Corporate Governance

Roxas Holdings, Inc. ensures accountability, fairness and transparency in its dealings with all stakeholders.

Conflict of Interest Policy



The Company and its stockholders require and expect that business affairs must be conducted in a manner that does not cloud judgment when we deal with third parties or make decisions on behalf of the Company. Business transactions must be undertaken solely in the best interest of the Company.

Conflict of Interest can only be defined along broad lines of ethical principles as it is impossible to conceive of all situations where a conflict may arise. In general, conflict of interest arises when an employee engages in business or professional activities exclusively for his own benefit on Company time or when such vested interest goes against the interest of the Company regardless whether it occurs during Company time or not. In short, a conflict of interest arises when the Company’s interests are sacrificed.

The following, while not encompassing, illustrate some types of activities which violate the Company’s policy on Conflict of Interest:

1.    Business or Outside Employment

a.    Involvement in any way with any business that materially interferes with the proper performance of his duties or obligations to the Company, or investments in enterprises which might lead to conflict of interest.

b.    Writing for an outside publication, delivering outside lectures and attending to speaking engagements unless the prior consent of the Company has been obtained.

c.    Participating in civic, political, religious, charitable, educational, cultural, recreational, or similar activities where such activities materially interfere with the faithful performance by the employee of his/her duties to the Company or shall be in conflict with the Company’s interests.

d.    Holding appointive or elective positions in Government or holding the employment elsewhere where the duties and obligations of the employee to the Government or to his/her other employer may adversely affect the efficient performance of his/her duties and responsibilities to the Company. In such event, the employee should decide whether to make a career with the Government or with the Company, and should he/she decides to pursue his her Government position, the employee shall resign from the Company.

2.    Solicitation or Acceptance of Gifts

Solicitation or acceptance of gifts, favours, loans or other material benefits from third parties  dealing or desiring to deal with the Company by an employee and/or members of his family and/or any person or entity at the employee’s direction.

As a general rule, all employees shall exert effort to politely decline gifts from third parties. However, moderate or customary gifts may be allowed and acceptance thereof by the employee shall not be considered to be in conflict of interest if the gift meets the following conditions:

a.    Gifts are of nominal value;

b.    Gifts are declared in writing by the employee to the reporting line manager with the following information:

•    Third-party source

•    Date and occasion

•    Item description

•    Reason for accepting

When in doubt, the line manager shall have the discretion of deciding whether the gift may be accepted or not.

3.    Business Dealings

Financial involvement in any transaction between the Company and third parties which can influence or affect the official judgment of the employee.

Habitual engagement in the business of lending money to fellow workers or employees.

4.    Other acts and activities analogous to the foregoing.