AboitizPower

October 28, 2019

SECURITIESAND EXCHANGECOMMISSION

SecretariatBuilding,PICCComplex,

Roxas Boulevard, Pasay City, 1307

A'MENTIONviaPSEEDGE

PHILIPPINE STOCK EXCHANGE, INC.

PSETower, 28thStreet, cor. 5thAvenue Bonifacio GlobalCity, Taguig City

ATTENTION

via electronic mail

PHILIPPINE DEALING & EXCHANGECORP Market Regulatory Services Group

29th Floor BDOEquitable Tower 8751Paseo de Roxas,Makati City 1226

ATTENTION

DIR. VICENTE GRACIANO P. FELIZMENIO JR.

Markets and SecuritiesRegulation Department

MS. JANET A. ENCARNACION

Head,DisclosureDepartment

AT'IY. MARIE ROSEM. MAGALLEN-LIRIO

Head -- Issuer Compliance and Disclosures Department

Gentlemen

Please see attached Aboitiz Power Corporation's Related Party Transactions Policy filed in compliancewith the Securitiesand ExchangeCommission'sMemorandum CircularNo. 10,Series of2019

Kindly acknowledge receipt hereof

Thankyou

Verytruly yours

ABOITIZ POWER CORPORATION

MAILENdM.'OE LA TORRid Assistant Corporate Secretary

Aboitiz Power Corporation NACTower. 32nd St.. Bonifacio GlobalCity 1634 TaguigCity. NCR

T. +6328862800

www.aboitizpower.com

COVERSHEET

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H I L I PI P 1 1NIELS

I Company's Full Name )

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S.E.C.Registration Number

IBusiness Address: No. Street City/ Town/ Province IMANUEL ALBERTOR. COLAYCO

Contact Person

I

(02) 8 886-2338 Company Telephone Number

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Document Type

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Policy

Document Title

Effective Date

RELATED PARTY TRANSACTIONS POLICY

October 28, 2019 Version Number

Version 2

AboitizPi

nformation

on: Internal

RELATEDPAR'IYTRANSACTIONPSOLICY

  • A INTRODUCTION

    It isthe policy of Aboitiz Power Corporation(the "Company") related party transactions(RPTs) are reviewed and approved in a mannerthat guarantees fairness and transparency, conducted at an arm's length basis,with consideration paid or received and on terms no lessfavorable than any suchterms availableto unrelatedthird partiesunderthe sameor similar circumstances.

    ThisPolicyshallbe referredto asthe "RPTPolicy"

  • B COVERAGEAND DEFINITIONOFTERMS

    This RPTPolicy providesthe general guidelinesto be observed in relation to the review, approvalandreporting of MateriaIRPTsa, ndshallbe referredto asthe "RPTPolicy.

    Capitalized terms used herein are defined under Annex "A" of this RPTPolicy

C

GENERAL PRINCIPLES

l

The Company shall, at all times, comply with the requirements of the Revised

Corporation Code,its Articles of Incorporation and ByLaws,regulations and circulars by the Securitiesand ExchangeCommission(SEC),and other related laws, rules and regulations in approving and reporting MateriaIRPTs.

  • 2 The principle of "arm's length" requires that the transaction with a RelatedParty be made under comparable conditions and circumstancesas a transaction with an independent party. It is founded on the premisethat if market forces drive the terms and conditions agreed upon in an independent party transaction, the pricing of the transactionwould reflect the true economicvalueof the contributions madebyeach entity in that transaction. To illustrate, if two associatedenterprisesderive profits at levels above or below the comparable market level solely by reason of the special relationship between them, the profits willbe deemed as non-arm's length.

  • 3 Transactions within the Materiality Threshold that were entered into with an unrelated party that subsequently becomes a Related Party may be excluded from the requirementsof this RPTPolicy. In the event suchnon-RelatedParty subsequently becomes a Related Party, these transactions shall be considered Material RPTsand any alteration to the terms and conditions or increasein the exposure level thereof shallsubject the relevant MateriaIRPTto the requirements of this RPTPolicy.

  • 4 The Board of Directors, through the RPT Committee, shall ensure that: ja) all transactions with, or for the benefit of, any Related Party are handled in a sound and prudent manner, and in accordancewith applicable laws and regulations to protect the interest of the Company'sshareholdersand other stakeholders;and(b) alIRPT:

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Aboitiz Power Corporation published this content on 03 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 04 March 2021 01:24:05 UTC.