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CORPORATE

GOVERNANCE
GROUP 1
INTRODUCTION TO
CORPORATE GOVERNACE
Characteristics of Corporate
1.1
What is
Governance? 1.2 Good Governance
1.3 Governance: An
Overview

Basic Principles of
Purpose of Objectives of
1.4 Corporate
Governance
1.5 Corporate
Governance
1.5 Effective Corporate
Governance
CODE OF CORPORATE GOVERNANCE
FOR PUBLICLY-LISTED COMPANIES

The Board's

2.1 2.2
Governing
Introduction
Responsibilities (16
principles)
INTRODUCTION TO
CORPORATE
GOVERNANCE
01 GOVERNANCE
Governance refers to a process whereby elements in
society wield power, authority and influence and enact
policies and decisions concerning public life and
social upliftment.

The process of decision-making and the process by


which decisions are implemented (or not implemented)
through the exercise of power or authority by leaders of
the country and/or organizations.

01
CHARACTERISTICS OF GOOD
GOVERNANCE
02
GOOD
GOVERNANC
E

03
CHARACTERISTIC
04 S OF GOOD
GOVERNANCE

PARTICIPATION RULE OF LAW TRANSPARENCY


every policy taken and implemented
is an opportunity for everyone to To implement good by the government must be carried out
voice their opinions through governance, the legal under existing regulations. In addition,
institutions or representations. In there must be a guarantee that any
framework in the country
addition, everyone, without information related to the policy can
must be enforced impartially, be accessed by everyone, especially
exception, has the right to freedom
of association and expression especially concerning human those who are directly affected by the
rights law. policy

04
CHARACTERISTIC
05 S OF GOOD
GOVERNANCE

RESPONSIVENESS CONSENSUS ORIENTED EQUITY


AND INCLUSIVENESS
Good governance needs Good governance requires Good governance ensures
mediation of the different
institutions and processes to justice for the community.
interests in society to reach a
attempt to serve all broad consensus on what is in Everyone has the same
stakeholders within a the best interest of the whole opportunity to maintain and
reasonable time. community and how this can improve their welfare.
be achieved.

05
06
EFFECTIVENESS
AND EFFICIENCY
Every decision-making process and its
institutions must be able to produce
decisions that meet every community need.
Community resources must also be utilised

CHARACTERISTIC
optimally by the government.

S OF GOOD
ACCOUNTABILITY
GOVERNANCE All institutions involved in good
governance have full responsibility to
the public for the sake of improving
the quality of society.

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CORPORATE
GOVERNANCE
Corporate governance is defined as the system of rules, practices and
processes by which business corporations are directed and controlled. It
basically involves balancing the interests of a company's many stakeholders,
such as shareholders, management, customers, suppliers, financiers,
government and the community.

Corporate governance is the system by which companies are directed and


controlled. Boards of directors are responsible for the governance of their
companies. The shareholders' role in governance is to appoint the directors
and the auditors and to satisfy themselves that an appropriate governance
structure is in place

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OBJECTIVES OF CORPORATE
GOVERNANCE

• TO FACILITATE EFFECTIVE, ENTREPRENEURIAL AND PRUDENT


MANAGEMENT THAT CAN DELIVER LONG- TERM SUCCESS OF THE
COMPANY.
• TO ENHANCE SHAREHOLDER’S VALUE AND PROTECT THE
INTERESTS OF OTHER STAKEHOLDERS BY IMPROVING THE
CORPORATE PERFORMANCE AND ACCOUNTABILITY .

01
OBJECTIVES OF CORPORATE GOVERNANCE
(FIST) F A I R A N D E Q U I T A B L E T R E AT M E N T INCREASE SHAREHOLDERS'
OF SHAREHOLDERS W E A LT H
A corporate governance structure ensures equitable and fair treatment of all Another corporate governance's main objective is to protect the
shareholderof the company. In some organizations, a group of high net-worth long-term interests of shareholders. Forms with strong corporate
individual and institutions who have a substantial proportion of their governance structure are seen to have higher valuation attached to
portfolios invested in the company, remain active through occupation of top- their shares by businessmen. This only reflects the positive
level positions that enable them to guard their interest. However, all
perception that good corporate governance induces potential
shareholders deserve equitable treatment and this equity is safeguarded by a
investors to decide to invest in a company.
good governance structure in any organization.

SELF-ASSESSMENT T R A N S PA R E N C Y A N D F U L L
Corporate governance enables firms to assess their behavior and
DISCLOSURE
actions before they are scrutinized by regulatory agencies. Business
Good corporate governance aims at ensuring a
establishments with a strong corporate governance system are better higher degree of transparency in an organization
able to limit exposure to regulatory risks and fines. An active and by encouraging full disclosure of transactions in
independent board can successfully point out deficiencies or
loopholes in the company operations and help solve issues internally the company accounts.
on a timely basis.

02
BASIC PRINCIPLES OF EFFECTIVE CORPORATE
GOVERNANCE (CAT)
TRANSPARENCY AND ACCOUNTABILITY
FULL DISCLOSURE Is the board taking
Is the board telling us
responsibility?
what is going on?
GOOD AND EFFECTIVE
GOVERNANCE

CORPORATE CONTROL
Is the board doing
the right thing?

03
CODE OF CORPORATE
GOVERNANCE FOR
PUBLICLY-LISTED
COMPANIES
2.1 INTRODUCTION

THE CODE OF CORPORATE


GOVERNANCE

RECOMMENDATIONS
EXPLANATIONS
DEFINITION OF TERMS

01
THE CODE OF CORPORATE GOVERNANCE

01 02
Intended to raise the corporate governce The Code will adopt the "comply or explain"
standards of Philippine corporations to a level approach. This approach combines voluntary
at par with its regional and global counterparts. compliance with mandatory disclosure.

03
The Code is arrange as follows: Principles,
Recommendations and Explnations.

02
THE
PRINCIPLES
can be considered to be high-level statements of corporate
governance good practices, and are applicable to all companies.

03
THE
RECOMMENDATIONS
are objective criteria that are intended to identify the specific
features of corporate governance good practice that are
recommended for companies operating according to the Code.

03
THE
EXPLANATION
strive to provide companies with additional
information
on the recommended best pratice

03
Definition of Terms

01 02 03
Corporate Board of
Management
Governance Directors
the system of stewardship and control the governing body elected by a group of executive given the
to guide organizations in fulfilling the stockholders that exercises authority by the Board of
their long-term economic, oral, legal the corporate powers of a Directors to implement the
and social obligations towards their policies it has laid down in the
stakeholders.
corporation, conducts all its
business and control its conduct of the business of the
properties. corporation.

04
Definition of Terms
Independent Director
04 a person who is independent of management and the controlling
shareholder, and is free from any business or other relationship which
could, or could reasonably be perceived to, martially interfere with his
exercise of independent judgement in carrying out his responsibilities as a
director.

05 Executive director
a director who has executive responsibility of day-to-
day operations of a part or the whole of the
organization

06
Definition of Terms

08
Internal

06 07
Non-executive
Conglomerate Control
Director
a process designed and affected by the board of
directors, senior management, and all levels of
a group of corporations that has
a director who has no diversified business activities in
personnel to provide reasonable assurance on
the achievement of objectives through efficient
executive responsibility and varied industries, whereby the and effective operations; reliable, complete and
does not perform any work operations of such businesses are timely financial and management information:
related to the operations of controlled and mananaged by a and compliance with applicable laws,
parent corporate entity. regulations, and the organization's policies and
the corporation procedures

04
Definition of Terms
09
Enterprise Risk
Management
a process, effected by an entity's Board of Directors, management and other personnel, applied in strategy
setting and across the enterprise that is designed to identify potential events that may affect the entity,
manage risk to be within its risk appetite, and provide reasonable assurance regarding the achievement of
entity objectives.

10 Related Party
shall cover the company's subsidiaries, as well as affiliates and any party that the company
exerts direct or indirect control over the company; the company's director; officers; shareholders
and related interests, and their close family members, as well as corresponding persons in
affiliated companies.

04
Definition of Terms

11 Related Party Transactions


a transfer of resources, services or obligations between
a reporting entity and a related party, regardless of
whether a price is charge.

12 Stakeholders
an individual, organization or society at large who can
either affect and/or be affected by the company's
strategies, policies, business decisions and operations, in
general

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Code of Corporate
Governance for
Publicly-Listed
Companies
MARDELLE T. LORENZO
01
THERE ARE SIXTEEN (16) PRINCIPLES THAT ARE
DISTRIBUTED AMONG FIVE (5) MAIN SECTIONS, NAMELY:

• Board’s Governance Responsibilities (Principles 1 – 7 )


• Disclosure and Transparency (Principles 8 – 11)
• Internal Control and Risk Management Framework (Principle 12)
• Cultivating a Synergic Relationship with Shareholders (Principle 13)
• Duties to Stakeholders (Principles 14 -16)

02
PRINCIPLES:

1 2 3 4
ESTABLISHING A ESTABLISHING ESTABLISHING FOSTERING
COMPETENT CLEAR ROLES BOARD COMMITMENT
BOARD AND COMMITTEES
RESPONSIBILITIES
OF THE BOARD
ESTABLISHING A
01 COMPETENT BOARD

The company should be headed by a competent, working board


to foster the long-term success of the corporation, and to
sustain its competitiveness and profitability in a manner
consistent with its corporate objectives and the long-term best
interests of its shareholders and other stakeholders.

02
01 RECOMMENDATIONS

1.1 1.2 1.3


The Board should always The Board should be The Company have a policy
ensure that it has an composed of a majority of on the training of its
appropriate mix of non-executive directors who directors, including an
competence and expertise possess the necessary orientation program for
qualifications to effectively first-time directors and
that is relevant to the
participate and help secure
company’s industry/sector. relevant annual continuing
objectives of the company
training for all directors.

04
01 RECOMMENDATIONS

1.4 1.5 1.6


The Board should have a The Board should have a Compliance
Officer, who:
The Board should Corporate Secretary, who is:

• Should have the rank of Senior Vice


have a policy on • A separate individual from the
Compliance Officer
President or an equivalent position
with adequate stature and authority
board diversity. • Not a member of the Board of • Should not be a member of the
Directors Board of Directors
• Annually attend training on • Annually attend training on
corporate governance corporate governance

04
ESTABLISHING CLEAR ROLES AND
02 RESPONSIBILITIES OF THE BOARD

The fiduciary roles, responsibilities and accountabilities of the


Board as provided under the law, the company’s articles and
by-laws, and other legal pronouncements and guidelines should
be clearly made known to all directors as well as to
shareholders and other stakeholders. .

02
02 RECOMMENDATION
2.1 The Board members should act on a fully informed basis, in good faith, with due
diligence and care, and in the best interest of the company and all shareholders.

2.2 The Board should oversee the development of and approve the company’s business
objectives and strategy

2.3 The Board should be headed by a competent and qualified Chairperson.

2.4 The Board should be responsible for ensuring and adopting an effective
succession planning program for directors, key officers and management.
06
02 RECOMMENDATION
2.5 The Board should align the remuneration of key officers and board members with the
long-term interests of the company

2.6 The Board should have a formal and transparent board nomination and election policy.

2.7 The Board should have the overall responsibility in ensuring that there is a group-
wide policy and system governing related party transactions (RPTs) and other
unusual or infrequently occurring transactions.

2.8 The Board should be primarily responsible for approving the selection and
assessing the performance of the Management. 06
02 RECOMMENDATION
2.9 The Board should establish an effective performance management framework that will ensure
that the Management meets the standards set by the Board and Senior Management.

2.10 The Board should oversee that an appropriate internal control system is in place.

2.1 The Board should oversee that a sound enterprise risk management (ERM)
framework is in place.
1
2.1 The Board should have a Board Charter that formalizes and clearly states its roles,
responsibilities and accountabilities in carrying out its fiduciary duties
2 06
03 ESTABLISHING BOARD
COMMITTEES
Board committees should be set up to the extent possible to support
the effective performance of the Board’s functions, particularly with
respect to audit, risk management, related party transactions, and
other key corporate governance concerns, such as nomination and
remuneration. The composition, functions and responsibilities of all
committees established should be contained in a publicly available
Committee Charter.

02
03 RECOMMENDATION

3.1
THE BOARD SHOULD ESTABLISH BOARD
COMMITTEES THAT FOCUS ON SPECIFIC BOARD
FUNCTIONS TO AID IN THE OPTIMAL PERFORMANCE
OF ITS ROLES AND RESPONSIBILITIES.

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03 RECOMMENDATION
3.2
The Board should establish an Audit
Committee

Composed of at least three All of the members of the


appropriately qualified non- committee must have The Chairman of the Audit
executive directors, the relevant background, Committee should not be the
majority of whom, including knowledge, skills, and/or chairman of the Board or of
the Chairman, should be experience in the areas of any other committees.
independent. accounting, auditing and
finance.

07
03 RECOMMENDATION
3.3
The Board should establish a Corporate
Governance Committee:

Tasked to assist the Board in the performance of It should be composed of at least three
its corporate governance responsibilities. members, all of whom should be
independent directors, including the
Chairman. .

07
03 RECOMMENDATION
3.4
Subject to a corporation’s size, risk profile and complexity of
operations, the Board should establish a separate Board Risk
Oversight Committee (BROC)

Composed of at least three At least one member of the


The Chairman should
members, the majority of committee must have
not be the Chairman of
whom should be independent relevant thorough knowledge
directors, including the the Board or of any and experience on risk and
Chairman. other committee. risk management

07
03 RECOMMENDATION

3.5 SUBJECT TO A CORPORATION’S SIZE, RISK PROFILE AND


COMPLEXITY OF OPERATIONS, THE BOARD SHOULD
ESTABLISH A RELATED PARTY TRANSACTION (RPT)
COMMITTEE.
• composed of at least three non-executive directors, two of whom should be
independent, including the Chairman.

07
03 RECOMMENDATION

3.6
ALL ESTABLISHED COMMITTEES SHOULD HAVE
COMMITTEE CHARTERS.

07
04FOSTERING
COMMITMENT

To show full commitment to the company, the directors should


devote the time and attention necessary to properly and effectively
perform their duties and responsibilities, including sufficient time to
be familiar with the corporation’s business.

02
04 RECOMMENDATION

4.1 4.2 4.3


The directors should attend and actively The non-executive directors A director should notify the
participate in all meetings of the Board, of the Board should Board where he/she is an
Committees, and Shareholders in person or incumbent director before
concurrently serve as
through tele-/videoconferencing conducted
directors to a maximum of accepting a directorship in
in accordance with the rules and
another company.
regulations of the Commission five publicly listed
companies.
09
5 6 7
REINFORCING ASSESSING BOARD STRENGTHENING
BOARD PERFORMANCE BOARD ETHICS
INDEPENDENCE
REINFORCING BOARD
5 INDEPENDENCE
Principle The board should endeavor to
exercise an objective and
independent judgment on all
corporate affairs.

02
RECOMMENDATION
The Board should have at least three independent directors, or such
5.1 number as to constitute at least one-third of the members of the Board,
whichever is higher.
The Board should ensure that its independent directors possess the
5.2 necessary qualifications and none of the disqualifications for an
independent director to hold the position.

5.3 The Board's independent directors should serve for a maximum


cumulative term of nine years.
The positions of Chairman of the Board and Chief Executive Officer
5.4 should be held by separate individuals and each should have clearly
defined responsibilities. 06
RECOMMENDATION
The Board should designate a lead director among the independent
5.5 directors if the Chairman of the Board is not independent.

A director with a material interest in any transaction affecting the


5.6 corporation should abstain from taking part in the deliberations for the
same.

The non-executive directors (NEDS) should have separate periodic


5.7 meetings with the external auditor and heads of the internal audit,
compliance and risk functions, without any executive directors present to
ensure that proper checks and balances are in place within the corporation.
06
ASSESSING BOARD
6 PERFORMANCE
Principle The best measure of the Board's
effectiveness is through an assessment
process. The Board should regularly carry
out evaluations to appraise its performance
as a body, and assess whether it possesses the
right mix of backgrounds and competencies.

02
RECOMMENDATION

The Board should conduct an annual self-assessment of its performance,


6.1 including the performance of the Chairman, individual members and
committees. Every three years, the assessment should be supported by an
external facilitator.

The Board should have in place a system that provides, at the minimum,
6.2 criteria and process to determine the performance of the Board, the
individual directors, committees and such system should allow for a
feedback mechanism from the shareholders.

06
STRENGTHENING
7 BOARD ETHICS
Principle Members of the Board are duty-
bound to apply high ethical
standards; taking into account
the interests of all stakeholders.

02
RECOMMENDATION

7.1 The Board should adopt a Code of Business Conduct


and Ethics.

The Board should ensure the proper and efficient implementation


7.2 and monitoring of compliance with the Code of Business Conduct
and Ethics and internal policies.

06
DISCLOSURE AND TRANSPARENCY: ENHANCING
8 COMPANY DISCLOSURE POLICIES AND
PROCEDURES

PRINCIPLE 8

The company should establish corporate disclosure policies and


procedures that are practical and in accordance with best practices and
regulatory expectations

02
RECOMMENDATIONS
1 2 3
The Company should have a policy
requiring all directors and officers to The Board should fully disclose all
The Board should establish relevant and material information on
corporate disclosure policies and disclose/report to the company any
dealings in the company’s shares individual board members and key
procedures executives
within three business days

04
RECOMMENDATIONS
4 5
The company should provide clear disclosure of its policies The company should disclose its policies governing Related
and procedure for setting Board and executive remuneration Party Transactions (RPTs) and other unusual or infrequently
(individual basis), as well as the level and mix of the same in occurring transactions in its Manual on Corporate Governance.
the Annual Corporate Governance Report.

04
RECOMMENDATIONS
6
• The company should make a full, fair, accurate and timely disclosure to the public of every material fact or event
that occurs, particularly on the acquisition or disposal of significant assets

• Board of the offeree company should appoint an independent party to evaluate the fairness of the transaction price
on the acquisition or disposal of assets

04
RECOMMENDATIONS
7
The company’s corporate governance policies, programs and procedures should be contained in its Manual on
Corporate Governance, which should be submitted to the regulators and posted on the company’s website

04
DISCLOSURE AND TRANSPARENCY:

9 STRENGTHENING THE EXTERNAL AUDITOR’S


INDEPENDENCE AND IMPROVING
AUDIT QUALITY

PRINCIPLE 9

The company should establish standards for the appropriate selection of


an external auditor, and exercise effective oversight of the same to
strengthen the external auditor’s independence and enhance audit
quality

02
RECOMMENDATIONS

1
• The Audit Committee should have a robust process for approving and recommending the appointment, reappointment,
removal, and fees of the external auditor which should be recommended by the Audit Committee, approved by the
Board and ratified by the shareholders.

• For removal of the external auditor, the reasons for removal or change should be disclosed to the regulators and the
public through the company website and required disclosures.

09
RECOMMENDATIONS

2
• The Audit Committee Charter should include the Audit Committee’s responsibility
-Assessing the integrity and independence of external auditors
-Exercising effective oversight to review and monitor the external auditor’s independence and objectivity and the
effectiveness of the audit process

• The Charter should also contain the Audit Committee’s responsibility on reviewing and monitoring the external
auditor’s suitability and effectiveness on an annual basis

09
RECOMMENDATIONS

3
• The company should disclose the nature of non-audit services performed by its external auditor in the Annual Report

• The Audit Committee should be alert for any potential conflict of interest situations, given the guidelines or policies
on non-audit services

09
DISCLOSURE AND TRANSPARENCY: INCREASING

10 FOCUS ON NON-FINANCIAL AND SUSTAINABILITY


REPORTING

PRINCIPLE 10

The company should ensure that the material and reportable non-
financial and sustainability issues are disclosed

02
RECOMMENDATION
1
• The Board should have a clear and focused policy on the disclosure of non-financial information,
with emphasis on the management of economic, environmental, social and governance (EESG) issues of its business,
which underpin sustainability.

• Companies should adopt a globally recognized standard/framework in reporting sustainability and non-financial
issues

04
PROMOTING A COMPREHENSIVE AND COST-

11 EFFICIENT ACCESS TO RELEVANT


INFORMATION

PRINCIPLE 11

The company should maintain a comprehensive and cost-


efficient communication channel for disseminating relevant
information. This channel is crucial for informed decision-
making by investors, stakeholders, and other interested users.

02
RECOMMENDATION
11.
1• Role of media in dissemination of information.

04
INTERNAL CONTROL SYSTEM AND
RISK MANAGEMENT FRAMEWORK
STRENGTHENING THE INTERNAL CONTROL

12 SYSTEM AND ENTERPRISE RISK


MANAGEMENT FRAMEWORK

PRINCIPLE 12

To ensure the integrity, transparency and proper governance


in the conduct of its affairs, the company should have a
strong and effective internal control system and enterprise
risk management framework.

02
RECOMMENDATIONS
:
12.
• The Company should have an adequate and effective internal control
1 system and an enterprise risk management framework in the conduct of
its business, taking into account its size, risk profile and complexity of
operations.

04
RECOMMENDATIONS
:
12. =
• The Company should have in place an independent internal audit
2 function that provides an independent and objective assurance and
consulting services designed to add value and improve the company's
operations.

04
RECOMMENDATIONS
:
12.
• The Company should have a qualified Chief Audit Executive
3 (CAE) apppointed by the Board subject to a company's size, risk
profile and complexity of operations.

04
RECOMMENDATIONS
:
12.4
• The Company should have a separate risk management
function to identify, assess and monitor key risk
exposures

04
RECOMMENDATIONS
:
12.
• The Company should have a Chief Risk Officer (CRO),
5
who is the ultimate champion of Enterprise Risk
Management (ERM)

04
CULTIVATING A SYNERGIC
RELATIONSHIP WITH SHAREHOLDERS
13 PROMOTING SHAREHOLDERS RIGHTS

PRINCIPLE 13

The company should treat all shareholders fairly and


equitably, and also recognize, protect and facilitate the
exercise of their rights.

02
RECOMMENDATIONS
:
13.
• The Board should ensure that basic shareholder rights are
1
disclosed in the Manual on Corporate Governance and on
the company’s website

04
RECOMMENDATIONS
:
13.
• The Board should encourage active shareholder participation by
2 sending the Notice of Annual and Special Shareholders’ Meeting
with sufficient and relevant information at least 28 days before the
meeting.

04
RECOMMENDATIONS
:
13.
• Encouraging active shareholder participation by the board
3
by making the result of the votes publicly available in the
next working days.

04
RECOMMENDATIONS
:
13.4
• The Board should make available, at the option of a
shareholder, an alternative dispute mechanism to resolve
intra-corporate disputes in an amicable and effective manner.

04
RECOMMENDATIONS
:
13.5
• The Board should establish an Investor Relations Office
(IRO) to ensure constant engagement with its shareholders.
The IRO should be present at every shareholders’ meeting.

04
RESPECTING RIGHTS OF STAKEHOLDERS AND

14 EFFECTIVE REDRESS FOR VIOLATION OF


STAKEHOLDER'S RIGHTS

PRINCIPLE 14

The rights of stakeholders established by law, by contractual relations


and through voluntary commitments must be respected. Where
stakeholders’ rights and/or interests are at stake, stakeholders should
have the opportunity to obtain prompt effective redress for the violation
of their rights.

02
RECOMMENDATIONS
14.1 14.2 14.3
The Board should identify the comapny's The Board should establish clear policies and The Board should adopt a transparent
variuos stakeholders and promote programs to provide a mechanism on the fair framework and process that allow stakeholders
cooperation between them and the company treatment and protection of stakeholders. to communicate with the company and to
in creating wealth, growth and sustainability. obtain redress for the violation of their rights.

04
15 ENCOURAGING EMPLOYEES' PARTICIPATION

PRINCIPLE 15

A mechanism for employee participationshould be developed to create a


symbiotic environment,realize the company’s goals and participate in its
corporate governance processes.

02
RECOMMENDATIONS
15.1 15.2 15.3
The Board should establish The Board should set the tone The Board should establish a
policies, programs and procedures and make a stand against corrupt suitable framework for
that encourage employees to practices by adopting an anti- whistleblowing that allows
actively participate in the corruption policy and program employees to freely communicate
realization of the company’s goals their concerns about illegal or
in its Code of Conduct.
and in its governance. unethical practices.

04
16
ENCOURAGING SUSTAINABILITY AND SOCIAL
RESPONSIBILITY

PRINCIPLE 16

The company should be socially responsible in all its dealings with the
communities where it operates. It should ensure that its interactions
serve its environment and stakeholders in a positive and progressive
manner that is fully supportive of its comprehensive and balanced
development.

02
RECOMMENDATIONS

16.1

The company should recognize and place an importance on the


interdependence between business and society.

04
THANK YOU FOR
LISTENING!
ARTIZONA, ANGELICA LORENZO, MARDELLE
CAMPIT, RICHMON NAGUM, ALLINA
DANCEL, STEFANIE PAGARAGAN, SOPHIA
DORIA, JHEA MAE VILLAVICENCIO, KIMBERLY

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