comment was filed on October 29,
2012. Subsequently, a Decision dated December 11, 2013 was rendered by the First Division of the
Supreme Court denying the Petition for Review on Certiorari by the OSG and affirming the Decision
promulgated by the CA on October 14, 2011.
With the dismissal of the petition filed by the OSG with the CA, MERALCO filed a motion for the
reception of its evidence ex-parte with the RTC-Pasig pursuant to the ruling of the CA. In a Decision
dated May 29, 2012, the RTC-Pasig declared the SA valid and binding, independent of the pass
through for the settlement amount which is reserved for the ERC. The OSG has filed a Notice of
Appeal with the RTC-Pasig on June 19, 2012. After both parties filed their respective appeal briefs,
the CA rendered a Decision dated April 15, 2014 denying the appeal and affirming the Regional trial
Court’s (“RTC”) Decision, which declared the SA as valid and binding. The OSG filed a Petition for
Review with the Supreme Court. On November 10, 2014, MERALCO filed its comment to the
Petition. PSALM likewise filed its comment to the Petition. In a Resolution dated July 8, 2015, the
Supreme Court resolved to serve anew its Resolutions requiring NPC to comment on the Petition. In
compliance, NPC submitted its Comment dated September 8, 2015. MERALCO submitted its Motion
for Leave to File and to Admit Attached Reply on October 12, 2015. Pursuant to the Supreme Court
Resolution dated November 11, 2015, the OSG filed a Consolidated Reply to the comments filed by
NPC, MERALCO and PSALM. MERALCO then filed a Motion for Leave to File and to Admit the
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Attached Rejoinder. The parties have filed their respective Memoranda. MERALCO is awaiting
further action of the Supreme Court on the matter as at April 7, 2022.
Sucat-Araneta-Balintawak Transmission Line
The Sucat-Araneta-Balintawak transmission line is a two-part transmission line, which completed the
230 kV line loop within Metro Manila. The two main parts are the Araneta to Balintawak leg and the
Sucat to Araneta leg, which cuts through Dasmariñas Village, Makati City.
On March 10, 2000, certain residents along Tamarind Road, Dasmariñas Village, Makati City
(“Plaintiffs”) filed a case against NPC with RTC Makati, enjoining NPC from further installing
high voltage cables near the Plaintiffs’ homes and from energizing and transmitting high voltage
electric current through the said cables because of the alleged health risks and danger posed by
the same through the electromagnetic field emitted by the said lines. Following its initial status quo
Order issued on March 13, 2000, RTC-Makati granted on April 3, 2000 the preliminary injunction
sought by the Plaintiffs. The decision was affirmed by the Supreme Court on March 23, 2006, which
effectively reversed the decision of the CA to the contrary. The RTC-Makati subsequently issued a
writ of execution based on the Order of the Supreme Court. MERALCO, in its capacity as an
intervenor, was constrained to file an Omnibus Motion to maintain status quo because of the
significant effect of a de-organization of the Sucat-Araneta line to the public and economy. Shutdown
of the 230 kV line will result in widespread and rotating brownouts within MERALCO’s franchise
area with certain power plants unable to run at their full capacities.
On September 8, 2009, the RTC-Makati granted the motions for intervention filed by intervenors
MERALCO and NGCP and dismissed the Writ of Preliminary Injunction issued, upon the posting of
the respective counter bonds by defendant NPC, intervenors MERALCO and NGCP, subject to the
condition that NPC and intervenors will pay for all damages, which the Plaintiffs may incur as a
result of the Writ of Preliminary Injunction.
In its Order dated February 5, 2013, the RTC-Makati granted Plaintiffs’ motion and directed the re-
raffle of the case to another branch after the judicial dispute resolution failed.
This case remains pending and is still at the pre-trial stage. During the pre-trial stage, Plaintiffs filed a
Manifestation stating that they are pursuing the deposition of a supposed expert in electromagnetic
field through oral examination without leave of court in late January or early February 2016 or on
such date as all the parties may agree amongst themselves at the Consulate Office of the Philippines
in Vancouver, Canada. NPC and intervenors filed their Opposition and Counter-Manifestation.
Intervenor NGCP filed a Motion to Prohibit the Taking of the Deposition of the said expert.
Intervenor MERALCO intends to file its Comment/Opposition in due course. As at April 7, 2022,
MERALCO is awaiting further action of the SC on the matter.
Petition for Dispute Resolution against Philippine Electricity Market Corporation (“PEMC”),
National Transmission Corporation (“TransCo”), NPC and PSALM
On September 9, 2008, MERALCO filed a Petition for Dispute Resolution with the ERC, against
PEMC, TransCo, NPC and PSALM, as a result of the congestion in the transmission system of
TransCo arising from the outages of the San Jose-Tayabas 500 kV Line 2 on June 28, 2008, and the
500 kV 600 Mega Volt-Ampere Transformer Bank No. 2 of TransCo’s San Jose, Bulacan substation
on July 11, 2008. The petition seeks to, among others, direct PEMC to adopt the NPC Time-of-Use
(“TOU”) rate or the new price determined through the price substitution methodology of PEMC as
approved by the ERC, as the basis for its billing during the period of the congestion and direct NPC
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and PSALM to refund the transmission line loss components of the line rentals associated with
NPC/PSALM bilateral transactions from the start of the operation of the WESM on June 26, 2006.
In a decision dated March 10, 2010, the ERC granted MERALCO’s petition and ruled that there is
double charging of the transmission line costs billed to MERALCO by NPC for the Transition Supply
Contract (“TSC”) quantities to the extent of 2.98% loss factor, since the effectivity of the TSC in
November 2006. Thus, NPC was directed to refund line rental adjustment to MERALCO. In the
meantime, the ERC issued an order on May 4, 2011 allowing PEMC to submit an alternative
methodology for the segregation of line rental into congestion cost and line losses from the start of
the WESM. PEMC has filed its compliance submitting its alternative methodology.
On September 8, 2011, MERALCO received a copy of PEMC’s compliance to ERC’s directive and
on November 11, 2011, MERALCO filed a counterproposal which effectively simplifies PEMC’s
proposal.
In an order of the ERC dated June 21, 2012, MERALCO was directed to submit the computation of
the amount of the double charging of line loss on a per month basis from June 26, 2006 up to June
2012. On July 12, 2012, MERALCO filed its compliance to the said order. Thereafter, the ERC
issued an order directing the parties to comment on MERALCO’s submissions.
Hearings were conducted on October 2, 2012 and October 16, 2012 to discuss the parties’ proposal
and comments.
In an order dated March 4, 2013, the ERC approved the methodology proposed by MERALCO and
PEMC in computing the double charged amount for line losses by deducting 2.98% from the NPC-
TOU amount. Accordingly, the ERC determined that the computed double charge amount to be
collected from NPC is = P5.2 billion, covering the period November 2006 to August 2012 until actual
cessation of the collection of the 2.98% line-loss charge in the NPC-TOU rates imposed on
MERALCO. In this regard, NPC was directed by the ERC to refund said amount by remitting to
MERALCO = P73.9 million per month until the over-recoveries are fully refunded. In said order, the
ERC likewise determined that the amount to be collected from the successor generating companies
(SGCs) is =P4.7 billion. Additionally, MERALCO was directed to file a petition against the following
SGCs: Masinloc Power Partners Co. Ltd. (“MPPCL”), Aboitiz Power Renewables, Inc. (“APRI”),
Therma Mobile, Inc. (“TLI”), San Miguel Energy Corporation (“SMEC”) and Sem-Calaca Power
Corporation (“Sem-Calaca”), within 30 days from receipt thereof, to recover the line loss collected by
them. On April 19, 2013, MERALCO filed a motion for clarification with the ERC regarding the
directives contained in the March 4, 2013 order. On April 30, 2013 and May 8, 2013, PSALM and
NPC, respectively, filed motions seeking reconsideration of the March 4, 2013 Order. MERALCO
filed a motion seeking for an additional 15 days from its receipt of the ERC’s order resolving its
motion for clarification, within which to file its petition against the SGCs.
In an Order dated July 1, 2013, the ERC issued the following clarifications/resolutions: (i) South
Premiere Power Corporation (“SPPC”) should be included as one of the SGCs against whom a
petition for dispute resolution should be filed by MERALCO; (ii) amount to be refunded by NPC is
not only =P5.2 billion but also the subsequent payments it received from MERALCO beyond August
2012 until the actual cessation of the collection of the 2.98% line loss charge in its TOU rates; (iii)
petition to be filed by MERALCO against the SGCs should not only be for the recovery of the
amount of = P4.7 billion but also the subsequent payments beyond August 2012 until the actual
cessation of the collection of the 2.98% line loss charge in its TOU rates; (iv) “SCPC Ilijan” pertains
to SPPC instead. Thus, the refundable amount of = P706 million pertaining to “SCPC Ilijan” should be
added to SPPC’s refundable amount of = P1.1 billion; (v) grant the motion for extension filed by
MERALCO within which to file a petition against the following SGCs: MPPCL, APRI, TLI, SMEC,
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Sem-Calaca and SPPC; and (vi) deny the respective motions for reconsideration filed by NPC and
PSALM.
On September 12, 2013, MERALCO filed a Manifestation with Motion with the ERC seeking
approval of its proposal to offset the amount of =
P73.9 million per month against some of its monthly
remittances to PSALM. PSALM and NPC filed their comments Ad Cautelam and Comment and
Opposition Ad Cautelam, respectively, on MERALCO’s Manifestation and Motion. On November 4,
2013, MERALCO filed its reply. MERALCO’s Manifestation and Motion is pending resolution by
the ERC.
On October 24, 2013, MERALCO received PSALM’s Petition for Review on Certiorari with the CA
(With Urgent TRO and/or Writ of Preliminary Mandatory Injunction Applications) questioning the
March 4, 2013 and July 1, 2013 orders of the ERC.
On February 3, 2014, MERALCO filed a Comment with Opposition to the Application for TRO or
Writ of Preliminary Injunction dated January 30, 2014. PEMC filed a Comment and Opposition Re:
Petition for Certiorari with Urgent Temporary Restraining Order and/or Writ of Preliminary
Mandatory Injunction dated January 6, 2014. On June 4, 2014, the CA issued a Resolution declaring
that PSALM is deemed to have waived the filing of a Reply to the comment and opposition of
MERALCO and PEMC and directing the parties to submit their simultaneous memoranda within 15
days from notice. On December 1, 2014, the CA issued a decision dismissing the Petition for
Certiorari filed by PSALM against the ERC, MERALCO and PEMC and affirming ERC’s ruling on
the refund of the P
=5.2 billion of transmission line losses double charged by PSALM and NPC. On
January 30, 2015, PSALM filed its MR on the December 1, 2014 Decision of the CA. MERALCO
has filed its Opposition to the MR. In a Resolution dated August 11, 2015, the CA denied PSALM’s
MR. On October 27, 2015, MERALCO received PSALM’s Petition for Review with the Supreme
Court. As at April 7, 2022, MERALCO is still awaiting further action of the Supreme Court on the
Petition.
Petition for Dispute Resolution against SPPC, MPPCL, APRI, TLI, SMEC and Sem-Calaca
On August 29, 2013, MERALCO filed a Petition for Dispute Resolution against SPPC, MPPCL,
APRI, TLI, SMEC and Sem-Calaca. Said Petition seeks the following: (i) refund of the 2.98%
transmission line losses in the amount of =
P5.4 billion, inclusive of the =
P758 million line loss for the
period September 2012 to June 25, 2013, from the said SGCs; and (ii) approval of MERALCO’s
proposal to correspondingly refund to its customers the aforementioned line loss amounts, as and
when the same are received from the SGCs, until such time that the said over-recoveries are fully
refunded, by way of automatic deduction of the amount of refund from the computed monthly
generation rate. On September 20, 2013, MERALCO received the SGCs’ Joint Motion to Dismiss.
On October 7, 2013, MERALCO filed its Comment on the said Joint Motion.
On October 8, 2013, MERALCO received the SGCs Manifestation and Motion, which sought, among
other things, the cancellation of the scheduled initial hearing of the case, including the submission of
the parties’ respective pre-trial briefs, until the final resolution of the SGC’s Joint Motion to Dismiss.
On October 11, 2013, MERALCO filed its pre-trial brief. On October 14, 2013, MERALCO filed its
Opposition to the SGC’s Manifestation and Motion. On October 24, 2013, MERALCO received the
SGC’s Reply to its Comment on the Joint Motion to Dismiss. On October 29, 2013, MERALCO filed
its Rejoinder. Thereafter, the SGC’s filed their Sur-Rejoinder dated November 4, 2013. The Joint
Motion to Dismiss is pending resolution by the ERC as at April 7, 2022.
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PSALM versus PEMC and MERALCO
Due to the significant increases in WESM prices during the 3rd and 4th months of the WESM
operations, MERALCO raised its concerns with the PEMC, with a request for the latter to investigate
whether WESM rules were breached or if anti-competitive behaviour had occurred.
While resolutions were initially issued by the PEMC directing adjustments of WESM settlement
amounts, a series of exchanges and appeals with the ERC ensued. ERC released an order directing
that the WESM settlement price for the 3rd and 4th billing months be set at NPC-TOU rates,
prompting PSALM to file a motion for partial reconsideration, which was denied by the ERC in an
order dated October 20, 2008. PSALM filed a petition for review before the CA, which was
dismissed on August 28, 2009, prompting PSALM to file a motion for reconsideration, which was
likewise denied by the CA on November 6, 2009. In December 2009, PSALM filed a petition for
review on certiorari with the Supreme Court. MERALCO has filed its comments on the petition and
its memorandum. On July 1, 2020, MERALCO received the Supreme Court resolution dated
March 11, 2020, affirming the CA decision that upheld ERC’s order directing that the WESM
settlement price for the 3rd and 4th billing months be set at NPC-TOU rates. Entry of judgment has
been rendered and the resolution has become final and executory on October 14, 2020.
Petition for Dispute Resolution with NPC on Premium Charges
On June 2, 2009, MERALCO filed a petition for dispute resolution against NPC and PSALM with
respect to NPC’s imposition of premium charges for the alleged excess energy it supplied to
MERALCO covering the billing periods May 2005 to June 2006. The premium charges amounting to
=315 million during the May-June 2005 billing periods have been paid but are the subject of a protest
P
by MERALCO, and premium charges of = P318 million during the November 2005, February 2006 and
April to June 2006 billing periods are being disputed and withheld by MERALCO. MERALCO is of
the position that there is no basis for the imposition of the premium charges. The hearings on this case
have been completed. The petition is pending resolution by the ERC as at April 7, 2022.
Supreme Court TRO on MERALCO’s December 2013 Billing Rate Increase
On December 9, 2013, the ERC granted clearance to the request of MERALCO to implement a
staggered collection over three months covering the December 2013 billing month for the increase in
generation charge and other bill components such as VAT, local franchise tax, transmission charge,
and system loss charge. The generation costs for the November 2013 supply month increased
significantly because of the aberrant spike in the WESM charges on account of the non-compliance
with WESM Rules by certain plants resulting in significant power generation capacities not being
offered and dispatched, and the scheduled and extended shutdowns, and the forced outages, of several
base load power plants, and the use of the more expensive liquid fuel or bio-diesel by the natural gas-
fired power plants that were affected by the Malampaya Gas Field, shutdown from November 11 to
December 10, 2013.
On December 19, 2013, several party-list representatives of the House of Representatives filed a
petition against MERALCO, ERC and the DOE before the SC, questioning the ERC clearance
granted to MERALCO to charge the resulting price increase, alleging the lack of hearing and due
process. It also sought for the declaration of the unconstitutionality of the EPIRA, which essentially
declared the generation and supply sectors competitive and open, and not considered public utilities.
A similar petition was filed by a consumer group and several private homeowners’ associations also
challenging the legality of the automatic rate adjustment that the ERC had promulgated. Both
petitions prayed for the issuance of TRO, and a writ of preliminary injunction.
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On December 23, 2013, the Supreme Court consolidated the two petitions and granted the application
for TRO effective immediately and for a period of 60 days, which effectively enjoined the ERC and
MERALCO from implementing the price increase. The Supreme Court also ordered MERALCO,
ERC and DOE to file their respective comments to the petitions. Oral arguments were conducted on
January 21, February 4 and February 11, 2014. Thereafter, the Supreme Court ordered all the parties
to the consolidated petitions to file their respective memorandum on or before February 26, 2014 after
which the petitions will be deemed submitted for resolution of the Supreme Court. MERALCO
complied with said directive and filed its Memorandum on said date.
On February 18, 2014, acting on the motion filed by the petitioners, the Supreme Court extended for
another 60 days or until April 22, 2014, the TRO that it originally issued against MERALCO and
ERC last December 23, 2013. The TRO was similarly applied to the generating companies,
specifically MPPCL, SMEC, SPPC, First Gas Power Corporation, and the NGCP, and the PEMC (the
administrator of WESM and market operator) who were all enjoined from collecting from
MERALCO the deferred amounts representing the ₱4.15 per kWh price increase for the November
2013 supply month.
In the meantime, on January 30, 2014, MERALCO filed an omnibus motion with manifestation with
the ERC for the latter to direct PEMC to conduct a re-run or re-calculation of the WESM prices for
the supply months of November to December 2013. Subsequently, on February 17, 2014,
MERALCO filed with the ERC an application for the recovery of deferred generation costs for the
December 2013 supply month praying that it be allowed to recover the same over a six-month period.
On March 3, 2014, the ERC issued an order voiding the Luzon WESM prices during the November
and December 2013 supply months on the basis of the preliminary findings of its Investigation Unit
(IU) that these are not reasonable, rational and competitive, and imposing the use of regulated rates
for the said period. PEMC was given seven days upon receipt of the order to calculate these regulated
prices and implement the same in the revised WESM bills of the concerned DUs in Luzon. PEMC’s
recalculated power bills for the supply month of December 2013 resulted in a net reduction of the
December 2013 supply month bill of the WESM by ₱9.3 billion. Due to the pendency of the TRO, no
adjustment was made to the WESM bill of MERALCO for the November 2013 supply month. The
timing of amounts to be credited to MERALCO is dependent on the reimbursement of PEMC from
associated generator companies. However, several generating companies, including MPPCL, SN
Aboitiz Power, Inc., Team Energy, PanAsia Energy, Inc., and SMEC, have filed motions for
reconsideration questioning the order dated March 3, 2014. MERALCO has filed a consolidated
comment to these motions for reconsideration. In an order dated October 15, 2014, the ERC denied
the motions for reconsideration. The generating companies have appealed the orders with the CA
where the petitions are pending. MERALCO has filed a motion to intervene and a comment in
intervention. The CA consolidated the cases filed by the generation companies. In a decision dated
November 7, 2017, the CA set aside ERC orders dated March 3, 2014, March 27, 2014, May 9, 2014
and October 15, 2014 and declared the orders null and void. The decision then reinstated and declared
valid WESM prices for the November and December 2013 supply months. MERALCO and the ERC
have filed their respective motions for reconsideration. Several consumers also intervened in the case
and filed their respective motions for reconsideration. In a resolution dated March 29, 2019, the CA
denied the motions for reconsideration and upheld its decision dated November 7, 2017.
MERALCO and several consumers have elevated the CA decision and order to the Supreme Court
where the case is pending. In a resolution dated November 4, 2020, the Supreme Court consolidated
ERC’s and MERALCO’s petitions and transferred MERALCO’s petition to the member-in-charge of
ERC’s petition which was the lower-numbered case. The petitions filed by the consumers were
denied by the Supreme Court.
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In view of the pendency of the various submissions before the ERC and mindful of the complexities
in the implementation of ERC’s order dated March 3, 2014, the ERC directed PEMC to provide the
market participants an additional period of 45 days to comply with the settlement of their respective
adjusted WESM bills. In an order dated May 9, 2014, the parties were then given an additional non-
extendible period of 30 days from receipt of the order within which to settle their WESM bills.
However, in an order dated June 6, 2014 and acting on an intervention filed by Angeles Electric
Corporation, the ERC deemed it appropriate to hold in abeyance the settlement of PEMC’s adjusted
WESM bills by the market participants.
On April 22, 2014, the Supreme Court extended indefinitely the TRO issued on December 23, 2013
and February 18, 2014 and directed the named generating companies, NGCP and PEMC not to
collect from MERALCO. The Supreme Court has yet to resolve the various petitions filed against
MERALCO, ERC and DOE as at April 7, 2022.
ERC Investigating Unit (“IU”) Complaint
On December 26, 2013, the ERC constituted the IU under its competition rules to investigate possible
anti-competitive behaviour by the industry players and possible collusion that transpired in the
WESM during the supply months of November 2013 and December 2013. MERALCO participated
in the proceedings and submitted a memorandum.
An investigating officer of the IU filed a complaint dated May 9, 2015 against MERALCO and
Therma Mobile, Inc. (“TMO”) for alleged anti-competitive behaviour constituting economic
withholding in violation of Section 45 of the EPIRA and Rule 11, Section 1 and 8(e) of the
implementing rules and regulations of EPIRA. In an order dated June 15, 2015, the ERC directed
MERALCO to file its comment on the complaint. MERALCO and TMO have filed their respective
answers to the complaint.
In an order dated September 1, 2015, the ERC directed the investigating officer to file his reply to
MERALCO. In a manifestation and motion to set the case for hearing dated November 9, 2015, the
investigating officer manifested that he would no longer file a reply and that the case be set for
hearing.
On May 24, 2016, the ERC promulgated Resolution No. 14, Series of 2016, which resolved to divide
the ERC into two core groups for the conduct of hearings and to designate the commissioners to act
as presiding officers in anti-competition cases. The raffle pursuant to said Resolution was conducted
on June 15, 2016.
In a notice of pre-trial conference dated June 16, 2016, the ERC set the pre-trial conference on
August 18, 2016 and required MERALCO and TMO to submit their respective pre-trial briefs.
However, on July 27, 2016, the complainant filed two omnibus motions for the consolidation and
deferment of the pre-trial conferences. Hence, in an order dated August 1, 2016, the respondents were
given 10 days to submit their comments on the motion for consolidation, with the complainant given
five days to file his reply. As such, the pre-trial conferences as scheduled were deferred until further
notice and all parties were granted 20 days to submit their respective pre-trial briefs.
In the meantime, MERALCO likewise filed an urgent motion to dismiss with motion to suspend
proceedings which was adopted by TMO in its manifestation and motion filed on July 28, 2016.
MERALCO maintained that the complaint should be dismissed due to the absence of subject matter
jurisdiction as it is now the PCC which has original and primary jurisdiction over competition-related
cases in the energy sector. On August 23, 2016, MERALCO filed an urgent motion ad cautelam for
suspension of proceeding including period to file pre-trial brief and judicial affidavit.
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In a motion dated August 25, 2016, complainant filed a motion to defer the submission of the
complainant’s pre-trial brief and judicial affidavit. In an order dated June 13, 2017, the ERC denied
the motion to consolidate but upheld the authority of private counsel to represent the complainants.
MERALCO filed a motion for partial reconsideration to question such authority.
In an order dated February 2, 2017, the ERC denied the motion to dismiss and asserted jurisdiction
over the Complaint. MERALCO filed its MR to the order on February 23, 2017. In an order dated
June 20, 2017, the ERC denied the MR. On September 19, 2017, MERALCO filed a petition for
certiorari with the CA. In a resolution dated October 2, 2017, the CA required respondents to file their
comment on the petition within 10 days and held in abeyance its resolution on the prayer for
injunctive relief until the comments have been filed. MERALCO was likewise given five days to file
its reply. In a manifestation dated October 23, 2017, the ERC stated that it is a nominal party in the
case as the quasi-judicial tribune that issued the assailed ordinances. The IU filed its own comment
dated December 19, 2017. In a manifestation and motion dated December 22, 2017, the OSG
informed the CA that it will no longer represent the IU and will instead participate as “tribune of the
people”. In the meantime, TMO also filed a separate petition for review on certiorari with the CA. In
a resolution dated January 10, 2018, the CA ordered the consolidation of the petitions of TMO and
MERALCO. In a Decision dated May 23, 2018, the CA denied the consolidated petitions filed by
MERALCO, TMO, and APRI, and ruled that the jurisdiction to resolve the IU cases remains with the
ERC because the Philippine Competition Act (RA 10667) does not apply retroactively.
On June 20, 2018, MERALCO filed an MR with the CA. The ERC likewise filed its Motion for
Partial Reconsideration on the ground that it retained concurrent jurisdiction together with the PCC
over cases involving alleged anti-competitive conduct supposedly because the RA 10667 did not
repeal Section 45 of the EPIRA.
In resolution dated January 28, 2019, the CA denied the motions for reconsideration filed by all of the
parties. While it sustained its finding that the PCC now holds original, exclusive and primary
jurisdiction over all competition-related cases, the CA reiterated its view that the RA 10667 has no
retroactive effect.
The ERC has elevated the matter to the Supreme Court. MERALCO and TMO have been required to
file their respective comments to the petition filed by the Supreme Court. MERALCO is awaiting
further action by the Supreme Court on the matter.
In the meantime, the ERC called for a conference on March 26, 2021 in order to discuss updates and
developments regarding the case. On April 14, 2021, MERALCO filed an urgent motion ad cautelam
to suspend proceedings in view of the pendency of the case before the Supreme Court. The ERC then
issued an order dated August 13, 2021, setting the pre-trial conference on August 27, 2021.
MERALCO filed a manifestation and urgent omnibus motion ad cautelam to (i) resolve the urgent
motion ad cautelam to suspend proceedings dated April 14, 2021 and (ii) cancel the August 27, 2021
pre-trial conference dated August 20, 2021. The pre-trial conference proceeded on August 27, 2021.
However, the ERC stated that, after the pre-trial conference and before the case can proceed with trial
on the merits, the ERC will first resolve MERALCO’s motions. The ERC also issued an open court
order denying the motion of the ERC’s investigating unit that the case be resolved through the
submission of the position papers and other supporting documents. The ERC IU filed a motion for
reconsideration to which MERALCO filed an opposition. MERALCO is awaiting further action by
the ERC on the matter as at April 7, 2022.
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SPPC vs. PSALM
SPPC and PSALM are parties to an Independent Power Producer Administration (“IPPA”)
Agreement covering the Ilijan Power Plant. On the other hand, MERALCO and San Miguel’s South
Premiere Power Corporation (“SPPC”) have a PSA covering the sale of electricity from the Ilijan
Power Plant to MERALCO. In a letter dated September 8, 2015, SPPC informed MERALCO that due
to an ongoing dispute with PSALM arising from difference in interpretation of the provisions of the
IPPA Agreement, the latter terminated the said IPPA Agreement. SPPC filed a complaint at RTC-
Mandaluyong to nullify the termination notice for lack of factual and legal basis. On the said date, the
executive judge of RTC-Mandaluyong issued a 72-hour TRO. In an order dated September 11, 2015,
the RTC-Mandaluyong extended the TRO by an additional 17 days. In an order dated September 28,
2015, the RTC-Mandaluyong granted the prayer for preliminary injunction. PSALM has filed
motions for reconsideration to question the orders.
MERALCO filed a motion for leave to intervene with motion to admit attached complaint-in-
intervention. In an order dated October 19, 2015, the RTC-Mandaluyong allowed MERALCO’s
intervention in the proceedings and admitted its complaint-in-intervention. PSALM filed an MR
dated November 6, 2015 of the order admitting MERALCO’s intervention. RTC-Mandaluyong
issued an order dated June 27, 2016 denying the motions for reconsideration. PSALM has elevated
these orders to the CA through a petition for certiorari. In an order dated May 25, 2017, the CA
denied PSALM’s prayer for the issuance of a TRO and/or writ of preliminary injunction. In a
decision dated December 19, 2017, the CA dismissed the petition and affirmed the orders of the RTC.
On July 26, 2019, PSALM filed a petition for certiorari to assail the September 24, 2018 Order and
April 29, 2019 Order of the RTC which directed PSALM to respond to SPPC’s interrogatories and
submit certain documents. PSALM subsequently filed an amended petition on March 14, 2020. In a
resolution dated June 17, 2020, the CA directed the respondents to file their comment to the amended
petition. MERALCO filed its Compliance with motion to drop party-respondent on July 13, 2020. In
a resolution dated February 1, 2021, the CA granted MERALCO’s motion.
In the meantime, on February 14, 2020, MERALCO filed its motion to withdraw as MERALCO no
longer possessed any legal interest in the subject matter of the case as its PSA with SPPC which was
subject of the dispute had already expired. While PSALM has no objection to MERALCO’s
withdrawal from the case, SPPC requested for time to file its comment. In an order dated July 20,
2020, the RTC granted MERALCO’s motion to withdraw.
Ombudsman Case Against Directors
On January 30, 2018, MERALCO received an order dated January 22, 2018 from the Office of the
Ombudsman directing MERALCO’s directors to comment on a complaint-affidavit for syndicated
estafa filed by a consumer group which charged that there was a conspiracy between MERALCO
directors and the ERC regarding the alleged misappropriation of the bill deposits received from
MERALCO consumers. On February 9, 2018, MERALCO’s directors filed their counter-affidavits
where they refuted the arguments of the consumer group. In a resolution dated May 18, 2018, the
criminal complaint for syndicated estafa was dismissed for insufficiency of evidence. The case was
referred to the Commission of Audit for the conduct of audit on the bill deposits collected by
MERALCO from the public consumers and to inform the Ombudsman of the compliance therewith.
The consumer group filed a motion for partial reconsideration dated June 16, 2018 to which
MERALCO filed its comment. The consumer group’s motion for partial reconsideration was denied
through an order dated July 30, 2018.
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On February 28, 2018, MERALCO received an order dated February 20, 2018 from the Office of the
Ombudsman directing MERALCO’s directors to comment on a complaint-affidavit for syndicated
estafa filed by certain consumer groups which charged that there was a conspiracy between
MERALCO’s directors and the ERC regarding MERALCO’s investment activities in other
businesses for being violative of its legislative franchise and the EPIRA. On March 12, 2018,
MERALCO’s directors filed their counter-affidavits where they refuted the arguments of the
consumer groups. MERALCO is awaiting further action by the Office of the Ombudsman on the
matter as at April 7, 2022.
SC Decision on Unbundling Rate Case
On May 30, 2003, the ERC issued an order approving MERALCO’s unbundled tariffs that resulted in
a total increase of ₱0.17 per kWh over the May 2003 tariff levels. However, on August 4, 2003,
MERALCO received a Petition for Review of the ERC’s ruling filed by certain consumer and civil
society groups before the CA. On July 22, 2004, the CA set aside the ERC’s ruling on MERALCO’s
rate unbundling and remanded the case to the ERC. Further, the CA opined that the ERC should have
asked the COA to audit the books of MERALCO. The ERC and MERALCO subsequently filed
separate motions asking the CA to reconsider its decision. As a result of the denial by the CA of the
motions on January 24, 2005, the ERC and MERALCO elevated the case to the Supreme Court.
In an En Banc decision promulgated on December 6, 2006, the Supreme Court set aside and reversed
the CA ruling saying that a COA audit was not a prerequisite in the determination of a utility’s rates.
However, while the Supreme Court affirmed ERC’s authority in rate-fixing, the Supreme Court
directed the ERC to request COA’s assistance to undertake a complete audit of the books, records and
accounts of MERALCO. In compliance with the directive of the Supreme Court, the ERC requested
COA to conduct an audit of the books, records and accounts of MERALCO using calendar years
2004 and 2007 as test years.
The COA audit, which began in September 2008, was completed with the submission to the ERC of
its report on November 12, 2009.
On February 15, 2010, the ERC issued its order directing MERALCO and all intervenors in the case
to submit, within 15 days from receipt of the order, their respective comments on the COA report.
On June 21, 2011, the ERC maintained and affirmed its findings and conclusions in its decision dated
March 20, 2003 and order dated May 30, 2003. The ERC stated that the COA recommendation to
apply disallowances under PBR to rate unbundling violates the principle against retroactive rate-
making. An intervenor group filed a MR of the said order. On September 5, 2011, MERALCO filed
its comment on the intervenor’s MR. On February 4, 2013, the ERC denied the intervenor’s MR. The
intervenor filed a petition for review before the CA and MERALCO filed its comment thereon on
May 29, 2014. In compliance with the CA’s directive, MERALCO filed its memorandum in August
2015. In a resolution dated September 29, 2015, the CA acknowledged receipt of the respective
memoranda from parties and declared the case submitted for decision. In a decision dated February
29, 2016, the CA dismissed the Petition for Review and affirmed the orders dated June 21, 2011 and
February 4, 2013 of the ERC.
On March 22, 2016, the intervenors filed a MR on the CA decision dated February 29, 2016. The
same was denied by the CA through a resolution dated August 8, 2016.
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On October 11, 2016, MERALCO received a petition for review on certiorari filed by the intervenors
before the Supreme Court appealing the dismissal of its petition. MERALCO, COA and the ERC
have filed their respective comments to the petition. On June 22, 2017, MERALCO received the
motion for leave to intervene and admit comment-in-intervention filed by other DUs that sought to
intervene in the case. In a resolution dated October 3, 2017, the Supreme Court granted the motion for
leave to intervene and admit comment-in-intervention. On November 13, 2019, MERALCO received
a Decision dated October 8, 2019 partially granting the petition filed by the National Association of
Electric Consumers for Reforms Inc. (“NASECORE”), which among other things, (i) voided the
adoption by the ERC of the current or replacement cost in the valuation of MERALCO’s RAB; and
(ii) remanded the case to ERC to determine, within 90 days from finality of the decision, (1) the
valuation of the RAB of MERALCO; and (2) the parameters whether expenses that are not directly
and entirely related to the operation of a distribution utility shall be passed on wholly or partially to
consumers.
MERALCO, the other DUs and the ERC filed their respective motions for reconsideration which are
pending before the Supreme Court. Two new DUs filed their respective motions for leave to intervene
and to file their motions for reconsideration. As of April 7, 2022, the case is pending before the
Supreme Court.
Rail
Claims with Grantors
On various dates from 2015 through 2021, LRMC submitted letters representing its claim for costs
incurred and estimated in relation to ESR and LRV shortfall on the premise of the Grantors’
obligation in relation to the condition of the Existing System as at the LRMC Effective Date, Fare
Deficit, SDR costs, and contractor and other additional costs incurred less KPI charges and
concession fee payments.
On September 14, 2021, LRMC received a letter dated June 29, 2021 from the Grantors demanding
that LRMC pay the Grantors Concession Payments in the total amount of =P400.7 million. In its reply
dated September 20, 2021, LRMC argued that it does not owe the Grantors Concession Payments.
The Concession Agreement is very clear on the matter and leaves no room for interpretation. As of
date, LRMC has not received further response from the Grantors.
Balancing Payments on Rail
As at April 7, 2022, LRMC has submitted twenty-six (26) letters (first to twenty-sixth Balancing
Payments) to the Grantors representing its claims. Total claims up to the twenty-sixth Balancing
Payment amounted to P =7,518 million with a revised total amount of P
=5,985 million after Grantor’s
comments. All claims are still undergoing discussion.
Others
Donor’s Tax. NOHI received on January 14, 2011 a Final Assessment Notice (“FAN”) demanding
the payment of approximately = P170.2 million as deficiency donor’s tax (comprising of the basic tax
due and 25% surcharge) on the excess of the book value over the selling price of several shares of
stock in Bonifacio Land Corporation (“BLC”) which NOHI sold to a third party. The assessment was
based on the finding of the Bureau of Internal Revenue–Large Taxpayer Service (“BIR–LTS”) that
the transaction is subject to donor’s tax as a “deemed gift” transaction under Section 100 of the 1997
National Internal Revenue Tax Code (the “Tax Code”).
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On February 14, 2011, NOHI filed its formal protest to the FAN raising several factual and legal
arguments. However, this was denied by the BIR through the letter it has delivered to NOHI stating
its Final Decision on Disputed Assessment (“FDDA”). NOHI then filed a Petition for Review with
the Second Division of the CTA to challenge the FDDA.
On May 4, 2016, the CTA En Banc promulgated its decision, which was received on May 13, 2016,
denying the company’s Petition for Review dated October 21, 2014 and affirming the adverse
decision of the Second Division of the Court dated June 11, 2014 and Resolution of the Second
Division dated September 16, 2014 which denied NOHI's Motion for Reconsideration. On
October 28, 2016, NOHI received a copy of the Resolution of the CTA En Banc dated
October 18, 2016 denying NOHI’s Motion for Reconsideration.
On December 12, 2016, NOHI filed with the Supreme Court the required Petition for Review as
appeal from the decision and resolution of the CTA En Banc. On March 14, 2017, NOHI received a
copy of the Resolution dated January 23, 2017 of the Supreme Court denying NOHI’s Petition for
Review on the decision of the Court of Tax Appeals en banc which affirmed the decision of the CTA
Second Division ordering NOHI to pay donor’s tax. On March 28, 2017, NOHI filed a Motion for
Reconsideration on the aforesaid Resolution of the Supreme Court. On October 3, 2017, NOHI
received the Resolution dated July 26, 2017 of the Supreme Court denying the Motion for
Reconsideration.
As at December 31, 2019, NOHI partially settled amount due to BIR of = P397 million. In 2020, NOHI
filed an application to avail tax amnesty on delinquencies. On July 15, 2021, BIR approved the
amnesty application of NOHI and issued a Notice of Issuance of Authority to Cancel Assessment in
relation to NOHI’s 2009 Donor’s Tax delinquency interest and penalties.
31. Assets Held in Trust
Materials and Supplies

Maynilad has the right to use any item of inventory owned by MWSS in carrying out its
responsibility under the Maynilad CA (see Note 29), subject to the obligation to return the same at the
end of the concession period, in kind or in value at its current rate, subject to CPI adjustments.
Facilities
Maynilad had been granted the right to operate, maintain in good working order, repair,
decommission and refurbish the movable properties required to provide the water and sewerage
services under the Maynilad CA (see Note 29). MWSS shall retain legal title to all movable
properties in existence at the commencement date on August 1, 1997. However, upon expiration of
the useful life of any such movable property as may be determined by Maynilad, such movable
properties shall be returned to MWSS in its then–current condition at no charge to MWSS or
Maynilad (see Note 13).
The concession agreement also provides Maynilad and Manila Water to have equal access to MWSS
facilities involved in the provision of water supply and sewerage services in both West and East
Service Areas including, but not limited to, the MWSS management information system, billing
system, telemetry system, central control room and central records.
The net book value of the facilities transferred to Maynilad on commencement date based on MWSS’
closing audit report amounted to =P7.3 billion with a sound value of =
P13.8 billion.
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MWSS’ corporate headquarters are made available for lease to Maynilad and East Concessionaire,
subject to renewal with the consent of the parties concerned. The current lease covers up to a period
of December 31, 2024. Lease payments amounted to P =44 million each in 2021, 2020 and 2019. The
lease agreement was scoped-in under PFRS 16 with the ROU asset recognized in the “Property, plant
and equipment” account (see Note 13).
32. Deconsolidation of MPHHI in 2019
Buhay’s Investment in MPHHI. On December 9, 2019, MPIC, together with MPHHI, completed a
series of transactions for the investment and entry of global investment firm KKR, alongside Arran,
in and to, MPHHI. Included in the series of transactions are the following:
 Buhay, a subsidiary of KKR, subscribed to, a mandatorily exchangeable bond, at the principal
issue value of =
P30.1 billion (the “Buhay Exchangeable Bond”). The Buhay Exchangeable Bond
can be exchanged to 239,932,962 common shares of MPHHI owned and held by MPIC (“Buhay
EB Underlying Shares”). The Buhay EB Underlying Shares represent approximately 15.88% of
the issued and outstanding capital stock of MPHHI, entitled to vote, on a fully-diluted basis. The
Buhay Exchangeable Bond’s subscription price shall be settled: (i) = P26,091 million on
completion date; (ii) =
P1,602 million one hundred eighty (180) days after the completion date; and
(iii) =
P2,404 million on the first anniversary of the completion date. As at December 31, 2019,
receivable from Buhay for portion of the subscription price amounted to = P3,873 million and was
fully collected in 2020.
 Arran Investment Private Limited (“Arran”) reinvested alongside Buhay. This transaction
involved the acquisition by KKR of Arran’s Exchangeable Bond and Arran’s directly owned
shares in MPHHI. On July 2, 2014, Arran paid = P6.5 billion as consideration for an Exchangeable
Bond issued by MPIC which can be exchanged, in the future, into 158,137,590 shares common
shares of MPHHI (the “Arran Exchangeable Bonds”). The terms of the Arran Exchangeable
Bond have been amended to align with the terms of the Buhay Exchangeable Bond.
Buhay as holder, shall be entitled, among others, to exchange the Exchangeable Bonds (Buhay
Exchangeable Bond and Arran Exchangeable Bonds) for all of the underlying shares on the
earlier of (i) thirty (30) days after the date the common shares of MPHHI, including the
underlying shares, are first listed on the PSE following its initial public offering of shares and
(ii) the date that is 10 years from the issue date of the Exchangeable Bonds (“Mandatory
Exchange Date”). Interest applicable to the Exchangeable Bonds shall be equivalent to the actual
dividend yield of the Underlying Shares.
 As part of KKR’s investment in MPHHI, MPIC granted in favor of KKR the following options
(“Call Options”): (i) an irrevocable option, exercisable after the completion of this transaction, to
require MPIC to sell to the Investor (and/or one or more of its designees) all or a portion of
MPIC’s shares in MetroPac Apollo Holdings, Inc. (“Apollo”); and (ii) an irrevocable option,
exercisable after October 14, 2019, signing date of the Share Subscription Agreement, to require
MPIC to sell to one or more newly established Philippine domestic companies or investment
vehicles, each of which is wholly and beneficially owned by Filipino citizens who have relevant
expertise and experience beneficial to the business of MPHHI. Apollo, a Philippine registered
company (in which MPIC has 65% ownership as at December 31, 2021 and December 31, 2020)
owns and holds all the outstanding voting preferred shares issued by MPHHI.
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The fair value of the call options was estimated at the Call Option Agreement date using a
binomial pricing model, taking into account the terms and conditions on which the options were
granted. The exercise price is calculated based on the formula set forth in the Call Option
Agreement. The Call Options can be exercised anytime up to ten years. As at December 31,
2021 and 2020, fair value of the option liability under “Accounts payable and other current
liabilities” account is estimated at =
P44.3 million and =
P6.5 million, respectively (see Note 15).
As discussed in Note 3, the abovementioned series of transactions provided Buhay an economic

interest of approximately 80%, on fully diluted basis post conversion of the Exchangeable Bonds.
These transactions were accounted for as equity transactions which, for purposes of PFRS 10, is
considered as resulting in MPIC losing control. The Exchangeable Bond is an instrument that, at a
certain time in the future, converts into a fixed number of shares of MPHHI. Moreover, the principal
of Exchangeable Bond is in Philippine Peso, the same currency as the functional currency of MPIC as
the issuing entity. Thus, the Exchangeable Bonds qualify as equity instruments such that the
proceeds from the Exchangeable Bond together with the share subscriptions in MPHHI, were
accounted for as equity transactions.
Gain on deconsolidation recognized in 2019, computed as follows:
(In Millions)
Consideration received or receivable:
Gross proceeds from the Exchangeble Bond =30,097
P
Less: Provisions (2,568)
Transaction costs (2,217)
Discount on deferred settlement (134)
25,178
Add: Fair value of retained investment in MPHHI
(20% on a fully diluted basis) 16,688
Derecognition of the interest payable under
the Arran Exchangeable Bond 122
Less: Carrying amount of net assets deconsolidated (9,918)
Option liability (43)
Gain on sale before deferred taxes and
reclassification of the other comprehensive
income/expense 32,027
Reclassification of other comprehensive income 4
Deferred tax expense (6,123)
Gain on deconsolidation =25,908
P
The provisions included estimated tax warranties and indemnities which as at December 31, 2021 and
2020 amounted to =P2,365.8 million and P
=2,662.5 million, respectively (see Note 16).
While the gain on deconsolidation of MPHHI was recognized for accounting purposes for the year
ended December 31, 2019, the taxable gain shall be recognized upon actual conversion of the Arran
Exchangeable Bonds and Buhay Exchangeable Bonds, hence the recognition of the deferred tax
liability.
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The carrying amounts of the net assets of MPHHI as at date of deconsolidation were:
(In Millions)
Assets
Cash and cash equivalents P2,174
=
Receivables 2,194
Other current assets 1,283
Property, plant and equipment 15,083
Other noncurrent assets 6,575
27,309
Liabilities
Accounts payable and other current liabilities 4,854
Long-term debt (current and noncurrent portions) 1,277
Other long-term liabilities 1,639
Deferred tax liabilities 514
8,284
Noncontrolling interest (9,107)
=9,918
P
As a result of the deconsolidation, the Healthcare segment was classified as “Operations of entities
under PFRS 5” in the consolidated statement of comprehensive income for the year ended
December 31, 2019.
The financial information and cash flow information for 2019 covers period immediately prior to
deconsolidation.
2019
(In Millions)
Operating revenues =14,658
P
Cost of sales and services (8,895)
Gross profit 5,763
General and administrative expenses (3,776)
Interest expense (194)
Share in net earnings of equity method investees 230
Interest income 47
Gain on deconsolidation, gross of tax 32,031
Others 327
Income before income tax 34,428
Provision for income tax
Current 797
Deferred 6,071
6,868
Net Income from Operations of entities under
PFRS 5 27,560
Other comprehensive income (loss) - net
Not to be reclassified to profit or loss in subsequent
periods (68)
Total comprehensive income from Operations of entities
under PFRS 5 =27,492
P
Basic earnings per share =0.8466

P
Diluted earnings per share =0.8466

P
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2019
Net cash inflow (outflow) from
Operating activities P2,643
=
Investing activities (3,118)
Financing activities 2,628
=2,153
P
Hospital operations. MPHHI and its subsidiaries, operates the following full service hospitals:
 In Metro Manila: Cardinal Santos Medical Center (“CSMC”), Our Lady of Lourdes Hospital
(“OLLH”), Asian Hospital, De Los Santos Medical Center, Marikina Valley Medical Center and
Dr. Jesus C. Delgado Memorial Hospital. In November 2021, MPHHI acquired 84.74% of
Commonwealth Hospital and Medical Center, which is located in Novaliches, Quezon City.
In other parts of the Philippines: Riverside Medical Center in Bacolod, Central Luzon Doctors
Hospital in Tarlac, West Metro Medical Center in Zamboanga, Sacred Heart Hospital of Malolos
Inc. in Bulacan, Saint Elizabeth Hospital Inc. in General Santos City, Davao Doctors Hospital in
Davao and and Manuel J. Santos Hospital in Butuan City. In February 2020, MPHHI completed
the Investment Agreement for a 51% equity interest in Los Baños Doctors Hospital and Medical
Center, Incorporated in Laguna. In August 2020, MPHHI completed the acquisition of a 55%
ownership in Ramiro Community Hospital, the leading private hospital in Bohol. In
October 2020, MPHHI acquired de facto control over Calamba Medical Center, Inc. with a
29.51% equity interest. On November 12, 2021, MPHHI completed the agreement to invest into
Health Global International, Inc. (HGII), a 148-bed accredited private hospital located in Quezon
City, representing approximately 88.1% stake in HGII. HGII is doing business under the name
and style of Commonwealth Hospitals and Medical Center.
 MPHHI also has equity stake in the following hospitals: Makati Medical Center and Manila
Doctors Hospital.
Lease agreements. The following companies entered into the following lease agreements, which
were accounted for as acquisition of a business in accordance with PFRS 3:
 In 2009, Colinas Verdes Hospital Managers Corporation (“CVHMC”) with the Roman Catholic
Archbishop of Manila for the hospital assets (consisting of land, building, improvements,
machineries, equipment and trademark) of CSMC;
 In 2010, East Manila Hospital Managers Corp (“EMHMC”) with Our Lady of Lourdes Hospital,
Inc. and Servants of the Holy Spirit, Inc. (“SSpS”) covering OLLH properties and improvements
and the operations and management of OLLH; and
 In 2015, Metro Pacific Zamboanga Hospital Corp. (“MPZHC”) with Western Mindanao Medical
Center, Inc. (“WMMCI”) covering the land and hospital building. The lease of MPZHC, for a
period of 20 years, may be renewed under terms and conditions mutually acceptable. However,
MPHHI acquired 63.94% of the outstanding voting capital stock of WMMCI. The transaction
resulted to the derecognition of the property use rights and the related accumulated amortization.
The leases of EMHMC and CVHMC are for periods of 20 years, renewable for successive periods of
ten (10) years upon the mutual consent of both parties.
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As consideration for the lease agreement, EMHMC and CVHMC pay fixed and variable monthly
rates, where the variable rate is based on the prior year’s net revenues.
33. Deconsolidation of GBPC in 2021
On December 23, 2020, BPHI entered into a share purchase agreement with MGen, a wholly-owned
subsidiary of MERALCO, for the sale by BPHI of 56% of the issued and outstanding shares of
GBPC. The total consideration for the sale of the shares is P
=22,443.4 million which shall be paid in
installments as follows:
 60% of the purchase price will be paid on completion;

 20% of the purchase price will be paid 6 months after closing date (“First Installment”); and
 20% of the purchase price will be paid 18 months after closing date (the “Second
Installment”), the First Installment and Second Installment are collectively referred to as the
“Installment Payments”.
The unpaid Installment Payments shall earn interest at the rate of 2.0% p.a. from closing date until
payment.
The purchase price has been adjusted to reflect the dividends from GBPC that BPHI received after the
signing date.
Closing of this transaction was conditional on the satisfaction and/or waiver, where applicable, of the
following conditions:
 the approval on ruling or waiver of review by the Philippine Competition Commission in
respect of the Proposed Disposal or an acknowledgement by the PCC that the Proposed
Acquisition is not subject to mandatory merger review;
 third party approvals required from (i) lenders under certain loan agreements or arrangements
entered into by GBPC or its subsidiaries and (ii) certain shareholders pursuant to a
shareholders’ agreement of a subsidiary, having been obtained; and,
 other conditions typical and customary for share purchase agreements, including regulatory
and third-party approvals.
In view of the share purchase agreement, GBPC qualified as a group held for deemed disposal as of
December 31, 2020 with GBPC’s assets and liabilities previously consolidated in the Company’s
statement of financial position reclassified to “Assets under PFRS 5” and “Liabilities under PFRS 5”,
respectively.
On March 31, 2021, after executing all the necessary closing conditions and obtaining approvals, the
transaction was completed. Accordingly, the assets and liabilities of GBPC were deconsolidated and
its result of operations and the corresponding gain on sale are presented under “Operations of an
Entity under PFRS 5”.
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Gain on deconsolidation is computed below following the Company’s early adoption of the
Amendments to PFRS 10 and PAS 28, Sales or contributions of assets between an investor and its
associate/joint venture:
(In Millions)
Consideration received or receivable (Note 15):
Gross proceeds =22,443
P
Less: Dividend adjustment (1,232)
Provisions (700)
Transaction costs (268)
Discount on deferred settlement (119)
20,124
Less: Carrying amount of net assets
deconsolidated - at 56% (15,549)
Gain on deconsolidation =4,575
P
The provisions included certain indemnity undertakings that may be triggered upon the occurrence
of stipulated indemnifiable events as provided for in the share purchase agreement.
Additionally, the share in carrying amount of net assets deconsolidated relating to the 6.37% indirect
ownership in GBPC through MERALCO amounting to = P2,332 million has been reclassified to
Investment in MERALCO (see Note 8).
The carrying amounts of the net assets of GBPC as at the date of deconsolidation were:
(In Millions)
Assets under PFRS 5
Cash and cash equivalents and short-term deposits =8,018
P
Receivables 4,782
Other current assets 5,722
Property, plant and equipment 47,579
Other noncurrent assets 9,020
=75,121
P
Liabilities under PFRS 5

Accounts payable and other current liabilities P7,536
=
Long-term debt (current and noncurrent portions) 27,523
Other long-term liabilities 3,095
Deferred tax liabilities 1,999
=40,153
P
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As a result of the deconsolidation, GBPC’s result of operations are presented under “Operations of
an Entity under PFRS 5” and comparative periods were re-presented. Shown below are the financial
information presented as ‘Operations of an entity under PFRS 5:
Three Months Year Ended

Ended December 31,
March 31, 2021 2020
(Audited)
(In Millions)
Operating revenues P5,012
= P21,069
=
Cost of sales and services (3,392) (13,574)
Gross profit 1,620 7,495
General and administrative expenses (680) (3,463)
Interest expense (456) (1,750)
Share in net earnings of equity method-accounted
investees 152 930
Interest income 5 140
Gain on deconsolidation 4,575 –
Others 318 1,066
Income before income tax 5,534 4,418
Provision for (benefit from) income tax
Current 86 1,390
Deferred (294) (402)
(208) 988
Net income from operations of an entity
under PFRS 5 5,742 3,430
Other comprehensive loss – net:
Not to be reclassified to profit or loss in
subsequent periods (21) (38)
Total comprehensive income from operations of an
entity under PFRS 5 =5,721
P =3,392
P
Basic earnings per share =0.1664

P =0.0498
P
Diluted earnings per share =0.1664

P =0.0498
P
Three Months Year Ended

Ended December 31,
March 31, 2021 2020
(Audited)
(In Millions)
Net cash inflow (outflow) from:
Operating activities =2,333
P =5,562
P
Investing activities (166) (123)
Financing activities (1,098) (7,101)
=1,069
P (P
=1,662)
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Merger of Beacon Electric and BPHI. On July 7, 2021, the BOD of Beacon Electric and BPHI
approved the planned merger of Beacon Electric and BPHI, with Beacon Electric as the surviving
company. BPHI held the investment in GBPC until the latter was sold to MGen on March 31, 2021.
It was deemed prudent and in the best interest of each company and its respective stockholders to
merge both companies. The merger will result in simplified operations, improved administrative
efficiency, eliminate the duplication of functions and maintenance costs, and attain greater efficiency
and economy in the management of the businesses. On December 23, 2021, SEC approved the Plan
and Articles of Merger and issued the Certificate of Filing of the Articles of Merger. The merger did
not have any impact to the consolidated financial statements.
34. Financial Risk Management Objectives and Policies
The Company’s principal financial instruments consist mainly of borrowings from related parties and
third party creditors, proceeds of which were used for the acquisition of investments and in financing
operations. The Company has other financial assets and financial liabilities such as cash and cash
equivalents, short-term deposits, receivables, accounts payable and other current liabilities, service
concession fees payable and other related party transactions which arise directly from the Company’s
operations. The Company also holds financial assets at FVPL and FVOCI.
The main risks arising from the Company’s financial instruments are credit risk, liquidity risk,
interest rate risk and foreign currency risk. The MPIC BOD reviews and approves policies of
managing each of these risks and they are summarized below.
Credit Risk
Risk Management
The Company manages and controls credit risk by setting limits on the amount of risk that the
Company is willing to accept for individual counterparties and by monitoring exposures in relation to
such limits. Specific risks are as follows:
 Power. MERALCO is exposed to credit risk from its operating activities (primarily trade
receivables) and from its financing activities, including deposits with banks and financial
institutions and other financial instruments.
MERALCO, as a franchise holder serving public interest, cannot refuse customer connection. To
mitigate risk, the Distribution Services and Open Access Rule (“DSOAR”) allows MERALCO to
collect bill deposit equivalent to one (1) month’s consumption to secure credit. Also, as a policy,
disconnection notices are sent three (3) days after the bill due date and disconnections are carried
out beginning on the third day after receipt of disconnection notice.
Customer credit risk is managed by each business segment subject to MERALCO’s procedures
and controls relating to customer credit risk management. MERALCO manages and controls
credit risk by setting limits on the amount of risk that it is willing to accept for individual
counterparties and by monitoring exposures in relation to such limits.
 Toll Operations. Receivables arose mainly from electronic toll card service providers of
PT Nusantara motorists ply on its toll roads. Trade receivables also come from energy sales and
treated water sales from the respective customers of RPSL and DCC which are instrumentalities
of the government of Indonesia.
*SGVFS163550*
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Receivables also included non-toll revenues in the form of advertising services particularly from
SMART (see Note 19) and service fees collected from business locators, generally called TSF
(toll service facilities), along the stretch of the NLEX. The arrangements are backed by a service
facility contract between NLEX Corp. and the various locators. The credit risk on these
arrangements is minimal because the fees are collected on a monthly basis mostly from
well-established companies. The exposure is also limited given that the recurring amounts are not
significant and there are adequate safeguards in the contracts against payment delinquency.
NLEX Corp. also has advances made to DPWH, a Philippine government entity, which is
covered by a Reimbursement Agreement (see Note 8).
 Water. Because of the basic need service that Maynilad provides, historical collections of
Maynilad are relatively high. Credit risk exposure is widely dispersed. Save for the extended
payment terms provided to Maynilad’s customers in 2020 resulting from the impact of COVID-
19 (see Notes 3 and 5), Maynilad billings are payable on the due date, which is normally 14 days
from the billing date. However, customers are given 60 days to settle any unpaid bills before
disconnection.
Receivable balances are monitored on an ongoing basis.
 Rail. Receivables included non-rail revenues from lease of commercial spaces located within
LRT-1 stations, on interconnection fees and advertising contracts. The arrangements are mostly
with well-established companies backed by contracts with provisions for payment delinquency.
The exposure is also limited given that the recurring amounts are collected on a monthly basis
and are not significant.
With the exception of cash and cash equivalents, the maximum exposure to credit risk (both pre and
post consideration of collateral and credit enhancements) at the reporting date is the carrying value of
each class of financial assets as disclosed below.
The maximum exposure to credit risk on cash and cash equivalents without considering the effects of
collaterals, credit enhancements and other credit risk mitigation techniques is the carrying value of
this financial asset. After considering the credit enhancement pertaining to insured deposits in banks
as prescribed by Philippine Deposit Insurance Corporation, net maximum exposure as at
December 31, 2021 and 2020 amounted to = P44,650 million and =P41,068 million, respectively.
Impairment of Financial Assets
The Company has the following financial assets that are subject to the expected credit loss model:
(i) receivables; and (ii) debt investments carried at FVOCI. While cash and cash equivalents,
restricted cash and short-term deposits are also subject to the impairment requirements of IFRS 9, the
identified impairment loss was immaterial.
The Company applies the PFRS 9 simplified approach in measuring expected credit losses which uses
a lifetime expected loss allowance for receivables. To measure the expected credit losses, receivables
have been grouped based on shared credit risk characteristics and the days past due. The expected
loss rates are based on the payment profiles of revenues/sales over a period of at least 24 months
before the relevant reporting date and the corresponding historical credit losses experienced within
this period. The historical loss rates are adjusted to reflect current and forward-looking information
on macroeconomic factors affecting the ability of the customers/counterparties to settle the
receivables. The Company has identified the Gross Domestic Product (“GDP”), CPI, inflation rate
and unemployment rate in the locations in which it sells its goods and services to be the most relevant
factors, and accordingly adjusts the historical loss rates based on expected changes in these factors.
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Generally, receivables are written-off if past due for more than one year and are not subject to
enforcement activity.
Impairment losses on receivables are presented as Provision for ECL under “General and
administrative expenses” account in the consolidated statement of comprehensive income.
Subsequent recoveries of amounts previously written off are credited against the same line item.
There are no significant concentrations of credit risk, whether through exposure to individual
customers, specific industry sectors and/or regions.
The table below shows the gross carrying amount of financial assets and the loss allowances:
Not Credit-impaired Credit-impaired Total

Gross Gross Gross
Carrying Allowance Carrying Allowance Carrying Allowance on
Amount on ECL Amount on ECL Amount ECL
(In Millions)
December 31, 2021
Investment in UITF (a) P
=4,712 P
=– P
=– P
=– P
=4,712 P
=–
Receivables 10,780 – 1,466 1,466 12,246 1,466
Due from related
parties 5,202 – – – 5,202 –
Other current assets:
Quoted equity
shares 121 – – – 121 –
Unquoted equity
shares 5 – – – 5 –
Miscellaneous
deposits and
others 233 – – – 233 –
Other noncurrent assets:
Deposit for LTIP 500 – – – 500 –
Quoted equity
shares 504 – – – 504 –
Unquoted equity
shares 1,560 – – – 1,560 –
Quoted club shares 29 – – – 29 –
Long term cash
and miscellaneous
deposits 503 – – – 503 –
P
=24,149 P
=– P
=1,466 P
=1,466 P
=25,615 P
=1,466
December 31, 2020

Investment in UITF (a) P7,284
= P–
= =–
P =–
P P7,284
= =–
P
Receivables 10,598 – 1,506 1,506 12,104 1,506
Due from related
parties 279 – – – 279 –
Quoted equity
shares 150 – – – 150 –
Unquoted equity
shares 5 – – – 5 –
Miscellaneous
deposits and
others 657 – – – 657 –
(Forward)
*SGVFS163550*
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Not Credit-impaired Credit-impaired Total

Gross Gross Gross
Carrying Allowance Carrying Allowance Carrying Allowance on
Amount on ECL Amount on ECL Amount ECL
Deposit for LTIP =500
P P–
= P–
= P–
= =500
P P–
=
LTNCD 46 – – – 46 –
Unquoted equity
shares 1,042 – – – 1,042 –
Quoted club shares 27 – – – 27 –
Long term cash
and miscellaneous
deposits 558 – – – 558 –
P21,146
= =–
P =1,506
P =1,506
P =22,652
P =1,506
P
(a)
Included under ‘Cash and cash equivalents and short-term deposits’.
Set out below is the information about the credit risk exposure on the Company’s receivables:
Days past due

Current <30 31-60 61-90 91-180 >180 Total
(In Millions except for expected loss rates)
December 31, 2021:
Expected loss rate 1% 2% 6% 15% 21% 31% 12%
Gross carrying amount =4,200
P =2,430
P =775
P P427
= P804
= P3,610 =
= P12,246
Loss allowance 39 50 44 62 165 1,106 1,466
December 31, 2020:

Expected loss rate 2% 5% 35% 26% 38% 15% 12%
Gross carrying amount =4,514
P =1,835
P P618
= P480
= =1,170
P =3,487 =
P P12,104
Loss allowance 81 97 217 126 445 540 1,506
The closing loss allowance for receivables as at December 31 reconcile to the opening loss
allowances as follows:
2021 2020
(In Millions)
Opening loss allowance as at beginning of year (a) =1,506
P =1,752
P
Increase in loss allowance recognized in profit or loss
during the year (see Note 22) 129 597
Reversal/reclassification/written-off (169) (843)
Balance as at December 31 =1,466
P =1,506
P
Debt investments at FVOCI pertains to quoted long-term negotiable certificate of deposits

(“LTNCD”) of various banks which are presented under “Other noncurrent assets” in the
consolidated statement of financial position. The Company only invests in government securities and
instruments that are graded in the top investment category (“AAA”) by credit rating agencies and,
therefore, are considered to be low credit risk investments. The Company did not recognize provision
for expected credit losses on its debt instruments at FVOCI as at December 31, 2021 and 2020.
Liquidity Risk
The Company manages its liquidity profile to be able to finance its capital expenditures and service
its maturing debts by maintaining sufficient cash and cash equivalents, and the availability of funding
through an adequate amount of committed credit facilities (see Note 18).
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The Company monitors its cash position using a cash forecasting system. All expected collections,
check disbursements and other cash payments are determined daily to arrive at the projected cash
position to cover its obligations and to ensure that obligations are met as they fall due. The Company
monitors its cash flow position, particularly the collections from receivables, receipts of dividends
and the funding requirements of operations, to ensure an adequate balance of inflows and outflows.
The Company also has online facilities with its depository banks wherein bank balances are
monitored daily to determine the Company’s actual cash balances at any time.
The Company’s liquidity and funding management process include the following:
 Managing the concentration and profile of debt maturities;

 Maintaining debt financing plans; and
 Monitoring liquidity ratios against internal and regulatory requirements.
The table below summarises the maturity profile of the Company’s financial liabilities based on
contractual undiscounted payments, including future interest payments:
More than More than

1 year 2 years
Not but not but not
exceeding exceeding exceeding More than
1 year 2 years 5 year 5 Years Total
(In Millions)
December 31, 2021
Accounts payable and
other current liabilities(a) =31,905
P P–
= P–
= P–
= =31,905
P
Due to related parties: 101 – – – 101
Customers’ guaranty deposits(b) – – – 1,273 1,273
Service concession fees payable 1,109 8,912 8,542 16,794 35,357
Long-term debts (Principal and
interest) 17,193 20,615 81,404 163,672 282,884
P50,308
= P29,527
= P89,946
= P181,739
= P351,520
=
December 31, 2020

Accounts payable and other
current liabilities(a) =30,809
P =–
P =–
P =–
P =30,809
P
Due to related parties:
Due to PCEV 2,450 – – – 2,450
Due to related parties - others 93 – – – 93
Customers’ guaranty deposits(b) – – – 1,232 1,232
Service concession fees payable 5,837 4,925 6,058 16,279 33,099
Long-term debts (Principal and
interest) 27,688 14,441 63,454 145,862 251,445
P66,877
= P19,366
= P69,512
= P163,373
= P319,128
=
(a)
Excludes statutory payable.
(b)
Included under “Other long-term liabilities”.
Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will
fluctuate because of changes in market interest rates. The Company is subject to fair value and cash
flow interest rate risks. Fixed rate financial instruments measured at fair value are subject to fair
value interest rate risk while floating rate financial instruments are subject to cash flow interest rate
risk. At December 31, 2021 and 2020, the Company’s borrowings were substantially at fixed rates
(see Note 18).
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Certain of the Company’s loans that bear a fixed rate for the first five (5) years are subject to an
interest rate repricing after the fifth year. Should the interest rate on the repricing date be
significantly higher than the current fixed rate, the Company has an option to prepay or refinance the
loan.
The following table demonstrates the sensitivity of income before income tax arising from changes in
interest cash flows of floating rate loans and fair values of financial assets at FVPL, respectively, due
to changes in interest rates with all other variables held constant. The estimates in the movement of
interest rates were based on the management’s annual financial forecast. There is no other impact on
equity other than those already affecting the consolidated statements of comprehensive income.
Increase in Basis Points Decrease in Basis Points

Effect on Effect on
Income Income
Basis Before Basis Before
Points Income Tax Points Income Tax
(In Millions) (In Millions)
December 31, 2021
Philippine Peso +50 (P
=94) –50 P
=94
Indonesian Rupiah +50 (47) –50 47
US Dollar +50 (63) –50 63
Thai Baht +50 – –50 –
Vietnamese Dong +50 (4) –50 4
December 31, 2020
Philippine Peso +50 (P
=56) –50 =56
P
Indonesian Rupiah +50 (30) –50 30
US Dollar +50 (30) –50 30
Thai Baht +50 – –50 –
Vietnamese Dong +50 (4) –50 4
Foreign Currency Risk

To manage the Company’s foreign exchange risk arising from future commercial transactions,
recognized assets and liabilities, and to improve investment and cash flow planning, in addition to
natural hedges, the Company enters into and engages in foreign exchange contracts for the purpose of
managing its foreign exchange rate exposures emanating from business, transaction specific, as well
as currency translation risks and reducing and/or managing the adverse impact of changes in foreign
exchange rates on the Company’s operating results and cash flows.
Exposure to foreign currency risk primarily results from the following foreign currency transactions:
 Power. While an insignificant percentage of the MERALCO’s revenues and liabilities is

denominated in U.S. dollars, a substantial amount of the MERALCO’s expenditures for
electricity capital projects and a portion of the operating expenses are denominated in foreign
currencies, mostly in U.S. dollars. As such, a strengthening or weakening of the Philippine peso
against the U.S. dollar will decrease or increase in Philippine peso terms, the principal amount of
the MERALCO’s foreign currency-denominated liabilities and the related interest expense,
foreign currency-denominated capital expenditures and operating expenses as well as U.S. dollar-
denominated revenues.
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 Water. The servicing of foreign currency-denominated loans of MWSS is among the

requirements of the Maynilad CA. While majority of the revenues are generated in Philippine
Peso, there is a mechanism in place as part of the Original Concession Agreement wherein
Maynilad (or the end consumers) can recover foreign currency fluctuations through the FCDA
that is approved by the MWSS RO. As discussed in Note 29, the MWSS RO approved the
removal of the FCDA mechanism.
 Toll Operations. Payment for PT Nusantara’s loans which are denominated in Rupiah is to be
sourced from cash generated from operations, also denominated in Rupiah. In 2019, MPTC and
AIFT has foreign currency denominated loans to be paid in US$ and THB, respectively. In 2020,
AIFT has settled its foreign currency denominated loans. (see Notes 10
and 18).
 Rail. LRMC’s exposure to foreign currency risk is minimal and only limited to transactional
currency exposures arising from payments to suppliers and contractors. To reduce to foreign
currency risk exposure, LRMC entered into series of derivative transactions, in particular,
forward contracts. These are accounted for as derivatives not designated as accounting hedges
with fair value of nil as at December 31, 2021 and 2020.
The Company’s foreign currency-denominated financial assets and liabilities as at December 31:
December 31, 2021

Total Peso
Original Currency
US Dollar JPY Equivalent
Assets:
Cash and cash equivalents $6 ¥– P
= 301
Restricted cash – – –
6 – 301
Liabilities:
other current liabilities (3) (170) (243)
payable (65) – (3,310)
Long-term debts (246) (8,611) (16,335)
(314) (8,781) (19,888)
Net foreign currency -denominated
liabilities ($308) (¥8,781) (P
= 19,587)
December 31, 2020

Original Currency Total Peso
US Dollar JPY Equivalent
Assets:
Cash and cash equivalents $5 ¥– =263
P
Restricted cash 1 – 42
6 – 305
Liabilities:
other current liabilities – – –
payable (67) – (3,217)
Long-term debts (126) (9,641) (10,513)
(193) (9,641) (13,730)
Net foreign currency -denominated
liabilities ($187) (¥9,641) (P
=13,425)
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The exchange rates used to determine the peso value are as follows:
US Dollar JPY
December 31, 2021 =50.99
P P0.44
=
December 31, 2020 =48.02
P =0.46
P
The following table demonstrates sensitivity of cash flows due to changes in foreign exchange rates
with all variables held constant. The estimates in the movement of the foreign exchange rates were
based on the management’s annual financial forecast.

Increase/ Increase/
Decrease in Effect on Decrease in Effect on
Foreign Income Foreign Income
Exchange Before Exchange Before
Rates Income Tax Rates Income Tax
(In Millions) (In Millions)
US Dollar +5% (P
=786) +5% (P
=448)
Japanese Yen +5% (194) +5% (223)
US Dollar –5% 786 –5% 448
Japanese Yen –5% 194 –5% 223
Capital Management
Capital includes preferred shares and equity attributable to the equity holders of the Parent Company.
The primary objective of the Company’s capital management policies is to ensure that the Company
maintains a strong statement of financial position and healthy capital ratios in order to support its
business and maximize shareholder value. The Company ensures that it is compliant with all debt
covenants not only at the consolidated level but also at the level of Parent Company and each of its
subsidiaries.
In general, the Company closely monitors its debt covenants and maintains a capital expenditure
program and dividend declaration policy that keeps the compliance of these covenants into
consideration (see Note 18).
The following debt covenants are being complied with by the Company as part of maintaining a
strong credit rating with its creditors:
 MPIC. MPIC’s loan agreements require achievement of certain financial ratios. Moreover, under
the loan agreements, MPIC needs to achieve a required DSCR per loan agreements to be able to
declare dividends.
 Power. MERALCO’s loan agreements require compliance with debt service coverage of 1.1
times calculated on specific measurement dates. The agreements also contain restrictions with
respect to the creation of liens or encumbrances on assets, issuance of guarantees, mergers or
consolidations, disposition of a significant portion of its assets and related party transactions.
 Toll Operations. The loan agreements require maintenance of debt-to-equity ratio and DSCR as
indicated in the agreements to be able to incur new loans or declare dividends (see Note 18).
 Water. Maynilad closely manages its capital structure vis–a–vis a certain target gearing ratio,
which is net debt divided by total capital plus net debt. Maynilad’s target gearing ratio is 75%.
This target is to be maintained over the next five (5) years by managing the level of borrowings
and dividend payments to shareholders.
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The Company manages its capital structure and adjust it in light of changes in economic conditions.
To maintain or adjust the capital structure, the Company may obtain additional advances from
shareholders, return capital to shareholders, issue new shares or issue new debt or redemption of
existing debt. No changes were made in the objectives, policies or processes during the years ended
December 31, 2021 and 2020. The Company monitors capital on the basis of debt-to-equity ratio.
Debt-to-equity ratio is calculated as short-term and long-term debt over equity. The Company’s goal
is to maintain a sustainable debt-to-equity ratio. The debt-to-equity ratios as at December 31, 2021
and 2020 are:
2021 2020
(In Millions)
Short-term and long-term debt (see Note 18) (a) P
=246,342 =231,366
P
Equity (see Note 20) (b) 236,865 244,347
Debt-to-equity ratio (a/b) 104% 95%
35. Financial Instruments – Categories and Derivatives
Categories of Financial Instruments

The categories of the Company’s financial assets and financial liabilities, other than cash and cash
equivalents, short-term deposits and restricted cash are:
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December 31, 2021

Financial Assets Financial Liabilities
Equity
Debt instruments Instruments
Amortized Cost FVPL at FVOCI at FVOCI Amortized Cost FVPL Total
(In Millions)
ASSETS
Investment in UITF (a) P
=– P
=4,712 P
=– P
=– P
=– P
=– P
=4,712
Receivables - net 10,780 – – – – – 10,780
Due from related parties 4,402 800 – – – – 5,202
Quoted equity shares – – – 121 – – 121
Unquoted equity shares – – – 5 – – 5
Miscellaneous deposits and others 233 – – – – – 233
Deposit for LTIP 500 – – – – – 500
Unquoted equity shares – – – 1,560 – – 1,560
Quoted club shares – – – 29 – – 29
Long term cash and miscellaneous deposits 503 – – – – – 503
P
=16,418 P
=5,512 P
=– P
=2,219 P
=– P
=– P
=24,149
LIABILITIES
Accounts payable and other current liabilities (b) P
=– P
=– P
=– P
=– P
=34,174 P
=44 P
=34,218
Provisions – – – – – 3,066 3,066
Due to related parties – – – – 101 – 101
Service concession fees payable – – – – 31,296 – 31,296
Short-term and long-term debt – – – – 246,342 – 246,342
Other long-term liabilities – – – – 1,287 – 1,287
P
=– P
=– P
=– P
=– P
=313,200 P
=3,110 P
=316,310
(a)
(b)
Excludes statutory payables
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(a)
December 31, 2020

Equity
Debt instruments Instruments
Amortized Cost FVPL at FVOCI at FVOCI Amortized Cost FVPL Total
(In Millions)
ASSETS (a)
Investment in UITF (b) =–
P =7,284
P P–
= P–
= P–
= P–
= P7,284
=
Receivables - net 10,598 – – – – – 10,598
Due from related parties 279 – – – – – 279
Unquoted equity shares – – – 5 – – 5
Miscellaneous deposits and others 657 – – – – – 657
Deposit for LTIP 500 – – – – – 500
LTNCD – – 46 – – – 46
Unquoted equity shares – – – 1,042 – – 1,042
Quoted club shares – – – 27 – – 27
Long term cash and miscellaneous deposits 558 – – – – – 558
=12,592
P =7,284
P =46
P =1,224
P =–
P =–
P =21,146
P
LIABILITIES (a)
Accounts payable and other current liabilities (c) P–
= P–
= P–
= P–
= =33,381
P =6
P =33,387
P
Provisions – – – – – 2,662 2,662
Due to related parties – – – – 2,481 – 2,481
Service concession fees payable – – – – 29,434 – 29,434
Short-term and long-term debt – – – – 231,366 – 231,366
Other long-term liabilities – – – – 1,231 – 1,231
=–
P =–
P =–
P =–
P =297,893
P =2,668
P =300,561
P
(a)
Excluded Assets and Liabilities under PFRS 5 (see Note 33)
(b)
(c)
Excludes statutory payables
*SGVFS163550*
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Derivative Financial Instruments

Except for “Option liabilities” included under “Accounts payable and other current liabilities”
account in the consolidated statements of financial position, the Company has no freestanding
derivatives and no derivatives accounted for as cash flow hedges as at December 31, 2021 and 2020.
36. Fair Value Measurement

The fair value of the assets and liabilities is determined as the price that would be received to sell an
asset or paid to transfer a liability in an orderly transaction between participants at the measurement
date. The following tables summarize the carrying amounts and fair values of the assets and
liabilities, analyzed among those whose fair value is based on:
 Level 1 – Quoted market prices in active markets for identical assets or liabilities
 Level 2 – Those involving inputs other than quoted prices included in Level 1 that are observable
for the asset or liability, either directly (as prices) or indirectly (derived from prices); and
 Level 3 – Those with inputs for the asset or liability that are not based on observable market data
(unobservable input).
December 31, 2021

Carrying Total Fair
Value Level 1 Level 2 Level 3 Value
(In Millions)
Assets measured at fair value
Financial assets through profit or loss
UITF P
= 4,712 P
=– P
= 4,712 P
=– P
= 4,712
Due from related parties 800 – – 800 800
Financial assets through OCI
Quoted equity shares 625 625 – – 625
Unquoted equity shares 1,565 – – 1,565 1,565
Quoted club shares 29 – 29 – 29
P
= 7,731 P
= 625 P
= 4,741 P
= 2,365 P
= 7,731
Liabilities measured at fair value

Financial liabilities at FVPL
Option liability P
= 44 P
=– P
=– P
= 44 P
=44
Provisions 3,066 – – 3,066 3,066
P
= 3,110 P
=– P
=– P
= 3,110 P
= 3,110
Assets for which fair values are disclosed

Amortized cost
Due from related parties P
= 4,402 P
=– P
=– P
= 4,413 P
= 4,413
Miscellaneous deposits 736 – – 693 693
P
= 5,138 P
=– P
=– P
= 5,106 P
= 5,106
Liabilities for which fair values are disclosed

Other financial liabilities
Service concession fees payable P
= 31,296 P
=– P
=– P
= 29,958 P
= 29,958
(current and noncurrent)
Short-term and long-term debt (current
and noncurrent) 246,342 25,680 – 225,150 250,830
Customer guaranty deposit 1,287 – – 1,406 1,406
Due to related parties 101 – – 101 101
P
= 279,026 P
= 25,680 P
=– P
= 256,615 P
= 282,295
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December 31, 2020

Carrying Total Fair
(In Millions)
Financial assets through profit or loss
UITF =7,284
P =–
P =7,284
P =–
P =7,284
P
Financial assets through OCI
LTNCD 46 46 – – 46
Quoted equity shares 150 150 – – 150
Unquoted equity shares 1,047 – – 1,047 1,047
Quoted club shares 27 – 27 – 27
=8,554
P =196
P =7,311
P =1,047
P =8,554
P

Financial Liabilities at FVPL
Option liability =6
P =–
P =–
P =6
P =6
P
Provisions 2,662 – – 2,662 2,662
=2,668
P =–
P =–
P =2,668
P =2,668
P
Assets for which fair values are disclosed

Amortized cost
Miscellaneous deposits P1,215
= P–
= P–
= P1,181
= P1,181
=
=1,215
P =–
P =–
P =1,181
P =1,181
P

Other financial liabilities
Service concession fees payable =29,434
P =–
P =–
P =31,965
P =31,965
P
(current and noncurrent)
Short-term and long-term debt (current
and noncurrent) 231,366 12,458 – 250,010 262,468
Customer guaranty deposit 1,231 – – 1,477 1,477
Due to related parties 2,481 – – 2,508 2,508
=264,512
P =12,458
P =–
P =285,960
P =298,418
P
The following methods and assumptions were used to measure the fair value of each class of assets
and liabilities for which it is practicable to estimate such value:
Cash and Cash Equivalents. Due to the short-term nature of transactions, the fair value of cash and
cash equivalents approximate the carrying amounts at the end of the reporting period.
Restricted Cash, Cash Deposits, and Accounts Payable and Other Current Liabilities. Carrying
values approximate the fair values at the reporting date due to their short-term nature.
Investments in UITF. UITFs are ready-made investments that allow the pooling of funds from
different investors with similar investment objectives. These UITFs are managed by professional
fund managers and may be invested in various financial instruments such as money market securities,
bonds and equities, which are normally available to large investors only. A UITF uses the
mark-to-market method in valuing the fund’s securities. A UITF uses the mark-to-market method in
valuing the fund’s securities. It is a valuation method which calculates the Net Asset Value based on
the estimated fair market value of the assets of the fund based on prices supplied by independent
sources.
Due from Related Parties. Estimated fair value is based on the discounted value of future cash flows
using the applicable rates for similar type of financial instruments.
Quoted Equity Shares, Quoted Club Shares and LTNCD. The fair value of these financial assets are
based on the quoted market price as at December 31, 2021 and 2020.
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Unquoted Equity Shares. To estimate the fair value of the unquoted equity shares, the Company uses
the guideline public company method. This valuation model is based on published data regarding
comparable companies’ quoted prices, earnings, revenues and EBITDA expressed as a multiple,
adjusted for the effect of the non-marketability of the equity securities. The estimate is adjusted for
the net debt of the investee, if applicable. Adjusted market multiple ranges from 3 to 12 and discount
for lack of marketability of up to 30% in 2021 and 2020.
Miscellaneous Deposits. The fair value of the refundable occupancy deposits is determined by
discounting the deposit using the prevailing market rate of interest.
Due to Related Parties, Service Concession Fees Payable and Customers’ Guaranty Deposits.
Estimated fair value is based on the discounted value of future cash flows using the applicable rates
for similar types of financial instruments.
Miscellaneous Deposits. Estimated fair value is based on the present value of future cash flows
discounted using the prevailing rates that are specific to the tenor of the instruments’ cash flows at the
end of each reporting period with credit spread adjustment.
Option Liabilities. The fair value of the call options was estimated using a binomial pricing model
(see Note 32).
Short-term Debt. Carrying amount of short-term debts are considered to be the same as their fair
values due to their short-term nature.
Long-term Debt. For both fixed rate and floating rate (repriceable every six months)
US dollar-denominated debts and Philippine Peso-denominated fixed rate corporate notes, estimated
fair value is based on the discounted value of future cash flows using the prevailing credit adjusted
US risk-free rates and Philippine risk free rates that are adjusted for credit spread ranging from 1.1%
to 11.8% and 1.1% to 7.5% in 2021 and 2020, respectively.
Provisions. Estimated fair value is based on the discounted value of future cash flows using the
applicable rates for similar types of financial instruments.
37. Supplemental Cash Flow Information
Non-cash investing activities

The following table shows the Company’s significant non-cash investing activities and corresponding
transaction amounts:
2021 2020 2019

(In Millions)
Additions to service concession assets pertaining to
additions to capitalized interest accretion from
service concession fees, MWSS loan drawdown and
others (see Notes 12 and 17) =2,082
P =2,078
P =3,544
P
Additions to ROU assets lease contracts entered into
during the year (see Note 13) 612 1,049 −
Changes to decommissioning decommissioning
liability as adjustments to property, plant, and
equipment (see Note 33) − − 144
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Adoption of PFRS 16 also resulted to recognition of ROU asset as at January 1, 2019 amounting to
=1,518 million.
P
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Changes in liabilities arising from financing activities:

The following table shows significant changes in liabilities arising from financing activities, including changes arising from cash flows and non-cash changes:
Service concession Short-term and Due to related Interest and other

fee payable long-term debt parties Lease liability Dividends payable financing charges
(see Note 17) (see Note 18) (see Note 19) (see Note 39) (see Note 15) (see Note 15)
(In Millions)
Balance as at January 1, 2020 =32,898
P =249,909
P =7,878
P 1,000 P2,900
= =2,443
P
Cash flow (see statements of cash flows)
Proceeds − 50,535 − − − −
Payments (5,801) (39,725) (5,646) (496) (6,662) (8,745)
Transaction cost − (392) − − − −
(5,801) 10,418 (5,646) (496) (6,662) (8,745)
Non-cash:
Leases entered during the year – – – 984 − –
Dividends declared – – – – 6,186 –
Interest expense – – – – – 10,010
Additions 730 − 6 – – –
Interest accretion 1,976 (317) 243 85 – –
Foreign exchange movements (105) (364) – 5 – –
Balancing payment mechanism (264) (57) – – – –
Liabilities under PFRS 5 (see Note 33) – (28,517) – – (1,915) (316)
Amortization of debt issue costs – 294 – – – –
Others – − – (80) – (814)
2,337 (28,961) 249 994 4,271 8,880
Balance as at December 31, 2020 =29,434
P =231,366
P =2,481
P =1,498
P =509
P =2,578
P
Proceeds − 40,525 − − − −
Payments (803) (26,161) (2,450) (494) (5,684) (8,472)
Transaction cost − (351) − − − −
(803) 14,013 (2,450) (494) (5,684) (8,472)
(Forward)
*SGVFS163550*
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Service concession Short-term and Due to related Interest and other

fee payable long-term debt parties Lease liability Dividends payable financing charges
(see Note 17) (see Note 18) (see Note 19) (see Note 39) (see Note 15) (see Note 15)
(In Millions)
Non-cash:
Dividends declared P–
= P–
= P–
= P–
= =5,809
P =–
P
Interest expense – – – – – 9,230
Additions 790 − − 203 – –
Interest accretion 1,926 − 62 48 – –
Foreign exchange movements 217 1,016 – – – –
Amortization of debt issue costs – 212 – – – –
Others (268) (265) 8 (570) – (1,023)
2,665 963 70 (319) 5,809 8,207
P =246,342
P =101
P =685
P =634
P =2,313
P
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38. Events after the Reporting Period
Aside from those disclosed in Note 10 (MERALCO’s dividend declaration), Note 18 (short-term and
long-term debt), Note 20 (MPIC’s dividend declaration and approval of another round of Share
Buyback Program), Note 29 (status of certain significant contracts, agreements and commitments),
and Note 30 (status of certain contingencies), events occurring after the reporting period include:
Acquisition of 61.9% issued and outstanding shares of Landco. On March 31, 2022, MPIC entered
into deeds of absolute sale of shares for the acquisition of a total of 6,354,634 common shares,
representing an aggregate of 61.9% of the issued and outstanding capital stock of Landco, for a total
consideration of =
P429 million with the following sellers: (a) ABHC owning 6,252,011 shares; and
(b) individual shareholders owning a total of 102,623 shares. As a result of the transaction, Landco
shall become a wholly-owned subsidiary of MPIC. The total consideration amounting to = P429
million shall be offset against the existing receivables of MPIC. The parties’ existing obligations
were settled upon closing.
Prior to this transaction, MPIC holds 38.1% ownership interest in Landco. With MPIC acquiring
control over Landco, this transaction will be accounted for using the acquisition method under
PFRS 3, Business Combination. The determination of the fair values of Landco’s individual assets
and liabilities is ongoing, but is unlikely to be material to the consolidated financial statements.
Landco is a pioneer in the real estate business with more than 30 years of experience in developing
world-class resorts and leisure communities in the Philippines. The transaction is expected to expand
MPIC’s footprint in the real estate business.
39. Significant Accounting Policies
This note provides a list of the significant accounting policies adopted in the preparation of these
consolidated financial statements to the extent they have not already been disclosed in the other notes
above. These policies have been consistently applied to all the years presented, unless otherwise
stated.
a. Changes in Accounting Policies and Disclosures
The Company applied the following new PFRSs and amendments to existing standards effective
January 1, 2021. Adoption of the following standards did not have any material impact on the
Company’s consolidated financial statements:
 Amendment to PFRS 16, COVID-19-related Rent Concessions beyond June 30, 2021
The amendment provides relief to lessees from applying the PFRS 16 requirement on lease
modifications to rent concessions arising as a direct consequence of the COVID-19 pandemic. A
lessee may elect not to assess whether a rent concession from a lessor is a lease modification if it
meets all of the following criteria:
 The rent concession is a direct consequence of COVID-19;
 The change in lease payments results in a revised lease consideration that is substantially the
same as, or less than, the lease consideration immediately preceding the change;
 Any reduction in lease payments affects only payments originally due on or before
June 30, 2022; and
 There is no substantive change to other terms and conditions of the lease.
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A lessee that applies this practical expedient will account for any change in lease payments resulting
from the COVID-19 related rent concession in the same way it would account for a change that is not
a lease modification, i.e., as a variable lease payment.
The amendment is effective for annual reporting periods beginning on or after April 1, 2021. Early
adoption is permitted.
The Group adopted the amendment beginning April 1, 2021. The adoption did not have any material
impact to the consolidated financial statements.
 Amendments to PFRS 9, PAS 39, PFRS 7, PFRS 4 and PFRS 16, Interest Rate Benchmark Reform
– Phase 2
The amendments provide the following temporary reliefs which address the financial reporting effects
when an interbank offered rate (“IBOR”) is replaced with an alternative nearly risk-free interest rate
(“RFR”):
 Practical expedient for changes in the basis for determining the contractual cash flows as a result
of IBOR reform
 Relief from discontinuing hedging relationships
 Relief from the separately identifiable requirement when an RFR instrument is designated as a
hedge of a risk component
The Group shall also disclose information about:

 The nature and extent of risks to which the entity is exposed arising from financial instruments
subject to IBOR reform, and how the entity manages those risks; and
 Their progress in completing the transition to alternative benchmark rates, and how the entity is
managing that transition
The amendments are effective for annual reporting periods beginning on or after January 1, 2021 and
apply retrospectively, however, the Company is not required to restate prior periods.
The Company has not early adopted any other standard, interpretation or amendment that has been
issued but is not yet effective except for the following:
 Amendments to PFRS 10, Consolidated Financial Statements and PAS 28, Investments in
Associates and Joint Ventures - Sales or contributions of assets between an investor and its
associate/joint venture
The amendments address the conflict between PFRS 10 and PAS 28 in dealing with the loss of
control of a subsidiary that is sold or contributed to an associate or joint venture. The
amendments clarify that a full gain or loss is recognized when a transfer to an associate or joint
venture involves a business as defined in PFRS 3. Any gain or loss resulting from the sale or
contribution of assets that does not constitute a business, however, is recognized only to the
extent of unrelated investors’ interests in the associate or joint venture.
On January 13, 2016, the Financial Reporting Standards Council deferred the original effective
date of January 1, 2016 of the said amendments until the International Accounting Standards
Board (“IASB”) completes its broader review of the research project on equity accounting that
may result in the simplification of accounting for such transactions and of other aspects of
accounting for associates and joint ventures. However, earlier application of these amendments
continue to be permitted. In light of its early adoption of this Amendment, the Company
recognized the full gain from the deconsolidation of GBPC using the PFRS 10 guidance
amounting to =P4.6 billion (see Note 33).
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b. Principal Accounting and Financial Reporting Policies
The principal accounting and financial reporting policies adopted in preparing the Company’s
consolidated financial statements are as follows:
Business Combinations and Goodwill

Business combinations are accounted for using the acquisition method. The cost of an acquisition is
measured as the aggregate of the consideration transferred measured at acquisition date fair value, and
the amount of any NCI in the acquiree. For each business combination, the Company elects whether
to measure the NCIs in the acquiree at fair value or at the proportionate share of the acquiree’s
identifiable net assets. Acquisition-related costs are expensed as incurred and included in general and
administrative expenses.
When the Company acquires a business, it assesses the financial assets and liabilities assumed for
appropriate classification and designation in accordance with the contractual terms, economic
circumstances and pertinent conditions as of the acquisition date. This includes the separation of
embedded derivatives in host contracts by the acquiree.
If the business combination is achieved in stages, any previously held equity interest is
re-measured at its acquisition date fair value and any resulting gain or loss is recognized in profit or
loss. It is then considered in the determination of goodwill.
Any contingent consideration to be transferred by the acquirer will be recognized at fair value at the
acquisition date. Contingent consideration classified as equity is not remeasured and its subsequent
settlement is accounted for within equity. Contingent consideration classified as an asset or liability
that is a financial instrument and within the scope of PFRS 9, is measured at fair value with the
changes in fair value recognized in the consolidated statement of comprehensive income in
accordance with PFRS 9. Other contingent consideration that is not within the scope of PFRS 9 is
measured at fair value at each reporting date with changes in fair value recognized in profit or loss.
Goodwill is initially measured at cost, being the excess of the aggregate of the consideration
transferred and the amount recognized for NCI, and any previous interest held, over the net
identifiable assets acquired and liabilities assumed. If the fair value of the net assets acquired is in
excess of the aggregate consideration transferred, the Company reassesses whether it has correctly
identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used
to measure the amounts to be recognized at the acquisition date. If the reassessment still results in an
excess of the fair value of net assets acquired over the aggregate consideration transferred, then the
gain is recognized immediately in profit or loss.
After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For
the purpose of impairment testing, goodwill acquired in a business combination is, from the
acquisition date, allocated to each of the Company’s cash-generating units (“CGUs”) that are
expected to benefit from the combination, irrespective of whether other assets or liabilities of the
acquiree are assigned to those units.
Where goodwill has been allocated to a CGU and part of the operation within that unit is disposed of,
the goodwill associated with the disposed operation is included in the carrying amount of the
operation when determining the gain or loss on disposal. Goodwill disposed in these circumstances is
measured based on the relative values of the disposed operation and the portion of the CGU retained.
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If the initial accounting for business combination can be determined only provisionally by the end of
the period by which the combination is effected because the fair values to be assigned to the
acquiree’s identifiable assets and liabilities can be determined only provisionally, the Company
accounts for the combination using provisional values. Adjustments to those provisional values as a
result of completing the initial accounting shall be made within twelve (12) months from the
acquisition date. The carrying amount of an identifiable asset, liability or contingent liability that is
recognized as a result of completing the initial accounting shall be calculated as if its fair value at the
acquisition date had been recognized from that date. Goodwill or any gain recognized shall be
adjusted from the acquisition date by an amount equal to the adjustment to the fair value at the
acquisition date of the identifiable asset, liability or contingent liability being recognized or adjusted.
Equity Method Investees

Equity method investees consist of the Company’s investments in associates and joint ventures.
An associate is an entity over which the Company has significant influence. Significant influence is
the power to participate in the financial and operating policy decisions of the investee, but is not
control or joint control over those policies.
A joint venture is a type of joint arrangement whereby the parties that have joint control of the
arrangement have rights to the net assets of the joint venture. Joint control is the contractually agreed
sharing of control of an arrangement, which exists only when decisions about the relevant activities
require unanimous consent of the parties sharing control.
The considerations made in determining significant influence or joint control are similar to those
necessary to determine control over subsidiaries.
The Company’s investments in its associate and joint ventures are accounted for using the equity
method.
Under the equity method, the investment in an associate or a joint venture is initially recognized at
cost. The carrying amount of the investment is adjusted to recognize changes in the Company’s share
of net assets of the associate or joint venture since the acquisition date. If the Company’s share of
losses of an associate or a joint venture equals or exceeds its interest in the associate or joint venture,
the Company discontinues recognizing its share of further losses. After the entity’s interest is
reduced to zero, additional losses are provided for, and a liability is recognized, only to the extent that
the Company has incurred legal or constructive obligations or made payments on behalf of the
associate or joint venture. If the associate or joint venture subsequently reports profits, the Company
resumes recognizing its share of those profits only after its share of the profits equals the share of
losses not recognized.
Goodwill relating to the associate or joint venture is included in the carrying amount of the
investment and is neither amortized nor individually tested for impairment.
The Company’s share of the results of operations of the associate or joint venture is included in profit
or loss. Any change in OCI of those investees is presented as part of the Company’s OCI. In
addition, when there has been a change recognized directly in the equity of the associate or joint
venture, the Company recognizes its share of any changes, when applicable, in the consolidated
statement of changes in equity. Unrealized gains and losses resulting from transactions between the
Company and the associate or joint venture are eliminated to the extent of the Company’s interest in
the associate or joint venture.
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The aggregate of the Company’s share of profit or loss of an associate and a joint venture is shown on
the face of the consolidated statement of comprehensive income outside operating profit and
represents profit or loss after tax and NCI in the subsidiaries of the associate or joint venture.
The financial statements of the associate or joint venture are prepared for the same reporting period as
the Company. When necessary, adjustments are made to bring the accounting policies in line with
those of the Company.
After application of the equity method, the Company determines whether it is necessary to recognize
an impairment loss on its investment in its associate or joint venture. At each reporting date, the
Company determines whether there is objective evidence that the investment in the associate or joint
venture is impaired. If there is such evidence, the Company calculates the amount of impairment as
the difference between the recoverable amount of the associate or joint venture and its carrying value,
then recognizes the impairment loss as part of “Share in net earnings of equity method investees”
account in the consolidated statement of comprehensive income.
Upon loss of significant influence over the associate or joint control over the joint venture, the
Company measures and recognizes any retained investment at its fair value. Any difference between
the carrying amount of the associate or joint venture upon loss of significant influence or joint control
and the fair value of the retained investment and proceeds from disposal is recognized in profit or
loss.
For purposes of disclosures required under PFRS 12, Disclosure of Interests in Other Entities, in
determining whether an equity method investee is material to the Company, management employs
both quantitative and qualitative factors to evaluate the nature of, and risks associated with, the
Company’s interests in these entities; and the effects of those interest on the Company’s financial
position. Factors considered include, but not limited to, carrying value of the investee relative to the
total equity method investments recognized in the Company’s consolidated financial statements, the
equity investee’s contribution to the Company’s consolidated net income, and other relevant
qualitative risks associated with the equity investee’s nature, purpose and size of activities.
Current Versus Non-current Classification

The Company presents assets and liabilities in the consolidated statements of financial position based
on current/non-current classification.
An asset is current when it is:

 Expected to be realized or intended to be sold or consumed in the normal operating cycle;
 Held primarily for the purpose of trading;
 Expected to be realized within twelve months after the reporting period; or
 Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at
least twelve months after the reporting period.
All other assets are classified as non-current.
A liability is current when:

 It is expected to be settled in the normal operating cycle;
 It is held primarily for the purpose of trading;
 It is due to be settled within twelve months after the reporting period; or
 There is no unconditional right to defer the settlement of the liability for at least twelve months
after the reporting period.
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The Company classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities, respectively.
The Company has elected as an accounting policy to present a single statement of profit or loss and
other comprehensive income combining the two elements, rather than two statements, a statement of
profit or loss and a statement of comprehensive income. If a two-statement approach is adopted, the
statement of profit or loss must be followed directly by the statement of comprehensive income.
Fair Value Measurement

The Company measures financial instruments such as derivatives at fair value at each reporting date
and, for purposes of impairment testing, uses fair value less costs of disposal or VIU to determine the
recoverable amount of some of its non-financial assets. Also, fair values of financial instruments
measured at amortized cost are disclosed in Note 36.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The fair value measurement is
based on the presumption that the transaction to sell the asset or transfer the liability takes place
either:
 In the principal market for the asset or liability; or

 In the absence of a principal market, in the most advantageous market for the asset or liability.
The principal or the most advantageous market must be accessible by the Company.
The fair value of an asset or a liability is measured using the assumptions that market participants
would use when pricing the asset or liability, assuming that market participants act in their economic
best interest.
A fair value measurement of a non-financial asset takes into account a market participant’s ability to
generate economic benefits by using the asset in its highest and best use or by selling it to another
market participant that would use the asset in its highest and best use.
The Company uses valuation techniques that are appropriate in the circumstances and for which
sufficient data are available to measure fair value, maximizing the use of relevant observable inputs
and minimizing the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the consolidated financial
statements are categorized within the fair value hierarchy, described as follows, based on the
lowest-level input that is significant to the fair value measurement as a whole:
 Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities
 Level 2 – Valuation techniques for which the lowest-level input that is significant to the fair
value measurement is directly or indirectly observable
 Level 3 – Valuation techniques for which the lowest-level input that is significant to the fair
value measurement is unobservable
For assets and liabilities that are recognized in the consolidated financial statements at fair value on a
recurring basis, the Company determines whether transfers have occurred between levels in the
hierarchy by re-assessing categorization (based on the lowest-level input that is significant to the fair
value measurement as a whole) at the end of each reporting period.
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The Company determines the policies and procedures for both recurring fair value measurement, such
as derivatives, and non-recurring measurement, such as impairment tests. At each reporting date, the
finance team, with the assistance of the respective finance teams of the Parent Company’s
subsidiaries, analyzes the movements in the values of assets and liabilities which are required to be
remeasured or reassessed as per the Company’s accounting policies. For this analysis, the finance
team verifies the major inputs applied in the latest valuation by agreeing the information in the
valuation computation to contracts, counterparty assessment and other relevant documents.
The finance team also compares the changes in the fair value of each asset and liability with relevant
external sources to determine whether the change is reasonable. On an interim basis, the finance team
presents the valuation results to the Company’s top management for review. This includes a
discussion of the major assumptions used in the valuations.
For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities
based on the nature, characteristics and risks of the asset or liability and the level of the fair value
hierarchy as explained above (see Note 36).
Cash and Cash Equivalents

Cash includes cash on hand and in banks. Cash equivalents are short-term, highly liquid investments
that are readily convertible to known amounts of cash with original maturities of three months or less
from acquisition date and that are subject to an insignificant risk of changes in value.
Short-term Deposits
Short-term deposits, other than those classified as financial assets at FVPL, are highly liquid money
market placements with maturities of more than three months but less than one year from dates of
acquisition.
Restricted Cash
Restricted cash represents cash in banks earmarked for long-term debt principal and interest
repayment maintained in compliance with loan agreements or placed in an escrow account pursuant
to a construction agreement.
Financial Instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial
liability or equity instrument of another entity.
Financial Instruments: Financial Assets

Initial Recognition and Measurement. Financial assets are classified, at initial recognition, as
subsequently measured at amortized cost, fair value through other comprehensive income (FVOCI),
and FVPL.
The classification of financial assets at initial recognition depends on the financial asset’s contractual
cash flow characteristics and the Company’s business model for managing them. With the exception
of trade receivables that do not contain a significant financing component or for which the Company
has applied the practical expedient, the Company initially measures a financial asset at its fair value
plus, in the case of a financial asset not at FVPL, transaction costs. Trade receivables that do not
contain a significant financing component or for which the Company has applied the practical
expedient are measured at the transaction price determined under PFRS 15. Refer to the accounting
policies in section “Revenue from contracts with customers.”
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In order for a financial asset to be classified and measured at amortized cost or FVOCI, it needs to
give rise to cash flows that are ‘solely payments of principal and interest (SPPI)’ on the principal
amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument
level.
The Company’s business model for managing financial assets refers to how it manages its financial
assets in order to generate cash flows. The business model determines whether cash flows will result
from collecting contractual cash flows, selling the financial assets, or both.
Purchases or sales of financial assets that require delivery of assets within a time frame established by
regulation or convention in the market place (regular way trades) are recognized on the trade date,
i.e., the date that the Company commits to purchase or sell the asset.
Subsequent Measurement. For purposes of subsequent measurement, financial assets are classified in
four categories:
 Financial assets at amortized cost (debt instruments)

 Financial assets at FVOCI with recycling of cumulative gains and losses (debt instruments)
 Financial assets designated at FVOCI with no recycling of cumulative gains and losses upon
derecognition (equity instruments)
 Financial assets at FVPL
Financial Assets at Amortized Cost (Debt Instruments). The Company measures financial assets at
amortized cost if both of the following conditions are met:
 the financial asset is held within a business model with the objective to hold financial assets in
order to collect contractual cash flows; and
 the contractual terms of the financial asset give rise on specified dates to cash flows that are
solely payments of principal and interest on the principal amount outstanding.
Financial assets at amortized cost are subsequently measured using the effective interest rate (EIR)
method and are subject to impairment. Gains and losses are recognized in profit or loss when the
asset is derecognized, modified or impaired.
The Company’s financial assets at amortized cost includes receivables, other current assets and other
noncurrent assets (see Note 34).
Financial Assets at FVOCI (Debt Instruments). The Company measures debt instruments at FVOCI
if both of the following conditions are met:
 The financial asset is held within a business model with the objective of both holding to collect
contractual cash flows and selling; and
 The contractual terms of the financial asset give rise on specified dates to cash flows that are
For debt instruments at FVOCI, interest income, foreign exchange revaluation and impairment losses
or reversals are recognized in the consolidated statement of comprehensive income and computed in
the same manner as for financial assets measured at amortized cost. The remaining fair value changes
are recognized in OCI. Upon derecognition, the cumulative fair value change recognized in OCI is
recycled to profit or loss.
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The Company’s debt instruments at FVOCI includes investments in quoted debt instruments included
under “Other non-current assets” account.
Financial Assets Designated at FVOCI (Equity Instruments). Upon initial recognition, the Company
can elect to classify irrevocably its equity investments as equity instruments designated at FVOCI
when they meet the definition of equity under PAS 32, Financial Instruments: Presentation, and are
not held for trading. The classification is determined on an instrument-by-instrument basis.
Gains and losses on these financial assets are never recycled to profit or loss. Dividends are
recognized as other income in the profit or loss when the right of payment has been established,
except when the Company benefits from such proceeds as a recovery of part of the cost of the
financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at
FVOCI are not subject to impairment assessment.
The Company elected to classify irrevocably its investments in unquoted equity securities under this
category.
Financial Assets at FVPL. Financial assets at FVPL include financial assets held for trading,
financial assets designated upon initial recognition at FVPL, or financial assets mandatorily required
to be measured at fair value. Financial assets are classified as held for trading if they are acquired for
the purpose of selling or repurchasing in the near term. Derivatives, including separated embedded
derivatives, are also classified as held for trading unless they are designated as effective hedging
instruments. Financial assets with cash flows that are not solely payments of principal and interest
are classified and measured at FVPL, irrespective of the business model. Notwithstanding the criteria
for debt instruments to be classified at amortized cost or at FVOCI, as described above, debt
instruments may be designated at FVPL on initial recognition if doing so eliminates, or significantly
reduces, an accounting mismatch.
Financial assets at FVPL are carried in the consolidated statement of financial position at fair value
with net changes in fair value recognized in the profit or loss.
This category includes derivative instruments and UITF. Income earned on UITF is also recognized
in the profit or loss when the right of payment has been established.
A derivative embedded in a hybrid contract, with a financial liability or non-financial host, is

separated from the host and accounted for as a separate derivative if: the economic characteristics and
risks are not closely related to the host; a separate instrument with the same terms as the embedded
derivative would meet the definition of a derivative; and the hybrid contract is not measured at FVPL.
Embedded derivatives are measured at fair value with changes in fair value recognized in profit or
loss. Reassessment only occurs if there is either a change in the terms of the contract that
significantly modifies the cash flows that would otherwise be required or a reclassification of a
financial asset out of the FVPL category.
A derivative embedded within a hybrid contract containing a financial asset host is not accounted for
separately. The financial asset host together with the embedded derivative is required to be classified
in its entirety as a financial asset at FVPL.
Derecognition. A financial asset (or, where applicable, a part of a financial asset or part of a group of
similar financial assets) is primarily derecognized (i.e., removed from the Company’s consolidated
statement of financial position) when:
 the rights to receive cash flows from the asset have expired; or
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 the Company has transferred its rights to receive cash flows from the asset or has assumed an
obligation to pay the received cash flows in full without material delay to a third party under a
‘pass-through’ arrangement; and either (a) the Company has transferred substantially all the risks
and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all
the risks and rewards of the asset, but has transferred control of the asset.
When the Company has transferred its rights to receive cash flows from an asset or has entered into a
pass-through arrangement, it evaluates if, and to what extent, it has retained the risks and rewards of
ownership. When it has neither transferred nor retained substantially all of the risks and rewards of
the asset, nor transferred control of the asset, the Company continues to recognize the transferred
asset to the extent of its continuing involvement. In that case, the Company also recognizes an
associated liability. The transferred asset and the associated liability are measured on a basis that
reflects the rights and obligations that the Company has retained.
Continuing involvement that takes the form of a guarantee over the transferred asset is measured at
the lower of the original carrying amount of the asset and the maximum amount of consideration that
the Company could be required to repay.
Impairment of Financial Assets. The Company recognizes an allowance for expected credit losses
(ECLs) for all debt instruments not held at FVPL. ECLs are based on the difference between the
contractual cash flows due in accordance with the contract and all the cash flows that the Company
expects to receive, discounted at an approximation of the original effective interest rate. The
expected cash flows will include cash flows from the sale of collateral held or other credit
enhancements that are integral to the contractual terms.
ECLs are recognized in two stages. For credit exposures for which there has not been a significant
increase in credit risk since initial recognition, ECLs are provided for credit losses that result from
default events that are possible within the next 12-months (a 12-month ECL). For those credit
exposures for which there has been a significant increase in credit risk since initial recognition, a loss
allowance is required for credit losses expected over the remaining life of the exposure, irrespective
of the timing of the default (a lifetime ECL).
For receivables, the Company applies a simplified approach in calculating ECLs. Therefore, the
Company does not track changes in credit risk, but instead recognizes a loss allowance based on
lifetime ECLs at each reporting date. The Company has established a provision matrix that is based
on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and
the economic environment.
For debt instruments at FVOCI, the Company applies the low credit risk simplification. At every
reporting date, the Company evaluates whether the debt instrument is considered to have low credit
risk using all reasonable and supportable information that is available without undue cost or effort. In
making that evaluation, the Company reassesses the internal credit rating of the debt instrument. In
addition, the Company considers that there has been a significant increase in credit risk when
contractual payments are more than 30 days past due.
The Company’s debt instruments at FVOCI comprise of government securities and quoted corporate
bonds that are graded in the top investment category (AAA) by credit rating agencies and, therefore,
are considered to be low credit risk investments. It is the Company’s policy to measure ECLs on such
instruments on a 12-month basis. However, when there has been a significant increase in credit risk
since origination, the allowance will be based on the lifetime ECL. The Company uses the ratings
from reputable credit rating firms both to determine whether the debt instrument has significantly
increased in credit risk and to estimate ECLs.
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The Company considers a financial asset in default when contractual payments are more than 180
days past due. However, in certain cases, the Company may also consider a financial asset to be in
default when internal or external information indicates that the Company is unlikely to receive the
outstanding contractual amounts in full before taking into account any credit enhancements held by
the Company. A financial asset is written off when there is no reasonable expectation of recovering
the contractual cash flows.
Financial Instruments: Financial Liabilities

Initial Recognition and Measurement. Financial liabilities are classified, at initial recognition, as
financial liabilities at FVPL, loans and borrowings, payables, or as derivatives designated as hedging
instruments in an effective hedge, as appropriate.
All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings
and payables, net of directly attributable transaction costs.
The Company’s financial liabilities include trade and other current payables (excluding statutory
payables), loans and borrowings, and derivative financial instruments.
Subsequent Measurement - Financial Liabilities at FVPL. Financial liabilities at FVPL include

financial liabilities held for trading and financial liabilities designated upon initial recognition as at
FVPL.
Financial liabilities are classified as held for trading if they are incurred for the purpose of
repurchasing in the near term. This category also includes derivative financial instruments entered
into by the Company that are not designated as hedging instruments in hedge relationships as defined
by PFRS 9. Separated embedded derivatives are also classified as held for trading unless they are
designated as effective hedging instruments.
Gains or losses on liabilities held for trading are recognized in the profit or loss.
Financial liabilities designated upon initial recognition at FVPL are designated at the initial date of
recognition, and only if the criteria in PFRS 9 are satisfied. The Company has not designated any
financial liability as at FVPL.
Subsequent Measurement - Loans and Borrowings. This is the category most relevant to the
Company. After initial recognition, interest-bearing and non-interest-bearing loans and borrowings
are subsequently measured at amortized cost using the EIR method. Gains and losses are recognized
in profit or loss when the liabilities are derecognized as well as through the EIR amortization process.
Amortized cost is calculated by taking into account any discount or premium on acquisition and fees
or costs that are an integral part of the EIR. The EIR amortization is included as finance costs under
the “Interest expense” in the consolidated statement of comprehensive income.
This category generally applies to interest-bearing loans and borrowings (see Notes 18, 32, and 33).
Derecognition. A financial liability is derecognized when the obligation under the liability is
discharged or cancelled or expires. When an existing financial liability is replaced by another from
the same lender on substantially different terms, or the terms of an existing liability are substantially
modified, such an exchange or modification is treated as the derecognition of the original liability and
the recognition of a new liability. The difference in the respective carrying amounts is recognized in
the profit or loss.
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Financial Instruments: Offsetting

Financial assets and financial liabilities are offset and the net amount is reported in the consolidated
statement of financial position if there is a currently enforceable legal right to offset the recognized
amounts and there is an intention to settle on a net basis, to realize the assets and settle the liabilities
simultaneously.
Derivative Financial Instruments and Hedge Accounting

Initial Recognition and Subsequent Measurement. The Company uses derivative financial
instruments, particularly foreign currency forward contracts, to hedge its foreign currency risks. Such
derivative financial instruments are initially recognized at fair value on the date in which a derivative
contract is entered into or bifurcated, and are subsequently remeasured at fair value. Derivatives are
carried as financial assets when the fair value is positive and as financial liabilities when the fair
value is negative.
For the purpose of hedge accounting, hedges are classified as:
 Fair value hedges when hedging the exposure to changes in the fair value of a recognized asset or
liability or an unrecognized firm commitment;
 Cash flow hedges when hedging the exposure to variability in cash flows that is either attributable
to a particular risk associated with a recognized asset or liability or a highly probable forecast
transaction or the foreign currency risk in an unrecognized firm commitment; and
 Hedges of a net investment in a foreign operation.
At the inception of a hedge relationship, the Company formally designates and documents the hedge
relationship to which the Company wishes to apply hedge accounting and the risk management
objective and strategy for undertaking the hedge.
The documentation includes identification of the hedging instrument, the hedged item, the nature of
the risk being hedged and how the Company will assess whether the hedging relationship meets the
hedge effectiveness requirements (including the analysis of sources of hedge ineffectiveness and how
the hedge ratio is determined). A hedging relationship qualifies for hedge accounting if it meets all of
the following effectiveness requirements:
 there is ‘an economic relationship’ between the hedged item and the hedging instrument;
 the effect of credit risk does not ‘dominate the value changes’ that result from that economic
relationship; and
 the hedge ratio of the hedging relationship is the same as that resulting from the quantity of the
hedged item that the Company actually hedges and the quantity of the hedging instrument that the
Company actually uses to hedge that quantity of hedged item.
Hedges that meet all the qualifying criteria for hedge accounting are accounted for, as described
below:
Fair Value Hedges. The change in the fair value of a hedging instrument is recognized in the
consolidated statement of comprehensive income as other expense. The change in the fair value of
the hedged item attributable to the risk hedged is recorded as part of the carrying value of the hedged
item and is also recognized in the consolidated statement of comprehensive income as other expense.
For fair value hedges relating to items carried at amortized cost, any adjustment to carrying value is
amortized through profit or loss over the remaining term of the hedge using the EIR method. The EIR
amortization may begin as soon as an adjustment exists and no later than when the hedged item
ceases to be adjusted for changes in its fair value attributable to the risk being hedged.
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If the hedged item is derecognized, the unamortized fair value is recognized immediately in profit or
loss.
When an unrecognized firm commitment is designated as a hedged item, the subsequent cumulative
change in the fair value of the firm commitment attributable to the hedged risk is recognized as an
asset or liability with a corresponding gain or loss recognized in profit or loss.
Cash Flow Hedges. The effective portion of the gain or loss on the hedging instrument is recognized
in OCI in the cash flow hedge reserve, while any ineffective portion is recognized immediately in the
profit or loss. The cash flow hedge reserve is adjusted to the lower of the cumulative gain or loss on
the hedging instrument and the cumulative change in fair value of the hedged item.
The Company uses foreign currency forward contracts as hedges of its exposure to foreign currency
risk in forecast transactions and firm commitments. The ineffective portion relating to foreign
currency contracts is recognized as other expense and the ineffective portion relating to commodity
contracts is recognized in other operating income or expenses.
The Company designates only the spot element of forward contracts as a hedging instrument. The
forward element is recognized in OCI and accumulated in a separate component of equity under cost
of hedging reserve.
The amounts accumulated in OCI are accounted for, depending on the nature of the underlying
hedged transaction. If the hedged transaction subsequently results in the recognition of a
non-financial item, the amount accumulated in equity is removed from the separate component of
equity and included in the initial cost or other carrying amount of the hedged asset or liability. This is
not a reclassification adjustment and will not be recognized in OCI for the period. This also applies
where the hedged forecast transaction of a non-financial asset or non-financial liability subsequently
becomes a firm commitment for which fair value hedge accounting is applied.
For any other cash flow hedges, the amount accumulated in OCI is reclassified to profit or loss as a
reclassification adjustment in the same period or periods during which the hedged cash flows affect
profit or loss.
If cash flow hedge accounting is discontinued, the amount that has been accumulated in OCI must
remain in accumulated OCI if the hedged future cash flows are still expected to occur. Otherwise, the
amount will be immediately reclassified to profit or loss as a reclassification adjustment. After
discontinuation, once the hedged cash flow occurs, any amount remaining in accumulated OCI must
be accounted for depending on the nature of the underlying transaction as described above.
Hedges of a Net Investment. Hedges of a net investment in a foreign operation, including a hedge of
a monetary item that is accounted for as part of the net investment, are accounted for in a way similar
to cash flow hedges. Gains or losses on the hedging instrument relating to the effective portion of the
hedge are recognized as OCI while any gains or losses relating to the ineffective portion are
recognized in the profit or loss. On disposal of the foreign operation, the cumulative value of any
such gains or losses recorded in equity is transferred to the profit or loss.
The Company has no hedges of a net investment in a foreign operation.
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Current Versus Noncurrent Classification of Derivatives

Derivative instruments that are not designated and considered as effective hedging instruments are
classified as current or noncurrent or separated into a current and noncurrent portion based on an
assessment of the facts and circumstances (i.e., the underlying contracted cash flows).
 If the Company holds a derivative for trading purposes, irrespective of the timing of future cash
flows, it is classified as current.
 Where the Company holds a derivative as an economic hedge (and does not apply hedge
accounting), for period beyond 12 months after the end of reporting period, the derivative is
classified as noncurrent (or separated into current and noncurrent portions) consistent with the
classification of the underlying item.
 Embedded derivatives that are not closely related to the host contract are classified consistent
with the cash flows of the host contract.
Derivative instruments that are designated as, and are considered effective hedging instruments, are
classified consistent with the classification of the underlying hedged item. The derivative instrument
is separated into a current portion and noncurrent portion only if a reliable allocation can be made.
Classification of Financial Instruments Between Liability and Equity

A financial instrument is classified as a liability if it provides for a contractual obligation to:
Deliver cash or another financial asset to another entity;

Exchange financial assets or financial liabilities with another entity under conditions that are
potentially unfavorable to the Company; or
Satisfy the obligation other than by the exchange of a fixed amount of cash or another financial
asset for a fixed number of own equity shares.
If the Company does not have an unconditional right to avoid delivering cash or another financial
asset to settle its contractual obligation, the obligation meets the definition of a financial liability.
The components of issued financial instruments that contain both liability and equity elements are
accounted for separately, with the equity component being assigned the residual amount after
deducting from the instrument as a whole the amount separately determined as the fair value of the
liability component on the date of issue.
Option Liabilities
Option liabilities are contractual obligations of the Company to purchase its own equity instruments
for cash or another financial asset which gives rise to a financial liability and initially measured at the
present value of the redemption amount. Subsequently, the option liabilities are measured in
accordance with PFRS 9.
Inventories
Inventories, which are included as part of “Other current assets” in the consolidated statement of
financial position, are valued at the lower of cost and net realizable value (NRV).
Cost includes purchase price and import duties incurred in bringing each item of inventory to its
present location and condition. Cost is determined using the moving average method for the
healthcare segment and weighted average method for the power, tollways and the water segment.
Depending on the nature of the inventory, NRV is based either on current replacement cost or
estimated selling price less estimated cost to sell.
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Advances to Contractors and Consultants

Advances to contractors and consultants, represent advance payments for mobilization of the
contractors and consultants. These are stated at costs less any impairment in value. These amounts
are reduced upon receipt of the equivalent amount of services rendered by the contractors and
consultants. These are recognized as current or noncurrent depending on the classification of its
underlying asset.
Service Concession Arrangements

The Company, as operator, accounts for a public-to-private service concession arrangement in
accordance with Philippine Interpretation IFRIC 12 where the grantor controls the infrastructure. The
grantor controls the infrastructure where the following conditions are met:
 the grantor controls or regulates what services the operator must provide with the
infrastructure, to whom it must provide them, and at what price; and
 the grantor controls – through ownership, beneficial entitlement or otherwise – any
significant residual interest in the infrastructure at the end of the arrangement’s term.
The Company recognizes an asset for the consideration that it receives from the grantor in exchange
for providing construction or upgrade services. The consideration received can take a variety of
forms. The consideration given by the grantor to the operator might be rights to: (a) an intangible
asset (see accounting policy section ‘Service Concession Arrangements – Intangible Asset Model’); or
(b) a financial asset (see accounting policy section ‘Service Concession Arrangements – Financial
Asset Model’)
Service Concession Arrangements – Intangible Asset Model

Where the operator receives right (license) to charge users of public service, the Company accounts
for such arrangement under the intangible asset model (see Notes 12 and 29).
Construction and Upgrade Services: Revenue and Cost Recognition. The Company recognizes
revenue and costs for construction and upgrade services in accordance with PFRS 15, Revenue from
Contracts with Customers. The Company, as operator, receives non-cash consideration in the form of
an intangible asset (a license to charge users of the public service) in exchange for construction and
upgrade services. The operator measures the intangible asset initially at cost, being the amount of the
contract asset recognized during the construction or upgrade phase in accordance with PFRS 15. The
operator recognizes revenue and a contract asset (that represents the right to receive an intangible
asset, as ‘Service Concession Asset’) as it performs the construction performance obligation.
Operations Revenues. An operator that recognizes an intangible asset also recognizes revenue for the
consideration received from users of the public service during the operation phase (see accounting
policies in section ‘Revenue from contracts with customers – Recognized Over Time’).
Contractual Obligations. The Company recognizes its contractual obligations to restore the toll roads
to a specified level of serviceability in accordance with PAS 37 as the obligation arises which is as a
consequence of the use of the toll roads and is proportional to the number of vehicles using the toll
roads and increasing in measurable annual increments (see Note 16).
Service Concession Assets. The service concession assets acquired through business combinations
are recognized initially at the fair value of the concession agreement using multi-period excess
earnings method. Additions subsequent to business combinations are initially measured at present
value of any additional estimated future concession fee payments pursuant to the concession
agreement (see Notes 12 and 17) and/or the costs of rehabilitation works incurred or additional
constructions.
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Service concession assets acquired other than through business combinations include capitalized
upfront payments and expenditures directly attributable to the acquisition of the service concession.
Payments to the Grantor/s over the concession period are capitalized at their present value using the
incremental borrowing rate determined at inception date and is included as part of the initial
recognition of the service concession asset with a corresponding liability recognized as “Service
concession fees payable”. Borrowing cost in relation to service concession assets that are considered
as qualifying assets forms part of the cost of the service concession asset.
Following initial recognition, the service concession assets are carried at cost less accumulated
amortization and any impairment losses.
Following are the methods used to amortize the service concession assets:
Methods Company
Unit of Production (UOP) Maynilad, CIC, NLEX Corp. and PT Nusantara
PHI, MIBWS, MPIWI, PNW and PT Nusantara’s
Straight-line water treatment plant
The amortization period and method for an intangible asset with a finite useful life is reviewed at
each financial year-end. Changes in the expected useful life or the expected pattern of consumption
of future economic benefits embodied in the service concession asset is accounted for by changing
the amortization period or method, as appropriate, and are treated as changes in accounting estimates.
The amortization expense is recognized under the “Cost of sales and services” account in the
consolidated statement of comprehensive income.
The service concession assets will be derecognized upon turnover to the Grantor. There will be no
gain or loss upon derecognition as the service concession assets, which are expected to be fully
amortized by then, will be handed over to the Grantor for no consideration.
Service Concession Arrangements – Financial Asset Model

Where the operator has an unconditional contractual right to receive cash or another financial asset
from, or at the direction of, the grantor, the Company accounts for such arrangement under the
financial asset model (see Notes 8 and 29).
In accordance with PFRS 15, the Company determines each performance obligation and the
corresponding transaction price. The transaction price is determined as the fair value of the
consideration received or receivable in exchange for the services delivered. Where the Company
does not receive remuneration separately for the services provided (i.e., construction, maintenance
and operational services in a single contract), the Company allocates the transaction price between the
construction and operation services by reference to the stand-alone selling prices of the services
delivered.
During the construction phase, the Company recognizes revenue and costs by reference to the stage of
completion as the contract activity progresses over the construction period. The Company measures
progress using a method that depicts the entity’s progress towards satisfying its performance
obligation. As the Company recognizes revenue for the construction service performance obligation,
it recognizes a financial asset (as ‘Concession financial receivable’). The financial asset is
subsequently measured in accordance with PFRS 9 (see accounting policy section ‘Financial
Instruments: Financial Assets’).
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During the operating phase, the Company allocates a proportion of the cash receipts to settle part of
the financial asset. It allocates the remaining receipts between revenue for providing maintenance and
operation services and finance income.
Property, Plant and Equipment

Property, plant and equipment, except land, are carried at cost, excluding day-to-day servicing, less
accumulated depreciation and any impairment loss. The initial cost of property, plant and equipment
comprises its purchase price, including import duties and non-refundable purchase taxes and any
directly attributable costs of bringing the property, plant and equipment to its working condition and
location for its intended use. Such cost includes the cost of replacing part of such property, plant and
equipment and borrowing costs for long-term construction projects when the recognition criteria are
met. When significant parts of property, plant and equipment are required to be replaced at intervals,
the Company recognizes such parts as individual assets with specific useful lives and depreciation.
Likewise, when major repairs are performed, its cost is recognized in the carrying amount of the
property, plant and equipment as a replacement if the recognition criteria are satisfied. Land is stated
at cost less any impairment loss.
Expenditures incurred after the property, plant and equipment have been put into operation, such as
repairs and maintenance, are normally recognized as expense in the period such costs are incurred. In
situations where it can be clearly demonstrated that the expenditures have resulted in an increase in
the future economic benefits expected to be obtained from the use of an item of property, plant and
equipment beyond its originally assessed standard of performance, the expenditures are capitalized as
additional cost of the property, plant and equipment.
Depreciation commences once the property, plant and equipment are available for use and is
computed on a straight-line basis over the estimated useful lives of the assets:
Leasehold improvements 2–5 years or lease term

whichever is shorter
Land improvements 5 years
Building and building improvements 5–30 years
Generation assets 9–25 years
Office and other equipment, furniture and fixtures 2–5 years
Transportation equipment 2–8 years
Instruments, tools and other equipment 2–5 years
The residual values, useful lives and depreciation method are reviewed, and adjusted prospectively if
appropriate, at each reporting date.
An item of property, plant and equipment is derecognized upon disposal or when no future economic
benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset
(calculated as the difference between the net disposal proceeds and the carrying amount of the item)
is included in profit or loss in the year the asset is derecognized.
Construction in progress is stated at cost less any impairment in value. This includes cost of
construction and other direct costs. Construction in progress is not depreciated until such time that
the relevant assets are completed and available for its intended use.
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Intangible Assets
Intangible assets, other than service concession assets, acquired separately are measured on initial
recognition at cost. The costs of intangible assets acquired in a business combination are their fair
value as at the date of acquisition. Following initial recognition, intangible assets are carried at cost
less any accumulated amortization and accumulated impairment losses. Internally generated
intangible assets, excluding capitalized development costs, are not capitalized and expenditure is
reflected in profit or loss in the year in which the expenditure is incurred.
The useful lives of intangible assets are assessed as either finite or indefinite.
Intangible assets with finite lives are amortized over their estimated useful lives on a straight line
basis and assessed for impairment whenever there is an indication that an intangible asset may be
impaired. The amortization period and the amortization method for an intangible asset with a finite
useful life are reviewed at least at the end of each reporting period. Changes in the expected useful
life or the expected pattern of consumption of future economic benefits embodied in the asset is
accounted for by changing the amortization period or method, as appropriate, and are treated as
changes in accounting estimates. The amortization expense on intangible assets with finite lives is
recognized in profit or loss in the expense category consistent with the function of the intangible
assets.
Estimated useful lives of the intangible assets with finite lives:
Customer contracts and relationships 5–20 years

Property use rights 10–20 years
Licenses and technology 20 years
Software 5 years
Intangible assets with indefinite useful lives are not amortized, but are tested for impairment annually,
either individually or at the CGU level (see Notes 11 and 14). The assessment of indefinite life is
reviewed annually to determine whether the indefinite life continues to be supportable. If no longer
supportable, the change in useful life from indefinite to finite is made on a prospective basis.
Gains or losses arising from derecognition of an intangible asset are measured as the difference
between the net disposal proceeds and the carrying amount of the intangible asset and are recognized
in profit or loss when the intangible asset is derecognized.
Impairment of Nonfinancial Assets

The Company assesses, at each reporting date, whether there is an indication that an asset may be
impaired. If any such indication exists, or when annual impairment testing for an asset is required,
the Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher
of an asset’s or CGU’s fair value less costs of disposal and its VIU and is determined for an
individual asset, unless the asset does not generate cash inflows that are largely independent of those
from other assets or groups of assets. Where the carrying amount of an asset or CGU exceeds its
recoverable amount, the asset is considered impaired and is written down to its recoverable amount.
In assessing VIU, the estimated future cash flows are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of the time value of money and the risks
specific to the asset. In determining fair value less costs of disposal, recent market transactions are
taken into account, if available. If no such transactions can be identified, an appropriate valuation
model is used. These calculations are corroborated by valuation multiples, quoted share prices for
publicly traded subsidiaries or other available fair value indicators. Impairment losses are recognized
in profit or loss.
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The Company bases its impairment calculation on detailed budgets and forecast calculations, which
are prepared separately for each of the Company’s CGUs to which the individual assets are allocated.
These budgets and forecast calculations generally cover a period of five (5) years. For longer periods,
a long-term growth rate is calculated and applied to project future cash flows after the fifth year.
Impairment losses, including impairment on inventories, are recognized in profit or loss in those
expense categories consistent with the function of the impaired asset.
For nonfinancial assets excluding goodwill, an assessment is made at each reporting date to determine
whether there is an indication that previously recognized impairment losses no longer exist or have
decreased. If such indication exists, the Company estimates the asset’s or CGU’s recoverable
amount. A previously recognized impairment loss is reversed only if there has been a change in the
assumptions used to determine the asset’s recoverable amount since the last impairment loss was
recognized. The reversal is limited so that the carrying amount of the asset does not exceed its
recoverable amount, nor exceed the carrying amount that would have been determined, net of
depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is
recognized in profit or loss unless the asset is carried at a revalued amount, in which case, the reversal
is treated as a revaluation increase. After such a reversal, the depreciation (in case of property, plant
and equipment) and amortization (in case of property use rights, service concession assets and
software cost) charges are adjusted in future periods to allocate the asset’s revised carrying amount,
less any residual value, on a systematic basis over their remaining useful lives.
Goodwill. Goodwill is reviewed for impairment annually or more frequently if events or changes in
circumstances indicate that the carrying amount may be impaired. Impairment is determined for
goodwill by assessing the recoverable amount of the CGU, or group of CGUs, to which the goodwill
relates. Where the recoverable amount of the CGU, or group of CGUs, is less than the carrying
amount of the CGU or group of CGUs, to which goodwill had been allocated, an impairment loss is
recognized. Impairment losses relating to goodwill cannot be reversed in future periods.
Service Concession Assets not yet Available for Use. Service concession assets not yet available for
use are tested for impairment annually. Impairment is determined by comparing the carrying value of
the asset with its recoverable value. Where the recoverable value of the service concession assets not
yet available for use is less than the carrying value, an impairment is recognized.
Assets Held For Sale and Discontinued Operations

Assets are classified as assets held for sale when their carrying amount is to be recovered principally
through a sale transaction and a sale is considered highly probable. Sale is determined to be highly
probable, if management is committed to a plan to sell the asset (or disposal group), and an active
programme to locate a buyer and complete the plan have been initiated. Further, the asset (or
disposal group) is actively marketed for sale at a price that is reasonable in relation to its current fair
value. In addition, the sale is expected to qualify for recognition as a completed sale within one year
from the date of classification, except as when the delay is caused by events or circumstances beyond
the Company’s control and there is sufficient evidence that the Company remains committed to its
plan to sell the asset (or disposal group).
Property, plant and equipment and intangible assets are not depreciated or amortized once classified
as held for sale.
Assets held for sale are stated at the lower of carrying amount and fair value less costs to sell and are
presented as current assets in the consolidated statement of financial position.
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A disposal group qualifies as discontinued operation if it is a component of an entity that either has
been disposed of, or is classified as held for sale, and:
 Represents a separate major line of business or geographical area of operations;

 Is part of a single co-ordinated plan to dispose of a separate major line of business or
geographical area of operations; or
 Is a subsidiary acquired exclusively with a view to resale.
Discontinued operations are excluded from the results of continuing operations and are presented as a
single amount as profit or loss after tax from discontinued operations in the consolidated statement of
comprehensive income. The consolidated statements of comprehensive income are re-presented in
the comparative period for all operations that are discontinued by the end of the reporting period.
Assets Held in Trust

Assets that are owned by MWSS but are used in the operations of Maynilad under the Concession
Agreement, are not reflected in the consolidated statement of financial position but treated as Assets
Held in Trust, except for certain assets transferred to Maynilad as mentioned in Note 31.
Claims from the Grantors
Structural Defect Restoration (SDR) costs and Existing System Requirement (ESR) costs. LRMC’s
claims from the Grantors of the LRT-1 Concession, based on the actual costs incurred, are initially
recorded as deferred charges lodged under “Other noncurrent assets” pending approval from the
Grantors. Subsequently, once the claims have been verified by the Independent Consultant and
agreed to by the Grantors, they will be reclassified to claims receivable under “Receivables”. Claims
that are not approved shall be reclassified to the “Service concession assets” account.
Light Rail Vehicle (LRV) Shortfall, Fare Deficits and Grantors Compensation Payment. LRMC shall
recognize these claims as revenue only when it is probable that the economic benefit associated with
these transactions will flow to LRMC; that is until the consideration is received or until an uncertainty
is removed. The uncertainty is removed when the claim is acknowledged or approved by the
Grantors, whichever is earlier.
Equity Attributable to Owners of the Parent Company
Common Shares. Common shares are classified as equity and are measured at par value for all shares
issued. Proceeds and/or fair value of consideration received in excess of par value are recognized as
additional paid-in capital. Incremental costs directly attributable to the issue of common shares and
share options are recognized as a deduction from equity, net of any tax effects.
Preferred Shares. Preferred share is classified as equity if it is non-redeemable, or redeemable only

at the Company’s option, and any dividends are discretionary. Dividends thereon are recognized as
distributions within equity upon approval by the Parent Company’s BOD.
Preferred share is classified as a liability if it is redeemable on a specific date or at the option of the
shareholders, or if dividend payments are not discretionary. Dividends thereon are recognized as
interest expense in profit or loss as accrued.
Retained Earnings. Retained earnings represent accumulated earnings net of cumulative dividends
declared, adjusted for the effects of equity restructuring and transactions with NCI and the effects of
changes in accounting policies as may be required by the PFRS transitional provisions.
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Cash Dividend. The Company recognizes a liability to distribute cash to equity holders of the Parent
Company when the distribution is authorized and the distribution is no longer at the discretion of the
Company. As per the corporate laws in the Philippines, a distribution is authorized when it is
approved by the BOD. A corresponding amount is charged directly against retained earnings.
Equity Reserves. Equity reserves are made up of equity transactions other than capital contributions
such as equity component of a convertible financial instrument, transactions with NCI and
share-based payment transactions or ESOP.
Other Comprehensive Income Reserve. OCI reserve comprises items of income and expenses that are
recognized directly in equity. OCI items are either reclassified to profit or loss or directly to equity in
subsequent periods.
Non-controlling interests. Non-controlling interests represent the portion of profit or loss and net
assets in its subsidiaries not held by the Company and are presented separately in the consolidated
statement of income, consolidated statement of comprehensive income and within equity in the
consolidated statement of financial position, separately from equity attributable to equity holders of
the parent.
Borrowing Costs
Borrowing costs are capitalized if they are directly attributable to the acquisition, construction or
production of a qualifying asset. To the extent that funds are borrowed specifically for the purpose of
obtaining a qualifying asset, the amount of borrowing costs eligible for capitalization on that asset
shall be determined as the actual borrowing costs incurred on that borrowing during the period less
any investment income on the temporary investment of those borrowings. To the extent that funds
are borrowed generally, the amount of borrowing costs eligible for capitalization shall be determined
by applying a capitalization rate to the expenditures on that asset. The capitalization rate shall be the
weighted average of the borrowing costs applicable to the borrowings of the Company that are
outstanding during the period, other than borrowings made specifically for the purpose of obtaining a
qualifying asset. The amount of borrowing costs capitalized during a period shall not exceed the
actual amount of borrowing costs incurred during that period.
Capitalization of borrowing costs commences when the activities necessary to prepare the asset for
intended use are in progress and expenditures and borrowing costs are being incurred. Borrowing
costs are capitalized until the asset is available for its intended use. If the resulting carrying amount
of the asset exceeds its recoverable amount, an impairment loss is recognized. Borrowing costs
include interest charges and other costs incurred in connection with the borrowing of funds, as well as
exchange differences arising from foreign currency borrowings used to finance these projects, to the
extent that they are regarded as an adjustment to interest costs.
All other borrowing costs are expensed as incurred.
Provisions and Contingencies

Provisions are recognized when the Company has a present obligation (legal or constructive) as a
result of a past event, it is probable that an outflow of resources embodying economic benefits will be
required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
Where the Company expects some or all of the provision to be reimbursed, for example under an
insurance contract, the reimbursement is recognized as a separate asset but only when the
reimbursement is virtually certain. The expense relating to any provision is presented in profit or
loss, net of any reimbursement. If the effect of the time value of money is material, provisions are
discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the
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liability. Where discounting is used, the increase in the provision due to the passage of time is
recognized as an interest expense.
 Warranties and Guarantees. Provision relates to estimated expenses of concluded and ongoing
debt settlement negotiations and certain warranties extended in relation to debt for asset swap
arrangements entered in prior years. The amount of provision is recognized upon entering into
such arrangement and is based on historical experience or best estimate as a result of ongoing
negotiations.
 Provision for Heavy Maintenance. Provision for heavy maintenance pertains to the present value
of the estimated contractual obligations of the Company to restore the service concession assets
or toll roads to a specified level of serviceability during the service concession term and to
maintain the same assets in good condition prior to turnover of the assets to the Philippine
Government. The amount of provision is accrued every year and recognized in profit or loss and
is reduced by the actual obligations paid for heavy maintenance of the service concession assets.
 Decommissioning Liability. The decommissioning liability arising from generation companies’

obligations, under their Environmental Compliance Certificate, to decommission or dismantle
their power plant complex at the end of its useful life. A corresponding asset is recognized as
part of property, plant and equipment. Decommissioning costs are provided at the present value
of expected costs to settle the obligation using estimated cash flows. The cash flows are
discounted at a current pre-tax rate that reflects the risks specific to the decommissioning liability.
The unwinding of the discount is expensed as incurred and recognized in the consolidated
statement of comprehensive income as an accretion of decommissioning liability under the
“Interest expense” account. The estimated future costs of decommissioning are reviewed
annually and adjusted prospectively. Changes in the estimated future costs or in the discount rate
applied are added or deducted from the cost of the power plant complex. The amount deducted
from the cost of the power plant complex shall not exceed its carrying amount.
If the decrease in the liability exceeds the carrying amount of the power plant complex, the excess
shall be recognized immediately in the profit or loss.
Contingent Liabilities. Contingent liabilities are not recognized in the consolidated financial
statements but are disclosed in the notes to consolidated financial statements unless the possibility of
an outflow of resources embodying economic benefits is remote. Contingent assets are not
recognized in the consolidated financial statements but are disclosed in the notes to consolidated
financial statements when an inflow of economic benefits is probable.
Contingent Liabilities Recognized in a Business Combination. A contingent liability recognized in a

business combination is initially measured at its fair value. Subsequently, it is measured at the higher
of the amount that would be recognized in accordance with the requirements for provisions above or
the amount initially recognized less, when appropriate, cumulative amortization recognized in
accordance with the requirements for revenue recognition. This account is included in “Other
long-term liabilities” in the consolidated statements of financial position.
Related Parties
Enterprises and individuals that directly, or indirectly through one or more intermediaries, control or
are controlled by or under common control with the Company, including holding companies,
subsidiaries and fellow subsidiaries, are related parties of the Company. Associates, joint ventures
and individuals owning, directly or indirectly, an interest in the voting power of the Company that
gives them significant influence over the enterprise, key management personnel, including directors
and officers of the Company and close members of the family of these individuals, and companies
associated with these individuals also constitute related parties. In considering each possible related
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entity relationship, attention is directed to the substance of the relationship and not merely the legal
form.
Operating Revenues Recognized Over Time

Revenue from contracts with customers is recognized when services are transferred to the customer at
the amount that amount that reflects the consideration to which the Company expects to be entitled in
exchange for those goods or services. The Company has generally concluded that it is the principal in
its revenue arrangements because it typically controls the services before transferring them to the
customer.
Water and Sewerage Services Revenue. Revenues from water and sewerage services are recognized
upon supply of water to the customers. Billings to customers consist of water, environmental and
sewerage charges.
Maynilad also charges its customers with one-time connection and installation fees upon initial set-up
of its service connection. The connection and installation fee is payable upfront and is
non-refundable. The connection and installation fees are not separate performance obligation from
the water services and hence, initially recorded as a contract liability (under “Accounts payable and
other current liabilities” for the current portion and “Other long-term liabilities” for the non-current
portion). The contract liability is subsequently recognized as revenue over the contract term.
Toll Fees. Revenue from toll fees is recognized upon sale of toll tickets. Toll fees received in
advance, through transponders or magnetic cards, is recognized as income upon the holders’
availment of the toll road services, net of sales discounts.
Power Sales. ‘Power revenue’ consist of energy fees for the energy and services supplied by the
generation companies as provided for in their respective EPPAs with customers, after transmission
and ancillary charges. Energy fee is recognized based on actual delivery of energy generated and
made available to customers multiplied by the applicable tariff rate, net of adjustments, as agreed
upon between the parties. These adjustments consist of discounts which depend on the provisions in
the respective EPPAs. Discounts may pertain to prompt payment discount which is given upon
payment within a specified period of time, volume discount which is computed based on the delivery
of energy generated and made available to the customers multiplied by a specific rate agreed with the
customer, or load factor discount computed based on the difference of the adjusted tariff rate agreed
with the customer for the purpose of the discount. Energy fees derived from trading operations and
recognized based on actual delivery of such electricity at relevant trading prices (see Note 33).
Patient Services included in Hospital Revenue. Hospital revenue includes revenue from patient
services which is recognized when services are rendered (see Note 32).
Rail Revenue. Rail revenue is generally recognized in profit or loss when the journey is completed or
provided.
Logistics Revenue. Revenue from logistics services is recognized as services are rendered.
Operating Revenues Satisfied at a Point in Time

Revenues from the following are recognized at the point in time when control of the asset is
transferred to the customer, generally on delivery of the goods:
Coal Sales. Coal sales are recognized at point in time when the coal is delivered, the legal title has
passed to the customer (see Note 33).
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Pharma sales included in Hospital Revenues. Revenue from pharmacy sales is recognized when
medicines are charged to patients (see Note 32).
Other Income
The Company applies guidance in the revenue standard related to the transfer of control and
measurement of the transaction price, including the constraint on variable consideration, to evaluate
the timing and amount of the gain or loss recognized. Included in “Other income” are interest income
(see accounting policy on Financial Instruments), dividend income (see accounting policy on
Financial Instruments), rental income (see accounting policy section on Leases), sale of investments
and other incidental gain/income.
Cost and Expenses Recognition

Cost and expenses are recognized in profit or loss when a decrease in future economic benefit related
to a decrease of an asset or an increase of a liability has arisen that can be measured reliably. Cost
and expenses are recognized in profit or loss on the basis of systematic and rational allocation
procedures when economic benefits are expected to arise over several accounting periods and the
association with income can only be broadly or indirectly determined; or immediately when
expenditure produces no future economic benefits or when, and to the extent that, future economic
benefits do not qualify or cease to qualify, for recognition in the Company’s consolidated statement
of financial position as an asset.
Leases
Right-of-use assets. The Company recognizes right-of-use assets at the commencement date of the
lease (i.e., the date the underlying asset is available for use). ROU assets are measured at cost, less
any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease
liabilities. The cost of ROU assets includes the amount of lease liabilities recognized, initial direct
costs incurred, and lease payments made at or before the commencement date less any lease
incentives received. Unless the Company is reasonably certain to obtain ownership of the leased asset
at the end of the lease term, the recognized ROU assets are depreciated on a straight-line basis over
the shorter of its estimated useful life and the lease term. ROU assets are subject to impairment.
Lease liabilities. At the commencement date of the lease, the Company recognizes lease liabilities
measured at the present value of lease payments to be made over the lease term. The lease payments
include fixed payments (including in-substance fixed payments) less any lease incentives receivable,
variable lease payments that depend on an index or a rate, and amounts expected to be paid under
residual value guarantees. The lease payments also include the exercise price of a purchase option
reasonably certain to be exercised by the Company and payments of penalties for terminating a lease,
if the lease term reflects the Company exercising the option to terminate. The variable lease payments
that do not depend on an index or a rate are recognized as expense in the period on which the event or
condition that triggers the payment occurs.
In calculating the present value of lease payments, the Company uses the incremental borrowing rate
at the lease commencement date if the interest rate implicit in the lease is not readily determinable.
After the commencement date, the amount of lease liabilities is increased to reflect the accretion of
interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities
is remeasured if there is a modification, a change in the lease term, a change in the in-substance fixed
lease payments or a change in the assessment to purchase the underlying asset.
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Short-term leases and leases of low-value assets. The Company applies the short-term lease
recognition exemption (i.e., those leases that have a lease term of 12 months or less from the
commencement date and do not contain a purchase option). It also applies the low-value assets
recognition exemption. Lease payments on short-term leases and leases of low-value assets are
recognized as expense on a straight-line basis over the lease term. Beginning January 1, 2019,
‘Rentals’ under the ‘Costs of sales and services’ and ‘General and administrative expenses’ accounts
include only those leases that are short-term and of low-value (see Notes 21 and 22).
Determination of the lease term of contracts with renewal options . The Company determines the
lease term as the non-cancellable term of the lease, together with any periods covered by an option to
extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to
terminate the lease, if it is reasonably certain not to be exercised.
The Company has the option, under some of its leases to lease the assets for additional terms. The
Company applies judgement in evaluating whether it is reasonably certain to exercise the option to
renew. That is, it considers all relevant factors that create an economic incentive for it to exercise the
renewal. After the commencement date, the Company reassesses the lease term if there is a
significant event or change in circumstances that is within its control and affects its ability to exercise
(or not to exercise) the option to renew (e.g., a change in business strategy).
Retirement and Other Benefits
Defined Contribution Plan. Certain subsidiaries of the group each maintain a defined contribution
plan that covers all regular full-time employees. Under the defined contribution plan, fixed
contributions by the employer are based on the employees’ monthly salaries. However, entities
operating in the Philippines, are covered under RA 7641 which provides for qualified employees a
defined benefit minimum guarantee. The defined benefit minimum guarantee is equivalent to a
certain percentage of the monthly salary payable to an employee at normal retirement age with the
required credited years of service based on the provisions of RA 7641.
Accordingly, these entities account for the retirement obligation under the higher of the defined
benefit obligation relating to the minimum guarantee and the obligation arising from the defined
contribution plan.
For the defined benefit minimum guarantee plan, the liability is determined based on the present
value of the excess of the projected defined benefit obligation over the projected defined contribution
plan obligation at the end of the reporting period. The defined benefit obligation is calculated
annually by a qualified independent actuary using the projected unit credit method. The Company
determines the net interest expense (income) on the net defined benefit liability (asset) for the period
by applying the discount rate used to measure the defined benefit obligation at the beginning of the
annual period to the then net defined benefit liability (asset), taking into account any changes in the
net defined benefit liability (asset) during the period as a result of contributions and benefit payments.
Net interest expense (income) and other expenses (income) related to the defined benefit plan are
recognized in profit or loss.
The defined contribution liability, on the other hand, is measured at the fair value of the defined
contribution assets upon which the defined contribution benefits depend, with an adjustment for
margin on asset returns, if any, where this is reflected in the defined contribution benefits.
Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the
return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest),
are recognized immediately in OCI.
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When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit
that relates to past service or the gain or loss on curtailment is recognized immediately in profit or
loss. The Company recognizes gains or losses on the settlement of a defined benefit plan when the
settlement occurs.
Defined Benefit Plan. Certain subsidiaries have funded, noncontributory retirement benefit plans
covering all their eligible regular employees. The net defined benefit liability or asset is the
aggregate of the present value of the defined benefit obligation at the end of the reporting period
reduced by the fair value of plan assets (if any), adjusted for any effect of limiting a net defined
benefit asset to the asset ceiling. The asset ceiling is the present value of any economic benefits
available in the form of refunds from the plan or reductions in future contributions to the plan.
The cost of providing benefits under the defined benefit plans is actuarially determined using the
projected unit credit method.
Defined benefit costs comprise the following: (a) service cost; (b) net interest on the net defined
benefit liability or asset; and (c) remeasurements of net defined benefit liability or asset.
Service costs which include current service costs, past service costs and gains or losses on
non-routine settlements are recognized as expense in profit or loss. Past service costs are recognized
when plan amendment or curtailment occurs. These amounts are calculated periodically by
independent qualified actuaries.
Net interest on the net defined benefit liability or asset is the change during the period in the net
defined benefit liability or asset that arises from the passage of time which is determined by applying
the discount rate based on government bonds to the net defined benefit liability or asset. Net interest
on the net defined benefit liability or asset is recognized as expense or income in profit or loss.
Remeasurements comprising actuarial gains and losses, return on plan assets and any change in the
effect of the asset ceiling (excluding net interest on defined benefit liability) are recognized
immediately in OCI in the period in which they arise. These remeasurements are not reclassified to
profit or loss in subsequent periods.
Plan assets are assets that are held by a long-term employee benefit fund or qualifying insurance
policies. Plan assets are not available to the creditors of the Company, nor can they be paid directly
to the Company. Fair value of plan assets is based on market price information. When no market
price is available, the fair value of plan assets is estimated by discounting expected future cash flows
using a discount rate that reflects both the risk associated with the plan assets and the maturity or
expected disposal date of those assets (or, if they have no maturity, the expected period until the
settlement of the related obligations). If the fair value of the plan assets is higher than the present
value of the defined benefit obligation, the measurement of the resulting defined benefit asset is
limited to the present value of economic benefits available in the form of refunds from the plan or
reductions in future contributions to the plan.
The Company’s right to be reimbursed of some or all of the expenditure required to settle a defined
benefit obligation is recognized as a separate asset at fair value when and only when reimbursement is
virtually certain.
Termination Benefit. Termination benefits are employee benefits provided in exchange for the
termination of an employee’s employment as a result of either an entity’s decision to terminate an
employee’s employment before the normal retirement date or an employee’s decision to accept an
offer of benefits in exchange for the termination of employment.
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A liability and expense for a termination benefit is recognized at the earlier of when the entity can no
longer withdraw the offer of those benefits and when the entity recognizes related restructuring costs.
Initial recognition and subsequent changes to termination benefits are measured in accordance with
the nature of the employee benefit, as either post-employment benefits, short-term employee benefits,
or other long-term employee benefits.
Employee Leave Entitlement. Employee entitlements to annual leave are recognized as a liability
when they are accrued to the employees. This is measured based on undiscounted amount of liability
for leave expected to be settled wholly before twelve months after the end of the annual reporting
period in which the employees rendered the related services.
ESOP
The Company has an ESOP for eligible executives to receive remuneration in the form of
share-based payment transactions, whereby executives render services in exchange for the share
option.
The cost of equity-settled transactions with employees is measured by reference to the fair value of
the stock options at the date at which they are granted. Fair value is determined using an
option-pricing model, further details of which are set forth in Note 28. In valuing equity-settled
transactions, no account is taken of any performance conditions, other than conditions linked to the
share price of the Parent Company (“market conditions”).
The cost of equity-settled transactions is recognized, together with a corresponding increase in equity,
over the period in which the performance and/or service conditions are fulfilled, ending on the date
on which the relevant employees become fully entitled to the award (“vesting date”). The cumulative
expense recognized for equity-settled transactions at each end of reporting period until the vesting
date reflects the extent to which the vesting period has expired and the Company’s best estimate at
that date of the number of awards that will ultimately vest. The profit or loss credit or expense for a
period represents the movement in cumulative expense recognized as at the beginning and end of that
period and is recognized as employee benefits.
No expense is recognized for awards that do not ultimately vest, except for awards where vesting is
conditional upon a market condition, which are treated as vesting irrespective of whether or not the
market condition is satisfied, provided that all other performance and/or service conditions are
satisfied.
When the terms of an equity-settled award are modified, the minimum expense recognized is the
expense as if the terms had not been modified, if the original terms of the award are met. If the
modification increases the fair value of the equity instruments granted, as measured immediately
before and after the modification, the entity shall include the incremental fair value granted in the
measurement of the amount recognized for services received as consideration for the equity
instruments granted. The incremental fair value granted is the difference between the fair value of the
modified equity instrument and that of the original equity instrument, both estimated as at the date of
the modification. If the modification occurs during the vesting period, the incremental fair value
granted is included in the measurement of the amount recognized for services received over the
period from the modification date until the date when the modified equity instruments vest, in
addition to the amount based on the grant date fair value of the original equity instruments, which is
recognized over the remainder of the original vesting period. If the modification occurs after vesting
date, the incremental fair value granted is recognized immediately, or over the vesting period if the
employee is required to complete an additional period of service before becoming unconditionally
entitled to those modified equity instruments.
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Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation,
and any expense not yet recognized for the award is recognized immediately. This includes any
award where non-vesting conditions within the control of either the entity or the counterparty are not
met. However, if a new award is substituted for the cancelled award, and designated as a replacement
award on the date that it is granted, the cancelled and new awards are treated as if they were
modifications of the original award, as described in the previous paragraph.
The dilutive effect of outstanding options is reflected as additional share dilution in the computation
of earnings per share.
RSUP
The Company has an RSUP for eligible executives of the Company and subsidiaries to receive
remuneration in the form of share-based payment transactions, whereby executives render services in
exchange for the share awards.
The cost of equity-settled transactions (cost of RSUP) with employees is measured by reference to the
fair value of the shares at the date at which they are granted. Fair value is determined based on the
prevailing closing market price of the shares, further details of which are set forth in Note 28.
cost of RSUP recognized for equity-settled transactions at each end of reporting period until the
vesting date reflects the extent to which the vesting period has expired and the Company’s best
estimate at that date of the number of awards that will ultimately vest. The profit or loss credit or
expense for a period represents the movement in cumulative expense recognized as at the beginning
and end of that period and is recognized as employee benefits.
No expense is recognized for awards that do not ultimately vest. The dilutive effect of outstanding
options is reflected as additional share dilution in the computation of earnings per share
(see Note 27).
Long-term Employee Benefits

The Company’s LTIP grants cash incentives to eligible key executives of the Parent Company and
certain subsidiaries. Liability under the LTIP is determined using the projected unit credit method.
Employee benefit costs include current service costs, interest cost, actuarial gains and losses, and past
service costs. Past service costs and actuarial gains and losses are recognized immediately in profit or
loss.
Foreign Currency-Denominated Transactions and Translations

The consolidated financial statements are presented in Philippine Peso, which is the Parent
Company’s functional and presentation currency. All subsidiaries and associates evaluate their
primary economic and operating environment and determine their functional currency. Items
included in the consolidated financial statements of each entity are initially measured using that
functional currency.
Transactions and Balances. Transactions in foreign currencies are initially recorded in the functional
currency rate of exchange ruling at the date of transaction. Monetary assets and liabilities
denominated in foreign currencies are translated at the functional currency rate of exchange ruling at
the end of reporting period. All differences are taken to profit or loss except when qualified as
adjustment to borrowing costs, and as discussed below for Maynilad.
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Foreign exchange differentials relating to the restatement of concession fees payable are deferred in
view of the automatic reimbursement mechanism as approved by the MWSS Board of Trustees under
Amendment No. 1 of the Concession Agreement of Maynilad. Net foreign exchange losses are
recognized as deferred FCDA and net foreign exchange gains are recognized as “Deferred FCDA
charges” under “Other noncurrent assets” in the consolidated statements of financial position. The
write-off of the deferred FCDA or reversal of deferred credits will be made upon determination of the
new base foreign exchange rate as approved by the Regulatory Office (RO) during every Rate
Rebasing exercise, unless indication of impairment of the deferred FCDA would be evident at an
earlier date.
Foreign exchange differentials arising from other foreign currency-denominated transactions are
credited or charged to operations.
Group Companies. On consolidation, the assets and liabilities of foreign operations are translated
into Philippine Peso at the rate of exchange prevailing at the reporting date and their statements of
comprehensive income are translated at exchange rates prevailing at the dates of the transactions.
The exchange differences arising on translation for consolidation are recognized in OCI. On disposal
of a foreign operation, the component of OCI relating to that particular foreign operation is
recognized in profit or loss.
Any goodwill arising on the acquisition of a foreign operation and any fair value adjustments to the
carrying amounts of assets and liabilities arising on the acquisition are treated as assets and liabilities
of the foreign operation and translated at the spot rate of exchange at the reporting date.
Income Taxes
Current Tax. Current tax assets and liabilities for the current and prior periods are measured at the
amount expected to be recovered from or paid to the tax authority. The tax rates and tax laws used to
compute the amount are those that are enacted or substantively enacted, at the reporting date where
the Company operates and generates taxable income.
Current income tax relating to items recognized directly in equity is recognized in equity and not in
profit or loss. Management periodically evaluates positions taken in the tax returns with respect to
situations in which applicable tax regulations are subject to interpretation and establishes provisions
where appropriate.
Deferred Tax. Deferred tax is provided using the liability method on temporary differences between
the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the
reporting date.
Deferred tax liabilities are recognized for all taxable temporary differences, except (a) where the
deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a
transaction that is not a business combination and, at the time of the transaction, affects neither the
accounting income nor taxable income; and (b) in respect of taxable temporary differences associated
with investments in subsidiaries, associates and joint ventures, where the timing of the reversal of the
temporary differences can be controlled and it is probable that the temporary differences will not
reverse in the foreseeable future.
Deferred tax assets are recognized for all deductible temporary differences, carryforward benefits of
unused tax credits from excess minimum corporate income tax (MCIT) over the regular corporate
income tax (RCIT) and unused net operating loss carryover (NOLCO), to the extent that it is probable
that taxable income will be available against which the deductible temporary differences and
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carryforward benefits of unused tax credits from MCIT and NOLCO can be utilized. Deferred tax,
however, is not recognized when (a) it arises from the initial recognition of an asset or liability in a
accounting income nor taxable income or loss; and (b) in respect of deductible temporary differences
associated with investments in subsidiaries, associates and interest in joint ventures, deferred tax
assets are recognized only to the extent that it is probable that the temporary differences will reverse
in the foreseeable future and taxable income will be available against which the temporary differences
can be utilized.
The carrying amount of deferred tax assets is reviewed at each end of reporting period and reduced to
the extent that it is no longer probable that sufficient taxable income will be available to allow all or
part of the deferred tax asset to be utilized. Unrecognized deferred tax assets are reassessed at each
end of the reporting period and are recognized to the extent that it has become probable that future
taxable income will allow the deferred tax assets to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year
when the asset is realized or the liability is settled, based on tax rates and tax laws that have been
enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognized outside profit or loss is recognized outside profit or loss.
Deferred tax items are recognized in correlation to the underlying transaction either in OCI or directly
in equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to offset
current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity
and the same tax authority.
Tax benefits acquired as part of a business combination, but not satisfying the criteria for separate
recognition at that date, are recognized subsequently if new information about facts and
circumstances change. The adjustment is either treated as a reduction in goodwill (as long as it does
not exceed goodwill) if it was incurred during the measurement period or recognized in profit or loss.
Sales Tax
Revenues, expenses and assets are recognized net of the amount of sales tax (commonly referred to as
value-added tax), except:
When the sales tax incurred on a purchase of assets or services is not recoverable from the tax
authority, in which case the sales tax is recognized as part of the cost of acquisition of the asset or
as part of the expense item, as applicable
When receivables and payables are stated with the amount of sales tax included
The net amount of sales tax recoverable from, or payable to, the taxation authority is included as part
of “Other current assets” or “Accounts payable and other current liabilities” in the consolidated
statement of financial position.
Earnings Per Share

Basic earnings per share is calculated by dividing the net income for the year attributable to the
owners of the Parent Company by the weighted average number of common shares outstanding
during the year, after considering the retroactive effect of stock dividend declaration, if any.
Diluted earnings per share attributable to owners of the Parent Company is calculated in the same
manner assuming that, the weighted average number of common shares outstanding is adjusted for
potential common shares from the assumed exercise of ESOP and other dilutive instruments.
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Events after the Reporting Period

Post year-end events that provide additional information about the Company’s financial position at
the reporting date (adjusting events), if any, are reflected in the consolidated financial statements.
Post year-end events that are not adjusting events are disclosed in the notes to consolidated financial
statements when material.
40. Future Changes in Accounting Policies

Pronouncements issued but not yet effective are listed below. Unless otherwise specified, these will
not have a significant impact on the Company’s consolidated financial statements. The Company
intends to adopt the following pronouncements when they become effective.
Effective beginning on or after January 1, 2022
 Amendments to PFRS 3, Reference to the Conceptual Framework
The amendments are intended to replace a reference to the Framework for the Preparation and
Presentation of Financial Statements, issued in 1989, with a reference to the Conceptual
Framework for Financial Reporting issued in March 2018 without significantly changing its
requirements. The amendments added an exception to the recognition principle of PFRS 3,
Business Combinations to avoid the issue of potential ‘day 2’gains or losses arising for liabilities
and contingent liabilities that would be within the scope of PAS 37, Provisions, Contingent
Liabilities and Contingent Assets or Philippine-IFRIC 21, Levies, if incurred separately.
At the same time, the amendments add a new paragraph to PFRS 3 to clarify that contingent
assets do not qualify for recognition at the acquisition date.
The amendments are effective for annual reporting periods beginning on or after January 1, 2022
and apply prospectively.
 Amendments to PAS 16, Plant and Equipment: Proceeds before Intended Use
The amendments prohibit entities deducting from the cost of an item of property, plant and
equipment, any proceeds from selling items produced while bringing that asset to the location and
condition necessary for it to be capable of operating in the manner intended by management.
Instead, an entity recognizes the proceeds from selling such items, and the costs of producing
those items, in profit or loss.
The amendment is effective for annual reporting periods beginning on or after January 1, 2022
and must be applied retrospectively to items of property, plant and equipment made available for
use on or after the beginning of the earliest period presented when the entity first applies the
amendment.
The amendments are not expected to have a material impact on the Group.
 Amendments to PAS 37, Onerous Contracts – Costs of Fulfilling a Contract
The amendments specify which costs an entity needs to include when assessing whether a
contract is onerous or loss-making. The amendments apply a “directly related cost approach”.
The costs that relate directly to a contract to provide goods or services include both incremental
costs and an allocation of costs directly related to contract activities. General and administrative
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costs do not relate directly to a contract and are excluded unless they are explicitly chargeable to
the counterparty under the contract.
The amendments are effective for annual reporting periods beginning on or after January 1, 2022.
The Company will apply these amendments to contracts for which it has not yet fulfilled all its
obligations at the beginning of the annual reporting period in which it first applies the
amendments.
 Annual Improvements to PFRSs 2018-2020 Cycle
 Amendments to PFRS 1, First-time Adoption of Philippines Financial Reporting Standards,

Subsidiary as a first-time adopter
The amendment permits a subsidiary that elects to apply paragraph D16(a) of PFRS 1 to
measure cumulative translation differences using the amounts reported by the parent, based
on the parent’s date of transition to PFRS. This amendment is also applied to an associate or
joint venture that elects to apply paragraph D16(a) of PFRS 1.
The amendment is effective for annual reporting periods beginning on or after

January 1, 2022 with earlier adoption permitted. The amendments are not expected to have a
material impact on the Group.
 Amendments to PFRS 9, Financial Instruments, Fees in the ’10 per cent’ test for
derecognition of financial liabilities
The amendment clarifies the fees that an entity includes when assessing whether the terms of
a new or modified financial liability are substantially different from the terms of the original
financial liability. These fees include only those paid or received between the borrower and
the lender, including fees paid or received by either the borrower or lender on the other’s
behalf. An entity applies the amendment to financial liabilities that are modified or
exchanged on or after the beginning of the annual reporting period in which the entity first
applies the amendment.

January 1, 2022 with earlier adoption permitted. The Company will apply the amendments to
financial liabilities that are modified or exchanged on or after the beginning of the annual
reporting period in which the entity first applies the amendment.
 Amendments to PAS 41, Agriculture, Taxation in fair value measurements
The amendment removes the requirement in paragraph 22 of PAS 41 that entities exclude
cash flows for taxation when measuring the fair value of assets within the scope of
PAS 41.
An entity applies the amendment prospectively to fair value measurements on or after the
beginning of the first annual reporting period beginning on or after January 1, 2022 with
earlier adoption permitted.
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 Amendments to PAS 12, Deferred Tax related to Assets and Liabilities arising from a Single
Transaction
The amendments narrow the scope of the initial recognition exception under PAS 12, so that it no
longer applies to transactions that give rise to equal taxable and deductible temporary differences.
The amendments also clarify that where payments that settle a liability are deductible for tax
purposes, it is a matter of judgement (having considered the applicable tax law) whether such
deductions are attributable for tax purposes to the liability recognized in the financial statements
(and interest expense) or to the related asset component (and interest expense).
An entity applies the amendments to transactions that occur on or after the beginning of the
earliest comparative period presented for annual reporting periods on or after January 1, 2023.
 Amendments to PAS 8, Definition of Accounting Estimates
The amendments introduce a new definition of accounting estimates and clarify the distinction
between changes in accounting estimates and changes in accounting policies and the correction of
errors. Also, the amendments clarify that the effects on an accounting estimate of a change in an
input or a change in a measurement technique are changes in accounting estimates if they do not
result from the correction of prior period errors.
An entity applies the amendments to changes in accounting policies and changes in accounting
estimates that occur on or after January 1, 2023 with earlier adoption permitted. The amendments
are not expected to have a material impact on the Group.
 Amendments to PAS 1 and PFRS Practice Statement 2, Disclosure of Accounting Policies
The amendments provide guidance and examples to help entities apply materiality judgements to
accounting policy disclosures. The amendments aim to help entities provide accounting policy
disclosures that are more useful by:
 Replacing the requirement for entities to disclose their ‘significant’ accounting policies
with a requirement to disclose their ‘material’ accounting policies, and
 Adding guidance on how entities apply the concept of materiality in making decisions
about accounting policy disclosures
The amendments to the Practice Statement provide non-mandatory guidance. Meanwhile, the
amendments to PAS 1 are effective for annual periods beginning on or after January 1, 2023.
Early application is permitted as long as this fact is disclosed. The amendments are not expected
to have a material impact on the Group.
 Amendments to PAS 1, Classification of Liabilities as Current or Non-current

The amendments clarify paragraphs 69 to 76 of PAS 1, Presentation of Financial Statements, to
specify the requirements for classifying liabilities as current or non-current. The amendments
clarify:
 What is meant by a right to defer settlement
 That a right to defer must exist at the end of the reporting period
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 That classification is unaffected by the likelihood that an entity will exercise its deferral
right
 That only if an embedded derivative in a convertible liability is itself an equity instrument
would the terms of a liability not impact its classification
and must be applied retrospectively. However, in November 2021, the International Accounting
Standards Board (IASB) tentatively decided to defer the effective date to no earlier than
January 1, 2024.The Company is currently assessing the impact the amendments will have on
current practice and whether existing loan agreements may require renegotiation.
 PFRS 17, Insurance Contracts
PFRS 17 is a comprehensive new accounting standard for insurance contracts covering

recognition and measurement, presentation and disclosure. Once effective, PFRS 17 will replace
PFRS 4, Insurance Contracts. This new standard on insurance contracts applies to all types of
insurance contracts (i.e., life, non-life, direct insurance and re-insurance), regardless of the type of
entities that issue them, as well as to certain guarantees and financial instruments with
discretionary participation features. A few scope exceptions will apply.
The overall objective of PFRS 17 is to provide an accounting model for insurance contracts that
is more useful and consistent for insurers. In contrast to the requirements in PFRS 4, which are
largely based on grandfathering previous local accounting policies, PFRS 17 provides a
comprehensive model for insurance contracts, covering all relevant accounting aspects. The core
of PFRS 17 is the general model, supplemented by:
 A specific adaptation for contracts with direct participation features (the variable fee
approach)
 A simplified approach (the premium allocation approach) mainly for short-duration
contracts
On December 15, 2021, the FRSC amended the mandatory effective date of PFRS 17 from
January 1, 2023 to January 1, 2025. This is consistent with Circular Letter No. 2020-62 issued by
the Insurance Commission which deferred the implementation of PFRS 17 by two (2) years after
its effective date as decided by the IASB.
PFRS 17 is effective for reporting periods beginning on or after January 1, 2025, with
comparative figures required. Early application is permitted.
Deferred effectivity
 Amendments to PFRS 10, Consolidated Financial Statements, and PAS 28, Sale or Contribution
of Assets between an Investor and its Associate or Joint Venture (see Note 33)
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date of January 1, 2016 of the said amendments until the International Accounting Standards
Board (IASB) completes its broader review of the research project on equity accounting that may
result in the simplification of accounting for such transactions and of other aspects of accounting
for associates and joint ventures.
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41. Consolidated Subsidiaries

The consolidated subsidiaries of MPIC are as follows:

MPIC Direct MPIC MPIC Direct MPIC
Direct Interest of Effective Direct Interest of Effective
Name of Subsidiary Place of Incorporation Interest Subsidiary Interest Interest Subsidiary Interest Principal Activity
(In %) (In %)
MPIC Subsidiaries
Beacon Electric Asset Holdings, Inc. Philippines 100.0 – 100.0 100.0 – 100.0 Investment holding; Under the terms of the
(Beacon Electric) sale agreements in 2016 and 2017, PCEV shall
retain voting rights over the sold Beacon
Electric shares until full payment of
consideration (see Note 15).
Metro Pacific Tollways Corporation (MPTC) Philippines 99.9 – 99.9 99.9 – 99.9 Investment holding
Maynilad Water Holding Company, Inc. Philippines 51.3 – 51.3 51.3 – 51.3 Investment holding
(MWHC)
MetroPac Water Investments Corporation Philippines 100.0 – 100.0 100.0 – 100.0 Investment holding
(MPW)
Metro Pacific Light Rail Corp. (MPLRC) Philippines 65.1 – 65.1 65.1 – 65.1 Investment holding (see Note 4)
MetroPac Logistics Company, Inc. (MPLC) Philippines 100.0 – 100.0 100.0 – 100.0 Investment holding
Metro Pacific Resource Recovery Philippines 100.0 – 100.0 100.0 – 100.0 Investment holding; formerly MetroPac Clean
Corporation (MPRRC) Energy Holdings Corporation
MetPower Ventures Partners Holdings, Inc. Philippines 100.0 – 100.0 100.0 – 100.0 Investment holding
(MVPHI)
Fragrant Cedar Holdings, Inc. (FCHI) Philippines 100.0 – 100.0 100.0 – 100.0 Property lessor
Porrovia Corporation Philippines 50.0 50.0 82.6 50.0 50.0 82.6 Investment holding; BOD of Porrovia
approved the shortening of the company’s
corporate life to until March 31, 2019.
Neo Oracle Holdings, Inc (NOHI) Philippines 96.7 – 96.7 96.6 – 96.6 Investment holding and Real estate; Formerly
Metro Pacific Corporation (MPC). NOHI’s
corporate life ended December 31, 2013 and is
currently under the process of liquidation.
*SGVFS163550*
- 192 -

(In %) (In %)
Metro Global Green Waste, Inc. (MGGW) Philippines 70.0 – 70.0 70.0 – 70.0 Investment holding; BOD of MGGW
approved the shortening of the company’s
corporate life to until December 31, 2017.
MPIC Infrastructure Holdings Limited BVI 100.0 – 100.0 100.0 – 100.0 Investment holding
(MIHL)
Metro Vantage Properties, Inc. (MVPI) Philippines 100.0 – 100.0 100.0 – 100.0 Real estate
Metro Pacific Health Tech Corporation Philippines 100.0 – 100.0 100.0 – 100.0 Mobile healthcare services; Incorporated on
June 4, 2020
KM Infrastructure Holdings, Inc. (see Philippines – – – 100.0 – 100.0 Investment holding; Incorporated on
Note 10) December 14, 2020; Holds the investment of
PCSPC.
Razor Crest Storage Infrastructure Philippines – – – 100.0 – 100.0 Investment holding; Incorporated on
Holdings Corporation (see Note 10) December 10, 2020
Hyperion Storage Holdings Corporation Philippines – – – 100.0 – 100.0 Investment holding; Incorporated on
(see Note 10) December 9, 2020
Beacon Electric Subsidiary

Beacon PowerGen Holdings, Inc. (BPHI) Philippines – – – – 100.0 100.0 Investment holding; Merged with Beacon
Electric as the surviving entity (see Note 33).
BPHI Subsidiary
Global Business Power Corporation (GBPC) Philippines – – – – 56.0 62.4 Investment Holding
GBPC Subsidiaries (see Note 33)

ARB Power Ventures, Inc. (APVI) Philippines – – – – 100.0 62.4 Investment holding
GBH Power Resources, Inc. (GPRI) Philippines – – – – 100.0 62.4 Power Generation
Global Energy Supply Corporation (GESC) Philippines – – – – 100.0 62.4 Power Distribution
Global Hydro Power Corporation (GHPC) Philippines – – – – 100.0 62.4 Power Generation
Global Renewables Power Holdings Philippines – – – – 100.0 62.4 Power Generation
Corporation (GRPC)
Mindanao Energy Development Corporation Philippines – – – – 100.0 62.4 Power Generation
(MEDC)
Global Trade Energy Resources Philippines – – – – 100.0 62.4 Trading business
Corp.
Toledo Holdings Corp. (THC) Philippines – – – – 100.0 62.4 Investment holding
*SGVFS163550*
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(In %) (In %)
Toledo Power Co. (TPC) Philippines – – – – 100.0 62.4 Power Generation
Global Formosa Power Holdings, Inc. Philippines – – – – 93.2 58.2 Investment holding
(GFPHI)
Panay Power Holdings Corporation (PPHC) Philippines – – – – 89.3 55.7 Investment holding
Lunar Power Core, Inc. (LPCI) Philippines – – – – 57.5 35.9 Investment holding
– –
GFPHI Subsidiary – –
Cebu Energy Development Corporation Philippines – – – – 56.0 32.6 Power Generation
(CEDC)
– –
LPCI Subsidiary – –
Global Luzon Energy Development Philippines – – – – 100.0 35.9 Power Generation
Corporation (GLEDC)
– –
PPHC Subsidiaries – –
Panay Power Corporation (PPC) Philippines – – – – 100.0 55.7 Power Generation
Panay Energy Development Corporation Philippines – – – – 100.0 55.7 Power Generation
(PEDC)
– –
GRPC Subsidiary – –
CACI Power Corporation (CACI) Philippines – – – – 100.0 62.4 Power Generation
MVPHI Subsidiary Philippines 100.0 – 100.0 100.0 – 100.0

Surallah Biogas Ventures Corp. Philippines – 80.0 80.0 – 80.0 80.0 Waste-to-Energy (see Note 24); On January
30, 2020, the SEC approved SBVC’s
application for increase in authorized capital
stock with equity infusion in 2019 of the other
noncontrolling shareholders issued their
corresponding capital stocks in SBVC.
MVPHI’s interest in SBVC decreased from
100% to 80%.
MPTC Subsidiaries
Metro Pacific Tollways North Corporation Philippines – 100.0 99.9 – 100.0 99.9 Investment holding
(MPT North; formerly Metro Pacific
Tollways Development Corporation)
*SGVFS163550*
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(In %) (In %)
Cavitex Infrastructure Corp. (CIC) Philippines – 100.0 99.9 – 100.0 99.9 Tollway operations; Interest in CIC is held
through a Management Letter Agreement.
CIC holds the concession agreement for the
CAVITEX.
Metro Strategic Infrastructure Philippines – 97.0 96.9 – 97.0 96.9 Investment holding
Holdings, Inc. (MSIHI)
MPT Asia, Corporation BVI – 100.0 99.9 – 100.0 99.9 Investment holding
Metro Pacific Tollways Data Services, Inc. Philippines – 100.0 99.9 – 100.0 99.9 Formerly Metro Pacific Tollways Management
(MPTDSI) Services, Inc. Incorporated on
August 24, 2016 with the primary purpose to
carry on the toll collection function of
CAVITEX and CALAX.
Metro Pacific Tollways South Corporation Philippines – 100.0 99.9 – 100.0 99.9 Investment holding
(MPT South)
Metro Pacific Tollways Philippines – 100.0 99.9 – 100.0 99.9 Investment holding
Vizmin Corporation (MPT Vizmin)
Easytrip Services Corporation (ESC) Philippines – 66.0 65.9 – 66.0 65.9 Electronic toll collection services
Metro Pacific Tollways Asia, Corporation Singapore – 100.0 99.9 – 100.0 99.9 Investment holding
Pte. Ltd.
NLEX Ventures Corporation (NVC) Philippines – 100.0 99.9 – 100.0 99.9 Service facilities management; NVC was sold
to MPTC by NLEX Corp. in 2020 (see Note
4).
Dibztech, Inc. Philippines – 100.0 99.9 – 100.0 99.9 Parking management (see Note 4)
*SGVFS163550*
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(In %) (In %)
MPT North Subsidiaries
NLEX Corporation Philippines – 75.1 75.0 – 75.1 75.0 Tollway operations (see Note 1); Change in
the corporate name from Manila North
Tollways Corporation was approved by the
SEC on February 13, 2017. 4.3% is owned
through 42.8% ownership in Egis Investment
Partners Philippines Inc.
Collared Wren Holdings, Inc. (CWHI) Philippines – 100.0 99.9 – 100.0 99.9 Investment holding
Larkwing Holdings, Inc. (LHI) Philippines – 100.0 99.9 – 100.0 99.9 Investment holding
MPCALA Holdings, Inc. (MPCALA) Philippines – 40.0 99.9 – 40.0 99.9 Tollway operations (see Note 1); MPCALA is
owned by MPT North at 40% and the
remaining 60% owned equally among MPT
South, CWHI and LHI.; holds the concession
agreement for the CALAEX.
Luzon Tollways Corporation (LTC) Philippines – 100.0 99.9 – 100.0 99.9 Tollway operations; Dormant
MPT Asia Subsidiaries

MPT Thailand, Corporation BVI – 100.0 99.9 – 100.0 99.9 Investment holding
MPT Vietnam, Corporation BVI – – – – 100.0 99.9 Investment holding; Voluntary liquidation
commenced on May 3, 2021.
PT Metro Pacific Tollways Indonesia Indonesia – 100.0 99.9 – 100.0 99.9 Investment holding; Holds the investment in
PT Nusantara.
MPT South Subsidiaries
Metro Pacific Tollways South Philippines – 100.0 99.9 – 100.0 99.9 Tollway operations
Management Corporation
MPTS Ventures Corporation Philippines – 100.0 99.9 – 100.0 99.9 Road safety and traffic management services;
Incorporated on August 11, 2020.
MPT Vizmin Subsidiary
Cebu Cordova Link Expressway Corporation Philippines – 100.0 99.9 – 100.0 99.9 Tollway operations; CCLEC holds the
(CCLEC) concession agreement for the CCLEX
*SGVFS163550*
- 196 -

(In %) (In %)
MPTMSI Subsidiary
Southbend Express Services. Inc. Philippines – 100.0 99.9 – 100.0 99.9 Manpower services (see Note 4)
MPT Thailand Corp Subsidiaries

FPM Tollway (Thailand) Limited Hong Kong – 100.0 99.9 – 100.0 99.9 Investment holding
AIF Toll Road Holdings (Thailand) Limited Thailand – – – – 100.0 99.9 Investment holding; Holds the investment on
(AIF) DMT (see Note 10).
Metro Pacific Tollways Asia, Corporation

Pte. Ltd. Subsidiary
Metro Pacific Tollways Vietnam Company
Limited (Vietnam) Vietnam – 100.0 99.9 – 100.0 99.9 Investment holding
CAIF III Infrastructure Holdings Sdn Bhd
(Malaysia) (CAIF III) Malaysia – 100.0 99.9 – 100.0 99.9 Investment holding
CIIF Infrastructure Holdings Sdn Bhd
(Malaysia) (CIIF) Malaysia – 100.0 99.9 – 100.0 99.9 Investment holding
MPT Vietnam Subsidiary

MPT Management Vietnam Co., Ltd (MPT Management consulting; Incorporated on
Management Vietnam) Vietnam – 100.0 99.9 – – – October 2, 2020.
MPT Management Vietnam Subsidiary

MPT Service Vietnam Co., Ltd. Management consulting; Incorporated on
Vietnam – 100.0 99.9 – – – November 5, 2020.
PT Metro Pacific Tollways Indonesia

Subsidiary
PT Nusantara Infrastructure Tbk (Indonesia) Indonesia – 76.3 76.2 – 76.3 76.2 Infrastructure company
PT Nusantara Subsidiaries
PT Margautama Nusantara (MUN) Indonesia – 76.5 71.5 – 76.5 71.5 Construction, trading and services – Toll;
(see Note 4) CAIF III and CIIF holds an aggregate 13.15%
in MUN (see Note 4)
*SGVFS163550*
- 197 -

(In %) (In %)
PT Potum Mundi Infranusantara (Potum) Indonesia – 100.0 76.2 – 100.0 76.2 Water and waste management services
PT Energi Infranusantara (EI) Indonesia – 100.0 76.2 – 100.0 76.2 Construction, trading and services - Power
PT Portco Infranusantara (Portco) Indonesia – 100.0 76.2 – 100.0 76.2 Port management
PT Telekom Infranusantara (Telekom) Indonesia – 100.0 76.2 – 100.0 76.2 Trading, supplies and other
telecommunications
PT Marga Metro Nusantara Indonesia – 70.0 53.4 – 70.0 53.4 Construction, trading and services
MUN Subsidiaries
PT Bintaro Serpong Damai Indonesia – 88.9 63.6 – 88.9 63.6 Toll road operator
PT Bosowa Marga Nusantara (BMN) Indonesia – 99.5 71.1 – 99.5 71.1 Toll road operator
BMN Subsidiary
PT Jalan Tol Seksi Empat (JTSE) Indonesia – 99.4 70.7 – 99.4 70.7 Toll road operator
JTSE Subsidiary
PT Metro Jakarta Ekspresway Indonesia – 85.0 60.1 – 85.0 60.1 Trade, development, and business
management consulting services
Potum Subsidiaries
PT Tirta Bangun Nusantara Indonesia – 100.0 76.2 – 100.0 76.2 Water and waste management services
PT Dain Celicani Cemerlang Indonesia – 74.5 56.8 – 74.5 56.8 Water and waste management services
PT Sarana Catur Tirta Kelola (SCTK) Indonesia – 65.0 49.5 – 65.0 49.5 Water management services
SCTK Subsidiaries
PT Sarana Tirta Rezeki Indonesia – 90.0 47.3 – 90.0 47.3 Water management services; PT Sarana Tirta
Rezeki is owned by SCTK at 80% while 10%
is owned by Potum.
PT Jasa Sarana Nusa Makmur Indonesia – 100.0 49.5 – 100.0 49.5 Water management services
EI Subsidiaries
PT Inpola Meka Energi (IME) Indonesia – 61.2 46.6 – 61.2 46.6 Power supply services; In February 2020, EI
took over the PT Tagora Green Energy’s
(TGE) issued and paid shares in IME
equivalent to 5% ownership interest. EI
increased its ownership interest in IME
through payables conversion of TGE to EI.
*SGVFS163550*
- 198 -

(In %) (In %)
PT Rezeki Perkasa Sejahtera Lestari Indonesia – 80.0 61.0 – 80.0 61.0 Power supply services
PT Auriga Energi Indonesia – 100.0 76.2 – 100.0 76.2 Power plants/Electricity support facilities
PT Auriga Energi Subsidiaries

PT Centara Energi Indonesia – 100.0 76.0 – 100.0 76.0 Power plants/Electricity support facilities
PT Eris Serra Energi Indonesia – 100.0 76.0 – 100.0 76.0 Power plants/Electricity support facilities
PT Energi Parindu Nusantara Indonesia – 100.0 76.0 – 100.0 76.0 Power plants/Electricity support facilities
PT Eridanusa Energi Nusantara Indonesia – 100.0 76.0 – 100.0 76.0 Power plants/Electricity support facilities;
Incorporated on August 4, 2020.
MWHC Subsidiary
Maynilad Water Services, Inc. (Maynilad) Philippines 5.2 92.9 52.8 5.2 92.9 52.8 Water and sewerage services; Holds the
concession agreement for the water
distribution in the West Concession Area.
Maynilad Subsidiaries
Amayi Water Solutions, Inc. (AWSI) Philippines – 100.0 52.8 – 100.0 52.8 Water and sewerage services
Philippine Hydro, Inc. (PHI) Philippines – 100.0 52.8 – 100.0 52.8 Water and sewerage services
MPW Subsidiaries
MetroPac Cagayan De Oro, Inc. (MCDO) Philippines – 100.0 100.0 – 100.0 100.0 Water services
MetroPac Iloilo Holdings Corp. (MILO) Philippines – 100.0 100.0 – 100.0 100.0 Investment holding/ Water services
Metro Iloilo Bulk Water Supply Corp. Philippines – 80.0 80.0 – 80.0 80.0 Bulk water services; Holds the joint venture
agreement for the bulk water supply in MIWD.
ESTII Philippines – 65.0 65.0 – 65.0 65.0 EPC and O&M contractor
MetroPac Cagayan de Oro Holdings, Inc. Philippines – 100.0 100.0 – 100.0 100.0 Investment holding
Cagayan De Oro Bulk Water, Inc. Philippines – 95.0 95.0 – 95.0 95.0 Bulk water services; Holds the joint venture
agreement for the bulk water supply in
COWD.
MetroPac Baguio Holdings Inc. Philippines – 100.0 100.0 – 100.0 100.0 Investment holding
Metro Iloilo Concession Holdings Corp. Philippines – 100.0 100.0 – 100.0 100.0 Investment holding
MetroPac Dumaguete Holdings Corp. Philippines – 100.0 100.0 – 100.0 100.0 Investment holding
Metro Pacific Dumaguete Water Philippines – 80.0 80.0 – 80.0 80.0 Water services; Incorporated on
Services Inc. October 22, 2019
Metro Pacific Iloilo Water Inc. Philippines – 80.0 80.0 – 80.0 80.0 Water services; Incorporated on
January 17, 2019
*SGVFS163550*
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(In %) (In %)
Metro Pacific Water International Limited BVI – 100.0 100.0 – 100.0 100.0 Investment holding
(MPWIL)
Metro Pacific TL Water International BVI – 100.0 100.0 – 100.0 100.0 Investment holding
Limited
MPWIL Subsidiary
B.O.O. Phu Ninh Water Treatment Plant
Joint Stock Company Vietnam – 55.4 55.4 – 55.4 55.4 Water services
MPLRC Subsidiaries
Light Rail Manila Holdings Inc. (LRMH) Philippines – 50.0 32.6 – 50.0 32.6 Investment holding
Light Rail Manila Corporation (LRMC) Philippines – 55.0 35.8 – 55.0 35.8 Rail operations; Holds the concession
agreement for the LRT-1.
Light Rail Manila Holdings 2, Inc. Philippines – 50.0 32.6 – 50.0 32.6 Investment holding; Corporate life has been
shortened to until September 30, 2021.
Light Rail Manila Holdings 6, Inc. Philippines – 50.0 32.6 – 50.0 32.6 Investment holding; Corporate life has been
shortened to until September 30, 2021.
MPLC Subsidiaries
MetroPac Movers, Inc (MMI) Philippines – 99.1 99.1 – 99.1 99.1 Logistics
LogisticsPro, Inc. Philippines – 100.0 100.0 – 100.0 100.0 Logistics
MMI Subsidiaries
MetroPac Trucking Company, Inc. Philippines – 100.0 99.1 – 100.0 99.1 Logistics
TruckingPro, Inc Philippines – 100.0 99.1 – 100.0 99.1 Logistics
PremierLogistics, Inc. Philippines – 100.0 99.1 – 100.0 99.1 Logistics
PremierTrucking, Inc. Philippines – 100.0 99.1 – 100.0 99.1 Logistics
OneLogistics, Inc. Philippines – 100.0 99.1 – 100.0 99.1 Logistics
MVPI Subsidiary
MetroPac Property Holdings, Inc. Philippines – 100.0 100.0 – 100.0 100.0 Investment holding; Incorporated on
January 10, 2019
Millenial Resorts Corporation Philippines – 100.0 100.0 – 100.0 100.0 Rental or leasing services of residential
properties; Incorporated on October 7, 2019
SCENIQ Lifestyle Corporation Philippines – 100.0 100.0 – 100.0 100.0 Real estate activities; Incorporated on
October 14, 2019
*SGVFS163550*
- 200 -

(In %) (In %)
MPRRC Subsidiary
QC Integrated Waste Management Philippines – 100.0 100.0 – 100.0 100.0 Energy from waste; Incorporated on
Holdings, Inc. May 30, 2019
NOHI Subsidiaries
First Pacific Bancshares Philippines, Inc. (FP Philippines – 100.0 96.7 – 100.0 96.6 Investment holding; BOD of FP Bancshares
Bancshares) approved the shortening of the company’s
corporate life to until October 31, 2019.
Metro Pacific Management Services, Inc. Philippines – 100.0 96.7 – 100.0 96.6 Management services; Dormant.
First Pacific Realty Partners Corporation Philippines – 50.7 49.0 – 50.7 49.0 Investment holding; BOD of FPRPC approved
(FPRPC) the shortening of the company’s corporate life
to until May 31, 2018.
Metro Tagaytay Land Co., Inc. Philippines – 100.0 96.7 – 100.0 96.6 Real estate; Pre-operating.
Pacific Plaza Towers Management Services, Philippines – 100.0 96.7 – 100.0 96.6 Management services; Dormant.
Inc.
Philippine International Paper Corporation Philippines – 100.0 96.7 – 100.0 96.6 Investment holding; Dormant; BOD of PIPC
(PIPC) approved the shortening of the company’s
corporate life to until February 28, 2020.
Pollux Realty Development Corporation Philippines – 100.0 96.7 – 100.0 96.6 Investment holding; Dormant.
Metro Asia Link Holdings, Inc. Philippines – 60.0 58.0 – 60.0 58.0 Investment holding; Dormant.
*SGVFS163550*
From: noreply-cifssost@sec.gov.ph
Sent: Monday, April 18, 2022 9:15 AM
Subject: SEC CiFSS-OST Initial Acceptance
Greetings!
SEC Registration No: CS200604494

Company Name: METRO PACIFIC INVESTMENTS CORPORATION
Document Code: AFS
This serves as temporary receipt of your submission.

Subject to verification of form and quality of files of the submitted report.
Another email will be sent as proof of review and acceptance.
Thank you.

Secretariat Building, PICC Complex,
Roxas Boulevard, Pasay City,
1307, Metro Manila, Philippines
THIS IS AN AUTOMATED MESSAGE ‐ PLEASE DO NOT REPLY DIRECTLY TO THIS EMAIL
1
7th April
Makati
From: eafs@bir.gov.ph
Sent: Wednesday, April 13, 2022 7:47 PM
To: Belma C. Fontanilla
Cc: Belma C. Fontanilla
Subject: Your BIR AFS eSubmission uploads were received
Hi METRO PACIFIC INVESTMENTS CORPORATION,
Valid files
 EAFS244520457AFSTY122021.pdf
 EAFS244520457ITRTY122021.pdf
 EAFS244520457OTHTY122021.pdf
 EAFS244520457TCRTY122021‐01.pdf
 EAFS244520457RPTTY122021.pdf
Invalid file
 <None>
Transaction Code: AFS‐0‐BDKF8JHH077K695E6NZ3411SV0677789CL

Submission Date/Time: Apr 13, 2022 07:47 PM
Company TIN: 244‐520‐457
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and verification purposes;
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1
have received this email in error.
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recipient should check this email and any attachments for the presence of
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2
COVER SHEET
for
AUDITED FINANCIAL STATEMENTS
C S 2 0 0 6 0 4 4 9 4
COMPANY NAME
O R A T I O N
S p i c o r n e r D e l a R o s a S t r e e t s ,
Form Type Department requiring the report Secondary License Type, If Applicable
A P F S N / A
COMPANY INFORMATION
compliance@mpic.com.ph (632) 8888-0888 09498895494

June Cheryl A. Cabal-Revilla jcrevilla@mpic.com.ph (632) 8888-0888 N/A
10th Floor, MGO Building, Legaspi corner Dela Rosa Streets

NOTE 1 : In case of death, resignation or cessation of office of the officer designated as contact person, such incident shall be reported to the Commission within
thirty (30) calendar days from the occurrence thereof with information and complete contact details of the new contact person designated.
2 : All Boxes must be properly and completely filled-up. Failure to do so shall cause the delay in updating the corporation’s records with the Commission
and/or non-receipt of Notice of Deficiencies. Further, non-receipt of Notice of Deficiencies shall not excuse the corporation from liability for its deficiencies.
*SGVFS162913*
7th April
6760 Ayala Avenue Fax: (632) 8819 0872
Philippines
The Stockholders and the Board of Directors

Report on the Audit of the Parent Company Financial Statements
Opinion
We have audited the parent company financial statements of Metro Pacific Investments Corporation (the
Company), which comprise the parent company statements of financial position as at December 31, 2021
and 2020, and the parent company statements of comprehensive income, parent company statements of
changes in equity and parent company statements of cash flows for the years then ended, and notes to the
parent company financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying parent company financial statements present fairly, in all material
respects, the financial position of the Company as at December 31, 2021 and 2020, and its financial
performance and its cash flows for the years then ended in accordance with Philippine Financial
Reporting Standards (PFRSs).
Basis for Opinion
We conducted our audits in accordance with Philippine Standards on Auditing (PSAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit
of the Parent Company Financial Statements section of our report. We are independent of the Company
in accordance with the Code of Ethics for Professional Accountants in the Philippines (Code of Ethics)
together with the ethical requirements that are relevant to our audit of the parent company financial
statements in the Philippines, and we have fulfilled our other ethical responsibilities in accordance with
these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
Responsibilities of Management and Those Charged with Governance for the Parent Company
Management is responsible for the preparation and fair presentation of the parent company financial
statements in accordance with PFRSs, and for such internal control as management determines is
necessary to enable the preparation of parent company financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the parent company financial statements, management is responsible for assessing the
Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless management either intends to liquidate
the Company or to cease operations, or has no realistic alternative but to do so.
*SGVFS162913*
-2-
Those charged with governance are responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Parent Company Financial Statements
Our objectives are to obtain reasonable assurance about whether the parent company financial statements
as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with PSAs will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these parent company financial statements.
As part of an audit in accordance with PSAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
 Identify and assess the risks of material misstatement of the parent company financial statements,
whether due to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of
not detecting a material misstatement resulting from fraud is higher than for one resulting from error,
as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.
 Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Company’s internal control.
 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.
 Conclude on the appropriateness of management’s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the parent company financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to
the date of our auditor’s report. However, future events or conditions may cause the Company to
cease to continue as a going concern.
 Evaluate the overall presentation, structure and content of the parent company financial statements,
including the disclosures, and whether the parent company financial statements represent the
underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.
*SGVFS162913*
-3-
We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
Report on the Supplementary Information Required Under Revenue Regulations 15-2010
Our audits were conducted for the purpose of forming an opinion on the parent company financial
statements taken as a whole. The supplementary information required under Revenue Regulations
15-2010 in a separate schedule is presented for purposes of filing with the Bureau of Internal Revenue
and is not a required part of the basic parent company financial statements. Such information is the
responsibility of the management of Metro Pacific Investments Corporation. The information has been
subjected to the auditing procedures applied in our audit of the basic parent company financial statements.
In our opinion, the information is fairly stated, in all material respects, in relation to the basic parent
company financial statements taken as a whole.
The engagement partner on the audit resulting in this independent auditor’s report is Marydith C. Miguel.
Marydith C. Miguel
Partner
April 7, 2022
*SGVFS162913*
PARENT COMPANY STATEMENTS OF FINANCIAL POSITION
(Amounts in Thousands)
December 31
2021 2020
ASSETS
Current Assets
Cash and cash equivalents and short-term deposits
(Notes 5, 20 and 21) P
=21,300,910 =22,292,500
P
Restricted cash (Notes 5, 20 and 21) 1,395 228,862
Receivables (Notes 6, 20 and 21) 690,287 48,107
Due from related parties (Notes 11, 20 and 21) 24,486 3,930
Input taxes 366,051 356,189
Other current assets 46,749 46,384
Total Current Assets 22,429,878 22,975,972
Noncurrent Assets
Investments and advances (Note 7) 212,477,327 205,237,845
Other noncurrent assets (Notes 7, 8, 20 and 21) 1,174,767 629,868
Total Noncurrent Assets 213,652,094 205,867,713
P
=236,081,972 =228,843,685
P
LIABILITIES AND EQUITY

Current Liabilities
Accrued expenses and other current liabilities (Notes 9, 20 and 21) P
=2,165,853 =2,219,239
P
Due to related parties (Notes 11, 20 and 21) 11,476 2,398,605
Current portion of:
Long-term debt (Notes 10, 20 and 21) 3,631,356 2,122,919
Provisions (Note 7) 275,359 255,914
Total Current Liabilities 6,084,044 6,996,677
Long-term debt (Notes 10, 20 and 21) 79,875,491 76,992,366
Provisions (Note 7) 2,090,422 2,406,564
Deferred tax liabilities (Note 16) 6,851,867 6,853,880
Other noncurrent liabilities (Notes 14, 20 and 21) 827,301 835,448
Total Noncurrent Liabilities 89,645,081 87,088,258
Total Liabilities 95,729,125 94,084,935
Equity (Note 12)
Capital stock 31,660,620 31,660,620
Additional paid-in capital 68,638,491 68,638,491
Treasury shares (5,704,741) (3,419,760)
Equity reserves 90,573 68,083
Other comprehensive income reserve 5,532 4,990
Retained earnings 45,662,372 37,806,326
Total Equity 140,352,847 134,758,750
P
=236,081,972 =228,843,685
P
See accompanying Notes to Parent Company Financial Statements.
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PARENT COMPANY STATEMENTS OF COMPREHENSIVE INCOME
(Amounts in Thousands Except Earnings Per Share Figures)

2021 2020
REVENUES
Dividend income (Notes 7 and 11) P
=20,428,288 =9,947,552
P
Interest income (Note 15) 166,556 687,856
20,594,844 10,635,408
OPERATING EXPENSES (Note 13) (1,503,387) (1,559,326)
INTEREST EXPENSE (Notes 10, 11 and 15) (4,733,288) (5,679,631)
OTHER EXPENSES - Net (Note 15) (3,077,063) (712,590)
INCOME BEFORE INCOME TAX 11,281,106 2,683,861
PROVISION FOR FINAL AND CURRENT TAX (Note 16) 33,057 125,437
NET INCOME 11,248,049 2,558,424
OTHER COMPREHENSIVE INCOME (LOSS)

Items that will not be reclassified subsequently to profit or loss:
Actuarial loss on defined benefit plans (Note 14) (3,971) (8,672)
Change in fair value of equity securities at fair value through
other comprehensive income (FVOCI) (Notes 20 and 21) 2,500 (4,000)
Income tax effect (Notes 14 and 16) 2,013 2,602
542 (10,070)
TOTAL COMPREHENSIVE INCOME P

=11,248,591 =2,548,354
P
EARNINGS PER SHARE (Note 18)

Basic Earnings Per Common Share P
=0.369 =0.082
P
Diluted Earnings Per Common Share P

=0.369 =0.082
P
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PARENT COMPANY STATEMENTS OF CHANGES IN EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020
Additional
Paid-in Treasury Equity Other Retained
Capital Stock Capital Shares Reserves Comprehensive Earnings
(Note 12) (Note 12) (Note 12) (Note 12) Income Reserve (Note 12) Total
At January 1, 2021 P
=31,660,620 P
=68,638,491 (P
= 3,419,760) P
=68,083 P
=4,990 P
=37,806,326 P
=134,758,750
Net income – – – – – 11,248,049 11,248,049
Other comprehensive income – – – – 542 – 542
Restricted Stock Unit Plan (RSUP) (Note 17) – – – 22,490 – – 22,490
Treasury shares – – (2,284,981) – – – (2,284,981)
Cash dividends declared (Note 12) – – – – – (3,392,003) (3,392,003)
At December 31, 2021 P
=31,660,620 P
=68,638,491 (P
= 5,704,741) P
=90,573 P
=5,532 P
=45,662,372 P
=140,352,847
At January 1, 2020 =31,660,620

P =68,638,256
P (P
=4,055) =4,290
P =15,060
P =38,735,060
P =139,049,231
P
Net income – – – – – 2,558,424 2,558,424
Other comprehensive loss – – – – (10,070) – (10,070)
RSUP (Note 17) – 235 4,055 63,793 – – 68,083
Treasury shares – – (3,419,760) – – – (3,419,760)
Cash dividends declared (Note 12) – – – – – (3,487,158) (3,487,158)
At December 31, 2020 =31,660,620
P =68,638,491
P (P
=3,419,760) =68,083
P =4,990
P =37,806,326
P =134,758,750
P
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PARENT COMPANY STATEMENTS OF CASH FLOWS

2021 2020
CASH FLOWS FROM OPERATING ACTIVITIES

Income before income tax P
=11,281,106 =2,683,861
P
Adjustments for:
Dividend income (Note 7) (20,428,288) (9,947,552)
Interest expense (Note 15) 4,733,288 5,679,631
Provision for impairment of assets
(Notes 7 and 15) 3,046,624 1,491,099
Interest income (Note 15) (166,556) (687,856)
Depreciation and amortization (Notes 8 and 13) 41,275 40,459
Retirement costs (Note 14) 13,256 23,034
Long Term Incentive Plan (LTIP) expense (Notes 13 and 14) 12,212 336,172
Gain on dilution of interest (Notes 7 and 15) – (729,297)
Others 55,677 (389)
Operating loss before working capital changes (1,411,406) (1,110,838)
Restricted cash 227,467 326,732
Receivables (648,356) 161,680
Due from related parties (20,555) 95,042
Other current assets (48,419) (542,806)
Increase (decrease) in:
Due to related parties 1,278 57
Accrued expenses and other current liabilities 118,960 (1,364,639)
Net cash used in operations (1,781,031) (2,434,772)
Dividends received (Note 7) 20,428,288 9,947,552
Interest paid (4,706,254) (5,986,525)
Interest received 164,265 626,187
Income tax paid (32,987) (125,339)
Retirement contributions paid (Note 14) (19,344) (23,277)
Net cash from operating activities 14,052,937 2,003,826
(Forward)
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2021 2020
CASH FLOWS FROM INVESTING ACTIVITIES

Acquisitions of/additions to:
Investments and advances (Note 7) (P
=10,286,106) (P
=6,046,657)
Investments in financial assets (Notes 7, 20 and 21) (503,500) –
Property and equipment (Note 8) (57,010) (20,605)
Software costs (Note 8) (9,937) (44)
Other noncurrent assets (405) –
Collections/proceeds from sale of:
Property and equipment and others (Note 8) 24,153 4,927
Investments and advances (Note 7) – 2,969,253
Receivable from Buhay – 4,006,251
Decrease (increase) in short-term deposits (Note 5) 4,524,501 (5,703,000)
Net cash used in investing activities (6,308,304) (4,789,875)
CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from loan availment (Notes 10 and 22) 6,251,050 14,500,000
Payments of/for:
Treasury shares (Note 12) (2,284,981) (3,419,760)
Long-term debt (Notes 10 and 22) (2,188,900) (20,597,400)
Debt issue costs (Notes 10 and 22) (137,521) (109,435)
Lease liability (Note 9 and 22) (16,170) (15,590)
Dividends paid (Note 12) (3,392,003) (3,487,158)
Payments to related parties (Notes 11 and 22) (2,450,000) (5,645,977)
Net cash used in financing activities (4,218,525) (18,775,320)
EFFECT OF FOREIGN EXCHANGE RATE CHANGES

ON CASH AND CASH EQUIVALENTS 6,802 (4,105)
NET INCREASE (DECREASE) IN CASH AND

CASH EQUIVALENTS 3,532,910 (21,565,474)

AT BEGINNING OF YEAR (Note 5) 16,585,500 38,150,974

AT END OF YEAR (Note 5) P
=20,118,410 =16,585,500
P
*SGVFS162913*
NOTES TO PARENT COMPANY FINANCIAL STATEMENTS
1. Corporate Information
Metro Pacific Investments Corporation (the “Company” or “MPIC”) was incorporated and registered
with the Philippine Securities and Exchange Commission (“SEC”) on March 20, 2006 as an
investment holding company. MPIC’s common shares of stock are listed in and traded through the
Philippine Stock Exchange (“PSE”).
Metro Pacific Holdings, Inc. (“MPHI”) owns 43.97% and 43.1% of the total issued and outstanding
common shares of MPIC as at December 31, 2021 and 2020, respectively. As sole holder of the
voting Class A Preferred Shares, MPHI’s combined voting interest as a result of all of its
shareholdings is estimated at 57.02% and 56.2% as at December 31, 2021 and 2020, respectively.
MPHI is a Philippine corporation whose stockholders are Enterprise Investment Holdings, Inc.
(“EIH”) (60.0% interest), Intalink B.V. (26.7% interest) and First Pacific International Limited
(“FPIL”) (13.3% interest). First Pacific Company Limited (“FPC”), a company incorporated in
Bermuda and listed in Hong Kong, through its subsidiaries, Intalink B.V. and FPIL, holds 40% equity
interest in EIH and investment financing which under Hong Kong Generally Accepted Accounting
Principles, require FPC to account for the results and assets and liabilities of EIH and its subsidiaries
as part of FPC group companies in Hong Kong.
Amendment of Articles of Incorporation
On April 26, 2021, the BOD of MPIC approved a resolution to amend the Third Article of the Parent
Company's Articles of Incorporation changing its principal office address to 9th Floor, Tower 1,
Rockwell Business Center, Ortigas Avenue Pasig City. The aforementioned amendment has been
approved by the shareholders on May 28, 2021. As at April 7, 2022, the Parent Company is in the
process of securing approval from SEC for its change in principal address.
The registered office address of the Company is 10th Floor, MGO Building, Legaspi corner
Dela Rosa Streets, Legaspi Village, Makati City.
The accompanying parent company financial statements as at and for the years ended
December 31, 2021 and 2020 were approved and authorized for issuance by the Board of Directors
(“BOD”) on April 7, 2022.
Company’s Operating Segments

The Company’s operating segments are as follows:
a. Power, which primarily relates to the operations of Manila Electric Company (“MERALCO”) in
relation to the distribution, supply and generation of electricity. The investment in MERALCO
was held both directly and indirectly through Beacon Electric Asset Holdings, Inc. (“Beacon
Electric”).
The investment in Global Business Power Corporation (“GBPC”) which is held through Beacon
Electric’s wholly owned entity, Beacon PowerGen Holdings Inc. (“BPHI”, now merged with
Beacon Electric as the surviving entity), has been sold to Meralco PowerGen Corporation
(“MGen”), a wholly owned subsidiary of MERALCO on March 31, 2021 (see Note 7).
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b. Toll operations, which primarily relate to operations and maintenance of toll facilities by Metro
Pacific Tollways Corporation (“MPTC”) and its subsidiaries, NLEX Corporation (“NLEX
Corp”), Cavitex Infrastructure Corporation (“CIC”), MPCALA Holdings, Inc. (“MPCALA”),
Cebu Cordova Link Expressway (“CCLEC”), and foreign investees, CII Bridges and Roads
Investment Joint Stock Company (“CII B&R”), Don Muang Tollway Public Ltd (“DMT”), which
was sold in 2021 (see Note 7) and PT Nusantara Infrastructure Tbk (“PT Nusantara”).
c. Water, which relates to the provision of water and sewerage services by Maynilad Water Holding
Company, Inc. (“MWHC”) and its subsidiary, Maynilad Water Services, Inc. (“Maynilad”) and
Philippine Hydro, Inc. (“PHI”); and other water-related services by MetroPac Water Investments
Corporation (“MPW”) and its foreign investees, B.O.O. Phu Ninh Water Treatment Plant Joint
Stock Company (“PNW”) and Tuan Loc Water Resources Investment Joint Stock Company
(“TLW”).
d. Rail, which primarily relates to Metro Pacific Light Rail Corporation (“MPLRC”) and its
subsidiary, Light Rail Manila Corporation (“LRMC”), the concessionaire for the operations and
maintenance of the Light Rail Transit Line 1 (“LRT-1”) and construction of the LRT-1 south
extension.
e. Others, which represent holding companies and operations of subsidiaries and other investees
involved in logistics, healthcare, storage, real estate, provision of services and waste-to-energy
projects.
See Note 7 for the complete list of the Company’s subsidiaries, associates and joint venture.
2. Basis of Preparation and Statement of Compliance
Basis of Preparation
The separate or parent company financial statements are prepared on a historical cost basis, except for
certain equity financial assets and financial liabilities that are measured at fair value (see Note 21).
The parent company financial statements are presented in Philippine Peso, which is the Company’s
functional currency, and all values are rounded to the nearest thousand peso (P =000) except when
otherwise indicated. The parent company financial statements are prepared for submission to the
Bureau of Internal Revenue (“BIR”), the Philippine Securities and Exchange Commission (“SEC”)
and Philippine Stock Exchange (“PSE”).
The Company also prepares and issues consolidated financial statements for the same period as the
parent company financial statements, presented in compliance with Philippine Financial Reporting
Standards (“PFRS”). MPIC and its subsidiaries (collectively referred to as the “Group”) also files its
consolidated financial statements with the Philippine SEC and PSE.
Statement of Compliance
The parent company financial statements are prepared in compliance with PFRS. The Company’s
significant accounting policies are disclosed in Note 24.
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-3-
3. Management’s Use of Judgments and Estimates
The preparation of the parent company financial statements in compliance with PFRS requires
management to make judgments and estimates that affect the reported amounts of revenues, expenses,
assets and liabilities, the disclosure of contingent liabilities and other significant disclosures. In
preparing the parent company financial statements, management has made its best judgments and
estimates of certain amounts, giving due consideration to materiality. The judgments and estimates
used in the accompanying parent company financial statements are based upon management’s
evaluation of relevant facts and circumstances as at the date of the parent company financial
statements. Actual results could differ from those estimates, and such estimates will be adjusted
accordingly.
The Company believes that the following represent a summary of these significant judgments and
estimates, related impact and associated risks in the parent company financial statements.
Judgments
In the process of applying the Company’s accounting policies, management has made the following
judgments, apart from those involving estimations, which have the most significant effect on the
amounts recognized in the parent company financial statements.
Issuance of Exchangeable Bonds as Equity Transactions. Under PFRS, the treatment of convertible
bonds which compel the holder to convert the bond (rather than being at the holder’s option) depends
on whether the number of shares issued on conversion are variable or fixed:
 If the mandatorily convertible bond can only be settled by the issue of a variable amount of
ordinary shares calculated to equal a fixed amount in the issuer’s functional currency (that is,
there is a repayment of principal, albeit in shares), the instrument is a liability.
 If the mandatorily convertible bond can only be settled by the issue of a fixed number of
ordinary shares, that part of the instrument is an equity component.
In 2014 and 2019, MPIC issued Exchangeable Bonds with aggregate principal amount of
=36.6 billion. These Exchangeable Bonds are instruments that, at a certain time in the future,
P
mandatorily convert into a fixed number of MPHHI common shares (see Note 7). The Exchangeable
Bonds are forward contracts to deliver fixed number of shares for which consideration has been
received in advance, and hence, are effectively accounted for as equity transactions in the parent
company financial statements.
Accounting for Arrangements as a Single Transaction. In determining whether to account for the
arrangements as a single transaction, an entity considers all the terms and conditions of the
arrangements and their economic effects. One or more of the following circumstances indicate that it
is appropriate for a parent to account for multiple arrangements as a single transaction:
 they are entered into at the same time or in contemplation of each other;
 they form a single transaction designed to achieve an overall commercial effect;
 the occurrence of one arrangement is dependent on the occurrence of at least one other
arrangement; or
 one arrangement considered on its own is not economically justified, but it is economically
justified when considered together with other arrangements.
The indicators clarify that arrangements that are part of a package are accounted for as a single
transaction.
*SGVFS162913*
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In 2019, the series of transactions entered into by MPIC together with MPHHI for the investment and
entry of KKR and Co. (“KKR”), alongside Arran Investments Private Limited (“Arran”), in and to
MPHHI, were assessed to be linked agreements and thus, were accounted for as a single transaction
that resulted to the deconsolidation of MPHHI considering MPIC’s loss of control over MPHHI with
the remaining interest accounted for as investment in associate. Management’s judgments in
concluding the loss of control over MPHHI and accounting for the remaining investment are
discussed in Note 7.
Definition of Default and Credit-impaired Financial Assets. The Company defines a financial
instrument ‘in default’, which is fully aligned with the definition of ‘credit-impaired’, when the
borrower is more than 180 days past due on its contractual payments (i.e., principal and/or interest) or
when the borrower is experiencing financial difficulty.
The criteria above have been applied to all financial instruments held by the Company and are
consistent with the definition of ‘in default’ used for internal credit risk management purposes. A
financial instrument is no longer in default (i.e., to have cured) when the counterparty has exhibited a
satisfactory track record evidencing strong capacity to meet its contractual obligations in the near
term.
Contingent events leading to exercise of Put and Call Options. The put and call options under the
shareholders’ agreement between MPIC and Sumitomo Corporation (“Sumitomo”) (see Note 7) are
contingent options whose values are linked or interdependent based on which of the contingent events
giving rise to the options will likely occur first or is probable of occurring. This is because the
exercise of one of the options will render the remaining option no longer exercisable.
For these contingent put and call options, included as a factor in the valuation is the assessment of
whether the probability of the contingent event happening is remote or nil. If the contingent event
happening is assessed to be remote or nil, then the value of the options will also be nil or minimal.
Based on management’s judgment, the probability of the event (or events) happening (leading to
MPIC’s right to exercise its call option) and the probability of the event (or events) happening
(leading to Sumitomo’s right to exercise its put option) are both very low as the Company would
rationally not take any actions that would negatively affect its investment in LRMC. Hence, the value
of the derivative arising from the call and put options are zero or minimal (see Note 7).
Estimates
The key assumptions concerning future and other key sources of estimation at the end of reporting
period, that have a significant risk of causing a material adjustment to the carrying amounts of assets
and liabilities within the next financial year are discussed below. The Company based its
assumptions and estimates on parameters available when the parent company financial statements
were prepared. Existing circumstances and assumptions about future developments, however, may
change due to market changes or circumstances arising beyond the control of the Company. Such
changes are reflected in the assumptions when they occur.
Determination of Fair Value of Financial Instruments. The Company initially records all financial
instruments at fair value and subsequently carries certain financial assets and financial liabilities at
fair value, which requires extensive use of accounting estimates and judgment. Valuation techniques
are used particularly for financial assets and financial liabilities that are not quoted in an active
market. Where valuation techniques are used to determine fair values (e.g., discounted cash flow,
option models), they are periodically reviewed by qualified personnel who are independent of the
persons that initiated the transactions. All models are calibrated to ensure that outputs reflect actual
data and comparative market prices. To the extent practicable, models use only observable data as
valuation inputs. However, other inputs such as credit risk (whether that of the Company or the
*SGVFS162913*
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counterparties), forward prices, volatilities and correlations, require management to develop estimates
or make adjustments to observable data of comparable instruments. The amount of changes in fair
values would differ if the Company uses different valuation assumptions or other acceptable
methodologies. Any change in fair value of these financial instruments would affect either the parent
company statement of comprehensive income or parent company statement of changes in equity.
Fair values of financial instruments are presented in Note 21.
Incorporation of Forward-looking Information. To capture the effect of changes to the economic

environment in the future, the computation of Probability of Default (“PD”), Loss Given Default
(“LGD”) and Expected Credit Loss (“ECL”), incorporates forward-looking information; assumptions
on the path of economic variables that are likely to have an effect on the repayment ability of the
Company’s counterparties. The starting point for the projections of economic variables is based on
management’s view, which underlies the plan to deliver the Company’s strategy and ensures it has
sufficient capital over the medium term. Management’s view covers a core set of economic variables
required to set the strategic plan, namely inflation, unemployment rate, gross domestic product and
peso-dollar exchange rate.
Provision for ECL. The Company has the following financial assets that are subject to the ECL
model: (i) cash and cash equivalents and short-term deposits; (ii) restricted cash; (iii) receivables; and
(iv) due from related parties.
Carrying value of financial assets as at December 31, 2021 and 2020 are as follows:
2021 2020
(In Thousands)
Cash and cash equivalents (see Note 5) P
=20,118,410 =16,585,500
P
Short-term deposits (see Note 5) 1,182,500 5,707,000
Restricted cash (see Note 5) 1,395 228,862
Receivables (see Note 6) 690,287 48,107
Due from related parties (see Note 11) 24,486 3,930
While cash and cash equivalents, short-term deposits and restricted cash are also subject to the
impairment requirements of PFRS 9, Financial Instruments, the impairment loss was deemed
immaterial.
The Company assessed that the provision for ECL of receivables and due from related parties
amounted to nil for the years ended December 31, 2021 and 2020.
The information about the ECLs on the Company’s receivables and due from related parties is
disclosed in Note 20.
Impairment of Investments and Advances. Impairment review is performed when certain impairment
indicators are present. In addition to the impairment indicators discussed in Note 7, receipt of
dividend from the Company’s subsidiaries, associates and joint ventures that meets the following
conditions may be an internal indicator that the investments and advances are impaired. Impairment
testing is required when a dividend is received and:
 there is evidence available that the carrying amount of the investments in the Company’s separate
financial statements exceeds the carrying amount of subsidiaries’, associates’ and joint ventures’
net assets; or,
 the dividend exceeds the total comprehensive income of subsidiaries, associates and joint ventures.
*SGVFS162913*
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The carrying value of the investments and advances amounted to = P212,477.3 million and
=205,237.8 million as at December 31, 2021 and 2020, respectively (see Note 7). Accumulated
P
impairment amounted to = P9,469.0 million and =
P6,422.4 million as at December 31, 2021 and 2020,
respectively. Impairment losses on investments and advances recognized for the years ended
December 31, 2021 and 2020 amounted to = P3,046.6 million and =
P1,491.1 million, respectively
(see Notes 7 and 15).
Realizability of Deferred Income Tax Assets. The Company reviews the carrying amounts of
unrecognized deferred income taxes at each reporting date and are recognized to the extent that it has
become probable that sufficient future taxable profits will be available to allow all or part of the
deferred income tax assets to be utilized.
Deferred income tax assets have not been recognized as at December 31, 2021 and 2020 because
management believes that the Company may not have sufficient future taxable profits available to
allow all or part of the deferred income tax assets to be utilized in the near future.
The Company has deductible temporary differences, unused tax credits from minimum corporate
income tax (“MCIT”) and unused net operating loss carryover (“NOLCO”), aggregating to
=25,090.7 million and =
P P22,242.0 million as at December 31, 2021 and 2020, respectively, for which
no deferred tax assets have been recognized (see Note 16).
Retirement Costs. The cost of the defined benefit pension plan and the present value of the pension
obligation are determined using actuarial valuations. An actuarial valuation involves making various
assumptions that may differ from actual developments in the future. These include the determination
of the discount rate, future salary increases, mortality rates and future pension increases. Due to the
complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly
sensitive to changes in these assumptions. All assumptions, described in Note 14, are reviewed at
each reporting date.
Retirement cost for the years ended December 31, 2021 and 2020 amounted to =
P13.3 million and
=23.0 million, respectively (see Note 14).
P
Share-based Payments. The Company measures the cost of cash and equity-settled transactions with
employees by reference to the fair value of the equity instruments at the date at which they are
granted. Estimating fair value for share-based payments requires determining the most appropriate
valuation model for a grant of equity instruments, which is dependent on the terms and conditions of
the grant. This also requires determining the most appropriate inputs to the valuation model including
the expected life of the option, volatility and dividend yield and making assumptions about them.
The assumptions and models used for estimating fair value for share-based payments are disclosed in
Note 17. The Company recognizes expenses based on the estimated number of grants that will
ultimately vest and will require settlement. The Company’s average turnover rate over the past few
years is used to determine the attrition rate in computing the benefit expense and estimated liability.
Total equity-based compensation expense recognized in 2021 and 2020 under “Equity reserve”
amounted to P=22.5 million and P
=34.1 million, respectively (see Notes 13 and 17).
LTIP. The LTIP for key executives of the Company and certain subsidiaries was approved by the
Executive Compensation Committee and the BOD which is based on profit targets for the covered
performance cycle. The cost of LTIP is determined using the projected unit credit method based on
prevailing discount rates and profit targets. While management’s assumptions are believed to be
reasonable and appropriate, significant differences in actual results or changes in assumptions may
materially affect the Company’s long-term incentive benefits.
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LTIP expense for the years ended December 31, 2021 and 2020 amounted to = P12.2 million and
=336.2 million, respectively. LTIP payable included under “Other noncurrent liabilities” as at
P
December 31, 2021 and 2020 amounted to = P719.0 million and =
P706.8 million, respectively (see
Notes 13 and 14).
Provisions. The Company recognizes provisions based on estimates of whether it is probable that an
outflow of resources will be required to settle an obligation. Where the final outcome of these
matters is different from the amounts that were initially recognized, such differences will impact the
financial performance in the current period in which such determination is made. Provisions mainly
consist of estimated tax warranties and indemnities relating to dilution of interest in MPHHI
(see Note 7).
4. Operating Segment Information
An operating segment is a component of the Company that engages in business activities from which
it may earn revenue and incur expenses, whose operating results are regularly reviewed by the
Company’s BOD who decides on how resources are to be allocated to the segment and assesses its
performance, and for which discrete financial information is available.
and products namely: power, toll operations, water, rail, and others (see Note 1).
Impact of Coronavirus (“COVID-19”) to MPIC’s Businesses and Operations. The businesses of the
Company have been affected by the global outbreak of a novel strain of COVID-19, which was first
reported in city of Wuhan, Hubei Province, People’s Republic of China. While the outbreak was
initially concentrated in China, in January 2020, the World Health Organization declared the
COVID-19 outbreak as a “Public Health Emergency of International Concern” and as a pandemic on
March 11, 2020. COVID-19 has severely affected and continues to seriously affect the global
economy. Several nations and territories, including the Philippines, have imposed strict quarantine
measures, social distancing rules, closure of work sites, restaurants, bars and non-essential services,
and even complete lockdowns of certain populations or areas. These measures resulted in drastically
reduced economic activities, which brought down demand for the businesses of the Group.
The COVID-19 pandemic has created significant public health concerns as well as economic
disruption, uncertainty, and volatility, all of which have impacted and may continue to impact the
MPIC Group’s businesses. The mobility restrictions implemented by the Republic of the Philippines
(“ROP” or the “Government”) has affected the average daily traffic for the Company’s toll roads
business, and consequently toll revenues. Its light rail business was temporarily suspended between
March 17, 2020 to May 31, 2020, and between August 4, 2020 to August 18, 2020, and was limited
to a maximum capacity of 30% from October 2020 until it was recently increased to 70% in
November 2021 and 100% in March 2022. Demand for water is still behind pre-pandemic levels as
consumption from non-domestic customers remain low. Metro Manila was again placed under
enhanced community quarantine (“ECQ”) for the period from March 29, 2021 until April 11, 2021
and from August 6, 2021 to August 20, 2021, during which period public transport was limited, and
only essential businesses were permitted to continue normal operations while other industries could
operate at 50% of capacity or not at all. This was eased to modified enhanced community quarantine
(“MECQ”) from August 21, 2021 until September 7, 2021. On August 26, 2021, the Department of
Interior and Local Government (“DILG”) of the Philippines announced that the Government will
phase out the large-scale community quarantine measures and replace the same with granular
lockdowns. While the Government had initially intended to implement pilot testing of granular
lockdowns in Metro Manila commencing on September 8, 2021 to September 30, 2021, the
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-8-
Government announced on September 7, 2021 that Metro Manila will remain under MECQ until
September 15, 2021 or until the pilot general community quarantine (“GCQ”) with alert level system
is implemented, whichever comes first. The Government subsequently issued the guidelines on the
implementation of granular lockdowns and alert levels system. Under the new guidelines, the new
community quarantine classifications will have five (5) Alert Levels that would determine the
activities allowed in cities and/or municipalities:
 Alert Level 1 – refers to areas where: (a) case transmission is low and decreasing, and (b) where
total bed utilization rate, and intensive care unit utilization rate are low;
 Alert Level 2 – refers to areas where: (a) case transmission is low and decreasing, and (b) (i)
healthcare utilization is low, or case counts are low but increasing, or (ii) case counts are low and
decreasing but total bed utilization rate and intensive care unit utilization rate are increasing;
 Alert Level 3 – refers to areas where case counts are high and/or increasing, with total bed
utilization rate and intensive care unit utilization rate at increasing utilization;
 Alert Level 4 – refers to areas where case counts are high and/or increasing, with total bed
utilization rate and intensive care unit utilization rate are high; and
 Alert Level 5 – refers to areas where case counts are alarming, with total bed utilization rate and
intensive care unit utilization rate at critical level.
After a steady and continued decline in cases, in November 2021, the Philippines was placed at Alert
Level 2. However, with the reported local cases of the highly contagious COVID-19 Omicron variant,
Metro Manila reverted to Alert Level 3, while other regions are under varying Alert Levels, without
prejudice to the reimposition of stricter restrictions in the near future.
On March 1, 2022, Metro Manila, along with thirty-eight (38) other areas throughout the country, was
placed under Alert Level 1. This came as COVID-19 infections and hospitalization continued to
decline.
Government authorities in other countries where the Group and its associated companies operate,
such as Indonesia, Vietnam and Thailand, have also adopted measures, including lockdowns and
closure of non-essential businesses, in an attempt to control the spread of the virus and mitigate the
impact of the outbreak.
The impact of the community quarantine (and various regional lockdowns) on MPIC’s businesses is
as follows:
a. Power - MERALCO. In Luzon, reduction in the demand from the commercial and industrial
sectors partially offset by increased demand from residential customers as a direct consequence of
the NCR-wide ECQ.
In 2020, there was an extension of payment due dates for billings during the ECQ period
provided to customers in accordance with the advisories issued by the Department of Energy and
Energy Regulatory Commission (“ERC”).
b. Toll Operations. NLEX, Subic-Clark-Tarlac Expressway (“SCTEX”), CAVITEX and the Cavite
Laguna Expressway (“CALAX”) have remained open to facilitate unhampered movement of
essential goods and transit of medical workers amid the Luzon-wide ECQ while the international
roads remained open as well. In 2020 up to early 2021, average daily vehicle entries in both
*SGVFS162913*
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Philippine and international roads declined as a result of the implementation of various levels of
quarantine and declaration of national emergency. Traffic volume started to pick up towards the
end of 2021.
c. Water - Maynilad. The pandemic resulted in higher residential demand but at a lower average
tariff rate because of the closure of non-essential businesses which affected the non-domestic
customer segment.
In the absence of meter readings for the domestic customers during the ECQ, Maynilad estimated
the billing affected by the ECQ period using average historical consumption pursuant to the
policy of the Metropolitan Waterworks and Sewerage System Regulatory Office (“MWSS RO”).
For non-domestic customers, Maynilad used a combination of electromagnetic flow meter
readings, actual readings by the technical team, and customer photographs of meter readings.
Maynilad resumed the conduct of actual meter reading and onsite billing activities beginning
June 1, 2020 and corrections for over/under registration of consumption from when water bills
were averaged were reflected in the customer’s June 2020 Statement of Account (“SOA”).
Maynilad also extended assistance to its customers in the form of payment due date extensions
and a moratorium on disconnections during the ECQ. In its letter dated September 29, 2020, the
MWSS RO ordered a grace period of thirty (30) days for the payment of water bills falling due
within the period of ECQ or MECQ for all types of customers pursuant to the provisions of
Republic Act (“RA”) No. 11494. After the grace period, a three-month installment scheme shall
be provided to the following customers: domestic, micro, small, and medium enterprises
(“MSMEs”) and cooperatives until December 16, 2020. Because of the short lead time and the
operational issues involved, Maynilad opted to defer disconnection until December 17, 2020.
In 2021, Maynilad foregone its rate increase, specifically the approved rebasing adjustment for
2021, as well as the mandated consumer price index (“CPI”) inflation increase of the year.
d. Rail. With the ECQ implementation, operations were suspended starting March 17, 2020.
Operations resumed on June 1, 2020 but at a limited capacity of 13% per directive of the
Department of Transportation (“DOTr”).
With the implementation of MECQ in NCR, LRT-1 operations were again suspended from
August 4, 2020 to August 18, 2020. On August 19, 2020, LRT-1 resumed operations after
placing NCR back to GCQ. In October 2020, following the DOTr’s directive to gradually
increase maximum passenger capacities, LRMC adjusted passenger loading capacity to 30%. On
November 4, 2021, the passenger capacity for rail lines and selected public utility vehicles
operating in Metro Manila and its adjacent provinces was increased to 70%. The current surge of
COVID-19 cases at the start of 2022 due to the Omicron variant has naturally kept actual
ridership capacity to less than 30%. On March 1, 2022, Metro Manila was placed under Alert
Level 1 and public transport was finally allowed to operate at 100% capacity.
LRMC provided rental assistance to its retail customers in the form of reduced lease payments
when ECQ was implemented.
Segment Performance and Monitoring. The Company’s chief operating decision maker is the
BOD. The BOD monitors the operating results of each business unit separately for the purpose of
making decisions about resource allocation and performance assessment. Segment performance
is evaluated based on consolidated net income for the year; earnings before interest, taxes and
depreciation and amortization, or Core EBITDA; Core EBITDA margin; and core income (loss).
Net income for the year is measured consistent with consolidated net income in the consolidated
financial statements.
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Core EBITDA is measured as consolidated net income excluding depreciation and amortization
of property, plant and equipment and intangible assets, asset impairment on noncurrent assets,
financing costs, interest income, equity in net earnings (losses) of associates and joint ventures,
net foreign exchange gains (losses), net gains (losses) on derivative financial instruments,
provision for (benefit from) income tax and other non-recurring gains (losses). Core EBITDA
margin pertains to Core EBITDA divided by operating revenues.
Performance of the operating segments is also assessed based on a measure of recurring profit or
core income. Core income is measured as net income attributable to owners of the Company
excluding the effects of foreign exchange and derivative gains or losses and non-recurring items
(“NRI”), net of tax effect of the aforementioned. NRI represent gains or losses that, through
occurrence or size, are not considered usual operating items.
Segment expenses and segment results exclude transfers or charges between business segments.
These transfers are also eliminated for purposes of the consolidated financial statements.
There are no revenue transactions with a single customer that accounted for 10% or more of the
Group’s consolidated revenues and no material inter-segment revenue transactions for the years
ended December 31, 2021 and 2020. The Group’s revenue substantially comprises of services
which revenue recognition is over time.
Segment capital expenditure is the total cost incurred during the period to acquire service
concession assets, property, plant and equipment, and intangible assets other than goodwill. For
the consolidated statements of financial position, difference between the combined segment
assets and the consolidated assets consist of adjustments and eliminations comprising of goodwill
and deferred tax assets. Difference between the combined segment liabilities and the
consolidated liabilities largely consist of deferred tax liabilities.
*SGVFS162913*
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The segment revenues, core income, assets, liabilities, and other segment information of MPIC Group’s reportable operating segments as at and for the years ended
December 31, 2021 and 2020 are detailed in the following tables. The following table presents consolidated information on core income and certain assets and liabilities
regarding business segments:

Total revenue from external sales = 5,012
P = 17,485
P = 23,785
P = 1,133
P = 1,158
P =–
P = 48,573
P = 5,012
P = 43,561
P
Cost of sales and services (3,392) (6,890) (9,358) (1,430) (819) – (21,889) (3,392) (18,497)
General and administrative expenses (665) (2,649) (4,073) (567) (1,698) – (9,652) (660) (8,992)
Other income (charges) – net 308 1,307 (783) (19) (482) – 331 308 23
Interest expense – net (374) (2,788) (2,288) (35) (3,361) – (8,846) (451) (8,395)
Profit (Loss) before NCI and Income Tax 889 6,465 7,283 (918) (5,202) – 8,517 817 7,700
Non-controlling interest (509) (1,671) (2,833) 367 10 – (4,636) (508) (4,128)
Provision for income tax (46) (969) (1,683) 251 (338) – (2,785) (41) (2,744)
Contribution from Subsidiaries 334 3,825 2,767 (300) (5,530) – 1,096 268 828
Contribution from Operations – Core Income (Loss) 11,218 3,866 2,760 (300) (5,219) – 12,325 420 11,905
Non-recurring income (charges) 3,959 (980) (1,353) (2,070) (1,762) – (2,206) 4,670 (6,876)
Segment Income (Loss) Attributable to owners of the Parent
Company = 15,177
P = 2,886
P = 1,407
P (P
= 2,370) (P
= 6,981) =–
P = 10,119
P = 5,090
P = 5,029
P
Core EBITDA = 2,149

P = 11,452
P = 14,371
P (P
= 795) (P
= 1,657) =–
P = 25,520
P = 1,268
P = 16,095
P
Non-recurring Charges = 3,853

P (P
= 1,105) (P
= 2,003) (P
= 6,016) (P
= 1,755) P–
= (P
= 7,026) = 4,565
P (P
= 11,591)
Provision for (benefit from) income tax 249 (73) 9 1,550 (1) – 1,734 249 1,485
Non-controlling interest (143) 198 641 2,396 (6) – 3,086 (144) 3,230
Net Non-recurring Charges = 3,959
P (P
= 980) (P
= 1,353) (P
= 2,070) (P
= 1,762) =–
P (P
= 2,206) = 4,670
P (P
= 6,876)

Segment assets = 4,572
P = 187,536
P = 137,055
P = 36,310
P P33,337
= = 15,843
P P414,653
= P–
= P414,653
=
Investments and advances 133,756 8,231 1,672 – 26,022 – 169,681 – 169,681
Consolidated Total Assets = 138,328
P = 195,767
P = 138,727
P = 36,310
P = 59,359
P = 15,843
P = 584,334
P =–
P = 584,334
P
Segment Liabilities = 4,050

P = 138,450
P = 72,235
P = 29,875
P = 92,977
P = 9,882
P = 347,469
P =–
P = 347,469
P
Service concession assets and property, plant and equipment P236
= = 13,773
P = 10,381
P = 6,300
P P145
= P–
= = 30,835
P =–
P = 30,835
P
Depreciation and amortization 886 2,199 4,800 88 184 – 8,157 886 7,271
*SGVFS162913*
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P =13,564
P =24,561
P =1,263
P =1,136
P =–
P =61,924
P =21,069
P =40,855
P
Cost of sales and services (13,834) (5,583) (8,787) (1,361) (1,032) – (30,597) (13,574) (17,023)
General and administrative expenses (3,502) (1,882) (4,385) (658) (1,645) – (12,072) (3,420) (8,652)
Other income (charges) – net 1,086 493 (530) (115) 7 – 941 1,086 (145)
Interest expense – net (2,043) (2,604) (2,092) (26) (3,523) – (10,288) (1,610) (8,678)
Profit (Loss) before NCI and Income Tax 3,107 3,988 8,767 (897) (5,057) – 9,908 3,551 6,357
Non-controlling interest (1,892) (1,139) (3,006) 402 1 – (5,634) (1,896) (3,738)
Provision for income tax (1,014) (788) (2,584) 155 (537) – (4,768) (1,000) (3,768)
Contribution from Subsidiaries 201 2,061 3,177 (340) (5,593) – (494) 655 (1,149)
Contribution from Operations – Core Income (Loss) 10,594 2,354 3,129 (340) (5,499) – 10,238 1,585 8,653
Non-recurring charges (2,650) (393) (200) (13) (2,234) – (5,490) (28) (5,462)
P =1,961
P =2,929
P (P
=353) (P
=7,733) =–
P =4,748
P =1,557
P =3,191
P
Core EBITDA =8,852

P =8,247
P =15,522
P (P
=752) (P
=1,227) =–
P =30,642
P =8,859
P =21,783
P
=2,685) (P
=432) (P
=294) (P
=38) (P
=2,228) =–
P (P
=5,677) (P
=64) (P
=5,613)
Provision for (benefit from) income tax 12 (4) 40 4 (1) – 51 12 39
Non-controlling interest 23 43 54 21 (5) – 136 24 112
=2,650) (P
=393) (P
=200) (P
=13) (P
=2,234) =–
P (P
=5,490) (P
=28) (P
=5,462)

= =158,503
P =138,136
P =35,599
P =30,875
P =15,538
P =453,278
P =70,925
P =382,353
P
Investments and advances 129,867 14,748 2,036 – 17,867 – 164,518 5,044 159,474
P =173,251
P =140,172
P =35,599
P =48,742
P =15,538
P =617,796
P =75,969
P =541,827
P

P =119,261
P =74,141
P =24,671
P =90,243
P =11,161
P =373,449
P =40,519
P =332,930
P
P =28,016
P =9,354
P =5,829
P =459
P =–
P =44,057
P =399
P =43,658
P
Depreciation and amortization 3,702 1,655 4,663 119 307 – 10,446 3,698 6,748
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The following table shows the reconciliation of MPIC Group’s consolidated Core EBITDA to
consolidated net income for the years ended December 31, 2021 and 2020.
2021 2020
(In Millions)
Consolidated Core EBITDA P
=25,520 P30,642
=
Depreciation and amortization (8,157) (10,446)
Consolidated operating profit for the year 17,363 20,196
Adjustments to reconcile with consolidated
net income:
Interest income 745 1,362
Share in net earnings of equity method investees 11,229 10,732
Interest expense (9,591) (11,650)
Nonrecurring gains (losses) – net* (7,026) (5,625)
Provision for income tax (1,051) (4,768)
Consolidated net income for the year P
=11,669 =10,247
P
*Includes net foreign exchange gains (losses)
The following table shows the reconciliation of MPIC Group’s consolidated core income to
consolidated net income for the years ended December 31, 2021 and 2020.
2021 2020
(In Millions)
Consolidated core income for the year P
=12,325 =10,238
P
Non-recurring income (expenses) – net (2,206) (5,490)
Net income for the year attributable to owners
of the Parent Company 10,119 4,748
Net income for the year attributable
to non-controlling interest 1,550 5,499
Consolidated net income for the year P
=11,669 =10,247
P
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The following table shows the analysis and allocation of the consolidated results of operations of MPIC Group to core and NRI, the manner by which MPIC Group
reports and assesses their performance, makes decision and allocates resources, for the years ended December 31, 2021 and 2020 and is provided to reconcile the
preceding consolidated segment information, amounts and balances with MPIC Group’s consolidated statements of income:
2021 2020
Core NRI Reclassification Consolidated Core NRI Reclassification Consolidated
(In Millions)
CONTINUING OPERATIONS OPERATING REVENUES

Water and sewerage services revenue = 23,981
P =–
P (P
=362) = 23,619
P P24,561
= P–
= (P
=258) P24,303
=
Toll fees 17,485 – – 17,485 13,564 – – 13,564
Rail revenue 1,133 – – 1,133 1,263 – – 1,263
Logistics revenues 569 – – 569 1,136 – – 1,136
Other revenues 393 – 362 755 331 – 258 589
43,561 – – 43,561 40,855 – – 40,855
COST OF SALES AND SERVICES (18,496) (98) – (18,594) (17,023) (246) – (17,269)
GROSS PROFIT (LOSS) 25,065 (98) – 24,967 23,832 (246) – 23,586

General and administrative expenses (8,992) (1,425) – (10,417) (8,652) (937) – (9,589)
Interest expense (9,137) (93) – (9,230) (9,900) (110) – (10,010)
Share in net earnings (losses) of equity method investees 11,077 (775) – 10,302 9,802 (2,465) – 7,337
Interest income 743 2 – 745 1,222 7 – 1,229
Construction revenue 27,014 – – 27,014 33,988 – – 33,988
Construction costs (27,014) – – (27,014) (33,988) – – (33,988)
Others 17 (9,198) – (9,181) (146) (1,862) – (2,008)
INCOME (LOSS) FROM CONTINUING OPERATIONS

BEFORE INCOME TAX 18,773 (11,587) – 7,186 16,158 (5,613) – 10,545
PROVISION FOR (BENEFIT FROM) INCOME TAX (2,744) 1,485 – (1,259) (3,767) 39 – (3,728)

OPERATIONS 16,029 (10,102) – 5,927 12,391 (5,574) – 6,817
NET INCOME (LOSS) FROM OPERATIONS OF

ENTITIES UNDER PFRS 5 932 4,810 – 5,742 3,481 (51) – 3,430
NET INCOME (LOSS) = 16,961

P (P
=5,292) =–
P = 11,669
P =15,872
P (P
=5,625) =–
P =10,247
P
Net Income Attributable to:

Owners of the Parent Company = 12,325
P (P
=2,206) =–
P = 10,119
P =10,238
P (P
=5,490) P–
= P4,748
=
NCI 4,636 (3,086) – 1,550 5,634 (135) – 5,499
= 16,961
P (P
=5,292) =–
P = 11,669
P =15,872
P (P
=5,625) =–
P =10,247
P
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By Geographical Market
While the Company’s geographic focus is still predominantly the Philippines, MPIC has started
increasing its presence in Southeast Asia with its subsidiaries’ investments in Indonesia, Thailand and
Vietnam (see Note 7). Amounts shown below are based on the Company’s consolidated financial
statements:
2021 2020
(In Millions)
Revenue
Philippines P
=39,477 =39,186
P
Indonesia 4,060 1,658
Vietnam 24 11
43,561 40,855
Philippines 5,012 21,069
P
=48,573 P61,924
=
Share in net earnings (losses) of equity method investees:

Philippines P
=10,277 =7,104
P
Indonesia 123 104
Thailand 6 265
Vietnam (104) (136)
10,302 7,337
Philippines 152 930
P
=10,454 =8,267
P
Noncurrent assets (a):

Philippines P
=472,175 =432,536
P
Indonesia 28,357 26,943
Thailand – 7,061
Vietnam 5,389 6,050
P
=505,921 =472,590
P
(a)
Excluding financial instruments and deferred tax assets.
The following table shows the reconciliation of consolidated amounts and the amounts reflected in
the parent company financial statements as at and for the years ended December 31, 2021 and 2020.
2021
Subsidiaries,
Associates
and Joint Parent
Consolidated Ventures Company
(In Millions)
Operating revenues:
P =43,561
P =–
P
PFRS 5 5,012 5,012 –
Net income for the year attributable to
owners of the parent company:
From continuing operations 5,029 (6,219) 11,248
PFRS 5 5,090 5,090 –
Total assets 584,334 348,252 236,082
Total liabilities 347,469 251,740 95,729
Capital expenditures 30,835 30,768 67
*SGVFS162913*
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2020
Subsidiaries,
Associates
and Joint Parent
Consolidated Ventures Company
(In Millions)
Operating revenues:
P =40,855
P =–
P
PFRS 5 21,069 21,069 –
Net income for the year attributable to
owners of the parent company:
From continuing operations 3,191 633 2,558
PFRS 5 1,557 1,557 –
Total assets 617,796 388,952 228,844
Total liabilities 373,449 279,364 94,085
Capital expenditures 44,057 44,023 34
5. Cash and Cash Equivalents, Short-Term Deposits and Restricted Cash
As at December 31, this account consists of:
2021 2020
(In Thousands)
Cash and cash equivalents P
=20,118,410 =16,585,500
P
Short-term deposits 1,182,500 5,707,000
P
=21,300,910 =22,292,500
P
Cash and Cash Equivalents. Cash and cash equivalents include cash in banks and temporary
placements that are made for varying periods of up to three months depending on the immediate cash
requirements of the Company. Cash in banks and temporary placements earn interest at the prevailing
bank and temporary placements rates, respectively.
Short-term Deposits. Short-term deposits are deposits with original maturities of more than three
months to one year from dates of acquisition and earn interest at the prevailing short-term deposits
rates.
For the purpose of the statements of cash flows, cash and cash equivalents comprise of the following
as at December 31:
2021 2020
(In Thousands)
Cash on hand and in banks P
=3,814,150 =25,580
P
Short-term deposits that qualify
as cash equivalents 16,304,260 16,559,920
P
=20,118,410 =16,585,500
P
Restricted Cash. Restricted cash classified under current assets pertains to sinking fund or debt
service account (“DSA”) representing amounts set aside for semi-annual principal and interest
payments of certain long-term debt. This DSA is maintained and replenished in accordance with the
*SGVFS162913*
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provision of the loan agreements (see Note 10). Restricted cash as of December 31, 2021 and 2020,
amounted to =P1.4 million and =
P228.9 million, respectively.
Interest earned from cash and cash equivalents, short-term deposits and restricted cash amounted to
=158.3 million and =
P P554.1 million for the years ended December 31, 2021 and 2020, respectively
(see Note 15).
6. Receivables
As at December 31, this account consists of:
2021 2020
(In Thousands)
Accounts receivable P
=76,086 P4,550
=
Interest receivables 12,463 18,406
Advances to employees 4,247 9,168
Other receivables 668,931 87,423
761,727 119,547
Less allowance for ECL (see Note 20) 71,440 71,440
P
=690,287 =48,107
P
Other receivables. As part of the Group’s continuing commitment to ensure the health and safety
of its employees and families, the Company has completed its COVID-19 vaccination rollout in
2021. Total costs of vaccines including administration costs amounted to = P597.2 million which
are charged to other entities included in the vaccination rollout in 2021.
7. Investments and Advances
As at December 31, the Company’s direct subsidiaries, joint venture and associates are as follows:
Direct MPIC
Ownership Interest
Investee Principal Activity 2021 2020
Subsidiaries:
Beacon Electric Investment holding 100.0 100.0
MPTC Investment holding 99.9 99.9
MWHC Investment holding 51.3 51.3
Maynilad Utilities 5.2 5.2
MPW Investment holding 100.0 100.0
MPLRC Investment holding 65.1 65.1
MPIC Infrastructure Holdings Limited (“MIHL”) Investment holding 100.0 100.0
Fragrant Cedar Holdings, Inc. (“FCHI”) Property lessor 100.0 100.0
MetroPac Logistics Company, Inc. (“MPLC”) Investment holding 100.0 100.0
Metro Pacific Resource Recovery Corp. (“MPRRC”) Investment holding 100.0 100.0
MetPower Venture Partners Holdings, Inc. (“MVPHI”) Investment holding 100.0 100.0
Metro Vantage Properties, Inc. (“Metro Vantage”) Investment holding/real estate 100.0 100.0
Metro Pacific Health Tech Corporation (“MPHTC”) Mobile healthcare services 100.0 100.0
Razor Crest Storage Infrastructure Holdings Corporation
(“Razor Crest”) Investment holding – 100.0
Hyperion Storage Holdings Corporation (“Hyperion”) Investment holding – 100.0
Neo Oracle Holdings, Inc. (“NOHI”) Under liquidation 96.6 96.6
Metro Global Green Waste, Inc. (“MGGW”) Under liquidation 70.0 70.0
Porrovia Corporation (“Porrovia”) Under liquidation 50.0 50.0
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Direct MPIC
Ownership Interest
Investee Principal Activity 2021 2020
Joint ventures:
Landco Pacific Corporation (“Landco”) Real estate 38.1 38.1
KM Infrastructure Holdings, Inc. (“KM Infra”) Investment holding 50.0 100.0
Associates:
MERALCO Power distribution 10.5 10.5
Indra Philippines, Inc. (“Indra Phils.”) Management and IT
consultancy 25.0 25.0
MPHHI (a) Healthcare 20.0 20.0
MetroPac Apollo Holdings, Inc. (“Apollo”) (b) Investment holding 65.0 65.0
AF Payments, Inc. (“AFPI”) Operator of contactless
payment system 20.0 20.0
First Gen Northern Electric Corp. (“FGNEC”) Under liquidation 33.3 33.3
(a) Ownership interest reflects economic interest on a fully diluted basis (see discussion below).
(b) Ownership interest reflects interest prior to call option exercise (see discussion below).
All of the above investees were incorporated in the Philippines, except for MIHL which was
incorporated in British Virgin Islands.
As at December 31, the carrying value of the Company’s investments and advances follows:
2021 2020
(In Thousands)
Investments in subsidiaries:
Beacon Electric P
=94,268,143 =94,268,143
P
MPTC 46,378,754 46,378,754
MWHC 12,276,767 12,276,767
MPW 10,055,050 10,055,050
MPLC* 6,446,089 6,446,089
MPLRC 5,344,125 4,448,583
Maynilad 2,071,042 2,071,042
MVPHI 1,853,813 1,053,813
MPHTC 645,375 505,500
Metro Vantage 545,000 545,000
FCHI 437,437 437,437
NOHI 230,132 230,132
MPRRC 217,500 217,500
Porrovia 10,000 10,000
KM Infra – 100
Razor Crest – 100
Hyperion – 100
MGGW – –
180,779,227 178,944,110
(Forward)
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2021 2020
(In Thousands)
Investments in associates:
MERALCO P
=27,427,458 =27,427,458
P
MPHHI 1,426,396 1,426,396
AFPI* 940,000 880,000
Indra Phils. 326,525 326,525
Apollo 55,335 55,335
FGNEC* 250 250
30,175,964 30,115,964
Investments in joint venture:
KM Infra 7,115,989 –
Advances to investees* 3,875,122 2,600,123
Less: Accumulated impairment (see Note 15) (9,468,975) (6,422,352)
P
=212,477,327 =205,237,845
P
* With corresponding allowance for impairment (see Accumulated impairment).
Movements of investments and advances are as follows:

December 31, 2021
Subsidiaries Associates Joint Venture Total
(In Thousands)
Investments:
Balance at beginning of year =176,002,131
P =29,235,714
P =–
P =205,237,845
P
Additions:
Equity funding into existing or
newly incorporated entities 1,835,417 60,000 7,115,689 9,011,106
Transfer (300) – 300 –
Less impairment (see Note 15) (2,986,624) (60,000) – (3,046,624)
174,850,624 29,235,714 7,115,989 211,202,327
Advances:
Balance at beginning of year – – – –
Additional advances during the year 375,000 – 900,000 1,275,000
375,000 – 900,000 1,275,000
=175,225,624
P =29,235,714
P =8,015,989
P =212,477,327
P
December 31, 2020

(In Thousands)
Investments:
P =29,235,964
P =–
P =199,882,372
P
Additions:
Equity funding into existing or
newly incorporated entities 5,986,657 60,000 – 6,046,657
Application of advances 1,222,649 – – 1,222,649
Subscription payable 387,325 – – 387,325
Less:
Impairment (see Note 15) – (60,250) – (60,250)
Sale of MPLRC shares (2,239,955) – – (2,239,955)
Other adjustment (953) – – (953)
176,002,131 29,235,714 – 205,237,845
(Forward)
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December 31, 2020

Advances:
P =–
P =1,043,367
P =2,293,694
P
Less:
Application of advances (1,222,649) – – (1,222,649)
Impairment (see Note 15) (27,678) – (1,043,367) (1,071,045)
– – – –
=176,002,131
P =29,235,714
P =–
P =205,237,845
P
Dividends
Dividend income are as follows:
2021 2020
(In Thousands)
Subsidiaries:
Beacon Electric P
=15,437,251 =6,364,270
P
MPTC 1,852,719 1,796,920
MWHC 1,433,647 –
Maynilad 156,311 –
Associates:
MERALCO 1,524,657 1,786,362
Indra Phils. 23,703 –
P
=20,428,288 =9,947,552
P
MERALCO and Beacon Electric

Beacon Electric. Beacon Electric holds investments in MERALCO and BPHI.
MERALCO. MERALCO is the Philippines’ largest electric power distribution company.

MERALCO holds a congressional franchise under Republic Act (“RA”) No. 9209 effective
June 28, 2003. RA No. 9209 grants MERALCO a 25-year franchise valid through June 28, 2028 to
construct, operate, and maintain the electric distribution system in the cities and municipalities of
Bulacan, Cavite, Metro Manila, and Rizal and certain cities, municipalities, and barangays in the
provinces of Batangas, Laguna, Pampanga, and Quezon. On October 20, 2008, the ERC, granted
MERALCO a consolidated Certificate of Public Convenience and Necessity for the operation of
electric service within its franchise coverage, effective until the expiration of MERALCO’s
congressional franchise. MERALCO’s participation in RES is through its local RES unit, Mpower.
In 2017, the ERC granted MERALCO’s wholly owned subsidiary, Vantage Energy Solutions and
Management, Inc. (“VESM”), Solvre, Inc., a wholly owned subsidiary of Meralco PowerGen
Corporation, and MeridianX Inc., a wholly owned subsidiary of Comstech Integration Alliance, Inc.,
distinct RES licenses to operate as retail electricity suppliers in Luzon and Visayas.
MERALCO is a Philippine corporation with its shares listed on the Philippine Stock Exchange.
MPIC’s effective interest in MERALCO held indirectly through Beacon Electric is at 34.96% as at
December 31, 2021 and 2020. MPIC also has direct interest in MERALCO at 10.5% as at
December 31, 2021 and 2020. Thus, the Company’s combined effective interest in MERALCO is at
45.5%. The fair value of the Company’s effective investment in MERALCO at 45.5% as at
December 31, 2021 and 2020 based on quoted prices of =P297.50 and =
P291.90 per share amounted to
=152.4 billion and =
P P149.6 billion, respectively.
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BPHI. In May 2016, BPHI entered into a Share Purchase Agreement with GT Capital Holdings, Inc.
to acquire an aggregate of 56% of the ordinary and issued share capital of GBPC for a total
consideration of =
P22.06 billion. The consideration was settled as =
P11.03 billion in cash on closing
and the balance via a vendor financing facility, which was replaced with long-term bank debt in
August 2016. GBPC, a holding company which, through its subsidiaries, is one of the leading
independent power producers in the Visayas region and Mindoro Island.
GBPC’s power generation facilities consist of: (i) 246 megawatt (“MW”) clean coal-fired power plant
in Toledo City, Cebu, which is operated by Cebu Energy Development Corporation (“CEDC”);
(ii) 164 MW and 150 MW clean coal-fired power plants in Iloilo City, which is operated by Panay
Energy Development Corporation (“PEDC”); (iii) 60 MW coal facility, an 82 MW clean coal fired
power plant and a 40 MW fuel oil facility operated by Toledo Power Co. (“TPC”); (iv) a 72 MW fuel
oil facility, a 20 MW fuel oil facility, a 7.5 MW fuel oil facility and a 5 MW fuel oil facility operated
by Panay Power Corporation (“PPC”); and (v) 7.5 MW fuel oil facility operated by GBH Power
Resources Inc.
GBPC also has a 50% less one share stake in Alsons Thermal Energy Corporation (“ATEC”). ATEC
has ownership in the following companies: (i) 75% in Sarangani Energy Corporation which owns a
2x118.5 MW (gross capacity) baseload coal-fired plant (with the second 118.5 MW unit in Sarangani
Province declaring commercial operations on October 10, 2019); (ii) 100% in San Ramon Power, Inc.
(“SRPI”) which is developing a 105 MW baseload coal-fired plant in Zamboanga City; and (iii) 100%
in ACES Technical Services Corporation.
BPHI’s loan facility is secured by a pledge on GBPC shares owned by BPHI. Other covenants include
maintenance of reserve account and achievement of certain financial ratios such as (i) DSCR at a
minimum of 1.1x; and (ii) DSCR before any restricted payments at 1.3x.
As at December 31, 2020, BPHI is in compliance with the required financial ratios and other loan
covenants.
In 2020, in connection with the planned sale of the GBPC shares, the Company informed MBTC of
its intention to prepay the outstanding portion of the debt. Prepayment was completed on March 31,
2021. The pledge on the GBPC shares has likewise been terminated upon full and final discharge of
the obligation under the Loan Facility Agreement.
Share Purchase Agreement (“SPA”) between BPHI and Meralco PowerGen Corporation (“MGen”).
On December 23, 2020, BPHI entered into a SPA with MGen, a wholly owned subsidiary of
MERALCO, for the sale by BPHI of 56% of the issued and outstanding shares of GBPC. The total
consideration for the sale of the shares is =
P22,443.4 million which shall be paid in installments as
follows:
a) 60% of the purchase price will be paid on completion;

b) 20% of the purchase price will be paid 6 months after closing date (“First Installment”); and
c) 20% of the purchase price will be paid 18 months after closing date (the “Second Installment”),
the First Installment and Second Installment are collectively referred to as the “Installment
Payments”.
The unpaid Installment Payments shall earn interest at the rate of 2.0% p.a. from closing date until
payment.
The purchase price has been adjusted to reflect the dividends from GBPC that BPHI received after the
signing date.
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Closing of this proposed transaction is conditional on the satisfaction and/or waiver, where
applicable, of the following conditions:
 the approval on ruling or waiver of review by the Philippine Competition Commission (“PCC”)
in respect of the Proposed Disposal or an acknowledgement by the PCC that the Proposed
Acquisition is not subject to mandatory merger review;
 third party approvals required from (i) lenders under certain loan agreements or arrangements
entered into by GBPC or its subsidiaries and (ii) certain shareholders pursuant to a shareholders’
agreement of a subsidiary, having been obtained; and
 other conditions typical and customary for share purchase agreements, including regulatory and
third-party approvals.
On March 31, 2021, after executing all the necessary closing conditions and obtaining approvals, the
transaction was completed.
Merger of Beacon Electric and BPHI. On July 7, 2021, the BOD of Beacon Electric and BPHI
approved the planned merger of Beacon Electric and BPHI, with Beacon Electric as the surviving
company. BPHI held the investment in GBPC until the latter was sold to MGen on March 31, 2021.
It was deemed prudent and in the best interest of each company and its respective stockholders to
merge both companies. The merger resulted in simplified operations, improved administrative
efficiency, eliminated the duplication of functions and maintenance costs, and attained greater
efficiency and economy in the management of the businesses. On December 23, 2021, SEC approved
the Plan and Articles of Merger and issued the Certificate of Filing of the Articles of Merger.
MPTC
MPTC was acquired by MPIC in 2008. MPTC’s subsidiaries, held through various holding
companies, included NLEX Corp, CIC, MPCALA Holdings, Inc. (“MPCALA”) and Cebu Cordova
Link Expressway Corporation (“CCLEC”), which were granted concession rights for the
construction, operation and management of certain toll projects.
NLEX Corp holds the concession rights for the North Luzon Expressway (“NLEX”) up to 2037; the
SCTEX up to 2043; and NLEX-South Luzon Expressway (“SLEX”) Connector Road Project
(“Connector Road”) which shall end on its thirty-seventh (37th) anniversary from commencement
date.
CIC holds the concession for the Manila - Cavite Expressway (“CAVITEX”), which concession
period extends to 2033 for the originally built road and to 2046 for a subsequent extension.
MPCALA holds the concession for the CALAX with a

35-year concession period. The CALAX is a closed-system tolled expressway connecting the
CAVITEX and the SLEX. Sub-sections 6 to 8, a segment of CALAX, commenced operations in
October 2019 and CALAX Laguna segment interchanges which are part of the sub-section 6 to 8
opened on August 18, 2020. These interchanges are the Laguna Boulevard Interchange and the
Laguna Technopark Interchange. As at April 7, 2022, pre-construction works for CALAX Cavite
Segment is ongoing. Full completion of CALAX is expected in 2023.
CCLEC holds the concession agreement for the Cebu Cordova Link Expressway (“CCLEX”) with a
35-year concession period. The CCLEC construction contract award was made in November 2017.
As at April 7, 2022, construction is ongoing and expected to be completed in April 2022.
MPTC, through various foreign holding companies, also has investments in entities domiciled and
operating outside the Philippines, namely CII B&R, DMT and PT Nusantara.
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PT Nusantara is a publicly listed limited liability company duly established and existing under the
laws of the Republic of Indonesia. Its infrastructure portfolio in Indonesia includes toll roads (which
is 80% of its core income), ports, energy and water. PT Nusantara’s concession assets comprise of
toll roads and water concession rights. Toll road concession rights cover the following toll road
sections: (a) Tallo-Hasudin Airport; (b) Soekarno Hatta Port – Pettarani; (c) Pondok Ranji and
Pondok Aren. The water concession rights pertain to right to treat and distribute clean water in the
Serang District, Banten in Indonesia.
DMT, a major toll road operator in Bangkok, Thailand holds a toll concession that runs until 2034 for
the operation of a 21.9-km six-lane elevated toll road from central Bangkok to Don Muang
International Airport and further to the National Monument, north of Bangkok.
On February 19, 2021, FPM Tollway (Thailand) Limited (“FPM Tollway”) (a 100% indirect
subsidiary of MPTC), completed the sale of 100% of its shareholdings in AIF Toll Roads Holdings
(Thailand) Co., Ltd. (“AIF Toll Roads”). AIF Toll Roads owns approximately 29.45% of the
outstanding shares of DMT.
MPTC holds a significant minority equity interest equal to about 45% of the outstanding capital of
CII B&R. CII B&R has various road and bridge projects in and around Ho Chi Minh City in
Vietnam.
MWHC and Maynilad

MWHC owns 92.9% in Maynilad as at December 31, 2021 and 2020.
Maynilad concession agreement with MWSS. On February 21, 1997, Maynilad entered into a
Concession Agreement with the MWSS. Under the Concession Agreement, MWSS grants Maynilad,
as contractor to perform certain functions and as agent for the exercise of certain rights and powers
under the MWSS’s Charter, the sole right to manage, operate, repair, decommission and refurbish all
fixed and movable assets required (except certain retained assets of MWSS) to provide water and
wastewater services in the West Service Area for an extended period of 40 years commencing on
August 1, 1997 (the Commencement Date) to May 6, 2037 (Expiration Date) or the early termination
date as the case may be. The 15-year extension of the expiry of the Concession Agreement was
approved by the MWSS in 2009.
Maynilad is also tasked to manage, operate, repair, decommission and refurbish certain specified
MWSS facilities in the West Service Area. The legal title to these assets remains with MWSS. The
legal title to all property, plant and equipment contributed to the existing MWSS system by Maynilad
during the concession period remains with Maynilad until the Expiration Date (or on early
termination date) at which time, all rights, titles and interest in such assets will automatically vest in
MWSS.
On May 18, 2021, Maynilad and MWSS signed the Revised Concession Agreement (“RCA”) that
will govern Maynilad’s provision of water and wastewater services in the West Zone of the MWSS
Service Area upon its effectivity.
Among the highlights of the RCA are the following:
1. Confirmation of the continuation of the concession period until July 31, 2037;
2. Imposition of a tariff freeze until December 31, 2022;
3. Removal of Corporate Income Tax from among Maynilad’s recoverable expenditures as well
as the Foreign Currency Differential Adjustment;
4. Capping of the annual inflation factor to 2/3 of the Consumer Price Index;
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5. Imposition of rate caps for water and sewerage services to 1.3x and 1.5x, respectively, of the
6. Removal from the ROP Letter of Undertaking of the non-interference of the Government in
the rate-setting process, and the limitation of the RoP’s financial guarantees to cover only
those loans and contracts that are existing as of the signing of the RCA;
7. Replacement of the market-driven Appropriate Discount Rate with a 12% fixed nominal
discount rate; and
8. Retention of the rate rebasing mechanism where, subject to the rate caps in item 5 above, the
rates for the provision of water and wastewater services will be set at a level that will allow
Maynilad to recover, over the term of the concession, expenditures efficiently and prudently
incurred and to earn a reasonable rate of return.
The RCA is supposed to have taken effect six months after it was signed on May 18, 2021, or on
November 18, 2021, upon compliance with all the conditions precedent (“Effective Date” and “CPs”,
respectively). However, the RoP’s Letter of Undertaking (“Republic Undertaking”), which is among
the CPs, has not yet been issued as of December 18, 2021. Hence, upon the request of the
Concessionaires, the MWSS Board, through a resolution passed on November 16, 2021, moved the
RCA’s Effective Date to December 18, 2021.
On December 14, 2021, Maynilad, , again requested the MWSS Board to defer the RCA’s Effective
Date by another two months (until February 16, 2022) or until the Republic Undertaking is issued.
Following the Regular Board Meeting held on February 10, 2022, MWSS issued Resolution No.
2022-015-CO to further extend the Effective Date of the RCA for thirty (30) days or until
March 18, 2022. As at April 7, 2022, the Republic Letter of Undertaking (LOU) still remains
outstanding, and the RCA effectivity is deferred until the time that the LOU is issued.
Republic Act No 11600 – Maynilad’s Legislative Franchise. Republic Act No. 11600 grants
Maynilad, a 25-year franchise to “establish, operate and maintain a waterworks system and sewerage
and sanitation services in the West Zone Service Area of Metro Manila and Province of Cavite.” RA
11600 affirms Maynilad’s authority to provide waterworks system and sewerage and sanitation
services in the West Zone Service Area of Metro Manila and the Province of Cavite.
RA 11600 shall take effect on January 22, 2022, 15 days after its publication in the Official Gazette
on January 7, 2022.
Aside from the grant of a 25-year franchise to Maynilad, the other highlights of RA 11600 include the
following:
i. The grant of authority to the MWSS, when public interest for affordable water security so
requires and upon application by Maynilad, to amend Maynilad’s RCA to extend its term
(i.e., 2037) to coincide with the term of the franchise. In addition, the RCA shall also act as
the Certificate of Public Convenience and Necessity of Maynilad for the operation of its
waterworks and sewerage system. It also provides that in the event the waterworks and
sewerage system assets of MWSS pertaining to the Franchise Area are privatized by law,
Maynilad shall have the right to match the highest compliant bid after a public bidding. The
RCA between MWSS and Maynilad shall remain valid unless otherwise terminated
pursuant to the terms of the RCA, or invalidated when national security, national
emergency or public interest so requires;
ii. Establishment of tariffs and charges which Maynilad may charge, as the Regulatory Office
may allow with the approval of the MWSS Board of Trustees, after taking into account,
among others, reasonable and prudent capital and recurrent, efficient and prudent costs of
providing the service, including a reasonable rate of return on capital, efficiency of the
service, incentives for enhancement of efficiency, subject to limitations for public utilities,
*SGVFS162913*
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willingness to pay of consumers, equity considerations, administrative simplicity, the

methodology provided under the RCA and requirements under applicable law and
jurisprudence;
iii. The prohibition on the passing on of corporate income tax to customers;
iv. The requirement to publicly list at least 30% of Maynilad’s outstanding capital stock within
five years from the grant of the franchise;
v. The completion of Maynilad’s water and sewerage projects to attain 100% coverage by
2037, which shall include periodic 5-year completion targets; and
vi. The grant to Maynilad of the right of eminent domain insofar as it is may be reasonably
necessary for the efficient establishment, improvement, upgrading, rehabilitation,
maintenance and operation of the services, subject to the limitations and procedures under
the law.
RA 11600 also provides for an equality clause, which grants Maynilad, upon review and approval of
Congress, any advantage, favor, privilege, exemption or immunity granted under existing franchises
or which may be granted subsequently to water distribution utilities.
Maynilad also holds investment in Phil Hydro, Inc. (“PHI”) which engages in water distribution
business in certain areas in central and southern Luzon. PHI is granted the sole right to distribute
water in these areas under certain concession agreements granted by the Philippine government for
25 years until 2035.
MPW
On August 17, 2011, the Company incorporated MPW to carry on the general business of operating,
managing, maintaining and rehabilitating waterworks, sewerage and sanitation systems and services,
and to invest, purchase, acquire or own and dispose property of every kind in a corporation engaged
in business or activities with the same purpose as MPW.
MPW’s subsidiaries include: (i) Metro Iloilo Bulk Water Supply Corporation (“MIBWSC”) which
holds the concession for the 170 Million Liters per Day (“MLD”) Bulk Water Supply Project with the
Metro Iloilo Water District (“MIWD”); (ii) Eco-System Technologies International, Inc. (“ESTII”),
engaged in the business of designing, supplying, constructing, installing, and operating and
maintaining wastewater and sewage treatment plant facilities; (iii) Cagayan De Oro Bulk Water, Inc.
(“COBI”), the legal vehicle to carry out the 100 MLD Bulk Water Supply Project with Cagayan De
Oro Water District; (iv) Metro Pacific Iloilo Water Inc. (“MILO”), which holds the concession for
the rehabilitation, operation, maintenance, and expansion of MIWD’s existing water distribution
system and provision of sanitation services; and (v) MetroPac Dumaguete Holdings Corporation, an
intermediary holding entity to implement the rehabilitation, operation, maintenance, and expansion of
Dumaguete City Water District’s existing water distribution system and development of wastewater
facilities.
MPW also has subsidiaries domiciled outside of the Philippines, namely Metro Pacific Water
International Limited (“MPWIL”) and Metro Pacific TL Water International Limited. These foreign
subsidiaries hold the investments in water companies outside of the Philippines:
 PNW holds the license to develop a water supply system that will meet clean water demand in the
Chu Lai Open Economic Zone, and urban areas, industrial zones and adjacent rural areas in
Quang Nam province pursuant to a 50-year Build-Own-Operate contract with the Chu Lai Open
Economic Zone Authority. MPW’s interest in PNW is at 55.41% as at December 31, 2021 and
2020.
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 TLW is one of the largest water companies in Vietnam, with 310 MLD of installed capacity and a
billed volume of approximately 102 MLD. MPW’s interest in TLW as at December 31, 2021 and
2020 is at 49%.
As at December 31, 2021 and 2020, MPW also has interests in the following associates: (i) 39.0% in
Manila Water Consortium Inc. which has 70.6% economic interest in Cebu Manila Water
Development, Inc., concessionaire for the 20-year Water Purchase Agreement with the Metropolitan
Cebu Water District; and (ii) 30% in EquiPacific HoldCo Inc., which has 90% stake in Laguna Water
District Aquatech Resources Corp., the joint venture company responsible for the financing,
rehabilitation, improvement, expansion, operation and maintenance of the Laguna Water District’s
water supply system.
MPLRC
MPIC holds 65.1% interest in MPLRC as at December 31, 2021 and 2020.
On May 28, 2020, MPIC entered into a SPA with Sumitomo. Pursuant to the SPA, MPIC agreed to
sell, and Sumitomo agreed to purchase, the MPLRC common shares representing MPIC’s
approximate 34.9% shareholding in MPLRC, for an aggregate consideration of approximately
=3.04 billion, payable by Sumitomo in full in cash at Closing. Closing took place simultaneously
P
with the entering into of the SPA on May 28, 2020, as all of the conditions precedent under the SPA
had been fulfilled or waived (as the case may be). The Company recognized gain on disposal of
MPLRC shares amounting to = P729.3 million in the parent company statement of comprehensive
income for the year ended December 31, 2020 (see Note 15).
MPLRC has an aggregate 55% economic interest in LRMC. Accordingly, upon Closing, Sumitomo
will become beneficially interested in 19.2% of the issued and outstanding capital stock of LRMC.
MPIC’s effective interest in LRMC decreased from 55% to approximately 35.8% as a result of the
sale of the MPLRC shares.
Sumitomo Corporation is a corporation duly organized and existing under the laws of Japan and
having its shares listed on the Tokyo Stock Exchange.
The agreement with Sumitomo also provides for Sumitomo’s right to issue a put notice for all the
MPLRC shares it owns in the event of a deadlock (following unsuccessful mediation procedures) and
in the event of MPIC’s default on its obligations under the shareholders’ agreement. The exercise
price for the put option is determined as a percentage of the fair value of the MPLRC shares (ranging
from 87% to 100%) with the fair value determination in accordance with the shareholders’
agreement. The contingent put option is accounted and valued as a derivative liability in MPIC’s
parent company financial statements. Value of the derivative liability is nil as at
December 31, 2021 and 2020 with the contingent events assessed to have very low probability of
happening.
LRMC signed together with the Department of Transportation and Communications (“DOTC” now
“DOTr”) and the Light Rail Transit Authority (“LRTA”) the 32-year Concession Agreement for the
Light Rail Transit Line 1 Cavite Extension and Operations & Maintenance Project (“LRT-1 Project”).
On September 12, 2015, LRMC took over the operations and maintenance of LRT-1 from DOTC and
LRTA.
In 2016, LRMC signed a 15-year Omnibus Loan and Security Agreement (“OLSA”) with various
financial institutions (collectively, as “Lenders”) amounting to = P24.0 billion, =P15.3 billion of which is
allocated for the Cavite Extension and = P8.7 billion for the rehabilitation of the existing LRT-1
system. Cumulative drawn amount from this facility as at December 31, 2021 and 2020 amounted to
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P20,605.0 million and =

= P16,086.0 million, respectively. The loan has a sponsors’ funding
commitment wherein for each drawdown until end of the construction period, the sponsors or
shareholders shall infuse additional equity or extend debt to LRMC in an amount necessary to meet
the debt-to-equity ratio. According to the funding commitment, additional equity investment of the
sponsors shall not exceed P=15,346.0 million, of which P=8,440.0 million is effectively allocated to
MPLRC. As at December 31, 2021, total equity from the sponsors is = P14,650.0 million of which
=8,057.5 million is from MPLRC.
P
As at April 7, 2022, the rehabilitation of the existing system is substantially complete whereas the
construction activities for the LRT-1 Cavite Extension project are in various stages of development
with completion rate of 69.4%. Viaduct has been completed and electromechanical works and the
construction of the stations are set to begin.
MPHHI
MPHHI is MPIC’s holding company for its investment in the healthcare segment. As at
December 31, 2021, MPHHI and its subsidiaries, operates the following full-service hospitals:
a. In Metro Manila: Cardinal Santos Medical Center (“CSMC”), Our Lady of Lourdes Hospital
(“OLLH”), Asian Hospital, De Los Santos Medical Center, Marikina Valley Medical Center and
Dr. Jesus C. Delgado Memorial Hospital. In November 2021, MPHHI acquired 84.74% of
Commonwealth Hospital and Medical Center, which is located in Novaliches, Quezon City.
b. In other parts of the Philippines: Riverside Medical Center in Bacolod, Central Luzon Doctors
Hospital in Tarlac, West Metro Medical Center in Zamboanga, Sacred Heart Hospital of Malolos
Inc. in Bulacan, Saint Elizabeth Hospital Inc. in General Santos City, Davao Doctors Hospital in
Davao and and Manuel J. Santos Hospital in Butuan City. In February 2020, MPHHI completed
the Investment Agreement for a 51% equity interest in Los Baños Doctors Hospital and Medical
Center, Incorporated in Laguna. In August 2020, MPHHI completed the acquisition of a 55%
ownership in Ramiro Community Hospital, the leading private hospital in Bohol. In October
2020, MPHHI acquired de facto control over Calamba Medical Center, Inc. with a 29.51% equity
interest.
c. MPHHI also has equity stake in the following hospitals: Makati Medical Center and Manila
Doctors Hospital.
Issuance of Exchangeable Bond to GIC Private Limited (“GIC”). On July 2, 2014, GIC, through
Arran Investment Private Limited (“Arran”), invested P =3.7 billion for a 14.4% stake in MPHHI and
paid =P6.5 billion as consideration for an Exchangeable Bond issued by MPIC which can be
exchanged, in the future, into 158,137,590 shares of =P10.0 par value Class A common shares of
MPHHI representing 25.51% ownership interest, subject to certain conditions (the “Arran
Exchangeable Bonds”). The Exchangeable Bond is subject to a fixed interest rate applicable per
annum which, for the first year shall be equivalent to 0.27% and shall be repriced annually thereafter
at a rate to be mutually agreed by MPIC and GIC. Final maturity date of the Exchangeable Bond is
on December 31, 2019. With the Exchangeable Bond, GIC is entitled to 39.89% effective ownership
interest in MPHHI.
In 2019, GIC agreed to restructure its current investment in MPHHI and re-invest alongside the said
KKR and Co. (“KKR”) subsidiary. The transaction involved the acquisition by KKR of the
Exchangeable Bond and Arran’s directly owned shares in MPHHI (see disclosure below).
KKR’s investment in MPHHI. On December 9, 2019, MPIC, together with MPHHI, completed a
series of transactions for the investment and entry of global investment firm KKR, alongside Arran,
in and to, MPHHI. Included in the series of transactions are the following:
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i. Buhay Ventures Holdings (PH) Inc. (“Buhay”), a subsidiary of KKR, subscribed to, a
mandatorily exchangeable bond, at the principal issue value of = P30.1 billion (the “Buhay
Exchangeable Bond”). The Buhay Exchangeable Bond can be exchanged to 239,932,962
common shares of MPHHI owned and held by MPIC (“Buhay EB Underlying Shares”). The
Buhay EB Underlying Shares represent approximately 15.88% of the issued and outstanding
capital stock of MPHHI, entitled to vote, on a fully-diluted basis. The Buhay Exchangeable
Bond’s subscription price shall be settled: (i) =
P26,091 million on completion date;
(ii) =
P1,602 million one hundred eighty (180) days after the completion date; and
(iii) =
P2,404 million on the first anniversary of the completion date. As at December 31, 2019,
receivable from Buhay for portion of the subscription price amounted to = P3,873 million and was
fully collected in 2020.
ii. Arran reinvested alongside Buhay. This transaction involved the acquisition by KKR of Arran’s
Exchangeable Bond and Arran’s directly owned shares in MPHHI. On July 2, 2014, Arran paid
=6.5 billion as consideration for an Exchangeable Bond issued by MPIC which can be
P
exchanged, in the future, into 158,137,590 shares common shares of MPHHI (the “Arran
Exchangeable Bonds”). The terms of the Arran Exchangeable Bond have been amended to align
with the terms of the Buhay Exchangeable Bond.
Buhay as holder, shall be entitled, among others, to exchange the Exchangeable Bonds (Buhay
Exchangeable Bond and Arran Exchangeable Bonds) for all of the underlying shares on the
earlier of (i) thirty (30) days after the date the common shares of MPHHI, including the
underlying shares, are first listed on the PSE following its initial public offering of shares and
(ii) the date that is 10 years from the issue date of the Exchangeable Bonds (“Mandatory
Exchange Date”). Interest applicable to the Exchangeable Bonds shall be equivalent to the actual
dividend yield of the underlying shares.
iii. As part of KKR’s investment in MPHHI, MPIC granted in favor of KKR the following options
(“Call Options”): (i) an irrevocable option, exercisable after the completion of this transaction, to
require MPIC to sell to the Investor (and/or one or more of its designees) all or a portion of
MPIC’s shares in MetroPac Apollo Holdings, Inc. (“Apollo”); and (ii) an irrevocable option,
exercisable after Signing date, to require MPIC to sell to one or more newly established
Philippine domestic companies or investment vehicles, each of which is wholly and beneficially
owned by Filipino citizens who have relevant expertise and experience beneficial to the business
of MPHHI. Apollo, a Philippine registered company (in which MPIC has 65% ownership as at
December 31, 2021 and 2020) owns and holds all the outstanding voting preferred shares issued
by MPHHI.
The fair value of the call options was estimated at the Call Option Agreement date using a
binomial pricing model, taking into account the terms and conditions on which the options were
granted. The exercise price is calculated based on the formula set forth in the Call Option
Agreement. The Call Options can be exercised anytime up to ten years. As at
December 31, 2021 and 2020, fair value of the Call Options is estimated at = P44.3 million and
=6.5 million, respectively.
P
As discussed in Note 3, the abovementioned series of transactions which provided Buhay economic
interest of approximately 80%, on fully diluted basis post conversion of the Exchangeable Bonds, was
accounted for as an equity transaction. The Exchangeable Bond is an instrument that, at a certain
time in the future, converts into a fixed number of shares of MPHHI. Moreover, the principal of
Exchangeable Bond is in Philippine Peso, the same currency as the functional currency of MPIC as
the issuing entity. Thus, the Exchangeable Bonds qualify as equity instruments such that the
*SGVFS162913*
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proceeds from the Exchangeable Bond together with the share subscriptions in MPHHI, were
accounted for as a single equity transaction.
The provisions included estimated tax warranties and indemnities. As at December 31, 2021 and
2020, provisions for this specific transaction amounted to =
P2,365.8 million and =
P2,662.5 million,
respectively.
While the gain on dilution of interest in MPHHI was recognized for accounting purposes for the year
ended December 31, 2019, the taxable gain shall be recognized upon actual conversion of the
Exchangeable Bond, hence the recognition of the deferred tax expense (see Note 16).
MPLC
On September 1, 2015, MPLC was incorporated with the primary purpose of engaging in the business
of logistics services relating to products, commodities, articles, and goods, including but not limited
to, storage, warehousing, warehouse and inventory management, transport and delivery.
MPLC’s subsidiaries include MetroPac Movers Inc. (“MMI”) and LogisticsPro, Inc.
In 2019, management approved MPLC’s business restructuring plan which involved among others,
(i) a strategy focusing on offering modern refrigerated and dry warehouse facilities and services with
warehouses strategically located in major transport arteries; (ii) scaling down of the trucking business
by offering trucking services to clients through subcontractors; and (iii) divestment of the freight
forwarding business. As a result of the changes in MPLC’s strategy and business focus, MPLC
recognized certain impairment of assets.
Considering the changing landscape in the Logistics space driven by the pace of digitalization in e-
commerce and rapidly evolving end-to-end consumer behavior, MMI has reassessed its priorities to
direct its focus on areas where it can best serve the needs and demands of the market. As such, it has
decided to discontinue investments in capital intensive, large-scale warehousing including the previously
announced Sta. Rosa logistics hub. This decision is also in line with the ongoing recalibration of capital
allocation plans at the MPIC parent level. MMI has ceased warehousing operations as of December 31,
2021. This discontinuation of its existing business triggered an impairment testing of the Company’s
investment in MPLC. Using the revised equity value of MPLC considering its remaining assets and
liabilities, a provision for decline in value covering the investment in MPLC amounting to
=2,986.6 million was recognized in 2021 as part of “Provision for impairment of assets” under “Other
P
expenses – net” in the parent company statement of comprehensive income. (see Note 15).
MMI has established that continuing to operate its existing business at the current economic and business
conditions is no longer viable and the operations of these companies are not any more sustainable.
Winding down activities including, but not limited to, termination of contracts with clients, suppliers,
lessors and subcontractors, retirement of business permit and other special licenses, termination of
employees, and other corporate clean-ups are expected to be completed by April 2022. However, MPLC
is still pursuing new logistics businesses that are currently at the business development stage.
MVPHI
MVPHI was incorporated in the Philippines and registered with the Philippine SEC on
March 10, 2017. On November 19, 2018, MVPHI, through its subsidiary, Surallah Biogas Ventures
Corp., finalized and signed the Substrate Conversion Agreements (“SCA”) with Dole Philippines,
Inc. (“DPI”) to design, construct, and operate biogas facilities specifically for DPI (the “Biogas
Project”).
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The Project involves establishing integrated waste-to-energy (“WTE”) facilities to primarily address
the waste disposal concerns of DPI and to use the derived biogas from the processing of the fruit
waste to supply a portion of the diesel and power requirements of the canneries of DPI in Surallah
and Polomok, both located in South Cotabato. The integrated WTE facility, consisting of a biogas
plant and an embedded power generation facility shall be established, owned and operated by a
special purpose company within the facilities of the end-user. As at April 7, 2022, the WTE facilities
are under construction. Completion is expected in the first half of 2022.
MPRRC
In March 2017, the consortium consisting of MPIC, Covanta Energy, LLC and Macquarie Group,
Ltd. was granted Original Proponent Status by the Quezon City Local Government Unit (“QC LGU”)
to design, construct, finance, and operate an Integrated Solid Waste Management Facility Project
(“ISWM Project”). The ISWM facility will be capable of processing and converting up to 3,000
metric tons per day of Quezon City’s municipal solid waste into 36 MW (net) of renewable energy,
enough to power between 60,000 to 90,000 homes. The ISWM Project will be undertaken through a
Joint Venture between QC LGU and the consortium in accordance with QC LGU Ordinance: No. SP-
2336, s. 2014 (“QC PPP Code”).
MPIC intends for MPRRC to be the holding company for its investment in the ISWM Project and
similar undertakings.
As at April 7, 2022, the Company is waiting for the issuance of the Notice of Award from the Quezon
City Government.
FCHI
On March 23, 2012, the Company incorporated FCHI which main activity is to hold shares of stocks
of companies, condominium units and other properties purely for investment purposes only. FCHI
acquires real estate properties which are used to house or accommodate consultants and other guests
of the Company, its affiliates, subsidiaries and other related companies.
Metro Vantage
In October 2018, MPIC incorporated Metro Vantage as a holding company for its real estate,
hospitality and tourism projects.
On February 19, 2020, MPIC announced the signing of a = P1.6 billion investment agreement with
Dusit International of Thailand (“Dusit”) to develop and manage jointly hospitality and residential
properties in the Philippines. The investment agreement was subject to certain specific performance
conditions precedent, including the approval of the PCC. Given the full impact of COVID-19, the
application to PCC did not progress. As at April 7, 2021, there are no plans to continue with this
agreement.
MPHTC
On June 4, 2020, the Company incorporated MPHTC (which is doing business under the name of
“mWell PH”) with the primary purpose of developing, designing and managing a mobile health
application for personal management of health and well-being.
Subscription payable to MPHTC amounting to =

P379.1 million as at December 31, 2020 were paid in
2021 (see Note 9).
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Landco
Landco is primarily engaged in all aspects of real estate business which includes real estate
consultancy encompassing project management and business planning services; dealing in and
disposing of all kinds of real estate projects involving commercial, industrial, urban, residential or
other kinds of real property; construction, management, operation and leasing tenements of the
corporation or other persons; and acting as real estate broker on a commission basis.
Additional allowance in decline in value with respect to various interests in Landco of
=1,403.2 million was recognized in 2020 (see Note 15). The impairment loss comprises of
P
write-down of the following assets to zero: (i) advances to Landco amounting to = P1,043.4 million;
and (ii) receivables from AB Holdings Corporation (“ABHC”; a shareholder in Landco) amounting to
=359.8 million included under the “Other noncurrent assets” account. Write-down on the receivables
P
from ABHC are included in the total ECL allowance as at December 31, 2021 and 2020 (see note 20).
With the impact of COVID-19 on the real estate industry and with the decision to no longer push
through with the investment agreement with Dusit (which projects would have made use of certain
Landco assets), management performed an impairment testing for its advances in Landco and
receivable from ABHC in 2020. The recoverable amount of the advances to Landco together with the
receivable from ABHC was measured using the estimate of the value in use of the investment in joint
venture. The valuation analysis involved discounting estimates of free cash flows by the appropriate
discount rate that reflects the risk and return profile of Landco as of testing date. The estimates of
cash flows comprise revenue projections, related costs and expenses, net working capital
requirements and capital expenditures expected to be incurred from Landco’s projects. These cash
flows were discounted using pre-tax weighted average cost of capital of 14.8% as the discount rate as
of testing date.
Additional advances of =
P900 million were made to Landco in 2021. With its record-breaking sales for
the year, management believes that the advances made to date are fully recoverable.
AFPI
AFPI was granted the rights and obligations to design, finance, construct, operate, and maintain the
Automated Fare Collection System (“AFCS”) Project for LRT-1, LRT-2, and Metro Railway Transit
Line 3 (“MRT-3”). The AFCS Project accommodates a contactless smartcard technology for stored
value ridership and contactless medium technology for single journey ridership. This system shall be
expandable to allow the inclusion of accepted participants and issuers into a generic micropayment
solution fulfilling other commercial functions. AFPI had its Full System Acceptance (“FSA”) on
December 16, 2015. Unless otherwise extended or terminated in accordance with the Service
Concession Agreement, the concession period shall commence on FSA date and end ten years from
the FSA date.
In 2021 and 2020, due to the lower-than-expected penetration rate into the micropayments business,
the Company recognized additional allowance for decline in value of investment amounting to
=60.0 million each year. The recoverable amount of the investment in AFPI was measured using the
P
estimate of the value in use of the investment discounted at 15.6% and 17.4% as at December 31,
2021 and 2020, respectively. The estimates of cash flows were based on most recent financial
budgets and forecasts representing best estimate of ranges of economic conditions that will exist over
the forecast period. The decline in value were recognized as “Other expense” in the statements of
comprehensive income for the years ended December 31, 2021 and 2020 (see Note 15).
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Indra Phils.
On October 14, 2015, MPIC acquired from MERALCO 84,012 common shares, comprising 24.95%
of the outstanding capital stock of Indra Phils. for an aggregate purchase price of P
=326.5 million.
Indra Phils. is one of the leading provider of information technology solutions to various businesses
and industries in the Philippines, with engagements in utilities and telecommunications, financial
services and public administration.
KM Infra
On December 9, 2020, MPIC and Keppel Infrastructure Fund Management Pte. Ltd. [in its capacity
as trustee-manager of Keppel Infrastructure Trust (“KIT”)] entered into a sale and purchase
agreement with Macquarie Infrastructure Holdings (Philippines) Pte. Limited, Government Service
Insurance System and Langoer Investments Holding B.V. for the acquisition of 100% of the total
issued capital stock of Philippine Tank Storage International Holdings, Inc. (“PTSI”).
On January 29, 2021, MPIC and Keppel Infrastructure Fund Management Pte. Ltd. (in its capacity as
trustee-manager of KIT) completed the acquisition of 100% of the total issued capital stock of PTSI
(the “Transaction Completion”). The shares of PTSI were indirectly acquired by MPIC and KIT
through a Philippine holding company, KM Infra, which, at the time of the Transaction Completion,
was 80% owned by Bay Philippines Holdings Corporation (“Bay PH”) (a 100% indirect subsidiary of
KIT) and 20% owned by MPIC.
On the same day after the Transaction Completion, Bay PH and MPIC entered into a Deed of Sale
whereby KIT agreed to sell to MPIC approximately 30% of the outstanding shares of KM Infra,
(“KM Sale Transaction”). As a result of the KM Sale Transaction, MPIC’s total shareholding in KM
Infra increased to approximately 50% of its total outstanding capital stock.
In addition to the payment of the purchase price for the additional 30% stake, MPIC also agreed to
reimburse KIT for transaction costs and expenses relating to the 30% interest that it agreed to sell to
MPIC.
MPIC and KIT also entered into a shareholders’ agreement to govern their relationship in managing
KM Infra and its subsidiaries, containing, among others, customary governance provisions, transfer
provisions and deadlock resolution mechanisms. The Company accounted for its investment in KM
Infra under the equity method of accounting as a jointly-controlled entity. Total acquisition cost for
the 50% effective ownership in PTSI amounted to = P7.1 billion (including transaction costs).
PTSI wholly owns PCSPC. Strategically located in the Subic Bay Freeport Zone, PCSPC is the
largest petroleum product import terminal in the Philippines with a storage capacity of approximately
6.0 million barrels. The 150-hectare facility comprises of 86 storage tanks, two piers and a pipeline
infrastructure connecting the entire facility. Due to its location, PCSPC provides clients with a well-
connected distribution hub to the largest economic catchment area – Metro Manila and North Luzon.
As at December 31, 2020, prior to the Transaction Completion, KM Infra, Razor Crest Storage
Infrastructure Holdings Corporation (“Razor”), and Hyperion Storage Holdings Corporation
(“Hyperion”) were all directly wholly owned entities by MPIC). These entities were all incorporated
for the purpose of investing into PTSI and PCSPC. After the restructuring and by the date of KM
Sale Transaction, MPIC’s stake in KM Infra was reduced to 50% and became a jointly controlled
entity by MPIC and KIT. KM Infra owns 100% of Razor, while Razor owns 100% of Hyperion.
Hyperion in turn owns 100% of PTSI.
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Entities under liquidation
 NOHI. NOHI became a subsidiary of the Company in 2006 as a result of shares swap between
MPHI, Metro Pacific Resources, Inc. (“MPRI”), Intalink B.V. and FPIL. NOHI was engaged in
the business of real estate investments and property development, investment holding and
management services. On July 18, 2012, the BOD of NOHI approved the shortening of the
corporate life of NOHI to until December 31, 2013. After expiration of NOHI’s corporate life on
December 31, 2013, NOHI proceeded immediately to the liquidation phase, which shall take
place over the succeeding three years or until the liquidation process is complete and all the
Company’s remaining assets have been disposed of and the proceeds divided accordingly among
all those with remaining interest in the company, under the management and supervision of an
appointed liquidator. NOHI holds investments in properties that have high market values based
on latest appraisal and valuation report. As at April 7, 2022, clearance from the local government
unit was already obtained while clearance from the Bureau of Internal Revenue (“BIR”) is still
being processed.
 FGNEC. FGNEC participated in the bidding for the proposed sale of the 246 MW Angat
Hydroelectric Power Plant but was only declared as the second ranking bidder. On July 22, 2015,
the BOD of FGNEC approved the shortening of the corporate life of FGNEC to until
December 31, 2016. As at April 7, 2022, FGNEC is awaiting tax clearance for closure of
business.
 Porrovia. Porrovia’s shareholders are MPIC (50%) and MPLRC (50%). On February 1, 2018,
Porrovia’s BODs resolved to amend and approve article four of the Articles of Incorporation
(“AOI”) by providing that the term for which Porrovia is to exist is from the date of issuance of
certificate of incorporation until March 31, 2019. The amended AOI reflecting the shortening of
the Company’s corporate life to until March 31, 2019 was approved by SEC on March 23, 2018.
As at April 7, 2022, clearance from the local government unit was already obtained while
clearance from BIR is still being processed.
 MGGW. On July 29, 2016, the Company’s Board of Directors (“BOD”) resolved to amend
article four of the Articles of Incorporation (AOI) by providing that the term for which MGGW is
to exist is from the date of issuance of certificate of incorporation until December 31, 2017.
During the Special Meeting of the Stockholders held on September 19, 2016, the stockholders
approved the amendment. The amended AOI reflecting the shortening of the Company’s
corporate life to until December 31, 2017 was approved by the SEC on December 29, 2016. As
at April 7, 2022, clearance from the local government unit already obtained while clearance from
BIR is still being processed.
 MPIC-JGS. BOD of MPIC-JGS approved the shortening of the company’s corporate life to until
February 15, 2016. As at December 31, 2020, LGU and BIR tax clearances were already
obtained.
Equity Instruments at FVOCI
On November 23, 2021, FWD Group Holdings Limited (“FWD”), a fast-growing and leading pan-
Asian life insurer, publicly filed a draft registration statement with the U. S. Securities and Exchange
Commission in connection with an initial public offering of American Depositary Shares representing
its ordinary shares. It subsequently switched its listing venue to Hong Kong from the U.S. On
December 13, 2021, the Company and FWD have agreed to implement the issue and subscription of
ordinary shares with a total cost of US$ 10 million as a pre-IPO investment prior to the completion of
its offering. The Company classified this investment as equity instruments at FVOCI which is
included under “Other noncurrent assets” account.
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8. Property and Equipment and Software Costs

Property and Equipment. The account consists of:
January 1, Additions/ December 31,
2021 Depreciation Disposals 2021
(In Thousands)
Cost:
Transportation equipment P83,800
= = 52,610
P (P
= 43,706) P92,704
=
Leasehold improvements 17,247 1,066 – 18,313
Office equipment 6,855 103 – 6,958
Computer equipment 39,745 2,636 (1,437) 40,944
Furniture and fixtures 5,889 83 – 5,972
Right-of-use assets (ROU assets) 63,039 – – 63,039
Construction in progress – 512 – 512
216,575 57,010 (45,143) 228,442
Less accumulated depreciation:
Transportation equipment 48,023 14,375 (21,614) 40,784
Leasehold improvements 11,521 2,603 – 14,124
Office equipment 6,078 372 – 6,450
Computer equipment 27,271 4,980 (1,272) 30,979
Furniture and fixtures 5,103 500 – 5,603
Right-of-use asset 28,786 14,104 – 42,890
126,782 36,934 (22,886) 140,830
= 89,793
P = 20,075
P (P
= 22,256) = 87,612
P
January 1, Additions/ December 31,

2020 Depreciation Write off Disposals Reclass 2020
(In Thousands)
Cost:
Transportation equipment =80,998
P =14,553
P (P
=2,548) (P
=9,203) =–
P =83,800
P
Leasehold improvements 53,393 246 (36,608) – 216 17,247
Office equipment 12,824 61 (2,331) (115) (3,584) 6,855
Computer equipment 34,572 5,670 (1,624) (926) 2,053 39,745
Furniture and fixtures 9,448 75 (3,417) – (217) 5,889
Right-of-use assets (ROU assets) 50,089 12,950 – – – 63,039
241,324 33,555 (46,528) (10,244) (1,532) 216,575
Less accumulated depreciation:
Transportation equipment 40,944 13,952 (2,548) (4,325) 48,023
Leasehold improvements 45,241 2,672 (36,608) – 216 11,521
Office equipment 7,498 406 (2,331) (112) 617 6,078
Computer equipment 27,292 4,631 (1,624) (880) (2,148) 27,271
Furniture and fixtures 8,163 574 (3,417) – (217) 5,103
Right-of-use asset 14,606 14,180 – – – 28,786
143,744 36,415 (46,528) (5,317) (1,532) 126,782
=97,580
P (P
=2,860) =–
P (P
=4,927) =–
P =89,793
P
The Company’s property and equipment are depreciated over a period of two to five years computed
on a straight-line basis or for leasehold improvements and ROU assets, over the term of the lease,
whichever is shorter.
ROU assets, which include lease of office space were initially measured at the amount of the lease
liability. Outstanding balance of lease liabilities as at December 31, 2021 and 2020 amounted to
=
P22.5 million and = P36.7 million, respectively (see Notes 9 and 22). For the years ended
December 31, 2021 and 2020, depreciation charge relating to ROU assets recognized under
‘operating expenses’ amounted to = P14.1 million and = P14.2 million, respectively (see Note 13).
Interest accretion on lease liability amounted to = P1.9 million and =
P2.2 million in 2021 and 2020,
respectively (see Note 14). Rental expenses relating to short-term and low value assets amounted to
=
P1.0 million and =P7.4 million recognized under ”Operating expenses” for the years ended
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The cost of fully depreciated property and equipment still in use as at December 31, 2021 and 2020
amounted to =P46.4 million and =P36.8 million, respectively.
Software Cost. Software cost represents costs of the Company’s accounting and reporting system
with estimated useful life of 5 years as follows:
January 1, Additions/ December 31, Additions/ December 31,
2020 Amortization Write off Reclass 2020 Amortization Write off 2021
(in Thousands)
Cost =111,110
P P44
= (P
= 1,193) =1,532
P = 111,493
P = 9,937
P (P
= 9,937) = 111,493
P
Less accumulated amortization 98,407 4,044 (1,193) 1,532 102,790 4,341 (1,491) 105,640
=12,703
P (P
= 4,000) =–
P =–
P = 8,703
P = 5,596
P (P
= 8,446) = 5,853
P
The cost of fully amortized software still in use as at December 31, 2021 and 2020 amounted to
=
P97.7 million and =P92.7 million, respectively.
Property and equipment and software costs are reported under “Other noncurrent assets” in the parent
company statements of financial position.
9. Accrued Expenses and Other Current Liabilities
2021 2020
(In Thousands)
Accrued expenses
Personnel costs P
=365,284 =368,412
P
Professional fees 109,896 208,000
Fringe benefit tax 86,969 112,589
Others* (see Note 6) 689,919 144,892
Interest payable (see Note 10) 553,972 771,685
Accounts payable 216,792 86,063
Statutory payables 60,648 69,543
Option liability (see Note 7) 44,325 6,455
Subscription payable (see Note 7) 31,738 430,863
Lease liabilities (see Notes 8 and 11) 5,713 19,933
Others 597 804
P
=2,165,853 =2,219,239
P
*This includes vaccine and vaccine administration costs which will be subsequently charged out to other entities.
Other current liabilities include statutory payables which represent government remittances pertaining
to VAT payable, expanded withholding taxes and contributions to Social Security System, Philippine
Health Insurance Corporation and Home Development Mutual Fund.
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10. Long-term Debt

MPIC’s long-term debt as at December 31 comprises of the following:
2021 2020
(In Thousands)
Peso-denominated bank loans P
=77,485,300 =79,674,199
P
USD-denominated bank loans 6,629,870 –
84,115,170 79,674,199
Less unamortized debt issue costs 608,323 558,914
83,506,847 79,115,285
Less current portion of long-term debt (net of
unamortized debt issue costs of =P92.5 million
and P=66.0 million as at December 31, 2021 and
2020, respectively) 3,631,356 2,122,919
Noncurrent portion of long-term debt P
=79,875,491 =76,992,366
P
The unamortized debt issue costs incurred in connection with the availment of long-term debt were
deducted against the long-term debt. The movements in debt issue costs in 2021 and 2020 are as
follows:
2021 2020
(In Thousands)
=558,914 =573,882
P
Debt issue costs incurred during the year 137,521 109,435
Amortization during the year (see Note 15) (88,112) (124,403)
Balance at end of year P
=608,323 =558,914
P
In 2020, the Company made additional loan drawdowns amounting to = P14.5 billion. The proceeds
were used to refinance a portion of its long term debt under various term loan facilities.
In January 2021, MPIC entered into an agreement to secure a five-year loan facility amounting to
US$130 million, bearing a variable interest rate. The proceeds of the loan were used by MPIC to
partially finance its investments. The facility has been fully drawn.
As part of its rate reduction initiatives and as provided for in its loan agreements, MPIC was able to
negotiate the re-rating of its borrowing cost on the following loans. The repricing did not constitute a
substantial modification of the loans and only the effective interest rates were recalculated.
o P =5 billion term facility agreement with BDO Unibank, Inc. (“BDO”) – from 8.59% to 4.70%
effective November 29, 2020
o P =10 billion term facility agreement with Bank of the Philippine Islands – from 6.13% to 4.60%
effective June 29, 2021
o P =6.5 billion term facility agreement with China Banking Corporation – from 6.10% to 5.05%
effective June 30, 2021
o P =10 billion term facility agreement with BDO Unibank, Inc. – from 5.79% to 4.61% effective
July 29, 2021
o P =7.0 billion syndicated term facility agreement with BDO Unibank, Inc., China Banking
Corporation, and Philippine Savings Bank – from 7.23% to 4.83% effective September 29, 2021
The Company’s borrowings were effectively at fixed rates ranging from 4.5% to 8.4% as at
December 31, 2021 and 4.5% to 9.2% as at December 31, 2020. Certain of the Company’s loans that
bear a fixed rate for the first five years are subject to an interest rate repricing on the fifth year
(see Note 20, Interest Rate Risk).
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Total interest expenses, excluding amortization of debt issue costs, recognized in 2021 and 2020
amounted to = P4.5 billion and P
=5.2 billion, respectively (see Note 15).
The Company has not made any pledges as collateral with respect to the long-term debt as of
December 31, 2021 and 2020. The repayments of loans based on existing terms are provided in
Note 20.
Further, MPIC does not guarantee the borrowings of its investee companies but there are standard
cross-default and cross-acceleration provisions in its loan agreements.
MPIC’s Term Loan Agreement. On April 5, 2022, the Company entered into a 10-year term loan
agreement with a local bank amounting to = P5.0 billion. This shall be used by the Company to
partially finance its investments in various projects and for general corporate purposes.
Covenants. These loans contain, among others, covenants regarding maintenance of reserve account
and achieving certain financial ratios such as (1) debt-to-equity ratio not to exceed 70:30; and
(2) debt-service coverage ratio (“DSCR”). These loans contain a negative pledge on all existing and
future assets of MPIC. Certain loan facilities were identified to have embedded derivatives such as
prepayment options and interest rate floors. These embedded derivatives, however, are not required
to be bifurcated from the host loan since: (1) the exercise price of the prepayment option
approximates the carrying amount of the loan at each exercise date; and (2) interest rate floor is out of
the money, hence, identified embedded derivatives are clearly and closely related to the host loan.
As at December 31, 2021 and 2020, MPIC has complied with all of its debt covenants.
11. Related Party Transactions
Enterprises and individuals that directly or indirectly, through one or more intermediaries, control the
Company, or which are controlled by or under common control with the Company, including holding
companies, subsidiaries and fellow subsidiaries, are related parties of the Company. Associates and
individuals owning, directly or indirectly, an interest in the voting power of the Company that gives
them significant influence over the enterprise, key management personnel, including directors and
officers of the Company and close family members of these individuals, and companies associated
with these individuals also constitute related parties. In considering each possible related entity
relationship, attention is directed to the substance of the relationship, and not merely the legal form.
The following table summarizes the total amount of transactions with related parties for the relevant
years:
Dividend Communication, Donations and
Backoffice services Income light and water and Contributions
Relationship fees (see Note 15) (see Note 7) Rent (see Note 13) (see Note 13) Total
(In Thousands)
MWHC Subsidiary 2021 P
=– P
=1,433,647 P
=– P
=– P
=1,433,647
2020 – – – – –
Maynilad Subsidiary 2021 – 156,311 – – 156,311
2020 – – – – –
MPTC Subsidiary 2021 – 1,852,719 – – 1,852,719
2020 – 1,796,920 – – 1,796,920
Beacon Electric Subsidiary 2021 – 15,437,251 – – 15,437,251
2020 – 6,364,270 – – 6,364,270
MERALCO Associate 2021 – 1,524,657 – – 1,524,657
2020 – 1,786,362 – – 1,786,362
Indra Phils. Associate 2021 – 23,703 – – –
2020 – – – – –
MMI Subsidiary 2021 P
=240 P
=– P
=– P
=– P
=240
2020 460 – – – 460
FCHI Subsidiary 2021 – – – – –
2020 – – 1,200 – 1,200
*SGVFS162913*
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Dividend Communication, Donations and

Backoffice services Income light and water and Contributions
Relationship fees (see Note 15) (see Note 7) Rent (see Note 13) (see Note 13) Total
(In Thousands)
MPHHI Associate 2021 4,520 – – – 4,520
2020 4,410 – – – 4,410
SBVC Subsidiary 2021 556 – – – 556
2020 315 – – – 315
MPLRC Subsidiary 2021 371 – – – 371
2020 210 – – – 210
SESI Subsidiary 2021 – – 2,386 – 2,386
2020 – – 2,240 – 2,240
PLDT Associate of FPC 2021 – – 4,121 – 4,121
2020 – – 3,589 – 3,589
Metro Pacific Investments
Foundation, Inc. (MPIF) Affiliate* 2021 – – – 14,488 14,488
2020 – – – 14,776 14,776
2021 P
=5,687 P
=20,428,288 P
=6,507 P
=16,874 P
=20,454,970
2020 =5,395
P =9,947,552
P =7,029
P =14,776
P =9,972,512
P
* Affiliates are companies under common control or management.
The Company provides back-office functions to its subsidiaries covered by a management agreement.
Management fees are non-interest bearing, unsecured, requires cash settlement, and are not impaired.
The Company, in the normal course of business, has advances with related parties. Advances are due
and demandable, non-interest bearing, unsecured and requires cash settlement. Due from related
parties as at December 31, 2021 and 2020 are fully collectible. No impairment loss was recognized
in 2021 and 2020.
Outstanding balances as at December 31 are carried in the parent company statements of financial
position under the accounts listed below.
Due from related parties Due to related parties

Nature of Transaction 2021 2020 2021 2020
(In Thousands)
Subsidiaries
Metro Pacific Tollways South
Management Corporation Advances = 11,854
P =–
P P–
= =–
P
MLCI Advances 8,934 – – –
MPTC Advances 168 – – –
LRMC Advances 147 – – –
Maynilad Advances 138 – – –
SBVC Advances 137 306 – –
Metro Vantage Advances 49 49 – –
MMI Service fees 19 382 7 –
MPHTC Advances 18 11 – –
MPLRC Advances 15 204 – –
Porrovia Advances – – 10,126 10,126
Southbend Express Services. Inc. Contractual services – – 236 –
MPW Advances – 1,317 – –
MVPHI Advances – 10 – –
Associates
MPHHI Service fees and advances 1,907 767 – –
MERALCO Advances 199 – – –
Other related parties*
FPC Advances 698 872 – –
PLDT Inc Outside services – – 240 –
PLDT Communications and Energy
Ventures, Inc. (“PCEV”) Payable – – – 2,388,408
Others Advances 203 12 867 71
24,486 3,930 11,476 2,398,605
Less current portion 24,486 3,930 11,476 2,398,605
=–
P P
=– =–
P P
=–
*Other related parties are affiliates through FPC.
*SGVFS162913*
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PCEV
Due to PCEV as at December 31, 2020 represents the present value of the outstanding amount for the
purchase price of Beacon Electric shares acquired in May 2016 and June 2017. On May 30, 2016,
MPIC acquired from PCEV 645,756,250 common shares and 458,370,086 preferred shares of Beacon
Electric for the total consideration of =
P26.2 billion. Of the total consideration of =
P26.2 billion,
=17.0 billion was settled immediately while the remaining payable to PCEV shall be paid as follows:
P
(a) =
P2.0 billion in June 2017, (b) =
P2.0 billion in June 2018, (c) =
P2.0 billion in June 2019, and
(d) =
P3.2 billion in June 2020. The outstanding balance as at December 31, 2019 amounting to
=3.2 billion (at nominal amount) was fully settled in June 2020.
P
On June 13, 2017, MPIC entered into a Share Purchase Agreement with PCEV for the purchase of
PCEV’s 25% remaining interest in Beacon Electric for a total purchase price of =P21.8 billion,
=12.0 billion was settled immediately while the remaining payable to PCEV shall be settled equally
P
over the next four years beginning June 30, 2018. The outstanding balance as at December 31, 2020
amounted to =P2.4 billion (at nominal amounts) which was fully settled in June 2021.
Upon full settlement of the consideration, MPIC acquired all voting rights over these shares.
MPIF
MPIF is a private nonstock, nonprofit corporation established in the Philippines on April 21, 2009 to
support projects, programs and activities for the improvement of community welfare, social education
and public health through giving of grants to educational institutions for the establishment of student
grants and loan funds, supporting disaster relief rehabilitation programs and activities, and
conducting/sponsoring scientific/technical research and development activities for social and
economic upliftment. MPIF is the corporate foundation of MPIC.
In October 2018, MPIF obtained its certificate of registration from the Department of Social Welfare
and Development. MPIF’s renewal of certificate of registration was issued on January 27, 2022
while its license to operate shall be valid for three (3) years covering the period from
February 22, 2022 to February 23, 2025. On September 27, 2019, BIR issued certificate of tax
exemption to MPIF under Section 30(e) of the National Internal Revenue Code of 1997, as amended.
On December 9, 2020, the Foundation was duly accredited by the Board of Trustees of Philippine
Council for Non-Governmental Organization Certification (“PCNC”). The PCNC certification was
originally valid for one year until December 8, 2021 and was renewed and effective until
February 22, 2025. As of April 7, 2022, BIR approved MPIF’s application for renewal and granted
MPIF’s Donee Status, valid until February 22, 2025.
MPIC made contributions to MPIF amounting to =

P14.5 million and =
P14.8 million in 2021 and 2020,
respectively.
Philippine Long Distance Telephone Company Inc. (“PLDT”)

PLDT is one of the largest and most diversified telecommunications company in the Philippines
which delivers data and multi-media services nationwide. Services rendered by PLDT substantially
pertains to rent, utilities (such as telecommunications and internet services) and other services.
Arrangement with PLDT for lease of office space was scoped in under PFRS 16 with recognition of
ROU asset and Lease liability. The rent payments made in 2021 and 2020 amounting to
=16.2 million and =
P P15.6 million, respectively, were accounted for as reduction in lease liability.
Others
Other transactions with related parties are mainly advances to finance various projects as well as
intercompany charges for share in certain operating and administrative advances. These
intercompany accounts are non-interest bearing and due and demandable.
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Compensation of Key Management Personnel

Key management personnel are those persons having authority and responsibility for planning,
directing, and controlling the activities of the Company, directly or indirectly. Compensation and
benefits of the Company’s key management personnel for the years ended December 31, 2021 and
2020 are as follows:
2021 2020
(In Thousands)
Short-term employee benefits P
=305,950 =387,829
P
Post-employment benefits - Retirement cost
(see Notes 13 and 14) 14,911 18,274
LTIP expense (see Notes 13 and 14) 12,213 336,172
Other employee benefits* 5,830 103,174
P
=338,904 =845,449
P
*Other employee benefits included severance pay of retired key management personnel.
Directors’ Remuneration
Annual remuneration of the directors amounted to =
P7.5 million and =
P7.9 million for the years ended
Non-executive directors are entitled to a per diem allowance of =
P100,000 for each attendance in the
Company’s Board meetings and = P50,000 for each attendance in the Company’s Committee meetings.
The Company’s By-Laws provide that an amount equivalent to 1.0% of net profit after tax of the
Company shall be allocated and distributed among the directors of the Company who are not officers
of the Company or its subsidiaries and affiliates, in such manner as the BOD may deem proper. No
accrual was made with respect to this scheme as at December 31, 2021 and 2020 in the absence of
resolution from the BOD. There are no other special arrangements pursuant to which any director
will be compensated.
12. Equity
Details of authorized and issued capital stock follow:
2021 2020
No. of Shares Amount No. of Shares Amount
(In Thousands except for number of shares and stockholders)
Authorized common shares - P =1.00 par value 38,500,000,000 = 38,500,000

P 38,500,000,000 =38,500,000
P
Authorized preferred shares:
Class A - P
=0.01 par value 20,000,000,000 200,000 20,000,000,000 200,000
Class B - P
=1.00 par value 1,350,000,000 1,350,000 1,350,000,000 1,350,000
Balance at December 31 59,850,000,000 = 40,050,000
P 59,850,000,000 =40,050,000
P
Issued and Outstanding - common shares:

Issued - common shares 31,569,338,752 = 31,569,339
P 31,569,338,752 =31,569,339
P
Less: Treasury Shares (1,499,091,000) (1,499,091) (900,540,000) (900,540)
Balance at end of year 30,070,247,752 = 30,070,248
P 30,668,798,752 =30,668,799
P
Treasury shares - common shares:
Balance at beginning of year 900,540,000 P3,419,760*
= 600,000 =4,055
P
Share buy-back 598,551,000 2,284,981* 900,540,000 3,419,760*
Issuance of share grant − − (600,000) (4,055)
Balance at end of year 1,499,091,000 = 5,704,741
P 900,540,000 =3,419,760
P
Issued - preferred shares - Class A:

Balance at beginning and end of year 9,128,105,319 = 91,281
P 9,128,105,319 =91,281
P
Total number of stockholders 1,289 − 1,291 −

*Including transaction costs.
*SGVFS162913*
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Class A Preferred Shares

Holders of Class A Preferred Shares are entitled to vote and shall receive preferential cash dividends
at the rate of 10.0% per annum based on share’s par value, upon declaration made at the sole option
of the BOD. Dividends on these preferred shares, which shall be paid out of the Company’s
unrestricted retained earnings, are cumulative whether in any period the amount is covered by
available unrestricted retained earnings. No dividends or other distributions shall be paid or declared
and set apart for payment in respect of the common shares, unless the full accumulated dividends on
all Class A Preferred Shares shall have been paid or declared. Holders of Class A Preferred Shares
do not have right to participate in any additional dividends declared for common shareholders. MPHI
holds all of the Company’s Class A Preferred Shares.
There are no undeclared dividends as at December 31, 2021 and 2020.
Class B Preferred Shares

The Company may issue one or more series of Class B Preferred Shares, as the BOD may determine.
The BOD shall also determine (a) cash dividend rate of such preferred share, which in no case to
exceed 10.0% per annum; and (b) period and manner of conversion to common shares or redemption.
Dividends on these preferred shares, which shall be paid out of the Company’s unrestricted retained
earnings, are cumulative whether in any period the amount is covered by available unrestricted
retained earnings. No dividends shall be paid or declared and set apart for payment in respect of the
common shares or Class A Preferred Shares, unless the full accumulated dividends on all Class B
Preferred Shares shall have been paid or declared. Holders of Class B Preferred Shares do not have
right to participate in any additional dividends declared for common shareholders.
There were no Class B Preferred Shares issued in 2021 and 2020.
Treasury Shares
On February 26, 2020, the BOD approved the implementation of a Share Buyback Program. Said
program to run for a period of three (3) months from the date of the approval by the BOD or until
May 26, 2020, with the amount of up to = P5.0 billion being allocated to effect share buybacks under
the program. The purpose for the Share Buyback Program was to improve shareholder value. A total
of 213,483,000 shares were acquired for purposes of the Share Buyback Program for an accumulated
cost of =
P705.8 million (including transaction cost).
On October 1, 2020, the MPIC’s Board of Directors approved a second round of the Share Buyback
Program of up to = P5.0 billion commencing on October 2, 2020 until the utilization of the
aforementioned amount, or as may otherwise be determined by the Board of Directors. The purpose
for the Share Buyback Program is to enhance and improve shareholder value and to manifest
confidence in the Company’s value and prospects through the repurchase of its common shares.
Consequently, the Company’s buyback transactions will be triggered in the cases where: (i) the
Company's stock is deemed to be substantially undervalued, (ii) when there is high volatility in share
prices, or (iii) in any other instance where a buyback would serve to enhance or improve shareholder
value, in each as may be reasonably determined by a special committee of the Board established for
this purpose. From October 2, 2020 to November 4, 2020, a total of 687,057,000 shares were
acquired for purposes of the Share Buyback Program for an accumulated cost of P =2,715 million,
including transaction costs. For the year ended December 31, 2020, acquisition of treasury shares
totaled 900.5 million shares for a total costs of =
P3,420 million.
On various dates from July 28 to September 13, 2021, MPIC resumed its Share Buyback Program as
approved by the Board on October 1, 2020. In 2021, the Company acquired a total of 598.6 million
shares at an average price of P
=3.82 per share and for an accumulated cost of P
=2,285 million. As of
*SGVFS162913*
- 42 -
September 13, 2021, the approved amount reserved for the Share Buyback Program has been fully
utilized.
On February 16, 2022, with the same purpose in mind and to further manifest confidence in the
Company’s value and prospects, the BOD approved a third round of Share Buyback Program of up to
=5 billion commencing on February 17, 2022 until the utilization of the aforementioned amount, or as
P
may otherwise be determined by the BOD. As at April 7, 2022, MPIC acquired a total of 413.4 million
shares at an average price of P
=3.75 per share and for an accumulated cost of P=1,550 million.
Record of Registration of Securities with the Philippine SEC

In accordance with Revised SRC Rule 68, Annex 68-K, below is a summary of the Company’s track
record of registration of securities:
Number of holders
Number of of securities as at
Date of SEC registered shares December 31,
Issue Offer price approval securities 2021 2020
Tender offer to shareholders of Four (4) MPC shares October 25, 2006 Common shares of 1,289 1,291
Metro Pacific Corporation for one (1) MPIC 56,878,766*
(MPC) covering subscription share plus three
warrants relating to common (3) warrants Subscription – –
shares of MPIC with par value warrants of
of P
=1.0 per share 170,636,298
*Covered the 2006 registered shares only
The shares relating to the transaction above were exchanged in the PSE on December 15, 2006,
effectively listing MPIC via listing by way of introduction. Out of the total warrants available for
conversion, 143,976,756 warrants were converted as at December 31, 2007 and 2,549,211 warrants
expired on December 15, 2007.
Dividends
Dividends declared and paid are as follows:
2021 2020
(In Thousands)
Declared and paid:
Final dividend:
Common shareholders (P =0.076 per share as
final dividends for the calendar years
in 2020 and 2019) P
=2,330,829 =2,396,253
P
Class A preferred shareholders 4,564 4,564
Interim dividend declared and paid during
the year:
Common shareholders (P =0.0345 per share
in 2021 and 2020) 1,052,046 1,081,777
Class A preferred shareholders 4,564 4,564
P
=3,392,003 =3,487,158
P
On March 9, 2022, the BOD approved the declaration of the cash dividends of = P0.076 per common
share in favor of the Company’s shareholders of record as of the record date of March 25, 2022 with
payment date of April 6, 2022. On the same date, the BOD also approved the declaration of cash
dividends amounting to a total of =
P4.6 million in favor of MPHI as the sole holder of Class A
Preferred shares.
*SGVFS162913*
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Equity Reserves
This account is used to recognize the value of equity-settled share-based payments pertaining to
RSUP that are provided to certain employees, including key management personnel and directors, as
part of their remuneration. The equity reserve from RSUP amounted to P =90.6 million and
=68.1 million as at December 31, 2021 and 2020, respectively (see Note 17).
P
13. Operating Expenses
2021 2020
(In Thousands)
Personnel costs P
=557,398 =844,328
P
Professional fees 388,134 364,426
Corporate initiatives 233,676 79,602
Donations and contributions (see Note 11) 120,211 80,056
Outside services 66,368 46,333
Depreciation and amortization (see Note 8) 41,275 40,459
Public relation 32,255 47,032
Supplies 11,994 15,873
Insurance 11,252 9,979
Directors’ fee (see Note 11) 7,500 7,911
Communication, light and water (see Note 11) 5,296 5,644
Membership dues 4,914 1,641
Seminars and conferences 3,638 2,313
Transportation and travel 3,531 4,207
Taxes and licenses 2,096 159
Rent (see Notes 8 and 11) 1,047 7,403
Others 12,802 1,960
P
=1,503,387 =1,559,326
P
Personnel costs for the years ended December 31, 2021 and 2020 consist of:
2021 2020
(In Thousands)
Salaries and wages P
=399,420 =289,211
P
Employee leaves 29,102 23,106
RSUP expense (see Note 17) 22,490 34,088
Fringe benefit tax 15,131 46,259
Retirement cost (see Note 14) 13,256 23,034
LTIP expense (see Note 14) 12,212 336,172
Other employee benefits* 65,787 92,458
P
=557,398 =844,328
P
*Other employee benefits include benefits of retired and resigned employees.
*SGVFS162913*
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14. Employee Benefits
LTIP
Certain of the Company’s employees are eligible for long-term employee benefits under a long-term
incentive plan. The liability recognized on the LTIP comprises the present value of the defined
benefit obligation and was determined using the projected unit credit method. Each LTIP
performance cycle generally covers 3 years (e.g., 2019 to 2021) with payment intended to be made at
the end of each cycle (without interim payments) and is contingent upon the achievement of an
approved target core income of the Company by the end of the performance cycle. Each LTIP
performance cycle is approved by the BOD of the Company. On January 31, 2020, the
Compensation Committee approved MPIC’s LTIP covering cycle 2019 to 2021. MPIC’s LTIP
comprises of cash incentives and share award. The Company shall secure exemption ruling from the
SEC on the share award, which is necessary for the Company to reacquire MPIC common shares in
the market.
On August 4, 2021, the BOD approved the extension of the performance cycle of MPIC from
2019-2021 to 2019-2022 and the treatment of 2020 as a non-performance year. Hence, payout which
was originally scheduled in 2022 is moved to 2023. Accordingly, adjustments made to reflect the
extension amounted to =P125 million bringing the total provision to =
P719 million as at
December 31, 2021. The adjustment was recorded as a reduction to the current year LTIP expense
under “Personnel costs” in operating expenses.
The total cost of the LTIP for 2021 and 2020 amounted to = P12.2 million and =P336.2 million,
respectively, included in “Personnel costs” under “Operating expenses” in the parent company
statements of comprehensive income (see Note 13). LTIP payable is presented under “Other
noncurrent liabilities” as at December 31, 2021 and 2020. The details of LTIP payable as at
December 31 are as follows:
2021 2020
(In Thousands)
Beginning balance P
=706,751 =536,336
P
Current provision 12,212 336,172
Recalibration* – (165,757)
LTIP payable P
=718,963 =706,751
P
*Reclassification adjustments related to the equity-settled portion of the LTIP based on approved terms (see Notes 12 and 17).
To fund the LTIP programs for each cycle, MPIC enters into Investment Management Agreement
(“IMA”) with a Trustee Bank. The LTIP fund will continue to accumulate until the LTIP target
payout. The investment portfolio of IMA is limited to the following: securities issued, directly or
indirectly, or guaranteed by the government; and time deposit and money market placements issued
by any of the top ten banks in the Philippines.
Pension
Regulatory Environment. RA No. 7641, Retirement Pay Law, requires a minimum benefit of
equivalent to one-half month’s salary for every year of service, with six months or more of service
considered as one year. As the Company operates in the Philippines, it provides for a defined
contribution retirement plan that considers the minimum benefit guarantee mandated under
RA No. 7641.
*SGVFS162913*
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Defined Contribution Retirement Plan. The retirement benefits of the Company’s employees are
provided through a defined contribution scheme as approved by the BOD on August 4, 2010. The
retirement plan is a contributory plan wherein the Company undertakes to contribute a predetermined
amount to the individual account of each employee and the employee gets whatever is standing to his
credit upon separation from the Company. The retirement plan is managed and administered by the
compensation committee and a trustee bank had been appointed to hold and invest the assets of the
retirement fund in accordance with the provisions of the Plan.
The Company’s contributions to the plan are made based on the employee’s monthly basic salary
which is at 10.0%. Additionally, an employee has an option to make a personal contribution to the
fund, at an amount not exceeding 40.0% of his monthly salary. The Company then provides an
additional contribution to the fund which aims to match the employee’s contribution but only up to a
maximum of 5.0% of the employee’s monthly salary. Although the plan has a defined contribution
format, the Company regularly monitors compliance with RA No. 7641, which provides for its
qualified employees under a defined benefit minimum guarantee. The defined minimum guarantee is
equivalent to a certain percentage of the monthly salary payable to an employee at normal retirement
age with the required credited years of service based on the provisions of RA No. 7641. Accordingly,
the Company accounted for the retirement obligation under the higher of defined benefit obligation
relating to the minimum guarantee and the obligation arising from the defined contribution plan.
Disclosures required for a defined benefit retirement plan apply to the Company’s retirement plan.
Each year, the Company’s Compensation Committee reviews compliance with RA No. 7641 to
evaluate the level of funding that would ensure that the expected future value of the defined benefit
contribution plan asset is sufficient to cover the future expected value of retirement benefits
prescribed by RA No. 7641.
Retirement Costs. The following tables summarize the components of the retirement costs under the
defined contribution plan included in “Personnel costs” under “Operating expenses” account in the
parent company statements of comprehensive income.
2021 2020
(In Thousands)
Current service cost P
=12,762 =22,666
P
Net interest expense 494 368
Total retirement cost (see Note 13) P
=13,256 =23,034
P
Remeasurement effects recognized in OCI are as follows:
2021 2020
(In Thousands)
Actuarial gain (loss) (P
=2,618) =633
P
Loss on return on plan assets excluding amount
included in net interest cost (1,353) (15,289)
Effect of the asset ceiling – 5,984
(3,971) (8,672)
Deferred tax (see Note 16) 2,013 2,602
Actuarial loss, net of deferred tax (P
=1,958) (P
=6,070)
*SGVFS162913*
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The funded status and amounts recognized in the parent company statements of financial position for
pension liabilities (recorded under “Other noncurrent liabilities”) are as follows:
2021 2020
(In Thousands)
Present value of obligation (P
=101,504) (P
=110,834)
Fair value of plan assets 100,822 108,035
Pension liability, net (P
=682) (P
=2,799)
Movements in the present value of obligation are as follows:
2021 2020
(In Thousands)
Present value of obligation at the beginning of year P
=110,834 =129,447
P
Current service cost 12,762 22,666
Interest cost 4,606 7,171
Benefits paid (29,316) (47,817)
Actuarial loss (gain) due to:
Experience adjustments 3,321 (138)
Changes in demographic assumptions 112 (2,337)
Changes in financial assumptions (815) 1,842
Present value of obligation at the end of year P
=101,504 =110,834
P
Movements in the fair value of plan assets are as follows:
2021 2020
(In Thousands)
Fair value of plan assets at beginning of year P
=108,035 =140,747
P
Interest income included in net interest cost 4,112 7,117
Loss return excluding amount included in net
interest cost (1,353) (15,289)
Actual contributions 19,344 23,277
Benefits paid (29,316) (47,817)
Fair value of plan assets at end of year P
=100,822 =108,035
P
Actual gain (loss) on plan assets P
=2,759 (P
=8,172)
The allocations of the fair value of the trust fund as at December 31, 2021 and 2020 are as follows:
2021 2020
(In %)
Investments in:
Corporate equities, Government securities and
Bonds 65 65
Unit trust funds 33 34
Cash and cash equivalents 2 1
100 100
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As at December 31, 2021 and 2020, the trust fund consists of the following:
 Investments in government and corporate securities include fixed-rate treasury notes and retail
treasury bonds and debt securities that bear interest ranging from 3.26% to 6.49% (2021) and
3.42% to 8.01% (2020) per annum and have maturities of up to 2024 as at December 31, 2021
and 2020.
 Unit trust funds include subscription with unit investment fund offered by local institutional
investment banks.
 Cash and cash equivalents include regular savings and time deposits, which bear interest of nil
per annum as at December 31, 2021 and 2020.
While the Company does not perform any Asset-Liability Matching Study, the risks arising from the
nature of the assets comprising the fund, are mitigated as follows:
 Credit Risks. Exposure to credit risk arises from financial assets comprising of cash and cash
equivalents and investments. The credit risk results from the possible default of the issuer of the
financial instrument, with a maximum exposure equivalent to the carrying amount of the
instruments. The risk is minimized by ensuring that the exposure is limited only to the
instruments as recommended by the fund managers.
 Share Price Risk. Exposure arises from holdings of shares of stock being traded at the PSE. The
price risk emanates from the volatility of the stock market. Policy is to limit investment in shares
of stock to blue chip issues or issues with good fair values.
 Liquidity Risk. This risk relates to the risk that the fund is unable to meet its payment obligations
associated with its retirement liability when they fall due. To mitigate this risk, the Company
contributes to the fund from time to time, based on the recommendations of the actuary with the
objective of maintaining their respective fund in a sound condition.
The principal assumptions used to determine pension benefits as at December 31 are as follows:
2021 2020
Discount rate 5.14% 3.99%
Salary increase rate 8.00% 8.00%
The discount rate represents the range of single weighted average discount rate used by the Company
in arriving at the present value of defined benefit obligation, service and interest cost components of
the retirement cost. Assumptions regarding future mortality rate are based on the 2017 Philippine
Intercompany Mortality Table, which provide separate rates for males and females.
The weighted average duration of the expected benefit payments is approximately 8.4 years and
9.9 years in 2021 and 2020, respectively.
Shown below is the maturity analysis of the undiscounted benefit payments as at December 31:
2021 2020
(In Thousands)
Less than one year P
=11,070 =14,432
P
More than one year to five years 52,811 51,227
More than five years to 10 years 60,495 61,411
More than 10 years to 15 years 63,974 63,053
More than 15 years 59,430 74,984
*SGVFS162913*
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Sensitivity Analysis. The calculation of the defined benefit obligation is sensitive to the assumptions
set above. The following table summarizes how the present value of defined benefit obligation as at
December 31 would have increased (decreased) as a result of change in the respective assumptions
by:
Movements 2021 2020

Discount rate +1% (P
=501) (P
=1,252)
-1% 978 1,520
Salary increase rate +1% 928 1,431

-1% (493) (1,207)
The Company currently expects to make approximately =
P13.4 million of cash contributions to its
retirement fund in 2022.
15. Interest Income, Interest Expense and Other Income (Expenses)

Below are the sources of Company’s interest income, interest expense and other income (expenses):
2021 2020
(In Thousands)
Interest income:
Cash and cash equivalents, short-term deposits
and restricted cash (see Note 5) P
=158,322 =554,107
P
LTIP deposit 8,234 –
Accretion on receivable (see Note 7) – 133,749
P
=166,556 =687,856
P
Interest expense:
Long-term debt (see Note 10) P
=4,488,541 =5,199,923
P
Accretion on financial liabilities
(see Notes 7, 9 and 11) 154,686 353,061
Amortization of debt issue cost (see Note 10) 88,112 124,403
Accretion on lease liabilities (see Notes 8 and 24) 1,949 2,244
P
=4,733,288 =5,679,631
P
Other income (expenses) - net:

Provision for impairment of assets (see Note 7) (P
=3,046,624) (P
=1,491,099)
Change in fair value of derivative (37,869) 39,537
Backoffice services fees (see Note 11) 5,687 5,395
Gain on dilution of interest (see Note 7) – 729,297
Others 1,743 4,280
(P
=3,077,063) (P
=712,590)
*SGVFS162913*
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16. Income Taxes
Corporate Recovery and Tax Incentive for Enterprise Act (“CREATE Act”)
On March 26, 2021, President Rodrigo Duterte signed into law Republic Act (“RA”) 11534 or the
Corporate Recovery and Tax Incentives for Enterprises (“CREATE”) Act to attract more investments
and maintain fiscal prudence and stability in the Philippines. The CREATE Act introduces reforms to
the corporate income tax and incentives systems.
The following are the key changes to the Philippine tax law pursuant to the CREATE Act:
 Effective July 1, 2020, the Regular Corporate Income Tax (“RCIT”) rate is reduced from 30% to
25% for domestic and resident foreign corporations. For domestic corporations with net taxable
income not exceeding P =5 million and with total assets not exceeding =
P100 million (excluding land
on which the business entity’s office, plant and equipment are situated) during the taxable year, the
RCIT rate is reduced to 20%
 MCIT rate is reduced from 2% to 1% of gross income effective July 1, 2020 to June 30, 2023
As clarified by the Philippine Financial Reporting Standards Council in its Philippine Interpretations
Committee Q&A No. 2020-07, the CREATE Act was not considered substantively enacted as of
December 31, 2020 even though some of the provisions have retroactive effect to July 1, 2020. The
passage of the CREATE Act into law on March 26, 2021 is considered as a non-adjusting subsequent
event. Accordingly, current and deferred taxes as of and for the year ended December 31, 2020
continued to be computed and measured using the applicable income tax rates as of
December 31, 2020, which as at 2% MCIT for financial reporting purposes.
Applying the provisions of the CREATE Act, the Company would have been subjected to lower
MCIT of 1% and corporate income tax rate of 25% effective July 1, 2020. As at December 31, 2020,
the Company is in a tax loss position under RCIT but has taxable profit subject to MCIT during the
current year.
Under the CREATE Act, the lower regular corporate income tax rate of 25% and MCIT of 1%
applies retroactively to July 1, 2020.
 Based on the provisions of the BIR Revenue Regulations (“RR”) No. 05-2021 dated April 8,
2021, the applicable statutory tax rate for the calendar year ended December 31, 2020 is 27.5%
while MCIT is at 1.5%. No income tax expense was recognized by the Company in relation to
RCIT in 2020. The amount of = P0.06 million was reflected as an adjustment to MCIT in the 2020
Annual Income Tax Returns.
 Deferred tax assets and liabilities were remeasured using the applicable statutory tax rate of 25%
under the CREATE Act. This resulted in a net benefit of P =1.0 million in 2021.
The above adjustments in income tax provision were recognized for the year ended
December 31, 2021. Meanwhile, the tax rates provided for under the CREATE Act were used in
2021.
Current Tax and Final Tax
The provision for current income tax which represents MCIT amounted to = P0.2 million for the years
ended December 31, 2021 and 2020. MCIT is imposed where RCIT at 25% is less than 1% MCIT on
gross income. Final tax for the years ended December 31, 2021 and 2020 amounted to = P32.8 million
and P
=125.2 million, respectively, which is solely from interest income earned from banks.
*SGVFS162913*
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Deferred Tax
a. The Company’s deferred tax liabilities as at December 31 are as follows:
2021 2020
(In Thousands)
Deferred tax liabilities:
Gain on dilution of interest in MPHHI
(see Note 7) P
=6,847,784 =6,847,784
P
Pension liability (see Note 14) 4,083 6,096
P
=6,851,867 =6,853,880
P
2021 2020
(In Thousands)
Net movement recognized in:
Profit or loss P
=– =–
P
Equity (OCI and Equity reserve) (2,013) (2,602)
(P
=2,013) (P
=2,602)
The deferred tax liability relating to the gain on dilution of interest in MPHHI pertains to the
applicable tax on the future conversion of the Exchangeable Bonds (see Note 7).
b. The details of the carryforward benefits of excess NOLCO, MCIT and other deductible
temporary difference for which deferred tax assets were not recognized as at December 31, 2021
and 2020 since management believes that it is not probable that future taxable income will be
available against which the deferred tax assets can be utilized as follows:
2021 2020
(In Thousands)
Items recognized in profit and loss:
NOLCO P
=21,193,900 =20,240,864
P
Nondeductible expenses 3,895,421 1,999,759
MCIT 1,368 1,411
P
=25,090,689 =22,242,034
P
Below are the details of the carryforward benefits of excess NOLCO, MCIT and other deductible
temporary difference for which deferred tax assets were not recognized as at December 31, 2020 after
using the applicable statutory tax rates under CREATE Act:
2020
(In Thousands)
Items recognized in profit and loss:
NOLCO =20,278,710
P
Nondeductible expenses 1,961,913
MCIT 1,355
=22,241,978
P
*SGVFS162913*
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The carryforward benefits of excess MCIT amounting to = P1.4 million as at December 31, 2021 and
2020, can be claimed as tax credit against future income taxes payable as follows:
Balance as at Balance as at
Year Incurred 2020 Additions Expired 2021 Expiry Year
(In Thousands)
2021 =–
P =155
P P–
= P155
= 2024
2020 171 – – 171 2023
2019 1,042 – – 1,042 2022
2018 142 – (142) – 2021
=1,355
P =155
P (P
=142) =1,368
P
On September 30, 2020, the BIR issued RR No. 25-2020 implementing Section 4 (bbbb) of
“Bayanihan to Recover As One Act” which states that the NOLCO incurred for taxable years 2020
and 2021 can be carried over and claimed as a deduction from gross income for the next five (5)
consecutive taxable years immediately following the year of such loss.
As of December 31, 2021, the Company has incurred NOLCO before taxable year 2020 which can be
claimed as deduction from the regular taxable income for the next three (3) consecutive taxable years,
as follows:
(In Thousands)
2019 P8,749,240
= P–
= =–
P =8,749,240
P 2022
2018 4,575,320 – (4,575,320) – 2021
=13,324,560
P =–
P (P
=4,575,320) =8,749,240
P
As of December 31, 2021, the Company has incurred NOLCO in taxable year 2021 and 2020 which
can be claimed as deduction from the regular taxable income for the next five (5) consecutive taxable
years pursuant to the Bayanihan to Recover As One Act, as follows:
(In Thousands)
2021 =–
P =5,490,510
P P–
= P5,490,510
= 2026
2020 6,954,150 – – 6,954,150 2025
=6,954,150
P =5,490,510
P – =12,444,660
P
*SGVFS162913*
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Following the enactment of CREATE, the applicable statutory tax rate in 2021 is at 25% while the
applicable statutory tax rate in 2020 is at 30%. The Company has no taxable income subject to RCIT
for the years ended December 31, 2021 and 2020. The reconciliation between the Company’s
statutory income tax and the effective income tax on net income (current income tax) for the years
ended December 31, 2021 and 2020 follows:
2021 2020
(In Thousands)
Income before income tax at RCIT P
=2,820,277 =805,158
P
Adjustments for:
Dividend income exempted from final tax (5,107,072) (2,984,266)
Additional NOLCO 1,372,628 2,074,891
Nondeductible expenses 973,854 599,928
Nontaxable income (111,026) (49,256)
Unrealized foreign exchange loss 92,978 1,104
Income already subjected to final tax (41,639) (206,357)
Additional MCIT 212 227
Gain on dilution of interest – (241,202)
Current income tax P
=212 =227
P
17. Share-based Payment
RSUP
LTIP cycle 2019 to 2021. On January 31, 2020, the Compensation Committee approved MPIC’s
LTIP covering cycle 2019 to 2021. Subsequently on August 4, 2021, as discussed in Note 14,
MPIC’s LTIP cycle was extended to 2022 with eventual payout in 2023.
A total of 31.8 million shares were granted in relation to the RSUP. Fair value of the Share Award
was determined using the market closing price of P =3.21 per share on date of grant. Coincident to the
extension of the cycle, the RSUP was modified to reflect cancellation of 15.1 million shares resulting
in the acceleration of vesting and immediate recognition of the related Share Award expense. The
remaining 16.7 million shares were remeasured using the market closing price of = P3.60 per share as
of August 4, 2021. Net impact of the modification amounted to P =5.0 million reduction in Total Share
Award expense in 2021.
Total Share Award expense under this RSUP for the years ended December 31, 2021 and 2020
amounted to =
P22.5 million and =
P34.1 million, respectively, and included in “Personnel costs” under
“Operating expenses” account in the parent company statements of comprehensive income.
*SGVFS162913*
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18. Earnings Per Share
The calculation of earnings per share for the years ended December 31 follows:
2021 2020
(In Thousands, Except for Per Share Amounts)
Net income P
=11,248,049 =2,558,424
P
Effect of dividends on preference equity holders
of the Company (9,128) (9,128)
(a) 11,238,921 2,549,296
Outstanding common shares at the beginning of the year 30,668,799 31,568,739
Effect of issuance of common shares/share grant during the year – 150
Effect of share buy-back (see Note 12) (215,168) (316,846)
Weighted average number of common shares for basic
earnings per share (b) 30,453,631 31,252,043
Effects of potential dilution from ESOP and share award
(see Note 12) – –
Weighted average number of common shares adjusted
for the effects of potential dilution (c) 30,453,631 31,252,043
Basic earnings per share (a/b) P
=0.369 =0.082
P
Diluted earnings per share (a/c) P
=0.369 =0.082
P
The weighted average number of issued and outstanding shares is derived by multiplying the number
of shares outstanding at the beginning of the year, adjusted by the number of shares issued during the
year, with a time-weighting factor. The time-weighting factor is the number of days that the common
shares are outstanding as a proportion to the total number of days in the year.
19. Other Matters
Tariff Setting at the Company’s Investees. The water utilities, toll road, electricity distribution and
generation and rail businesses in the Philippines are highly regulated and subject to franchises,
licenses and/or concessions granted by regulatory authorities. The businesses of MPIC’s investees are
currently subject to franchises, licenses and/or concessions granted principally by the following
regulatory authorities:
Regulated Business Regulatory Authority

Water utilities operations Metropolitan Waterworks and Sewerage
System/National Water Resources Board
Toll road operations Toll Regulatory Board
Electricity distribution and generation Energy Regulatory Commission
operations Department of Energy
Rail operations Department of Transportation and the Light Rail Transit
Authority
Continued operation of regulated businesses is dependent on the operator’s ability to comply with the
operational and maintenance requirements under the relevant franchise agreement, license and/or
concession agreement. In many cases, grantors of concessions may unilaterally terminate concession
agreements prior to the expiry of the concession period if a concessionaire does not rectify certain
specified defaults by it within any relevant specified cure periods. Accordingly, MPIC’s rights,
through its investees, to operate and collect revenue from its regulated businesses depend upon its
compliance with the terms and conditions of the relevant concession agreements.
*SGVFS162913*
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The rate structure of each business provide for returns and permitted cost recoveries which are the
most significant determinants of its operating results and are subject to comprehensive regulation
pursuant to the franchise, license and/or concession agreements. Prevailing rates are set (with the
approval of regulatory authorities) to permit a reasonable rate of return on investments on the
provision of regulated services and may provide for the pass-through to customers, on a limited basis,
of certain costs resulting from adverse movements in costs, currency exchange rates and system
losses. MPIC’s and certain of its subsidiaries’ and associated companies’ results of operations are
highly dependent on the ability of MPIC’s operating businesses to collect contracted tariffs for their
services. Although MPIC and certain of its subsidiaries and associated companies may request tariff
rate adjustments periodically pursuant to the relevant franchise, license or concession agreements, any
rate adjustment requires approval by the relevant regulatory body.
The status of pending tariff increases for MPIC’s water, toll, electricity and rail businesses are
properly disclosed in MPIC’s consolidated financial statements.
20. Financial Risk Management Objectives and Policies
The Company’s principal financial instruments consist mainly of borrowings from third party lenders
and creditors, proceeds of which were used for the acquisition of investments. The Company has
other financial assets and financial liabilities such as cash and cash equivalents and short-term
deposits, restricted cash, receivables, accrued expenses and other current liabilities, as well as other
related party transactions that arise directly from the Company’s operations. The Company also holds
financial assets.
The main risks arising from the Company’s financial instruments are interest rate risk, liquidity risk
and credit risk. The Company’s exposure to foreign currency risk is limited to the US$ loan facility
obtained in 2021 as discussed in Note 10.
The BOD reviews and approves policies of managing each of these risks and they are summarized
below.
Interest Rate Risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will
fluctuate because of changes in market interest rates. The Company’s exposure to market risk for
changes in interest rates relate primarily to its long-term debt. The Company manages interest rate
exposure by using a mix of fixed rate and variable rate debts or entering into derivative transaction,
particularly interest rate swaps.
Fixed rate debt is subject to fair value interest rate risk while variable rate debt is subject to cash flow
interest rate risk. Save for certain loans that are subject to interest rate repricing on the fifth year and
a variable five-year USD-denominated loan availed in 2021 (see Note 10), the Company’s interest on
long-term debts are fixed until maturity as at December 31, 2021. Should the interest rate on the
repricing date for this loan be significantly higher than the current fixed rate, the Company has an
option to prepay or refinance the loan starting on or after the second year at every interest payment
date.
*SGVFS162913*
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The following table demonstrates the sensitivity of income before income tax arising from changes in
interest cash flows of floating rate loans due to changes in interest rates with all other variables held
constant. The estimates in the movement of interest rates were based on the management’s annual
financial forecast. There is no other impact on equity other than those already affecting the
consolidated statements of comprehensive income.
Increase in Basis Points Decrease in Basis Points

Effect on Effect on
Income Income
Basis Before Basis Before
Points Income Tax Points Income Tax
(In Thousands) (In Thousands)
December 31, 2021
US Dollar +50 (32,569) –50 32,569
No sensitivity analyses were made for 2020 as the interest rates of all of the Company’s outstanding
long-term debt as at December 31, 2020 were at fixed rates. As at December 31, 2021, the
Company’s borrowings were substantially at fixed rates (see Note 10), hence, no significant interest
rate risk.
Foreign Currency Risk

To manage the Company’s foreign exchange risk arising from future commercial transactions,
recognized assets and liabilities, and to improve investment and cash flow planning, MPIC avoids
currency and investment cycle mismatches by borrowing mostly in Pesos or in a currency that
matches the investment’s operating cash flows.
The Company’s foreign currency-denominated financial assets and liabilities as at December 31:
December 31, 2021

US Dollar Equivalent
(in Thousands)
Assets:
Cash and cash equivalents $1,975 =100,710
P
Liabilities:
Accrued expenses and other current liabilities (3,205) (163,423)
Long-term debts (127,745) (6,513,736)
(130,950) (6,677,159)
Net foreign currency -denominated liabilities ($128,975) (P
=6,576,449)
December 31, 2020

US Dollar Equivalent
(in Thousands)
Assets:
Cash and cash equivalents $70 =3,354
P
Liabilities:
Accrued expenses and other current liabilities (70) (3,381)
Net foreign currency -denominated liabilities $– (P
=27)
*SGVFS162913*
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The exchange rates used to determine the peso value are as follows:
US Dollar
December 31, 2021 P
=50.99
December 31, 2020 =48.02
P
The following table demonstrates sensitivity of cash flows due to changes in foreign exchange rates
with all variables held constant. The estimates in the movement of the foreign exchange rates were
based on the management’s annual financial forecast.

Increase/ Increase/
Decrease in Effect on Decrease in Effect on
Foreign Income Foreign Income
Exchange Before Exchange Before
Rates Income Tax Rates Income Tax
(In Thousands) (In Thousands)
US Dollar +5% (P
=328,823) +5% (P
=1)
US Dollar –5% 328,823 –5% 1
Liquidity Risk
The Company manages its liquidity profile to be able to finance its capital expenditures and service
its maturing debts by maintaining sufficient cash and cash equivalents, and the availability of funding
through an adequate amount of committed credit facilities (see Note 10).
The Company monitors its cash position using a cash forecasting system. All expected collections,
check disbursements and other cash payments are determined on a daily basis to arrive at the
projected cash position to cover its obligations and ensuring that obligations are met as they fall due.
The Company monitors its cash flow position particularly the collections from receivables, receipts of
dividends and the funding requirements of operations to ensure an adequate balance of inflows and
outflows. The Company also has an online facility with its depository banks wherein bank balances
are monitored daily to determine the actual Company cash balances at any time. The Company has
cash and cash equivalents and short-term deposits amounting to = P21,300.9 million and
=22,292.5 million as at December 31, 2021 and 2020, respectively, which are allocated to meet the
P
Company’s short-term liquidity needs.
The Company’s liquidity and funding management process include the following:
1. Managing the concentration and maturity profile of debt maturities;
2. Maintaining debt financing plans; and
3. Monitoring statement of financial position liquidity ratios against internal, external and regulatory
requirements.
Liquidity risk concentrations arise when a number of economic features would cause the Company’s
ability to meet contractual obligations to be similarly affected by changes in economic, political or
other conditions. As at December 31, 2021 and 2020, the Company’s current assets are substantially
higher than the current liabilities, hence, liquidity risk is minimal.
*SGVFS162913*
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The table below summarizes the maturity profile of the Company’s financial liabilities based on
contractual undiscounted payments, including future interest payments:
More than More than

1 year 2 years
but not but not
Not exceeding exceeding exceeding More than
1 year 2 years 5 years 5 years Total
(In Thousands)
December 31, 2021
Accrued expenses and other
current liabilities (a) = 1,545,520
P P–
= P–
= P–
= = 1,545,520
P
Due to related parties 11,476 – – – 11,476
Provisions 377,167 214,909 1,014,271 1,276,131 2,882,478
Long-term debts (Principal and interest) 7,791,258 8,646,503 37,632,264 55,353,982 109,424,007
Other noncurrent liabilities 29,257 70,916 19,967 – 120,140
= 9,754,678
P = 8,932,328
P = 38,666,502
P = 56,630,113
P P
= 113,983,621
December 31, 2020
Accrued expenses and other
current liabilities (a) =1,358,078
P =–
P =–
P =–
P =1,358,078
P
Due to related parties:
Due to PCEV 2,450,000 – – – 2,450,000
Due to related parties - others 10,197 – – – 10,197
Provisions 207,089 250,876 1,014,894 1,559,938 3,032,797
Long-term debts (Principal and interest) 6,874,246 8,303,878 30,721,430 66,215,326 112,114,880
Other noncurrent liabilities 58,847 32,290 80,726 – 171,863
=10,958,457
P =8,587,044
P =31,817,050
P =67,775,264
P P
=119,137,815
(a)
Excludes statutory payable.
Credit Risk
Credit risk is the risk that the Company will incur a loss arising from counterparties that fail to
discharge their contracted obligations. The Company manages and controls credit risk by setting
limits on the amount of risk that the Company is willing to accept for individual counterparties and by
monitoring exposures in relation to such limits.
The Company’s exposure to credit risk is equal to the carrying amount of its financial assets, except
for those presented in the following table. The Company has no concentration of credit risk.
With the exception of cash and cash equivalents, short-term deposits and restricted cash, the
maximum exposure to credit risk (both pre and post consideration of collateral and credit
enhancements) at the reporting date is the carrying value of each class of financial assets disclosed in
Note 21.
The maximum exposure to credit risk on cash and cash equivalents without considering the effects of
collaterals, credit enhancements and other credit risk mitigation techniques is the carrying value of
this financial asset. After considering the credit enhancement pertaining to insured deposits in banks
as prescribed by Philippine Deposit Insurance Corporation, net maximum exposure as at
December 31, 2021 and 2020 amounted to = P21,296 million and =P22,290 million, respectively.
Impairment of Financial Assets

The Company’s receivables are subject to the expected credit loss model. While cash and cash
equivalents and short-term deposits are also subject to the impairment requirements of PFRS 9, the
identified impairment loss was immaterial.
The Company applies the PFRS 9 simplified approach to measuring ECLs which uses a lifetime
expected loss allowance for receivables. To measure the ECL, receivables have been grouped based
on shared credit risk characteristics and the days past due. The expected loss rates are based on the
payment profiles of relevant counterparties over a period of at least 24 months before the relevant
reporting date and the corresponding historical credit losses experienced within this period.
*SGVFS162913*
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The historical loss rates are adjusted to reflect current and forward-looking information on
macroeconomic factors [where applicable, gross domestic product (GDP) rate, inflation rate and
unemployment rate] affecting the ability of the counterparties to settle the receivables. Generally,
receivables are written-off if past due for more than one year and are not subject to enforcement
activity.
Impairment losses on receivables are presented as “Provision for ECL” under “Operating expenses”
in the parent company statements of comprehensive income. Subsequent recoveries of amounts
previously written off are credited against the same line item (see Note 13).
There are no significant concentrations of credit risk, whether through exposure to individual
counterparty, specific industry sectors and/or regions.
Set out below is the information about the credit risk exposure on the Company’s receivables and due
from related parties:
Days past due

Current <30 31-60 61-90 >91 Total
Credit-
Not Credit-impaired impaired
(In Thousands except for the Expected Loss Rates)
December 31, 2021:
Expected loss rate –% –% –% –% –% 100% 38%
Gross carrying amount:
Receivables:
Accounts receivable P76,086
= P–
= P–
= P–
= P–
= P–
= P76,086
=
Interest receivables 12,463 – – – – – 12,463
Advances to employees 4,247 – – – – – 4,247
Other receivables (see Notes
6 and 7) 597,491 – – – – 431,244 1,028,735
Due from related parties 20,124 2,614 7 545 1,196 – 24,486
710,411 2,614 7 545 1,196 431,244 1,146,017
Loss allowance: Receivables (see

Notes 6 and 7) – – – – – 431,244 431,244
= 710,411
P = 2,614
P P7
= = 545
P = 1,196
P =–
P P714,773
=
December 31, 2020:
Expected loss rate –% –% –% –% –% 100% 58%
Gross carrying amount:
Receivables:
Accounts receivable P4,701
= =–
P =–
P =–
P =–
P =–
P P4,701
=
Interest receivables 18,406 – – – – – 18,406
Advances to employees 9,168 – – – – – 9,168
Other receivables (see Notes 431,244 447,076
6 and 7) 15,434 – – – 398
Due from related parties 2,651 45 148 47 1,039 – 3,930
50,360 45 148 47 1,437 431,244 483,281
Loss allowance:
Receivables (see Notes 6 and 7) – – – – – 431,244 431,244
=50,360
P =45
P =148
P =47
P =1,437
P =–
P P52,037
=
*SGVFS162913*
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The closing loss allowance for receivables as at December 31 reconcile to the opening loss allowance
based on lifetime ECL is as follows:
Due from
Receivables related parties Total
(In Thousands)
Opening loss allowance as at January 1, 2020 =431,244
P P–
= =431,244
P
Written off/reversal – – –
Balance as at December 31, 2020 431,244 – 431,244
Written off/reversal – – –
P =–
P =431,244
P
Capital Management
The primary objective of the Company’s capital management policies is to ensure that the Company
maintains a strong financial position and healthy capital ratios to support its business and maximize
shareholder value.
MPIC’s loan agreements require achievement of certain financial ratios (see Note 10). Moreover,
under the loan agreements, MPIC needs to achieve a DSCR to be able to declare dividends. As at
December 31, 2021 and 2020, MPIC is in compliance with the required financial ratios and other loan
covenants.
The Company manages its capital structure and makes adjustments to it in light of changes in
economic conditions. To maintain or adjust the capital structure, the Company may obtain additional
advances from shareholders, return capital to shareholders, issue new shares or new debt or redeem
existing debt. No changes were made in the objectives, policies or processes during the years ended
December 31, 2021 and 2020.
The Company monitors capital on the basis of debt-to-equity ratio. Debt-to-equity ratio is calculated
as long-term debt over equity.
In 2021, the Company’s strategy, which was unchanged from previous years, was to maintain a
sustainable debt-to-equity ratio. The debt-to-equity ratios on December 31, 2021 and 2020 are as
follows:
2021 2020
(In Thousands except for the debt-to-equity ratio)
Long-term debt (see Note 10) P
=83,506,847 P79,115,285
=
Equity (see Note 12) 140,352,847 134,758,750
Debt-to-equity ratio 1:1.7 1:1.7
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21. Financial Assets and Financial Liabilities
Categories of Financial Instruments

The categories of the Company’s financial assets and financial liabilities, other than cash and cash equivalents and short-term deposits and restricted cash
are:
December 31, 2021

Equity
Instruments
Amortized Cost FVPL at FVOCI Amortized Cost FVPL Total
(In Thousands)
ASSETS
Investment in Unit Investment Trust Fund (a) P
=– P
=1,182,500 P
=– P
=– P
=– P
=1,182,500
Receivables (b) 690,287 – – – – 690,287
Due from related parties 24,486 – – – – 24,486
Quoted equity shares – – 503,500 – – 503,500
Quoted club shares – – 21,500 – – 21,500
Deposit for LTIP 507,350 – – – – 507,350
P
=1,222,123 P
=1,182,500 P
=525,000 P
=– P
=– P
=2,929,623
LIABILITIES
Accrued expenses and other current liabilities (c) P
=– P
=– P
=– P
=2,055,167 P
=44,325 P
=2,099,492
Due to related parties – – – 11,476 – 11,476
Long-term debt – – – 83,506,847 – 83,506,847
Provisions (Note 7) – – – – 2,365,781 2,365,781
Other noncurrent liabilities – – – 90,883 – 90,883
P
=– P
=– P
=– P
=85,664,373 P
=2,410,106 P
=88,074,479
(a)
(b)
Net of allowance for ECL in receivables amounting to =
P431.2 million.
(c)
Excludes statutory payables.
*SGVFS162913*
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December 31, 2020

Equity
Instruments
Amortized Cost FVPL at FVOCI Amortized Cost FVPL Total
(In Thousands)
ASSETS
Investment in Unit Investment Trust Fund (a) =–
P =5,707,000
P P–
= P–
= P–
= =5,707,000
P
Receivables (b) 48,107 – – – – 48,107
Due from related parties 3,930 – – – – 3,930
Quoted club shares – – 19,000 – – 19,000
Deposit for LTIP 500,000 – – – – 500,000
=552,037
P =5,707,000
P =19,000
P =–
P =–
P =6,278,037
P
LIABILITIES
Accrued expenses and other current liabilities (c) P–
= P–
= P–
= P2,123,308
= =6,455
P P2,129,763
=
Due to related parties – – – 2,398,605 – 2,398,605
Long-term debt – – – 79,115,285 – 79,115,285
Provisions (Note 7) – – – – 2,662,478 2,662,478
Other noncurrent liabilities – – – 109,125 – 109,125
=–
P =–
P =–
P =83,746,323
P =2,668,933
P =86,415,256
P
(a)
(b)
Net of allowance for ECL in receivables amounting to =
P431.2 million.
(c)
Excludes statutory payables.
*SGVFS162913*
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Fair Values
The fair value of the assets and liabilities is determined as the price that would be received to sell an
asset or paid to transfer a liability in an orderly transaction between participants at the measurement
date. The following tables summarize the carrying amounts and fair values of the assets and
liabilities, analyzed among those whose fair value is based on:
i. Level 1 - Quoted market prices in active markets for identical assets or liabilities
ii. Level 2 - Those involving inputs other than quoted prices included in Level 1 that are observable
for the asset or liability, either directly (as prices) or indirectly (derived from prices); and
iii. Level 3 - Those with inputs for the asset or liability that are not based on observable market data
(unobservable input).
December 31, 2021

Carrying Total Fair
(In Thousands)
Financial Assets at FVPL
Unit Investment Trust Fund P
= 1,182,500 P
=– P
= 1,182,500 P
=– P
= 1,182,500
Quoted equity shares 503,500 503,500 – – 503,500
Golf club shares 21,500 – 21,500 – 21,500
P
= 1,707,500 P
= 503,500 P
= 1,204,000 P
=– P
= 1,707,500

Option Liability P
=44,325 P
=– P
=– P
=44,325 P
=44,325
Provisions 2,365,781 – – 2,365,781 2,365,781
P
=2,410,106 P
=– P
=– P
=2,410,106 P
=2,410,106

Financial Liabilities at amortized cost
Long-term debt (current and noncurrent) P
= 83,506,847 P
=– P
=– P
= 84,269,146 P
=84,269,146
Due to related parties 11,476 – – 11,476 11,476
P
= 83,518,323 P
=– P
=– P
= 84,280,622 P
=84,280,622
December 31, 2020

Carrying Total Fair
(In Thousands)
Financial Assets at FVPL
Unit Investment Trust Fund =5,707,000
P =–
P =5,707,000
P =–
P =5,707,000
P
Golf club shares 19,000 – 19,000 – 19,000
=5,726,000
P =–
P =5,726,000
P =–
P =5,726,000
P

Option Liability =6,455
P =–
P =–
P =6,455
P =6,455
P
Provisions 2,662,478 – – 2,662,478 2,662,478
=2,668,933
P =–
P =–
P =2,668,933
P =2,668,933
P

Financial Liabilities at amortized cost
Long-term debt (current and noncurrent) P
=79,115,285 =–
P =–
P P
=89,904,109 =
P89,904,109
Due to related parties 2,398,605 – – 2,414,853 2,414,853
=81,513,890
P =–
P =–
P P
=92,318,962 =
P92,318,962
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The following methods and assumptions were used to measure the fair value of each class of assets
and liabilities for which it is practicable to estimate such value:
Cash and Cash Equivalents, Short-Term Deposits, Restricted Cash, Receivables, Due from Related
Parties, and Accrued Expenses and Other Current Liabilities. Due to the short-term nature of
transactions, the fair value of cash and cash equivalents, short-term deposits, restricted cash,
receivables, due from related parties, and accrued expenses and other current liabilities approximate
the carrying amounts at the end of the reporting period.
Investments in Unit Investment Trust Fund (“UITF”). UITFs are ready-made investments that allow
the pooling of funds from different investors with similar investment objectives. These UITFs are
managed by professional fund managers and may be invested in various financial instruments such as
money market securities, bonds and equities, which are normally available to large investors only. A
UITF uses the mark-to-market method in valuing the fund’s securities. A UITF uses the
mark-to-market method in valuing the fund’s securities. It is a valuation method which calculates the
Net Asset Value (“NAV”) based on the estimated fair market value of the assets of the fund based on
prices supplied by independent sources. The Company’s UITFs are recorded under “short-term
deposits”.
Derivative Liability. The fair value of the call options (recorded under “accrued expenses and other
current liabilities”) was estimated using a binomial pricing model (see Note 7).
Investments in Golf Club Shares and Quoted Equity Shares. Fair value (recorded under “other
noncurrent assets”) is based on quoted market price.
Due to Related Parties. Estimated fair value is based on the discounted value of future cash flows
using the applicable rates for similar types of financial instruments.
Long-term Debt. Estimated fair value is based on the discounted present value of future cash flows
using the prevailing interest rates ranging from 2.02% to 6.36% and 2.16% to 5.04% in 2021 and
2020, respectively.
Provisions. Estimated fair value is based on the discounted value of future cash flows using the
applicable rates for similar types of financial instruments.
22. Supplemental Cash Flow Information
Non–cash investing activities

In 2020, the Company had a non-cash investing activity which pertains to subscription payable for
additional investments amounting to =
P387.3 million (see Notes 7 and 9).
Changes in liabilities arising from financing activities:

The following table shows significant changes in liabilities arising from financing activities,
including changes arising from cash flows and non-cash changes:
Due to
Long-term debt related parties Lease liabilities
(see Note 10) (see Note 11) (see Notes 8 and 9)
(In Thousands)
Balance as at January 1, 2021 P
=79,115,285 P
=2,398,605 P
=36,706
Proceeds 6,251,050 − −
(Forward)
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Due to
(see Note 10) (see Note 11) (see Notes 8 and 9)
(In Thousands)
Payments (P
= 2,188,900) (P
= 2,450,000) (P
= 16,170)
Transaction cost (137,521) − −
83,039,914 (51,395) 20,536
Non-cash:
Amortization of debt issue costs P
=88,112 P
=− P
=−
Interest accretion − 61,592 1,949
Unrealized forex gain/loss 378,821 − −
Others − 1,279 −
466,933 62,871 1,949
Balance as at December 31, 2021 P
=83,506,847 P
=11,476 P
=22,485
Due to
(see Note 10) (see Note 11) (see Note 8 and 9)
(In Thousands)
Balance as at January 1, 2020 =85,197,717
P =7,801,131
P =37,102
P
Proceeds 14,500,000 − −
Payments (20,597,400) (5,645,977) (15,590)
Transaction cost (109,435) − −
78,990,882 2,155,154 21,512
Non-cash:
Adoption of PFRS 16 P−
= P−
= =−
P
Leases entered during the year − − 12,950
Amortization of debt issue costs 124,403 − −
Interest accretion − 243,395 2,244
Others − 56 −
124,403 243,451 15,194
Balance as at December 31, 2020 =79,115,285
P =2,398,605
P =36,706
P
23. Events after the Reporting Period
Aside from MPIC’s new term loan agreement (see Note 10) and dividend declaration and approval of
another round of Share Buyback Program (see Note 12), events occurring after the reporting period
include:
Dividend Declaration. Dividend declaration of the Company’s investees are as follows:
MPIC’s
Expected
Share in
Company Declaration Date Record Date Payment Date Dividends
(In Thousands)
On or before
MWHC February 28, 2022 February 28, 2022 April 20, 2022 =1,433,135
P
MERALCO February 28, 2022 March 30, 2022 April 26, 2022 1,210,399
MPTC March 2, 2022 March 16, 2022 April 12, 2022 782,457
Maynilad February 24, 2022 February 28, 2022 April 13, 2022 156,514
*SGVFS162913*
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Acquisition of 61.9% issued and outstanding shares of Landco. On March 31, 2022, MPIC entered
into deeds of absolute sale of shares for the acquisition of a total of 6,354,634 common shares,
representing an aggregate of 61.9% of the issued and outstanding capital stock of Landco, for a total
consideration of =
P429 million with the following sellers: (a) ABHC owning 6,252,011 shares; and
(b) individual shareholders owning a total of 102,623 shares. As a result of the transaction, Landco
shall become a wholly owned subsidiary of MPIC. The total consideration amounting to
=429 million shall be offset against the existing receivables of MPIC. The parties’ existing
P
obligations were settled upon closing.
Landco is a pioneer in the real estate business with more than 30 years of experience in developing
world-class resorts and leisure communities in the Philippines. The transaction is expected to expand
MPIC’s footprint in the real estate business.
24. Significant Accounting Policies
This note provides a list of the significant accounting policies adopted in the preparation of these
parent company financial statements to the extent they have not already been disclosed in the other
notes above. These policies have been consistently applied to all the years presented, unless
otherwise stated.
a. Changes in Accounting Policies and Disclosures
The Company applied the following new PFRSs and amendments and improvements to existing
standards effective January 1, 2021.
Several amendments and interpretations apply for the first time in 2021, but these do not have an
significant impact on the parent company financial statements.
 Amendment to PFRS 16, COVID-19-related Rent Concessions beyond June 30, 2021
The amendment provides relief to lessees from applying the PFRS 16 requirement on lease
modifications to rent concessions arising as a direct consequence of the COVID-19 pandemic. A
lessee may elect not to assess whether a rent concession from a lessor is a lease modification if it
meets all of the following criteria:
o The rent concession is a direct consequence of COVID-19;

o The change in lease payments results in a revised lease consideration that is substantially the
same as, or less than, the lease consideration immediately preceding the change;
o Any reduction in lease payments affects only payments originally due on or before
June 30, 2022; and
o There is no substantive change to other terms and conditions of the lease.
A lessee that applies this practical expedient will account for any change in lease payments
resulting from the COVID-19 related rent concession in the same way it would account for a
change that is not a lease modification, i.e., as a variable lease payment.
The amendment is effective for annual reporting periods beginning on or after April 1, 2021.
Early adoption is permitted.
*SGVFS162913*
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 Amendments to PFRS 9, PAS 39, PFRS 7, PFRS 4 and PFRS 16, Interest Rate Benchmark
Reform – Phase 2
The amendments provide the following temporary reliefs which address the financial reporting
effects when an interbank offered rate (“IBOR”) is replaced with an alternative nearly risk-free
interest rate (“RFR”):
o Practical expedient for changes in the basis for determining the contractual cash flows as a
result of IBOR reform
o Relief from discontinuing hedging relationships
o Relief from the separately identifiable requirement when an RFR instrument is designated as
a hedge of a risk component
The Company shall also disclose information about:

o The nature and extent of risks to which the entity is exposed arising from financial
instruments subject to IBOR reform, and how the entity manages those risks; and
o Their progress in completing the transition to alternative benchmark rates, and how the entity
is managing that transition
The amendments are effective for annual reporting periods beginning on or after January 1, 2021 and
apply retrospectively, however, the Company is not required to restate prior periods.
b. Principal Accounting and Financial Reporting Policies
The principal accounting and financial reporting policies adopted in preparing the parent company
financial statements are as follows:
Current Versus Noncurrent Classification

The Company presents assets and liabilities in the parent company statements of financial position
based on current/noncurrent classification.
An asset is current when it is:

 expected to be realized or intended to be sold or consumed in the normal operating cycle
 held primarily for the purpose of trading
 expected to be realized within twelve months after the reporting period, or,
 cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at
least twelve months after the reporting period.
All other assets are classified as noncurrent.
A liability is current when:

 it is expected to be settled in normal operating cycle
 it is held primarily for the purpose of trading
 it is due to be settled within twelve months after the reporting period, or,
 there is no unconditional right to defer the settlement of the liability for at least twelve months
after the reporting period.
The Company classifies all other liabilities as noncurrent.
Deferred tax assets and liabilities are classified as noncurrent assets and liabilities, respectively.
*SGVFS162913*
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Fair Value Measurement

The Company measures financial instruments such as equity instruments at FVOCI at fair value at
each reporting date and, for the purposes of impairment testing, uses fair value less costs of disposal
to determine the recoverable amount of some of its non-financial assets. Also, fair values of financial
instruments measured at amortized cost are disclosed in Note 21.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The fair value measurement is
based on the presumption that the transaction to sell the asset or transfer the liability takes place
either:
a. in the principal market for the asset or liability; or,

b. in the absence of a principal market, in the most advantageous market for the asset or liability.
The principal or the most advantageous market must be accessible by the Company.
The fair value of an asset or a liability is measured using the assumptions that market participants
would use when pricing the asset or liability, assuming that market participants act in their economic
best interest.
A fair value measurement of a non-financial asset takes into account a market participant’s ability to
generate economic benefits by using the asset in its highest and best use or by selling it to another
market participant that would use the asset in its highest and best use.
The Company uses valuation techniques that are appropriate in the circumstances and for which
sufficient data are available to measure fair value, maximizing the use of relevant observable inputs
and minimizing the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are
categorized within the fair value hierarchy, described as follows, based on the lowest-level input that
is significant to the fair value measurement as a whole:
a) Level 1 − Quoted (unadjusted) market prices in active markets for identical assets or liabilities
b) Level 2 − Valuation techniques for which the lowest-level input that is significant to the fair
value measurement is directly or indirectly observable
c) Level 3 − Valuation techniques for which the lowest-level input that is significant to the fair
value measurement is unobservable
For assets and liabilities that are recognized in the financial statements at fair value on a recurring
basis, the Company determines whether transfers have occurred between levels in the hierarchy by
reassessing categorization (based on the lowest-level input that is significant to the fair value
measurement as a whole) at the end of each reporting period.
The Company determines the policies and procedures for both recurring fair value measurement, such
as derivatives, and non-recurring measurement, such as impairment tests. At each reporting date, the
finance team analyzes the movements in the values of assets and liabilities which are required to be
remeasured or reassessed as per the Company’s accounting policies. For this analysis, the finance
team verifies the major inputs applied in the latest valuation by agreeing the information in the
valuation computation to contracts, counterparty assessment and other relevant documents.
The finance team also compares the changes in the fair value of each asset and liability with relevant
external sources to determine whether the change is reasonable. On an interim basis, the finance team
presents the valuation results to the Company’s top management for review. This includes a
discussion of the major assumptions used in the valuations.
*SGVFS162913*
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For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities
based on the nature, characteristics and risks of the asset or liability and the level of the fair value
hierarchy as explained above (see Note 21).
Cash and Cash Equivalents

Cash includes cash on hand and in banks. Cash equivalents are short-term, highly liquid investments
that are readily convertible to known amounts of cash, with original maturities of three months or less
and that are subject to an insignificant risk of change in value.
Short-term Deposits
Short-term deposits are highly liquid money market placements with maturities of more than three
months but less than one year from dates of acquisition.
Input Taxes
Input taxes represent taxes paid on purchases of applicable goods and services which can be
recovered as tax credit against future output VAT liability of the Company.
Restricted Cash
Restricted cash represents cash in banks earmarked for long-term debt principal and interest
repayment maintained in compliance with loan agreements.
Financial Instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial
liability or equity instrument of another entity.
Financial Instruments: Financial Assets

Initial Recognition and Measurement. Financial assets are classified, at initial recognition, as
subsequently measured at amortized cost, FVOCI, and FVPL.
The classification of financial assets at initial recognition depends on the financial asset’s contractual
cash flow characteristics and the Company’s business model for managing them. With the exception
of receivables that do not contain a significant financing component or for which the Company has
applied the practical expedient, the Company initially measures a financial asset at its fair value plus,
in the case of a financial asset not at FVPL, transaction costs.
In order for a financial asset to be classified and measured at amortized cost or FVOCI, it needs to
give rise to cash flows that are ‘solely payments of principal and interest (“SPPI”)’ on the principal
amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument
level.
The Company’s business model for managing financial assets refers to how it manages its financial
assets in order to generate cash flows. The business model determines whether cash flows will result
from collecting contractual cash flows, selling the financial assets, or both.
Purchases or sales of financial assets that require delivery of assets within a time frame established by
regulation or convention in the market place (regular way trades) are recognized on the trade date,
i.e., the date that the Company commits to purchase or sell the asset.
Subsequent Measurement. For purposes of subsequent measurement, financial assets are classified in
four categories:
 Financial assets at amortized cost (debt instruments)

 Financial assets at FVOCI with recycling of cumulative gains and losses (debt instruments)
*SGVFS162913*
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 Financial assets designated at FVOCI with no recycling of cumulative gains and losses upon
derecognition (equity instruments)
 Financial assets at FVPL
Financial Assets at Amortized Cost (Debt Instruments). The Company measures financial assets at
amortized cost if both of the following conditions are met:
 the financial asset is held within a business model with the objective to hold financial assets in
order to collect contractual cash flows; and
 the contractual terms of the financial asset give rise on specified dates to cash flows that are
Financial assets at amortized cost are subsequently measured using the effective interest rate (“EIR”)
method and are subject to impairment. Gains and losses are recognized in profit or loss when the asset
is derecognized, modified or impaired.
The Company’s financial assets at amortized cost includes cash and cash equivalents, short-term
deposits, restricted cash, receivables and due from related parties (see Notes 5, 11 and 21).
Financial Assets Designated at FVOCI (Equity Instruments). Upon initial recognition, the Company
can elect to classify irrevocably its equity investments as equity instruments designated at FVOCI
when they meet the definition of equity under PAS 32, Financial Instruments: Presentation, and are
not held for trading. The classification is determined on an instrument-by-instrument basis.
Gains and losses on these financial assets are never recycled to profit or loss. Dividends are
recognized as other income in the parent company statement of comprehensive income when the right
of payment has been established, except when the Company benefits from such proceeds as a
recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI.
Equity instruments designated at FVOCI are not subject to impairment assessment.
The Company elected to classify irrevocably its investments in quoted and unquoted equity securities
under this category (see Note 21).
Financial Assets at FVPL. Financial assets at FVPL include financial assets held for trading,
financial assets designated upon initial recognition at FVPL, or financial assets mandatorily required
to be measured at fair value. Financial assets are classified as held for trading if they are acquired for
the purpose of selling or repurchasing in the near term. Derivatives, including separated embedded
derivatives, are also classified as held for trading unless they are designated as effective hedging
instruments. Financial assets with cash flows that are not solely payments of principal and interest
are classified and measured at FVPL, irrespective of the business model. Notwithstanding the criteria
for debt instruments to be classified at amortized cost or at FVOCI, as described above, debt
instruments may be designated at FVPL on initial recognition if doing so eliminates, or significantly
reduces, an accounting mismatch.
Financial assets at FVPL are carried in the parent company statement of financial position at fair
value with net changes in fair value recognized in the statement of comprehensive income.
A derivative embedded in a hybrid contract, with a financial liability or non-financial host, is

separated from the host and accounted for as a separate derivative if: the economic characteristics and
risks are not closely related to the host; a separate instrument with the same terms as the embedded
derivative would meet the definition of a derivative; and the hybrid contract is not measured at FVPL.
Embedded derivatives are measured at fair value with changes in fair value recognized in profit or
*SGVFS162913*
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loss. Reassessment only occurs if there is either a change in the terms of the contract that significantly
modifies the cash flows that would otherwise be required or a reclassification of a financial asset out
of the FVPL category.
A derivative embedded within a hybrid contract containing a financial asset host is not accounted for
separately. The financial asset host together with the embedded derivative is required to be classified
in its entirety as a financial asset at FVPL.
Derecognition. A financial asset (or, where applicable, a part of a financial asset or part of a group of
similar financial assets) is primarily derecognized (i.e., removed from the Company’s statement of
financial position) when:
 the rights to receive cash flows from the asset have expired; or
 the Company has transferred its rights to receive cash flows from the asset or has assumed an
obligation to pay the received cash flows in full without material delay to a third party under a
‘pass-through’ arrangement; and either (a) the Company has transferred substantially all the risks
and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all
the risks and rewards of the asset, but has transferred control of the asset.
When the Company has transferred its rights to receive cash flows from an asset or has entered into a
pass-through arrangement, it evaluates if, and to what extent, it has retained the risks and rewards of
ownership. When it has neither transferred nor retained substantially all of the risks and rewards of
the asset, nor transferred control of the asset, the Company continues to recognize the transferred
asset to the extent of its continuing involvement. In that case, the Company also recognizes an
associated liability. The transferred asset and the associated liability are measured on a basis that
reflects the rights and obligations that the Company has retained.
Continuing involvement that takes the form of a guarantee over the transferred asset is measured at
the lower of the original carrying amount of the asset and the maximum amount of consideration that
the Company could be required to repay.
Impairment of Financial Assets. The Company recognizes an allowance for ECLs for all debt
instruments not held at FVPL. ECLs are based on the difference between the contractual cash flows
due in accordance with the contract and all the cash flows that the Company expects to receive,
discounted at an approximation of the original effective interest rate. The expected cash flows will
include cash flows from the sale of collateral held or other credit enhancements that are integral to the
contractual terms.
ECLs are recognized in two stages. For credit exposures for which there has not been a significant
increase in credit risk since initial recognition, ECLs are provided for credit losses that result from
default events that are possible within the next 12-months (a 12-month ECL). For those credit
exposures for which there has been a significant increase in credit risk since initial recognition, a loss
allowance is required for credit losses expected over the remaining life of the exposure, irrespective
of the timing of the default (a lifetime ECL).
For receivables, the Company applies a simplified approach in calculating ECLs. Therefore, the
Company does not track changes in credit risk, but instead recognizes a loss allowance based on
lifetime ECLs at each reporting date. The Company has established a provision matrix that is based
on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and
the economic environment.
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The Company considers a financial asset to be in default when internal or external information
indicates that the Company is unlikely to receive the outstanding contractual amounts in full before
taking into account any credit enhancements held by the Company. A financial asset is written off
when there is no reasonable expectation of recovering the contractual cash flows.
Financial Instruments: Financial Liabilities

Initial Recognition and Measurement. Financial liabilities are classified, at initial recognition, as
financial liabilities at FVPL, loans and borrowings, payables, or as derivatives designated as hedging
instruments in an effective hedge, as appropriate.
All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings
and payables, net of directly attributable transaction costs.
The Company’s financial liabilities include accrued expenses and other current payables (excluding
statutory payables), and loans and borrowings.
Subsequent Measurement - Financial Liabilities at FVPL. Financial liabilities at FVPL include

financial liabilities held for trading and financial liabilities designated upon initial recognition as at
FVPL.
Financial liabilities are classified as held for trading if they are incurred for the purpose of
repurchasing in the near term. This category also includes derivative financial instruments entered
into by the Company that are not designated as hedging instruments in hedge relationships as defined
by PFRS 9. Separated embedded derivatives are also classified as held for trading unless they are
designated as effective hedging instruments.
Gains or losses on liabilities held for trading are recognized in profit or loss.
Financial liabilities designated upon initial recognition at FVPL are designated at the initial date of
recognition, and only if the criteria in PFRS 9 are satisfied.
Subsequent Measurement - Loans and Borrowings. This is the category most relevant to the
Company. After initial recognition, interest-bearing and non-interest-bearing loans and borrowings
are subsequently measured at amortized cost using the EIR method. Gains and losses are recognized
in profit or loss when the liabilities are derecognized as well as through the EIR amortization process.
Amortized cost is calculated by taking into account any discount or premium on acquisition and fees
or costs that are an integral part of the EIR. The EIR amortization is included as finance costs under
the “Interest expense” in the statement of comprehensive income.
This category generally applies to interest-bearing loans and borrowings (see Notes 10, 20 and 21).
Derecognition. A financial liability is derecognized when the obligation under the liability is
discharged or cancelled or expires. When an existing financial liability is replaced by another from
the same lender on substantially different terms, or the terms of an existing liability are substantially
modified, such an exchange or modification is treated as the derecognition of the original liability and
the recognition of a new liability. The difference in the respective carrying amounts is recognized in
profit or loss.
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Financial Instruments: Offsetting

Financial assets and financial liabilities are offset and the net amount is reported in the parent
company statement of financial position if there is a currently enforceable legal right to offset the
recognized amounts and there is an intention to settle on a net basis, to realize the assets and settle the
liabilities simultaneously.
Investments in Subsidiaries, Associates and a Joint Venture

Investments in subsidiaries, associates and a joint venture are accounted for at cost. The investments
are carried in the parent company statement of financial position at cost less any impairment in value.
The Company recognizes dividend income from its subsidiaries, associates and joint venture when its
right to receive the dividend is established.
Property and Equipment

Property and equipment, included as part of “Other noncurrent assets” account in the parent company
statement of financial position, are carried at cost, excluding day-to-day servicing, less accumulated
depreciation and any impairment loss. The initial cost of property and equipment comprises its
purchase price, including import duties and non-refundable purchase taxes and any directly
attributable costs of bringing the property and equipment to its working condition and location for its
intended use. Such cost includes the cost of replacing part of such property and equipment and
borrowing cost for long-term construction project when recognition criteria are met. When
significant parts of property and equipment are required to be replaced at intervals, the Company
recognizes such parts as individual assets with specific useful lives and depreciation, respectively.
Likewise, when a major repairs are performed, its cost is recognized in the carrying amount of the
property and equipment as a replacement if the recognition criteria are satisfied.
Expenditures incurred after the property and equipment have been put into operation, such as repairs
and maintenance, are normally recognized as expense in the period such costs are incurred. In
situations where it can be clearly demonstrated that the expenditures have resulted in an increase in
the future economic benefits expected to be obtained from the use of an item of property and
equipment beyond its originally assessed standard of performance, the expenditures are capitalized as
additional cost of the property and equipment.
Depreciation commences once the property and equipment are available for use and is computed on a
straight-line basis over the estimated useful lives of the assets (see Note 8).
The asset’s residual values, useful lives and depreciation method are reviewed, and adjusted if
appropriate, at each financial reporting period.
An item of property and equipment is derecognized upon disposal or when no future economic
benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset
(calculated as the difference between the net disposal proceeds and the carrying amount of the asset)
is included in profit or loss in the year the asset is derecognized.
Software Cost
Software cost, included as part of “Other noncurrent assets” account in the parent company statement
of financial position, includes the cost of software purchased from a third party, and other direct costs
incurred in the software configuration and interface, coding and installation to hardware, including
parallel processing, and data conversion. Software cost is amortized on a straight-line basis over the
estimated useful life of five years (see Note 8). The carrying cost is reviewed for impairment
whenever there is an indication that software cost may be impaired.
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Impairment of Nonfinancial Assets

The Company assesses at each end of reporting period whether there is an indication that the
Company’s investments in subsidiaries and associates and interest in a joint venture, property and
equipment and software costs may be impaired. If any such indication exists, or when annual
impairment testing for an asset is required, the Company makes an estimate of the asset’s recoverable
amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value
less costs of disposal and its value in use (“VIU”) and is determined for an individual asset, unless the
asset does not generate cash inflows that are largely independent of those from other assets or groups
of assets. Where the carrying amount of an asset exceeds its recoverable amount, the asset is
considered impaired and is written down to its recoverable amount. In assessing VIU, the estimated
future cash flows are discounted to their present value using a pre-tax discount rate that reflects
current market assessments of the time value of money and the risks specific to the asset. In
determining fair value less costs to sell, recent market transactions are taken into account, if available.
If no such transactions can be identified, an appropriate valuation model is used. These calculations
are corroborated by valuation multiples, quoted share prices for publicly traded subsidiaries or other
available fair value indicators. Impairment losses are recognized in profit or loss.
An assessment is made at each end of reporting period as to whether there is any indication that
previously recognized impairment losses may no longer exist or may have decreased. If such
indication exists, the recoverable amount is estimated. A previously recognized impairment loss is
reversed only if there has been a change in the estimates used to determine the asset’s recoverable
amount since the last impairment loss was recognized. If that is the case, the carrying amount of the
asset is increased to its recoverable amount. That increased amount cannot exceed the carrying
amount that would have been determined, net of depreciation and amortization, had no impairment
loss been recognized for the asset in prior years. Such reversal is recognized in profit or loss. After
such a reversal, the depreciation and amortization charges are adjusted in future periods to allocate
the asset’s revised carrying amount, less any residual value, on a systematic basis over its remaining
useful life.
Equity
Common Shares. Common shares are classified as equity and measured at par value for all shares
issued. Incremental costs directly attributable to the issue of common shares and share options are
recognized as a deduction from equity, net of any tax effects. Proceeds and/or fair value of
consideration received in excess of par value are recognized as additional paid-in capital.
Preferred Shares. Preferred share is classified as equity if it is non-redeemable, or redeemable only

at the Company’s option, and any dividends are discretionary. Dividends thereon are recognized as
distributions within equity upon approval by the Company’s BOD.
Preferred share is classified as a liability if it is redeemable on a specific date or at the option of the
shareholders, or if dividend payments are not discretionary. Dividends thereon are recognized as
interest expense in the parent company statement of comprehensive income as accrued.
Treasury Shares. Own equity instruments that are reacquired (treasury shares) are recognized at cost
and deducted from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue
or cancellation of the Company’s own equity instruments. Any difference between the carrying
amount and the consideration, if reissued, is recognized in the additional paid-in capital.
Retained Earnings. Retained earnings represent accumulated earnings net of cumulative dividends
declared, adjusted for the effects of equity restructuring.
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Cash Dividend. The Company recognizes a liability to distribute cash to its equity holders when the
distribution is authorized, and the distribution is no longer at the discretion of the Company. As per
the corporate laws in the Philippines, a distribution is authorized when it is approved by the BOD. A
corresponding amount is charged directly against retained earnings.
Equity Reserves. Equity reserves comprise of equity transactions other than capital contributions
such as equity component of a convertible financial instrument and share-based payment transactions
(RSUP).
Other Comprehensive Income Reserve. OCI reserve comprises items of income and expenses that are
recognized directly in equity. Certain OCI items are to be reclassified to profit or loss in subsequent
periods.
Provisions
Provisions are recognized when the Company has a present obligation (legal or constructive) as a
result of a past event, it is probable that an outflow of resources embodying economic benefits will be
required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
Where the Company expects some or all of a provision to be reimbursed, for example under an
insurance contract, the reimbursement is recognized as a separate asset but only when the
reimbursement is virtually certain. The expense relating to any provision is presented in the parent
company statement of comprehensive income, net of any reimbursement. If the effect of the time
value of money is material, provisions are discounted using a current pre-tax rate that reflects, where
appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision
due to the passage of time is recognized as an interest expense.
Revenue Recognition
Revenue is recognized at an amount that reflects the consideration to which the Company expects to
be entitled in exchange for transferring goods and services to a customer. The Company assesses its
revenue arrangements against specific criteria in order to determine if it is acting as a principal or
agent.
Dividend
Revenue is recognized when the right to receive payment is established which is upon the declaration
date.
Interest Income
Interest income is recognized as it accrues, using the EIR method.
Rental Income
Revenue from rent is recognized on a straight-line basis over the terms of the lease (included as part
of “Other expense – net” account in the parent company statement of comprehensive income).
Backoffice Services Fees

Fees are recognized when services are rendered (included as part of “Other expense - net” account in
the parent company statement of comprehensive income).
Other Income
The Company applies guidance in the revenue standard related to the transfer of control and
measurement of the transaction price, including the constraint on variable consideration, to evaluate
the timing and amount of the gain or loss recognized. Included in “Other income” are sale of
investments and other incidental gain/income.
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Expenses Recognition
Expenses are recognized in the parent company statement of comprehensive income when a decrease
in future economic benefit related to a decrease of an asset or an increase of a liability has arisen that
can be measured reliably. Expenses are recognized in the parent company statement of
comprehensive income on the basis of systematic and rational allocation procedures when economic
benefits are expected to arise over several accounting periods and the association with income can
only be broadly or indirectly determined; or immediately when expenditure produces no future
economic benefits or when, and to the extent that, future economic benefits do not qualify, cease to
qualify, for recognition in the parent company statement of financial position as an asset.
Leases
Right-of-use assets. The Company recognizes right-of-use assets at the commencement date of the
lease (i.e., the date the underlying asset is available for use). ROU assets are measured at cost, less
any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease
liabilities. The cost of ROU assets includes the amount of lease liabilities recognized, initial direct
costs incurred, and lease payments made at or before the commencement date less any lease
incentives received. Unless the Company is reasonably certain to obtain ownership of the leased asset
at the end of the lease term, the recognized ROU assets are depreciated on a straight-line basis over
the shorter of its estimated useful life and the lease term. ROU assets are subject to impairment.
Lease liabilities. At the commencement date of the lease, the Company recognizes lease liabilities
measured at the present value of lease payments to be made over the lease term. The lease payments
include fixed payments (including in-substance fixed payments) less any lease incentives receivable,
variable lease payments that depend on an index or a rate, and amounts expected to be paid under
residual value guarantees. The lease payments also include the exercise price of a purchase option
reasonably certain to be exercised by the Company and payments of penalties for terminating a lease,
if the lease term reflects the Company exercising the option to terminate. The variable lease payments
that do not depend on an index or a rate are recognized as expense in the period on which the event or
condition that triggers the payment occurs.
In calculating the present value of lease payments, the Company uses the incremental borrowing rate
at the lease commencement date if the interest rate implicit in the lease is not readily determinable.
After the commencement date, the amount of lease liabilities is increased to reflect the accretion of
interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities
is remeasured if there is a modification, a change in the lease term, a change in the in-substance fixed
lease payments or a change in the assessment to purchase the underlying asset.
Short-term leases and leases of low-value assets. The Company applies the short-term lease
recognition exemption (i.e., those leases that have a lease term of 12 months or less from the
commencement date and do not contain a purchase option). It also applies the low-value assets
recognition exemption. Lease payments on short-term leases and leases of low-value assets are
recognized as expense on a straight-line basis over the lease term. Rentals under ‘operating expenses’
account include only those leases that are short-term and of low-value (see Note 13).
Significant judgement in determining the lease term of contracts with renewal options. The Company
determines the lease term as the non-cancellable term of the lease, together with any periods covered
by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by
an option to terminate the lease, if it is reasonably certain not to be exercised.
The Company has the option, under some of its leases to lease the assets for additional terms. The
Company applies judgement in evaluating whether it is reasonably certain to exercise the option to
renew. That is, it considers all relevant factors that create an economic incentive for it to exercise the
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renewal. After the commencement date, the Company reassesses the lease term if there is a
significant event or change in circumstances that is within its control and affects its ability to exercise
(or not to exercise) the option to renew (e.g., a change in business strategy).
Retirement Benefits
The Company maintains a defined contribution plan that covers all regular full-time employees.
Under the defined contribution plan, fixed contributions by the employer are based on the employees’
monthly salaries. However, the Company, as an entity operating in the Philippines, is covered under
RA No. 7641 which provides for qualified employees a defined benefit minimum guarantee. The
defined benefit minimum guarantee is equivalent to a certain percentage of the monthly salary
payable to an employee at normal retirement age with the required credited years of service based on
the provisions of RA No. 7641.
Accordingly, the Company accounts for the retirement obligation under the higher of the defined
benefit obligation relating to the minimum guarantee and the obligation arising from the defined
contribution plan.
For the defined benefit minimum guarantee plan, the liability is determined based on the present
value of the excess of the projected defined benefit obligation over the projected defined contribution
plan obligation at the end of the reporting period. The defined benefit obligation is calculated
annually by a qualified independent actuary using the projected unit credit method. The Company
determines the net interest expense (income) on the net defined benefit liability (asset) for the period
by applying the discount rate used to measure the defined benefit obligation at the beginning of the
annual period to the then net defined benefit liability (asset), taking into account any changes in the
net defined benefit liability (asset) during the period as a result of contributions and benefit payments.
Net interest expense and other expenses related to the defined benefit plan are recognized in profit or
loss.
The defined contribution liability, on the other hand, is measured at the fair value of the defined
contribution assets upon which the defined contribution benefits depend, with an adjustment for
margin on asset returns, if any, where this is reflected in the defined contribution benefits.
Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the
return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest),
are recognized immediately in other comprehensive income. These remeasurements are not
reclassified to profit or loss in subsequent periods.
When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit
that relates to past service or the gain or loss on curtailment is recognized immediately in profit or
loss. The Company recognizes gains or losses on the settlement of a defined benefit plan when the
settlement occurs.
RSUP
The Company has an RSUP for eligible executives of the Company and subsidiaries to receive
remuneration in the form of share-based payment transactions, whereby executives render services in
exchange for the share awards.
The cost of equity-settled transactions (cost of RSUP) with employees is measured by reference to the
fair value of the shares at the date at which they are granted. Fair value is determined based on the
prevailing closing market price of the shares, further details of which are set forth in Note 16.
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cost of RSUP recognized for equity-settled transactions at each end of reporting period until the
vesting date reflects the extent to which the vesting period has expired and the Company’s best
estimate at that date of the number of awards that will ultimately vest. The parent company
statements of comprehensive income credit or expense (recognized as employee benefits and
presented as RSUP expense) for a period represents the movement in cumulative cost of RSUP
recognized as at the beginning and end of that period.
No expense is recognized for awards that do not ultimately vest. The dilutive effect of outstanding
options is reflected as additional share dilution in the computation of earnings per share
(see Note 18).
Long-term Employee Benefits

The Company’s LTIP grants cash incentives to eligible key executives of the Company and certain
subsidiaries. Liability under the LTIP is determined using the projected unit credit method.
Employee benefit costs include current service costs, interest cost, actuarial gains and loss and past
service costs. Past service costs and actuarial gains and losses are recognized immediately in profit or
loss.
Foreign Currency-Denominated Transactions and Translations

The parent company financial statements are presented in Philippine peso, which is the Company’s
functional and presentation currency. Transactions in foreign currencies are initially recorded in the
functional currency rate of exchange ruling at the date of transaction. Monetary assets and liabilities
denominated in foreign currencies are translated at the functional currency rate of exchange ruling at
the end of reporting period. All differences are credited or charged to operations.
Income Taxes
Current Tax. Current tax assets and liabilities for the current and prior periods are measured at the
amount expected to be recovered from or paid to the tax authority. The tax rates and tax laws used to
compute the amount are those that are enacted or have substantively been enacted at the end of
reporting period where the Company operates and generates taxable income.
Current tax relating to items recognized directly in equity is recognized in equity and not in the profit
or loss. Management periodically evaluates positions taken in the tax returns with respect to
situations in which applicable tax regulations are subject to interpretation and establishes provisions
where appropriate.
Deferred Tax. Deferred tax is provided using the liability method on temporary differences between
the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the
reporting date.
Deferred tax liabilities are recognized for all taxable temporary differences, except (a) where the
deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a
accounting income nor taxable income; and (b) in respect of taxable temporary differences associated
with investments in subsidiaries and associates and interest in joint a venture, where the timing of the
reversal of the temporary differences can be controlled and it is probable that the temporary
differences will not reverse in the foreseeable future.
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Deferred tax assets are recognized for all deductible temporary differences, carryforward benefits of
unused tax credits from MCIT and unused NOLCO, to the extent that it is probable that taxable
income will be available against which the deductible temporary differences and carryforward
benefits of unused tax credits from MCIT and NOLCO can be utilized. Deferred tax, however, is not
recognized when (a) it arises from the initial recognition of an asset or liability in a transaction that is
not a business combination and, at the time of the transaction, affects neither the accounting income
nor taxable income; and (b) in respect of deductible temporary differences associated with
investments in subsidiaries and associates and interest in a joint venture, deferred tax assets are
recognized only to the extent that it is probable that the temporary differences will reverse in the
foreseeable future and taxable income will be available against which the temporary differences can
be utilized.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the
extent that it is no longer probable that sufficient taxable income will be available to allow all or part
of the deferred tax asset to be utilized. Unrecognized deferred tax assets are reassessed at each
reporting date and are recognized to the extent that it has become probable that future taxable income
will allow the deferred tax assets to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year
when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been
enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognized outside profit or loss is recognized in correlation to the
underlying transaction either in other comprehensive income or directly in equity.
Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to offset
current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity
and the same taxation authority.
Sales Tax
Revenues, expenses and assets are recognized net of the amount of sales tax (commonly referred to as
“Value Added Tax”), except:
a. Where the sales tax incurred on a purchase of assets or services is not recoverable from the tax
authority, in which case the sales tax is recognized as part of the cost of acquisition of the asset or
as part of the expense item as applicable.
b. Receivables and payables that are stated with the amount of sales tax included.
The net amount of sales tax recoverable from, or payable to, the taxation authority is included as part
of receivables (under “Other current assets”) or payables (under “Accrued expenses and other current
liabilities”) in the parent company statement of financial position.
Earnings Per Share

Basic earnings per share is calculated by dividing the net income for the year attributable to the
owners of the Company by the weighted average number of common shares outstanding during the
year, after considering the retroactive effect of stock dividend declaration, if any.
Diluted earnings per share attributable to owners of the Parent Company is calculated in the same
manner assuming that, the weighted average number of common shares outstanding is adjusted for
potential common shares from the assumed exercise of ESOP and other dilutive instruments.
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Contingencies
Contingent liabilities are not recognized in the parent company financial statements but are disclosed
in the notes unless the possibility of an outflow of resources embodying economic benefits is remote.
Contingent assets are not recognized in the parent company financial statements but are disclosed in
the notes to the parent company financial statements when an inflow of economic benefits is
probable.
Events after the Reporting Period

Post year-end events that provide additional information about the Company’s financial position at
the end of reporting period (adjusting events), if any, are reflected in the parent company financial
statements. Post year-end events that are not adjusting events are disclosed in the notes to the parent
company financial statements when material.
25. Future Changes in Accounting Policies
Pronouncements issued but not yet effective are listed below. Unless otherwise specified, these are
not expected to have significant impact on the parent company financial statements.
 Amendments to PFRS 3, Reference to the Conceptual Framework
The amendments are intended to replace a reference to the Framework for the Preparation and
Presentation of Financial Statements, issued in 1989, with a reference to the Conceptual
Framework for Financial Reporting issued in March 2018 without significantly changing its
requirements. The amendments added an exception to the recognition principle of PFRS 3,
Business Combinations to avoid the issue of potential ‘day 2’gains or losses arising for liabilities
and contingent liabilities that would be within the scope of PAS 37, Provisions, Contingent
Liabilities and Contingent Assets or Philippine-IFRIC 21, Levies, if incurred separately.
At the same time, the amendments add a new paragraph to PFRS 3 to clarify that contingent
assets do not qualify for recognition at the acquisition date.
and apply prospectively.
 Amendments to PAS 16, Plant and Equipment: Proceeds before Intended Use
The amendments prohibit entities deducting from the cost of an item of property, plant and
equipment, any proceeds from selling items produced while bringing that asset to the location and
condition necessary for it to be capable of operating in the manner intended by management.
Instead, an entity recognizes the proceeds from selling such items, and the costs of producing
those items, in profit or loss.
The amendment is effective for annual reporting periods beginning on or after January 1, 2022
and must be applied retrospectively to items of property, plant and equipment made available for
use on or after the beginning of the earliest period presented when the entity first applies the
amendment.
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 Amendments to PAS 37, Onerous Contracts – Costs of Fulfilling a Contract
The amendments specify which costs an entity needs to include when assessing whether a
contract is onerous or loss-making. The amendments apply a “directly related cost approach”.
The costs that relate directly to a contract to provide goods or services include both incremental
costs and an allocation of costs directly related to contract activities. General and administrative
costs do not relate directly to a contract and are excluded unless they are explicitly chargeable to
the counterparty under the contract.
The amendments are effective for annual reporting periods beginning on or after January 1, 2022.
The Company will apply these amendments to contracts for which it has not yet fulfilled all its
obligations at the beginning of the annual reporting period in which it first applies the
amendments.
 Annual Improvements to PFRSs 2018-2020 Cycle
 Amendments to PFRS 1, First-time Adoption of Philippines Financial Reporting Standards,

Subsidiary as a first-time adopter
The amendment permits a subsidiary that elects to apply paragraph D16(a) of PFRS 1 to
measure cumulative translation differences using the amounts reported by the parent, based
on the parent’s date of transition to PFRS. This amendment is also applied to an associate or
joint venture that elects to apply paragraph D16(a) of PFRS 1.

January 1, 2022 with earlier adoption permitted.
 Amendments to PFRS 9, Financial Instruments, Fees in the ’10 per cent’ test for
derecognition of financial liabilities
The amendment clarifies the fees that an entity includes when assessing whether the terms of
a new or modified financial liability are substantially different from the terms of the original
financial liability. These fees include only those paid or received between the borrower and
the lender, including fees paid or received by either the borrower or lender on the other’s
behalf. An entity applies the amendment to financial liabilities that are modified or
exchanged on or after the beginning of the annual reporting period in which the entity first
applies the amendment.

January 1, 2022 with earlier adoption permitted. The Company will apply the amendments to
financial liabilities that are modified or exchanged on or after the beginning of the annual
reporting period in which the entity first applies the amendment.
 Amendments to PAS 41, Agriculture, Taxation in fair value measurements
The amendment removes the requirement in paragraph 22 of PAS 41 that entities exclude
cash flows for taxation when measuring the fair value of assets within the scope of
PAS 41.
An entity applies the amendment prospectively to fair value measurements on or after the
beginning of the first annual reporting period beginning on or after January 1, 2022 with
earlier adoption permitted.
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 Amendments to PAS 12, Deferred Tax related to Assets and Liabilities arising from a Single
Transaction
The amendments narrow the scope of the initial recognition exception under PAS 12, so that it no
longer applies to transactions that give rise to equal taxable and deductible temporary differences.
The amendments also clarify that where payments that settle a liability are deductible for tax
purposes, it is a matter of judgement (having considered the applicable tax law) whether such
deductions are attributable for tax purposes to the liability recognized in the financial statements
(and interest expense) or to the related asset component (and interest expense).
An entity applies the amendments to transactions that occur on or after the beginning of the
earliest comparative period presented for annual reporting periods on or after January 1, 2023.
 Amendments to PAS 8, Definition of Accounting Estimates
The amendments introduce a new definition of accounting estimates and clarify the distinction
between changes in accounting estimates and changes in accounting policies and the correction of
errors. Also, the amendments clarify that the effects on an accounting estimate of a change in an
input or a change in a measurement technique are changes in accounting estimates if they do not
result from the correction of prior period errors.
An entity applies the amendments to changes in accounting policies and changes in accounting
estimates that occur on or after January 1, 2023 with earlier adoption permitted.
 Amendments to PAS 1 and PFRS Practice Statement 2, Disclosure of Accounting Policies
The amendments provide guidance and examples to help entities apply materiality judgements to
accounting policy disclosures. The amendments aim to help entities provide accounting policy
disclosures that are more useful by:
 Replacing the requirement for entities to disclose their ‘significant’ accounting policies
with a requirement to disclose their ‘material’ accounting policies, and
 Adding guidance on how entities apply the concept of materiality in making decisions
about accounting policy disclosures
The amendments to the Practice Statement provide non-mandatory guidance. Meanwhile, the
amendments to PAS 1 are effective for annual periods beginning on or after January 1, 2023.
Early application is permitted as long as this fact is disclosed.
 Amendments to PAS 1, Classification of Liabilities as Current or Non-current
The amendments clarify paragraphs 69 to 76 of PAS 1, Presentation of Financial Statements, to

specify the requirements for classifying liabilities as current or non-current. The amendments
clarify:
 What is meant by a right to defer settlement
 That a right to defer must exist at the end of the reporting period
 That classification is unaffected by the likelihood that an entity will exercise its deferral
right
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 That only if an embedded derivative in a convertible liability is itself an equity instrument

would the terms of a liability not impact its classification
The amendments are effective for annual reporting periods beginning on or after
January 1, 2023 and must be applied retrospectively. However, in November 2021, the
International Accounting Standards Board (IASB) tentatively decided to defer the effective date
to no earlier than January 1, 2024.
 PFRS 17, Insurance Contracts
PFRS 17 is a comprehensive new accounting standard for insurance contracts covering

recognition and measurement, presentation and disclosure. Once effective, PFRS 17 will replace
PFRS 4, Insurance Contracts. This new standard on insurance contracts applies to all types of
insurance contracts (i.e., life, non-life, direct insurance and re-insurance), regardless of the type of
entities that issue them, as well as to certain guarantees and financial instruments with
discretionary participation features. A few scope exceptions will apply.
The overall objective of PFRS 17 is to provide an accounting model for insurance contracts that
is more useful and consistent for insurers. In contrast to the requirements in PFRS 4, which are
largely based on grandfathering previous local accounting policies, PFRS 17 provides a
comprehensive model for insurance contracts, covering all relevant accounting aspects. The core
of PFRS 17 is the general model, supplemented by:
 A specific adaptation for contracts with direct participation features (the variable fee
approach)
 A simplified approach (the premium allocation approach) mainly for short-duration
contracts
On December 15, 2021, the FRSC amended the mandatory effective date of PFRS 17 from
January 1, 2023 to January 1, 2025. This is consistent with Circular Letter No. 2020-62 issued by
the Insurance Commission which deferred the implementation of PFRS 17 by two (2) years after
its effective date as decided by the IASB.
PFRS 17 is effective for reporting periods beginning on or after January 1, 2025, with
comparative figures required. Early application is permitted.
Deferred effectivity
 Amendments to PFRS 10, Consolidated Financial Statements, and PAS 28, Sale or Contribution
of Assets between an Investor and its Associate or Joint Venture
date of January 1, 2016 of the said amendments until the IASB completes its broader review of
the research project on equity accounting that may result in the simplification of accounting for
such transactions and of other aspects of accounting for associates and joint ventures.
*SGVFS162913*
6760 Ayala Avenue Fax: (632) 8819 0872
Philippines

ON THE SCHEDULE OF RECONCILIATION
OF RETAINED EARNINGS AVAILABLE
FOR DIVIDEND DECLARATION

We have audited in accordance with Philippine Standards on Auditing the parent company financial
statements of Metro Pacific Investments Corporation as at and for the years ended December 31, 2021
and 2020 and have issued our report thereon dated April 7, 2022. Our audits were made for the purpose
of forming an opinion on the basic parent company financial statements taken as a whole. The
accompanying Schedule of Retained Earnings Available for Dividend Declaration is the responsibility of
the Company’s management. This schedule is presented for the purpose of complying with the Revised
Securities Regulation Code Rule 68 and is not part of the basic parent company financial statements.
This schedule has been subjected to the auditing procedures applied in the audit of the basic parent
company financial statements and, in our opinion, fairly states in all material respects the information
required to be set forth therein in relation to the basic parent company financial statements taken as a
whole.
Marydith C. Miguel
Partner
April 7, 2022
*SGVFS162913*
SUPPLEMENTARY SCHEDULE OF RETAINED EARNINGS
AVAILABLE FOR DIVIDEND DECLARATION
DECEMBER 31, 2021
The Philippine SEC issued Memorandum, Circular No. 11 series of 2008 on December 5, 2008, which
provides guidance on the retained earnings available for dividend declaration.
The reconciliation of retained earnings available for dividend declaration as at December 31, 2021:
Unappropriated retained earnings, December 31, 2021 =45,662,372

P
Adjustments:
Unrealized gain as a result of transaction accounted for under PFRS, net of final
tax and transaction costs (gain from accounting dilution on interest
in an investee) (20,847,282)
Treasury shares (5,704,741)
Total unappropriated retained earnings available for dividend declaration, ending =19,110,349
P
EXHIBIT II
SUPPLEMENTARY SCHEDULES
124
6760 Ayala Avenue Fax: (632) 8819 0872
Philippines

ON SUPPLEMENTARY SCHEDULES

We have audited in accordance with Philippine Standards on Auditing, the consolidated financial
statements of Metro Pacific Investments Corporation and Subsidiaries as at December 31, 2021 and 2020
and for each of the three years in the period ended December 31, 2021, included in this Form 17-A, and
have issued our report thereon dated April 7, 2022. Our audits were made for the purpose of forming an
opinion on the basic financial statements taken as a whole. The schedules listed in the Index to
Consolidated Financial Statements and Supplementary Schedules are the responsibility of the Company’s
management. These schedules are presented for purposes of complying with Revised Securities
Regulation Code Rule 68 and are not part of the basic financial statements. These schedules have been
subjected to the auditing procedures applied in the audit of the basic financial statements and, in our
opinion, fairly state, in all material respects, the information required to be set forth therein in relation to
the basic financial statements taken as a whole.
Marydith C. Miguel
Partner
April 7, 2022
*SGVFS163550*
6760 Ayala Avenue Fax: (632) 8819 0872
Philippines

COMPONENTS OF FINANCIAL SOUNDNESS INDICATORS

We have audited in accordance with Philippine Standards on Auditing, the consolidated financial
statements of Metro Pacific Investments Corporation and Subsidiaries as at December 31, 2021 and 2020
and for each of the three years in the period ended December 31, 2021, and have issued our report thereon
dated April 7, 2022. Our audits were made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The Supplementary Schedule on Financial Soundness Indicators, including
their definitions, formulas, calculation, and their appropriateness or usefulness to the intended users, are
the responsibility of the Company’s management. These financial soundness indicators are not measures
of operating performance defined by Philippine Financial Reporting Standards (PFRS) and may not be
comparable to similarly titled measures presented by other companies. This schedule is presented for
purposes of complying with Revised Securities Regulation Code Rule 68 issued by the Securities and
Exchange Commission, and is not a required part of the basic financial statements prepared in accordance
with PFRS. The components of these financial soundness indicators have been traced to the Company’s
consolidated financial statements as at December 31, 2021 and 2020 and for each of the three years in the
period ended December 31, 2021 and no material exceptions were noted.
Marydith C. Miguel
Partner
April 7, 2022
*SGVFS163550*
SUPPLEMENTARY SCHEDULE REQUIRED
UNDER REVISED SRC RULE 68
Schedule I. FINANCIAL SOUNDNESS INDICATORS

Financial Ratios Formula
2021 2020
a) Current Ratio Total Current Assets

1.24 1.24
Total Current Liabilities
Net Profit After Tax (NPAT) +

b) Solvency Ratio
Depreciation and Amortization 0.06 0.06
Total Liabilities
c) Total Liabilities-to-Equity Ratio Total Liabilities

1.47 1.53
Total Stockholders' Equity
d) Long-term Debt-to-Equity Ratio Long-term Debt

1.04 0.95
e) Asset to Equity Ratio Total Assets

2.47 2.53
f) Interest Rate Coverage Ratio Earnings before Interest and Taxes

2.42 2.16
Interest Expense
g) Net Profit Margin NPAT

24.02% 16.55%
Net Revenues
h) Return on Asset NPAT + Interest expense (net of tax)

3.35% 3.21%
Average Total Assets
i) Return on Equity NPAT

4.85% 4.18%
Average Total Stockholders’ Equity
125
Schedule II. RECONCILIATION OF RETAINED EARNINGS
AVAILABLE FOR DIVIDEND DECLARATION
As at December 31, 2021

Amount
(In Million)
Unappropriated retained earnings P

=45,662
Adjustments:
Unrealized gain as a result of transaction accounted for under PFRS, net
(20,847)
of final tax (gain from accounting dilution on interest in a subsidiary)
Treasury shares (5,705)
Total unappropriated retained earnings available for dividend
declaration, ending P
=19,110
126
METRO PACIFIC INVESTMENTS CORPORATION (MPIC) AND SUBSIDIARIES
Supplementary Schedules Required by Paragraph 6D, Part II
Under Revised SRC Rule 68
Schedule A. Financial Assets
Number of shares Amount shown

Income
Name of issuing entity and association of each or principal in the statement
received and
issue amount of bonds of financial
accrued
and notes position
Cash and cash equivalents and short-term deposits =49,570

P =335
P
Restricted cash 1,975 −
Receivables 12,246 −
Other current assets
Due from related parties 5,202 106
Miscellaneous deposits and others 736 −
Investments in shares of stock:
Citra Metro Manila Tollways Corporation 1,379,674 shares 1,350 62
FWD Group Holdings Limited 1,594,896 shares 504 −
Subic Water Sewerage Co., Inc. 915,580 shares 125 −
PT Kawasan 204,910,052 shares 122 −
AF2100, Inc. 16,749,846 shares 57 −
Manila Polo Club 1 share 22 −
Go21, Inc. 27,273 shares 10 −
Waste and Resource Management, Inc. 588 shares 9 −
Pico de Loro Club 1 share 8 −
Integrated Waste Management, Inc. 104,831 shares 7 −
Bonifacio Land Corporation 35,448 shares 5 −
Air2100, Inc. 57,955 shares 1 −
Pacific Global One Aviation Company, Inc. 25,000,000 shares − −
P
=71,949 P
=503
127
Schedule B. Amounts Receivable from Directors, Officers, Employees, Related Parties, and Principal
Stockholders (Other than Related Parties)
Balance at Balance
Name and Designation of Amounts
beginning Additions Reversal Current Noncurrent at end of
debtor collected
of period period
(In Millions)
Receivables:
Advances to officers and
employees =154
P =144
P (P
=154) =–
P =144
P =–
P =144
P
Due from related parties:
Meralco Powergen
Corporation – 8,366 (4,145) – 4,221 – 4,221
San Carlos Bioenergy Inc. – 800 – – – 800 800
PT Intisentosa Alam Bahtera 104 113 (104) – 113 – 113
Landco Pacific Corporation 133 – (103) – 30 – 30
PT Tirta Kencana Cahaya
Mandiri 20 21 (20) – 21 – 21
Lucena Land Corporation 7 – (2) – 5 – 5
Metro Pacific Hospital
Holding, Inc. 1 2 (1) – 2 – 2
First Pacific Company, Ltd. 1 1 (1) – 1 – 1
Others 13 – (4) – 9 – 9
P
=433 P
=9,447 (P
=4,534) =–
P P
=4,546 P
=800 P
=5,346
Schedule C. Amounts Receivable from Related Parties which are eliminated during the consolidation
of financial statements
Balance at Balance at
Name and Designation of Amounts Amounts
beginning Additions Current Noncurrent end of
debtor collected written off
of period period
(In Millions)
Metro Pacific Investments
Corporation (MPIC):
MetroPac Movers, Inc. =–
P =9
P =–
P =–
P =9
P =–
P =9
P
MetroPac Water Investmens
Corporation 1 – (1) – – – –
Metro Pacific Tollways
Corporation – 12 – – 12 – 12
Neo Oracle Holdings, Inc.:

Corporation 2 – – – 2 – 2

Corporation:
MPIC – 2 – – 2 – 2
Maynilad Water Services
Corporation – 21 – – 21 – 21
Porrovia Corporation:
MPIC 10 – – – 10 – 10
P
=13 P
=44 (P
=1) =–
P P
=56 =–
P P
=56
128
Schedule D. Intangible Assets – Other Assets
Charged to Charged Other charges

Beginning Additions Ending
Description cost and to other additions
balance at cost balance
expenses accounts (deductions)
(In Millions)
Service Concession Assets:
Cost P331,626
= =35,925
P =–
P =–
P =1,126
P P368,677
=
Accumulated Amortization (55,762) – (12,662) – (190) (68,614)
Carrying Value 275,864 35,925 (12,662) – 936 300,063
Customer Contracts:
Cost 433 – – – – 433
Accumulated Amortization (173) – (251) – – (424)
Carrying Value 260 – (251) – – 9
Others:
Cost 864 143 – – – 1,007
Accumulated Amortization (419) – (260) – – (679)
Carrying Value 445 143 (260) – – 328
Goodwill 15,337 – (138) – 42 15,241

P
=291,906 P
=36,068 (P
=13,311) =–
P P
=978 P
=315,641
See relevant Note 11 - Goodwill and Intangible Assets and Note 12 - Service Concession Assets to the 2021
Audited Consolidated Financial Statements:
129
Schedule E. Long Term Debt
Amount Number of
Amount shown Amount shown Final
Title of issue and type of obligation authorized by Total Interest rates periodic
as Current as Noncurrent Maturity
indenture installments
Parent Company
Peso denominated Bank loans - Fixed 82,400 3,631 73,362 76,993 4.55% to 8.41% Amortized 2025 to 2033
Foreign currency denominated Bank USD 130.0 – 6,514 6,514 USD LIBOR + Bullet 2026
loans - Variable Margin
Philippine subsidiaries
Loans from banks and other institutions:
Local currency denominated
MPTC - Fixed 71,300 3,139 62,407 65,546 2.75% to 8.87% Bullet/Amortized 2022 to 2034
MPTC - Variable 19,000 361 18,364 18,725 6.06% to 8.18% Amortized 2034
MWSI - Fixed 29,959 1,725 26,115 27,840 5.50% to 6.84% Amortized 2024 to 2035
MPW - Fixed 1,620 15 822 837 4.5% and 7.46% Amortized 2028 to 2033
LRMC - Fixed 25,500 701 19,784 20,485 6.5% to 7.0% Amortized 2022 and 2031
Foreign currency - denominated

USD 137.5 387 5,635 6,022 World Bank Lending Amortized 2037
MWSI - Variable
Rate + Margin
MWSI – Fixed JPY 20,949 245 3,555 3,800 0.90% to 1.23% Amortized 2027 and 2034
Bonds:
MPTC – Fixed 32,000 – 8,546 8,546 5.5% to 6.9% Bullet 2024 to 2028
Foreign subsidiaries
Loans from banks and other institutions:
Local currency denominated
MPTC – Variable IDR 3,764 1,441 8,788 10,219 8.75% to 11% Amortized 2022 to 2030
MPW - Variable VND 787,000 4 811 815 VNIBOR + Margin Amortized 2029
TOTAL 11,649 234,693 246,342
130
Schedule F. Indebtedness to Related Parties (Long term loans from Related Companies)
Name of related party Balance at beginning of period Balance at end of period

(In Millions)
PLDT Communications and
Energy Ventures =2,388
P =–
P
Schedule G. Guarantees of Securities of Other Issuers
Name of issuing entity Amount owned

Total amount
of securities by person for
Title of issue of each class guaranteed Nature of
guaranteed by the which
of securities guaranteed and guarantee
Company for which statement is
outstanding
this statement is filed files
Not Applicable. There are no guarantees made by the Company as at December 31, 2021.
Schedule H. Capital Stock
Number of Number of
shares issued shares
and reserved for
Number of Number of Directors,
outstanding as options,
Title of Issue shares shares held by officers and
shown under warrants, Others
authorized related parties employees
related conversion
balance sheet and other
caption rights
Common 38,500,000,000 30,070,247,752 – 13,222,948,174 95,405,981 16,751,893,597

Preferred
Class A -
=P0.01 par value 20,000,000,000 9,128,105,319 – 9,128,105,319 – –
Class B -
=P1.00 par value 1,350,000,000 – – – – –
131
Schedule IV. MPIC GROUP STRUCTURE
as of December 31, 2021
132
December 31, 2021
WATER
44.0%
METRO PACIFIC
INVESTMENTS
CORPORATION TOLLROADS
Enterprise 60.0%
Investments
Holding, Inc. (1)
POWER
First Pacific 60.0%

13.3% Metro Pacific Metro Pacific
International HOSPITAL
Holdings, Inc. Resource, Inc.
Limited
RAIL
26.7%
Intalink B.V.
60.0%
Two Rivers LOGISTICS
Holdings Corp.
OTHERS
(1) First Pacific Company Limited holds 40% equity interest in EIH
100.0%
Philippine Hydro, Inc.
WATER 51.3% Maynilad Water 92.9% Maynilad Water

Holding Company, Inc. Services, Inc.
5.2% 100.0% Amayi Water Solutions
Inc.
MetroPac Water
100.0% Investments Corp.
MetroPac Cagayan Metro Pacific Water

Equipacific Holdco Inc.
METRO PACIFIC 100.0% De Oro, Inc. 30.0% 100.0% International Limited
INVESTMENTS MetroPac Iloilo

Laguna Water District
90.0% Aquatech Resources Corp. 55.4%
B.O.O Phu Ninh Water Treatment
Plant Joint Stock Company
Holdings Corp.
CORPORATION 100.0%
Metro Iloilo Bulk Water Metropac Baguio Metro Pacific TL Water
80.0% Supply Corp. 100.0% Holdings Inc. 100.0% International Limited
Tuan Loc Water Resources
Metropac Cagayan De Investment Joint Stock
Manila Water 49.0%
100.0% Oro Holdings, Inc. Company
39.0% Consortium Inc.
Cagayan De Oro Bulk Water Song Lam Water Supply
95.0% Inc. 100.0% Company Limited
51.0% Cebu Manila Water
Development, Inc. Cau Moi Lake Water Supply
Metro Iloilo Concession 100.0%
Joint Stock Company
100.0% Holdings Corp.
Karayan Diliman Nhon Trach 6A Services
Metro Pacific Iloilo Water 100.0% Industrial Zone Company
40.0% Management, Inc. 80.0% Inc. Limited
Eco-System Technologies MetroPac Dumaguete

Subsidiary International, Inc. 100.0% Holdings Corp.
65.0%
Associate/ Metro Pacific Dumaguete
Joint Venture 80.0% Water Services Inc.
Cavitex Infrastructure Southbend Express
100.0% Corporation(1) 100.0% Services, Inc.
TOLLROADS Metro Pacific Tollways

Data Services, Inc. 75.1%
NLEX Corporation(2)
(formerly Manila North
Tollways Corp)
100.0% (formerly Metro Pacific Tollways
Management Services, Inc) 100.0% Collared
Wren Holdings, Inc. 20.0%
Metro Pacific Tollways 40.0%
North Corporation 20.0% MPCALA Holdings, Inc
METRO PACIFIC 100.0% (formerly Metro Pacific
INVESTMENTS Tollways Development Corp.) 100.0% 20.0%
CORPORATION Larkwing Holdings, Inc.
Metro Strategic Infra
97.0% Holdings Inc. 100.0% Luzon Tollways
99.9% Corporation
Metro Pacific 100.0% South Corporation
100.0% Metro Pacific Tollways
Tollways Metro Pacific Tollways
South Management
Corporation
Corporation 100.0% Vizmin Corporation
100.0% MPTS Ventures
CII Bridges and Roads
Corporation
Investment Joint Stock
44.9%
Co. (Vietnam)
100.0% Cebu Cordova
Easytrip Services Link Expressway
66.0% Corporation Corporation
MPT Asia Corporation

100.0%
(formerly FPM Infrastructure
Holdings Limited)
A
100.0%
Asia, Corporation B
PTE. LTD.
(1) By
virtue of the Management Letter-Agreement, MPTC
Subsidiary NLEX Ventures acquired control over CIC effective Jan 2, 2013.
Associate/ 100.0% Corporation
(2) 4.3%
is owned through 42.8% ownership in Egis
Joint Venture
Investment Partners Philippines Inc.
Dibztech, Inc.
100.0%
TOLLROADS
100.0% PT Metro Pacific Tollways PT Nusantara
76.3%
Indonesia (Indonesia)
Infrastructure Tbk
(Indonesia)
METRO PACIFIC 100.0% MPT Asia Corporation
INVESTMENTS (formerly FPM Infrastructure
Holdings Limited)
CORPORATION
A 100.0% MPT Thailand Corp 100.0% FPM Tollway (Thailand)
(formerly FPM Tollway
Holdings Limited)
Limited
99.9%
Metro Pacific
Tollways
100.0% Metro Pacific Tollways 100.0%
Corporation Vietnam Company Limited
MPT Management
(Vietnam) Vietnam Co., Ltd.
100.0%
100.0% Metro Pacific Tollways CAIF III Infrastructure
100.0% MPT Service Vietnam
Asia, Corporation Holdings Sdn Bhd
PTE. LTD. (Singapore) Co., Ltd.
(Malaysia)
45.0%
B
100.0% CIIF Infrastructure MCSC Services Vietnam
Holdings Sdn Bhd Co., Ltd.
(Malaysia)
Subsidiary
Associate/
Joint Venture
TOLLROADS Metro Pacific Tollways
Corporation
100.0%
PT Metro Pacific
Tollways Indonesia
76.3%
PT Nusantara
Metro Pacific Tollways Infrastructure Tbk
100.0%
Asia, Corporation (Indonesia)
PTE. LTD.
Tollroads Water Energy Others
76.5% 100.0% 100.0%

100.0% CIIF Infrastructure 8.5%
Holdings Sdn Bhd 100.0% PT Portco
(Malaysia) PT Margautama PT Potum Mundi PT Energi
Infranusantara
Nusantara Infranusantara Infranusantara
PT Intisentosa Alam
100.0% CAIF III Infrastructure 4. 7%
Holdings Sdn Bhd 61.2% 39.0% Bahtera
88.9% PT Bintaro Serpong PT Inpola Meka Energi
(Malaysia) 100.0% PT Tirta Bangun
Damai 100.0% PT Telekom
Nusantara
PT Metro Makassar 80.0% PT Rezeki Perkasa Infranusantara
99.5% Network Sejahtera Lestari
PT Tirta Kencana 70.0%
(Formerly PT Bosowa PT Marga Metro
28.0% Cahaya Mandiri
Marga Nusantara) 100.0% Nusantara
PT Auriga Energi
74.5% PT Dain Celicani
PT Jalan Tol Seksi
Cemerlang
99.4% Empat
100.0%
85.0% 65.0% PT Sarana Catur Tirta PT Centara Energi
Subsidiary PT Metro Jakarta Kelola
100.0%
Ekspresway PT Eris Serra Energi
Associate/
Joint Venture PT Sarana Tirta Rezeki
80.0% 10.0%
35.0% 100.0% PT Energi Parindu
PT Jakarta Lingkar
Baratsatu PT Jasa Sarana Nusa Nusantara
100.0% Makmur 100.0%
PT Eridanusa Energi
Nusantara
POWER
100.0%
Beacon Electric Asset
Holdings Inc.
METRO PACIFIC
INVESTMENTS 35.0%
CORPORATION
10.5%
Manila Electric Co.
Subsidiary
Associate/
Joint Venture
Metro Pacific
Hospital
HOSPITAL AHI Hospital Holdings

Corp. (formerly Bumrungrad
Holdings, Inc. (1)
100.0% International Phils. Inc.) East Manila Hospital

100.0%
Managers Corp. (Our
Lady of Lourdes Hospital)
Asian Hospital Inc.
58.1% 27.5%
Manila Medical
Central Luzon 20.0% Services, Inc.
51.0% Doctors' Hospital
Metro CLDH Cancer Marikina Valley Sacred Heart Hospital
100.0% 93.1% Medical Center, Inc. 51.0% of Malolos Inc.
Center Corporation
METRO
Colinas Verdes St. Elizabeth Hospital,
PACIFIC Hospital Managers 33.4%
Medical Doctors, Inc.
Inc.
80.0%
INVESTMENTS 100.0% Corp. (Cardinal Santos
60.0%
Computerized Imaging
100.0%
Metro SEHI Cancer Center
Medical Center) Institute, Inc. Corporation
CORPORATION Colinas Healthcare,
100.0% Inc.
65.1%(3) Medi Linx Laboratory 63.9% Western Mindanao
40.0% Inc. Medical Center, Inc.
METRO PAC Davao Doctors Hospital
APOLLO 49.9% (Clinica Hilario) Inc. Metro Radlinks Metro Pacific
100.0% 100.0%
Davao Doctors Oncology Network Inc. Zamboanga Hospital
HOLDING, INC. 30.0%
Center Inc. (formerly Medigo Corporation) Corp.
35.1%(1) Allied Professional
100.0% West Metro Cancer Center
Development Corp. 100.0% Metro Cebu
Corporation 100.0%
Metro Pacific 100.0% Davao Doctors College, Inc. Metro RMCI Cancer Center 49.0% Community Hospital,
51.0% Inc.
Hospital Corp
56.2(2) De Los Santos Lipa Medix Cancer Center
Holdings, Inc. 50.0%
Corporation 79.6% Santos Clinic
61.0% Medical Center, Inc.
Incorporated
Subsidiary
Delgado Clinic Inc.
(Dr. Jesus Delgado Memorial
Associate/ 65.0% Hospital) 78. 2% Riverside Medical 51.0% Los Banos Doctors
Joint Venture Caretech Medical Center Inc. Hospital and Medical
96.0% Center, Inc.
Services, Inc.
Riverside College Inc.
100.0%
(1) Represents voting rights of common shares issued by MPHHI. Subject of an Exchangeable Bond covering 398,070,552 MPHHI common shares (refer to Audited Consolidated Financial Statements).
(2) Represents voting rights of preferred shares issued by MPHHI (refer to Audited Consolidated Financial Statements).
(3) Subject to a Call Option agreement granting the holder of the Option an irrevocable right to require MPIC to sell all or a portion of MPIC’s shares in Apollo (refer to Audited Consolidated Financial Statements).
HOSPITAL Metro Pacific
Hospital
Holdings, Inc.
55.0% Ramiro Community

Hospital, Inc.
Luther Z. Ramiro 91.1%
Medical Center, Inc.
METRO
37.6% Calamba Medical
PACIFIC Center
INVESTMENTS 43.6% South Luzon Hospital &
CORPORATION Medical Center
65.1%(3) 39.8%
Calamba Eye Center, Inc.
METRO PAC 69.0% Calamba Cancer Center

APOLLO Incorporated
HOLDING, INC. 86.7% Calamba Kidney Care
Center, Inc.
35.1%(1)
47.4%
Metro Pacific Biomed Tech Solutions, Inc
Hospital 32.5% Laguna College of Bus. &

56.2(2)
Holdings, Inc. Arts
30.0% Calamba Events Center,
Subsidiary Inc.
Associate/
Joint Venture 88.1% Commonwealth
Hospital and Medical
Center
(1) Represents voting rights of common shares issued by MPHHI. Subject of an Exchangeable Bond covering 398,070,552 MPHHI common shares (refer to Audited Consolidated Financial Statements).
(2) Represents voting rights of preferred shares issued by MPHHI (refer to Audited Consolidated Financial Statements).
(3) Subject to a Call Option agreement granting the holder of the Option an irrevocable right to require MPIC to sell all or a portion of MPIC’s shares in Apollo (refer to Audited Consolidated Financial Statements).
RAIL
50.0%
Light Rail
Manila Holdings
Inc. (1) 70.0%
Light Rail
20.0%
Manila
Corporation
METRO PACIFIC Metro Pacific Light Rail

65.1% Manila Holdings
INVESTMENTS Light Rail 50.0%
Corporation 2 Inc. (1, 2)
CORPORATION
50.0%
Light Rail
Manila Holdings
6 Inc. (1, 2)
50.0% Porrovia
Corporation (3)
50.0%
(1) Controlling interest in LRMHI, LRMH2 and LRMH6. Equity interest of 50% plus one share.
(2) Corporate life has been shortened to until September 30, 2021.
(3) Corporate life has been shortened to until March 31, 2019.
MetroPac
LOGISTICS 100.0% LogisticsPro,
Inc.
100.0%
Trucking
Company, Inc.
& STORAGE 100.0%
TruckingPro, Inc.
MetroPac
100.0% 99.1% MetroPac 100.0% PremierLogistics,
Logistics
Movers Inc. Inc.
Company, Inc.
METRO PACIFIC
INVESTMENTS 100.0% PremierTrucking,
Inc.
CORPORATION
KM Razor Crest Storage
100.0%
Infrastructure 100.0%
Infrastructure Holdings OneLogistics, Inc.
50.0%
Holdings, Inc.(1) Corporation
100.0%
Subsidiary
Associate/ Hyperion Storage
Joint Venture
Holdings Corporation
100.0%
Philippine Tank
Storage International
(Holdings), Inc.
(1)In January 2021, Keppel Infrastructure Fund Management Pte. Ltd. (KIT) and 100.0%
MPIC, through KM Infrastructure (KM), acquired 100% ownership interest in
Philippine Tank Storage International Holdings Inc. which owns 100% interest in Philippine Coastal
Philippine Coastal Storage & Pipeline Corporation. KIT and MPIC owns 80% and Storage & Pipeline
20% interest in KM at the time of Transaction Completion. On the same day, KIT Corporation
agreed to sell 30% of the outstanding shares of KM increasing MPIC effective
interest to 50%.
Neo Oracle Metro Pacific Pollux Realty
OTHERS
Holdings, Inc. (1) Management Services, Development
96.7% 100.0% Inc. Corporation 100.0%
Fragrant Cedar
100.0% Holdings Inc. Metro Tagaytay Land Costa de Madera
Co., Inc Corporation 62.0%
Metro Pacific 100.0%
Resource Recovery Pacific Plaza Towers
100.0% Corp. (2) Metro Asia Link
Management Services, Holdings, Inc.
100.0% Inc. 60.0%
MPIC Infrastructure
100.0% Holdings Limited
First Pacific Bancshares First Pacific Realty
100.0% Philippines, Inc. (5) 20.0% Partners Corporation (7) 30.7%
Metro Global Green
70.0% Waste, Inc. (3)
Philippine International Metro Pacific Land
Metro Vantage 100.0% Paper Corporation (6) Holdings, Inc. (8) 49.0%
100.0% Properties, Inc.
QC Integrated Waste
MetPower Ventures Management (1) End of corporate life (under liquidation).
METRO PACIFIC Partners Holdings, 100.0%
Holdings Inc, (2) Formerly MetroPac Clean Energy
100.0% Inc.
INVESTMENTS Holdings Corporation.
(3) Corporate life has been shortened to
Metro Pacific Health
CORPORATION 100.0% Tech Corporation
until December 31, 2017.
100.0% MetroPac Property until December 31, 2016.
First Gen Northern Holdings, Inc. (5) Corporate life has been shortened to
33.3% Energy Corp (4) until October 31, 2019.

100.0% Millennial Resorts (6) Corporate life has been shortened to
Landco Pacific Corporation until February 28, 2020.
38.1% Corporation (7) Corporate life has been shortened to
100.0% SCENIQ Lifestyle until May 31, 2018.
AF Payments, Inc. Corporation
20.0% until July 31, 2019.
Indra Philippines,
Surallah Biogas
25.0% Inc. Ventures Corp.
80.0%
Subsidiary
Associate/
Joint Venture

Mpi 17a Dec2021 Final-Mrkedup

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Mpi 17a Dec2021 Final-Mrkedup

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Mary Angelica S.

From: ICTD Submission <ictdsubmission+canned.response@sec.gov.ph>

Your report/document has been SUCCESSFULLY ACCEPTED by ICTD.

FOR MC28, please email to:

For your information and guidance.

Thank you and keep safe.

SEC Registration Number

PRINCIPAL OFFICE ( No. / Street / Barangay / City / Town / Province )

Secondary License Type, If

1,289 as of 12.31.2021 Last Friday of May December 31

CONTACT PERSON INFORMATION

Ms. June Cheryl A. jcrevilla@mpic.com. +632-8888- –

CONTACT PERSON’s ADDRESS

10/F MGO Building, Legaspi corner Dela Rosa Streets

SEC FORM 17-A

ANNUAL REPORT PURSUANT TO SECTION 17

1. For the fiscal year ended December 31, 2021

2. SEC identification numberCS200604494

3. BIR Tax Identification No. 244-520-457-000

4. Exact name of issuer as specified in its charter

5. Province, country or other jurisdiction of incorporation or organization

6. Industry Classification Code: (SEC Use Only)

7. Address of issuer's principal office Postal Code

8. Issuer's telephone number, including area code

Title of each ClassNumber of shares of common stock outstanding and amount

Common Shares 30,070,247,752*

SEC FORM 17-A

December 31, 2021

PART I – BUSINESS AND GENERAL INFORMATION ............................................. 2

Item 1. Description of Business

(A) Business Development

(B) Business of the Issuer

(B.1a) Power - MERALCO

Retail Electric Supply

Franchise and Regulation of Rates

System Loss Charge

Contribution in terms of Sales

Distribution of electricity at its usable voltage to end-consumers is performed by investor-owned electric

(B.1b) Others – Energy-from-Waste

(B.2) Toll Operations

The Company holds its toll road assets through MPTC.

a. Through its 75.1% effective interest in NLEX Corp:

▪ 76.3% effective interest in PT Nusantara. PT Nusantara is a leading infrastructure company in

Status of Toll Roads

Stand-alone road projects

Toll Roads and Other Infrastructure Projects in Indonesia and Vietnam

PT Nusantara, through its subsidiaries, holds investments in the following:

Effect of Existing or Probable Governmental Regulations on the Business

Revenues contributed by foreign entities

Source and availability of raw materials

Status of any publicly announced product or services

Toll Collection Interoperability Agreement.

(B.3a) Water - Maynilad

▪ imposition of a tariff freeze until December 31, 2022;

Non-Revenue Water (“NRW”)

Tariff Structure and Rate Regulation

MWSS Compliance with the 12% Limit on Return on Rate Base

Capital Expenditure Plans

Source and availability of raw materials

Transactions with related parties

Costs and effects of compliance with environmental laws

Maynilad’s wastewater facilities are required to be maintained in compliance with environmental

(B.3b) Water - MPW