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Related Party Transactions
12 Months Ended
Dec. 31, 2024
Disclosure of transactions between related parties [abstract]  
Related Party Transactions

Parties are considered to be related if one party has the ability, directly and indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are subject to common control. Related parties may be individuals or corporate entities. Transactions with related parties are on an arm’s length basis, similar to transactions with third parties.

Settlement of outstanding balances of related party transactions at year-end are expected to be settled with cash.

The following table provides the summary of outstanding balances as at December 31, 2024 and 2023, and transactions for the years ended December 31, 2024, 2023 and 2022 that have been entered into with related parties:

 

 

 

 

 

 

 

 

 

Statement of Financial

 

2024

 

 

2023

 

 

Income Statement

 

2024

 

 

2023

 

 

2022

 

Company Name

 

Particulars

 

Terms

 

Conditions

 

Position Classification

 

 

 

 

 

 

 

Classification

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(in million pesos)

 

 

 

 

(in million pesos)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Manila Electric Company, or Meralco

 

Electricity services to PLDT and certain subsidiaries’ offices within Meralco's franchise area

 

Immediately upon receipt of invoice

 

Unsecured

 

Accounts payable and accrued expenses and other current liabilities

 

 

552

 

 

 

603

 

 

Repairs and maintenance

 

 

3,039

 

 

 

2,928

 

 

 

3,219

 

 

Pole attachment contracts, wherein Meralco leases its pole spaces to accommodate PLDT and Smart’s cable network facilities

 

45 days upon receipt of billings

 

Unsecured

 

Accrued expenses and other current liabilities

 

 

 

 

 

 

 

Rent

 

 

 

 

 

 

 

 

40

 

 

 

 

Upon depreciation or expiration of lease

 

Unsecured

 

ROU assets

 

 

2,600

 

 

 

598

 

 

Depreciation and amortization

 

 

652

 

 

 

603

 

 

 

665

 

 

 

 

2024 – due after December 31, 2025;
2023 – due after December 31, 2024

 

Unsecured

 

Lease liabilities - net of current portion

 

 

2,191

 

 

 

2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2024 – due after December 31, 2024;
2023 – due after December 31, 2023

 

Unsecured

 

Current portion of lease liabilities

 

 

565

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

Meralco Industrial Engineering Services Corporation, or MIESCOR

 

Customer line installation, repair, rehabilitation and maintenance activities

 

30 days upon receipt of invoice

 

Unsecured

 

Accrued expenses and other current liabilities

 

 

5

 

 

 

3

 

 

 

 

 

 

 

 

 

 

 

 

Transactions with major stockholders, directors and officers:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NTT TC Leasing

 

PLDT signed a US$25 million term loan facility agreement on March 22, 2016

 

Non-amortizing, payable upon maturity on March 30, 2023

 

Unsecured

 

Interest-bearing financial liabilities

 

 

 

 

 

 

 

Financing costs – net

 

 

 

 

 

19

 

 

 

46

 

 

PLDT signed a US$25 million term loan facility agreement on January 31, 2017

 

Non-amortizing, payable upon maturity on March 27, 2024

 

Unsecured

 

Interest-bearing financial liabilities

 

 

 

 

 

1,385

 

 

Financing costs – net

 

 

26

 

 

 

96

 

 

 

46

 

 

 

 

 

 

 

 

 

Statement of Financial

 

2024

 

 

2023

 

 

Income Statement

 

2024

 

 

2023

 

 

2022

 

Company Name

 

Particulars

 

Terms

Conditions

 

Position Classification

 

 

 

 

 

 

 

Classification

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(in million pesos)

 

 

 

 

(in million pesos)

 

Transactions with major stockholders, directors and officers:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NTT World Engineering Marine Corporation

 

On February 1, 2008, PLDT entered into a service agreement, wherein NTT World Engineering Marine Corporation provides offshore submarine cable repair and other allied services for the maintenance of PLDT’s domestic fiber optic network submerged plant.

 

1st month of each quarter; noninterest-bearing

Unsecured

 

Accounts payable and accrued expenses and other current liabilities

 

 

256

 

 

 

261

 

 

Repairs and maintenance

 

 

116

 

 

 

92

 

 

 

80

 

NTT Communications

 

On March 24, 2000, PLDT entered into an advisory service agreement (as amended on March 31, 2003, March 31, 2005 and June 16, 2006), under which NTT Communications provides PLDT with technical, marketing and other consulting services for various business areas of PLDT starting April 1, 2000.

 

30 days upon receipt of invoice; noninterest-bearing

Unsecured

 

Accrued expenses and other current liabilities

 

 

115

 

 

 

104

 

 

Professional and other contracted services

 

 

123

 

 

 

110

 

 

 

87

 

 

On March 24, 2000, PLDT entered into an agreement with NTT Communications under which PLDT and NTT Communications agreed to cooperative arrangements for conventional international telecommunications services to enhance their respective international businesses.

 

30 days upon receipt of invoice; noninterest-bearing

Unsecured

 

Accounts payable

 

 

 

 

 

3

 

 

 

 

 

 

 

 

 

 

 

 

NTT Worldwide Telecommunications Corporation

 

On March 24, 2000, PLDT entered into an agreement under which PLDT markets, and manages data and other services under NTT Communications’ “Arcstar” brand to its corporate customers in the Philippines. PLDT also entered into a Trade Name and Trademark Agreement with NTT Communications under which PLDT has been given the right to use the trade name “Arcstar” and its related trademark, logo and symbols, solely for the purpose of PLDT’s marketing, promotional and sales activities for the Arcstar services within the Philippines.

 

30 days upon receipt of invoice; noninterest-bearing

Unsecured

 

Accounts payable

 

 

 

 

 

6

 

 

Selling and promotions

 

 

 

 

 

1

 

 

 

2

 

NTT DOCOMO

 

On June 5, 2006, in accordance with the Cooperation Agreement dated January 31, 2006, an Advisory Services Agreement was entered into by NTT DOCOMO and PLDT. Pursuant to the Advisory Services Agreement, NTT DOCOMO will provide the services of certain key personnel in connection with certain aspects of the business of PLDT and Smart. Also, this agreement governs the terms and conditions of the appointments of such key personnel and the corresponding fees related thereto.

 

30 days upon receipt of invoice; noninterest-bearing

Unsecured

 

Accrued expenses and other current liabilities

 

 

121

 

 

 

103

 

 

Professional and other contracted services

 

 

125

 

 

 

105

 

 

 

105

 

 

 

 

 

 

 

 

 

 

Statement of Financial

 

2024

 

 

2023

 

 

Income Statement

 

2024

 

 

2023

 

 

2022

 

Company Name

 

Particulars

Terms

 

Conditions

 

Position Classification

 

 

 

 

 

 

 

Classification

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(in million pesos)

 

 

 

 

(in million pesos)

 

Transactions with major stockholders, directors and officers:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

JGSHI and Subsidiaries

 

PLDT and certain of its subsidiaries have existing agreements with Universal Robina Corporation and Robinsons Land Corporation for office and business office rental.

1st month of each quarter; 30 days upon receipt of invoice; noninterest-bearing

 

Unsecured

 

Accounts payable and accrued expenses and other current liabilities

 

 

59

 

 

 

81

 

 

Rent

 

 

361

 

 

 

246

 

 

 

269

 

 

 

Upon depreciation or expiration of lease

 

Unsecured

 

ROU assets

 

 

4

 

 

 

4

 

 

Depreciation and amortization

 

 

 

 

 

 

 

 

44

 

 

 

2024 – due after December 31, 2025;
2023 – due after December 31, 2024

 

Unsecured

 

Lease liabilities - net of current portion

 

 

 

 

 

78

 

 

 

 

 

 

 

 

 

 

 

 

 

PLDT group's other transactions with JGSHI and subsidiaries

30 days upon receipt of invoice; noninterest-bearing

 

Unsecured

 

Accrued expenses and other current liabilities

 

 

44

 

 

 

44

 

 

Repairs and maintenance

 

 

14

 

 

 

48

 

 

 

23

 

Malayan Insurance Co., Inc., or Malayan

 

PLDT and certain of its subsidiaries have insurance policies with Malayan covering directors, officers, liability to employees and material damage for buildings, building improvements, equipment and motor vehicles. The premiums are directly paid to Malayan.

Immediately upon receipt of invoice

 

Unsecured

 

Accounts payable and accrued expenses and other current liabilities

 

 

8

 

 

 

8

 

 

Insurance and security services

 

 

209

 

 

 

261

 

 

 

229

 

 

 

Immediately upon receipt of invoice

 

Unsecured

 

Prepayments

 

 

 

 

 

152

 

 

 

 

 

 

 

 

 

 

 

 

Gotuaco del Rosario and Associates, or Gotuaco

 

Gotuaco acts as the broker for certain insurance companies to cover certain insurable properties of the PLDT Group. Insurance premiums are remitted to Gotuaco and the broker’s fees are settled between Gotuaco and the insurance companies.

Immediately upon receipt of invoice

 

Unsecured

 

Accounts payable and accrued expenses and other current liabilities

 

 

2

 

 

 

 

 

Insurance and security services

 

 

133

 

 

 

142

 

 

 

144

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

First Pacific Investment Management Limited,
or FPIML

 

On March 1, 2018, Smart entered into an Advisory Services Agreement with FPIML effective for a period of one-year subject to a 12-month automatic renewal unless either party notifies the other party of its intent not to renew the agreement. FPIML provides advisory and related services in connection with the operation of Smart’s business of providing mobile communications services, high-speed internet connectivity, and access to digital services and content. The agreement provides that Smart shall pay a monthly service fee of US$250 thousand and any additional fee shall be mutually agreed upon by both parties on a monthly basis. On March 26, 2020, Smart and FPIML mutually agreed to reduce the monthly service fee to US$100 thousand in consideration of the services provided under this agreement, effective April 1, 2020. Starting April 2021, the fee has been increased to $220 thousand per month. Smart prepaid the fees for the period April to October 2021 (US$1.54 million).

 

 

Unsecured

 

Accounts payable and accrued expenses and other current liabilities (Notes 23 and 24)

 

 

 

 

 

 

 

Professional and other contracted services

 

 

163

 

 

 

149

 

 

 

133

 

 

 

 

 

 

 

 

 

 

 

Statement of Financial

 

2024

 

 

2023

 

 

Income Statement

 

2024

 

 

2023

 

 

2022

 

Company Name

 

Particulars

 

Terms

 

Conditions

 

Position Classification

 

 

 

 

 

 

 

Classification

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(in million pesos)

 

 

 

 

(in million pesos)

 

Other related parties:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Various

 

PLDT and certain of its subsidiaries provide telephone, data communication and other services to various related parties.

 

30 days upon receipt of invoice

 

Unsecured

 

Trade and other receivables
(Note 16)

 

 

7,948

 

 

 

5,193

 

 

Revenues

 

 

2,589

 

 

 

2,510

 

 

 

2,518

 

 

PLDT and certain of its subsidiaries avail of lease and other services from various related parties.

 

2024 – due after December 31, 2025;
2023 – due after December 31, 2024

 

Unsecured

 

Lease liabilities - net of current portion (Note 10)

 

 

181

 

 

 

66

 

 

Expenses

 

 

7,652

 

 

 

4,433

 

 

 

5,687

 

 

 

 

2024 – due after December 31, 2024;
2023 – due after December 31, 2023

 

Unsecured

 

Current portion of lease liabilities (Note 10)

 

 

97

 

 

 

42

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Upon depreciation or expiration of lease

 

Unsecured

 

ROU assets
(Note 10)

 

 

308

 

 

 

148

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30 days upon receipt of billing; noninterest-bearing

 

Unsecured

 

Accounts payable
(Note 22)

 

 

1,485

 

 

 

666

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Immediately upon receipt of billing

 

Unsecured

 

Accrued expenses and other current liabilities (Note 23)

 

 

516

 

 

 

603

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Compensation of Key Officers of the PLDT Group

The compensation of key officers of the PLDT Group by benefit type for the years ended December 31, 2024, 2023 and 2022 are as follows:

 

 

 

2024

 

 

2023

 

 

2022

 

 

 

(in million pesos)

 

Short-term employee benefits

 

 

384

 

 

 

582

 

 

 

390

 

Other long-term employee benefits (Note 25)

 

 

168

 

 

 

72

 

 

 

448

 

Post-employment benefits

 

 

22

 

 

 

23

 

 

 

22

 

Total compensation paid to key officers of the PLDT Group

 

 

574

 

 

 

677

 

 

 

860

 

 

The amounts disclosed in the table above are the amounts recognized as expenses during the period related to key management personnel.

Effective January 2014, each of the directors, including the members of the advisory board of PLDT, is entitled to a director’s fee in the amount of Php250 thousand for each board meeting attended. Each of the members or advisors of the audit, governance, nomination and sustainability, executive compensation, technology strategy, and risk and data privacy and information security committees is entitled to a fee in the amount of Php125 thousand for each committee meeting attended.

Total fees paid for board meetings and board committee meetings amounted to Php85 million, Php88 million and

Php82 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Except for the fees mentioned above, the directors are not compensated, directly or indirectly, for their services as such directors.

There are no agreements between PLDT Group and any of its key management personnel providing benefits upon termination of employment, except for such benefits to which they may be entitled under PLDT Group’s retirement and incentive plans.