COVER SHEET

C S 2 0 1 3 2 0 7 7 8

C E N T U R Y P A C I F I C F O O D ,

I N C .

(Company’s Full Name)

7 T H F L O O R C E N T E R P O I N T

B U I L D I N G , J U L I A V A R G A S

C O R N E R G A R N E T S T R E E T

O R T I G A S B U S I N E S S C E N T E R

P A S I G C I T Y

(Business Address : No. Street/City/Province)

MANUEL Z. GONZALEZ 687 1195

Contact Person Company Telephone Number

1 2 3 1
SEC Form 17-A June 30

Month Day FORM TYPE

Fiscal Year Annual Meeting

Secondary License Type, If Applicable

Dept. Requiring this Doc. Amended Articles

Number/Section

Total Amount of Borrowings

Total No. of Stockholders Domestic Foreign

---------------------------------------------------------------------------------------------------------
To be accomplished by SEC Personnel concerned

File Number LCU

Document I.D.
Cashier

STAMPS

Remarks = pls. Use black ink for scanning purposes.

 SECURITIES AND EXCHANGE COMMISSION

SEC FORM 17-A, AS AMENDED

ANNUAL REPORT PURSUANT TO SECTION 17

OF THE SECURITIES REGULATION CODE AND SECTION 141
OF THE CORPORATION CODE OF THE PHILIPPINES

1. For the fiscal year ended 31 December 2018

2. SEC Identification Number CS201320778

3. BIR Tax Identification No. 008-647-589

4. Exact name of issuer as specified in its charter CENTURY PACIFIC FOOD, INC.

5. MANILA, PHILIPPINES 6. (SEC Use Only)

Province, Country or other jurisdiction of Industry Classification Code:
incorporation or organization

7. 7/F Centerpoint Building, Julia Vargas Avenue, Ortigas Center, Pasig City 1605
Address of principal office Postal Code

8. (632) 633-8555
Issuer's telephone number, including area code

9. NA
Former name, former address, and former fiscal year, if changed since last report.

10. Securities registered pursuant to Sections 8 and 12 of the SRC, or Sec. 4 and 8 of the RSA

Number of Shares of Common Stock Outstanding

Title of Each Class
and Amount of Debt Outstanding
Common Shares 3,542,258,595

11. Are any or all of these securities listed on a Stock Exchange.

Yes [  ] No [ ]

If yes, state the name of such stock exchange and the classes of securities listed therein:

Philippine Stock Exchange Common Shares

12. Check whether the issuer:

(a) has filed all reports required to be filed by Section 17 of the SRC and SRC Rule 17.1
thereunder or Section 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections 26 and 141
of The Corporation Code of the Philippines during the preceding twelve (12) months (or for
such shorter period that the registrant was required to file such reports);

Yes [  ] No [ ]

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Century Pacific Food, Inc.
(b) has been subject to such filing requirements for the past ninety (90) days.

Yes [ / ] No [ ]

13. State the aggregate market value of the voting stock held by non-affiliates of the registrant.
The aggregate market value shall be computed by reference to the price at which the stock
was sold, or the average bid and asked prices of such stock, as of a specified date within
sixty (60) days prior to the date of filing. If a determination as to whether a particular
person or entity is an affiliate cannot be made without involving unreasonable effort and
expense, the aggregate market value of the common stock held by non-affiliates may be
calculated on the basis of assumptions reasonable under the circumstances, provided the
assumptions are set forth in this Form.

PHP 54,125,711,331.60 COMPUTED USING THE CLOSING PRICE OF PHP15.28 AND

ISSUED SHARES OF 3,542,258,595 AS OF APRIL 3, 2018

APPLICABLE ONLY TO ISSUERS INVOLVED IN

INSOLVENCY/SUSPENSION OF PAYMENTS PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:

14. Check whether the issuer has filed all documents and reports required to be filed by Section
17 of the Code subsequent to the distribution of securities under a plan confirmed by a court
or the Commission.

Yes [ / ] No [ ]

DOCUMENTS INCORPORATED BY REFERENCE

15. If any of the following documents are incorporated by reference, briefly describe them
and identify the part of SEC Form 17-A into which the document is incorporated:

2018 Consolidated Financial Statements of Century Pacific Food, Inc. and its Subsidiaries
attached as Annex A referred to in Item 6 on page 10.

List of Stockholders attached as Annex B referred to in Item 11 on page 22.

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Century Pacific Food, Inc.
 PART I - BUSINESS AND GENERAL INFORMATION

Item 1. Business ……………………………………………………………………………………………………………….. 5

a. Overview …………………….……………………………………………………………………………………… 5
b. Key Risks …………………….……………………………………………………………………………………… 6

Item 2. Properties ........................................................................................................................................................ 7

Item 3. Legal Proceedings ........................................................................................................................................ 7

Item 4. Submission of Matters to a Vote of Security Holders …………………………………………….… 7

PART II - OPERATIONAL AND FINANCIAL INFORMATION

Item 5. Market for Issuer's Common Equity and Related Stockholder Matters ………….…….…… 8

a. Market Information ……………………………………………………………………………………………… 8

b. Holders ……………………………………………………………………………………………………………….. 8
c. Dividends ……………………………………………………………………………………………………………. 9
d. Recent Sales of Unregistered or Exempt Securities, Including Recent Issuance of
Securities Constituting an Exempt Transaction……………………………………………………… 9

Item 6. Management's Discussion and Analysis or Plan of Operation ………………………………….. 10

a. Results of Operation …………………………………………………………………………………………….. 10

b. Financial Position ………………………………………………………………………………………………… 10
c. Key Performance Indicators………………………………………………………………………………….. 11

Item 7. Financial Statements …………………………………………………………………………..……………….... 11

Item 8. Information on Independent Public Accountants …………………………………………………… 11

a. External Auditor ………………………………………………………………………………………………….. 11

b. Audit Fees……………………………………………………………………………………………………………. 12
c. Audit Committee and Policies……………………………………………………………………………….. 13
d. Changes in and Disagreements with Accountants on Accounting and Financial 13
Disclosure…………………………………………………………………………………………………………….

PART III - CONTROL AND COMPENSATION INFORMATION

Item 9. Directors and Executive Officers of the Issuer ………………………………………………….…….. 14

a. Directors, Including Independent Directors, and Executive Officers………………………… 14

b. Family Relationships……………………………………………………………………………………………. 19
c. Involvement in Certain Legal Proceedings……………………………………………………………... 19

Item 10. Executive Compensation ……………………………………………………………………………….…….. 20

a. General ………………………………………………………………………………………………………………… 20

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Century Pacific Food, Inc.
 b. Summary Compensation Table …………………………………………………………………………… 20
c. Employment Contracts and Termination of Employment and Change-in-Control
Arrangements…………………………………………………………………………………………………….. 21
d. Warrants and Options Outstanding……………………………………………………………………… 21

Item 11. Security Ownership of Certain Beneficial Owners and Management ……………………… 21

a. Security Ownership of Certain Record and Beneficial Owners………………………………… 22

b. Security Ownership of the Board of Directors and Senior Management..…………………. 22
c. Voting Trust Holders of 5% Or More ……………………………………………………………………. 23
d. Changes in Control………………………………………………………………………………………………. 23

Item 12. Certain Relationships and Related Transactions …………………………………………………... 23

PART IV - EXHIBITS AND SCHEDULES

Item 14. Exhibits and Reports on SEC Form 17-C ………………………………………………………………. 24

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SEC Form 17-A
Century Pacific Food, Inc.
 PART I - BUSINESS AND GENERAL INFORMATION

Item 1. Business

a) Overview

Century Pacific Food, Inc. (CNPF or the Company) is the largest producer of canned foods in the
Philippines. It owns a portfolio of well-recognized and trusted brands in the canned and processed fish,
canned meat, and dairy and mixes business segments. These brands include Century Tuna, 555, Blue
Bay, Fresca, Argentina, Swift, Wow, Lucky Seven, Angel, Birch Tree, Kaffe de Oro, and Home Pride,
which have established leading market positions locally and a growing presence abroad. CNPF exports
its branded products to international markets, particularly where there are huge Filipino communities
such as the United States and Middle East. The Company is also the Philippines’ largest exporter of
private label original equipment manufacturer (OEM) tuna and coconut products.

CNPF traces its history from the Century Pacific Group, a focused branded food company for almost 40
years. Century Pacific Group began in 1978 when Mr. Ricardo S. Po established Century Pacific Group,
Inc (formerly Century Canning Corporation) as an exporter of canned tuna. In subsequent years,
Century Pacific Group, Inc then expanded and diversified into other food-related businesses.
Establishing market leading positions, it built a multi-brand, multi-product portfolio catering to a broad
and diverse customer base, and supported this with a distribution infrastructure with nationwide
reach, directly serving hundreds of thousands of retail outlets and food service companies.

In October 2013, the Po Family reorganized the Century Pacific Group to maximize business synergies
and shareholder value. It incorporated CNPF, carving out the branded canned seafood, meat, dairy,
mixes and OEM tuna export businesses, folding them into CNPF. On January 1, 2014, CNPF commenced
business operations under the new corporate set-up.

CNPF manages its food business through operating divisions and wholly-owned subsidiaries.

The canned and processed fish segment is CNPF’s largest business segment. It produces and markets a
variety mix of tuna, sardine, other fish, and seafood-based products under the Century Tuna, 555, Blue
Bay, Fresca and Lucky 7 brands.

The canned meat segment, CNPF’s second largest segment, produces corned beef, meat loaf, luncheon
meat, and other meat-based products which are sold under the Argentina, Swift, 555, Shanghai, and
Wow brands.

The dairy and mixes segment is comprised of products such as evaporated milk, condensed milk, full
cream and fortified powdered milk, and all-purpose creamer under the Angel and Birch Tree brands,
coffee mix under the Kaffe de Oro brand, and flavor mixes under the Home Pride brand.

The tuna export segment produces OEM canned tuna, pouched tuna, and vacuum-packed frozen tuna
loin products for overseas markets including North America, Europe, Asia, Australia, and the Middle
East.

At the end of 2015, CNPF acquired a 100% interest in Century Pacific Agricultural Ventures, Inc., an
integrated coconut producer of high value organic-certified and conventional coconut products for both
export and domestic markets.

During 2016, CNPF also acquired the license to the Kamayan trademark for North America and the
Middle East. The brand is one of the top names in the U.S. market for shrimp paste – a popular

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Century Pacific Food, Inc.
condiment in Philippine cuisine, locally known as bagoong. CNPF also acquired distribution companies
in China which sell Century Tuna, the number one canned tuna brand in China.

b) Key Risks

CNPF’s financial performance may be materially and adversely affected by fluctuations in prices or
disruption in the supply of key raw materials.

CNPF’s revenue growth depends on successful introduction of new products and new product
extensions, which is subject to consumer preference and other market factors at the time of
introduction.

Actual or alleged contamination or deterioration of, or safety concerns about, CNPF’s food products or
similar products produced by third parties could give rise to product liability claims and harm CNPF’s
reputation.

Competition in CNPF’s businesses may adversely affect its financial condition and results of operations.

CNPF relies on key suppliers for certain raw materials and the failure by such suppliers to adhere to
and perform contractual obligations may adversely affect CNPF’s business and results of operations.

CNPF has a limited history as a separate entity.

CNPF generally does not have long-term contracts with its customers, and it is subject to uncertainties
and variability in demand and product mix.

CNPF is exposed to the credit risks of its customers, and delays or defaults in payment by its customers
could have a material adverse effect on CNPF’s financial condition, results of operations and liquidity;

Any infringement or failure to protect CNPF’s trademarks and proprietary rights could materially and
adversely affect its business.

CNPF’s strategy of growth, including acquisitions, entering new product categories and international
expansion, may not always be successful or may entail significant costs, which could adversely affect its
business, financial condition and results of operations.

CNPF may be subject to labor unrest, slowdowns and increased wage costs.

CNPF is effectively controlled by the Po family and their interests may differ from the interests of other
shareholders.

CNPF’s international operations may present operating, financial and legal challenges, particularly in
countries where CNPF has little or no experience.

CNPF’s existing insurance policies and self-insurance measures may not be sufficient to cover the full
extent of all losses.

CNPF’s businesses and operations are substantially dependent upon key executives.

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Century Pacific Food, Inc.
Item 2. Properties

As of December 31, 2018, CNPF does not own land. CNPF leases several properties, including the
Company’s head office in Pasig City, Metro Manila, its tuna and coconut processing facilities in General
Santos City, and its meat processing facility in Laguna, among others. The relevant lease agreements are
typically for a term of 10 years at the prevailing market rates in their respective areas, renewable upon
mutual agreement of the parties.

None of the leased premises is mortgaged or encumbered. The Company does not plan to acquire any
property in the next 12 months.

Item 3. Legal Proceedings

CNPF and its subsidiaries and affiliates are subject to various civil and criminal lawsuits and legal
actions arising in the ordinary course of business. As of December 31, 2018, neither CNPF nor any of its
subsidiaries are involved in, or the subject of, any legal proceedings which, if determined adversely to
CNPF or the relevant subsidiary’s interests, would have a material adverse effect on the business or
financial position of CNPF or any of its subsidiaries.

Item 4. Submission of Matters to a Vote of Security Holders

Except for matters taken up during the annual meeting of the stockholders, there was no other matter
submitted to a vote of security holders during the period covered by this report.

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SEC Form 17-A
Century Pacific Food, Inc.
 PART II - OPERATIONAL AND FINANCIAL INFORMATION

Item 5. Market for Issuer's Common Equity and Related Stockholder Matters

a) Market Information

The Company’s common shares are traded in the Main Board of The Philippine Stock Exchange, Inc.
(“PSE”). The common shares were listed on May 6, 2014.

The following table shows the high and low prices (in pesos per common share) of the Company’s
shares in the PSE for each quarter within the last 2 years (2017 to 2018):

Period High Low

1st Quarter of 2017 17.72 15.80
2nd Quarter of 2017 18.80 16.34
3rd Quarter of 2017 19.20 16.10
4th Quarter of 2017 17.10 14.00
January 1, 2017 to December 31, 2017 19.20 14.00
1 Quarter of 2018
st 17.80 14.08
2 Quarter of 2018
nd 17.20 15.92
3rd Quarter of 2018 16.48 13.10
4 Quarter of 2018
th 15.96 12.90
January 1, 2018 to December 31, 2018 17.80 12.90
January 1, 2019 to March 31, 2019 16.54 14.94
Source: Daily Quotation Reports of the Philippine Stock Exchange

The market capitalization of the Company’s common shares as of end of 2018, based on the closing
price of Php15.20 per share was Php53,842,330,644.00. The market capitalization of the Company’s
common shares as of March 29, 2019, based on the closing price of Php15.64 per share was
Php55,400,924,425.80.

b) Holders

Total shares outstanding as of December 31, 208, was 3,542,258,595 with a par value of P1.00

The number of shareholders of record as of December 31, 2018, was 33. The shareholders as of the
same date are as follows:

Name of Shareholder Number of Shares % Ownership

Century Pacific Group, Inc. *2,433,876,481 68.71%
PCD Nominee Corp.(Non-Fil) 909,520,231 25.68%
PCD Nominee Corp.(Filipino) 401,302,930 11.33%
Alvin S. Tan 15,000 -
Myra P. Villanueva 3,000 -
Owen Nathaniel S. Au ITF: Li Marcus Au 2,365 -
Giselle Karen Y. Go 2,250 -
Ma. Christmas R. Nolasco 2,000 -
Rosauro Panergo Babia 1,500 -
Milagros P. Villanueva 1,500 -
Myrna P. Villanueva 1,500 -
John T. Lao 1,000 -
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SEC Form 17-A
Century Pacific Food, Inc.
Frederick D. Go 750 -
Christine F. Herrera 750 -
Leopoldo E. San Buenaventura ITF Mayrhilyn M. San Buenaventura 750 -
Julius Victor Emmanuel D. Sanvictores 750 -
Felicitas F. Tacub 750 -
Marietta Villanueva-Cabreza 750 -
Ernesto Kiong Lim and/or Iris Veronica Go Lim 400 -
Guillermo F. Gili, Jr. 150 -
Shareholders Association of the Philippines, Inc. 100 -
Jesus San Luis Valencia 100 -
M. J. Soriano Trading, Inc. 50 -
Danilo G. Bagasin 10
Joselito T. Bautista 1 -
Botschaft N. Cheng or Sevila Ngo 1 -
Johnip G. Cua 1 -
Fernan Victor P. Lukban 1 -
Christopher Paulus Tan Po 1 -
Leonardo Arthur Tan Po 1 -
Ricardo Sy Po 1 -
Ricardo Gabriel Tan Po 1 -
Teodoro Alexander Tan Po 1 -
* Century Pacific Group, Inc.’s owns 2,231,400,000 shares of the Registrant in its own name and
another 202,476,481 shares of the Registrant lodged under PCD Nominee Corp. (Filipino) equivalent to
68.69%.

c) Dividends

The Company declared cash dividends last July 3, 2018, in the amount of Eighteen Centavos (Php0.18)
per share, representing a regular dividend of Ten Centavos (Php0.10) per share and a special dividend
of Eight Centavos (Php0.08) per share.

d) Recent Sales of Unregistered or Exempt Securities, Including Recent Issuance of

Securities Constituting an Exempt Transaction

The following shares were issued to/subscribed by the Company’s employees pursuant to its Employee
Stock Purchase Plan (ESPP) confirmed by the Securities and Exchange Commission (SEC), in resolutions
dated December 19, 2014, and June 2, 2016, to be exempt from the registration requirement pursuant
to Section 10.2 of the Code:

YEAR NO. OF SHARES

2014 1,367,200
2015 1,059,200
2016 400,000
2017 1,229,700
2018 0
2019 0
TOTAL 4,056,100

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Century Pacific Food, Inc.
Item 6. Management's Discussion and Analysis

The following discussion should be read in conjunction with the accompanying consolidated financial
statements and notes thereto, which form part of this SEC Form Amended 17-A as “Annex A”. The
consolidated financial statements and notes thereto have been prepared in accordance with the
Philippine Financial Reporting Standards (PFRS).

a) Results of Operation

CNPF’s consolidated net income after tax totaled Php2.83 billion for the full-year ending December 31,
2018. This is 11% higher than the reported net income after tax of Php2.66 billion in 2016. This is
primarily driven by the strong growth in branded sales and maintained margin year-on-year in spite of
the local inflationary environment.

Consolidated net revenue grew 15% versus the same period the previous year, amounting to Php37.89
billion. Robust revenue performance can be attributed to the double-digit sales increase in the
Company’s branded business, supported by sustained demand for its affordable, convenient, and
healthy products.

Despite the competitive environment, CNPF’s brands have maintained market leadership in its core
segments while continuing to gain traction in emerging product categories.

Meanwhile, revenues from the OEM units saw a more tempered increase of 4% year-on-year with the
normalizing of pass-on prices in tuna and coconut.

The Company’s cost of sales consists primarily of raw material and packaging costs, manufacturing
costs, and direct labor costs. For the full-year ending December 31, 2018, cost of sales grew by 14%,
leading to a 17% increase in gross profit.

The slight expansion in gross margins, despite the Philippines’ inflationary environment, is thanks
primarily to a diversified operation where softer input prices in certain parts of the portfolio offset
pressures coming from other raw materials and packaging costs.

The Company’s total operating expense, which is comprised of selling, distribution, marketing, and
administrative expenses, reached P4.72 billion for the full-year ending December 31, 2018. This
represents a 12.5% cost-to-sales ratio, increasing versus 11.8% during the same period last year.

CNPF’s consolidated operating income for the twelve months ending 2017 amounted to P3.80 billion,
producing a 10.0% operating income-to-sales ratio.

b) Financial Condition

The Company retained its strong and healthy balance sheet with current ratio at 2.02x and debt-to-
equity ratio at 0.81x. Total debt-to-equity net of cash and interest-bearing debt over equity were
likewise stable at 0.71x and 0.38x respectively.

CNPF’s total assets increased to Php30.33 billion as of December 31, 2018 compared to Php23.36
billion at the end of 2017.

Total equity grew from Php14.48 billion at the end of December 2017 to Php16.73 billion, coming
primarily from the Company’s generated net income during the year.

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Century Pacific Food, Inc.
 c) Key Performance Indicators

The following are the major financial ratios that the Company uses. Analyses are employed by
comparisons and measurements based on the financial information of the current period against last
year.

Full Year 2018 Full Year 2017

Gross Profit Margin 22% 21%

Before Tax Return on Sales 10% 10%
Return on Sales 7% 8%
Interest-Bearing Debt-to-Equity 0.38X 0.26X
Current Ratio 2.02X 2.06X

Notes:
1 Gross Profit margin = Gross Profit / Net Revenue
2 Before Tax Return on Sales = Net Profit Before Tax / Net Revenue
3 Return on Sales = Net Profit After Tax / Net Revenue
4 Interest-Bearing Debt-to-Equity = Loans Payable / Total Stockholders’ Equity
5 Current Ratio = Total Current Assets / Total Current Liabilities

Item 7. Financial Statements

The Company’s financial statements and notes thereto form part of this SEC Form as “Annex A”.

Item 8. Information on Independent Public Accountants

a. External Auditor

The historical financial statements of wholly owned subsidiaries, General Tuna Corporation (GTC),
Snow Mountain Dairy Corporation (SMDC), and Century Pacific Food Packaging Ventures Inc. (CPFPVI)
as of and for the year ended December 31, 2018, were audited by Punongbayan & Araullo, a member
firm within Grant Thornton International Ltd.

The historical financial statements of wholly owned subsidiary Century Pacific Agricultural Ventures
Inc (CPAVI) as of and for the year ended December 31, 2018 were audited by Navarro Amper & Co. a
member firm within Deloitte Touche Tohmatsu Limited . The consolidated financial statements of CNPF
and its wholly owned subsidiaries Allforward Warehousing Inc (AWI) and Century Pacific Seacrest Inc
(CPSI) as of and for the year ended December 31, 2018 were examined by Navarro Amper & Co., a
member firm within Deloitte Touche Tohmatsu Limited, independent auditors, in accordance with PSA,
as stated in their reports appearing herein.

The principal accountant for Punongbayan & Araullo is Chris Ferrareza; for Navarro Amper & Co. is
Bonifacio Lumacang, Jr. for CPFI and Melissa Delgado for CPSI, CPAVI and AWI.

Navarro Amper & Co. has acted as CNPF’s external auditor since January 16, 2014. Bonifacio Lumacang
is the current audit partner for CNPF and has served as such since January 2016. CNPF has not had any
material disagreements on accounting and financial disclosures with its current external auditor for the
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Century Pacific Food, Inc.
same periods or any subsequent interim period. Navarro Amper & Co. has neither shareholdings in
CNPF nor any right, whether legally enforceable or not, to nominate persons or to subscribe for the
securities of CNPF. Navarro Amper & Co. does not receive any direct or indirect interest in CNPF or its
securities (including options, warrants or rights thereto). The foregoing is in accordance with the Code
of Ethics for Professional Accountants in the Philippines set by the Board of Accountancy and approved
by the Professional Regulation Commission.

Punongbayan & Araullo and Navarro Amper & Co were reappointed on July 3, 2018 to serve as external
auditors of CNPF and its subsidiaries for the year 2018.

b. Audit Fees

Name of Auditor Audit Fee Non-audit Fee

Navarro Amper & Co. (a
member of Deloitte Touche Php4,100,000.00 None
Tohmatsu Limited)

a) Audit Committee and Policies

There shall be an Audit Committee composed of at least three (3) appropriately qualified non-executive
directors, the majority of whom, including the Chairman, should be independent. All of the members of
the committee must have relevant background, knowledge, skills, and/or experience in the areas of
accounting, auditing and finance. The Chairman of the Audit Committee should not be the chairman of
the Board or of any other committees. The Audit Committee meets with the Board at least every quarter
without the presence of the CEO or other management team members, and periodically meets with the
head of the internal audit. The Audit Committee has the following duties and responsibilities, among
others:

i.) Recommends the approval of the Internal Audit Charter (IA Charter), which formally defines
the role of Internal Audit and the audit plan as well as oversees the implementation of the IA
Charter;

ii.) Through the Internal Audit (IA) Department, monitors and evaluates the adequacy and
effectiveness of the corporation’s internal control system, integrity of financial reporting, and
security of physical and information assets. Well-designed internal control procedures and
processes that will provide a system of checks and balances should be in place in order to (a)
safeguard the company’s resources and ensure their effective utilization, (b) prevent occurrence
of fraud and other irregularities, (c) protect the accuracy and reliability of the company’s
financial data, and (d) ensure compliance with applicable laws and regulations;

iii.) Oversees the Internal Audit Department, and recommends the appointment and/or
grounds for approval of an internal audit head or Chief Audit Executive (CAE). The Audit
Committee should also approve the terms and conditions for outsourcing internal audit
services;

iv.) Establishes and identifies the reporting line of the Internal Auditor to enable him to
properly fulfill his duties and responsibilities. For this purpose, he should directly report to the
Audit Committee;

v.) Reviews and monitors Management’s responsiveness to the Internal Auditor’s findings and
recommendations;

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Century Pacific Food, Inc.
 vi.) Prior to the commencement of the audit, discusses with the External Auditor the nature,
scope and expenses of the audit, and ensures the proper coordination if more than one audit
firm is involved in the activity to secure proper coverage and minimize duplication of efforts;

vii.) Evaluates and determines the non-audit work, if any, of the External Auditor, and
periodically reviews the non-audit fees paid to the External Auditor in relation to the total fees
paid to him and to the corporation’s overall consultancy expenses. The committee should
disallow any non-audit work that will conflict with his duties as an External Auditor or may
pose a threat to his independence (as defined under the Code of Ethics for Professional
Accountants). The non-audit work, if allowed, should be disclosed in the corporation’s Annual
Report and Annual Corporate Governance Report;

viii.) Reviews and approves the Interim and Annual Financial Statements before their
submission to the Board, with particular focus on the following matters:
· Any change/s in accounting policies and practices
· Areas where a significant amount of judgment has been exercised
· Significant adjustments resulting from the audit
· Going concern assumptions
· Compliance with accounting standards
· Compliance with tax, legal and regulatory requirements

ix.) Reviews the disposition of the recommendations in the External Auditor’s management
letter;

x.) Performs oversight functions over the corporation’s Internal and External Auditors. It
ensures the independence of Internal and External Auditors, and that both auditors are given
unrestricted access to all records, properties and personnel to enable them to perform their
respective audit functions;

xi.) Coordinates, monitors and facilitates compliance with laws, rules and regulations; and

xii.) Recommends to the Board the appointment, reappointment, removal and fees of the
External Auditor, duly accredited by the Commission, who undertakes an independent audit of
the corporation, and provides an objective assurance on the manner by which the financial
statements should be prepared and presented to the stockholders.

The Audit Committee was composed of the following members in 2018, the chairman of which is an
independent director:

Name Position
Fernan Victor Lukban Chairman
Ricardo Gabriel T. Po Member
Maria Leah Peachy T. Pacquing Member
Pacquing*
 Ms. Pacquing was replaced by Frances J. Yu .

b) Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

There were no disagreements with Accountants on Accounting and Financial Disclosure or Changes in
Accounting Policies for the period ended December 31, 2018.

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Century Pacific Food, Inc.
 PART III - CONTROL AND COMPENSATION INFORMATION

Item 9. Directors and Executive Officers of the Issuer

a. Directors, Including Independent Directors, and Executive Officers

The overall management and supervision of the Company is undertaken by the Company’s Board of
Directors. The Company’s executive officers and management team cooperate with its Board by
preparing appropriate information and documents concerning the Company’s business operations,
financial condition and results of operations for its review. Pursuant to the Company’s articles of
incorporation, the Board shall consist of nine members, of which three are independent directors. The
directors were first elected at the Company’s annual shareholders meeting on October 28, 2013, re-
elected on July 3, 2018, and will hold office until their successors have been duly elected and qualified.

On March 5, 2019, Frances J. Yu and Eileen Grace Z. Araneta were elected to the Board of Directors by
all of the remaining Board of Directors of the Company representing more than a majority of the
original Board composition. Ms. Yu replaced Maria Leah Peachy T. Pacquing who resigned from the
Board while Ms. Araneta replaced Enrique A. Gomez, Jr. who passed away.

The incumbent Directors and Executive Officers of the Company are as follows:

Name Age Nationality Position

Ricardo S. Po, Sr. 88 Filipino Chairman Emeritus
Ricardo Gabriel T. Po 51 Filipino Vice Chairman
Teodoro Alexander T. Po 49 Filipino Chief Executive Officer and President
Christopher T. Po 48 Filipino Executive Chairman
Leonardo Arthur T. Po 41 Filipino Director and Treasurer
Johnip G. Cua 62 Filipino Independent Director
Fernan Victor P. Lukban 58 Filipino Lead Independent Director
Frances J. Yu 49 Filipino Independent Director
Eileen Grace Z. Araneta 58 Filipino Director
Manuel Z. Gonzalez 58 Filipino Corporate Secretary
Gwyneth S. Ong 42 Filipino Assistant Corporate Secretary

Ricardo S. Po, Sr., Chairman Emeritus of the Company (first elected October 28, 2013), is the founder
and chairman of Century Pacific Group, Inc. (formerly Century Canning Corporation (“CCC”) ) (“CPGI”)).
A self-made entrepreneur, he started his professional career as a journalist, then moved on to
advertising where he started and managed Cathprom Advertising Co., and later became a stock broker.
He founded the Century Group in 1978 when he started CCC and grew it to become of one of the largest
canned food companies in the Philippines. Mr. Po, Sr. was awarded Masters in Business Administration
by the University of Santo Tomas in 2006.

Ricardo Gabriel T. Po (first elected October 28, 2013) was re-elected Vice Chairman of the Company on
July 3, 2018. He served as the Executive Vice President and Chief Operating Officer of CPGI from 1990-
2006 and became the Vice Chairman of its board of directors in 2006. He graduated magna cum laude
from Boston University with a Bachelor of Science degree in Business Management in 1990. He also
took the Executive Program (Owner-President Management Program) at Harvard Business School in
2000. He is also a Member of the Board of Directors and serves on the Executive Committee of
Arthaland Corporation, a property developer listed on the PSE, as the Vice Chairman of IP E-Game
Ventures, Inc., a consumer, new media, and gaming company and as the Vice Chairman of Shakey’s Pizza
Asia Ventures Inc.

Christopher T. Po (first elected October 28, 2013) was re-elected Executive Chairman of the Company
14
SEC Form 17-A
Century Pacific Food, Inc.
on July 3, 2018. He concurrently serves as Chief Executive Officer of CPGI and as the Chairman of
Shakey’s Pizza Asia Ventures Inc. Prior to joining CPGI, he was Managing Director for Guggenheim
Partners, a US financial services firm, where he was in charge of the firm's Hong Kong office. Previously,
he was a Management Consultant at McKinsey and Company working with companies in the Asian
region. He also worked as the Head of Corporate Planning for JG Summit Holdings, a Philippine-based
conglomerate with interests in food, real estate, telecom, airlines, and retail. He graduated summa cum
laude from Wharton School and College of Engineering of the University of Pennsylvania with dual
degrees in Economics (finance concentration) and applied science (systems engineering) in 1991. He
holds a Masters degree in Business Administration from the Harvard University Graduate School of
Business Administration. Mr. Christopher Po is a member of the Board of Directors of Arthaland
Corporation and is a member of the Board of Trustees of WWF-Philippines, as well as the Wharton
Penn Alumni Club of the Philippines. He is also the President of the CPG-RSPo Foundation.

Teodoro Alexander T. Po (first elected October 28, 2013) was elected Vice Chairman, President and Chief
Executive Officer of the Company on July 3, 2018. He is also a Member of the Board of Directors of CPGI
and the Vice Chairman of Shakey’s Pizza Asia Ventures Inc. Since 1990, Mr. Teodoro Po has held various
positions in CCC. He graduated summa cum laude from Boston University with a Bachelor of Science
degree in Manufacturing Engineering in 1990. He also completed the Executive Education Program
(Owner/ President Management Program) at Harvard Business School.

Leonardo Arthur T. Po (first elected October 28, 2013) was re-elected as a Director and Treasurer of the
Company on July 3, 2018. July 3, 2018. He is concurrently Executive Vice President and Treasurer
of Arthaland Corporation and Director and Treasurer of Shakey’s Pizza Asia Ventures Inc. He also
serves as a Director of CPGI. Mr. Leonardo Po graduated magna cum laude from Boston University with
a degree in Business Administration and has extensive and solid business development experience in
the consumer marketing, finance and operations of fast moving consumer goods, food service, quick-
serve restaurants and real estate development.

Johnip G. Cua (first elected October 28, 2013) was re-elected as an Independent Director of the
Company on July 3, 2018. He has extensive experience in the consumer goods and marketing
industries. Mr. Cua served as the President and General Manager of Procter & Gamble Philippines from
1995-2006. Prior to that, Mr. Cua held a number of positions at Procter & Gamble, including Manager of
Product Development and Project Supply at Procter & Gamble Taiwan and Category Manager of Procter
& Gamble Philippines. Mr. Cua currently serves as the Chairman of Xavier School, Inc., as Chairman and
President of Taibrews Corporation and as a member of the boards of directors of various corporations,
including BDO Private Bank, PAL Holdings, Inc., MacroAsia Corporation and STI Education Systems
Holdings, Inc. Among others. Mr. Cua has received a number of awards, including the Agora Awards’
Outstanding Achievement in Marketing Management (1998) and Procter & Gamble Global Marketing
Organization’s Passionate Leadership Award (2006). Mr. Cua holds a Bachelor of Science degree in
Chemical Engineering from the University of the Philippines.

Fernan Victor P. Lukban (first elected October 28, 2013) was re-elected as an Independent Director of
the Company on July 3, 2018.July 3, 2018. He is a well-recognized consultant in family business,
strategy, entrepreneurship and governance. Mr. Lukban holds undergraduate degrees in Engineering
(Mechanical and Industrial from De La Salle University, Manila) and graduate degrees in Economics
(MSc in Industrial Economics from the Center for Research & Communication, now University of Asia &
the Pacific) and in business (MBA from IESE, Barcelona, Spain). He spent much of his early professional
years in academia, helping establish the University of Asia & the Pacific where he currently participates
as a consultant, mentor and guest lecturer. He is a founding fellow of the Institute of Corporate
Directors and an International Fellow of the Australian Institute of Company Directors. He also serves
as a Director of Central Azucarera de Tarlac and as an Independent Director of Shakey’s Pizza Asia
Ventures Inc.

15
SEC Form 17-A
Century Pacific Food, Inc.
Frances J. Yu was elected as the Company’s Independent Director on March 5, 2019. She concurrently
serves as the Chief Retail Strategist of Mansmith and Fielders, Inc., the largest marketing and sales
training company in the Philippines. She was previously the Vice President and Business Unit Head of
Rustan’s Supermarket and the Vice President and Head of Marketing Operations for Rustan’s
Supercenters, Inc. Ms. Frances J. Yu founded FJY Consulting, Inc., a corporate marketing and
management consulting company which she managed as President. She was also the Vice President and
General Manager of a marketing research and consulting firm catering to the top 500 corporations in
several sectors. From 2003 to 2005, she served as the Chairperson for the National Retail Conference
and Stores Asia Expo (NRCE) Programs Committee of the Philippine Retailers Association. She
graduated summa cum laude from Fordham University, New York with a Bachelor of Arts degree in
English Literature.

Eileen Grace Zshornack-Araneta was elected as the Company Director on March 5, 2019. Her
professional experience spans 25 years as a Marketing and Advertising practitioner, having held senior
positions at Unilever Philippines and J Walter Thompson Advertising. Currently, she continues to
pursue her passion as a consultant for Brand and Communications Strategy, attending to both
multinational and local clients. At Unilever, she occupied a Southeast Asia regional post as Vice-
President for Brand Development for Knorr. Prior to this, she was Managing Director for Unilever
Foods Phil., handling Knorr, Lady’s Choice, Best Foods, Lipton brands. She was also Marketing Director
for the Personal Care Division, with an extensive portfolio of brands like Sunsilk, Cream Silk, Rexona,
Pond’s, Dove, Close Up, Vaseline. Through her involvement with a wide range of brands, she has built
up deep expertise in Category Strategy, Consumer Insight Mining and Brand & Advertising
Development. Eileen is a graduate of the University of the Philippines where she finished a B.S.
Business Economics degree, magna cum laude.

Manuel Z. Gonzalez (first elected October 28, 2013) was re-elected as Corporate Secretary and
Compliance Officer of the Company on July 3, 2018. He is also a Senior Partner in the Martinez Vergara
Gonzalez & Serrano Law Office since 2006 up to the present. Atty. Gonzalez was formerly a partner with
the Picazo Buyco Tan Fider & Santos Law Office until 2006. Atty. Gonzalez has been involved in
corporate practice and has extensive experience in securities, banking and finance law. Atty. Gonzalez
serves as Director and Corporate Secretary to many corporations including to companies in the Century
Pacific Group since 1995, Nomura Securities Philippines since 2006 and ADP Philippines, Inc. since
2010. Atty. Gonzalez graduated with honors and obtained a Bachelor of Arts degree in Political Science
and Economics from New York University and he has also received a Bachelor of Laws from the
University of the Philippines, College of Law.

Gwyneth S. Ong was elected as Assistant Corporate Secretary of the Company on July 3, 2018. Atty. Ong
is a Partner at Martinez Vergara Gonzalez and Serrano Law Office from 2015 up to the present, with
extensive experience in a broad range of securities and capital market transactions. She graduated with
a Bachelor of Science degree in Management major in Legal Management from the Ateneo de Manila
University and a Bachelor of Laws degree from the University of the Philippines.

b. Significant Employees

Chief Financial Officer, Chief

Oscar A. Pobre 62 Filipino Information Officer and Chief Risk
Officer
Executive Vice President, Chief
Operating Officer and General Manager
Gregory H. Banzon 55 Filipino
(Marine, Global Brands, Milk and Test
Kitchen)
Edwin C. Africa 48 Singaporean Senior Vice President – General

16
SEC Form 17-A
Century Pacific Food, Inc.
 Manager (Canned Meat and Corporate
Business Services)
Vice President – General Manager
Ronald M. Agoncillo 42 Filipino
(Dairy)
Vice President – General Manager
(Food Service, Refrigerated Meats,
Cezar D. Cruz, Jr. 63 Filipino
Sardines Plant and Corporate
Engineering)
Vice President – General Manager
Teddy C. Kho 56 Filipino (General Tuna Canning, Packaging and
Cold Storage)
Wilhelmino D. Nicolasura 42 Filipino Vice President – Domestic Sales
Samuel V. Santillan 56 Filipino Chief Audit Executive
Vice President – General Manager
Noel M. Tempongko, Jr. 57 Filipino
(Integrated Coconut Operations)
Vice President – Human Resources and
Emerson C. Villarante 52 Filipino
Corporate Affairs
Maria Rosario L. Ybanez 43 Filipino Legal Counsel and Compliance Officer

Oscar A. Pobre was re-appointed as Chief Financial Officer of the Company on July 3, 2018. He is also the
Company’s Chief Information Officer and Chief Risk Officer. He also serves as Vice President for Finance
and Chief Financial Officer of CCC and has held this position since August 2000. He first joined CCC as
Director for Finance and Controllership Group in August 1994. Prior to CCC, Mr. Pobre had 17 years of
experience in finance, starting as Assistant Analyst with the Manila Electric Company. He progressed
with his career to be Division Chief for Subsidiary Operations Comptrollership Group for Human
Settlements Development Corporation, Finance Manager for Commander Drug Corporation, Budget &
Cost Department Manager for Dole Philippines, Inc., Corporate Planning Manager for RFM Corporation,
and Corporate Controller for Cosmos Bottling Corporation. Mr. Pobre graduated from the Ateneo de
Manila University with a Bachelor of Science degree in Business Management and holds a Master in
Business Management degree from the Asian Institute of Management.

Gregory H. Banzon serves as the Executive Vice President and Chief Operating Officer of the Company.
He served seven years as the General Manager and Business Unit Head at the Century Group. He is an
Agora Awardee for Marketing Excellence (2014) and was recently conferred a CEO Excel Award for
Marketing Communications (2017). Prior to the Century Group, Mr. Banzon had 22 years of experience
in various general management, marketing and sales roles including Vice President – Marketing of
Johnson & Johnson ASEAN, Managing Director of Johnson & Johnson Indonesia, and General Manager at
RFM. Mr. Banzon graduated from De La Salle University with a Bachelors degree in Commerce
(Marketing).

Edwin Raymond C. Africa serves as Senior Vice President - General Manager of the Company. Prior to
joining the Company, Mr. Africa had 23 years of experience in various
marketing, commercial and general management roles at Pepsico from 2004-2012, Nippon Paint from
2001-2004, and Procter & Gamble Asia from 1991 to 2001. Mr. Africa graduated from Ateneo de Manila
University in 1991 with a degree in Bachelor of Science in Management Engineering.

Teddy C. Kho serves as Vice President and General Manager of General Tuna Corporation of the
Company. He served three years as Business Unit Head of GTC. Prior to GTC, Mr. Kho had 21 years of
experience in various management, operations and technical roles including President and General
Manager of San Miguel Foods Vietnam and Plant Manager of San Miguel Hoecheong. Mr. Kho graduated
from Adamson University with a Bachelor of Science in Chemical Engineering and completed the
Management Development Program from the Asian Institute of Management.
17
SEC Form 17-A
Century Pacific Food, Inc.
Ronald M. Agoncillo was re-appointed as Vice President – Head of Sales, Trade Marketing and Demand
Planning of the Company on July 3, 2018.. He joined the Century Group in 2009 as Vice President for
Sales, Trade Marketing & Demand Planning. Prior to CPG, he had 10 years experience in various
national sales management, systems engineering & logistics roles in Unilever Philippines & Indonesia,
3M, Shell, Cadbury & San Miguel. Mr.Agoncillo graduated from De La Salle University with a Bachelor of
Science degree in Industrial Management Engineering minor in Mechanical Engineering & is an Alumni
of Harvard Business School from his Executive Education Advanced Management Program.

Cezar Cruz, Jr. was re-appointed as Vice President – General Manager (Canned and Processed Fish,
Sardines Division) of the Company on July 3, 2018. . He was appointed as Vice President-General
Manager of Sardines Plant, Food Service Group and Corporate Engineering on March 15, 2018. He
joined the Century Group in 2006 and served 3 years as Business Development Manager for the
Fishmeal Operation of the company and thereafter taking on the VP-General Manager position for the
Sardine Division in 2010. Prior to the Century Group, he had 29 years of experience in various technical,
operations and business development roles at San Miguel and RFM. He currently serves as the
President of the Sardine Association of the Philippines. Mr. Cruz Jr. graduated from the University of the
Philippines with a Bachelor of Science in Electrical Engineering and is a Licensed Professional Electrical
Engineer.

Noel M. Tempongko, Jr., was re-appointed as Vice President - General Manager (Integrated Coconut
Operations) of the Company on July 3, 2018. He served as the General Manager of The Pacific Meat
Company, Inc. (Refrigerated Meats business of CPG) for two years. Prior to that, he had over 25 years of
experience in various general management and sales management roles in both fast-moving consumer
goods companies (The Purefoods-Hormel Company Inc., Frabelle Corporation, Magnolia, Inc.) and
business-to-business companies such San Miguel Pure Foods - Great Food Solutions and San Miguel
Packaging Products. He graduated with a B.S. Industrial Engineering degree from the University of the
Philippines and is a recipient of the distinguished alumnus award from the UP Alumni Engineers. He
also took up advanced management courses from the Asian Institute of Management and has MBA units
from UP. He is currently a member of the Management Association of the Philippines.

Emerson Villarante (first elected October 28, 2013) was re-appointed as Vice President – Human
Resources and Corporate Affairs of the Company on July 3, 2018. . He first joined the Century Pacific
Group in July 2007. He served seven years as Head of Human Resources and Organizational
Development at the Century Group. Prior to the Century Group, he held various roles in human
resources management and development and operations including Vice President of Human Resources
for Bechtel Engineering and Alan Packaging Asia. Mr. Villarante graduated from the University of Santo
Tomas with a Bachelor of Arts in Behavioral Science and holds a Masters in Management from the Asian
Institute of Management.

Wilhelmino D. Nicolasora was first elected as Vice President of Domestic Sales on January 19, 2018. He
started his career at CNPF in 2011 as National Sales Development Manager and eventually became
Assistant Vice President of Trade Marketing and Sales Development prior to his current role. Before
joining CNPF, he spent nine years working in various sales management roles and developmental stints
in the Philippines and South Asia with multinational companies such as Unilever Philippines, PepsiCo
International, Kimberly- Clark Philippines, Inc., and Kimberly-Clark Thailand Ltd.

Maria Rosario L. Ybanez was appointed as Compliance Officer of the Company on March 6, 2018. She
concurrently serves as Legal Counsel of the Corporation and Corporate Secretary of Shakey’s Pizza Asia
Vetnures, Inc. and several of Century Group’s subsidiaries. She graduated with a Bachelor of Science
degree in Legal Management from the Ateneo de Manila University and has a Juris Doctor degree from
the Ateneo de Manila University School of Law. Atty. Ybanez has been involved in the practice of
Corporate, Labor, Civil and Intellectual Property laws since 2001.
18
SEC Form 17-A
Century Pacific Food, Inc.
Samuel V. Santillan joined Century Pacific Group in 2008 as Corporate Internal Audit Manager. He was
appointed Chief Audit Executive on July 3, 2018. Prior to that, he had 24 years of experience in auditing,
finance and accounting management roles at various manufacturing, shipping, trading and retail
businesses, such as SGV & Co., Pepsico Inc., Baliwag Navigation Inc., Universal Food Corporation (now
NutriAsia), Marsman Drysdale Inc. and Pilipinas Makro, Inc. as Systems and Audit Manager in the
Philippines and as Finance Director in Beijing, China. Mr. Santillan graduated from Pamantasan ng
Lungsod ng Maynila with a Bachelor of Science in Business Administration major in Accounting degree
and has MBA units from De La Salle University.

Directorships in other listed companies are as follows:

Director’s Name Name of Listed Company Type of

Directorship
Ricardo Gabriel T. Po Arthaland Corporation Non-Executive
IP E-Game Ventures, Inc. Non-Executive
Shakey’s Pizza Asia Ventures Inc. Non-Executive
Teodoro Alexander T. Po Shakey’s Pizza Asia Ventures Inc. Non-Executive
Christopher T. Po Arthaland Corporation Non-Executive
Shakey’s Pizza Asia Ventures Inc. Non-Executive
Leonardo Arthur T. Po Arthaland Corporation Executive
Shakey’s Pizza Asia Ventures Inc. Executive
Johnip G. Cua MacroAsia Corporation Independent
PAL Holdings Inc. Independent
STI Education Systems Holdings, Inc. Independent
Fernan Victor P. Lukban Central Azucarera de Tarlac Non-Executive
Shakey’s Pizza Asia Ventures Inc. Independent
Frances J. Yu None None
Eileen Graces Z. Araneta None None

b. Family Relationships

Mr. Ricardo S. Po, Sr., Chairman Emeritus, is the father of Ricardo Gabriel T. Po, Vice Chairman;
Christopher T. Po, Chairman, Executive Chairman; Teodoro Alexander T. Po, Vice Chairman, President
and Chief Executive Office; and Leonardo Arthur T. Po, Treasurer.

Teodoro Alexander T. Po, Vice Chairman, President and Chief Executive Officer, is the brother-in-law of
Manuel Z. Gonzalez, Corporate Secretary.

There are no family relationships between the current members of the Board of Directors and key
officers other than the above.

c. Involvement in Certain Legal Proceedings

None of the directors and officers have been involved in any bankruptcy proceeding, nor have they
been convicted by final judgment in any criminal proceeding, or been subject to any order, judgment, or
decree of competent jurisdiction, permanent or temporarily enjoining, barring, suspending, or
otherwise limiting their involvement in any type of business, securities, commodities or banking
activities, or found in action by any court or administrative bodies to have violated a securities of
commodities law, for the past five (5) years up to the latest date.

As of date of this report, the Company is not a party to any litigation or arbitration proceedings of
material importance, which could be expected to have a material adverse effect on the Company or on
19
SEC Form 17-A
Century Pacific Food, Inc.
the results of its operations. No litigation or claim of material importance is known to be pending or
threatened against the Company or any of its properties.

Item 10. Executive Compensation

a. General

The levels of remuneration of the Company should be sufficient to be able to attract and retain the
services of qualified and competent directors and officers. A portion of the remuneration of executive
directors may be structured or be based on corporate and individual performance.

No director should participate in deciding on his remuneration.

The Company may, in exceptional cases, e.g., when the Company is under receivership or rehabilitation,
regulate the payment of the compensation, allowances, fees and fringe benefits to its directors and
officers.

b. Summary Compensation Table

a. CEO and five other most highly compensated executive officers

Other
Name Principal Position Year Salary Bonus
Compensation
Christopher T. Po Executive Chairman
Teodoro T. Po President & CEO
Gregory H. Banzon EVP & COO 2018 Php52,549,245.34
Edwin C. Africa SVP & GM
Oscar A. Pobre VP & CFO

b. Aggregate compensation paid to all Executive Officers and Directors

Principal Other
Name Year Salary Bonus
Position Compensation
Aggregate compensation paid to all
executive officers and directors as a 2018 Php88,584,520.62
group unnamed

c. Compensation of Directors

Non-Executive
Executive Directors (other Independent
Remuneration Item
Directors than independent Directors
directors)
(a) Fixed Remuneration
None
(b) Variable Remuneration
None

20
SEC Form 17-A
Century Pacific Food, Inc.
 (c) Per diem Allowance Php118,000 to
None None
Php150,000
(d) Bonuses
None
(e) Stock Options and/or other
None
financial instruments
(f) Others (Specify)
None

Non-Executive
Executive Directors (other Independent
Other Benefits
Directors than independent Directors
directors)
1) Advances
2) Credit granted
3) Pension Plan/s Contributions
(d) Pension Plans, Obligations
incurred None
(e) Life Insurance Premium
(f) Hospitalization Plan
(g) Car Plan
(h) Others (Specify)

c. Employment Contracts and Termination of Employment and Change-in-Control

Arrangements.

There are no special employment contracts or other arrangements between the Company and its
officers or directors.

d. Warrants and Options Outstanding

There are no outstanding warrants or options held by any of the Company’s officers or directors.

Item 11. Security Ownership of Certain Beneficial Owners and Management

a. Security Ownership of Certain Record and Beneficial Owners

As of December 31, 2018 the following were owners of more than 5% of the Company's outstanding
shares:

Name, Address of Name of Beneficial % to

Title ofRecord Owner Owner and Number of Total
Citizenship
Class and Relationship Relationship with Shares Held Outstand
with Issuer Record Owner ing
Common Century Pacific Ricardo S. Po, Sr., Filipino 2,433,876,481 68.71%*
Group, Inc. / Chairman
7F Centerpoint Ricardo Gabriel T.
Building, Julia Po, Vice Chairman
Vargas Avenue, Christopher T. Po,
Ortigas Center, President
Pasig City / Teodoro Alexander
21
SEC Form 17-A
Century Pacific Food, Inc.
 Stockholder of T. Po, COO
Record Leonardo Arthur T.
Po, Director
Angelita T. Ong,
Stockholder
Daniel Lu,
Stockholder
Common PCD Nominee Corp. Please see BDO Non- 909,520,231** 25.68%
(Non- Filipino) / Report as of Filipino
The Enterprise December 31, 2018
Center, Ayala attached as Annex
Avenue corner “B”
Paseo de Roxas,
Makati City / Arran Investments
Stockholder of Pte. Ltd., GIC Pte.
Record Ltd. and GIC Special
Investments Pte.
Ltd., Indirect
Beneficial Owner**
Common PCD Nominee Corp. Please see BDO Filipino 401,302,930 11.33%
(Filipino) / The Report as of
Enterprise Center, December 31, 2018
Ayala Avenue attached as Annex
corner Paseo de “B”
Roxas, Makati City
/ Stockholder of
Record

* Century Pacific Group, Inc. owns 2,231,400,000 shares of the Registrant in its own name and another
201,476,481 shares of the Registrant lodged under PCD Nominee Corp. (Filipino).

** Of the 909,520,231 shares registered under PCD Nominee Corp. (Non-Filipino), Arran Investments
Pte. Ltd. is the indirect beneficial owner of 263,250,000 shares of the Registrant equivalent to 7.43% of
the Company. GIC Pte. Ltd. and GIC Special Investments Pte. Ltd. share the power to vote and power to
dispose of the Registrant’s shares with Arran Investments Pte. Ltd.

b. Security Ownership of the Board of Directors and Senior Management

The following are the number of shares owned of record by the directors and key officers of the
Company as of December 31, 2018

Amount and Beneficial

Ownership % of
Title of
Name of Beneficial Owner Citizenship Number Capital
Class Number
of Direct Stock
of Indirect Shares
Shares
Common Ricardo S. Po, Sr. Filipino 160,001 - -
Common Ricardo Gabriel T. Po Filipino 160,001 - -
Common Teodoro Alexander T. Po Filipino 160,001 - -
Common Christopher T. Po Filipino 160,001 - -
Common Leonardo Arthur T. Po Filipino 160,001 - -
Common Maria Leah Peachy Filipino 1 - -
Pacquuing
22
SEC Form 17-A
Century Pacific Food, Inc.
Common Johnip G. Cua Filipino 160,001 - -
Common Fernan Victor P. Lukban Filipino 160,001 - -
Common Oscar A. Pobre Filipino 275,800 - -
Common Manuel Z. Gonzalez Filipino 131,500 - -
Common Edwin C. Africa Singaporean 290,000 - -
Common Ronald M. Agoncillo Filipino 265,000 - -
Common Gregory H. Banzon Filipino 17,100 - -
Common Cezar D. Cruz, Jr. Filipino 160,000 - -
Common Teddy C. Kho Filipino 472,000 - -
Common Noel M. Tempongko, Jr. Filipino 100,000 - -
Common Wilhelmino D. Nicolasura Filipino - - -
Common Emerson C. Villarante Filipino - - -
Common Maria Rosario L. Ybanez Filipino - - -
TOTAL 2,841,408 - -

c. Voting Trust Holder of 5% or more

As of December 31, 2018 there are no persons holding more than 5% of a class under a voting trust or
similar agreement.

d. Changes in Control

There has been no change in control of the Company as of December 31, 2018.

Item 12. Certain Relationships and Related Transactions

The Company is a subsidiary of Century Pacific Group, Inc (formerly Century Canning Corporation) and
is subsequently a member of Century Pacific Group Inc’s Group of Companies (the Group). As of
December 31, 2018 Century Pacific Group, Inc held 68.69% of the outstanding shares of the Company.

The Company and its subsidiaries, in their ordinary course of business, engage in transactions with
companies in the Group and other companies controlled by the Po Family.

The most significant of these transactions include the leases of:

a) office spaces in Pasig City, Metro Manila from Century Pacific Group, Inc and Rian Realty
Corporation
b) a 151,248 sq. m. property in General Santos City from Century Pacific Group, Inc
c) a 20,375 sq. m. property in Taguig from Century Pacific Group, Inc
d) a 38,078 sq. m. property in Zamboanga from Rian Realty Corporation

In addition to the foregoing transactions, the Company also provides certain corporate services
including, corporate finance, corporate planning, procurement, human resources, controller and
treasury services to companies in the Group and other companies controlled by the Po Family.

The Company’s policy with respect to related party transactions is to ensure that these transactions are
entered into on terms comparable to those available from unrelated third parties.

Further information on the Company’s related party transactions, including detailed breakdowns of
amounts receivable from and amounts payable to affiliated companies, can be found in the notes to the
Company’s financial statements.

23
SEC Form 17-A
Century Pacific Food, Inc.
 PART V - EXHIBITS AND SCHEDULES

Century Pacific Food, Inc. has eleven (11) subsidiaries as of December 31, 2018:

% Country of
Subsidiary Business
Ownership Residence
Snow Mountain Dairy Producing, canning, freezing, 100 Philippines
Corporation preserving, refining, packing,
buying and selling wholesale
and retail, food products
including all kinds of milk
and dairy products, fruits
and vegetable juices and
other milk or dairy
preparation and by-products.
General Tuna Corporation Manufacturing and exporting 100 Philippines
of private label canned,
pouched and frozen tuna
products.
Allforward Warehousing Inc. Operating warehouse 100 Philippines
facilities
Century Pacific Agricultural Manufacturing high value 100 Philippines
Ventures, Inc. organic-certified and
conventional coconut
products for both export and
domestic markets.
Century Pacific Seacrest Inc. Developing, maintaining, 100 Philippines
licensing and administering
marks and all kinds of
intellectual property
Century Pacific Food Developing and 100 Philippines
Packaging Ventures Inc. manufacturing of packaging
materials
Centennial Global Trademark holding company 100 BVI
Corporation
Cindena Resources Limited Trademark holding company 100 BVI
Century (Shanghai) Trading Marketing and distribution 100 China
Company Limited of canned food products
Century International Marketing and distribution 100 China
(China) Company Limited of canned food products
Century Pacific North Marketing and distribution 100 China
America Enterprise, Inc. of canned food products

24
SEC Form 17-A
Century Pacific Food, Inc.
Reports on SEC Form 17-C:

Date Subject of Report

March 9, 2018 Press Release on Organizational Changes
April 4, 2018 Press Release: Century Pacific revenues grew by 22%, with
earnings behind pace amidst a challenging environment
April 18, 2018 Press Release: Century Pacific Group companies cited as among
the best-managed
April 23, 2018 Notice of Annual Stockholders’ Meeting
May 9, 2018 Press Release: Century Pacific increases revenues by 22%, and
reverts back to earnings growth in the first quarter of 2018
July 3, 2018 Declaration of Cash Dividend
July 3, 2018 Results of the Annual Stockholders’ Meeting
July 3, 2018 Results of the Organizational Meeting of the Board of Directors
July 4, 2018 Clarification of News Report: “Century Pacific allots up to P1.8 B
for capex”
August 1, 2018 Press Release: Century Pacific revenues up 20% on strong
branded sales; Earnings rise to plus 7%, but expect growth to
remain tempered by cost pressures
November 7, 2018 Press Release: Century Pacific revenues up 17% on the back of
sustained branded sales growth; Earnings maintain its
momentum at plus 7%

Reports on SEC Form 17-Q

Date Filed Subject of Report

May 9, 2018 First Quarter Results
August 2, 2018 Second Quarter Results
November 12, 2018 Third Quarter Results

25
SEC Form 17-A
Century Pacific Food, Inc.