Guidance to Everyday Business
ICTSI applies the highest ethical standards in the conduct of its business, and implements company policies to serve as a guide for its personnel, officers, consultants, and external third parties acting with, for or on behalf of ICTSI, in their daily activities, transactions, representations, and tasks. These policies are expected to be read, understood, and complied with by everyone under the ICTSI Group.
The policies presented here in this section represent a wide coverage of topics, with the aim of covering the scope of ICTSI’s possible transactions and concerned groups: business conduct, whistleblowing, conflict of interest, insider trading, dividends, related party transaction, employee welfare, health, safety, and environment, supplier and customer and data privacy.
There are also policies which are specific for the Manila International Container Terminal (MICT), being the flagship terminal of ICTSI.
Code of Business Conduct
ICTSI has grown to become one of the world’s leading port management company with presence across several countries. It has built up an excellent reputation because of its commitment to excellence, professionalism, and integrity. Due to the different and often challenging environments that ICTSI conducts business with, it has become an important emphasis for the Company to exemplify the highest standards of integrity to maintain that excellent reputation.
Despite the global spread of ICTSI's people, offices, and operations, it is uniformly guided by it Purpose and Values. ICTSI holds itself to the highest ethical standards of honesty and integrity. ICTSI respects and abides by the laws of whichever country it operates in. The Code of Business Conduct serves as a statement if ICTSI's beliefs, values, and commitment. It covers matters in relation to employee relations, honest and ethical business practices, accuracy of books and records, conflict of interest, securities trading, fair business practices and anti-trust, confidential information and data privacy, as well as compliance with local laws. This Code is implemented and rolled out to all Directors, Senior Management, employees, and business partners. Adherence to the Code is monitored by the Company's Compliance Officer under strict observance of ICTSI's Compliance Program.
Anti-Bribery Compliance Policy
ICTSI conducts its business in compliance with applicable anti-corruption laws and maintains policies and procedures designed to promote and achieve compliance with such laws and, furthermore, the anti-bribery obligations under ICTSI’s Code of Business Conduct.
ICTSI is determined to uphold the principles of sustainable development in its operations, and its thrusts are documented in its Annual Sustainability Report. This Report also works in relation to ICTSI's good global citizenship, which guides ICTSI’s relationships and actions. ICTSI is committed to a principled corporate stewardship of its people, customers, corporate resources, and the environment. ICTSI is also dedicated to substantive development partnerships, where both communities and sectors are empowered. ICTSI’s long-term and overarching vision remains fixed: ensuring that the broadening impact of genuine good global citizenship is squarely apace with the company’s expanding corporate footprint.
Global Principles on Human Capital
ICTSI is a global container terminal developer and operator that fundamentally supports the Principles of the United Nations Global Compact. ICTSI recognizes its role within a local community and the privilege of being within host economies. These demand only the highest ethical standards and commitment to protect the welfare, safety, and human rights of the people who are at the core of ICTSI’s business. ICTSI’s Global Principles on Human Capital ensures that the Company upholds its responsibilities to the people and the communities where it operates. Throughout ICTSI and in all its corporate actions, it is committed to a set of principles in the following areas: respect for human rights, diversity and inclusion, health and safety, fair remuneration, freedom of association and collective bargaining, work-life balance as well as human potential and capability.
If a Director, Officer, employee or any concerned party has any concern or becomes aware of any breach of the Code of Business Conduct, he/she is responsible for reporting the violation immediately to the relevant line manager or authority, or where in the case of a Director, to the Board. Such concerned person may also directly notify the Compliance Officer. The identity of the informant shall always be treated with confidentiality. The rights of the informant shall be protected based on applicable policies and local laws. Informants are always encouraged to voice out their concerns and report violations of the Code during Labor Management Councils.
In case of complaints or concerns regarding the Code of Business Conduct, please contact:
The Compliance Officr
Thru ICTSI Global Corporate Legal Affairs
Conflict of Interest Policy
ICTSI has implemented a Conflict of Interest Policy to guide the employees and consultants of ICTSI and the ICTSI Group of Companies to conduct business in a manner that ensures undue personal or financial interests does not influence their business judgment and decision making. The Policy defines a Conflict of Interest situation, and requires all personnel and consultants to read, understand, and comply with the Policy. The Policy also details how to disclose a Conflict of Interest, and how to appropriately address these situations.
Employees and consultants of the ICTSI Group are also required to fill out a Conflict of Interest Disclosure Form and an Undertaking prior to their assumption of roles. The ICTSI Global Corporate Human Resources is responsible for ensuring Conflict of Interest Disclosure Forms are completed by new hires during the hiring process.
Disclosures provides transparency to actual, potential, or perceived Conflict of Interest risks to ICTSI. Disclosures are required to be accomplished as soon as the employee or consultant has identified a possible Conflict of Interest prior to a conduct in question.
Violations and breaches of the Policy will not be tolerated and may lead to disciplinary and other actions up to, and including, termination of employment or engagement.
In case of any report or concern regarding the Conflict of Interest Policy, please contact:
Global Corporate Human Resources
Insider Trading Policy
ICTSI complies with all laws, rules and regulations on Insider Trading. In particular, ICTSI's policy is to ensure that its Directors and principal officers comply with the Philippine Stock Exchange's Blackout Rule which states that a director or principal officer (a principal officer is one mentioned in the By-Laws such as the President, [Senior] Vice President/s, Corporate Secretary and Treasurer) is prohibited from dealing in the Company’s securities during the period within which a material non-public information is obtained and up to two full trading days after the price sensitive information is disclosed.
For any concerns regarding the Insider Trading Policy, please contact:
Investor Relations Office
Dividends may be declared only out of the unrestricted retained earnings of the Company. A board resolution is required for declaration of dividends. In addition, the approval of stockholders representing at least two- thirds of the outstanding capital stock of the Company is required for the payment of stock dividends. Dividends are payable to all common stockholders, on the basis of outstanding shares held by them, each share being entitled to the same unit of dividend as any other share. Dividends are payable to stockholders whose names are recorded in the Stock and Transfer Book as of the record date fixed by the Board. Preferred A shareholders are entitled to dividends at rates to be fixed by the Board.
More information on Dividends are available at the Investors page.
Related Party Transaction Policy
ICTSI’s policies and procedures for the review, approval or ratification, monitoring and recording of related party transactions between and among the Company and its joint ventures, subsidiaries, associates, affiliates, substantial stockholders, Officers and Directors, including their spouses, children and dependent siblings and parents and of interlocking director relationships of members of the Board are being monitored by the ICTSI Controller Group and checked by an independent external auditor. All transactions with Related Parties are done in "fair and at arm's length" basis to the best interest of ICTSI and its shareholders.
In accordance with the revised Securities and Exchange Commission (SEC) Code of Corporate Governance, the Board of Directors, together with the Related Party Transaction Committee, exercise the function of formulating and implementing policies and procedures that would ensure the integrity and transparency of RPTs. The Board of Directors exercises appropriate oversight in the implementation of the control systems for managing RPT exposures; ensures that RPTs are handled in sound and prudent manner, with integrity, and in compliance with Company policies and guidelines. For effective implementation and in compliance with SEC Memorandum Circular No. 10-2019, the Board promulgated the ICTSI Related Party Transactions Policy as duly disclosed with the SEC on October 10, 2019.
For any concerns regarding the Related Party Transactions Policy, please contact:
Atty. Benjamin M. Gorospe III
ICTSI continues to implement enhancements in its various health, safety, and welfare policies and programs as part of its efforts to consistently provide a safe and healthy working environment for its employees and to promote a positive safety culture in its business operations.
Personal Protective Equipment
ICTSI ensures that every employee is annually provided with proper Personal Protective Equipment while on duty. These equipment include hard hats, safety vests and safety shoes. Gas masks are also provided to employees assigned to handle hazardous cargoes i.e. toxic cargoes and perishable goods which could produce pungent and foul smells. To ensure that employees wear their protective equipment, ICTSI created a policy on the proper wearing of uniforms and protective equipment.
The Company imposes disciplinary action for employees who do not adhere to the Company’s policy. The policy is strictly implemented to avoid accidents and injuries while on duty. The ICTSI Safety Section conducts Safety Training and Development as well as Accident Prevention Seminars for all ICTSI employees and port users to keep people safe.
Drugs and Alcohol Policy
ICTSI further adheres to the importance of a safe, secure and healthy environment and it recognizes the need to sustain a drug and alcohol-free workplace. In line with this, ICTSI strengthened its policy against the use of prohibited drugs. Aside from random drug testing, ICTSI conducts awareness programs on the importance of having a drug-free workplace for new employee induction programs and other employee engagement activities. The incumbent labor union also plays an important role in the awareness through conduct of regular meetings with their union members.
Fatigue Management and Leave Benefits
ICTSI makes certain that its employees are adequately rested. If exigencies of the operation require longer working hours or working on a designated rest day or holiday, the employees are paid the corresponding overtime pay, rest day or holiday premium, as the case may be, conformably with the provision of the prevailing Collective Bargaining Agreement between ICTSI and its labor union. In addition, every employee is entitled to at least sixteen days of sick leave and sixteen days of vacation leave after one year of service.
ICTSI believes in investing in the well-being of its employees and provides health and welfare benefits. Proactively boosting and supporting the health needs of our employees will reduce absenteeism, improve productivity and increase employee engagement.
Training and Development
ICTSI is committed to training and improving skills and adheres to its objective of keeping its employees abreast of recent developments and concepts which they could use in their respective fields. ICTSI believes that training programs present crucial opportunities to expand the knowledge base of all employees which in the end will not only benefit employees individually but the Company as an organization.
Acknowledging that training is crucial for organization development and success, ICTSI implemented the following programs:
- Behavioral training classes which are initiated by the company as part of organizational development;
- Company Orientation Programs; and
- Technical training programs for skills enhancement.
ICTSI embraces workplace diversity and considers its employees to be its greatest asset. We strive to maintain a fair, harmonious and respectful work environment where all employees are treated with dignity, and individual differences are respected. ICTSI strictly prohibits discrimination of any kind, including that on the basis of race, religion, gender, age, disability or pregnancy. Any form of harassment, unprofessional or inappropriate work conduct will not be tolerated. Where applicable, additional local requirements will also be complied with.
Health, Safety and Environmental Policies
ICTSI is committed to proving a safe and healthy workplace in accordance with industry standards and in compliance with government requirements. To meet this commitment, ICTSI implements and abides by the following principles in the Manila International Container Terminal:
- Place the highest priority on the health and safety of all employees and port users.
- Provide health and safety training to employees to empower ICTSI's incident prevention program.
- Encourage employees to perform their jobs properly in accordance with established procedures and work practices.
- Ensure that ICTSI’s operations and other activities comply with applicable government regulations.
- Provide full cooperation to clients, statutory authorities, and local communities.
- Communicate and consult with employees to be able to continually improve work procedures and maintain safe practices in the performance of their jobs.
- Monitor performance and conduct regular audits to ensure the health and safety management system is up-to-date and continually improved.
Through these principles, ICTSI believes that:
- Accidental loss can be controlled through good management combined with active employee involvement.
- Safety is the direct responsibility of all managers, supervisors, employees, contractors and port users.
- All employees will be aware of their statutory duty to take reasonable care of the health and safety of themselves and others who may be affected by their actions.
- Health and safety for ICTSI, in general, will be steered towards a higher direction.
In the selection of suppliers for Manila International Container Terminal, ICTSI ensures that suppliers are selected based on their ability to meet contract requirements including quality system and any specific quality assurance requirements.
The procedure in supplier accreditation is strictly observed by conduct of the following:
- Initial interview of potential suppliers;
- Submission of the required accreditation documents;
- Pre-visit activities which include
- Checking the correctness and completeness of the required documents;
- Interviewing other customers referred by the supplier and
- Reviewing financial statements submitted by the supplier;
- Conduct of plant visit, if applicable;
- Preparation of final report; and
- Issuance of certificate of accreditation and updating of directory.
SUPPLIER CODE OF BUSINESS CONDUCT
As expressed in its Code of Business Conduct, both International Container Terminal Services, Inc. (ICTSI) and external third parties acting with, for or on behalf of any ICTSI Business Unit (BU) such as its Suppliers, are committed to conducting business according to the highest ethical standards of honesty and integrity, in strict compliance with applicable laws and regulations. The Supplier Code of Business Conduct sets out what is expected of every Supplier working with or on behalf of ICTSI.
In gist, the Supplier Code of Business Conduct provides that all ICTSI BU Suppliers:
- must set guidelines to ensure the compliance of its activities and its own sub-contractor’s, representative’s, and/or agent’s activities with applicable laws and regulation and the Code.
- must not engage in any form of bribery or corruption, directly or indirectly, to any government or public official/candidate or any officer or employee of ICTSI in order to secure an improper advantage or to influence any act or decision of such a person, in order to obtain or retain business for ICTSI.
- must disclose any potential or actual conflicts of interest to the Deputized Officer (email@example.com seek prior written approval before engaging in the concerned activity/transaction.
- must not directly or indirectly give to ICTSI Employees/Consultants gifts, in any form, if these influence or could be perceived as influencing the Employee’s business judgment or if gift is valued at US$ 100 or more;
- must refer to the Code for detailed guidance on all obligations with ICTSI.
For any concern regarding supplier accreditation and other supplier-related requirements, please contact:
Global Procurement Department
ICTSI respects the privacy of individuals and is fully committed to protecting sensitive and personal information in accordance with its obligations under the Philippine Data Privacy Act of 2012, its Implementing Rules and Regulations, and the existing Memorandum Circulars and Advisories issued by the National Privacy Commission.
- ICTSI adheres to the general principles of transparency, legitimate purpose and proportionality in the collection, processing, securing, retention and disposal of personal information.
- Employees, clients, customers, or third parties whose personal information is being collected shall be considered as data subjects for purposes of these policies.
- The data subject shall be informed the reason or purpose of collecting and processing of personal data.
- The data subject shall have the right to correct the information especially in cases of erroneous or outdated data, and to object to collection of personal information within the bounds allowed by privacy laws.
- The data subject has the right to file a complaint in case of breach or unauthorized access of his personal information.
- ICTSI shall secure the personal information of employees and third parties from whom personal information is collected and shall take adequate measures to secure both physical and digital copies of the information.
- ICTSI shall ensure that personal information is collected and processed only by authorized personnel for legitimate purposes of the Organization.
- Any information that is declared obsolete based on the internal privacy and retention procedures of the Organization shall be disposed of in a secure and legal manner.
- Data subjects may inquire or request for information from the DPA Working Group, regarding any matter relating to the processing of their personal data under the custody of ICTSI, including the data privacy and security policies implemented to ensure the protection of their personal data.
ICTSI Data Protection Officer