BOARD OF DIRECTORS

SM Investments Corporation’s Board of Directors set the tone from the top and uphold the highest standard of excellence and integrity. The Board is composed of eight (8) highly qualified directors, majority of whom are non-executive directors. The Board ensures that it has an appropriate mix of competence and expertise and that its members remain qualified for their positions individually and collectively, which enables it to fulfill its roles and responsibilities and respond to the needs of the organization based on the evolving business environment and strategic direction.

Henry Sy

Chairman Emeritus

Henry Sy, Sr. was the Chairman Emeritus of the Board of Directors of SMIC.  He was the founder of the SM Group and was Chairman Emeritus of SM Prime Holdings, Inc., SM Development Corporation, and Highlands Prime, Inc., BDO Unibank, Inc., and Honorary Chairman of China Banking Corporation until his passing.  Mr. Sy opened the first ShoeMart store in 1958 and has since evolved into a dynamic group of companies with three lines of businesses – retail, banking, and property.

Jose T. Sio

Chairman of the Board

80 Years Old

Jose T. Sio is the Chairman of the Board of SMIC. He is also a Director of China Banking Corporation, Belle Corporation, Atlas Consolidated Mining and Development Corporation and NLEX Corporation, and Adviser to the Board of Directors of BDO Unibank, Inc. and Premium Leisure Corporation.  Mr. Sio holds a master’s degree in Business Administration from New York University, is a certified public accountant and was formerly a senior partner at Sycip Gorres Velayo & Co.  Mr. Sio was voted CFO of the Year in 2009 by the Financial Executives of the Philippines.  He was also awarded as Best CFO (Philippines) in various years by several Hong Kong based business publications.

Designation
Chairman of the Board (Non-Executive Director)
Member, Audit Committee
Member, Risk Management committee
Member, Compensation Committee
Member, Related Party Transactions Committee

Positions in other Reporting Companies
Belle Corporation – Director
China Banking Corporation- Director
Atlas Consolidated Mining and Development Corporation – Director

Board of Attendance: 100%; 7 of 7 Board Meetings
Date of First Appointment : May 2005
No. of years on the Board: 15 Years
Other Information: No legal dispute in the past five (5) years; No conflict of interest transactions in the past year

Teresita T. Sy

Vice Chairperson of The Board

69 Years Old

Teresita T. Sy is the Vice Chairperson of SMIC and Adviser to the Board of SM Prime Holdings, Inc.  She also sits as Chairperson of SM Retail, Inc.  She also holds board positions in several companies within the SM Group.  She is also the Chairperson of BDO Unibank, Inc. (“BDO”) and serves as the Chairperson and/or Director of various subsidiaries and affiliates of BDO such as BDO Private Bank, Inc., BDO Leasing & Finance, Inc., BDO Capital & Investment Corporation, BDO Foundation, Inc., and BDO Life Assurance Company, Inc. (formerly Generali Pilipinas Life Assurance Company, Inc.).  She also serves as Adviser to the Board of One Network Bank, Inc. (A Rural Bank of BDO).  A graduate of Assumption College with a Bachelor of Arts and Science degree in Commerce major in Management, she brings to the Board her diverse expertise in retail merchandising, mall and real estate development, and banking and finance.  

Designation
Vice Chairperson of The Board (Non-Executive Director)
Chairperson, Compensation Committee
Chairperson, Executive Committee

Positions in other Reporting Companies
BDO Unibank, Inc – Executive Director (Chairperson)

Board of Attendance: 100%; 7 of 7 Board Meetings
Date of First Appointment : May 1979
No. of years on the Board: 41 Years
Other Information: No legal dispute in the past five (5) years; No conflict of interest transactions in the past year

Henry T. Sy, Jr.

Vice Chairman of the Board / Non-Executive Director

66 Years Old

Henry T. Sy, Jr. is the Vice Chairman of SMIC and Chairman of SM Prime Holdings, Inc. and SM Development Corporation.  He is also the Vice Chairman of National Grid Corporation of the Philippines.  He is responsible for the real estate acquisitions and development activities of the SM Group which include the identification, evaluation and negotiation for potential sites as well as the input of design ideas.  He graduated with a Management degree from De La Salle University.

Positions in other Reporting Companies
SM Prime Holdings, Inc – Chairman

Board of Attendance: 100%; 7 of 7 Board Meetings
Date of First Appointment : May 1979
No. of years on the Board: 41 Years
Other Information: No legal dispute in the past five (5) years; No conflict of interest transactions in the past year


Harley T. Sy

Executive Director

60 Years Old

Harley T. Sy is Executive Director of SMIC.  He is a Director of China Banking Corporation and other companies within the SM Group and Adviser to the Board of Directors of BDO Unibank, Inc. and BDO Private Bank.  He is the Co-Vice Chairman and Treasurer of SM Retail, Inc.  He holds a degree in Bachelor of Science in Commerce, Major in Finance from the De La Salle University.

Designation
Member, Executive Committee

Positions in other Reporting Companies
China Banking Corporation – Director

Board of Attendance: 100%; 7 of 7 Board Meetings
Date of First Appointment : May 1993
No. of years on the Board: 27 Years
Other Information: No legal dispute in the past five (5) years; No conflict of interest transactions in the past year

Frederic C. DyBuncio

President/CEO

60 Years Old

FREDERIC C. DYBUNCIO is the President/Chief Executive Officer of SM Investments Corporation and 2Go Group, Inc. He is also the Vice Chairman of the Board of Atlas Consolidated Mining and Development Corporation.

Prior to holding the post, he was a career banker who spent over 20 years with JP Morgan Chase and its predecessor institutions. During his stint in the banking industry, he was assigned to various executive positions where he gained substantial professional experience in the areas of credit, relationship management and origination, investment banking, capital markets, and general management. He has worked and lived in several major cities including New York, Seoul, Bangkok, Hong Kong and Manila.

He graduated from Ateneo de Manila University with a Bachelor of Science degree in Business Management and finished a Master’s degree in Business Administration program at Asian Institute of Management.

Designation
Member, Executive Committee

Positions in other Reporting Companies
2GO Group Inc. – President/CEO/Director
Atlas Consolidated Mining and Development Corp – Vice Chairman

Board Attendance: 100%; 7 of 7 Meetings
Date of First Appointment : April 2017
No. of years on the Board: 3 Years

Tomasa H. Lipana

Independent Director

71 Years Old

Tomasa H. Lipana is an independent director of SMIC. She is a former Chairperson and Senior Partner of Isla Lipana & Co., the Philippine member firm of PricewaterhouseCoopers. She is also an independent director and Audit Committee Chairperson of Flexo Manufacturing Corporation, and Trade and Investment Development Corporation of the Philippines (Philippine Guarantee Corporation, formerly Philippine Export Import Credit Agency), a government-owned and controlled corporation. Previously, she was an independent director of Goldilocks Bakeshop Inc., Inter-Asia Development Bank, and QBE Seaboard Insurance Philippines. She is a fellow and trustee of the Institute of Corporate Directors. She is also a trustee of the Shareholders’ Association of the Philippines, Inc., among other non-profit organizations. Ms. Lipana took up Executive Education/Management Development Programs at Harvard Business School, University of Western Ontario, and Asian Institute of Management. She received the Outstanding CPA in the Public Practice Award from the Philippine Institute of Certified Public Accountants and the Outstanding Alumna Award from the University of the East where she graduated Cum Laude. She is also a CPA Board placer.

Designation
Chairperson, Audit Committee
Member, Corporate Governance Committee

Positions in other Reporting Companies
No directorships in other listed companies.

Board Attendance: 100%; 7 of 7 Board Meetings
Date of First Appointment : April 2016
No. of years on the Board: 4 Years
Other Information: No legal dispute in the past five (5) years; No conflict of interest transactions in the past year

Alfredo E. Pascual

Lead Independent Director

71 Years Old

Alfredo E. Pascual is the Lead Independent Director of SMIC. He was the President and CEO of the Institute of Corporate Directors (ICD) in 2018 & 2019. From 2011 to 2017, he led the University of the Philippines (UP) System as President and Board Co-Chair. Before UP, Mr. Pascual worked at the Asian Development Bank (ADB) for 19 years in such positions as Director for Private Sector Operations, Director for Infrastructure Finance, and Advisor for Public-Private Partnership (Infrastructure Development). At ADB, he had postings in India and Indonesia as well as board directorships in ADB’s investee companies in China, India, and the Philippines. Earlier on, Mr. Pascual held executive positions in investment banking companies, e.g., First Metro Investment Corporation and was a finance professor at the Asian Institute of Management (AIM). Currently also, he is an independent director at other publicly-listed companies and a trustee at nonprofits and foundations. He finished MBA and BS Chemistry (cum laude) at UP.”

Designation
Chairman, Corporate Governance Committee
Chairman, Related Party Transactions Committee
Member, Audit Committee
Member, Compensation Committee

Position in other PLCS
Concepcion Industrial Corporation      Independent Director
Megawide Construction Corporation – Independent Director
Asiabest Group International Inc. – Independent Director

Board Attendance: 100%; 7 of 7 meetings
Date of first Appointment: April 2017
No. of years on the Board: 3 Years

Robert G. Vergara

Independent Director

59 Years Old

Robert G. Vergara is an Independent Director of SMIC. He was recently appointed as an Independent Director of Metro Pacific Hospital Holdings, Inc. (MPHHI). He is currently the President of Vergara Advisory Management, Inc. founded in May 2018. He also sits as an Independent Director of STI Holdings since July 27, 2017. From September 2010 to October 2016, he served as the President and General Manager and Vice-Chairman of the Board of Trustees of the Government Service Insurance System (GSIS). As President and General Manager of GSIS, Mr. Vergara also served as Vice Chairman and Director of National Reinsurance Corporation of the Philippines, Manila Hotel Corporation, and Member of the Board of Directors of Philippine Stock Exchange, Philippine Health Insurance Corporation, Philippine National Construction Corporation and Housing and Urban Development Coordinating Council. Before that, he was the Managing Director and Founding Partner of Cannizaro (Hong Kong) Limited from October 2006 to September 2010. From 2002 to 2006, he was a Director of Lionhart (Hong Kong) Ltd. He was a Principal in Morgan Stanley Asia Ltd. from 1997-2001 and served as the Managing Director of IFM Asia Ltd. from 1990 to 1997. He obtained his Master in Business Administration from Harvard Graduate School of Business Administration. He graduated magna cum laude from Ateneo De Manila University with Bachelor of Science degrees in Management Engineering and Mathematics.

Designation
Chairman, Risk Management Committee
Member, Corporate Governance Committee
Member, Related Party Transactions Committee

Positions in other Reporting Companies
Metro Pacific Hospital Holdings, Inc.   Independent Director

Board Attendance: 100%; 4 of 4 Meetings
Date of First Appointment: April 24, 2019
No. of years on the Board: 1 Year
Other information: No legal dispute in the past five (5) years; No conflict of interest transactions in the past year