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Corporate Governance-1
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CORPORATE GOVERNANCE
Founded in 1987 to acquire the Manila International ContainerTerminal (MICT) from the Philippine government in a competitiveprivatization tender
Unique strategy focused on acquiring underperforming small- andmid- sized terminals, mostly in government privatizations
Highly successful international expansion and acquisition strategy ICTSI now manages / operates 28 marine terminals in 20 countries Majority of earnings from outside the Philippines
Founder (Enrique K. Razon, Jr.) retains 61.3% stake and activelymanages the company
2
Company Overview
ICTSI BEFORE
3
ICTSI AFTER
4
ICTSI BEFORE
5
ICTSI AFTER
6
7Diversified Global OperationsKey ICTSI terminalsOther ICTSI terminalsNew terminalsTerminals under development
CGSAGuayaquil, Ecuador
(100%)
TSSASuape, Brazil
(100%)
BCTGdynia, Poland
(100%)
MICTSLToamasina,Madagascar
(100%)
PhilippinesMICTManila(100%)
BIPIBatangas
(60%)
SCIPSIGen. Santos
(50%)
SBITCSubic Bay
(83%)
DIPSSCORDavao(97%)
MICTSIMisamisOriental(100%)
IOIPortland, United States
(100%)
CMSAManzanillo, Mexico
(100%) SPIABuenaventura,
Colombia(46%)
AGCTRijeka, Croatia
(51%)
BICTBatumi, Georgia
(100%)
NMCTSMuara, Brunei
(100%)
PT MTSMakassar,Indonesia
(95%)TECPLATALa Plata, Argentina
(100%)
ISISubic Bay
(100%)
PT OJAJakarta,Indonesia
(80%)
LICTSLELagos, Nigeria
(75%)
HIPSDavao delNorte(65%)
OPCSAPuerto Cortes,Honduras
(100%)
PICTKarachi, Pakistan
(65%)
YICTYantai, China
(51%)
ICTSI DR Congo S.A.Matadi, DR Congo
(60%)
ICTSI (ME) JLTUmm Qasr, Iraq
(100%)
VICTMelbourne, Australia
(100%)
Notes: *100% owned by PT Jasa Prima Tbk which is 80.19% owned indirectly by ICTSI**Formerly YRDICT (up to June 30, 2014)
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Terminal Details
TSSASuape, Brazil100% owned
TSSASuape, Brazil100% owned
MICTManila, Philippines
100% owned
MICTManila, Philippines
100% ownedBCT
Gdynia,Poland100% owned
BCTGdynia,Poland100% owned
MICTSLToamasina,Madagascar100% owned
MICTSLToamasina,Madagascar100% owned
YICT**Yantai, China51% owned
YICT**Yantai, China51% owned
CGSAGuayaquil, Ecuador
100% ownedCGSA
Guayaquil, Ecuador100% owned
Other Philippine operations:DIPSSCOR - Davao (97% owned)SBITC - Subic Bay (83% owned)BIPI - Batangas (60% owned)SCIPSI - General Santos (50% owned)MICTSI - Misamis Oriental (100% owned)ISI - Subic Bay (100% owned)
Other Philippine operations:DIPSSCOR - Davao (97% owned)SBITC - Subic Bay (83% owned)BIPI - Batangas (60% owned)SCIPSI - General Santos (50% owned)MICTSI - Misamis Oriental (100% owned)ISI - Subic Bay (100% owned)
BICTBatumi,Georgia
100% owned
BICTBatumi,Georgia
100% owned
PT MTSMakassar,Indonesia95% owned
PT MTSMakassar,Indonesia95% owned
NMCTSMuara,Brunei
100% owned
NMCTSMuara,Brunei
100% owned
AGCTRijeka,Croatia
51% owned
AGCTRijeka,Croatia
51% owned
IOIPortland,
Oregon USA100% owned
IOIPortland,
Oregon USA100% owned
PT OJAJakarta,Indonesia
80% owned*
PT OJAJakarta,Indonesia
80% owned*
SPIABuenaventura,
Colombia46% owned
SPIABuenaventura,
Colombia46% owned
TECPLATALa Plata,Argentina
100% owned
TECPLATALa Plata,Argentina
100% owned
CMSAManzanillo,Mexico
100% owned
CMSAManzanillo,Mexico
100% owned
OPCSAPuerto Cortes,Honduras
100% owned
OPCSAPuerto Cortes,Honduras
100% owned
Key terminals
New terminals
Under Development
Other terminals
PICTKarachi, Pakistan
65% owned
PICTKarachi, Pakistan
65% owned
LICTSLELagos,Nigeria
75% owned
LICTSLELagos,Nigeria
75% owned
ICTSI (ME)JLT
Umm Qasr, Iraq100% owned
ICTSIDR Congo
Matadi, DR Congo60% owned
VICTMelbourne,Australia
100% owned
HIPSDavao Del Norte
Philippines65% owned
HIPSDavao Del Norte
Philippines65% owned
refers to the way by which corporations are controlled andmanaged
good corporate governance ensures that companies arerun as efficiently as possible in the interests of theirshareholders
as a listed company, we need to comply with governancerequirements set by the Philippines SEC
CORPORATE GOVERNANCE
CORPORATE GOVERNANCE TRAININGS
We have 81 legal entities in 36 countries:In order to:enhance corporate governance;streamline the decision making process;enhance cooperation with Manila; andmake the best use of our limited resourceswe are in the process of changing the composition of boardsof all terminals worldwide.
BOARD COMPOSITION
Working with the BDOs to change the boards so that -if possible under local regulations - they will have 3directors only:
Region HeadLocal General Manager oManila representative
BOARD COMPOSITION
BOARD COMPOSITIONOLD BOARD NEW BOARDEnrique K. Razon, Jr.Martin ONeilMarcelo SuarezLuis Cao
Marcelo SuarezLuis CaoJoel Sebastian
ICTSI Awards and Accolades
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Port Project Sponsor of the Year Award - World Finance, Project Finance Deal of theYear 2014
Excellence in Management and Corporate Governance Benchmarking in Asia - One ofthe Platinum Awardees - The Asset Corporate Awards 2014
Most Admired ASEAN Enterprise Corporate Excellence - 1st Runner Up Award -ASEAN Business Awards 2014
Best in Corporate Excellence - 1st ASEAN Business Awards Philippines 2014 One of the Best Investor Relations Companies in the Philippines - Corporate
Governance Asias Asian Excellence Awards 2012- 2014 One of the Best Investor Relations Professionals, Asias Best CEOs, Asian Corporate
Director - Corporate Governance Asia Awards 2014 One of Asias Icon on Corporate Governance - Corporate Governance Asia
Recognition Awards 2013 -2014