Incorporation of CMIC

On 26 May 2010, the Board of Directors of the Philippine Stock Exchange, Inc. (Exchange) passed Resolution No. 91, Series of 2010, approving the spin-off of its Market Regulation Division into a separate and independent corporation. Thereafter, in March 2011, the Capital Markets Integrity Corporation (CMIC), was officially incorporated.

On 3 February 2012, CMIC was granted by the Securities and Exchange Commission (Commission) its self-regulatory organization status. CMIC was finally operational on 12 March 2012. Since then, CMIC has become the primary regulator of the Trading Participants (TPs) of the Exchange.

CMIC's Role

CMIC was established for the primary purpose of reinforcing the confidence of the investing public in capital market institutions and promoting a more active and vibrant market participation. Accordingly, CMIC acts as the independent audit, surveillance and compliance arm of the Exchange.

As a self-regulatory organization, CMIC's primary mandate is to maintain the integrity of the market and minimize the risk of the investing public by ensuring that the TPs adhere to all pertinent rules, regulations, and code of conduct of CMIC and the Exchange, as well as all related legislative and regulatory requirements. Tasked with regulating and monitoring the activities of market participants, CMIC enforces rules, guidelines, and provisions of the Securities Regulation Code, or the SRC, and other securities laws, applicable to the operations and dealings of the TPs of - including, in particular cases, Issuers whose securities are listed in - the Exchange. Verily, under the CMIC Rules, which took effect in March 2012, CMIC, among other matters, enforces compliance by TPs - and, in the proper cases, by Issuers - with the securities laws.

Chairman's Message Welcome to the Capital Markets Integrity Corporation. The Capital Markets Integrity Corporation, or CMIC as the independent audit, surveillance and compliance arm of the Philippine Stock Exchange aims to preserve and augment the level of integrity within the Philippine capital market industry. To fully achieve and realize this goal, CMIC resolves to pursue its mandate not only through regulation, but also through education - education of both the market participants to further encourage rule compliance, and investors to promote more investments and overall confidence in the capital market. Through this website, CMIC reaches out to all market participants and investors alike - to familiarize themselves with the securities market and its regulations, and to acquaint them about CMIC and what CMIC does. We encourage you to explore this website and know CMIC better. Dakila B. Fonacier Chairman

President's Message

The Capital Markets Integrity Corporation (CMIC) is principally responsible for carrying out the enforcement role of a self-regulatory organization (SRO) in pursuance of the securities laws. The CMIC has the jurisdiction to investigate and resolve violations of the securities laws, including trading related irregularities and unusual trading activities. We will continue to formulate, adopt and draft revisions to the rules consistent with a capital market industry that is fundamentally objective, integrally dynamic and essentially progressive. CMIC shall likewise continue to broaden the skills and competencies of staff while adhering to the Corporation's Code of Conduct and practice of the values of professionalism, integrity, teamwork, competence, honesty and fairness. All our activities shall be conducted on the basis of the highest ethical standards carrying out its mandate without fear or favor. Gerard B. Sanvictores President

MISSION STATEMENT

The Capital Markets Integrity Corporation (CMIC) is an independent private regulator of market participants. As an organization, CMIC is committed to safeguard and hold paramount the interests of the investing public. CMIC formulates, adopts, and enforces fair and dynamic set of rules and regulations in accordance with international best practices and standards. Every aspect of CMIC's activities shall be conducted on the basis of the highest ethical standards carrying out its mandate without fear or favor.

CMIC aims to raise market awareness, reinforce investors' confidence and preserve the integrity of the capital market to foster long-term market sustainability by expanding investors' base and contributing to the overall economic growth and development of the Philippines.

VISION STATEMENT

CMIC is a widely recognized proponent of investor protection, a respected advocate of transparency and integrity, and a highly reputable regulator of the Philippine capital markets.

VALUES

P	- Professionalism
I	- Integrity
T	- Teamwork
C	- Courage
H	- Honesty and Fairness

Professionalism

Professionalism is laying down quality standards of work at all times and exhibiting a high degree of competence and objectivity appropriate to the norms of the capital markets industry, in accordance with international best practices.

Integrity

Integrity is a holistic commitment to a set of values. It requires that one is principled, scrupulous and trustworthy, and that one's beliefs, words and actions are congruent with high ethical standards.

Teamwork

Teamwork is a collaborative process of interaction through a network of people in order to achieve common goals and mutual objectives.

Courage

Courage is firmness of mind and will to withstand adversity. In CMIC, courage is the mental or moral resolve to perform the mandate to regulate in accordance with the securities laws and the act of choosing what one believes is right, regardless of risks and difficulties.

Honesty and Fairness

Honesty is truthfulness, candor and sincerity. It requires a person to act in ways that are free from deceit or deception, including dishonesty by omission and being truthful in the conduct of business.

Fairness means that all persons are treated equally and fairly in accordance with the law and holding all those with common responsibilities to a common standard.

Powers and Functions

The Capital Markets Integrity Corporation, or CMIC, was established for the primary purpose of reinforcing the confidence of the investing public in capital market institutions and to promote a more active and vibrant market participation. It acts as the independent audit, surveillance and compliance arm of the Philippine Stock Exchange.

As a self-regulatory organization, CMIC's primary mandate is to maintain the integrity of the market and minimize the risk of the investing public by ensuring that Trading Participants adhere to all rules and code of conduct of the CMIC and the Philippine Stock Exchange, as well as all related legislative and regulatory requirements. Tasked with regulating and monitoring the activities of market participants, CMIC enforces rules, guidelines and provisions of the Securities Regulation Code, or the SRC, and other securities laws, applicable to the operations and dealings of the Trading Participants, including Issuers, in particular cases, of the Philippine Stock Exchange. Under the CMIC Rules, which took effect in March 2012, CMIC, among other matters, enforces compliance by Trading Participants and, in the proper cases, by Issuers with the securities laws.

Accordingly, CMIC has the jurisdiction to investigate and resolve all violations of the securities laws and/or the CMIC Rules by Trading Participants, and trading-related irregularities and unusual trading activities involving Issuers, based on any of the following: a) written complaints filed directly with CMIC by customers, Trading Participants, or any aggrieved party for alleged violation of the securities laws or the CMIC Rules; b) examination findings of CMIC based on regular annual examinations or for cause examinations of Trading Participants; c) reports of trading-related irregularities or unusual trading activities; and d) matters which CMIC has determined should be investigated and resolved to enforce the securities laws and the CMIC Rules, including matters referred to CMIC by the Securities and Exchange Commission, a duly registered and Exchange-designated clearing agency, and the Exchange's Disclosure Department. Thus, CMIC decides in the first instance all the foregoing matters, following the procedures set forth in the CMIC Rules.

CMIC, concurrent with the accomplishment of its powers and functions, is committed to carry out its role as an independent regulatory body in the capital markets with unquestioned integrity and highest ethical standards.

CMIC carries its functions through its three departments - the Audit and Compliance Department, Surveillance Department, and the Investigation and Enforcement Department.

Audit and Compliance Department

The Audit and Compliance Department or ACD of CMIC is comprised of two units - the Regular Examination Unit and the Risk Management Unit.

CMIC's Regular Examination Unit or the REU conducts a regular audit of all Trading Participants, including their branches and agencies. Following an audit program approved by the SEC, the REU conducts a monthly audit of the trading activities of Trading Participants and monitors their compliance with reportorial requirements.

The Risk Management Unit or RMU, on the other hand, assesses the financial and risk profiles, such as the Risk Based Capital Adequacy (RBCA) Ratio and other related financial matters, of all Trading Participants in order to prevent financial failure. The RMU conducts a monthly spot (financial) audit of all Trading Participants' capitalization requirements, books and records to ascertain compliance with the Securities Regulation Code and its implementing rules and regulations, relevant memoranda and circulars of the Securities and Exchange Commission, rules and regulations of the Philippine Stock Exchange, and CMIC rules.

Surveillance Department

The Surveillance Department's (SD) main function is to identify possible situations that may lead to market manipulation and initiate preventive measures. Through monitoring of daily trading activities of the market participants, SD identifies market activity deemed unusual.

In the performance of its functions, SD may call the attention of the Issuer and demand an explanation for the unusual market activity. SD may also recommend halting or suspension of an instrument to the Philippine Stock Exchange. In other circumstances, SD may recommend to the Investigation and Enforcement Department (IED) of CMIC or to the Securities and Exchange Commission cases for further investigation.

Investigation and Enforcement Department

The Investigation and Enforcement Department or IED primarily conducts the necessary investigation and/or inquiry to determine any possible violation of the Securities Regulation Code, its Implementing Rules and Regulations, the rules and regulations of the Philippines Stock Exchange, the CMIC Rules, and other securities laws.

IED receives complaints from investors and other market participants in connection with any alleged rule violation committed by Trading Participants and Issuers of the Philippine Stock Exchange. In resolving matters filed with and endorsed to it, and upon proper determination of rule violation, IED may impose sanctions, execute penalties, and initiate the publication of the relative disciplinary actions, in accordance with the pertinent securities laws.

Apart from the investigation, inquiry and resolution of the foregoing matters, IED also handles the cases elevated or appealed to the CMIC Board, the Securities and Exchange Commission, the regular courts, and other judicial and quasi-judicial bodies.

With the concurrence of the other CMIC core departments, IED facilitates the takeover of an insolvent or failed Trading Participant. Consequently, IED validates and settles the claims of a failed Trading Participant's clients relative to the takeover.

Finally, IED is authorized act upon any legal matter that may be within the express jurisdiction of CMIC and has been properly forwarded to it by the other CMIC core departments, the Exchange, the Commission, and/or the market participants.