Membership

As of December 31, 2023, our Association has 9,787 members, 321 of them are retirees whose age are 80 years old and above and are exempted from paying the monthly contributions.

The members of the Association are MERALCO regular employees; MERALCO retirees; MEMABA regular employees; and MERALCO subsidiaries and its subsidiaries, and affiliates regular employees. We have members from the following Meralco subsidiaries and affiliates:

Member’s Rights and Protection

Rights of Members/Minority Interests

The Board shall be committed to respect the following rights of the members:

Voting Right

Members shall have the right to elect, remove and replace Trustees and vote on certain corporate acts in accordance with the Corporation Code.

Cumulative voting shall be used in the election of Trustees.

A Trustee shall not be removed without cause if it will deny minority Members representation in the Board.

Pre-emptive Right

All members shall have pre-emptive rights, unless the same is denied in the articles of incorporation or an amendment thereto. They shall have the right to contribute to the capital stock of the in proportion of its monthly contributions. The Articles of Incorporation shall lay down the specific rights and powers of Members with respect to the particular contributions they hold, all of which shall be protected by law so long as they shall not be in conflict with the Corporation Code.

Power of Inspection

All Members shall be allowed to inspect corporate books and records including minutes of Board meetings and stock registries in accordance with the Corporation Code and shall be furnished with annual reports, including financial statements, without cost or restrictions.

Right to Information

The Members shall be provided, upon request, with periodic reports which disclose personal and professional information about the Trustees and officers and certain other matters such as their holdings of the Association’s capital, dealings with the Association, relationships among Trustees and key officers, and the aggregate compensation of Trustees and officers.

The minority Members shall be granted the right to propose the holding of a meeting, and the right to propose items in the agenda of the meeting, provided the items are for legitimate business purposes.

The minority Members shall have access to any and all information relating to matters for which the management is accountable for and to those relating to matters for which the management shall include such information and, if not included, then the minority Members shall be allowed to propose to include such matters in the agenda of members’ meeting, being within the definition of “legitimate purposes”.

Appraisal Right

The Members’ shall have appraisal right or the right to dissent and demand payment of the fair value of their contributions in the manner provided for under Section 82 of the Corporation Code of the Philippines, under any of the following circumstances:

• In case any amendment to the articles of incorporation has the effect of changing or restricting the rights of any members or class of contributions, or of authorizing preferences in any respect superior to those of outstanding contributions of any class, or of extending or shortening the term of corporate existence;

• In case of sale, lease, exchange, transfer, mortgage, pledge or other disposition of all or substantially all of the corporate property and assets as provided in the Corporation Code; and

• In case of merger or consolidation for which an independent appraiser shall be appointed by the Board for this purpose to evaluate the fairness of the transaction price and other related matters thereof

• It shall be the duty of the Trustees to promote member’s rights, remove impediments to the exercise of such rights and allow possibilities to seek redress for violation of their rights. They shall encourage the exercise of Members’ voting rights and the solution of collective action problems through appropriate mechanisms. They shall be instrumental in removing excessive costs and other administrative or practical impediments to Members participating in meetings and/or voting in person. The Trustees shall pave the way for the electronic filing and distribution of member information necessary to make informed decisions subject to legal constraints.