Investor Relations Programs
AUB's Corporate Governance Manual revised July 25, 2014 states that: To ensure a high
standard of best practice for the bank, its shareholders, and other stakeholders, the Board of
Directors shall conduct itself with honesty and integrity in the performance of, among others, the
establishment and maintenance of an investor relations program that will keep the shareholders
and other stakeholders informed of important developments in the bank.
The first investor relations program of AUB was to form a Corporate Planning and Investor
Relations unit, which shall be responsible for, among others, the establishment and
maintenance of an investor relations program.
The first Investor Relations program of the unit was to ensure compliance with PSE and SEC
disclosure rules, as well as other disclosure requirements under existing laws and regulations.
These disclosures were made available to AUB’s shareholders through the following means:
Moving forward, AUB wants to assure its shareholders that we will try our best to (1) Inform and
actively engage all our shareholders in matters that require or allow shareholder action and (2)
Provide material information fully, fairly, timely, and accurately.
For investor relations, please write, email or call:
Kristel G. Azucena - The Investor Relations Officer
33/F Joy-Nostalg Center, 17 ADB Avenue, Ortigas Center, Pasig City, Philippines
Email: investorrelationsoffice@aub.com.ph
Tel. Nos. (632) 8638-8888 or 8631-3333 local 169.
Share Information
Total Outstanding Shares
23. Equity
Capital stock consists of (amounts in thousands, except for par value and number of shares):
|
Shares |
Amount |
| December 31 |
| 2022 |
2021 |
2022 |
2021 |
Common - ₱10 par value
Authorized
|
500,000,000 |
500,000,000 |
₱5,000,000 |
₱5,000,000 |
Issued and Outstanding
Balance at the beginning of the year
|
485,310,538
|
485,310,538
|
₱4,853,311
|
₱4,853,311
|
With the approval of the SEC on May 6, 2013, a total of 88,000,000 offer shares consisting of 80,000,000 firm shares and 8,000,000 optional shares pursuant to the over-allotment option were issued and offered by the Parent Company, with ₱10.00 par value per share through an initial public offering at ₱95.00 per share from May 7 to 14, 2013. The Parent Company’s shares were listed and commenced trading at the PSE on May 17, 2013.
The net proceeds from the IPO amounted to ₱7.46 billion, net of direct costs related to equity issuance of ₱0.48 billion.
Retained Earnings
On June 24, 2022, the BOD of the Parent Company approved the declarations of cash dividends amounting to ₱485.31 million (or ₱1.00 per share) and ₱291.19 million or (₱0.60 per share) to stockholders of record as of July 15, 2022 and October 14, 2022, payable on July 29, 2022 and October 31, 2022, respectively.
On June 25, 2021, the BOD of the Parent Company approved the declarations of cash dividends amounting to ₱485.31 million (or ₱1.00 per share) and ₱291.19 million or (₱0.60 per share) to stockholders of record as of July 15, 2021 and October 15, 2021, payable on July 30, 2021 and October 29, 2021, respectively.
Capital Management
The primary objective of the Group’s capital management is to ensure that the Parent Company complies with externally imposed capital requirements and that the Group maintains strong credit ratings and healthy capital ratios in order to support its business and to maximize shareholders’ value.
The Group manages its capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of its activities and assessments of prospective business requirements or directions. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividend payment to shareholders, return capital to shareholders or issue capital securities. No changes were made in the objectives, policies and processes from the previous years.
Regulatory Qualifying Capital
Under existing BSP regulations, the determination of the Parent Company’s compliance with regulatory requirements and ratios is based on the amount of the Parent Company’s unimpaired capital (regulatory net worth) reported to the BSP, determined on the basis of regulatory accounting policies, which differ from PFRS in some respects.
Effective January 1, 2014, the Group complied with BSP issued Circular No. 781, Basel III Implementing Guidelines on Minimum Capital Requirements, which provides the implementing guidelines on the revised risk-based capital adequacy framework particularly on the minimum capital and disclosure requirements for universal banks and commercial banks, as well as their subsidiary banks and quasi-banks, in accordance with the Basel III standards. The Circular sets out a minimum Common Equity Tier 1 (CET1) ratio of 6.00% and Tier 1 capital ratio of 7.50% and also introduced a capital conservation buffer of 2.50% comprised of CET1 capital. The existing requirement for Total Capital Adequacy Ratio (CAR) remains unchanged at 10.00% and these ratios shall be maintained at all times.
Basel III also requires that existing capital instruments as of December 31, 2010 which do not meet the eligibility criteria for capital instruments under the revised capital framework shall no longer be recognized as capital. In addition, capital instruments issued under BSP Circular Nos. 709 and 716 (the circulars amending the definition of qualifying capital particularly on Hybrid Tier 1 and Lower Tier 2 capitals) and before the effectivity of BSP Circular No. 781, are recognized as qualifying capital until December 31, 2015. In addition to changes in minimum capital requirements, this Circular also requires various regulatory adjustments in the calculation of qualifying capital.
On June 27, 2014, the BSP issued Circular No. 839, REST Limit for Real Estate Exposures which provides the implementing guidelines on the prudential REST limit for universal, commercial, and thrift banks on their aggregate real estate exposures. The Group should maintain CET1 and CAR levels at the regulatory prescribed minimums, on a solo and consolidated basis, even after the simulated results of a 25.00% write-off to the Group’s real estate exposures. These shall be complied with at all times.
Capital Adequacy Ratio (CAR)
The capital-to-risk assets ratio reported to the BSP as of December 31, 2022 and 2021 based on Basel III are shown in the table below (amounts in millions):
|
Consolidated |
Parent Company |
|
2022 |
2021 |
2022 |
2021 |
Tier 1 capital
CET1 Capital*
Tier 2 capital
|
₱ 34,746
34,746
1,583
|
33,033
33,033
1,410
|
33,353
33,353
1,539
|
31,628
31,628
1,337
|
|
Total regulatory capital
|
₱36,329
|
₱34,443
|
₱32,892
|
₱32,965
|
Risk Weighted Assets
|
₱253,813
|
₱216,824
|
₱248,478
|
₱211,853
|
|
*net of regulatory adjustments to CET1 Capital
|
Capital ratios
|
Total regulatory capital expressed as
percentage of total risk weighted assets
|
14.31%
|
15.89%
|
14.04%
|
15.56%
|
Total CET1 expressed as
percentage of total risk weighted assets
|
13.69%
|
15.23%
|
13.42%
|
14.93%
|
Total tier 1 expressed as
percentage of total risk weighted assets
|
13.69%
|
15.23%
|
13.42%
|
14.93%
|
Qualifying capital and risk-weighted assets (RWA) are computed based on BSP regulations.
Under Basel III, the regulatory qualifying capital of the Parent Company consists of CET1 capital, which comprises paid-up common stock, surplus including current year profit, surplus reserves, other comprehensive income (net unrealized gains or losses on AFS securities and cumulative foreign currency translation) and non-controlling interest less required deductions such as unsecured credit accommodations to directors, officers, stockholders and related interests (DOSRI), deferred income tax, other intangible assets, defined benefit pension fund assets and goodwill. The other component of regulatory capital is Tier 2 (supplementary) capital, which includes subordinated debt and general loan loss provision.
Risk-weighted assets are determined by assigning defined risk weights to the balance sheet exposure and to the credit equivalent amounts of off-balance sheet exposures. Certain items are deducted from risk-weighted assets, such as the excess of general loan loss provision over the amount permitted to be included in Tier 2 capital. The risk weights vary from 0.00% to 150.00% depending on the type of exposure, with the risk weights of off-balance sheet exposures being subjected further to credit conversion factors.
The risk-weighted CAR is calculated by dividing the sum of its Tier 1 and Tier 2 capital by its risk-weighted assets, as defined under BSP regulations. The determination of compliance with regulatory requirements and ratios is based on the amount of the Group’s and Parent Company’s ‘unimpaired capital’ (regulatory net worth) as reported to the BSP, which is determined on the basis of regulatory accounting practices which differ from PFRS in some respects.
As at December 31, 2022 and 2021, the Group and the Parent Company were in compliance with the minimum CAR.
With the issuance of BSP Circular No. 639 covering the Internal Capital Adequacy Assessment Process (ICAAP) in 2009, which supplements the BSP’s risk-based capital adequacy framework under Circular No. 538, the Group has adopted and developed its ICAAP framework to ensure that appropriate level and quality of capital are maintained by the Group on an ongoing basis. The level and structure of capital are assessed and determined in light of the Group’s business environment, plans, performance, risks and budget, as well as regulatory edicts.
Stock Listing
Asia United Bank (AUB) common shares are listed and traded at the Philippine Stock Exchange (PSE) under the ticker symbol “AUB”. The Parent Company’s shares were listed and first traded on May 17, 2013.
Top 20 Stockholders
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Foreign and Public Ownership
Monthly Foreign Ownership Report
Quarterly Public Ownership Report
Share Price Information
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Shareholder Assistance and Services
For investor relations, please write, email or call:
Kristel G. Azucena - The Investor Relations Officer
33/F Joy-Nostalg Center, 17 ADB Avenue, Ortigas Center, Pasig City, Philippines
Email: investorrelationsoffice@aub.com.ph
Tel. Nos. (632) 8638-8888 or 8631-3333 local 169.
For shareholder services, please write, email,or call:
Richard D. Regala - General Manager
Stock Transfer Service, Inc., 34-D Rufino Pacific Tower, 6784 Ayala Avenue, Makati City
Email: rdregala@stocktransfer.com.ph
Tel. No. 5310-1343
Maricor Biag - Analyst
Stock Transfer Service, Inc., 34-D Rufino Pacific Tower, 6784 Ayala Avenue, Makati City
Email: mpbiag@stocktransfer.com.ph
Tel. No. 5310-1343
